Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 28, 2013 | Oct. 25, 2013 | |
Document and Entity Information | ||
Entity Registrant Name | SPX CORP | |
Entity Central Index Key | 88205 | |
Document Type | 10-Q | |
Document Period End Date | 28-Sep-13 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -19 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 45,354,032 | |
Document Fiscal Year Focus | 2013 | |
Document Fiscal Period Focus | Q3 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, except Share data in Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
Revenues | $1,145.80 | $1,176.70 | $3,398.20 | $3,465 |
Costs and expenses: | ||||
Cost of products sold | 810.8 | 858.9 | 2,443.60 | 2,542.40 |
Selling, general and administrative | 233.4 | 226 | 736.5 | 732.3 |
Intangible amortization | 8.2 | 8.8 | 24.4 | 26.4 |
Impairment of intangible assets | 2 | |||
Special charges, net | 6.9 | 6.4 | 25.1 | 17.2 |
Operating income | 86.5 | 76.6 | 166.6 | 146.7 |
Other income (expense), net | -4.1 | -4.2 | 19 | |
Interest expense | -27.1 | -28.7 | -83.4 | -85 |
Interest income | 2.6 | 1.6 | 6.2 | 4.5 |
Equity earnings in joint ventures | 11.4 | 8.6 | 30.6 | 25 |
Income from continuing operations before income taxes | 69.3 | 58.1 | 115.8 | 110.2 |
Income tax provision | -12.3 | -9.6 | -17.2 | -27 |
Income from continuing operations | 57 | 48.5 | 98.6 | 83.2 |
Income from discontinued operations, net of tax | 4.9 | 12.4 | 10.2 | 39.6 |
Gain (loss) on disposition of discontinued operations, net of tax | 0.2 | -0.7 | -2.3 | -1.6 |
Income from discontinued operations, net of tax | 5.1 | 11.7 | 7.9 | 38 |
Net income | 62.1 | 60.2 | 106.5 | 121.2 |
Net income (loss) attributable to noncontrolling interests | -0.8 | 2.4 | 2.5 | 2.5 |
Net income attributable to SPX Corporation common shareholders | 62.9 | 57.8 | 104 | 118.7 |
Amounts attributable to SPX Corporation common shareholders: | ||||
Income from continuing operations, net of tax | 57.8 | 46.1 | 96.3 | 80.5 |
Income from discontinued operations, net of tax | 5.1 | 11.7 | 7.7 | 38.2 |
Net income | 62.9 | 57.8 | 104 | 118.7 |
Basic income per share of common stock: | ||||
Income from continuing operations attributable to SPX Corporation common shareholders (in dollars per share) | $1.29 | $0.92 | $2.11 | $1.60 |
Income from discontinued operations attributable to SPX Corporation common shareholders (in dollars per share) | $0.12 | $0.24 | $0.17 | $0.77 |
Net income per share attributable to SPX Corporation common shareholders (in dollars per share) | $1.41 | $1.16 | $2.28 | $2.37 |
Weighted-average number of common shares outstanding - basic (in shares) | 44,709 | 49,958 | 45,592 | 50,174 |
Diluted income per share of common stock: | ||||
Income from continuing operations attributable to SPX Corporation common shareholders (in dollars per share) | $1.28 | $0.92 | $2.09 | $1.58 |
Income from discontinued operations attributable to SPX Corporation common shareholders (in dollars per share) | $0.12 | $0.24 | $0.16 | $0.76 |
Net income per share attributable to SPX Corporation common shareholders (in dollars per share) | $1.40 | $1.16 | $2.25 | $2.34 |
Weighted-average number of common shares outstanding - diluted (in shares) | 45,037 | 50,038 | 46,140 | 50,799 |
Comprehensive income | $137.60 | $139.60 | $121.80 | $134.90 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 28, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
Current assets: | ||
Cash and equivalents | $490.70 | $984.10 |
Accounts receivable, net | 1,200.20 | 1,311.80 |
Inventories, net | 570.1 | 522.9 |
Other current assets | 143.1 | 148.7 |
Deferred income taxes | 74.7 | 92.4 |
Assets of discontinued operations | 157.8 | 142.6 |
Total current assets | 2,636.60 | 3,202.50 |
Property, plant and equipment: | ||
Land | 45.1 | 43.5 |
Buildings and leasehold improvements | 384.6 | 389.7 |
Machinery and equipment | 781.5 | 776.4 |
Property, plant and equipment, gross | 1,211.20 | 1,209.60 |
Accumulated depreciation | -509.7 | -480.8 |
Property, plant and equipment, net | 701.5 | 728.8 |
Goodwill | 1,511.90 | 1,509.80 |
Intangibles, net | 927.2 | 955.3 |
Other assets | 771.7 | 733.7 |
TOTAL ASSETS | 6,548.90 | 7,130.10 |
Current liabilities: | ||
Accounts payable | 482.3 | 553.1 |
Accrued expenses | 935.1 | 980 |
Income taxes payable | 15 | 126.5 |
Short-term debt | 29.7 | 33.4 |
Current maturities of long-term debt | 98.4 | 8.7 |
Liabilities of discontinued operations | 31.5 | 34.9 |
Total current liabilities | 1,592 | 1,736.60 |
Long-term debt | 1,558.70 | 1,649.90 |
Deferred and other income taxes | 323.7 | 251.1 |
Other long-term liabilities | 933 | 1,212.50 |
Total long-term liabilities | 2,815.40 | 3,113.50 |
Commitments and contingent liabilities (Note 13) | ||
SPX Corporation shareholders' equity: | ||
Common stock (99,748,064 and 45,339,854 issued and outstanding at September 28, 2013, respectively, 99,453,784 and 48,303,707 issued and outstanding at December 31, 2012, respectively) | 1,003.90 | 998.9 |
Paid-in capital | 1,567.70 | 1,553.70 |
Retained earnings | 2,766.30 | 2,696.60 |
Accumulated other comprehensive loss | -213 | -228.9 |
Common stock in treasury (54,408,210 and 51,150,077 shares at September 28, 2013 and December 31, 2012, respectively) | -2,997.50 | -2,751.60 |
Total SPX Corporation shareholders' equity | 2,127.40 | 2,268.70 |
Noncontrolling interests | 14.1 | 11.3 |
Total equity | 2,141.50 | 2,280 |
TOTAL LIABILITIES AND EQUITY | $6,548.90 | $7,130.10 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) | Sep. 28, 2013 | Dec. 31, 2012 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Common stock, shares issued | 99,748,064 | 99,453,784 |
Common stock, shares outstanding | 45,339,854 | 48,303,707 |
Common stock in treasury, shares | 54,408,210 | 51,150,077 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 |
Cash flows used in operating activities: | ||
Net income | $106.50 | $121.20 |
Less: Income from discontinued operations, net of tax | 7.9 | 38 |
Income from continuing operations | 98.6 | 83.2 |
Adjustments to reconcile income from continuing operations to net cash used in operating activities: | ||
Special charges, net | 25.1 | 17.2 |
Impairment of intangible assets | 2 | |
Gain on sale of a business | -20.5 | |
Deferred and other income taxes | 89.3 | 5.4 |
Depreciation and amortization | 84.5 | 81.7 |
Pension and other employee benefits | 32.2 | 43.7 |
Stock-based compensation | 29.3 | 33.9 |
Other, net | 4.2 | 10.7 |
Changes in operating assets and liabilities, net of effects from acquisition and divestitures: | ||
Accounts receivable and other assets | 78.1 | -192.4 |
Inventories | -58.5 | -22.4 |
Accounts payable, accrued expenses and other | -263.8 | -175.1 |
Discretionary pension contribution | -250 | |
Cash spending on restructuring actions | -21.1 | -15.3 |
Net cash used in continuing operations | -150.1 | -149.9 |
Net cash used in discontinued operations | -7.4 | -3.3 |
Net cash used in operating activities | -157.5 | -153.2 |
Cash flows used in investing activities: | ||
Proceeds from asset sales and other, net | 9.8 | 10 |
(Increase) decrease in restricted cash | -0.1 | 1.9 |
Business acquisition, net of cash acquired | -30.5 | |
Capital expenditures | -42.5 | -56.2 |
Net cash used in continuing operations | -32.8 | -74.8 |
Net cash from (used in) discontinued operations | 1.5 | -6.1 |
Net cash used in investing activities | -31.3 | -80.9 |
Cash flows from (used in) financing activities: | ||
Borrowings under senior credit facilities | 287 | 886 |
Repayments under senior credit facilities | -287 | -781.9 |
Borrowings under trade receivables agreement | 35 | 127.3 |
Repayments under trade receivables agreement | -35 | -81.3 |
Net repayments under other financing arrangements | -9.7 | -4.8 |
Purchases of common stock | -249 | -75 |
Minimum withholdings paid on behalf of employees for net share settlements, net of proceeds from the exercise of employee stock options and other | -16.5 | 5.1 |
Financing fees paid | -0.2 | |
Change in noncontrolling interest in subsidiary | 1.9 | |
Dividends paid | -23.5 | -38.5 |
Net cash from (used in) continuing operations | -296.8 | 36.7 |
Net cash from discontinued operations | 0 | |
Net cash from (used in) financing activities | -296.8 | 36.7 |
Change in cash and equivalents due to changes in foreign currency exchange rates | -7.8 | -7.3 |
Net change in cash and equivalents | -493.4 | -204.7 |
Consolidated cash and equivalents, beginning of period | 984.1 | 551 |
Consolidated cash and equivalents, end of period | $490.70 | $346.30 |
BASIS_OF_PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
BASIS OF PRESENTATION | ||||||||||||||
BASIS OF PRESENTATION | (1) 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. | ||||||||||||||
We account for investments in unconsolidated companies where we exercise significant influence but do not have control using the equity method. In determining whether we are the primary beneficiary of a variable interest entity (“VIE”), we perform a qualitative analysis that considers the design of the VIE, the nature of our involvement and the variable interests held by other parties to determine which party has the power to direct the activities of the VIE that most significantly impact the entity’s economic performance, and which party has the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. We have interests in VIEs, primarily joint ventures, in which we are the primary beneficiary and others in which we are not. Our VIEs are considered immaterial, individually and in aggregate, to our consolidated financial statements. | ||||||||||||||
Our significant investments reported under the equity method are our 44.5% interest in the EGS Electrical Group, LLC and subsidiaries (“EGS”) joint venture and our 45% interest in Shanghai Electric — SPX Engineering & Technologies Co., Ltd. (“Shanghai Electric JV”). We account for our EGS investment on a three-month lag, and our equity earnings in this investment, as included in our condensed consolidated statements of operations, totaled $11.4 and $30.5 for the three and nine months ended September 28, 2013, respectively, and $8.6 and $25.1 for the three and nine months ended September 29, 2012, respectively. Summarized financial results of EGS for the three and nine months ended June 30, 2013 and 2012 were as follows: | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
June 30, | June 30, | June 30, | June 30, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Revenues | $ | 129.1 | $ | 127.5 | $ | 380.2 | $ | 387.2 | ||||||
Gross profit | 57 | 52.8 | 164.7 | 161.7 | ||||||||||
Income from continuing operations | 25.7 | 19.4 | 68.5 | 56.4 | ||||||||||
Net income | 25.7 | 19.4 | 68.5 | 56.4 | ||||||||||
The Shanghai Electric JV’s results of operations and our equity earnings in this investment, as included in our condensed consolidated statements of operations, were not material for the three and nine months ended September 28, 2013 and September 29, 2012. See Note 3 for further details on the Shanghai Electric JV. | ||||||||||||||
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 2012 Annual Report on Form 10-K, as amended (“2012 Annual Report on Form 10-K”). Interim results may not be indicative of full year results. We have reclassified certain prior period amounts, including the results of discontinued operations, to conform to the current period presentation. Unless otherwise indicated, amounts provided in these Notes pertain to continuing operations. 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 2013 were March 30, June 29 and September 28, compared to the respective March 31, June 30 and September 29, 2012 dates. We had two fewer days in the first quarter of 2013 and will have one more day in the fourth quarter of 2013 than in the respective 2012 periods. |
NEW_ACCOUNTING_PRONOUNCEMENTS
NEW ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Sep. 28, 2013 | |
NEW ACCOUNTING PRONOUNCEMENTS | |
NEW ACCOUNTING PRONOUNCEMENTS | (2) NEW ACCOUNTING PRONOUNCEMENTS |
The following is a summary of new accounting pronouncements that apply to our business. | |
In December 2011, and as amended in January 2013, the Financial Accounting Standards Board (“FASB”) issued disclosure guidance relating to offsetting, whereby entities are required to disclose both gross and net information about both instruments and transactions eligible for offset in the statement of financial position and instruments and transactions subject to a master netting arrangement or similar agreement. These disclosures assist users of financial statements in evaluating the effect or potential effect of netting arrangements on a company’s financial position, including the effect or potential effect of rights of setoff associated with the recognized assets and recognized liabilities within the scope. The guidance applies to a) recognized financial and derivative instruments offset in accordance with either the Balance Sheet or Derivatives and Hedging topics of the FASB Accounting Standards Codification (“Codification”) and b) financial and derivative instruments and other transactions that are subject to an enforceable master netting arrangement or similar agreement that covers similar instruments and transactions. This guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods, and shall be applied retrospectively for all comparative periods presented. We adopted this guidance on January 1, 2013, with the required disclosures included in Note 11 to our condensed consolidated financial statements herein. | |
In July 2012, the FASB issued an amendment to guidance relating to testing indefinite-lived intangible assets, other than goodwill, for impairment. Under the revised guidance, entities testing such assets for impairment have the option of first performing a qualitative assessment to determine whether it is more likely than not that the carrying amount of an indefinite-lived intangible asset exceeds its fair value. If an entity determines, on the basis of qualitative factors, that it is more likely than not that the indefinite-lived intangible asset is impaired, the entity shall calculate the fair value of the intangible asset and perform the quantitative impairment test in accordance with the Intangibles — Goodwill and Other topic of the Codification. The amendment is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. We adopted this guidance on January 1, 2013, with no material impact on our condensed consolidated financial statements. | |
In February 2013, the FASB issued an amendment to guidance relating to the reporting of reclassifications out of accumulated other comprehensive income (“AOCI”). This guidance requires companies to present, in one place, information about significant amounts reclassified from AOCI. In addition, for significant items reclassified out of AOCI to net income in their entirety during the reporting period, companies must report the effect of such reclassifications on the respective line items in the statement of operations. For amounts not required to be reclassified to net income in their entirety, companies must reference the disclosures that provide additional detail about those amounts. This amendment is effective for interim and annual reporting periods beginning after December 15, 2012, and shall be applied prospectively. We adopted this guidance on January 1, 2013, with the required disclosures included in Note 12 to our condensed consolidated financial statements herein. | |
In March 2013, the FASB issued an amendment to guidance to resolve the diversity in practice relating to a parent entity’s accounting for the cumulative translation adjustment (“CTA”) upon derecognition of foreign subsidiaries or groups of assets. The amendment requires that any CTA related to the parent entity’s investment in a foreign entity be released into earnings when a sale or transfer of the foreign subsidiary or group of assets results in the complete or substantially complete liquidation of the foreign entity. This amendment is effective for interim and annual reporting periods beginning after December 15, 2013, and shall be applied prospectively. We have not yet adopted this guidance and do not expect the adoption to have a material impact on our consolidated financial statements. | |
In July 2013, the FASB issued an amendment to guidance to resolve the diversity in practice in the presentation of unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward (collectively, a “carryforward”) exists. An unrecognized tax benefit, or portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for the carryforward, except to the extent (i) the carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or (ii) the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose. In these cases, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This amendment applies to all entities that have unrecognized tax benefits when a carryforward exists at the reporting date. This amendment is effective for interim and annual reporting periods beginning after December 15, 2013 and shall be applied prospectively to all unrecognized tax benefits that exist at the effective date, with retrospective application permitted. We have not yet adopted this guidance and do not expect the adoption to have a material impact on our consolidated financial statements. |
ACQUISITION_DISCONTINUED_OPERA
ACQUISITION, DISCONTINUED OPERATIONS AND FORMATION OF SHANGHAI ELECTRIC JV | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
ACQUISITION, DISCONTINUED OPERATIONS AND FORMATION OF SHANGHAI ELECTRIC JV | ||||||||||||||
ACQUISITION, DISCONTINUED OPERATIONS AND FORMATION OF SHANGHAI ELECTRIC JV | (3) ACQUISITION, DISCONTINUED OPERATIONS AND FORMATION OF SHANGHAI ELECTRIC JV | |||||||||||||
Acquisition | ||||||||||||||
On March 21, 2012, our Flow Technology reportable segment completed the acquisition of Seital S.r.l. (“Seital”), a supplier of disk centrifuges (separators and clarifiers) to the global food and beverage, biotechnology, pharmaceutical and chemical industries, for a purchase price of $28.8, net of cash acquired of $2.5 and including debt assumed of $0.8. Seital had revenues of approximately $14.0 in the twelve months prior to the date of acquisition. | ||||||||||||||
Discontinued Operations | ||||||||||||||
As part of our operating strategy, we regularly review and negotiate potential divestitures, some of which are or may be material. | ||||||||||||||
We report businesses or asset groups as discontinued operations when, among other things, we terminate the operations of the business or asset group, or we commit to a plan to divest the business or asset group, actively begin marketing the business or asset group, and when the sale of the business or asset group is deemed probable within the next twelve months. During the third quarter of 2013, we committed to a plan to divest certain non-strategic businesses which were previously reported within Industrial Products and Services and Other. These businesses have been reported, for all periods presented, as discontinued operations within the accompanying condensed consolidated financial statements. We are actively pursuing the sale of these businesses and anticipate that the sales will be completed during the next twelve months. | ||||||||||||||
The following businesses were discontinued in a prior quarter: | ||||||||||||||
Business | Quarter | Quarter of Sale | ||||||||||||
Discontinued | or Termination | |||||||||||||
of Operations | ||||||||||||||
Broadcast Antenna System business (“Dielectric”) | Q2 2013 | Q2 2013 | ||||||||||||
Crystal Growing business (“Kayex”) | Q1 2013 | Q1 2013 | ||||||||||||
TPS Tianyu Equipment Co., Ltd. (“Tianyu”) | Q4 2012 | Q4 2012 | ||||||||||||
Weil-McLain (Shandong) Cast-Iron-Boiler Co., Ltd. (“Weil-McLain Shandong”) | Q4 2012 | Q4 2012 | ||||||||||||
SPX Service Solutions (“Service Solutions”) | Q1 2012 | Q4 2012 | ||||||||||||
Dielectric — We sold assets of the business during the second quarter of 2013 for cash consideration of $4.7, resulting in a gain of less than $0.1. | ||||||||||||||
Kayex — We closed the business during the first quarter of 2013. In connection with the closure, we recorded a loss, net of taxes, of $2.1 during that quarter, with the loss associated primarily with severance costs and asset impairment charges. During the third quarter of 2013, we recorded a gain, net of taxes, of $3.6 associated primarily with the sale of a perpetual license related to certain of the business’s intangible assets. Proceeds related to the above sales transaction totaled $6.9. | ||||||||||||||
Tianyu — Sold for cash consideration of one Chinese Yuan (“CNY”) (exclusive of cash transferred with the business of $1.1), resulting in a loss, net of taxes, during the fourth quarter of 2012 of $1.8. | ||||||||||||||
Weil-McLain Shandong — Sold for cash consideration of $2.7 (exclusive of cash transferred with the business of $3.1), resulting in a gain, net of taxes, during the fourth quarter of 2012 of $2.2. During the first quarter of 2013, we reduced the net gain by $0.4 associated with the working capital settlement. During the second quarter of 2013, we received $1.1 associated with the working capital settlement. | ||||||||||||||
Service Solutions — Sold for cash consideration of $1,134.9, resulting in a gain, net of taxes, during the fourth quarter of 2012 of $313.4. During the three and nine months ended September 28, 2013, we reduced the net gain by $3.1 and $1.5, respectively, associated primarily with the working capital settlement and revisions to income tax and other retained liabilities related to the sale. During the third quarter of 2013, we received $0.8 associated with the working capital settlement. | ||||||||||||||
In addition to the businesses discussed above, we recognized net losses of $0.3 and $1.9 during the three and nine months ended September 28, 2013, respectively, and net losses of $0.7 and $1.6 during the three and nine months ended September 29, 2012, respectively, resulting from adjustments to gains/losses on sales of previously discontinued businesses. Refer to the consolidated financial statements contained in our 2012 Annual Report on Form 10-K for the disclosure of all discontinued businesses during the 2010 through 2012 periods. | ||||||||||||||
The final sales price for certain of the divested businesses is subject to adjustment based on working capital existing at the respective closing dates. The working capital figures are subject to agreement with the buyers or, if we cannot come to agreement with the buyers, an arbitration or other dispute-resolution process. Final agreement of the working capital figures with the buyers for certain of these transactions has yet to occur. In addition, changes in estimates associated with liabilities retained in connection with a business divestiture (e.g., income taxes) may occur. It is possible that the sales price and resulting gains/losses on these and other previous divestitures may be materially adjusted in subsequent periods. | ||||||||||||||
For the three and nine months ended September 28, 2013 and September 29, 2012, income from discontinued operations and the related income taxes are shown below: | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Income from discontinued operations | $ | 8.7 | $ | 17.7 | $ | 12.2 | $ | 57.7 | ||||||
Income tax provision | (3.6 | ) | (6.0 | ) | (4.3 | ) | (19.7 | ) | ||||||
Income from discontinued operations, net | $ | 5.1 | $ | 11.7 | $ | 7.9 | $ | 38 | ||||||
For the three and nine months ended September 28, 2013 and September 29, 2012, results of operations for our businesses reported as discontinued operations were as follows: | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Revenues | $ | 50.7 | $ | 269.6 | $ | 154.2 | $ | 877.8 | ||||||
Pre-tax income | 8.3 | 18.8 | 15 | 60.5 | ||||||||||
The major classes of assets and liabilities, excluding intercompany balances, of the businesses reported as discontinued operations included in the accompanying condensed consolidated balance sheets are shown below: | ||||||||||||||
September 28, | December 31, | |||||||||||||
2013 | 2012 | |||||||||||||
Assets: | ||||||||||||||
Accounts receivable, net | $ | 28.4 | $ | 21.2 | ||||||||||
Inventories, net | 40.9 | 32.7 | ||||||||||||
Other current assets | 1.1 | 1.2 | ||||||||||||
Property, plant and equipment, net | 16.8 | 16.2 | ||||||||||||
Goodwill and intangibles, net | 70.6 | 71.3 | ||||||||||||
Assets of discontinued operations | $ | 157.8 | $ | 142.6 | ||||||||||
Liabilities: | ||||||||||||||
Accounts payable | $ | 17.1 | $ | 18.3 | ||||||||||
Accrued expenses | 14.4 | 16.6 | ||||||||||||
Liabilities of discontinued operations | $ | 31.5 | $ | 34.9 | ||||||||||
Formation of Shanghai Electric JV | ||||||||||||||
On December 30, 2011, we and Shanghai Electric Group Co., Ltd. established the Shanghai Electric JV, a joint venture supplying dry cooling and moisture separator reheater products and services to the power sector in China and other selected regions of the world. We contributed and sold certain assets of our dry cooling products business in China to the joint venture in consideration for a 45% ownership interest in the joint venture and cash payments of CNY 96.7, with CNY 51.5 received in January 2012, CNY 25.8 received in December 2012, and the remaining CNY 19.4 received in July 2013. Final approval for the transaction was not received until January 13, 2012. We determined that this transaction met the deconsolidation criteria of the Codification, and, thus, recorded a gain on the transaction equal to the estimated fair value of our investment in the joint venture plus any consideration received, less the carrying value of assets contributed and sold to the joint venture. We recorded the net gain associated with this transaction of $20.5 in the first quarter of 2012, with the gain included in “Other income (expense), net.” |
INFORMATION_ON_REPORTABLE_SEGM
INFORMATION ON REPORTABLE SEGMENTS AND OTHER OPERATING SEGMENTS | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
INFORMATION ON REPORTABLE SEGMENTS AND OTHER OPERATING SEGMENTS | ||||||||||||||
INFORMATION ON REPORTABLE SEGMENTS AND OTHER OPERATING SEGMENTS | (4) INFORMATION ON REPORTABLE SEGMENTS AND OTHER OPERATING SEGMENTS | |||||||||||||
We are a global supplier of highly specialized, engineered solutions with operations in over 35 countries and sales in over 150 countries around the world. Many of our products and innovative solutions play a role in helping to meet rising global demand for power and energy and processed foods and beverages, particularly in emerging markets. Our key products include processing systems and equipment for the food and beverage industry, reciprocating pumps used in oil and gas processing, power transformers used by utility companies, and cooling systems for power plants. | ||||||||||||||
We aggregate certain of our operating segments into our two reportable segments, Flow Technology and Thermal Equipment and Services, while our remaining operating segments, which do not meet the quantitative threshold criteria of the Segment Reporting topic of the Codification, have been combined within our “All Other” category, which we refer to as Industrial Products and Services and Other. The operating segments in this “All Other” category generally serve industrial end-markets. Industrial Products and Services and Other is not considered a reportable segment. | ||||||||||||||
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 and distribution methods. 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 impairment and special charges, pensions and postretirement expense, stock-based compensation and other indirect corporate expenses. This is consistent with the way our chief operating decision maker evaluates the results of each segment. | ||||||||||||||
Flow Technology Reportable Segment | ||||||||||||||
Our Flow Technology reportable segment engineers, designs, manufactures and markets products and solutions used to process, blend, filter, dry, meter and transport fluids with a focus on original equipment installation, including turnkey systems, skidded systems and components, as well as comprehensive aftermarket components and support services. Primary component offerings include engineered pumps, valves, mixers, plate heat exchangers, and dehydration and filtration technologies. The segment primarily serves customers in food and beverage, power and energy and industrial end-markets. The segment continues to focus on innovation and new product development, optimizing its global footprint while taking advantage of cross-product integration opportunities and increasing its competitive position in global end-markets. Flow Technology’s solutions focus on key business drivers, such as product flexibility, process optimization, sustainability and safety. | ||||||||||||||
Thermal Equipment and Services Reportable Segment | ||||||||||||||
Our Thermal Equipment and Services reportable segment engineers, designs, manufactures, installs and services thermal heat transfer products. Primary offerings include dry, evaporative and hybrid cooling systems, rotating and stationary heat exchangers and pollution control systems for the power generation, HVAC and industrial markets, as well as boilers and heating and ventilation products for the residential and commercial markets. | ||||||||||||||
Industrial Products and Services and Other | ||||||||||||||
Industrial Products and Services and Other comprises operating segments that design, manufacture and market power transformers, industrial tools and hydraulic units, precision machine components, tower and obstruction lights and monitoring equipment, communications and signal monitoring systems, fare collection systems, portable cable and pipe locators, and precision controlled industrial ovens and chambers. | ||||||||||||||
As indicated in Note 3, during the third quarter of 2013, we committed to a plan to divest certain of these operating segments, which have been included in discontinued operations in the condensed consolidated financial statements herein, for all periods presented. | ||||||||||||||
Corporate Expense | ||||||||||||||
Corporate expense generally relates to the cost of our Charlotte, NC corporate headquarters and our Asia Pacific center in Shanghai, China. | ||||||||||||||
Financial data for our reportable segments and other operating segments, including the results of Seital from the date of its acquisition, were as follows: | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Revenues (1): | ||||||||||||||
Flow Technology reportable segment | $ | 651.6 | $ | 648.6 | $ | 1,918.00 | $ | 1,954.00 | ||||||
Thermal Equipment and Services reportable segment | 324.1 | 375.5 | 979.5 | 1,044.20 | ||||||||||
Industrial Products and Services and Other | 170.1 | 152.6 | 500.7 | 466.8 | ||||||||||
Total revenues | $ | 1,145.80 | $ | 1,176.70 | $ | 3,398.20 | $ | 3,465.00 | ||||||
Income: | ||||||||||||||
Flow Technology reportable segment | $ | 83.1 | $ | 78.1 | $ | 205.1 | $ | 194.3 | ||||||
Thermal Equipment and Services reportable segment | 21.7 | 29.1 | 49.6 | 55.8 | ||||||||||
Industrial Products and Services and Other | 24.7 | 17 | 69.1 | 55.9 | ||||||||||
Total income for reportable and other operating segments | 129.5 | 124.2 | 323.8 | 306 | ||||||||||
Corporate expense | (26.2 | ) | (24.9 | ) | (82.2 | ) | (79.3 | ) | ||||||
Pension and postretirement expense | (6.2 | ) | (10.7 | ) | (18.6 | ) | (28.9 | ) | ||||||
Stock-based compensation expense | (3.7 | ) | (5.6 | ) | (29.3 | ) | (33.9 | ) | ||||||
Impairment of intangible assets | — | — | (2.0 | ) | — | |||||||||
Special charges, net | (6.9 | ) | (6.4 | ) | (25.1 | ) | (17.2 | ) | ||||||
Consolidated operating income | $ | 86.5 | $ | 76.6 | $ | 166.6 | $ | 146.7 | ||||||
(1) Under the percentage of completion method, we recognized revenues of $317.2 and $394.9 in the three months ended September 28, 2013 and September 29, 2012, respectively. For the nine months ended September 28, 2013 and September 29, 2012, revenues under the percentage of completion method were $1,012.9 and $1,129.6, respectively. Costs and estimated earnings in excess of billings on contracts accounted for under the percentage of completion method were $303.8 and $359.7 as of September 28, 2013 and December 31, 2012, 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 $208.3 and $248.6 as of September 28, 2013 and December 31, 2012, respectively. The September 28, 2013 balance is reported as a component of “Accrued expenses” in the condensed consolidated balance sheet. The December 31, 2012 balance includes $248.4 reported as a component of “Accrued expenses” and $0.2 as a component of “Other long-term liabilities” in the condensed consolidated balance sheet. |
SPECIAL_CHARGES_NET
SPECIAL CHARGES, NET | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
SPECIAL CHARGES, NET | ||||||||||||||
SPECIAL CHARGES, NET | (5) SPECIAL CHARGES, NET | |||||||||||||
Special charges, net, for the three and nine months ended September 28, 2013 and September 29, 2012 are summarized and described in more detail below: | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Flow Technology reportable segment | $ | 6.4 | $ | 5.5 | $ | 11.4 | $ | 12.7 | ||||||
Thermal Equipment and Services reportable segment | 0.4 | 0.4 | 12 | 2.8 | ||||||||||
Industrial Products and Services and Other | 0.1 | 0.3 | 1.2 | 0.3 | ||||||||||
Corporate | — | 0.2 | 0.5 | 1.4 | ||||||||||
Total | $ | 6.9 | $ | 6.4 | $ | 25.1 | $ | 17.2 | ||||||
Flow Technology reportable segment — Charges for the three and nine months ended September 28, 2013 related primarily to severance costs associated with (i) restructuring initiatives at Clyde Union locations in the U.K. and the U.S. and (ii) the operational realignment of the segment’s reporting structure. These actions were taken primarily to reduce the cost base of Clyde Union, as we continue to integrate the business into our Flow Technology reportable segment, and to further align the segment’s operational structure to its key end-markets. Charges for the three and nine months ended September 29, 2012 related primarily to cost reduction initiatives for the segment’s components business in Europe and at locations in Canada and Denmark, as well as costs associated with the relocation of the segment’s Americas shared service center from Des Plaines, IL to Charlotte, NC, the initial integration of Clyde Union, and the reorganization of the segment’s systems business. | ||||||||||||||
Thermal Equipment and Services reportable segment — Charges for the three and nine months ended September 28, 2013 related primarily to severance and other costs associated with restructuring actions initiated during the second quarter of 2013 at our Balcke Duerr business in Germany. These actions were taken to reduce the cost base of the business in response to reduced demand for nuclear power products and services in Europe. Charges for the three and nine months ended September 29, 2012 related primarily to costs associated with restructuring initiatives at two locations in China, including asset impairment charges of $0.1 and $1.4, respectively, and severance costs associated with transferring certain functions of our boiler and heating products business to Chicago, IL. | ||||||||||||||
Industrial Products and Services and Other — Charges for the three and nine months ended September 28, 2013 related primarily to costs associated with restructuring initiatives at various locations in the U.S. Charges for the three and nine months ended September 29, 2012 related primarily to the consolidation of two locations in Maine. | ||||||||||||||
Corporate — Charges for the nine months ended September 28, 2013 related to costs associated with the early termination of two building leases and an asset impairment charge of $0.3. Charges for the three and nine months ended September 29, 2012 related primarily to costs associated with consolidating certain corporate functions and our legal entity reduction initiative. | ||||||||||||||
Expected charges still to be incurred under actions approved as of September 28, 2013 are approximately $4.0. | ||||||||||||||
The following is an analysis of our restructuring liabilities for the nine months ended September 28, 2013 and September 29, 2012: | ||||||||||||||
Nine months ended | ||||||||||||||
September 28, | September 29, | |||||||||||||
2013 | 2012 | |||||||||||||
Balance at beginning of period | $ | 16.4 | $ | 11 | ||||||||||
Special charges (1) | 27.5 | 14.9 | ||||||||||||
Utilization — cash (2) | (23.8 | ) | (15.3 | ) | ||||||||||
Currency translation adjustment and other | 0.5 | 0.1 | ||||||||||||
Balance at end of period | $ | 20.6 | $ | 10.7 | ||||||||||
(1) The nine months ended September 28, 2013 and September 29, 2012 included $4.4 and $0, respectively, of charges that related to discontinued operations for which we have retained the related liabilities, and excluded $2.0 and $2.3, respectively, of non-cash charges that did not impact the restructuring liabilities. | ||||||||||||||
(2) The nine months ended September 28, 2013 included $2.7 of cash utilized to settle retained liabilities of discontinued operations. |
INVENTORIES_NET
INVENTORIES, NET | 9 Months Ended | |||||||
Sep. 28, 2013 | ||||||||
INVENTORIES, NET | ||||||||
INVENTORIES, NET | (6) INVENTORIES, NET | |||||||
Inventories, net, comprised the following: | ||||||||
September 28, | December 31, | |||||||
2013 | 2012 | |||||||
Finished goods | $ | 160 | $ | 127.7 | ||||
Work in process | 191.7 | 161.7 | ||||||
Raw material and purchased parts | 238.6 | 253.2 | ||||||
Total FIFO cost | 590.3 | 542.6 | ||||||
Excess of FIFO cost over LIFO inventory value | (20.2 | ) | (19.7 | ) | ||||
Total inventories, net | $ | 570.1 | $ | 522.9 | ||||
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 23% and 18% of total inventory at September 28, 2013 and December 31, 2012, respectively. Other inventories are valued using the first-in, first-out (“FIFO”) method. |
GOODWILL_AND_OTHER_INTANGIBLE_
GOODWILL AND OTHER INTANGIBLE ASSETS | 9 Months Ended | |||||||||||||||||||
Sep. 28, 2013 | ||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | ||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | (7) GOODWILL AND OTHER INTANGIBLE ASSETS | |||||||||||||||||||
Goodwill | ||||||||||||||||||||
The changes in the carrying amount of goodwill, by reportable segment and other operating segments, were as follows: | ||||||||||||||||||||
Goodwill | Foreign | |||||||||||||||||||
resulting from | Currency | |||||||||||||||||||
December 31, | business | Translation | September 28, | |||||||||||||||||
2012 | combinations | Impairments | and other | 2013 | ||||||||||||||||
Flow Technology reportable segment | ||||||||||||||||||||
Gross goodwill | $ | 1,114.60 | $ | — | $ | — | $ | 1.7 | $ | 1,116.30 | ||||||||||
Accumulated impairments | — | — | — | — | — | |||||||||||||||
Goodwill | 1,114.60 | — | — | 1.7 | 1,116.30 | |||||||||||||||
Thermal Equipment and Services reportable segment | ||||||||||||||||||||
Gross goodwill | 563.7 | — | — | 4.4 | 568.1 | |||||||||||||||
Accumulated impairments | (395.7 | ) | — | — | (2.8 | ) | (398.5 | ) | ||||||||||||
Goodwill | 168 | — | — | 1.6 | 169.6 | |||||||||||||||
Industrial Products and Services and Other | ||||||||||||||||||||
Gross goodwill | 367.6 | — | — | (1.3 | ) | 366.3 | ||||||||||||||
Accumulated impairments | (140.4 | ) | — | — | 0.1 | (140.3 | ) | |||||||||||||
Goodwill | 227.2 | — | — | (1.2 | ) | 226 | ||||||||||||||
Total | ||||||||||||||||||||
Gross goodwill | 2,045.90 | — | — | 4.8 | 2,050.70 | |||||||||||||||
Accumulated impairments | (536.1 | ) | — | — | (2.7 | ) | (538.8 | ) | ||||||||||||
Goodwill | $ | 1,509.80 | $ | — | $ | — | $ | 2.1 | $ | 1,511.90 | ||||||||||
Other Intangibles | ||||||||||||||||||||
Identifiable intangible assets comprised the following: | ||||||||||||||||||||
September 28, 2013 | December 31, 2012 | |||||||||||||||||||
Gross | Net | Gross | Net | |||||||||||||||||
Carrying | Accumulated | Carrying | Carrying | Accumulated | Carrying | |||||||||||||||
Value | Amortization | Value | Value | Amortization | Value | |||||||||||||||
Intangible assets with determinable lives: | ||||||||||||||||||||
Patents | $ | 8.6 | $ | (8.2 | ) | $ | 0.4 | $ | 8.6 | $ | (8.0 | ) | $ | 0.6 | ||||||
Technology | 195 | (49.6 | ) | 145.4 | 190.3 | (41.4 | ) | 148.9 | ||||||||||||
Customer relationships | 409.1 | (73.8 | ) | 335.3 | 415.2 | (58.1 | ) | 357.1 | ||||||||||||
Other | 29.2 | (17.3 | ) | 11.9 | 29 | (16.1 | ) | 12.9 | ||||||||||||
641.9 | (148.9 | ) | 493 | 643.1 | (123.6 | ) | 519.5 | |||||||||||||
Trademarks with indefinite lives | 434.2 | — | 434.2 | 435.8 | — | 435.8 | ||||||||||||||
Total | $ | 1,076.10 | $ | (148.9 | ) | $ | 927.2 | $ | 1,078.90 | $ | (123.6 | ) | $ | 955.3 | ||||||
At September 28, 2013, the net carrying value of intangible assets with determinable lives were $437.4 in the Flow Technology reportable segment, $48.5 in the Thermal Equipment and Services reportable segment and $7.1 in Industrial Products and Services and Other. At September 28, 2013, trademarks with indefinite lives were $289.3 in the Flow Technology reportable segment, $126.2 in the Thermal Equipment and Services reportable segment and $18.7 in Industrial Products and Services and Other. | ||||||||||||||||||||
We perform our annual goodwill impairment testing during the fourth quarter in conjunction with our annual financial planning process. In addition, we test goodwill for impairment on a more frequent basis if an event occurs, or circumstances change, that would more likely than not reduce the fair value of a reporting unit below its carrying value. A significant amount of judgment is involved in determining if an indication of impairment has occurred between annual testing dates. Such indications 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. | ||||||||||||||||||||
In connection with our goodwill impairment testing during the fourth quarter of 2012, we estimated that the fair value of our Clyde Union reporting unit was approximately 2% higher than the carrying value of its net assets. Clyde Union’s ability to recover its goodwill is highly dependent on the level of future orders and a continuous improvement in profitability. Order rates for the first nine months of 2013 generally have been consistent with the related assumptions included in the business’s 2012 annual goodwill impairment analysis and order rates for the foreseeable future are expected to remain at current levels or improve as the oil and gas end-markets served by Clyde Union remain strong. Clyde Union’s profitability for each of the first three quarters of 2013 has improved sequentially, with further improvement expected in the fourth quarter of 2013 and into 2014 and the years thereafter, primarily as a result of improvements in project selection and execution as well as cost reductions associated with the restructuring actions undertaken in 2012 and 2013. As such, we believe that the financial forecasts included in Clyde Union’s 2012 annual goodwill impairment analysis remain achievable and, thus, conclude that there have been no events or changes in circumstances that would more likely than not reduce the fair value of Clyde Union below the carrying value of its net assets. Clyde Union’s goodwill totaled approximately $387.0 at September 28, 2013. | ||||||||||||||||||||
In the first quarter of 2013, we recorded an impairment charge of $2.0 related to the trademarks of Clyde Union. Other changes in the gross carrying values of identifiable intangible assets relate primarily to foreign currency translation. |
WARRANTY
WARRANTY | 9 Months Ended | |||||||
Sep. 28, 2013 | ||||||||
WARRANTY | ||||||||
WARRANTY | (8) WARRANTY | |||||||
The following is an analysis of our product warranty accrual for the first nine months of 2013 and 2012: | ||||||||
Nine months ended | ||||||||
September 28, | September 29, | |||||||
2013 | 2012 | |||||||
Balance at beginning of period | $ | 59.7 | $ | 55.7 | ||||
Provision | 15.1 | 16.6 | ||||||
Usage | (22.4 | ) | (18.8 | ) | ||||
Balance at end of period | 52.4 | 53.5 | ||||||
Less: Current portion of warranty | 42.6 | 43.7 | ||||||
Non-current portion of warranty | $ | 9.8 | $ | 9.8 |
EMPLOYEE_BENEFIT_PLANS
EMPLOYEE BENEFIT PLANS | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
EMPLOYEE BENEFIT PLANS | ||||||||||||||
EMPLOYEE BENEFIT PLANS | (9) EMPLOYEE BENEFIT PLANS | |||||||||||||
Net periodic benefit expense for our pension and postretirement plans includes the following components: | ||||||||||||||
Domestic Pension Plans | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Service cost | $ | 1.9 | $ | 2.9 | $ | 5.6 | $ | 7.6 | ||||||
Interest cost | 12 | 13.6 | 36 | 40.6 | ||||||||||
Expected return on plan assets | (18.8 | ) | (15.7 | ) | (56.3 | ) | (47.5 | ) | ||||||
Amortization of unrecognized losses | 9 | 7.6 | 27 | 21.3 | ||||||||||
Amortization of unrecognized prior service credits | — | (0.2 | ) | — | (0.4 | ) | ||||||||
Curtailment loss | — | — | — | 0.1 | ||||||||||
Net periodic pension benefit expense | $ | 4.1 | $ | 8.2 | $ | 12.3 | $ | 21.7 | ||||||
Foreign Pension Plans | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Service cost | $ | 0.6 | $ | 0.7 | $ | 2 | $ | 2 | ||||||
Interest cost | 3.4 | 3.6 | 10 | 10.8 | ||||||||||
Expected return on plan assets | (4.4 | ) | (4.2 | ) | (13.1 | ) | (12.4 | ) | ||||||
Amortization of unrecognized losses | 0.7 | 0.4 | 2 | 1.1 | ||||||||||
Total net periodic pension benefit expense | 0.3 | 0.5 | 0.9 | 1.5 | ||||||||||
Less: Net periodic pension benefit expense of discontinued operations | (0.2 | ) | (0.3 | ) | (0.6 | ) | (0.9 | ) | ||||||
Net periodic pension benefit expense of continuing operations | $ | 0.1 | $ | 0.2 | $ | 0.3 | $ | 0.6 | ||||||
Postretirement Plans | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Service cost | $ | 0.1 | $ | 0.1 | $ | 0.3 | $ | 0.3 | ||||||
Interest cost | 1.2 | 1.7 | 3.6 | 4.6 | ||||||||||
Amortization of unrecognized losses | 1.1 | 0.8 | 3.1 | 2.7 | ||||||||||
Amortization of unrecognized prior service credits | (0.4 | ) | (0.3 | ) | (1.0 | ) | (1.0 | ) | ||||||
Net periodic postretirement benefit expense | $ | 2 | $ | 2.3 | $ | 6 | $ | 6.6 | ||||||
Employer Contributions | ||||||||||||||
During the first nine months of 2013, we made contributions to our domestic and foreign pension plans of approximately $293.0, including a $250.0 discretionary contribution to a domestic qualified pension plan. This discretionary contribution will result in a reduction of our annual pension expense for 2013 of $12.5, including $9.4 in the first nine months of 2013. Of our 2013 contributions, $1.8 related to businesses that have been disposed of and classified as discontinued operations. |
INDEBTEDNESS
INDEBTEDNESS | 9 Months Ended | ||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||
INDEBTEDNESS | |||||||||||||||||
INDEBTEDNESS | (10) INDEBTEDNESS | ||||||||||||||||
The following summarizes our debt activity (both current and non-current) for the nine months ended September 28, 2013: | |||||||||||||||||
December 31, | September 28, | ||||||||||||||||
2012 | Borrowings | Repayments | Other (4) | 2013 | |||||||||||||
Domestic revolving loan facility | $ | — | $ | 287 | $ | (287.0 | ) | $ | — | $ | — | ||||||
Term loan (1) | 475 | — | — | — | 475 | ||||||||||||
6.875% senior notes, maturing in August 2017 | 600 | — | — | — | 600 | ||||||||||||
7.625% senior notes, maturing in December 2014 | 500 | — | — | — | 500 | ||||||||||||
Trade receivables financing arrangement (2) | — | 35 | (35.0 | ) | — | — | |||||||||||
Other indebtedness (3) | 117 | 3 | (12.7 | ) | 4.5 | 111.8 | |||||||||||
Total debt | 1,692.00 | $ | 325 | $ | (334.7 | ) | $ | 4.5 | 1,686.80 | ||||||||
Less: short-term debt | 33.4 | 29.7 | |||||||||||||||
Less: current maturities of long-term debt | 8.7 | 98.4 | |||||||||||||||
Total long-term debt | $ | 1,649.90 | $ | 1,558.70 | |||||||||||||
(1) The term loan of $475.0 is repayable in quarterly installments (with annual aggregate repayments, as a percentage of the initial principal amount of $500.0, of 15% for 2014 and 20% for 2015, together with a single quarterly payment of 5% at the end of the first fiscal quarter of 2016), with the remaining balance repayable in full on June 30, 2016. | |||||||||||||||||
(2) As of September 28, 2013, we could borrow under this arrangement, on a continuous basis, up to $80.0, as available. At September 28, 2013, we had $42.6 of available borrowing capacity under this facility. | |||||||||||||||||
(3) Primarily included capital lease obligations of $75.6 and $82.3, and balances under purchase card programs of $27.6 and $27.9 at September 28, 2013 and December 31, 2012, respectively. | |||||||||||||||||
(4) “Other” primarily included debt assumed and 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 2012 Annual Report on Form 10-K. | |||||||||||||||||
At September 28, 2013, we had $61.3 and $675.2, respectively, of outstanding letters of credit issued under our revolving credit and our foreign credit instrument facilities of our senior credit agreement. In addition, we had $6.7 of letters of credit outstanding under separate arrangements in China and India. | |||||||||||||||||
The weighted-average interest rate of our outstanding borrowings under our senior credit facilities was approximately 2.3% at September 28, 2013. | |||||||||||||||||
At September 28, 2013, we were in compliance with all covenants of our senior credit facilities and our senior notes. Restrictions on our ability to repurchase shares or pay dividends are described in our 2012 Annual Report on Form 10-K. |
FINANCIAL_INSTRUMENTS
FINANCIAL INSTRUMENTS | 9 Months Ended | |||||||||||||||||||
Sep. 28, 2013 | ||||||||||||||||||||
FINANCIAL INSTRUMENTS | ||||||||||||||||||||
FINANCIAL INSTRUMENTS | (11) FINANCIAL INSTRUMENTS | |||||||||||||||||||
Currency Forward Contracts | ||||||||||||||||||||
We manufacture and sell our products in a number of countries and, as a result, are exposed to movements in foreign currency exchange rates. Our objective is to preserve the economic value of non-functional currency-denominated cash flows and to minimize their impact. Our principal currency exposures relate to the Euro, South African Rand, CNY and British Pound (“GBP”). | ||||||||||||||||||||
From time to time, we enter into currency protection agreements (“FX 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. 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. In addition, if the forecasted transaction is no longer probable, the cumulative change in the derivatives’ fair value is recorded as a component of “Other income (expense), net” in the period in which it occurs. To the extent a previously designated hedging transaction is no longer an effective hedge, any ineffectiveness measured in the hedging relationship is recorded in earnings in the period in which it occurs. | ||||||||||||||||||||
We had FX forward contracts with an aggregate notional amount of $138.7 and $107.3 outstanding as of September 28, 2013 and December 31, 2012, respectively. These FX forward contracts had maturity dates ranging, primarily, from one to two years. We also had FX embedded derivatives with an aggregate notional amount of $128.9 and $96.3 at September 28, 2013 and December 31, 2012, respectively. The unrealized losses, net of taxes, recorded in AOCI related to FX forward contracts were $1.7 and $3.4 as of September 28, 2013 and December 31, 2012, respectively. We anticipate reclassifying approximately $1.3 of an unrealized loss to income over the next 12 months. | ||||||||||||||||||||
Commodity Contracts | ||||||||||||||||||||
From time to time, we enter into commodity contracts to manage the exposure on forecasted purchases of commodity raw materials (“commodity contracts”). At September 28, 2013 and December 31, 2012, the outstanding notional amount of commodity contracts was 3.7 and 3.3 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. The unrealized gain (loss), net of taxes, recorded in AOCI was $(0.4) and $0.1 as of September 28, 2013 and December 31, 2012, respectively. We anticipate reclassifying the unrealized loss to income over the next 12 months. The amount of gain/loss recognized during the periods ended September 28, 2013 and September 29, 2012 related to the ineffectiveness of these hedges was not material. | ||||||||||||||||||||
The following summarizes the gross and net fair values of our FX forward and commodity contracts by counterparty at September 28, 2013 and December 31, 2012, respectively: | ||||||||||||||||||||
September 28, 2013 | December 31, 2012 | |||||||||||||||||||
Gross assets | Gross liabilities | Net assets / | Gross assets | Gross liabilities | Net assets / | |||||||||||||||
liabilities | liabilities | |||||||||||||||||||
FX Forward Contracts: | ||||||||||||||||||||
Counterparty A | $ | 0.5 | $ | — | $ | 0.5 | $ | 0.2 | $ | (0.3 | ) | $ | (0.1 | ) | ||||||
Counterparty B | 0.1 | (0.6 | ) | (0.5 | ) | 0.1 | (0.2 | ) | (0.1 | ) | ||||||||||
Totals (1) | $ | 0.6 | $ | (0.6 | ) | $ | — | $ | 0.3 | $ | (0.5 | ) | $ | (0.2 | ) | |||||
Commodity Contracts: | ||||||||||||||||||||
Counterparty A (2) | $ | 0.1 | $ | — | $ | 0.1 | $ | 0.3 | $ | (0.1 | ) | $ | 0.2 | |||||||
(1) We enter into arrangements designed to provide the right of setoff in the event of counterparty default or insolvency, and have elected to offset the fair values of our qualifying financial instruments in our condensed consolidated balance sheets. Amounts presented in our balance sheets are as follows: | ||||||||||||||||||||
September 28, | December 31, | |||||||||||||||||||
2013 | 2012 | |||||||||||||||||||
Designated as hedging instruments: | ||||||||||||||||||||
Other current assets | $ | 0.1 | $ | 0.1 | ||||||||||||||||
Accrued expenses | — | (0.3 | ) | |||||||||||||||||
0.1 | (0.2 | ) | ||||||||||||||||||
Not designated as hedging instruments: | ||||||||||||||||||||
Other current assets | 0.4 | 0.1 | ||||||||||||||||||
Accrued expenses | (0.5 | ) | (0.1 | ) | ||||||||||||||||
(0.1 | ) | — | ||||||||||||||||||
Net fair value of FX forward contracts in balance sheets | $ | — | $ | (0.2 | ) | |||||||||||||||
(2) Related contracts are designated as hedging instruments. Net amounts at September 28, 2013 and December 31, 2012 are recorded in “Other current assets”. | ||||||||||||||||||||
The following summarizes the fair value of our FX embedded derivative instruments, which are not designated as hedging instruments, and the related balance sheet classification as of September 28, 2013 and December 31, 2012: | ||||||||||||||||||||
September 28, | December 31, | |||||||||||||||||||
Balance Sheet Classification | 2013 | 2012 | ||||||||||||||||||
Other current assets | $ | 0.6 | $ | 0.3 | ||||||||||||||||
Other noncurrent assets | 0.8 | — | ||||||||||||||||||
Accrued expenses | (6.1 | ) | (0.9 | ) | ||||||||||||||||
Other long-term liabilities | (0.6 | ) | (9.8 | ) | ||||||||||||||||
$ | (5.3 | ) | $ | (10.4 | ) | |||||||||||||||
The following summarizes the pre-tax gain (loss) recognized in AOCI resulting from derivative financial instruments designated as cash flow hedging relationships for the three and nine months ended September 28, 2013 and September 29, 2012: | ||||||||||||||||||||
Three months ended | Nine months ended | |||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||
FX forward contracts | $ | (0.2 | ) | $ | (0.6 | ) | $ | (4.2 | ) | $ | (1.2 | ) | ||||||||
Commodity contracts | 0.8 | 0.8 | (1.5 | ) | 1 | |||||||||||||||
$ | 0.6 | $ | 0.2 | $ | (5.7 | ) | $ | (0.2 | ) | |||||||||||
The following summarizes the pre-tax gain (loss) related to derivative financial instruments designated as cash flow hedging relationships reclassified from AOCI to income through ‘‘Revenues’’ for FX forward contracts and ‘‘Cost of products sold’’ for commodity contracts for the three and nine months ended September 28, 2013 and September 29, 2012 : | ||||||||||||||||||||
Three months ended (1) | Nine months ended (1) | |||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||
FX forward contracts | $ | (2.1 | ) | $ | (0.8 | ) | $ | (3.0 | ) | $ | (1.2 | ) | ||||||||
Commodity contracts | (0.6 | ) | 0.3 | (0.5 | ) | (0.7 | ) | |||||||||||||
$ | (2.7 | ) | $ | (0.5 | ) | $ | (3.5 | ) | $ | (1.9 | ) | |||||||||
(1) During the nine months ended September 28, 2013, losses of $0.2 were recognized in “Other income (expense), net” relating to derivative ineffectiveness and amounts excluded from effectiveness testing. During the three and nine months ended September 29, 2012, losses of $0.2 and $0.3 were recognized in other income (expense), net relating to derivative ineffectiveness and amounts excluded from effectiveness testing. | ||||||||||||||||||||
The following summarizes the gain (loss) recognized in ‘‘Other income (expense), net’’ for the three and nine months ended September 28, 2013 and September 29, 2012 related to derivative financial instruments not designated as cash flow hedging relationships: | ||||||||||||||||||||
Three months ended | Nine months ended | |||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||
FX forward contracts | $ | 0.9 | $ | 1.8 | $ | (1.0 | ) | $ | 2 | |||||||||||
FX embedded derivatives | (0.8 | ) | (1.8 | ) | 4.9 | (3.1 | ) | |||||||||||||
$ | 0.1 | $ | — | $ | 3.9 | $ | (1.1 | ) |
EQUITY_AND_STOCKBASED_COMPENSA
EQUITY AND STOCK-BASED COMPENSATION | 9 Months Ended | |||||||||||||||||||
Sep. 28, 2013 | ||||||||||||||||||||
EQUITY AND STOCK-BASED COMPENSATION | ||||||||||||||||||||
EQUITY AND STOCK-BASED COMPENSATION | (12) EQUITY AND STOCK-BASED COMPENSATION | |||||||||||||||||||
Earnings Per Share | ||||||||||||||||||||
The following table sets forth the number of weighted-average shares outstanding used in the computation of basic and diluted income per share: | ||||||||||||||||||||
Three months ended | Nine months ended | |||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||
Weighted-average number of common shares used in basic income per share | 44.709 | 49.958 | 45.592 | 50.174 | ||||||||||||||||
Dilutive securities — employee stock options, restricted stock shares and restricted stock units | 0.328 | 0.08 | 0.548 | 0.625 | ||||||||||||||||
Weighted-average number of common shares and dilutive securities used in diluted income per share | 45.037 | 50.038 | 46.14 | 50.799 | ||||||||||||||||
All stock options were included in the computation of diluted income per share for the three and nine months ended September 28, 2013. The total number of stock options not included in the computation of diluted income per share because their exercise price was greater than the average market price of common shares was 0.003 for both the three and nine months ended September 29, 2012. For the three and nine months ended September 28, 2013, 0.857 and 0.758 of unvested restricted stock shares and restricted stock units, respectively, were excluded from the computation of diluted income per share because required market thresholds for vesting were not met, compared to 1.784 and 0.931 that were excluded for the three and nine months ended September 29, 2012, respectively. | ||||||||||||||||||||
Stock-based Compensation | ||||||||||||||||||||
Stock-based compensation awards may be granted to certain eligible employees or non-employee directors under the 2002 Stock Compensation Plan, as amended in 2006, 2011 and 2012, or to non-employee directors under the 2006 Non-Employee Directors’ Stock Incentive Plan. A detailed description of the awards granted under these plans is included in our 2012 Annual Report on Form 10-K and our Quarterly Report on Form 10-Q for the period ended March 30, 2013. | ||||||||||||||||||||
Compensation expense within income from continuing operations related to share-based awards totaled $3.7 and $5.6 for the three months ended September 28, 2013 and September 29, 2012, respectively, and $29.3 and $33.9 for the nine months ended September 28, 2013 and September 29, 2012, respectively. The related tax benefit was $1.4 and $2.2 for the three months ended September 28, 2013 and September 29, 2012, respectively, and $10.7 and $12.9 for the nine months ended September 28, 2013 and September 29, 2012, respectively. | ||||||||||||||||||||
Accumulated Other Comprehensive Loss | ||||||||||||||||||||
The changes in the components of accumulated other comprehensive loss, net of tax, for the three months ended September 28, 2013 were as follows: | ||||||||||||||||||||
Foreign | Net Unrealized | Net Unrealized | Pension and | Total | ||||||||||||||||
Currency | Losses on | Losses on | Postretirement | |||||||||||||||||
Translation | Qualifying Cash | Available-for- | Liability Adjustment | |||||||||||||||||
Adjustment | Flow Hedges (1) | Sale Securities | and Other (2) | |||||||||||||||||
Balance at beginning of period | $ | 225.8 | $ | (4.4 | ) | $ | (3.8 | ) | $ | (505.4 | ) | $ | (287.8 | ) | ||||||
Other comprehensive gain (loss) before reclassifications | 70.1 | 0.5 | (0.8 | ) | (3.3 | ) | 66.5 | |||||||||||||
Amounts reclassified from accumulated other comprehensive loss | — | 1.8 | — | 6.5 | 8.3 | |||||||||||||||
Current-period other comprehensive gain (loss) | 70.1 | 2.3 | (0.8 | ) | 3.2 | 74.8 | ||||||||||||||
Balance at end of period | $ | 295.9 | $ | (2.1 | ) | $ | (4.6 | ) | $ | (502.2 | ) | $ | (213.0 | ) | ||||||
(1) Net of tax benefit of $1.9 and $2.9 as of September 28, 2013 and June 29, 2013, respectively. | ||||||||||||||||||||
(2) Net of tax benefit of $307.6 and $310.9 as of September 28, 2013 and June 29, 2013, respectively. Includes $5.0 related to our share of the pension liability adjustment for EGS as of September 28, 2013 and June 29, 2013. | ||||||||||||||||||||
The changes in the components of accumulated other comprehensive loss, net of tax, for the nine months ended September 28, 2013 were as follows: | ||||||||||||||||||||
Foreign | Net Unrealized | Net Unrealized | Pension and | Total | ||||||||||||||||
Currency | Losses on | Losses on | Postretirement | |||||||||||||||||
Translation | Qualifying Cash | Available-for- | Liability Adjustment | |||||||||||||||||
Adjustment | Flow Hedges (1) | Sale Securities | and Other (2) | |||||||||||||||||
Balance at beginning of period | $ | 298.1 | $ | (3.3 | ) | $ | (3.1 | ) | $ | (520.6 | ) | $ | (228.9 | ) | ||||||
Other comprehensive loss before reclassifications | (2.2 | ) | (1.1 | ) | (1.5 | ) | (1.1 | ) | (5.9 | ) | ||||||||||
Amounts reclassified from accumulated other comprehensive loss | — | 2.3 | — | 19.5 | 21.8 | |||||||||||||||
Current-period other comprehensive gain (loss) | (2.2 | ) | 1.2 | (1.5 | ) | 18.4 | 15.9 | |||||||||||||
Balance at end of period | $ | 295.9 | $ | (2.1 | ) | $ | (4.6 | ) | $ | (502.2 | ) | $ | (213.0 | ) | ||||||
(1) Net of tax benefit of $1.9 and $2.5 as of September 28, 2013 and December 31, 2012, respectively. | ||||||||||||||||||||
(2) Net of tax benefit of $307.6 and $318.5 as of September 28, 2013 and December 31, 2012, respectively. Includes $5.0 and $3.8 related to our share of the pension liability adjustment for EGS as of September 28, 2013 and December 31, 2012, respectively. | ||||||||||||||||||||
The following summarizes amounts reclassified from each component of accumulated comprehensive loss for the three and nine months ended September 28, 2013: | ||||||||||||||||||||
Amount Reclassified from AOCI | ||||||||||||||||||||
Three months ended | Nine months ended | Affected Line Item in the | ||||||||||||||||||
September 28, | September 28, | Condensed Consolidated Statement | ||||||||||||||||||
2013 | 2013 | of Operations | ||||||||||||||||||
Losses on qualifying cash flow hedges: | ||||||||||||||||||||
FX forward contracts | $ | 2.2 | $ | 3 | Revenues | |||||||||||||||
Commodity contracts | 0.6 | 0.5 | Cost of products sold | |||||||||||||||||
Pre-tax | 2.8 | 3.5 | ||||||||||||||||||
Income taxes | (1.0 | ) | (1.2 | ) | ||||||||||||||||
$ | 1.8 | $ | 2.3 | |||||||||||||||||
Amortization of pension and postretirement items: | ||||||||||||||||||||
Unrecognized losses and prior service credits | $ | 4.5 | $ | 14.2 | Cost of products sold | |||||||||||||||
Unrecognized losses and prior service credits | 5.9 | 16.9 | Selling, general and administrative | |||||||||||||||||
Pre-tax | 10.4 | 31.1 | ||||||||||||||||||
Income taxes | (3.9 | ) | (11.6 | ) | ||||||||||||||||
$ | 6.5 | $ | 19.5 | |||||||||||||||||
Common Stock in Treasury | ||||||||||||||||||||
On February 16, 2012, we entered into a written trading plan under Rule 10b5-1 of the Securities and Exchange Act of 1934, as amended, to facilitate the repurchase of up to $350.0 of shares of our common stock on or before February 14, 2013, in accordance with a share repurchase program authorized by our Board of Directors. During 2012, we repurchased 3.606 shares of our common stock under this plan for $245.6, including $75.0 of repurchases during the first nine months of 2012. During January of 2013, we repurchased 1.514 shares of our common stock, completing the repurchases under the trading plan, for $104.4. In addition, we repurchased 1.864 shares of our common stock on the open market for $144.6 during the first nine months of 2013. | ||||||||||||||||||||
During the nine months ended September 28, 2013, “Common stock in treasury” was decreased by the settlement of restricted stock units issued from treasury stock of $14.1 and increased by $11.0 for common stock that was surrendered by recipients of restricted stock as a means of funding the related minimum income tax withholding requirements. | ||||||||||||||||||||
During the nine months ended September 29, 2012, “Common stock in treasury” was decreased by the settlement of restricted stock units issued from treasury stock of $3.9 and increased by $1.8 for common stock that was surrendered by recipients of restricted stock as a means of funding the related minimum income tax withholding requirements. | ||||||||||||||||||||
Dividends | ||||||||||||||||||||
The dividends declared during each of the first three quarters of 2013 and 2012 were $0.25 per share and totaled $11.4, $11.5 and $11.4 during the first, second and third quarters of 2013, respectively, and $12.8, $12.7 and $12.7 during the first, second and third quarters of 2012, respectively. Third quarter dividends were paid on October 2, 2013 and October 3, 2012. | ||||||||||||||||||||
Changes in Equity | ||||||||||||||||||||
A summary of the changes in equity for the three months ended September 28, 2013 and September 29, 2012 is provided below: | ||||||||||||||||||||
September 28, 2013 | September 29, 2012 | |||||||||||||||||||
SPX | SPX | |||||||||||||||||||
Corporation | Corporation | |||||||||||||||||||
Shareholders’ | Noncontrolling | Total | Shareholders’ | Noncontrolling | Total | |||||||||||||||
Equity | Interests | Equity | Equity | Interests | Equity | |||||||||||||||
Equity, beginning of period | $ | 1,998.70 | $ | 12.9 | $ | 2,011.60 | $ | 2,165.20 | $ | 10.1 | $ | 2,175.30 | ||||||||
Net income (loss) | 62.9 | (0.8 | ) | 62.1 | 57.8 | 2.4 | 60.2 | |||||||||||||
Net unrealized gains on qualifying cash flow hedges, net of tax provision of $1.0 and $0.3 for the three months ended September 28, 2013 and September 29, 2012, respectively | 2.3 | — | 2.3 | 0.5 | — | 0.5 | ||||||||||||||
Net unrealized losses on available-for-sale securities | (0.8 | ) | — | (0.8 | ) | (2.9 | ) | — | (2.9 | ) | ||||||||||
Pension liability adjustment, net of tax provision of $3.3 and $2.5 for the three months ended September 28, 2013 and September 29, 2012, respectively | 3.2 | — | 3.2 | 3.7 | — | 3.7 | ||||||||||||||
Foreign currency translation adjustments | 70.1 | 0.7 | 70.8 | 77.8 | 0.3 | 78.1 | ||||||||||||||
Total comprehensive income (loss), net | 137.7 | (0.1 | ) | 137.6 | 136.9 | 2.7 | 139.6 | |||||||||||||
Dividends declared | (11.4 | ) | — | (11.4 | ) | (12.7 | ) | — | (12.7 | ) | ||||||||||
Exercise of stock options and other incentive plan activity, including related tax benefit of $0.1 for the three months ended September 29, 2012 | 3.7 | — | 3.7 | 4.6 | — | 4.6 | ||||||||||||||
Amortization of restricted stock and restricted stock unit grants, including $0.4 relating to discontinued operations for the three months ended September 29, 2012 | 3.7 | — | 3.7 | 6 | — | 6 | ||||||||||||||
Restricted stock and restricted stock unit vesting, net of tax withholdings | (2.0 | ) | — | (2.0 | ) | — | — | — | ||||||||||||
Dividends attributable to noncontrolling interests | — | — | — | — | (0.7 | ) | (0.7 | ) | ||||||||||||
Other changes in noncontrolling interests | (3.0 | ) | 1.3 | (1.7 | ) | — | — | — | ||||||||||||
Equity, end of period | $ | 2,127.40 | $ | 14.1 | $ | 2,141.50 | $ | 2,300.00 | $ | 12.1 | $ | 2,312.10 | ||||||||
A summary of the changes in equity for the nine months ended September 28, 2013 and September 29, 2012 is provided below: | ||||||||||||||||||||
September 28, 2013 | September 29, 2012 | |||||||||||||||||||
SPX | SPX | |||||||||||||||||||
Corporation | Corporation | |||||||||||||||||||
Shareholders’ | Noncontrolling | Total | Shareholders’ | Noncontrolling | Total | |||||||||||||||
Equity | Interests | Equity | Equity | Interests | Equity | |||||||||||||||
Equity, beginning of period | $ | 2,268.70 | $ | 11.3 | $ | 2,280.00 | $ | 2,227.30 | $ | 10 | $ | 2,237.30 | ||||||||
Net income | 104 | 2.5 | 106.5 | 118.7 | 2.5 | 121.2 | ||||||||||||||
Net unrealized gains on qualifying cash flow hedges, net of tax provision of $0.6 and $0.6 for the nine months ended September 28, 2013 and September 29, 2012, respectively | 1.2 | — | 1.2 | 1.1 | — | 1.1 | ||||||||||||||
Net unrealized losses on available-for-sale securities | (1.5 | ) | — | (1.5 | ) | (1.5 | ) | — | (1.5 | ) | ||||||||||
Pension liability adjustment, net of tax provision of $10.9 and $7.6 for the nine months ended September 28, 2013 and September 29, 2012, respectively | 18.4 | — | 18.4 | 13.2 | — | 13.2 | ||||||||||||||
Foreign currency translation adjustments | (2.2 | ) | (0.6 | ) | (2.8 | ) | 0.6 | 0.3 | 0.9 | |||||||||||
Total comprehensive income, net | 119.9 | 1.9 | 121.8 | 132.1 | 2.8 | 134.9 | ||||||||||||||
Dividends declared | (34.3 | ) | — | (34.3 | ) | (38.2 | ) | — | (38.2 | ) | ||||||||||
Exercise of stock options and other incentive plan activity, including tax benefit of $5.8 and $3.6 for the the nine months ended September 28, 2013 and September 29, 2012, respectively | 18.1 | — | 18.1 | 23.2 | — | 23.2 | ||||||||||||||
Amortization of restricted stock and stock unit grants, including $1.0 relating to discontinued operations for the nine months ended September 29, 2012 | 29.3 | — | 29.3 | 34.9 | — | 34.9 | ||||||||||||||
Restricted stock and restricted stock unit vesting, net of tax withholdings | (22.3 | ) | — | (22.3 | ) | (4.3 | ) | — | (4.3 | ) | ||||||||||
Common stock repurchases | (249.0 | ) | — | (249.0 | ) | (75.0 | ) | — | (75.0 | ) | ||||||||||
Dividends attributable to noncontrolling interest | — | — | — | — | (0.7 | ) | (0.7 | ) | ||||||||||||
Other changes in noncontrolling interests | (3.0 | ) | 0.9 | (2.1 | ) | — | — | — | ||||||||||||
Equity, end of period | $ | 2,127.40 | $ | 14.1 | $ | 2,141.50 | $ | 2,300.00 | $ | 12.1 | $ | 2,312.10 |
CONTINGENT_LIABILITIES_AND_OTH
CONTINGENT LIABILITIES AND OTHER MATTERS | 9 Months Ended |
Sep. 28, 2013 | |
CONTINGENT LIABILITIES AND OTHER MATTERS | |
CONTINGENT LIABILITIES AND OTHER MATTERS | (13) CONTINGENT LIABILITIES AND OTHER MATTERS |
General | |
Numerous claims, complaints and proceedings arising in the ordinary course of business, including those relating to litigation matters (e.g., class actions, derivative lawsuits and contracts, intellectual property and competitive claims), environmental matters, and risk management matters (e.g., product and general liability, automobile, and workers’ compensation claims), have been filed or are pending against us and certain of our subsidiaries. Additionally, we may become subject to significant claims of which we are currently unaware, or the claims of which we are aware may result in us incurring a significantly greater liability than we anticipate. This may also be true in connection with past or future acquisitions. While we 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 portion of these claims, this insurance may be insufficient or unavailable (e.g., because 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. We believe, however, that our accruals related to these items are sufficient and that these items and our rights to available insurance and indemnity will be resolved without material effect, individually or in the aggregate, on our financial position, results of operations and cash flows. These accruals totaled $548.8 (including $502.5 for risk management matters) and $548.6 (including $501.3 for risk management matters) at September 28, 2013 and December 31, 2012, respectively. Of these amounts, $499.8 and $497.0 were included in “Other long-term liabilities” within our condensed consolidated balance sheets at September 28, 2013 and December 31, 2012, respectively, with the remainder included in “Accrued expenses.” It is reasonably possible that our ultimate liability for these items could exceed the amount of the recorded accruals; however, we believe the estimated amount of any potential additional liability would not have a material effect, individually or in the aggregate, on our financial position, results of operations or cash flows. | |
We had insurance recovery assets related to risk management matters of $432.8 and $430.6 at September 28, 2013 and December 31, 2012, respectively, included in “Other assets” within our condensed consolidated balance sheets. | |
On December 22, 2011, our Flow Technology reportable segment completed the acquisition of Clyde Union, a global supplier of pump technologies utilized in oil and gas processing, power generation and other industrial applications for an initial payment of 500.0 GBP, less debt assumed and other adjustments of GBP 11.0. In addition, the purchase price included a potential earn-out payment (equal to Annual 2012 Group EBITDA (as defined by the related agreement) × 10, less GBP 475.0). In no event shall the earn-out payment be less than GBP 0.0 or more than GBP 250.0. Although we are still in the process of completing the earn-out procedure set forth in the purchase agreement, no liability for an earn-out payment has been provided in the accompanying condensed consolidated balance sheets because, based on actual operating results for 2012, we do not believe Clyde Union achieved the required minimum Annual 2012 Group EBITDA. | |
Litigation Matters | |
We are subject to litigation 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. | |
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 position, results of operations or cash flows. We have liabilities for site investigation and/or remediation at 94 sites (95 sites at December 31, 2012) 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 realize a change in estimate once it becomes probable and can be reasonably estimated. 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. We generally do not discount our environmental accruals and do not reduce them by anticipated insurance recoveries. | |
In the case of contamination at offsite, third-party disposal sites, we have been notified that we are potentially responsible and have received other notices of potential liability pursuant to various environmental laws at 23 sites at September 28, 2013 and December 31, 2012 at which the liability has not been settled, of which six sites as of September 28, 2013 and December 31, 2012 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, 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. | |
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. This 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 (i) active participants to the arrangements and (ii) 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 Thermal Equipment and Services reportable 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 its responsible 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 September 28, 2013, our share of the aggregate contract value on open consortium arrangements was $257.5 (of which approximately 68% had been recognized as revenue), and the aggregate contract value on open consortium arrangements was $697.3. As of December 31, 2012, our share of the aggregate contract value on open consortium arrangements was $264.4 (of which approximately 62% had been recognized as revenue), and the aggregate contract value on open consortium arrangements was $740.9. We recorded liabilities of $1.5 at both September 28, 2013 and December 31, 2012, 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 |
Sep. 28, 2013 | |
INCOME TAXES | |
INCOME TAXES | (14) INCOME TAXES |
Uncertain Tax Positions | |
As of September 28, 2013, we had gross unrecognized tax benefits of $72.9 (net unrecognized tax benefits of $35.8). Of these net unrecognized tax benefits, $34.9, 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 September 28, 2013, gross accrued interest excluded from the amounts above totaled $6.7 (net accrued interest of $5.0). There were no significant penalties recorded during the three and nine months ended September 28, 2013 or September 29, 2012. | |
Based on the outcome of certain examinations or as a result of the expiration of statute of limitations for certain jurisdictions, we believe that within the next 12 months it is reasonably possible that our previously unrecognized tax benefits could decrease by approximately $10.0 to $15.0. | |
Other Tax Matters | |
For the three months ended September 28, 2013, we recorded an income tax provision of $12.3 on $69.3 of pre-tax income from continuing operations, resulting in an effective rate of 17.7%. This compares to an income tax provision for the three months ended September 29, 2012 of $9.6 on $58.1 of pre-tax income from continuing operations, resulting in an effective rate of 16.5%. The effective tax rate for the third quarter of 2013 was impacted favorably by income tax benefits of (i) $6.4 associated with net reductions to valuation allowances recorded against certain foreign deferred income tax assets and (ii) $2.3 recorded in connection with various audit settlements and statute expirations during the period. The effective tax rate for the third quarter of 2012 was impacted favorably by (i) tax benefits of $4.2 recorded in connection with various audit settlements and statute expirations during the period and (ii) a benefit of $2.8 associated with a reduction in deferred tax liabilities resulting from the newly enacted corporate tax rates in the United Kingdom. | |
For the nine months ended September 28, 2013, we recorded an income tax provision of $17.2 on $115.8 of pre-tax income from continuing operations, resulting in an effective tax rate of 14.9%. This compares to an income tax provision for the nine months ended September 29, 2012 of $27.0 on $110.2 of pre-tax income from continuing operations, resulting in an effective tax rate of 24.5%. The effective tax rate for the first nine months of 2013 was impacted favorably by the $8.7 of tax benefits noted above that were realized during the third quarter of 2013, as well as tax benefits realized during the first half of 2013 of $4.1 related to the Research and Experimentation Credit generated in 2012, $2.0 related to various foreign tax credits, and $1.8 for statute expirations. The effective tax rate for the nine months ended September 29, 2012 was impacted favorably by the tax benefits of $7.0 noted above for the third quarter of 2012. The impact of these benefits was offset by an incremental tax charge of $6.1 associated with the deconsolidation of our dry cooling business in China, as the goodwill allocated to the transaction was not deductible for tax purposes. | |
We perform reviews of our income tax positions on a continual 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. | |
The IRS initiated an audit of our 2010 and 2011 federal income tax returns during 2012. We expect that the audit will be concluded during the next 12 months. With regard to this audit, we believe any contingencies have been 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 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, administrative appeal or litigation. 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 examinations is in Denmark for the 2006 to 2010 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 tax matters could have a material adverse effect on our financial position, 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 open matters cannot be determined at this time. | |
Upon the conclusion of our disposition activities discussed in Note 3, we may recognize an additional income tax provision or benefit, generally, as part of discontinued operations. |
FAIR_VALUE
FAIR VALUE | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
FAIR VALUE | ||||||||||||||
FAIR VALUE | (15) 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 identical assets or liabilities, such measurements involve developing assumptions based on market observable data and, in the absence of such data, internal information that is 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 three and nine months ended September 28, 2013 and September 29, 2012 to the valuation techniques we use to measure asset and liability fair values on a recurring basis. There were no transfers between the three levels of the fair value hierarchy for the three and nine months ended September 28, 2013 and September 29, 2012. | ||||||||||||||
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 financial derivative assets and liabilities include FX forward contracts, FX embedded derivatives and commodity contracts, 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 September 28, 2013, there had 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. | ||||||||||||||
Investments in Equity Securities | ||||||||||||||
Our available-for-sale securities include equity investments traded in active international markets. They are measured at fair value using closing stock prices from active markets and are classified within Level 1 of the valuation hierarchy. These assets had a fair market value of $2.1 and $3.6 at September 28, 2013 and December 31, 2012, respectively. | ||||||||||||||
Certain of our investments in equity securities that are not readily marketable are accounted for under the fair value option, with such values determined by multidimensional pricing models. These models consider market activity based on modeling of securities with similar credit quality, duration, yield and structure. A variety of inputs are used, including benchmark yields, reported trades, non-binding broker/dealer quotes, issuer spread and reference data including market research publications. Market indicators, industry and economic events are also considered. We have not made any adjustments to the inputs obtained from the independent sources. At September 28, 2013 and December 31, 2012, these assets had a fair value of $1.7 and $7.5, respectively, which are estimated using various valuation models, including the Monte-Carlo simulation model. | ||||||||||||||
Assets and liabilities measured at fair value on a recurring basis include the following as of September 28, 2013: | ||||||||||||||
Fair Value Measurements Using | ||||||||||||||
Level 1 | Level 2 | Level 3 | ||||||||||||
Other current assets — FX embedded derivatives, FX forward contracts and commodity contracts | $ | — | $ | 1.2 | $ | — | ||||||||
Other assets — Investments in equity securities and FX embedded derivatives | 2.1 | 0.8 | 1.7 | |||||||||||
Accrued expenses — FX embedded derivatives and FX forward contracts | — | 6.6 | — | |||||||||||
Other long-term liabilities — FX embedded derivatives | — | 0.6 | — | |||||||||||
Assets and liabilities measured at fair value on a recurring basis include the following as of December 31, 2012: | ||||||||||||||
Fair Value Measurements Using | ||||||||||||||
Level 1 | Level 2 | Level 3 | ||||||||||||
Other current assets — FX embedded derivatives, FX forward contracts and commodity contracts | $ | — | $ | 0.7 | $ | — | ||||||||
Other assets — Investments in equity securities | 3.6 | — | 7.5 | |||||||||||
Accrued expenses — FX forward contracts and FX embedded derivatives | — | 1.3 | — | |||||||||||
Other long-term liabilities — FX embedded derivatives | — | 9.8 | — | |||||||||||
The table below presents a reconciliation of our investment in equity securities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the nine months ended September 28, 2013 and September 29, 2012, including net unrealized losses recorded to earnings. | ||||||||||||||
Nine months ended | ||||||||||||||
September 28, 2013 | September 29, 2012 | |||||||||||||
Balance at beginning of period | $ | 7.5 | $ | 7.8 | ||||||||||
Cash consideration received | (5.2 | ) | — | |||||||||||
Unrealized losses recorded to earnings | (0.6 | ) | (0.2 | ) | ||||||||||
Balance at end of period | $ | 1.7 | $ | 7.6 | ||||||||||
Indebtedness and Other | ||||||||||||||
The estimated fair values of other financial liabilities (excluding capital leases) not measured at fair value on a recurring basis as of September 28, 2013 and December 31, 2012 were as follows: | ||||||||||||||
September 28, 2013 | December 31, 2012 | |||||||||||||
Carrying | Carrying | |||||||||||||
Amount | Fair Value | Amount | Fair Value | |||||||||||
Senior notes | $ | 1,100.00 | $ | 1,202.90 | $ | 1,100.00 | $ | 1,217.80 | ||||||
Term loan | 475 | 475 | 475 | 475 | ||||||||||
Other indebtedness | 36.2 | 36.2 | 34.7 | 34.7 | ||||||||||
The following methods and assumptions were used in estimating the fair value of these financial instruments: | ||||||||||||||
· The fair value of the senior notes and term loan was determined using Level 2 inputs within the fair value hierarchy and was based on quoted market prices for the same or similar instruments or on current rates offered to us for debt with similar maturities, subordination and credit default expectations. | ||||||||||||||
· The fair value of our other indebtedness approximates carrying value due primarily to the short-term nature of the related instruments. | ||||||||||||||
Certain of our non-financial assets and liabilities 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. As of September 28, 2013, we did not have any significant non-financial assets or liabilities that are required to be measured at fair value on a recurring or non-recurring basis. | ||||||||||||||
The carrying amount of cash and equivalents and receivables reported in our condensed consolidated balance sheets approximates fair value due to the short maturity of those instruments. |
BASIS_OF_PRESENTATION_Tables
BASIS OF PRESENTATION (Tables) | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
BASIS OF PRESENTATION | ||||||||||||||
Schedule of summarized financial results of EGS investment | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
June 30, | June 30, | June 30, | June 30, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Revenues | $ | 129.1 | $ | 127.5 | $ | 380.2 | $ | 387.2 | ||||||
Gross profit | 57 | 52.8 | 164.7 | 161.7 | ||||||||||
Income from continuing operations | 25.7 | 19.4 | 68.5 | 56.4 | ||||||||||
Net income | 25.7 | 19.4 | 68.5 | 56.4 |
ACQUISITION_DISCONTINUED_OPERA1
ACQUISITION, DISCONTINUED OPERATIONS AND FORMATION OF SHANGHAI ELECTRIC JV (Tables) | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
ACQUISITION, DISCONTINUED OPERATIONS AND FORMATION OF SHANGHAI ELECTRIC JV | ||||||||||||||
Schedule of businesses discontinued in a prior quarter | ||||||||||||||
Business | Quarter | Quarter of Sale | ||||||||||||
Discontinued | or Termination | |||||||||||||
of Operations | ||||||||||||||
Broadcast Antenna System business (“Dielectric”) | Q2 2013 | Q2 2013 | ||||||||||||
Crystal Growing business (“Kayex”) | Q1 2013 | Q1 2013 | ||||||||||||
TPS Tianyu Equipment Co., Ltd. (“Tianyu”) | Q4 2012 | Q4 2012 | ||||||||||||
Weil-McLain (Shandong) Cast-Iron-Boiler Co., Ltd. (“Weil-McLain Shandong”) | Q4 2012 | Q4 2012 | ||||||||||||
SPX Service Solutions (“Service Solutions”) | Q1 2012 | Q4 2012 | ||||||||||||
Schedule of income from discontinued operations and related income taxes | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Income from discontinued operations | $ | 8.7 | $ | 17.7 | $ | 12.2 | $ | 57.7 | ||||||
Income tax provision | (3.6 | ) | (6.0 | ) | (4.3 | ) | (19.7 | ) | ||||||
Income from discontinued operations, net | $ | 5.1 | $ | 11.7 | $ | 7.9 | $ | 38 | ||||||
Schedule of results of operations of businesses reported as discontinued operations | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Revenues | $ | 50.7 | $ | 269.6 | $ | 154.2 | $ | 877.8 | ||||||
Pre-tax income | 8.3 | 18.8 | 15 | 60.5 | ||||||||||
Schedule of major classes of assets and liabilities, excluding intercompany balances, of businesses reported as discontinued operations | ||||||||||||||
September 28, | December 31, | |||||||||||||
2013 | 2012 | |||||||||||||
Assets: | ||||||||||||||
Accounts receivable, net | $ | 28.4 | $ | 21.2 | ||||||||||
Inventories, net | 40.9 | 32.7 | ||||||||||||
Other current assets | 1.1 | 1.2 | ||||||||||||
Property, plant and equipment, net | 16.8 | 16.2 | ||||||||||||
Goodwill and intangibles, net | 70.6 | 71.3 | ||||||||||||
Assets of discontinued operations | $ | 157.8 | $ | 142.6 | ||||||||||
Liabilities: | ||||||||||||||
Accounts payable | $ | 17.1 | $ | 18.3 | ||||||||||
Accrued expenses | 14.4 | 16.6 | ||||||||||||
Liabilities of discontinued operations | $ | 31.5 | $ | 34.9 |
INFORMATION_ON_REPORTABLE_SEGM1
INFORMATION ON REPORTABLE SEGMENTS AND OTHER OPERATING SEGMENTS (Tables) | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
INFORMATION ON REPORTABLE SEGMENTS AND OTHER OPERATING SEGMENTS | ||||||||||||||
Schedule of reportable segments and other operating segments, including the results of Seital from the date of its acquisition | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Revenues (1): | ||||||||||||||
Flow Technology reportable segment | $ | 651.6 | $ | 648.6 | $ | 1,918.00 | $ | 1,954.00 | ||||||
Thermal Equipment and Services reportable segment | 324.1 | 375.5 | 979.5 | 1,044.20 | ||||||||||
Industrial Products and Services and Other | 170.1 | 152.6 | 500.7 | 466.8 | ||||||||||
Total revenues | $ | 1,145.80 | $ | 1,176.70 | $ | 3,398.20 | $ | 3,465.00 | ||||||
Income: | ||||||||||||||
Flow Technology reportable segment | $ | 83.1 | $ | 78.1 | $ | 205.1 | $ | 194.3 | ||||||
Thermal Equipment and Services reportable segment | 21.7 | 29.1 | 49.6 | 55.8 | ||||||||||
Industrial Products and Services and Other | 24.7 | 17 | 69.1 | 55.9 | ||||||||||
Total income for reportable and other operating segments | 129.5 | 124.2 | 323.8 | 306 | ||||||||||
Corporate expense | (26.2 | ) | (24.9 | ) | (82.2 | ) | (79.3 | ) | ||||||
Pension and postretirement expense | (6.2 | ) | (10.7 | ) | (18.6 | ) | (28.9 | ) | ||||||
Stock-based compensation expense | (3.7 | ) | (5.6 | ) | (29.3 | ) | (33.9 | ) | ||||||
Impairment of intangible assets | — | — | (2.0 | ) | — | |||||||||
Special charges, net | (6.9 | ) | (6.4 | ) | (25.1 | ) | (17.2 | ) | ||||||
Consolidated operating income | $ | 86.5 | $ | 76.6 | $ | 166.6 | $ | 146.7 | ||||||
(1) Under the percentage of completion method, we recognized revenues of $317.2 and $394.9 in the three months ended September 28, 2013 and September 29, 2012, respectively. For the nine months ended September 28, 2013 and September 29, 2012, revenues under the percentage of completion method were $1,012.9 and $1,129.6, respectively. Costs and estimated earnings in excess of billings on contracts accounted for under the percentage of completion method were $303.8 and $359.7 as of September 28, 2013 and December 31, 2012, 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 $208.3 and $248.6 as of September 28, 2013 and December 31, 2012, respectively. The September 28, 2013 balance is reported as a component of “Accrued expenses” in the condensed consolidated balance sheet. The December 31, 2012 balance includes $248.4 reported as a component of “Accrued expenses” and $0.2 as a component of “Other long-term liabilities” in the condensed consolidated balance sheet. |
SPECIAL_CHARGES_NET_Tables
SPECIAL CHARGES, NET (Tables) | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
SPECIAL CHARGES, NET | ||||||||||||||
Schedule of special charges, net | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Flow Technology reportable segment | $ | 6.4 | $ | 5.5 | $ | 11.4 | $ | 12.7 | ||||||
Thermal Equipment and Services reportable segment | 0.4 | 0.4 | 12 | 2.8 | ||||||||||
Industrial Products and Services and Other | 0.1 | 0.3 | 1.2 | 0.3 | ||||||||||
Corporate | — | 0.2 | 0.5 | 1.4 | ||||||||||
Total | $ | 6.9 | $ | 6.4 | $ | 25.1 | $ | 17.2 | ||||||
Rollforward of restructuring liabilities | ||||||||||||||
Nine months ended | ||||||||||||||
September 28, | September 29, | |||||||||||||
2013 | 2012 | |||||||||||||
Balance at beginning of period | $ | 16.4 | $ | 11 | ||||||||||
Special charges (1) | 27.5 | 14.9 | ||||||||||||
Utilization — cash (2) | (23.8 | ) | (15.3 | ) | ||||||||||
Currency translation adjustment and other | 0.5 | 0.1 | ||||||||||||
Balance at end of period | $ | 20.6 | $ | 10.7 | ||||||||||
(1) The nine months ended September 28, 2013 and September 29, 2012 included $4.4 and $0, respectively, of charges that related to discontinued operations for which we have retained the related liabilities, and excluded $2.0 and $2.3, respectively, of non-cash charges that did not impact the restructuring liabilities. | ||||||||||||||
(2) The nine months ended September 28, 2013 included $2.7 of cash utilized to settle retained liabilities of discontinued operations. |
INVENTORIES_NET_Tables
INVENTORIES, NET (Tables) | 9 Months Ended | |||||||
Sep. 28, 2013 | ||||||||
INVENTORIES, NET | ||||||||
Schedule of inventories | ||||||||
September 28, | December 31, | |||||||
2013 | 2012 | |||||||
Finished goods | $ | 160 | $ | 127.7 | ||||
Work in process | 191.7 | 161.7 | ||||||
Raw material and purchased parts | 238.6 | 253.2 | ||||||
Total FIFO cost | 590.3 | 542.6 | ||||||
Excess of FIFO cost over LIFO inventory value | (20.2 | ) | (19.7 | ) | ||||
Total inventories, net | $ | 570.1 | $ | 522.9 |
GOODWILL_AND_OTHER_INTANGIBLE_1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 28, 2013 | ||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | ||||||||||||||||||||
Schedule of changes in the carrying amount of goodwill, by reportable segment and other operating segments | ||||||||||||||||||||
Goodwill | Foreign | |||||||||||||||||||
resulting from | Currency | |||||||||||||||||||
December 31, | business | Translation | September 28, | |||||||||||||||||
2012 | combinations | Impairments | and other | 2013 | ||||||||||||||||
Flow Technology reportable segment | ||||||||||||||||||||
Gross goodwill | $ | 1,114.60 | $ | — | $ | — | $ | 1.7 | $ | 1,116.30 | ||||||||||
Accumulated impairments | — | — | — | — | — | |||||||||||||||
Goodwill | 1,114.60 | — | — | 1.7 | 1,116.30 | |||||||||||||||
Thermal Equipment and Services reportable segment | ||||||||||||||||||||
Gross goodwill | 563.7 | — | — | 4.4 | 568.1 | |||||||||||||||
Accumulated impairments | (395.7 | ) | — | — | (2.8 | ) | (398.5 | ) | ||||||||||||
Goodwill | 168 | — | — | 1.6 | 169.6 | |||||||||||||||
Industrial Products and Services and Other | ||||||||||||||||||||
Gross goodwill | 367.6 | — | — | (1.3 | ) | 366.3 | ||||||||||||||
Accumulated impairments | (140.4 | ) | — | — | 0.1 | (140.3 | ) | |||||||||||||
Goodwill | 227.2 | — | — | (1.2 | ) | 226 | ||||||||||||||
Total | ||||||||||||||||||||
Gross goodwill | 2,045.90 | — | — | 4.8 | 2,050.70 | |||||||||||||||
Accumulated impairments | (536.1 | ) | — | — | (2.7 | ) | (538.8 | ) | ||||||||||||
Goodwill | $ | 1,509.80 | $ | — | $ | — | $ | 2.1 | $ | 1,511.90 | ||||||||||
Schedule of identifiable intangible assets | ||||||||||||||||||||
September 28, 2013 | December 31, 2012 | |||||||||||||||||||
Gross | Net | Gross | Net | |||||||||||||||||
Carrying | Accumulated | Carrying | Carrying | Accumulated | Carrying | |||||||||||||||
Value | Amortization | Value | Value | Amortization | Value | |||||||||||||||
Intangible assets with determinable lives: | ||||||||||||||||||||
Patents | $ | 8.6 | $ | (8.2 | ) | $ | 0.4 | $ | 8.6 | $ | (8.0 | ) | $ | 0.6 | ||||||
Technology | 195 | (49.6 | ) | 145.4 | 190.3 | (41.4 | ) | 148.9 | ||||||||||||
Customer relationships | 409.1 | (73.8 | ) | 335.3 | 415.2 | (58.1 | ) | 357.1 | ||||||||||||
Other | 29.2 | (17.3 | ) | 11.9 | 29 | (16.1 | ) | 12.9 | ||||||||||||
641.9 | (148.9 | ) | 493 | 643.1 | (123.6 | ) | 519.5 | |||||||||||||
Trademarks with indefinite lives | 434.2 | — | 434.2 | 435.8 | — | 435.8 | ||||||||||||||
Total | $ | 1,076.10 | $ | (148.9 | ) | $ | 927.2 | $ | 1,078.90 | $ | (123.6 | ) | $ | 955.3 |
WARRANTY_Tables
WARRANTY (Tables) | 9 Months Ended | |||||||
Sep. 28, 2013 | ||||||||
WARRANTY | ||||||||
Schedule of product warranty accrual | ||||||||
Nine months ended | ||||||||
September 28, | September 29, | |||||||
2013 | 2012 | |||||||
Balance at beginning of period | $ | 59.7 | $ | 55.7 | ||||
Provision | 15.1 | 16.6 | ||||||
Usage | (22.4 | ) | (18.8 | ) | ||||
Balance at end of period | 52.4 | 53.5 | ||||||
Less: Current portion of warranty | 42.6 | 43.7 | ||||||
Non-current portion of warranty | $ | 9.8 | $ | 9.8 |
EMPLOYEE_BENEFIT_PLANS_Tables
EMPLOYEE BENEFIT PLANS (Tables) | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
Domestic Pension Plans | ||||||||||||||
Employee Benefit Plans | ||||||||||||||
Schedule of net periodic benefit expense | Domestic Pension Plans | |||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Service cost | $ | 1.9 | $ | 2.9 | $ | 5.6 | $ | 7.6 | ||||||
Interest cost | 12 | 13.6 | 36 | 40.6 | ||||||||||
Expected return on plan assets | (18.8 | ) | (15.7 | ) | (56.3 | ) | (47.5 | ) | ||||||
Amortization of unrecognized losses | 9 | 7.6 | 27 | 21.3 | ||||||||||
Amortization of unrecognized prior service credits | — | (0.2 | ) | — | (0.4 | ) | ||||||||
Curtailment loss | — | — | — | 0.1 | ||||||||||
Net periodic pension benefit expense | $ | 4.1 | $ | 8.2 | $ | 12.3 | $ | 21.7 | ||||||
Foreign Pension Plans | ||||||||||||||
Employee Benefit Plans | ||||||||||||||
Schedule of net periodic benefit expense | Foreign Pension Plans | |||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Service cost | $ | 0.6 | $ | 0.7 | $ | 2 | $ | 2 | ||||||
Interest cost | 3.4 | 3.6 | 10 | 10.8 | ||||||||||
Expected return on plan assets | (4.4 | ) | (4.2 | ) | (13.1 | ) | (12.4 | ) | ||||||
Amortization of unrecognized losses | 0.7 | 0.4 | 2 | 1.1 | ||||||||||
Total net periodic pension benefit expense | 0.3 | 0.5 | 0.9 | 1.5 | ||||||||||
Less: Net periodic pension benefit expense of discontinued operations | (0.2 | ) | (0.3 | ) | (0.6 | ) | (0.9 | ) | ||||||
Net periodic pension benefit expense of continuing operations | $ | 0.1 | $ | 0.2 | $ | 0.3 | $ | 0.6 | ||||||
Postretirement Plans | ||||||||||||||
Employee Benefit Plans | ||||||||||||||
Schedule of net periodic benefit expense | Postretirement Plans | |||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||
Service cost | $ | 0.1 | $ | 0.1 | $ | 0.3 | $ | 0.3 | ||||||
Interest cost | 1.2 | 1.7 | 3.6 | 4.6 | ||||||||||
Amortization of unrecognized losses | 1.1 | 0.8 | 3.1 | 2.7 | ||||||||||
Amortization of unrecognized prior service credits | (0.4 | ) | (0.3 | ) | (1.0 | ) | (1.0 | ) | ||||||
Net periodic postretirement benefit expense | $ | 2 | $ | 2.3 | $ | 6 | $ | 6.6 |
INDEBTEDNESS_Tables
INDEBTEDNESS (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 28, 2013 | |||||||||||||||||
INDEBTEDNESS | |||||||||||||||||
Schedule of debt activity (both current and non-current) | |||||||||||||||||
December 31, | September 28, | ||||||||||||||||
2012 | Borrowings | Repayments | Other (4) | 2013 | |||||||||||||
Domestic revolving loan facility | $ | — | $ | 287 | $ | (287.0 | ) | $ | — | $ | — | ||||||
Term loan (1) | 475 | — | — | — | 475 | ||||||||||||
6.875% senior notes, maturing in August 2017 | 600 | — | — | — | 600 | ||||||||||||
7.625% senior notes, maturing in December 2014 | 500 | — | — | — | 500 | ||||||||||||
Trade receivables financing arrangement (2) | — | 35 | (35.0 | ) | — | — | |||||||||||
Other indebtedness (3) | 117 | 3 | (12.7 | ) | 4.5 | 111.8 | |||||||||||
Total debt | 1,692.00 | $ | 325 | $ | (334.7 | ) | $ | 4.5 | 1,686.80 | ||||||||
Less: short-term debt | 33.4 | 29.7 | |||||||||||||||
Less: current maturities of long-term debt | 8.7 | 98.4 | |||||||||||||||
Total long-term debt | $ | 1,649.90 | $ | 1,558.70 | |||||||||||||
(1) The term loan of $475.0 is repayable in quarterly installments (with annual aggregate repayments, as a percentage of the initial principal amount of $500.0, of 15% for 2014 and 20% for 2015, together with a single quarterly payment of 5% at the end of the first fiscal quarter of 2016), with the remaining balance repayable in full on June 30, 2016. | |||||||||||||||||
(2) As of September 28, 2013, we could borrow under this arrangement, on a continuous basis, up to $80.0, as available. At September 28, 2013, we had $42.6 of available borrowing capacity under this facility. | |||||||||||||||||
(3) Primarily included capital lease obligations of $75.6 and $82.3, and balances under purchase card programs of $27.6 and $27.9 at September 28, 2013 and December 31, 2012, respectively. | |||||||||||||||||
(4) “Other” primarily included debt assumed and foreign currency translation on any debt instruments denominated in currencies other than the U.S. dollar. |
FINANCIAL_INSTRUMENTS_Tables
FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 28, 2013 | ||||||||||||||||||||
Derivative financial instruments | ||||||||||||||||||||
Summarizes the gross and net fair values of contracts by counterparty | ||||||||||||||||||||
September 28, 2013 | December 31, 2012 | |||||||||||||||||||
Gross assets | Gross liabilities | Net assets / | Gross assets | Gross liabilities | Net assets / | |||||||||||||||
liabilities | liabilities | |||||||||||||||||||
FX Forward Contracts: | ||||||||||||||||||||
Counterparty A | $ | 0.5 | $ | — | $ | 0.5 | $ | 0.2 | $ | (0.3 | ) | $ | (0.1 | ) | ||||||
Counterparty B | 0.1 | (0.6 | ) | (0.5 | ) | 0.1 | (0.2 | ) | (0.1 | ) | ||||||||||
Totals (1) | $ | 0.6 | $ | (0.6 | ) | $ | — | $ | 0.3 | $ | (0.5 | ) | $ | (0.2 | ) | |||||
Commodity Contracts: | ||||||||||||||||||||
Counterparty A (2) | $ | 0.1 | $ | — | $ | 0.1 | $ | 0.3 | $ | (0.1 | ) | $ | 0.2 | |||||||
(1) We enter into arrangements designed to provide the right of setoff in the event of counterparty default or insolvency, and have elected to offset the fair values of our qualifying financial instruments in our condensed consolidated balance sheets. Amounts presented in our balance sheets are as follows: | ||||||||||||||||||||
September 28, | December 31, | |||||||||||||||||||
2013 | 2012 | |||||||||||||||||||
Designated as hedging instruments: | ||||||||||||||||||||
Other current assets | $ | 0.1 | $ | 0.1 | ||||||||||||||||
Accrued expenses | — | (0.3 | ) | |||||||||||||||||
0.1 | (0.2 | ) | ||||||||||||||||||
Not designated as hedging instruments: | ||||||||||||||||||||
Other current assets | 0.4 | 0.1 | ||||||||||||||||||
Accrued expenses | (0.5 | ) | (0.1 | ) | ||||||||||||||||
(0.1 | ) | — | ||||||||||||||||||
Net fair value of FX forward contracts in balance sheets | $ | — | $ | (0.2 | ) | |||||||||||||||
(2) Related contracts are designated as hedging instruments. Net amounts at September 28, 2013 and December 31, 2012 are recorded in “Other current assets”. | ||||||||||||||||||||
Summary of pre-tax gain (loss) recognized in AOCI resulting from derivative financial instruments designated as cash flow hedging relationships | ||||||||||||||||||||
Three months ended | Nine months ended | |||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||
FX forward contracts | $ | (0.2 | ) | $ | (0.6 | ) | $ | (4.2 | ) | $ | (1.2 | ) | ||||||||
Commodity contracts | 0.8 | 0.8 | (1.5 | ) | 1 | |||||||||||||||
$ | 0.6 | $ | 0.2 | $ | (5.7 | ) | $ | (0.2 | ) | |||||||||||
Summary of pre-tax gain (loss) related to derivative financial instruments designated as cash flow hedging relationships reclassified from AOCI to income | ||||||||||||||||||||
Three months ended (1) | Nine months ended (1) | |||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||
FX forward contracts | $ | (2.1 | ) | $ | (0.8 | ) | $ | (3.0 | ) | $ | (1.2 | ) | ||||||||
Commodity contracts | (0.6 | ) | 0.3 | (0.5 | ) | (0.7 | ) | |||||||||||||
$ | (2.7 | ) | $ | (0.5 | ) | $ | (3.5 | ) | $ | (1.9 | ) | |||||||||
(1) During the nine months ended September 28, 2013, losses of $0.2 were recognized in “Other income (expense), net” relating to derivative ineffectiveness and amounts excluded from effectiveness testing. During the three and nine months ended September 29, 2012, losses of $0.2 and $0.3 were recognized in other income (expense), net relating to derivative ineffectiveness and amounts excluded from effectiveness testing. | ||||||||||||||||||||
Schedule of gain (loss) recognized in ''Other income (expense), net'' of derivative financial instruments not designated in cash flow hedging relationships | ||||||||||||||||||||
Three months ended | Nine months ended | |||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||
FX forward contracts | $ | 0.9 | $ | 1.8 | $ | (1.0 | ) | $ | 2 | |||||||||||
FX embedded derivatives | (0.8 | ) | (1.8 | ) | 4.9 | (3.1 | ) | |||||||||||||
$ | 0.1 | $ | — | $ | 3.9 | $ | (1.1 | ) | ||||||||||||
FX forward contracts | ||||||||||||||||||||
Derivative financial instruments | ||||||||||||||||||||
Summary of fair value of derivative instruments and the balance sheet classification | ||||||||||||||||||||
September 28, | December 31, | |||||||||||||||||||
2013 | 2012 | |||||||||||||||||||
Designated as hedging instruments: | ||||||||||||||||||||
Other current assets | $ | 0.1 | $ | 0.1 | ||||||||||||||||
Accrued expenses | — | (0.3 | ) | |||||||||||||||||
0.1 | (0.2 | ) | ||||||||||||||||||
Not designated as hedging instruments: | ||||||||||||||||||||
Other current assets | 0.4 | 0.1 | ||||||||||||||||||
Accrued expenses | (0.5 | ) | (0.1 | ) | ||||||||||||||||
(0.1 | ) | — | ||||||||||||||||||
Net fair value of FX forward contracts in balance sheets | $ | — | $ | (0.2 | ) | |||||||||||||||
FX embedded derivatives | ||||||||||||||||||||
Derivative financial instruments | ||||||||||||||||||||
Summary of fair value of derivative instruments and the balance sheet classification | ||||||||||||||||||||
September 28, | December 31, | |||||||||||||||||||
Balance Sheet Classification | 2013 | 2012 | ||||||||||||||||||
Other current assets | $ | 0.6 | $ | 0.3 | ||||||||||||||||
Other noncurrent assets | 0.8 | — | ||||||||||||||||||
Accrued expenses | (6.1 | ) | (0.9 | ) | ||||||||||||||||
Other long-term liabilities | (0.6 | ) | (9.8 | ) | ||||||||||||||||
$ | (5.3 | ) | $ | (10.4 | ) |
EQUITY_AND_STOCKBASED_COMPENSA1
EQUITY AND STOCK-BASED COMPENSATION (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 28, 2013 | ||||||||||||||||||||
EQUITY AND STOCK-BASED COMPENSATION | ||||||||||||||||||||
Schedule of weighted-average shares outstanding used in the computation of basic and diluted earnings per share | ||||||||||||||||||||
Three months ended | Nine months ended | |||||||||||||||||||
September 28, | September 29, | September 28, | September 29, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||
Weighted-average number of common shares used in basic income per share | 44.709 | 49.958 | 45.592 | 50.174 | ||||||||||||||||
Dilutive securities — employee stock options, restricted stock shares and restricted stock units | 0.328 | 0.08 | 0.548 | 0.625 | ||||||||||||||||
Weighted-average number of common shares and dilutive securities used in diluted income per share | 45.037 | 50.038 | 46.14 | 50.799 | ||||||||||||||||
Schedule of changes in the components of accumulated other comprehensive loss | The changes in the components of accumulated other comprehensive loss, net of tax, for the three months ended September 28, 2013 were as follows: | |||||||||||||||||||
Foreign | Net Unrealized | Net Unrealized | Pension and | Total | ||||||||||||||||
Currency | Losses on | Losses on | Postretirement | |||||||||||||||||
Translation | Qualifying Cash | Available-for- | Liability Adjustment | |||||||||||||||||
Adjustment | Flow Hedges (1) | Sale Securities | and Other (2) | |||||||||||||||||
Balance at beginning of period | $ | 225.8 | $ | (4.4 | ) | $ | (3.8 | ) | $ | (505.4 | ) | $ | (287.8 | ) | ||||||
Other comprehensive gain (loss) before reclassifications | 70.1 | 0.5 | (0.8 | ) | (3.3 | ) | 66.5 | |||||||||||||
Amounts reclassified from accumulated other comprehensive loss | — | 1.8 | — | 6.5 | 8.3 | |||||||||||||||
Current-period other comprehensive gain (loss) | 70.1 | 2.3 | (0.8 | ) | 3.2 | 74.8 | ||||||||||||||
Balance at end of period | $ | 295.9 | $ | (2.1 | ) | $ | (4.6 | ) | $ | (502.2 | ) | $ | (213.0 | ) | ||||||
(1) Net of tax benefit of $1.9 and $2.9 as of September 28, 2013 and June 29, 2013, respectively. | ||||||||||||||||||||
(2) Net of tax benefit of $307.6 and $310.9 as of September 28, 2013 and June 29, 2013, respectively. Includes $5.0 related to our share of the pension liability adjustment for EGS as of September 28, 2013 and June 29, 2013. | ||||||||||||||||||||
The changes in the components of accumulated other comprehensive loss, net of tax, for the nine months ended September 28, 2013 were as follows: | ||||||||||||||||||||
Foreign | Net Unrealized | Net Unrealized | Pension and | Total | ||||||||||||||||
Currency | Losses on | Losses on | Postretirement | |||||||||||||||||
Translation | Qualifying Cash | Available-for- | Liability Adjustment | |||||||||||||||||
Adjustment | Flow Hedges (1) | Sale Securities | and Other (2) | |||||||||||||||||
Balance at beginning of period | $ | 298.1 | $ | (3.3 | ) | $ | (3.1 | ) | $ | (520.6 | ) | $ | (228.9 | ) | ||||||
Other comprehensive loss before reclassifications | (2.2 | ) | (1.1 | ) | (1.5 | ) | (1.1 | ) | (5.9 | ) | ||||||||||
Amounts reclassified from accumulated other comprehensive loss | — | 2.3 | — | 19.5 | 21.8 | |||||||||||||||
Current-period other comprehensive gain (loss) | (2.2 | ) | 1.2 | (1.5 | ) | 18.4 | 15.9 | |||||||||||||
Balance at end of period | $ | 295.9 | $ | (2.1 | ) | $ | (4.6 | ) | $ | (502.2 | ) | $ | (213.0 | ) | ||||||
(1) Net of tax benefit of $1.9 and $2.5 as of September 28, 2013 and December 31, 2012, respectively. | ||||||||||||||||||||
(2) Net of tax benefit of $307.6 and $318.5 as of September 28, 2013 and December 31, 2012, respectively. Includes $5.0 and $3.8 related to our share of the pension liability adjustment for EGS as of September 28, 2013 and December 31, 2012, respectively. | ||||||||||||||||||||
Schedule of amounts reclassified from each component of accumulated comprehensive loss | ||||||||||||||||||||
Amount Reclassified from AOCI | ||||||||||||||||||||
Three months ended | Nine months ended | Affected Line Item in the | ||||||||||||||||||
September 28, | September 28, | Condensed Consolidated Statement | ||||||||||||||||||
2013 | 2013 | of Operations | ||||||||||||||||||
Losses on qualifying cash flow hedges: | ||||||||||||||||||||
FX forward contracts | $ | 2.2 | $ | 3 | Revenues | |||||||||||||||
Commodity contracts | 0.6 | 0.5 | Cost of products sold | |||||||||||||||||
Pre-tax | 2.8 | 3.5 | ||||||||||||||||||
Income taxes | (1.0 | ) | (1.2 | ) | ||||||||||||||||
$ | 1.8 | $ | 2.3 | |||||||||||||||||
Amortization of pension and postretirement items: | ||||||||||||||||||||
Unrecognized losses and prior service credits | $ | 4.5 | $ | 14.2 | Cost of products sold | |||||||||||||||
Unrecognized losses and prior service credits | 5.9 | 16.9 | Selling, general and administrative | |||||||||||||||||
Pre-tax | 10.4 | 31.1 | ||||||||||||||||||
Income taxes | (3.9 | ) | (11.6 | ) | ||||||||||||||||
$ | 6.5 | $ | 19.5 | |||||||||||||||||
Schedule of changes in equity | ||||||||||||||||||||
September 28, 2013 | September 29, 2012 | |||||||||||||||||||
SPX | SPX | |||||||||||||||||||
Corporation | Corporation | |||||||||||||||||||
Shareholders’ | Noncontrolling | Total | Shareholders’ | Noncontrolling | Total | |||||||||||||||
Equity | Interests | Equity | Equity | Interests | Equity | |||||||||||||||
Equity, beginning of period | $ | 1,998.70 | $ | 12.9 | $ | 2,011.60 | $ | 2,165.20 | $ | 10.1 | $ | 2,175.30 | ||||||||
Net income (loss) | 62.9 | (0.8 | ) | 62.1 | 57.8 | 2.4 | 60.2 | |||||||||||||
Net unrealized gains on qualifying cash flow hedges, net of tax provision of $1.0 and $0.3 for the three months ended September 28, 2013 and September 29, 2012, respectively | 2.3 | — | 2.3 | 0.5 | — | 0.5 | ||||||||||||||
Net unrealized losses on available-for-sale securities | (0.8 | ) | — | (0.8 | ) | (2.9 | ) | — | (2.9 | ) | ||||||||||
Pension liability adjustment, net of tax provision of $3.3 and $2.5 for the three months ended September 28, 2013 and September 29, 2012, respectively | 3.2 | — | 3.2 | 3.7 | — | 3.7 | ||||||||||||||
Foreign currency translation adjustments | 70.1 | 0.7 | 70.8 | 77.8 | 0.3 | 78.1 | ||||||||||||||
Total comprehensive income (loss), net | 137.7 | (0.1 | ) | 137.6 | 136.9 | 2.7 | 139.6 | |||||||||||||
Dividends declared | (11.4 | ) | — | (11.4 | ) | (12.7 | ) | — | (12.7 | ) | ||||||||||
Exercise of stock options and other incentive plan activity, including related tax benefit of $0.1 for the three months ended September 29, 2012 | 3.7 | — | 3.7 | 4.6 | — | 4.6 | ||||||||||||||
Amortization of restricted stock and restricted stock unit grants, including $0.4 relating to discontinued operations for the three months ended September 29, 2012 | 3.7 | — | 3.7 | 6 | — | 6 | ||||||||||||||
Restricted stock and restricted stock unit vesting, net of tax withholdings | (2.0 | ) | — | (2.0 | ) | — | — | — | ||||||||||||
Dividends attributable to noncontrolling interests | — | — | — | — | (0.7 | ) | (0.7 | ) | ||||||||||||
Other changes in noncontrolling interests | (3.0 | ) | 1.3 | (1.7 | ) | — | — | — | ||||||||||||
Equity, end of period | $ | 2,127.40 | $ | 14.1 | $ | 2,141.50 | $ | 2,300.00 | $ | 12.1 | $ | 2,312.10 | ||||||||
A summary of the changes in equity for the nine months ended September 28, 2013 and September 29, 2012 is provided below: | ||||||||||||||||||||
September 28, 2013 | September 29, 2012 | |||||||||||||||||||
SPX | SPX | |||||||||||||||||||
Corporation | Corporation | |||||||||||||||||||
Shareholders’ | Noncontrolling | Total | Shareholders’ | Noncontrolling | Total | |||||||||||||||
Equity | Interests | Equity | Equity | Interests | Equity | |||||||||||||||
Equity, beginning of period | $ | 2,268.70 | $ | 11.3 | $ | 2,280.00 | $ | 2,227.30 | $ | 10 | $ | 2,237.30 | ||||||||
Net income | 104 | 2.5 | 106.5 | 118.7 | 2.5 | 121.2 | ||||||||||||||
Net unrealized gains on qualifying cash flow hedges, net of tax provision of $0.6 and $0.6 for the nine months ended September 28, 2013 and September 29, 2012, respectively | 1.2 | — | 1.2 | 1.1 | — | 1.1 | ||||||||||||||
Net unrealized losses on available-for-sale securities | (1.5 | ) | — | (1.5 | ) | (1.5 | ) | — | (1.5 | ) | ||||||||||
Pension liability adjustment, net of tax provision of $10.9 and $7.6 for the nine months ended September 28, 2013 and September 29, 2012, respectively | 18.4 | — | 18.4 | 13.2 | — | 13.2 | ||||||||||||||
Foreign currency translation adjustments | (2.2 | ) | (0.6 | ) | (2.8 | ) | 0.6 | 0.3 | 0.9 | |||||||||||
Total comprehensive income, net | 119.9 | 1.9 | 121.8 | 132.1 | 2.8 | 134.9 | ||||||||||||||
Dividends declared | (34.3 | ) | — | (34.3 | ) | (38.2 | ) | — | (38.2 | ) | ||||||||||
Exercise of stock options and other incentive plan activity, including tax benefit of $5.8 and $3.6 for the the nine months ended September 28, 2013 and September 29, 2012, respectively | 18.1 | — | 18.1 | 23.2 | — | 23.2 | ||||||||||||||
Amortization of restricted stock and stock unit grants, including $1.0 relating to discontinued operations for the nine months ended September 29, 2012 | 29.3 | — | 29.3 | 34.9 | — | 34.9 | ||||||||||||||
Restricted stock and restricted stock unit vesting, net of tax withholdings | (22.3 | ) | — | (22.3 | ) | (4.3 | ) | — | (4.3 | ) | ||||||||||
Common stock repurchases | (249.0 | ) | — | (249.0 | ) | (75.0 | ) | — | (75.0 | ) | ||||||||||
Dividends attributable to noncontrolling interest | — | — | — | — | (0.7 | ) | (0.7 | ) | ||||||||||||
Other changes in noncontrolling interests | (3.0 | ) | 0.9 | (2.1 | ) | — | — | — | ||||||||||||
Equity, end of period | $ | 2,127.40 | $ | 14.1 | $ | 2,141.50 | $ | 2,300.00 | $ | 12.1 | $ | 2,312.10 |
FAIR_VALUE_Tables
FAIR VALUE (Tables) | 9 Months Ended | |||||||||||||
Sep. 28, 2013 | ||||||||||||||
FAIR VALUE | ||||||||||||||
Schedule of assets and liabilities measured at fair value on a recurring basis | Assets and liabilities measured at fair value on a recurring basis include the following as of September 28, 2013: | |||||||||||||
Fair Value Measurements Using | ||||||||||||||
Level 1 | Level 2 | Level 3 | ||||||||||||
Other current assets — FX embedded derivatives, FX forward contracts and commodity contracts | $ | — | $ | 1.2 | $ | — | ||||||||
Other assets — Investments in equity securities and FX embedded derivatives | 2.1 | 0.8 | 1.7 | |||||||||||
Accrued expenses — FX embedded derivatives and FX forward contracts | — | 6.6 | — | |||||||||||
Other long-term liabilities — FX embedded derivatives | — | 0.6 | — | |||||||||||
Assets and liabilities measured at fair value on a recurring basis include the following as of December 31, 2012: | ||||||||||||||
Fair Value Measurements Using | ||||||||||||||
Level 1 | Level 2 | Level 3 | ||||||||||||
Other current assets — FX embedded derivatives, FX forward contracts and commodity contracts | $ | — | $ | 0.7 | $ | — | ||||||||
Other assets — Investments in equity securities | 3.6 | — | 7.5 | |||||||||||
Accrued expenses — FX forward contracts and FX embedded derivatives | — | 1.3 | — | |||||||||||
Other long-term liabilities — FX embedded derivatives | — | 9.8 | — | |||||||||||
Schedule of reconciliation of investments in equity securities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) | ||||||||||||||
Nine months ended | ||||||||||||||
September 28, 2013 | September 29, 2012 | |||||||||||||
Balance at beginning of period | $ | 7.5 | $ | 7.8 | ||||||||||
Cash consideration received | (5.2 | ) | — | |||||||||||
Unrealized losses recorded to earnings | (0.6 | ) | (0.2 | ) | ||||||||||
Balance at end of period | $ | 1.7 | $ | 7.6 | ||||||||||
Schedule of estimated fair values of other financial liabilities (excluding capital leases) not measured at fair value on a recurring basis | ||||||||||||||
September 28, 2013 | December 31, 2012 | |||||||||||||
Carrying | Carrying | |||||||||||||
Amount | Fair Value | Amount | Fair Value | |||||||||||
Senior notes | $ | 1,100.00 | $ | 1,202.90 | $ | 1,100.00 | $ | 1,217.80 | ||||||
Term loan | 475 | 475 | 475 | 475 | ||||||||||
Other indebtedness | 36.2 | 36.2 | 34.7 | 34.7 |
BASIS_OF_PRESENTATION_Details
BASIS OF PRESENTATION (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Dec. 30, 2011 | Sep. 28, 2013 | Jun. 29, 2013 | Sep. 29, 2012 | Jun. 30, 2012 | Sep. 28, 2013 | Jun. 29, 2013 | Sep. 29, 2012 | Jun. 30, 2012 |
Shanghai Electric JV | Shanghai Electric JV | EGS Electrical Group, LLC and Subsidiaries ("EGS") | EGS Electrical Group, LLC and Subsidiaries ("EGS") | EGS Electrical Group, LLC and Subsidiaries ("EGS") | EGS Electrical Group, LLC and Subsidiaries ("EGS") | EGS Electrical Group, LLC and Subsidiaries ("EGS") | EGS Electrical Group, LLC and Subsidiaries ("EGS") | EGS Electrical Group, LLC and Subsidiaries ("EGS") | EGS Electrical Group, LLC and Subsidiaries ("EGS") | |||||
BASIS OF PRESENTATION | ||||||||||||||
Length of quarter | 91 days | |||||||||||||
Investment in joint venture under equity method investment | ||||||||||||||
Percentage of interest held in joint venture | 45.00% | 45.00% | 44.50% | 44.50% | ||||||||||
Lag in including results in consolidated statements | 3 months | |||||||||||||
Equity earnings in joint ventures | $11.40 | $8.60 | $30.60 | $25 | $11.40 | $8.60 | $30.50 | $25.10 | ||||||
Revenues | 129.1 | 127.5 | 380.2 | 387.2 | ||||||||||
Gross profit | 57 | 52.8 | 164.7 | 161.7 | ||||||||||
Income from continuing operations | 25.7 | 19.4 | 68.5 | 56.4 | ||||||||||
Net income | $25.70 | $19.40 | $68.50 | $56.40 |
ACQUISITION_DISCONTINUED_OPERA2
ACQUISITION, DISCONTINUED OPERATIONS AND FORMATION OF SHANGHAI ELECTRIC JV (Details) (USD $) | 9 Months Ended | 0 Months Ended | 12 Months Ended |
In Millions, unless otherwise specified | Sep. 29, 2012 | Mar. 21, 2012 | Mar. 31, 2012 |
Flow Technology reportable segment | Flow Technology reportable segment | ||
Seital | Seital | ||
Acquisitions | |||
Purchase price of the business acquired | $30.50 | $28.80 | |
Cash acquired in business acquisition | 2.5 | ||
Debt assumed in business acquisition | 0.8 | ||
Revenues of the acquired business for the prior twelve months | $14 |
ACQUISITION_DISCONTINUED_OPERA3
ACQUISITION, DISCONTINUED OPERATIONS AND FORMATION OF SHANGHAI ELECTRIC JV (Details 2) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | |||||||||||||||||||
Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 30, 2011 | Jun. 29, 2013 | Jun. 29, 2013 | Sep. 28, 2013 | Mar. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Jun. 29, 2013 | Mar. 30, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Dec. 30, 2011 | Jul. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2012 | Mar. 31, 2012 | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Shanghai Electric JV | Shanghai Electric JV | Dielectric | Dielectric | Kayex | Kayex | Tianyu | Tianyu | Weil McLain Shandong | Weil McLain Shandong | Weil McLain Shandong | SPX Service Solutions ("Service Solutions") | SPX Service Solutions ("Service Solutions") | SPX Service Solutions ("Service Solutions") | Other businesses sold prior to the earliest date presented in the financial statements | Other businesses sold prior to the earliest date presented in the financial statements | Other businesses sold prior to the earliest date presented in the financial statements | Other businesses sold prior to the earliest date presented in the financial statements | Certain assets of dry cooling products business | Certain assets of dry cooling products business | Certain assets of dry cooling products business | Certain assets of dry cooling products business | Certain assets of dry cooling products business | |
USD ($) | Maximum | USD ($) | USD ($) | USD ($) | CNY | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Shanghai Electric JV | Shanghai Electric JV | Shanghai Electric JV | Shanghai Electric JV | Shanghai Electric JV | ||||||||
USD ($) | CNY | CNY | CNY | CNY | USD ($) | |||||||||||||||||||||||
Discontinued Operations | ||||||||||||||||||||||||||||
Gain (loss) on sale of business, net of tax | $200,000 | ($700,000) | ($2,300,000) | ($1,600,000) | $100,000 | $3,600,000 | ($2,100,000) | ($1,800,000) | $2,200,000 | $313,400,000 | ||||||||||||||||||
Cash consideration, exclusive of cash transferred | 4,700,000 | 1 | 2,700,000 | |||||||||||||||||||||||||
Cash consideration, gross | 6,900,000 | 1,134,900,000 | 19,400,000 | 25,800,000 | 51,500,000 | |||||||||||||||||||||||
Cash transferred with discontinued business | 1,100,000 | 3,100,000 | ||||||||||||||||||||||||||
Adjustment to gain (loss) on sale of discontinued operations, net of tax | -400,000 | -3,100,000 | -1,500,000 | -300,000 | -700,000 | -1,900,000 | -1,600,000 | |||||||||||||||||||||
Working capital settlement | 1,100,000 | 800,000 | ||||||||||||||||||||||||||
Income from discontinued operations and related income taxes | ||||||||||||||||||||||||||||
Income from discontinued operations | 8,700,000 | 17,700,000 | 12,200,000 | 57,700,000 | ||||||||||||||||||||||||
Income tax provision | -3,600,000 | -6,000,000 | -4,300,000 | -19,700,000 | ||||||||||||||||||||||||
Income from discontinued operations, net of tax | 5,100,000 | 11,700,000 | 7,900,000 | 38,000,000 | ||||||||||||||||||||||||
Results of operations for businesses reported as discontinued operations | ||||||||||||||||||||||||||||
Revenues | 50,700,000 | 269,600,000 | 154,200,000 | 877,800,000 | ||||||||||||||||||||||||
Pre-tax income | 8,300,000 | 18,800,000 | 15,000,000 | 60,500,000 | ||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||||
Accounts receivable, net | 28,400,000 | 28,400,000 | 21,200,000 | |||||||||||||||||||||||||
Inventories, net | 40,900,000 | 40,900,000 | 32,700,000 | |||||||||||||||||||||||||
Other current assets | 1,100,000 | 1,100,000 | 1,200,000 | |||||||||||||||||||||||||
Property, plant and equipment, net | 16,800,000 | 16,800,000 | 16,200,000 | |||||||||||||||||||||||||
Goodwill and intangibles, net | 70,600,000 | 70,600,000 | 71,300,000 | |||||||||||||||||||||||||
Assets of discontinued operations | 157,800,000 | 157,800,000 | 142,600,000 | |||||||||||||||||||||||||
Liabilities: | ||||||||||||||||||||||||||||
Accounts payable | 17,100,000 | 17,100,000 | 18,300,000 | |||||||||||||||||||||||||
Accrued expenses | 14,400,000 | 14,400,000 | 16,600,000 | |||||||||||||||||||||||||
Liabilities of discontinued operations | 31,500,000 | 31,500,000 | 34,900,000 | |||||||||||||||||||||||||
Other information | ||||||||||||||||||||||||||||
Interest acquired in joint venture (as a percent) | 45.00% | 45.00% | ||||||||||||||||||||||||||
Dispositions, consideration to be received | 96,700,000 | |||||||||||||||||||||||||||
Net gain associated with deconsolidation | $20,500,000 | $20,500,000 |
INFORMATION_ON_REPORTABLE_SEGM2
INFORMATION ON REPORTABLE SEGMENTS AND OTHER OPERATING SEGMENTS (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Dec. 31, 2012 |
item | |||||
Business segment | |||||
Number of reportable segments | 2 | ||||
Revenues: | |||||
Revenues | $1,145.80 | $1,176.70 | $3,398.20 | $3,465 | |
Income: | |||||
Total income for reportable and other operating segments | 129.5 | 124.2 | 323.8 | 306 | |
Corporate and other expenses | |||||
Corporate expense | -26.2 | -24.9 | -82.2 | -79.3 | |
Pension and postretirement expense | -6.2 | -10.7 | -18.6 | -28.9 | |
Stock-based compensation expense | -3.7 | -5.6 | -29.3 | -33.9 | |
Impairment of intangible assets | -2 | ||||
Special charges, net | -6.9 | -6.4 | -25.1 | -17.2 | |
Operating income | 86.5 | 76.6 | 166.6 | 146.7 | |
Detail of revenues | |||||
Revenues recognized under percentage of completion method | 317.2 | 394.9 | 1,012.90 | 1,129.60 | |
Costs and estimated earnings in excess of billings | 303.8 | 303.8 | 359.7 | ||
Billings in excess of costs and estimated earnings on uncompleted contracts | 208.3 | 208.3 | 248.6 | ||
Billings in excess of costs and estimated earnings on uncompleted contracts reported as a component of accrued expenses | 248.4 | ||||
Billings in excess of costs and estimated earnings on uncompleted contracts reported as a component of other long-term liabilities | 0.2 | ||||
Flow Technology reportable segment | |||||
Revenues: | |||||
Revenues | 651.6 | 648.6 | 1,918 | 1,954 | |
Income: | |||||
Total income for reportable and other operating segments | 83.1 | 78.1 | 205.1 | 194.3 | |
Corporate and other expenses | |||||
Special charges, net | -6.4 | -5.5 | -11.4 | -12.7 | |
Thermal Equipment and Services reportable segment | |||||
Revenues: | |||||
Revenues | 324.1 | 375.5 | 979.5 | 1,044.20 | |
Income: | |||||
Total income for reportable and other operating segments | 21.7 | 29.1 | 49.6 | 55.8 | |
Corporate and other expenses | |||||
Special charges, net | -0.4 | -0.4 | -12 | -2.8 | |
Industrial Products and Services and Other | |||||
Revenues: | |||||
Revenues | 170.1 | 152.6 | 500.7 | 466.8 | |
Income: | |||||
Total income for reportable and other operating segments | 24.7 | 17 | 69.1 | 55.9 | |
Corporate and other expenses | |||||
Special charges, net | ($0.10) | ($0.30) | ($1.20) | ($0.30) | |
Minimum | |||||
Business segment | |||||
Number of countries in which entity operates | 35 | 35 | |||
Number of countries in which entity sells its products and services | 150 | 150 |
SPECIAL_CHARGES_NET_Details
SPECIAL CHARGES, NET (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Special charges, net | ||||
Special charges, net | $6.90 | $6.40 | $25.10 | $17.20 |
Expected charges to be incurred | 4 | |||
Restructuring liabilities | ||||
Balance at beginning of period | 16.4 | 11 | ||
Special charges | 27.5 | 14.9 | ||
Utilization - cash | -23.8 | -15.3 | ||
Currency translation adjustment and other | 0.5 | 0.1 | ||
Balance at end of period | 20.6 | 10.7 | 20.6 | 10.7 |
Non-Cash special charges | 2 | 2.3 | ||
Discontinued operations | ||||
Special charges, net | ||||
Special charges, net | 4.4 | 0 | ||
Restructuring liabilities | ||||
Utilization - cash | -2.7 | |||
Flow Technology reportable segment | ||||
Special charges, net | ||||
Special charges, net | 6.4 | 5.5 | 11.4 | 12.7 |
Thermal Equipment and Services reportable segment | ||||
Special charges, net | ||||
Special charges, net | 0.4 | 0.4 | 12 | 2.8 |
Thermal Equipment and Services reportable segment | China | ||||
Special charges, net | ||||
Impairment charges | 0.1 | 1.4 | ||
Number of restructuring initiatives locations | 2 | 2 | ||
Industrial Products and Services and Other | ||||
Special charges, net | ||||
Special charges, net | 0.1 | 0.3 | 1.2 | 0.3 |
Industrial Products and Services and Other | Maine | ||||
Special charges, net | ||||
Number of locations consolidated | 2 | 2 | ||
Corporate | ||||
Special charges, net | ||||
Special charges, net | 0.2 | 0.5 | 1.4 | |
Impairment charges | $0.30 | |||
Number of terminated building leases | 2 |
INVENTORIES_NET_Details
INVENTORIES, NET (Details) (USD $) | Sep. 28, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
INVENTORIES, NET | ||
Finished goods | $160 | $127.70 |
Work in process | 191.7 | 161.7 |
Raw material and purchased parts | 238.6 | 253.2 |
Total FIFO cost | 590.3 | 542.6 |
Excess of FIFO cost over LIFO inventory value | -20.2 | -19.7 |
Total inventories, net | $570.10 | $522.90 |
Domestic inventories, valued using the last-in, first-out ("LIFO") method, as a percentage of total inventory | 23.00% | 18.00% |
GOODWILL_AND_OTHER_INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) (USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 28, 2013 |
Changes in the carrying amount of goodwill | |
Gross goodwill, beginning of the period | $2,045.90 |
Accumulated impairment, balance at the beginning of the period | -536.1 |
Goodwill, balance at the beginning of the period | 1,509.80 |
Gross goodwill related to foreign currency translation and other | 4.8 |
Accumulated impairments related to foreign currency translation and other | -2.7 |
Goodwill related to foreign currency translation and other | 2.1 |
Gross goodwill, end of the period | 2,050.70 |
Accumulated impairment, balance at the end of the period | -538.8 |
Goodwill, balance at the end of the period | 1,511.90 |
Flow Technology reportable segment | |
Changes in the carrying amount of goodwill | |
Gross goodwill, beginning of the period | 1,114.60 |
Goodwill, balance at the beginning of the period | 1,114.60 |
Gross goodwill related to foreign currency translation and other | 1.7 |
Goodwill related to foreign currency translation and other | 1.7 |
Gross goodwill, end of the period | 1,116.30 |
Goodwill, balance at the end of the period | 1,116.30 |
Thermal Equipment and Services reportable segment | |
Changes in the carrying amount of goodwill | |
Gross goodwill, beginning of the period | 563.7 |
Accumulated impairment, balance at the beginning of the period | -395.7 |
Goodwill, balance at the beginning of the period | 168 |
Gross goodwill related to foreign currency translation and other | 4.4 |
Accumulated impairments related to foreign currency translation and other | -2.8 |
Goodwill related to foreign currency translation and other | 1.6 |
Gross goodwill, end of the period | 568.1 |
Accumulated impairment, balance at the end of the period | -398.5 |
Goodwill, balance at the end of the period | 169.6 |
Industrial Products and Services and Other | |
Changes in the carrying amount of goodwill | |
Gross goodwill, beginning of the period | 367.6 |
Accumulated impairment, balance at the beginning of the period | -140.4 |
Goodwill, balance at the beginning of the period | 227.2 |
Gross goodwill related to foreign currency translation and other | -1.3 |
Accumulated impairments related to foreign currency translation and other | 0.1 |
Goodwill related to foreign currency translation and other | -1.2 |
Gross goodwill, end of the period | 366.3 |
Accumulated impairment, balance at the end of the period | -140.3 |
Goodwill, balance at the end of the period | $226 |
GOODWILL_AND_OTHER_INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 2) (USD $) | 9 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||||||||||||
In Millions, unless otherwise specified | Sep. 28, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Sep. 28, 2013 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Mar. 30, 2013 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 |
Clyde Union Holdings, SARL | Clyde Union Holdings, SARL | Flow Technology reportable segment | Flow Technology reportable segment | Thermal Equipment and Services reportable segment | Thermal Equipment and Services reportable segment | Industrial Products and Services and Other | Industrial Products and Services and Other | Trademarks | Trademarks | Trademarks | Patents | Patents | Technology | Technology | Customer relationships | Customer relationships | Other | Other | |||
Clyde Union Holdings, SARL | |||||||||||||||||||||
Intangible assets with determinable lives | |||||||||||||||||||||
Gross carrying value of finite-lived intangible assets | $641.90 | $643.10 | $8.60 | $8.60 | $195 | $190.30 | $409.10 | $415.20 | $29.20 | $29 | |||||||||||
Accumulated Amortization | -148.9 | -123.6 | -8.2 | -8 | -49.6 | -41.4 | -73.8 | -58.1 | -17.3 | -16.1 | |||||||||||
Net carrying value of finite-lived intangible assets | 493 | 519.5 | 437.4 | 48.5 | 7.1 | 0.4 | 0.6 | 145.4 | 148.9 | 335.3 | 357.1 | 11.9 | 12.9 | ||||||||
Intangible assets with indefinite lives | |||||||||||||||||||||
Trademarks | 289.3 | 126.2 | 18.7 | 434.2 | 435.8 | ||||||||||||||||
Total intangible assets | |||||||||||||||||||||
Gross Carrying Value | 1,076.10 | 1,078.90 | |||||||||||||||||||
Net Carrying Value | 927.2 | 955.3 | |||||||||||||||||||
Percentage of fair value of goodwill in excess of carrying value | 2.00% | ||||||||||||||||||||
Goodwill | 1,511.90 | 1,509.80 | 387 | 1,116.30 | 1,114.60 | 169.6 | 168 | 226 | 227.2 | ||||||||||||
Impairment charges | $2 | $2 |
WARRANTY_Details
WARRANTY (Details) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 |
Analysis of product warranty accrual | ||
Balance at beginning of period | $59.70 | $55.70 |
Provision | 15.1 | 16.6 |
Usage | -22.4 | -18.8 |
Balance at end of period | 52.4 | 53.5 |
Less: Current portion of warranty | 42.6 | 43.7 |
Non-current portion of warranty | $9.80 | $9.80 |
EMPLOYEE_BENEFIT_PLANS_Details
EMPLOYEE BENEFIT PLANS (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Net periodic pension/postretirement benefit expense | ||||
Net periodic pension and postretirement benefit expense | $6.20 | $10.70 | $18.60 | $28.90 |
Employer contribution to pension plan | 293 | |||
Discretionary contribution to a domestic qualified pension plan | 250 | |||
Amount of reduction in pension expense | 9.4 | |||
Employer contribution to pension plan related to discontinued operations | 1.8 | |||
2013 Forecast | ||||
Net periodic pension/postretirement benefit expense | ||||
Amount of reduction in pension expense | 12.5 | |||
Domestic Pension Plans | ||||
Net periodic pension/postretirement benefit expense | ||||
Service cost | 1.9 | 2.9 | 5.6 | 7.6 |
Interest cost | 12 | 13.6 | 36 | 40.6 |
Expected return on plan assets | -18.8 | -15.7 | -56.3 | -47.5 |
Amortization of unrecognized losses | 9 | 7.6 | 27 | 21.3 |
Amortization of unrecognized prior service credits | -0.2 | -0.4 | ||
Curtailment loss | 0.1 | |||
Net periodic pension and postretirement benefit expense | 4.1 | 8.2 | 12.3 | 21.7 |
Foreign Pension Plans | ||||
Net periodic pension/postretirement benefit expense | ||||
Service cost | 0.6 | 0.7 | 2 | 2 |
Interest cost | 3.4 | 3.6 | 10 | 10.8 |
Expected return on plan assets | -4.4 | -4.2 | -13.1 | -12.4 |
Amortization of unrecognized losses | 0.7 | 0.4 | 2 | 1.1 |
Net periodic pension and postretirement benefit expense | 0.3 | 0.5 | 0.9 | 1.5 |
Less: Net periodic pension benefit expense of discontinued operations | -0.2 | -0.3 | -0.6 | -0.9 |
Net periodic pension benefit expense of continuing operations | 0.1 | 0.2 | 0.3 | 0.6 |
Postretirement Plans | ||||
Net periodic pension/postretirement benefit expense | ||||
Service cost | 0.1 | 0.1 | 0.3 | 0.3 |
Interest cost | 1.2 | 1.7 | 3.6 | 4.6 |
Amortization of unrecognized losses | 1.1 | 0.8 | 3.1 | 2.7 |
Amortization of unrecognized prior service credits | -0.4 | -0.3 | -1 | -1 |
Net periodic pension and postretirement benefit expense | $2 | $2.30 | $6 | $6.60 |
INDEBTEDNESS_Details
INDEBTEDNESS (Details) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 28, 2013 | Dec. 31, 2012 |
Debt | ||
Balance at the beginning of the period | $1,692 | |
Borrowings | 325 | |
Repayments | -334.7 | |
Other | 4.5 | |
Balance at the end of the period | 1,686.80 | |
Less: short-term debt | 29.7 | 33.4 |
Less: current maturities of long-term debt | 98.4 | 8.7 |
Total long-term debt | 1,558.70 | 1,649.90 |
Domestic revolving loan facility | ||
Debt | ||
Borrowings | 287 | |
Repayments | -287 | |
Term loan | ||
Debt | ||
Balance at the beginning of the period | 475 | |
Balance at the end of the period | 475 | |
Debt repayable in quarterly installments | 475 | |
Percentage of initial principal amount which the entity will repay in 2014 | 15.00% | |
Percentage of initial principal amount which the entity will repay in 2015 | 20.00% | |
Percentage of initial principal amount which the entity will repay at the end of the first fiscal quarter of 2016 | 5.00% | |
Initial principal amount | 500 | |
6.875% senior notes, maturing in August 2017 | ||
Debt | ||
Balance at the beginning of the period | 600 | |
Balance at the end of the period | 600 | 600 |
Interest rate percentage | 6.88% | |
7.625% senior notes, maturing in December 2014 | ||
Debt | ||
Balance at the beginning of the period | 500 | |
Balance at the end of the period | 500 | 500 |
Interest rate percentage | 7.63% | |
Trade receivables financing arrangement | ||
Debt | ||
Borrowings | 35 | |
Repayments | -35 | |
Maximum borrowing capacity under financing arrangement | 80 | |
Available borrowing capacity under financing arrangement | 42.6 | |
Other indebtedness | ||
Debt | ||
Balance at the beginning of the period | 117 | |
Borrowings | 3 | |
Repayments | -12.7 | |
Other | 4.5 | |
Balance at the end of the period | 111.8 | |
Capital lease obligations | 75.6 | 82.3 |
Purchase card programs | $27.60 | $27.90 |
INDEBTEDNESS_Details_2
INDEBTEDNESS (Details 2) (USD $) | Sep. 28, 2013 |
In Millions, unless otherwise specified | |
Senior credit facility | |
Credit Facilities | |
Weighted-average interest rate of senior credit facilities (as a percent) | 2.30% |
Domestic revolving credit facility | |
Credit Facilities | |
Letters of credit issued, amount outstanding | 61.3 |
Foreign credit instrument facility | |
Credit Facilities | |
Letters of credit issued, amount outstanding | 675.2 |
Letters of credit under separate arrangements in China and India | |
Credit Facilities | |
Letters of credit issued, amount outstanding | 6.7 |
FINANCIAL_INSTRUMENTS_Details
FINANCIAL INSTRUMENTS (Details) (USD $) | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | FX forward contracts | FX forward contracts | FX forward contracts | FX forward contracts | FX embedded derivatives | FX embedded derivatives | Commodity contracts | Commodity contracts |
Minimum | Maximum | lb | lb | |||||
Derivative disclosures | ||||||||
Aggregate notional amount | $138.70 | $107.30 | $128.90 | $96.30 | ||||
Derivative contract maturity period | 1 year | 2 years | ||||||
Unrealized gain (loss), net of tax, recorded in AOCI related to commodity and FX forward contracts | -1.7 | -3.4 | -0.4 | 0.1 | ||||
Unrealized loss reclassified into income over the next 12 months | $1.30 | |||||||
Notional amount of commodity contracts (in pounds of copper) | 3,700,000 | 3,300,000 |
FINANCIAL_INSTRUMENTS_Details_
FINANCIAL INSTRUMENTS (Details 2) (USD $) | Sep. 28, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | ||
FX forward contracts | ||
Fair value of derivative financial instruments | ||
Gross assets | $0.60 | $0.30 |
Gross liabilities | -0.6 | -0.5 |
Net assets / liabilities | -0.2 | |
FX forward contracts | Counterparty A | ||
Fair value of derivative financial instruments | ||
Gross assets | 0.5 | 0.2 |
Gross liabilities | -0.3 | |
Net assets / liabilities | 0.5 | -0.1 |
FX forward contracts | Counterparty B | ||
Fair value of derivative financial instruments | ||
Gross assets | 0.1 | 0.1 |
Gross liabilities | -0.6 | -0.2 |
Net assets / liabilities | -0.5 | -0.1 |
Derivative contracts designated as hedging instruments | FX forward contracts | ||
Fair value of derivative financial instruments | ||
Net assets / liabilities | 0.1 | -0.2 |
Derivative contracts designated as hedging instruments | FX forward contracts | Other current assets | ||
Fair value of derivative financial instruments | ||
Gross assets | 0.1 | 0.1 |
Derivative contracts designated as hedging instruments | FX forward contracts | Accrued expenses | ||
Fair value of derivative financial instruments | ||
Gross liabilities | -0.3 | |
Derivative contracts designated as hedging instruments | Commodity contracts | Counterparty A | ||
Fair value of derivative financial instruments | ||
Gross assets | 0.1 | 0.3 |
Gross liabilities | -0.1 | |
Net assets / liabilities | 0.1 | 0.2 |
Derivative contracts not designated as hedging instruments | FX forward contracts | ||
Fair value of derivative financial instruments | ||
Net assets / liabilities | -0.1 | |
Derivative contracts not designated as hedging instruments | FX forward contracts | Other current assets | ||
Fair value of derivative financial instruments | ||
Gross assets | 0.4 | 0.1 |
Derivative contracts not designated as hedging instruments | FX forward contracts | Accrued expenses | ||
Fair value of derivative financial instruments | ||
Gross liabilities | -0.5 | -0.1 |
Derivative contracts not designated as hedging instruments | FX embedded derivatives | ||
Fair value of derivative financial instruments | ||
Net assets / liabilities | -5.3 | -10.4 |
Derivative contracts not designated as hedging instruments | FX embedded derivatives | Other current assets | ||
Fair value of derivative financial instruments | ||
Gross assets | 0.6 | 0.3 |
Derivative contracts not designated as hedging instruments | FX embedded derivatives | Other noncurrent assets | ||
Fair value of derivative financial instruments | ||
Gross assets | 0.8 | |
Derivative contracts not designated as hedging instruments | FX embedded derivatives | Accrued expenses | ||
Fair value of derivative financial instruments | ||
Gross liabilities | -6.1 | -0.9 |
Derivative contracts not designated as hedging instruments | FX embedded derivatives | Other long-term liabilities | ||
Fair value of derivative financial instruments | ||
Gross liabilities | ($0.60) | ($9.80) |
FINANCIAL_INSTRUMENTS_Details_1
FINANCIAL INSTRUMENTS (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Cash flow hedge | ||||
Derivative instrument disclosures | ||||
Amount of gain (loss) recognized in AOCI, pre-tax | $0.60 | $0.20 | ($5.70) | ($0.20) |
Amount of gain (loss) reclassified from AOCI to income, pre-tax | -2.7 | -0.5 | -3.5 | -1.9 |
Cash flow hedge | Other income (expense), net | ||||
Derivative instrument disclosures | ||||
Derivative gains (losses) recognized in other income (expense), net, relating to derivative ineffectiveness and amounts excluded from effectiveness testing | 0.2 | 0.2 | 0.3 | |
Cash flow hedge | FX forward contracts | ||||
Derivative instrument disclosures | ||||
Amount of gain (loss) recognized in AOCI, pre-tax | -0.2 | -0.6 | -4.2 | -1.2 |
Cash flow hedge | FX forward contracts | Revenues | ||||
Derivative instrument disclosures | ||||
Amount of gain (loss) reclassified from AOCI to income, pre-tax | -2.1 | -0.8 | -3 | -1.2 |
Cash flow hedge | Commodity contracts | ||||
Derivative instrument disclosures | ||||
Amount of gain (loss) recognized in AOCI, pre-tax | 0.8 | 0.8 | -1.5 | 1 |
Cash flow hedge | Commodity contracts | Cost of products sold | ||||
Derivative instrument disclosures | ||||
Amount of gain (loss) reclassified from AOCI to income, pre-tax | -0.6 | 0.3 | -0.5 | -0.7 |
Derivative contracts not designated as hedging instruments | ||||
Derivative instrument disclosures | ||||
Amount of gain (loss) recognized in income | 0.1 | 3.9 | -1.1 | |
Derivative contracts not designated as hedging instruments | FX forward contracts | Other income (expense), net | ||||
Derivative instrument disclosures | ||||
Amount of gain (loss) recognized in income | 0.9 | 1.8 | -1 | 2 |
Derivative contracts not designated as hedging instruments | FX embedded derivatives | Other income (expense), net | ||||
Derivative instrument disclosures | ||||
Amount of gain (loss) recognized in income | ($0.80) | ($1.80) | $4.90 | ($3.10) |
EQUITY_AND_STOCKBASED_COMPENSA2
EQUITY AND STOCK-BASED COMPENSATION (Details) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Earnings Per Share | ||||
Weighted-average number of common shares used in basic income per share | 44,709 | 49,958 | 45,592 | 50,174 |
Dilutive securities - employee stock options, restricted stock shares and restricted stock units | 328 | 80 | 548 | 625 |
Weighted-average number of common shares and dilutive securities used in diluted income per share | 45,037 | 50,038 | 46,140 | 50,799 |
Stock options | ||||
Stock-Based Compensation | ||||
Number of options or units that were excluded from the computation of diluted income per share | 3 | 3 | ||
Unvested restricted stock units | ||||
Stock-Based Compensation | ||||
Number of options or units that were excluded from the computation of diluted income per share | 857 | 1,784 | 758 | 931 |
EQUITY_AND_STOCKBASED_COMPENSA3
EQUITY AND STOCK-BASED COMPENSATION (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Stock-based Compensation | ||||
Compensation expense | $3.70 | $5.60 | $29.30 | $33.90 |
Related tax benefit | $1.40 | $2.20 | $10.70 | $12.90 |
EQUITY_AND_STOCKBASED_COMPENSA4
EQUITY AND STOCK-BASED COMPENSATION (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Jun. 29, 2013 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Jun. 29, 2013 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Jun. 29, 2013 | Sep. 28, 2013 | Dec. 31, 2012 |
EGS Electrical Group, LLC and Subsidiaries ("EGS") | EGS Electrical Group, LLC and Subsidiaries ("EGS") | EGS Electrical Group, LLC and Subsidiaries ("EGS") | Total | Total | Foreign Currency Translation Adjustment | Foreign Currency Translation Adjustment | Net Unrealized Losses on Qualifying Cash Flow Hedges | Net Unrealized Losses on Qualifying Cash Flow Hedges | Net Unrealized Losses on Qualifying Cash Flow Hedges | Net Unrealized Losses on Qualifying Cash Flow Hedges | Net Unrealized Losses on Available-for-Sale Securities | Net Unrealized Losses on Available-for-Sale Securities | Pension and Postretirement Liability Adjustment and Other | Pension and Postretirement Liability Adjustment and Other | Pension and Postretirement Liability Adjustment and Other | Pension and Postretirement Liability Adjustment and Other | |||||
Components of Accumulated Other Comprehensive Loss | |||||||||||||||||||||
Balance at beginning of period | ($228.90) | ($287.80) | ($228.90) | $225.80 | $298.10 | ($4.40) | ($3.30) | ($3.30) | ($3.80) | ($3.10) | ($505.40) | ($520.60) | ($520.60) | ||||||||
Other comprehensive gain (loss) before reclassifications | 66.5 | -5.9 | 70.1 | -2.2 | 0.5 | -1.1 | -0.8 | -1.5 | -3.3 | -1.1 | |||||||||||
Amounts reclassified from accumulated other comprehensive loss | 8.3 | 21.8 | 1.8 | 2.3 | 6.5 | 19.5 | |||||||||||||||
Current-period other comprehensive gain (loss) | 74.8 | 15.9 | 70.1 | -2.2 | 2.3 | 1.2 | -0.8 | -1.5 | 3.2 | 18.4 | |||||||||||
Balance at end of period | -213 | -213 | -213 | -213 | 295.9 | 295.9 | -2.1 | -4.4 | -2.1 | -3.3 | -4.6 | -4.6 | -502.2 | -505.4 | -502.2 | -520.6 | |||||
Net unrealized gain (loss) on qualifying cash flow hedges, tax benefit (provision) | 2.9 | 1.9 | 2.5 | ||||||||||||||||||
Pension and postretirement liability adjustment and other, tax benefit | $3.30 | $2.50 | $10.90 | $7.60 | $5 | $5 | $3.80 | $310.90 | $307.60 | $318.50 |
EQUITY_AND_STOCKBASED_COMPENSA5
EQUITY AND STOCK-BASED COMPENSATION (Details 4) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Amounts reclassified from each component of accumulated comprehensive income | ||||
Revenues | $1,145.80 | $1,176.70 | $3,398.20 | $3,465 |
Cost of products sold | 810.8 | 858.9 | 2,443.60 | 2,542.40 |
Selling, general and administrative | 233.4 | 226 | 736.5 | 732.3 |
Pre-tax | -69.3 | -58.1 | -115.8 | -110.2 |
Income taxes | 12.3 | 9.6 | 17.2 | 27 |
Amounts reclassified from accumulated other comprehensive loss | -62.1 | -60.2 | -106.5 | -121.2 |
Losses on qualifying cash flow hedges | Amount Reclassified from AOCI | ||||
Amounts reclassified from each component of accumulated comprehensive income | ||||
Pre-tax | 2.8 | 3.5 | ||
Income taxes | -1 | -1.2 | ||
Amounts reclassified from accumulated other comprehensive loss | 1.8 | 2.3 | ||
Losses on qualifying cash flow hedges | FX forward contracts | Amount Reclassified from AOCI | ||||
Amounts reclassified from each component of accumulated comprehensive income | ||||
Revenues | 2.2 | 3 | ||
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 | 0.6 | 0.5 | ||
Unrecognized losses and prior service credits | Amount Reclassified from AOCI | ||||
Amounts reclassified from each component of accumulated comprehensive income | ||||
Cost of products sold | 4.5 | 14.2 | ||
Selling, general and administrative | 5.9 | 16.9 | ||
Pre-tax | 10.4 | 31.1 | ||
Income taxes | -3.9 | -11.6 | ||
Amounts reclassified from accumulated other comprehensive loss | $6.50 | $19.50 |
EQUITY_AND_STOCKBASED_COMPENSA6
EQUITY AND STOCK-BASED COMPENSATION (Details 5) (USD $) | 0 Months Ended | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
In Millions, except Share data in Thousands, unless otherwise specified | Feb. 16, 2012 | Jan. 31, 2013 | Sep. 28, 2013 | Sep. 29, 2012 | Dec. 31, 2012 |
Total cash consideration paid for common stock repurchased | $249 | $75 | |||
Common Stock in Treasury | |||||
Treasury stock decreased by the settlement of restricted stock units | 14.1 | 3.9 | |||
Increase in treasury stock for common stock surrendered by recipients of restricted stock as a means of funding minimum income tax withholding | 11 | 1.8 | |||
Common Stock In Treasury | |||||
Authorized repurchase amount under the written trading plan | 350 | ||||
Common stock repurchased (in shares) | 1,514 | 1,864 | 3,606 | ||
Total cash consideration paid for common stock repurchased | $104.40 | $144.60 | $75 | $245.60 |
EQUITY_AND_STOCKBASED_COMPENSA7
EQUITY AND STOCK-BASED COMPENSATION (Details 6) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Millions, except Per Share data, unless otherwise specified | Sep. 28, 2013 | Jun. 29, 2013 | Mar. 30, 2013 | Sep. 29, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Sep. 28, 2013 | Sep. 29, 2012 |
Dividends | ||||||||
Dividends declared, per share (in dollars per share) | $0.25 | $0.25 | $0.25 | $0.25 | $0.25 | $0.25 | ||
Changes in Equity | ||||||||
Balance | $2,011.60 | $2,280 | $2,175.30 | $2,237.30 | $2,280 | $2,237.30 | ||
Net income (loss) | 62.1 | 60.2 | 106.5 | 121.2 | ||||
Net unrealized gains on qualifying cash flow hedges, net of tax provision | 2.3 | 0.5 | 1.2 | 1.1 | ||||
Net unrealized gains on qualifying cash flow hedges, tax provision | 1 | 0.3 | 0.6 | 0.6 | ||||
Net unrealized losses on available-for-sale securities | -0.8 | -2.9 | -1.5 | -1.5 | ||||
Pension liability adjustment, net of tax provision | 3.2 | 3.7 | 18.4 | 13.2 | ||||
Pension liability adjustment, tax provision | 3.3 | 2.5 | 10.9 | 7.6 | ||||
Foreign currency translation adjustments | 70.8 | 78.1 | -2.8 | 0.9 | ||||
Total comprehensive income (loss), net | 137.6 | 139.6 | 121.8 | 134.9 | ||||
Dividends declared | -11.4 | -11.5 | -11.4 | -12.7 | -12.7 | -12.8 | -34.3 | -38.2 |
Exercise of stock options and other incentive plan activity | 3.7 | 4.6 | 18.1 | 23.2 | ||||
Exercise of stock options and other incentive plan activity, tax benefit | 0.1 | 5.8 | 3.6 | |||||
Amortization of restricted stock and restricted stock unit grants | 3.7 | 6 | 29.3 | 34.9 | ||||
Amortization of restricted stock and stock unit grants relating to discontinued operations | 0.4 | 1 | ||||||
Restricted stock and restricted stock unit vesting, net of tax withholdings | -2 | -22.3 | -4.3 | |||||
Common stock repurchases | -249 | -75 | ||||||
Dividends attributable to noncontrolling interests | -0.7 | -0.7 | ||||||
Other changes in noncontrolling interests | -1.7 | -2.1 | ||||||
Balance | 2,141.50 | 2,011.60 | 2,312.10 | 2,175.30 | 2,141.50 | 2,312.10 | ||
SPX Corporation Shareholders' Equity | ||||||||
Changes in Equity | ||||||||
Balance | 1,998.70 | 2,268.70 | 2,165.20 | 2,227.30 | 2,268.70 | 2,227.30 | ||
Net income (loss) | 62.9 | 57.8 | 104 | 118.7 | ||||
Net unrealized gains on qualifying cash flow hedges, net of tax provision | 2.3 | 0.5 | 1.2 | 1.1 | ||||
Net unrealized losses on available-for-sale securities | -0.8 | -2.9 | -1.5 | -1.5 | ||||
Pension liability adjustment, net of tax provision | 3.2 | 3.7 | 18.4 | 13.2 | ||||
Foreign currency translation adjustments | 70.1 | 77.8 | -2.2 | 0.6 | ||||
Total comprehensive income (loss), net | 137.7 | 136.9 | 119.9 | 132.1 | ||||
Dividends declared | -11.4 | -12.7 | -34.3 | -38.2 | ||||
Exercise of stock options and other incentive plan activity | 3.7 | 4.6 | 18.1 | 23.2 | ||||
Amortization of restricted stock and restricted stock unit grants | 3.7 | 6 | 29.3 | 34.9 | ||||
Restricted stock and restricted stock unit vesting, net of tax withholdings | -2 | -22.3 | -4.3 | |||||
Common stock repurchases | -249 | -75 | ||||||
Other changes in noncontrolling interests | -3 | -3 | ||||||
Balance | 2,127.40 | 2,300 | 2,127.40 | 2,300 | ||||
Noncontrolling Interests | ||||||||
Changes in Equity | ||||||||
Balance | 12.9 | 11.3 | 10.1 | 10 | 11.3 | 10 | ||
Net income (loss) | -0.8 | 2.4 | 2.5 | 2.5 | ||||
Foreign currency translation adjustments | 0.7 | 0.3 | -0.6 | 0.3 | ||||
Total comprehensive income (loss), net | -0.1 | 2.7 | 1.9 | 2.8 | ||||
Dividends attributable to noncontrolling interests | -0.7 | -0.7 | ||||||
Other changes in noncontrolling interests | 1.3 | 0.9 | ||||||
Balance | $14.10 | $12.10 | $14.10 | $12.10 |
CONTINGENT_LIABILITIES_AND_OTH1
CONTINGENT LIABILITIES AND OTHER MATTERS (Details) | Sep. 28, 2013 | Sep. 28, 2013 | Dec. 31, 2012 | Dec. 22, 2011 | Dec. 22, 2011 | Sep. 28, 2013 | Dec. 22, 2011 | Sep. 28, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | USD ($) | GBP (£) | USD ($) | Clyde Union | Clyde Union | Flow Technology Reportable Segment | Flow Technology Reportable Segment | Risk management matters | Risk management matters |
Minimum | Maximum | Clyde Union | Clyde Union | USD ($) | USD ($) | ||||
GBP (£) | GBP (£) | GBP (£) | GBP (£) | ||||||
item | |||||||||
Contingencies and other matters | |||||||||
Carrying values of accruals | $548.80 | $548.60 | $502.50 | $501.30 | |||||
Accruals included in other long-term liabilities | 499.8 | 497 | |||||||
Insurance recovery assets | 432.8 | 430.6 | |||||||
Initial payment | 500 | ||||||||
Debt assumed and other adjustments | 11 | ||||||||
Potential earn-out payment equal to number of times of Group EBITDA | 10 | ||||||||
Deduction from Group EBITDA x 10 | 475 | ||||||||
Earn-out payment | £ 0 | £ 0 | £ 250 |
CONTINGENT_LIABILITIES_AND_OTH2
CONTINGENT LIABILITIES AND OTHER MATTERS (Details 2) (Site investigation and remediation) | Sep. 28, 2013 | Dec. 31, 2012 |
site | site | |
Site investigation and remediation | ||
Environmental Matters | ||
Number of sites | 94 | 95 |
Number of third-party disposal sites for which entity is potentially responsible | 23 | 23 |
Number of active sites | 6 | 6 |
CONTINGENT_LIABILITIES_AND_OTH3
CONTINGENT LIABILITIES AND OTHER MATTERS (Details 3) (Consortium arrangements, Thermal Equipment and Services reportable segment, USD $) | 9 Months Ended | 12 Months Ended |
In Millions, unless otherwise specified | Sep. 28, 2013 | Dec. 31, 2012 |
Consortium arrangements | Thermal Equipment and Services reportable segment | ||
Collaborative Arrangements | ||
Entity's share of the aggregate contract value on open consortium arrangements | $257.50 | $264.40 |
Percentage of entity's share of the aggregate contract value, recognized as revenue | 68.00% | 62.00% |
Aggregate contract value on open consortium arrangements | 697.3 | 740.9 |
Estimated fair value of potential obligation recorded as a liabilities | $1.50 | $1.50 |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Jun. 29, 2013 | Sep. 28, 2013 | Sep. 29, 2012 |
Uncertain Tax Positions | |||||
Gross unrecognized tax benefits | $72.90 | $72.90 | |||
Net unrecognized tax benefits | 35.8 | 35.8 | |||
Portion of unrecognized benefits which, if recognized, would impact future effective tax rates | 34.9 | 34.9 | |||
Gross accrued interest | 6.7 | 6.7 | |||
Net accrued interest | 5 | 5 | |||
Reasonably possible amount that unrecognized tax benefits could decrease within next twelve months, low end of range | 10 | 10 | |||
Reasonably possible amount that unrecognized tax benefits could decrease within next twelve months, high end of range | 15 | 15 | |||
Other Tax Matters | |||||
Income tax provision from continuing operations | 12.3 | 9.6 | 17.2 | 27 | |
Pre-tax income from continuing operations | 69.3 | 58.1 | 115.8 | 110.2 | |
Effective income tax rate (as a percent) | 17.70% | 16.50% | 14.90% | 24.50% | |
Tax benefit related to audit settlements and statute expirations | 2.3 | 4.2 | 8.7 | 7 | |
Tax benefit related to reduction in deferred tax liabilities | 2.8 | ||||
Tax benefit related to the research and experimentation credit generated in 2012 | 4.1 | ||||
Tax benefit related to the foreign tax credits | 2 | ||||
Net tax benefits recognized on expiry of statute of limitations | 1.8 | ||||
Tax expense partially offset with the deconsolidation of dry cooling business in China | 6.1 | ||||
Period within which the audit of federal income tax returns is not expected to be concluded | 12 months | ||||
Minimum | |||||
Operating Loss Carryforwards | |||||
State income tax returns subject to examination for a period | 3 years | ||||
Maximum | |||||
Operating Loss Carryforwards | |||||
State income tax returns subject to examination for a period | 5 years | ||||
Maximum period for which impact on state income tax returns of any federal changes remains subject to examination by various states | 1 year | ||||
Foreign Country | |||||
Other Tax Matters | |||||
Income tax charges related to valuation allowances recorded against deferred income tax assets | $6.40 |
FAIR_VALUE_Details
FAIR VALUE (Details) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | ||||||||||||||||||||||||||
In Millions, unless otherwise specified | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Dec. 31, 2012 | Sep. 28, 2013 | Sep. 29, 2012 | Sep. 28, 2013 | Dec. 31, 2012 |
Senior notes | Senior notes | Senior notes | Senior notes | Term loan | Term loan | Term loan | Term loan | Other indebtedness | Other indebtedness | Other indebtedness | Other indebtedness | Quoted Prices in Active Markets for Identical Assets (Level 1) | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Observable Inputs (Level 2) | Significant Observable Inputs (Level 2) | Significant Observable Inputs (Level 2) | Significant Observable Inputs (Level 2) | Significant Observable Inputs (Level 2) | Significant Observable Inputs (Level 2) | Significant Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Significant Unobservable Inputs (Level 3) | Significant Unobservable Inputs (Level 3) | Significant Unobservable Inputs (Level 3) | |||||
Carrying Amount | Carrying Amount | Fair Value | Fair Value | Carrying Amount | Carrying Amount | Fair Value | Fair Value | Carrying Amount | Carrying Amount | Fair Value | Fair Value | Other assets - Investments in equity securities and FX embedded derivatives | Other assets - Investments in equity securities | Other current assets - FX embedded derivatives, FX forward contracts and commodity contracts | Other current assets - FX embedded derivatives, FX forward contracts and commodity contracts | Other assets - Investments in equity securities and FX embedded derivatives | Accrued expenses - FX embedded derivatives and FX forward contracts | Accrued expenses - FX embedded derivatives and FX forward contracts | Other long-term liabilities - FX embedded derivatives | Other long-term liabilities - FX embedded derivatives | Recurring basis | Recurring basis | Other assets - Investments in equity securities and FX embedded derivatives | Other assets - Investments in equity securities | |||||
Nonrecurring basis | Nonrecurring basis | Nonrecurring basis | Nonrecurring basis | Nonrecurring basis | Nonrecurring basis | Nonrecurring basis | Nonrecurring basis | Nonrecurring basis | Nonrecurring basis | Nonrecurring basis | Nonrecurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | Recurring basis | |||||||
FAIR VALUE | |||||||||||||||||||||||||||||
Asset transfers between levels | $0 | $0 | $0 | $0 | |||||||||||||||||||||||||
Liability transfers between levels | 0 | 0 | 0 | 0 | |||||||||||||||||||||||||
Assets and liabilities measured at fair value on a recurring basis | |||||||||||||||||||||||||||||
Fair value of derivative assets | 2.1 | 3.6 | 1.2 | 0.7 | 0.8 | 1.7 | 7.5 | ||||||||||||||||||||||
Fair value of derivative liability | 6.6 | 1.3 | 0.6 | 9.8 | |||||||||||||||||||||||||
Reconciliation of investment in equity securities measured at fair value using significant unobservable inputs | |||||||||||||||||||||||||||||
Balance at beginning of period | 7.5 | 7.8 | |||||||||||||||||||||||||||
Cash consideration received | -5.2 | ||||||||||||||||||||||||||||
Unrealized losses recorded to earnings | -0.6 | -0.2 | |||||||||||||||||||||||||||
Balance at end of period | 1.7 | 7.6 | |||||||||||||||||||||||||||
Fair value of other financial liabilities | |||||||||||||||||||||||||||||
Fair value of debt instruments | $1,100 | $1,100 | $1,202.90 | $1,217.80 | $475 | $475 | $475 | $475 | $36.20 | $34.70 | $36.20 | $34.70 |