Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 26, 2020 | Jan. 30, 2021 | Jun. 27, 2020 | |
Document and Entity Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 26, 2020 | ||
Entity File Number | 0-22684 | ||
Entity Registrant Name | UFP INDUSTRIES, INC. | ||
Entity Incorporation, State or Country Code | MI | ||
Entity Tax Identification Number | 38-1465835 | ||
Entity Address, Address Line One | 2801 East Beltline, N.E. | ||
Entity Address, City or Town | Grand Rapids | ||
Entity Address, State or Province | MI | ||
Entity Address, Postal Zip Code | 49525 | ||
City Area Code | 616 | ||
Local Phone Number | 364-6161 | ||
Title of 12(b) Security | Common Stock, $1 par value | ||
Trading Symbol | UFPI | ||
Security Exchange Name | NASDAQ | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding (in shares) | 61,207,924 | ||
ICFR Auditor Attestation Flag | true | ||
Current Fiscal Year End Date | --12-26 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000912767 | ||
Amendment Flag | false | ||
Entity Public Float | $ 2,635,631,630 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 436,507 | $ 168,336 |
Restricted cash | 101 | 330 |
Investments | 24,308 | 18,527 |
Accounts receivable, net | 470,504 | 364,027 |
Inventories: | ||
Raw materials | 316,481 | 236,283 |
Finished goods | 250,813 | 250,591 |
Total inventories | 567,294 | 486,874 |
Refundable income taxes | 5,836 | 13,272 |
Other current assets | 33,812 | 41,706 |
TOTAL CURRENT ASSETS | 1,538,362 | 1,093,072 |
DEFERRED INCOME TAXES | 2,413 | 2,763 |
RESTRICTED INVESTMENTS | 17,565 | 16,214 |
RIGHT OF USE ASSETS | 77,245 | 80,167 |
OTHER ASSETS | 20,298 | 24,884 |
GOODWILL | 252,193 | 229,536 |
INDEFINITE-LIVED INTANGIBLE ASSETS | 7,401 | 7,354 |
OTHER INTANGIBLE ASSETS, NET | 72,252 | 48,313 |
PROPERTY, PLANT AND EQUIPMENT: | ||
Land and improvements | 128,301 | 125,097 |
Building and improvements | 272,864 | 253,589 |
Machinery and equipment | 525,542 | 467,963 |
Furniture and fixtures | 21,110 | 16,972 |
Construction in progress | 26,680 | 21,342 |
PROPERTY, PLANT AND EQUIPMENT,GROSS | 974,497 | 884,963 |
Less accumulated depreciation and amortization | (557,335) | (497,789) |
PROPERTY, PLANT AND EQUIPMENT, NET | 417,162 | 387,174 |
TOTAL ASSETS | 2,404,891 | 1,889,477 |
CURRENT LIABILITIES: | ||
Accounts payable | 211,518 | 142,479 |
Accrued liabilities: | ||
Compensation and benefits | 166,478 | 141,892 |
Other | 69,104 | 51,572 |
Current portion of lease liability | 16,549 | 15,283 |
Current portion of long-term debt | 100 | 2,816 |
TOTAL CURRENT LIABILITIES | 463,749 | 354,042 |
LONG-TERM DEBT | 311,607 | 160,867 |
LEASE LIABILITY | 61,509 | 64,884 |
DEFERRED INCOME TAXES | 25,266 | 22,880 |
OTHER LIABILITIES | 59,608 | 29,071 |
TOTAL LIABILITIES | 921,739 | 631,744 |
Controlling interest shareholders' equity: | ||
Preferred stock, no par value; shares authorized 1,000,000; issued and outstanding, none | ||
Common stock, $1 par value; shares authorized 80,000,000; issued and outstanding, 61,205,780 and 61,408,589 | 61,206 | 61,409 |
Additional paid-in capital | 218,224 | 192,173 |
Retained earnings | 1,182,680 | 995,022 |
Accumulated other comprehensive income | (1,794) | (4,889) |
Total controlling interest shareholders' equity | 1,460,316 | 1,243,715 |
Noncontrolling interest | 22,836 | 14,018 |
TOTAL SHAREHOLDERS' EQUITY | 1,483,152 | 1,257,733 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 2,404,891 | $ 1,889,477 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 26, 2020 | Dec. 28, 2019 |
SHAREHOLDERS' EQUITY: | ||
Preferred stock, no par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 80,000,000 | 80,000,000 |
Common stock, shares issued (in shares) | 61,205,780 | 61,408,589 |
Common stock, shares outstanding (in shares) | 61,205,780 | 61,408,589 |
CONSOLIDATED STATEMENTS OF EARN
CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
NET SALES | $ 5,153,998 | $ 4,416,009 | $ 4,489,180 |
COST OF GOODS SOLD | 4,353,702 | 3,730,491 | 3,896,286 |
GROSS PROFIT | 800,296 | 685,518 | 592,894 |
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES | 444,596 | 439,047 | 392,235 |
ASSET IMPAIRMENT CHARGES AND OTHER COSTS, NET | 9,874 | 1,565 | (6,604) |
EARNINGS FROM OPERATIONS | 345,826 | 244,906 | 207,263 |
INTEREST EXPENSE | 9,311 | 8,700 | 8,893 |
INTEREST INCOME | (2,392) | (1,945) | (1,371) |
UNREALIZED (GAIN) LOSS ON INVESTMENTS AND OTHER | (2,076) | (2,523) | 1,888 |
NET INTEREST EXPENSE | 4,843 | 4,232 | 9,410 |
EARNINGS BEFORE INCOME TAXES | 340,983 | 240,674 | 197,853 |
INCOME TAXES | 87,101 | 58,270 | 45,441 |
NET EARNINGS | 253,882 | 182,404 | 152,412 |
LESS NET EARNINGS ATTRIBUTABLE TO NONCONTROLLING INTEREST | (7,104) | (2,754) | (3,814) |
NET EARNINGS ATTRIBUTABLE TO CONTROLLING INTEREST | $ 246,778 | $ 179,650 | $ 148,598 |
EARNINGS PER SHARE - BASIC (USD per share) | $ 4 | $ 2.91 | $ 2.41 |
EARNINGS PER SHARE - DILUTED (USD per share) | $ 4 | $ 2.91 | $ 2.40 |
OTHER COMPREHENSIVE INCOME: | |||
NET EARNINGS | $ 253,882 | $ 182,404 | $ 152,412 |
OTHER COMPREHENSIVE GAIN (LOSS) | 5,967 | 1,513 | (5,076) |
COMPREHENSIVE INCOME | 259,849 | 183,917 | 147,336 |
LESS COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTEREST | (9,976) | (3,218) | (3,873) |
COMPREHENSIVE INCOME ATTRIBUTABLE TO CONTROLLING INTEREST | $ 249,873 | $ 180,699 | $ 143,463 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehen- sive Earnings | Noncontrolling Interest | Total |
Beginning balance at Dec. 30, 2017 | $ 61,192 | $ 161,928 | $ 736,212 | $ 144 | $ 14,547 | $ 974,023 |
Increase (Decrease) in Stockholders' Equity | ||||||
Net earnings | 148,598 | 3,814 | 152,412 | |||
Foreign currency translation adjustment | (4,973) | 59 | (4,914) | |||
Unrealized gain (loss) on investment & foreign currency | 947 | (1,109) | (162) | |||
Distributions to noncontrolling interest | (3,139) | (3,139) | ||||
Cash dividends | (22,072) | (22,072) | ||||
Issuance of shares under employee stock purchase plans | 38 | 988 | 1,026 | |||
Net issuance (forfeiture) of shares under stock grant programs | 348 | 4,827 | 5,175 | |||
Issuance of shares under deferred compensation plans | 167 | (167) | ||||
Repurchase of shares | (861) | (23,768) | (24,629) | |||
Expense associated with share-based compensation arrangements | 3,379 | 3,379 | ||||
Accrued expense under deferred compensation plans | 7,585 | 7,585 | ||||
Ending balance at Dec. 29, 2018 | 60,884 | 178,540 | 839,917 | (5,938) | 15,281 | 1,088,684 |
Increase (Decrease) in Stockholders' Equity | ||||||
Net earnings | 179,650 | 2,754 | 182,404 | |||
Foreign currency translation adjustment | 568 | 464 | 1,032 | |||
Unrealized loss on debt securities | 481 | 481 | ||||
Distributions to noncontrolling interest | (2,143) | (2,143) | ||||
Additional purchases of noncontrolling interest | (4,737) | (2,338) | (7,075) | |||
Cash dividends | (24,549) | (24,549) | ||||
Issuance of shares under employee stock purchase plans | 34 | 1,059 | 1,093 | |||
Net issuance (forfeiture) of shares under stock grant programs | 310 | 5,654 | 4 | 5,968 | ||
Issuance of shares under deferred compensation plans | 181 | (181) | ||||
Expense associated with share-based compensation arrangements | 3,843 | 3,843 | ||||
Accrued expense under deferred compensation plans | 7,995 | 7,995 | ||||
Ending balance at Dec. 28, 2019 | 61,409 | 192,173 | 995,022 | (4,889) | 14,018 | 1,257,733 |
Increase (Decrease) in Stockholders' Equity | ||||||
Net earnings | 246,778 | 7,104 | 253,882 | |||
Foreign currency translation adjustment | 1,373 | 2,872 | 4,245 | |||
Unrealized gain on investments and other | 1,722 | 1,722 | ||||
Distributions to noncontrolling interest | (933) | (933) | ||||
Additional purchases of noncontrolling interest | 130 | (225) | (95) | |||
Cash dividends | (30,669) | (30,669) | ||||
Issuance of shares under employee stock purchase plans | 35 | 1,360 | 1,395 | |||
Net issuance (forfeiture) of shares under stock grant programs | 390 | 12,140 | 5 | 12,535 | ||
Issuance of shares under deferred compensation plans | 128 | (128) | ||||
Repurchase of shares | (756) | (28,456) | (29,212) | |||
Expense associated with share-based compensation arrangements | 3,905 | 3,905 | ||||
Accrued expense under deferred compensation plans | 8,644 | 8,644 | ||||
Ending balance at Dec. 26, 2020 | $ 61,206 | $ 218,224 | $ 1,182,680 | $ (1,794) | $ 22,836 | $ 1,483,152 |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Jun. 29, 2019 | Dec. 29, 2018 | Jun. 30, 2018 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Increase (Decrease) in Stockholders' Equity | |||||||||||
Cash dividends per share (USD per share) | $ 0.125 | $ 0.125 | $ 0.125 | $ 0.125 | $ 0.200 | $ 0.200 | $ 0.180 | $ 0.180 | |||
Issuance of shares under employee stock plans (in shares) | 35,133 | 33,647 | 37,794 | ||||||||
Issuance of shares under stock grant programs (in shares) | 390,720 | 309,628 | 348,208 | ||||||||
Issuance of shares under deferred compensation plans (in shares) | 127,735 | 181,565 | 166,528 | ||||||||
Repurchase of shares (in shares) | 756,397 | 0 | 860,669 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net earnings | $ 253,882 | $ 182,404 | $ 152,412 |
Adjustments to reconcile net earnings to net cash from operating activities: | |||
Depreciation | 63,964 | 60,494 | 54,949 |
Amortization of intangibles | 8,716 | 6,325 | 6,393 |
Expense associated with share-based and grant compensation arrangements | 4,034 | 4,007 | 3,574 |
Deferred income taxes | 1,857 | 7,176 | 857 |
Unrealized (gain) loss on investments and other | (2,076) | (2,523) | 1,888 |
Net loss (gain) on disposition of assets and impairment of assets | 1,470 | 1,565 | (6,604) |
Goodwill impairment | 11,485 | ||
Gain from reduction of estimated earnout liability | (4,134) | ||
Changes in: | |||
Accounts receivable | (87,552) | (16,872) | (8,512) |
Inventories | (76,022) | 73,120 | (84,304) |
Accounts payable and cash overdraft | 62,405 | (24,132) | (5,213) |
Accrued liabilities and other | 98,448 | 57,727 | 1,245 |
NET CASH FROM OPERATING ACTIVITIES | 336,477 | 349,291 | 116,685 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchases of property, plant and equipment | (89,182) | (84,933) | (95,862) |
Proceeds from sale of property, plant and equipment | 2,922 | 1,777 | 38,373 |
Acquisitions and purchases of non-controlling interest, net of cash received | (65,255) | (39,122) | (54,017) |
Investment in life insurance contracts | (15,253) | ||
Purchases of investments | (28,054) | (13,352) | (13,338) |
Proceeds from sale of investments | 24,805 | 9,828 | 3,678 |
Other | 46 | (982) | (66) |
NET CASH USED IN INVESTING ACTIVITIES | (154,718) | (142,037) | (121,232) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Borrowings under revolving credit facilities | 6,862 | 422,057 | 732,370 |
Repayments under revolving credit facilities | (6,498) | (460,537) | (748,496) |
Contingent consideration payment and other | (5,787) | (3,136) | (5,540) |
Borrowings of debt | 927 | ||
Issuance of long-term debt | 150,000 | 75,000 | |
Proceeds from issuance of common stock | 1,395 | 1,093 | 1,026 |
Dividends paid to shareholders | (30,669) | (24,549) | (22,072) |
Distributions to noncontrolling interest | (932) | (2,216) | (3,139) |
Repurchase of common stock | (29,212) | (24,629) | |
Other | 62 | 20 | (1,054) |
NET CASH FROM (USED IN) FINANCING ACTIVITIES | 85,221 | (67,268) | 4,393 |
Effect of exchange rate changes on cash | 962 | 482 | (464) |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 267,942 | 140,468 | (618) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF YEAR | 168,666 | 28,198 | 28,816 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, END OF PERIOD | $ 436,608 | $ 168,666 | $ 28,198 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS - SUPPLEMENTAL (Parenthetical) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 |
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH: | |||
Cash and cash equivalents, beginning of period | $ 168,336 | $ 27,316 | $ 28,339 |
Restricted cash, beginning of period | 330 | 882 | 477 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF YEAR | 168,666 | 28,198 | 28,816 |
Cash and cash equivalents, end of period | 436,507 | 168,336 | 27,316 |
Restricted cash, end of period | 101 | 330 | 882 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, END OF PERIOD | $ 436,608 | $ 168,666 | $ 28,198 |
CONSOLIDATED STATEMENTS OF CA_3
CONSOLIDATED STATEMENTS OF CASH FLOWS - SUPPLEMENTAL AND NON-CASH FINANCING ACTIVITIES (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
SUPPLEMENTAL INFORMATION: | |||
Interest paid | $ 7,204 | $ 8,763 | $ 8,860 |
Income taxes paid | 77,964 | 50,224 | 51,578 |
NON-CASH FINANCING ACTIVITIES: | |||
Common stock issued under deferred compensation plans | $ 6,870 | $ 6,229 | $ 5,837 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 26, 2020 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | A. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES OPERATIONS We are a holding company whose subsidiaries supply wood, wood composite and other products to three markets: retail, construction and industrial. Founded in 1955, we are headquartered in Grand Rapids, Michigan, with affiliates throughout North America, Europe, Asia and Australia. On April 22, 2020, the shareholders approved changing the name of the Company from Universal Forest Products, Inc., to UFP Industries, Inc. PRINCIPLES OF CONSOLIDATION The consolidated financial statements include our accounts and those of our wholly-owned and majority-owned subsidiaries and partnerships. In addition, we consolidate any entity which we own 50% or more and exercise control. Intercompany transactions and balances have been eliminated. NONCONTROLLING INTEREST IN SUBSIDIARIES Noncontrolling interest in results of operations of consolidated subsidiaries represents the noncontrolling shareholders’ share of the income or loss of various consolidated subsidiaries. The noncontrolling interest reflects the original investment by these noncontrolling shareholders combined with their proportional share of the earnings or losses of these subsidiaries, net of distributions paid. FISCAL YEAR Our fiscal year is a 52 or 53 week period, ending on the last Saturday of December. Unless otherwise stated, references to 2020, 2019, and 2018 relate to the fiscal years ended December 26, 2020, December 28, 2019, and December 29, 2018, respectively. Fiscal years 2020, 2019, and 2018 were comprised of 52 weeks. FAIR VALUE DISCLOSURES OF FINANCIAL INSTRUMENTS We follow ASC Topic 820, Fair Value Measurements and Disclosures ● Level 1 — Financial instruments with unadjusted, quoted prices listed on active market exchanges. ● Level 2 — Financial instruments lacking unadjusted, quoted prices from active market exchanges, including over-the-counter traded financial instruments. Financial instrument values are determined using prices for recently traded financial instruments with similar underlying terms and direct or indirect observational inputs, such as interest rates and yield curves at commonly quoted intervals. ● Level 3 — Financial instruments not actively traded on a market exchange and there is little, if any, market activity. Values are determined using significant unobservable inputs or valuation techniques. Our investment portfolio includes restricted investments within our wholly-owned subsidiary, Ardellis Insurance Ltd. There are $17.6 million of restricted investments recorded as of December 26, 2020. CASH AND CASH EQUIVALENTS Cash and cash equivalents consist of cash and highly liquid investments purchased with an original maturity of three months or less. INVESTMENTS Investments are deemed to be "available for sale" and are, accordingly, carried at fair value being the quoted market value. ACCOUNTS RECEIVABLE AND ALLOWANCES We perform periodic credit evaluations of our customers and generally do not require collateral. Accounts receivable are due under a range of terms we offer to our customers. Discounts are offered, in most instances, as an incentive for early payment. We base our allowances related to receivables on historical credit and collections experience, reasonable and supportable forecasts, and the specific identification of other potential problems, including the general economic climate. Actual collections can differ, requiring adjustments to the allowances. Individual accounts receivable balances are evaluated on a monthly basis, and those balances considered uncollectible are charged to the allowance. The following table presents the activity in our accounts receivable allowances (in thousands): Additions Charged to Beginning Costs and Ending Balance Expenses Deductions* Balance Year Ended December 26, 2020: Allowance for possible losses on accounts receivable $ 4,440 $ 48,954 $ (48,765) $ 4,629 Year Ended December 28, 2019: Allowance for possible losses on accounts receivable $ 2,601 $ 39,481 $ (37,642) $ 4,440 Year Ended December 29, 2018: Allowance for possible losses on accounts receivable $ 2,424 $ 38,963 $ (38,786) $ 2,601 * Includes accounts charged off, discounts given to customers and actual customer returns and allowances. We record estimated sales returns, discounts, and other applicable adjustments as a reduction of net sales in the same period revenue is recognized. Accounts receivable retainage amounts related to long term construction contracts totaled $8.7 million and $7.4 million as of December 26, 2020 and December 28, 2019, respectively. All amounts are expected to be collected within 18 months. Concentration of accounts receivable related to our largest customer totaled $77.5 million and $42.8 million as of December 26, 2020 and December 28, 2019, respectively. In June 2016, the FASB issued ASU 2016-13, Financial Instrument-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASU 2016-13), which changes the current incurred loss model to a forward looking expected credit loss model for most financial assets, such as trade and other receivables, loans and other instruments. The ASU is effective for fiscal years beginning after December 15, 2019. Entities are required to apply the provisions of the standard through a cumulative-effect adjustment to retained earnings as of effective date. We have adopted the new standard as of the beginning of our fiscal year and have concluded the standard does not have a material impact on our consolidated financial statements and disclosures, accounting processes, and internal controls. INVENTORIES Inventories are stated at the lower of cost or market. The cost of inventories includes raw materials, direct labor, and manufacturing overhead. Cost is determined on a weighted average basis. Raw materials consist primarily of unfinished wood products and other materials expected to be manufactured or treated prior to sale, while finished goods represent various manufactured and treated wood products ready for sale. We have inventory on consignment at customer locations valued at $20.8 million as of December 26, 2020 and $20.2 million as of December 28, 2019. PROPERTY, PLANT, AND EQUIPMENT Property, plant, and equipment are stated at cost. Expenditures for renewals and betterments are capitalized, and maintenance and repairs are expensed as incurred. Amortization of assets held under finance leases is included in depreciation and amortized over the shorter of the estimated useful life of the asset or the lease term. Depreciation is computed principally by the straight-line method over the estimated useful lives of the assets as follows: Land improvements 5 to 15 years Buildings and improvements 10 to 32 years Machinery, equipment and office furniture 2 to 20 years LONG-LIVED ASSETS In accordance with ASC 360, Property, Plant, and Equipment GOODWILL Goodwill represents the excess of the purchase price over the fair value of net tangible and identifiable intangible assets of acquired businesses. Goodwill and intangible assets deemed to have indefinite lives are not amortized and are subject to impairment tests at least annually in accordance with ASC 350, Intangibles-Goodwill and Other. We review the carrying amounts of goodwill and other non-amortizable intangibles by reporting unit to determine if such assets may be impaired. In the fourth quarter of 2020, we recorded a non-cash goodwill impairment charge of $11.5 million related to the commercial reporting unit within our construction segment. Refer to Note D, Goodwill and Other Intangible Assets, in the notes to the consolidated financial statements for additional information related to the impairment of this goodwill. As of the date of the most recent goodwill impairment test, which utilized data and assumptions as of September 26, 2020, all other reporting units had a fair value that was substantially in excess of the carrying value. We believe we have sufficient available information, both current and historical, to support our assumptions, judgments and estimates used in the goodwill impairment test. Our annual testing date for evaluating goodwill and indefinite-lived intangible asset impairment is the first day of our fourth fiscal quarter for all reporting units. Additionally, we review various triggering events throughout the year to ensure that a mid-year impairment analysis is not required. FOREIGN CURRENCY Our foreign operations use the local currency as their functional currency. Accordingly, assets and liabilities are translated at exchange rates as of the balance sheet date and revenues and expenses are translated using weighted average rates, with translation adjustments included as a separate component of shareholders’ equity. Gains and losses arising from re-measuring foreign currency transactions are included in earnings. INSURANCE RESERVES Our wholly-owned insurance company, Ardellis Insurance Ltd.(“Ardellis”), was incorporated on April 21, 2001 under the laws of Bermuda and is licensed as a Class 3A insurer under the Insurance Act 1978 of Bermuda. On April 14, 2017 the U.S. Branch of Ardellis Insurance Ltd. was granted its Certificate of Authority to transact property and casualty insurance lines as an admitted carrier in the State of Michigan. We are primarily self-insured for certain employee health benefits, and have self-funded retentions for general liability, automobile liability, property and workers’ compensation. We are fully self-insured for environmental liabilities. The general liability, automobile liability, property, workers’ compensation, and certain environmental liabilities are managed through Ardellis; the related assets and liabilities of which are included in the consolidated financial statements as of December 26, 2020 and December 28, 2019. Our policy is to accrue amounts equal to actuarially determined or internally computed liabilities. The actuarial and internal valuations are based on historical information along with certain assumptions about future events. Changes in assumptions for such matters as legal actions, medical cost trends, and changes in claims experience could cause these estimates to change in the future. In addition to providing coverage for the Company, Ardellis provides Excess Loss Insurance (primarily medical and prescription drug) to certain third parties. As of December 26, 2020, Ardellis had 45 such contracts in place. Reserves associated with these contracts were $4.5 million at December 26, 2020 and $5.7 million at December 28, 2019 and are accrued based on third party actuarial valuations of the expected future liabilities. INCOME TAXES Deferred income tax assets and liabilities are computed for differences between the financial statement and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future. Such deferred income tax asset and liability computations are based on enacted tax laws and rates. Valuation allowances are established when necessary to reduce deferred income tax assets to the amounts expected to be realized. Income tax expense is the tax payable or refundable for the period plus or minus the change during the period in deferred income tax assets and liabilities. REVENUE RECOGNITION Within the three primary segments (Retail, Industrial, and Construction) that the Company operates, there are a variety of written agreements governing the sale of our products and services. The transaction price is stated at the purchase order level, which includes shipping and/or freight costs and any applicable governmental authority taxes. The majority of our contracts have a single performance obligation concentrated around the delivery of goods to the carrier, Free On Board (FOB) shipping point. Therefore, revenue is recognized when this performance obligation is satisfied. Generally, title and control passes at the time of shipment. In certain circumstances, the customer takes title when the shipment arrives at the destination. However, our shipping process is typically completed the same day. Certain customer products that we provide require installation by the Company or a 3rd party. Installation revenue is recognized upon completion. If we use a 3rd party for installation, the party will act as an agent to us until completion of the installation. Installation revenue represents an immaterial share of our total net sales. We utilize rebates, credits, discounts and/or cash-based incentives with certain customers which are accounted for as variable consideration. We estimate these amounts based on the expected amount to be provided to customers and reduce revenues recognized. We believe that there will not be significant changes to our estimates of variable consideration. The allocation of these costs are applied at the invoice level and recognized in conjunction with revenue. Additionally, returns and refunds are estimated on a historical and expected basis which is a reduction of revenue recognized. Earnings on construction contracts are reflected in operations using over time accounting, under either cost to cost or units of delivery methods, depending on the nature of the business at individual operations, which is in accordance with ASC 606 as revenue is recognized when certain performance obligations are performed. Under over time accounting using the cost to cost method, revenues and related earnings on construction contracts are measured by the relationships of actual costs incurred related to the total estimated costs. Under over time accounting using the units of delivery method, revenues and related earnings on construction contracts are measured by the relationships of actual units produced related to the total number of units. Revisions in earnings estimates on the construction contracts are recorded in the accounting period in which the basis for such revisions becomes known. Projected losses on individual contracts are charged to operations in their entirety when such losses become apparent. Our construction contracts are generally entered into with a fixed price and completion of the projects can range from 6 The following table presents our net sales disaggregated by revenue source: (in thousands) December 26, December 28, 2020 2019 % Change FOB Shipping Point Revenue $ 5,025,895 $ 4,272,583 17.6% Construction Contract Revenue 128,103 143,426 (10.7)% Total Net Sales $ 5,153,998 $ 4,416,009 16.7% The Construction segment comprises the construction contract revenue shown above. Construction contract revenue is primarily made up of site-built and framing customers. The following table presents the balances of over time accounting accounts on December 26, 2020 and December 28, 2019 which are included in “Other current assets” and “Accrued liabilities: Other”, respectively (in thousands): December 26, December 28, 2020 2019 Cost and Earnings in Excess of Billings $ 4,169 $ 4,690 Billings in Excess of Cost and Earnings 11,530 6,622 SHIPPING AND HANDLING OF PRODUCT Shipping and handling costs that are charged to and reimbursed by the customer are recognized as revenue. Costs incurred related to the shipment and handling of products are classified in cost of goods sold. SHARE-BASED COMPENSATION We account for share-based awards in accordance with ASC Topic 718, Compensation – Stock Compensation EARNINGS PER SHARE Earnings per share (“EPS”) is computed using the two-class method. The two-class method determines EPS for each class of common stock and participating securities according to dividends and their respective participation rights in undistributed earnings. Participating securities include non-vested shares of restricted stock in which the participants have non-forfeitable rights to dividends during the performance period. EPS, basic and diluted, is calculated by dividing net earnings attributable to controlling interest, net of applicable taxes, by the weighted average number of shares of common stock outstanding for the period. The computation of EPS is as follows (in thousands): December 26, December 28, December 29, 2020 2019 2018 Numerator: Net earnings attributable to controlling interest $ 246,778 $ 179,650 $ 148,598 Adjustment for earnings allocated to non-vested restricted common stock (6,903) (4,496) (3,396) Net earnings for calculating EPS $ 239,875 $ 175,154 $ 145,202 Denominator: Weighted average shares outstanding 61,632 61,649 61,762 Adjustment for non-vested restricted common stock (1,724) (1,543) (1,411) Shares for calculating basic EPS 59,908 60,106 60,351 Effect of dilutive restricted common stock 20 24 82 Shares for calculating diluted EPS 59,928 60,130 60,433 Net earnings per share: Basic $ 4.00 $ 2.91 $ 2.41 Diluted $ 4.00 $ 2.91 $ 2.40 No options were excluded from the computation of diluted EPS for 2020, 2019, or 2018. USE OF ACCOUNTING ESTIMATES The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. We believe our estimates to be reasonable; however, actual results could differ from these estimates. |
FAIR VALUE
FAIR VALUE | 12 Months Ended |
Dec. 26, 2020 | |
FAIR VALUE | B. FAIR VALUE We apply the provisions of ASC 820, Fair Value Measurements and Disclosures, December 26, 2020 December 28, 2019 Quoted Prices with Quoted Prices with Prices in Other Prices with Prices in Other Prices with Active Observable Unobservable Active Observable Unobservable Markets Inputs Inputs Markets Inputs Inputs (in thousands) (Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Total Money market funds $ 19 $ 4,643 $ — $ 4,662 $ 162,626 $ 562 $ — $ 163,188 Fixed income funds 246 16,224 — 16,470 234 15,495 — 15,729 Equity securities 12,602 — — 12,602 9,734 — — 9,734 Alternative investments — — 2,040 2,040 — — 1,941 1,941 Mutual funds: Domestic stock funds 8,088 — — 8,088 3,308 — — 3,308 International stock funds 1,440 — — 1,440 1,741 — — 1,741 Target funds 114 — — 114 281 — — 281 Bond funds 147 — — 147 850 — — 850 Alternative funds 482 — — 482 1,747 — — 1,747 Total mutual funds 10,271 — — 10,271 7,927 — — 7,927 Total $ 23,138 $ 20,867 $ 2,040 $ 46,045 $ 180,521 $ 16,057 $ 1,941 $ 198,519 Assets at fair value $ 23,138 $ 20,867 $ 2,040 $ 46,045 $ 180,521 $ 16,057 $ 1,941 $ 198,519 From the assets measured at fair value as of December 26, 2020, listed in the table above, less than $0.1 million of money market funds are held in Cash and Cash Equivalents, $24.2 million of mutual funds, equity securities, and alternative investments are held in Investments, $0.6 million of money market and mutual funds are held in Other Assets for our deferred compensation plan, and $16.5 million of fixed income funds and $4.6 million of money market funds are held in Restricted Investments. We maintain money market, mutual funds, bonds, and/or stocks in our non-qualified deferred compensation plan and our wholly owned licensed captive insurance company, and assets held in financial institutions. These funds are valued at prices quoted in an active exchange market and are included in "Cash and Cash Equivalents", "Investments", "Other Assets", and “Restricted Investments.” We have elected not to apply the fair value option under ASC 825, Financial Instruments, During 2018, we purchased a private real estate income trust which is valued as a Level 3 asset and is categorized as an “Alternative Investment.” In accordance with our investment policy, our wholly-owned company, Ardellis Insurance Ltd. ("Ardellis"), maintains an investment portfolio, totaling $40.8 million as of December 26, 2020, consisting of domestic and international stocks, alternative investments, and fixed income bonds. Ardellis’ available for sale investment portfolio, including funds held with the State of Michigan, consists of the following (in thousands): December 26, 2020 December 28, 2019 Unrealized Unrealized Cost Gain/(Loss) Fair Value Cost Gain/(Loss) Fair Value Fixed Income $ 15,325 $ 1,145 $ 16,470 $ 15,376 $ 353 $ 15,729 Equity 9,787 2,815 12,602 7,958 1,776 9,734 Mutual Funds 8,235 1,430 9,665 6,568 284 6,852 Alternative Investments 1,904 136 2,040 1,811 130 1,941 Total $ 35,251 $ 5,526 $ 40,777 $ 31,713 $ 2,543 $ 34,256 Our fixed income investments consist of a blend of US Government and Agency bonds and investment grade corporate bonds with varying maturities. Our equity investments consist of small, mid, and large cap growth and value funds, as well as international equity. Our alternative investments consist of the private real estate income trust which is valued as a Level 3 asset. The net pre-tax unrealized gain was $5.5 million for the year ended December 26, 2020. Carrying amounts above are recorded in the investments and restricted investments line items within the balance sheet as of December 26, 2020 and December 28, 2019. |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 12 Months Ended |
Dec. 26, 2020 | |
BUSINESS COMBINATIONS | C. BUSINESS COMBINATIONS We completed the following business combinations in fiscal 2020 and 2019, which were accounted for using the purchase method (in thousands). Net Company Acquisition Intangible Tangible Operating Name Date Purchase Price Assets Assets Segment November 10, 2020 $27,274 $ 17,894 $ 9,380 Construction Atlantic Prefab, Inc.; Exterior Designs, LLC; and Patriot Building Systems, LLC (these are affiliated companies through common former ownership) Based in Wilton, New Hampshire, Atlantic Prefab produces prefabricated steel wall panels and light gauge metal trusses. The company’s steel component and prefinished wall panel lines are new, value-added product additions for UFP Construction that help shorten project timelines. Exterior Designs is a leading installer of siding and exterior cladding such as fiber cement, ACM (aluminum composite material) panels, phenolic panels, and EIFS (exterior insulation and finish systems). The company is based in Londonderry, New Hampshire, and serves commercial and multi-family clients throughout the Northeast. Also based in Londonderry, Patriot Building Systems provides commercial and multi-family framing services in the Northeast and will focus on markets not currently served by companies of UFP Industries. The companies had combined annual sales of approximately $28 million. October 1, 2020 $7,936 $ 7,222 $ 714 Retail Fire Retardant Chemical Technologies, LLC (FRCT) Founded in 2014 and based in Matthews, North Carolina, FRCT’s business includes a research and development laboratory specializing in developing and testing a wide range of high-performance chemicals, including fire retardants and water repellants. The company had annual sales of approximately $6.4 million. September 30, 2020 $4,465 $ 4,607 $ (142) Other Enwrap Logistic & Packaging S.r.l. (Enwrap) Enwrap is a newly formed company dedicated to the logistics and packaging business of its predecessor, Job Service S.p.A. Headquartered in Milan, Italy, Enwrap provides high-value, mixed material industrial packaging and logistics services through eight locations in Italy. These locations generated annual sales of approximately $14 million. July 14, 2020 $19,136 $ 13,098 $ 6,038 Industrial T&R Lumber Company ("T&R") A manufacturer and distributor of a range of products used primarily by nurseries, including plastic growing containers, pots and trays; wooden stakes; trellises; tree boxes; shipping racks; and other nursery supplies based in Rancho Cucamonga, California. T&R had annual sales of approximately $31 million. The acquisition of T&R will allow us to leverage their expertise using our national manufacturing capacity to grow our agricultural product offerings and customer base across the country. March 13, 2020 $21,787 $ 19,098 $ 2,689 Construction Quest Design & Fabrication and Quest Architectural Millwork ("Quest") A designer, fabricator, and installer of premium millwork and case goods for a variety of commercial uses. Quest had annual sales of approximately $22 million. The acquisition of Quest expands our architectural millwork capabilities and expertise in our commercial construction business unit, and will allow us to use our national manufacturing capacity to grow and diversify our sales to this end market September 16, 2019 $12,422 $ 7,464 $ 4,958 Industrial Pallet USA, LLC ("Pallet USA") A manufacturer and recycler of wood pallet and crating products in the Midwest. Pallet USA had annual sales of approximately $18 million. The acquisition of Pallet USA allows us to expand our capacity to manufacture wood-based industrial packaging products and offer new services to customers in the Midwest. August 12, 2019 $17,809 $ 8,089 $ 9,720 Retail Northwest Painting, Inc. ("Northwest") A supplier of pre-painted building materials, including composite lap siding, soffit, panels and trim to the Western U.S. Northwest had annual sales of approximately $14 million. The acquisition of Northwest will expand our capacity to produce coated siding and trim for customers in the Northwest and Mountain West regions. May 1, 2019 $7,168 $ 6,180 $ 988 Industrial Wolverine Wood Products, Inc. ("Wolverine") A manufacturer of wood panel components for furniture, store fixtures and case goods manufacturers. Wolverine had annual sales of approximately million. The acquisition of Wolverine allows us to expand capacity to produce value-added wood components for customers in the Midwest. The intangible assets for each acquisition were finalized and allocated to their respective identifiable intangible asset and goodwill accounts during 2020, except for our 2020 acquisitions. In aggregate, acquisitions made during 2020, not consolidated with other operations, contributed approximately $37.0 million in net sales and $2.4 million in operating profit during 2020. At December 26, 2020, the amounts assigned to major intangible classes for the business combinations mentioned above are as follows (in thousands): Non- Intangibles - Compete Customer Tax Agreements Relationships Tradename Goodwill Deductible Atlantic Prefab $ — $ 2,684 * $ — * $ 2,684 * $ 5,368 Exterior Designs — 4,294 * — * 4,294 * 8,588 Patriot Building Systems — 1,968 * — * 1,971 * 3,939 FRCT — 3,579 * — * 3,643 * 7,222 Enwrap — 3,582 * — * 4,441 * 8,023 T&R — 6,549 * — * 6,549 * 13,098 Quest — 9,145 * — * 9,953 * 19,098 Pallet USA — 1,409 1,909 4,146 7,464 Northwest — 4,500 1,000 2,790 8,290 Wolverine — 3,209 865 2,106 6,180 *(estimate) The business combinations mentioned above were not significant to our operating results individually or in aggregate, and thus pro forma results for 2020 and 2019 are not presented. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended |
Dec. 26, 2020 | |
GOODWILL AND OTHER INTANGIBLE ASSETS | D. GOODWILL AND OTHER INTANGIBLE ASSETS As described in Note M — Segment Reporting, we re-organized around the markets we serve rather than geography and therefore changed our segment structure effective January 1, 2020. As a result, we allocated goodwill to the new segments using a relative fair value approach. In addition, we completed an assessment of any potential goodwill impairment for all reporting units immediately prior to the reallocation and determined that no impairment existed. Further, we have recast the goodwill and indefinite-lived intangible asset tables for the new segment structure. The changes in the net carrying amount of goodwill by reporting segment for the years ended December 26, 2020 and December 28, 2019, are as follows (in thousands): Retail Industrial Construction All Other Corporate Total Balance as of December 29, 2018 $ 55,509 $ 78,646 $ 82,728 $ 7,234 $ — $ 224,117 2019 Acquisitions 2,589 6,250 — 8,839 2019 Purchase Accounting Adjustments (3,620) (3,620) Foreign Exchange, Net 183 17 — 200 Balance as of December 28, 2019 58,098 81,276 82,911 7,251 — 229,536 2020 Acquisitions 3,643 6,549 18,902 4,441 — 33,535 2020 Purchase Accounting Adjustments 202 2 — — — 204 2020 Impairments — — (11,485) — — (11,485) Foreign Exchange, Net — — 401 2 — 403 Balance as of December 26, 2020 $ 61,943 $ 87,827 $ 90,729 $ 11,694 $ — $ 252,193 In the fourth quarter of 2020, we experienced significantly lower than expected operating results within the commercial reporting unit of our construction segment. In conjunction with our planning process we also noted expectations for lower customer demand for the foreseeable future. As a result, we revised our future cash flow projections for this reporting unit and performed the goodwill impairment test by calculating the fair value of the reporting unit based on its discounted estimated future cash flows. It was determined that the carrying value of the reporting unit exceeded its fair value. Consequently, we recorded a goodwill impairment charge of $11.5 million, which represents the entire amount of the goodwill in the reporting unit. As of the date of the most recent goodwill impairment test, which utilized data and assumptions as of September 26, 2020, all other reporting units had fair values that were substantially in excess of their carrying values. Indefinite-lived intangible assets totaled $7.4 million as of December 26, 2020 and December 28, 2019 related to the commercial unit within the construction segment, the international unit within the all other segment, and the Deckorators unit within the retail segment. The following amounts were included in other amortizable intangible assets, net as of December 26, 2020 and December 28, 2019 (in thousands): 2020 2019 Accumulated Accumulated Assets Amortization Net Value Assets Amortization Net Value Non-compete agreements $ 4,847 $ (2,728) $ 2,119 $ 5,092 $ (2,262) $ 2,830 Customer relationships 80,343 (17,021) 63,322 48,084 (10,079) 38,005 Licensing agreements 4,589 (4,589) — 4,589 (4,368) 221 Patents 965 (509) 456 914 (421) 493 Tradename 8,019 (2,123) 5,896 7,966 (1,202) 6,764 Software 505 (46) 459 — — — Total $ 99,268 $ (27,016) $ 72,252 $ 66,645 $ (18,332) $ 48,313 Amortization is computed principally by the straight-line method over the estimated useful lives of the intangible assets as follows: Weighted Average Intangible Asset Type Estimated Useful Life Amortization Period Non-compete agreements 3 to 15 years 10.1 years Customer relationship 5 to 15 years 6.3 years Licensing agreements 10 years 10 years Tradename (amortizable) 3 to 15 years 11.5 years Software 3 to 5 years 3.7 years Amortization expense of intangibles totaled $8.7 million, $6.3 million and $6.4 million in 2020, 2019 and 2018, respectively. The estimated amortization expense for intangibles for each of the five succeeding fiscal years is as follows (in thousands): 2021 $ 12,074 2022 11,759 2023 11,018 2024 10,795 2025 7,900 Thereafter 18,706 Total $ 72,252 |
DEBT
DEBT | 12 Months Ended |
Dec. 26, 2020 | |
DEBT | E. DEBT On June 14, 2018, we entered into an unsecured Note Purchase Agreement under which we issued our 4.20% Series 2018 C Senior Notes, due June 14, 2028, in the aggregate principal amount of $40 million and our 4.27% Series 2018 D Senior Notes, due June 14, 2030, in the aggregate principal amount of $35 million. Proceeds from the sale of the Series C Senior Notes and Series D Senior Notes were used to pay down our revolving credit facility. On November 1, 2018, we entered into a five-year, $375 million unsecured revolving credit facility with a syndicate of U.S. banks led by JPMorgan Chase Bank, N.A., as administrative agent and Wells Fargo Bank, N.A., as syndication agent. The facilities include up to $40 million which may be advanced in the form of letters of credit, and up to $100 million (U.S. dollar equivalent) which may be advanced in Canadian dollars, Australian dollars, pounds Sterling, Euros and such other foreign currencies as may subsequently be agreed upon among the parties. This facility replaced our $295 million unsecured revolving credit facility. Cash borrowings are charged interest based upon an index selected by the Company, plus a margin that is determined based upon the index selected and upon the financial performance of the Company and certain of its subsidiaries. We are charged a facility fee on the entire amount of the lending commitment, at a per annum rate ranging from 12.5 to 30.0 basis points, also determined based upon our performance. The facility fee is payable quarterly in arrears. On August 10, 2020, we entered into an unsecured Note Purchase Agreement under which we issued our 3.04% Series 2020 E Senior Notes, due August 10, 2032, in the aggregate principal amount of $50 million, our 3.08% Series 2020 F Senior Notes, due August 10, 2033, in the aggregate principal amount of $50 million, and our 3.15% Series 2020 G Senior Notes, due August 10, 2035, in the aggregate principal amount of $50 million. Proceeds from the sale of the Series E, F and G Senior Notes have been used to fund working capital needs and the PalletOne, Inc. acquisition. Refer to Note O, “Subsequent Events” for additional information. Outstanding letters of credit extended on our behalf on December 26, 2020 and December 28, 2019 aggregated $41.0 million and $37.3 million; respectively, which includes approximately $7.1 million and $9.8 million, respectively, related to industrial development revenue bonds. We had an outstanding balance of $4.7 million and $4.0 million, which includes foreign subsidiary borrowings, on the revolver at December 26, 2020, and December 28, 2019, respectively. After considering letters of credit, we had $363.2 million and $361.2 million in remaining availability on the revolver on December 26, 2020, and December 28, 2019, respectively. Letters of credit have one-year terms, include an automatic renewal clause, and are charged an annual interest rate of 112.5 basis points, based upon our financial performance. Long-term debt obligations are summarized as follows on December 26, 2020 and December 28, 2019 (amounts in thousands): 2020 2019 Series 2020 Senior Notes E, due on August 10, 2032, interest payable semi-annually at 3.04% $ 50,000 $ — Series 2020 Senior Notes F, due on August 10, 2033, interest payable semi-annually at 3.08% 50,000 — Series 2020 Senior Notes G, due on August 10, 2035, interest payable semi-annually at 3.15% 50,000 — Series 2018 Senior Notes C, due on June 14, 2028, interest payable semi-annually at 4.20% 40,000 40,000 Series 2018 Senior Notes D, due on June 14, 2030, interest payable semi-annually at 4.27% 35,000 35,000 Series 2012 Senior Notes Tranche A, due on December 17, 2022, interest payable semi-annually at 3.89% 35,000 35,000 Series 2012 Senior Notes Tranche B, due on December 17, 2024, interest payable semi-annually at 3.98% 40,000 40,000 Revolving credit facility totaling $375 million due on November 1, 2023, interest payable monthly at a floating rate (2.54% on December 28, 2019) — — Foreign subsidiary borrowings under revolving credit facility, due on November 1, 2023, interest payable monthly at a floating rate (1.125% on December 26, 2020 and 1.88% on December 28, 2019) 4,715 3,976 Series 1999 Industrial Development Revenue Bonds, due on August 1, 2029, interest payable monthly at a floating rate (0.20% on December 26, 2020 and 1.14% on December 28, 2019) 3,300 3,300 Series 2000 Industrial Development Revenue Bonds, due on October 1, 2020, interest payable monthly at a floating rate (1.57% on December 28, 2019) — 2,700 Series 2002 Industrial Development Revenue Bonds, due on December 1, 2022, interest payable monthly at a floating rate (0.22% on December 26, 2020 and 1.79% on December 28, 2019) 3,700 3,700 Finance leases and foreign affiliate debt 138 174 311,853 163,850 Less current portion (100) (2,816) Less debt issuance costs (146) (167) Long-term portion $ 311,607 $ 160,867 Financial covenants on the unsecured revolving credit facility and unsecured notes include minimum interest coverage tests and a maximum leverage ratio. The agreements also restrict the amount of additional indebtedness we may incur and the amount of assets which may be sold among other industry standard covenants. We were within all of our lending requirements on December 26, 2020 and December 28, 2019. On December 26, 2020, the principal maturities of long-term debt and finance lease obligations are as follows (in thousands): 2021 $ 100 2022 38,738 2023 4,715 2024 40,000 2025 — Thereafter 228,300 Total $ 311,853 On December 26, 2020, the estimated fair value of our long-term debt, including the current portion, was $341.4 million, which was $29.5 million more than the carrying value. The estimated fair value is based on rates anticipated to be available to us for debt with similar terms and maturities. We consider the valuations of our long-term debt, including the current portion, to be Level 2 liabilities which rely on quoted prices in markets that are not active or observable inputs over the full term of the liability. |
LEASES
LEASES | 12 Months Ended |
Dec. 26, 2020 | |
LEASES | F. LEASES We determine if an arrangement is a lease at inception. We lease certain real estate under non-cancelable operating lease agreements with typical original terms ranging from one renewal five equipment and aircraft operating one We believe finance leases have no significant impact to our consolidated balance sheet and income statement as of December 26, 2020. As of December 26, 2020, we have no leases that have not yet commenced that would significantly impact the rights, obligations, and our financial position. There were no lease transactions between related parties as of December 26, 2020. The rates implicit in our leases are primarily not readily available. To determine the discount rate used to present value the lease payments, we utilize the 7-year treasury note rate plus a blend of rate spreads associated with our revolver and 10-12-year senior notes along with estimated spreads based on current market conditions. We feel the determined rate is a reasonable representation of our lease population. Lease costs under non-cancelable operating leases on December 26, 2020 and December 28, 2019 are as follows (in thousands): 2020 2019 Operating lease cost $ 21,594 $ 20,771 Short-term lease cost 2,863 110 Variable lease cost 3,985 1,484 Sublease income (1,013) (676) Total lease cost $ 27,429 $ 21,689 The amounts paid for operating leases, included in the measurement of lease liabilities, were $20 million for both years ended December 26, 2020 and December 28, 2019. In addition, right-of-use assets obtained in exchange for new operating lease liabilities were approximately $12.8 million and $33.4 million, respectively, for the years ended December 26, 2020 and December 29, 2019. Future minimum payments under non-cancelable operating leases on December 26, 2020 are as follows (in thousands): Operating Leases 2021 $ 18,671 2022 15,219 2023 12,126 2024 9,594 2025 8,102 Thereafter 25,961 Total minimum lease payments $ 89,673 Less present value discount (11,615) Total lease liability $ 78,058 Rent expense was approximately $28.4 million, $29.9 million, and $28.1 million in 2020, 2019, and 2018, respectively. During the first quarter of 2018, we completed a sale and leaseback transaction related to one facility in Medley, Florida. The sale price for the property was approximately $36 million and created a $7 million pre-tax gain, which was entirely recognized in 2018. We leased back the facility for two years as it executes its long-term plan for Florida and the Southeast region. As of December 26, 2020 and December 28, 2019, the weighted average lease term for operating leases was 6.84 years and 7.29 years, respectively. Similarly, the weighted average discount rate for operating leases was 3.12% and 3.10%, respectively. |
DEFERRED COMPENSATION
DEFERRED COMPENSATION | 12 Months Ended |
Dec. 26, 2020 | |
DEFERRED COMPENSATION | G. DEFERRED COMPENSATION We have a program whereby certain executives irrevocably elected to defer receipt of certain compensation in 1985 through 1988. Deferred compensation payments to these executives will commence upon their retirement. We purchased life insurance on these executives, payable to us in amounts which, if assumptions made as to mortality experience, policy dividends, and other factors are realized, will accumulate cash values adequate to reimburse us for all payments for insurance and deferred compensation obligations. In the event cash values are not sufficient to fund such obligations, the program allows us to reduce benefit payments to such amounts as may be funded by accumulated cash values. Premiums payments, deferred compensation obligations, and accrued interest payments were funded through policy and premium loans provided by the insurer. During 2019, we settled with the program participants and paid out the remaining cash value due to them, with the exception of two participants who chose to take the settlement payment over a five-year period. The deferred compensation liability related to the remaining participant payouts on the balance sheet as of December 26, 2020 and December 28, 2019, was $0.2 million and $0.3 million, respectively. The investment in life insurance contracts as of December 26, 2020 and December 28, 2019, was $13.3 million and $16.6 million, respectively. We also maintain a non-qualified deferred compensation plan (the "Plan") for the benefit of senior management employees who may elect to defer a portion of their annual bonus payments and salaries. The Plan provides investment options similar to our 401(k) plan, including our stock. The investment in our stock is funded by the issuance of shares to a Rabbi trust, and may only be distributed in kind. Assets held by the Plan totaled approximately |
COMMON STOCK
COMMON STOCK | 12 Months Ended |
Dec. 26, 2020 | |
COMMON STOCK | H. COMMON STOCK We maintain and administer our shareholder approved Employee Stock Purchase Plan ("Stock Purchase Plan"). The Stock Purchase Plan allows eligible employees to purchase shares of our stock at a share price equal to 85% of fair market value on the purchase date. We have expensed the fair value of the compensation associated with these awards, which approximates the discount. The amount of expense is nominal. We maintain and administer our shareholder approved Directors’ Retainer Stock Plan ("Stock Retainer Plan"). The Stock Retainer Plan allows eligible members of the Board of Directors to defer the cash portion of their retainer and committee fees and receive shares of our stock at the time of or following their retirement, disability or death. The number of shares to be received is equal to the amount of the cash portion of their retainer and committee fees deferred multiplied by 110%, divided by the fair market value of a share of our stock at the time of deferral. The number of units is increased by the amount of dividends paid on our common stock. The units are immediately vested as of the grant date, since they are considered payment for services rendered quarterly. We recognized expense for this plan of $1.8 million in 2020, $1.8 million in 2019, and $1.7 million in 2018. Effective January 1, 2017, this plan was amended to allow directors to defer payment of the annual retainer paid in the form of our common stock. The number of shares to be received for their portion of the retainer that is deferred is equal to the amount of shares plus the number of shares attributable to cash dividends payable on those deferred shares. Finally, we maintain and administer our shareholder approved Long Term Stock Incentive Plan (the "LTSIP”). The LTSIP provides for the grant of stock options, stock appreciation rights, restricted stock, performance shares and other stock-based awards. Executive Stock Match awards are granted in the year following the requisite service period, which begins at the beginning of each fiscal year, and fully vest on the fifth anniversary of the grant date. There is no unrecognized compensation expense remaining for stock options in 2020, 2019, and 2018. Below is a summary of common stock issuances for 2020 and 2019: (in thousands, except per share data) December 26, 2020 Share Issuance Activity Common Stock Average Share Price Shares issued under the employee stock purchase plan 35 $ 46.71 Shares issued under the employee stock gift program 3 48.10 Shares issued under the director retainer stock program 46 25.31 Shares issued under the bonus plan 271 47.52 Shares issued under the executive stock match grants plan 79 47.60 Forfeitures (9) Total shares issued under stock grant programs 390 $ 44.96 Shares issued under the deferred compensation plans 128 $ 53.79 (in thousands, except per share data) December 28, 2019 Share Issuance Activity Common Stock Average Share Price Shares issued under the employee stock purchase plan 34 $ 32.47 Shares issued under the employee stock gift program 4 35.68 Shares issued under the director retainer stock program 5 38.44 Shares issued under the bonus plan 211 30.83 Shares issued under the executive stock match grants plan 109 31.57 Forfeitures (19) Total shares issued under stock grant programs 310 $ 31.25 Shares issued under the deferred compensation plans 181 $ 34.31 A summary of the nonvested restricted stock awards granted under the LTSIP is as follows: Weighted- Unrecognized Average Weighted- Compensation Period to Restricted Average Grant Expense Recognize Awards Date Fair Value (in millions) Expense Nonvested at December 30, 2017 1,033,626 24.24 7.1 1.31 years Granted 247,068 36.52 Vested (107,865) 18.11 Forfeited (12,750) 24.19 Nonvested at December 29, 2018 1,160,079 23.32 7.6 1.12 years Granted 318,496 32.60 Vested (224,894) 23.42 Forfeited (50,786) 24.18 Nonvested at December 28, 2019 1,202,895 29.68 7.9 0.86 years Granted 348,016 47.60 Vested (177,790) 22.69 Forfeited (9,327) 33.46 Nonvested at December 26, 2020 1,363,794 $ 35.14 $ 6.3 0.62 years Under the Stock Purchase Plan and LTSIP, we recognized share-based compensation expense of $4.0 million, $4.0 million, and $3.6 million and the related total income tax benefits of $1.0 million, $0.8 million, and $0.7 million in 2020, 2019 and 2018, respectively. For the year-ended December 26, 2020, we determined that $25 million of share-based bonus awards, representing 465,830 shares, will be awarded to qualified employees as it relates to the company’s 2020 performance and granted in 2021. In addition to the share-based bonus awards, certain employees are eligible to receive performance share units equivalent to $1 million, or 22,567 shares of stock, if certain performance metrics are achieved after three years. These awards fully vest three years from the grant date. As of December 26, 2020, we recognized approximately $4 million of compensation expense related to these awards. Awards granted prior to 2020, generally vest after a period of three In 2020, 2019 and 2018, cash received from share issuances under our plans was $1.4 million, $1.1 million and $1.0 million, respectively. On November 14, 2001, the Board of Directors approved a share repurchase program (which succeeded a previous program) allowing us to repurchase up to 2.5 million shares of our common stock. On October 14, 2010, our Board authorized an additional 2 million shares to be repurchased under our existing share repurchase program. We repurchased 756,397 shares in 2020 and no shares under this program in 2019. As of December 26, 2020, the cumulative total authorized shares available for repurchase is approximately 1.1 million shares. |
RETIREMENT PLANS
RETIREMENT PLANS | 12 Months Ended |
Dec. 26, 2020 | |
RETIREMENT PLANS | I. RETIREMENT PLANS We have a profit sharing and 401(k) plan for the benefit of substantially all of our employees, excluding the employees of certain wholly-owned subsidiaries. Amounts contributed to the plan are made at the discretion of the Board of Directors. We matched 25%of employee contributions in 2020, 2019, and 2018, on a discretionary basis, totaling $7.2 million, $6.5 million, and $3.4 million respectively. Included within the total employee matched contribution was an additional matched contribution for hourly employees of $2.9 million and $2.6 million for 2020 and 2019, respectively, based on meeting certain performance goals during those years. The basis for matching contributions may not exceed the lesser of 6% of the employee’s annual compensation or the IRS limitation. We maintain a retirement plan for certain officers of the Company, excluding our CEO, (who has at least 20 years of service with the Company and at least 10 years of service as an officer) whereby we will pay, upon retirement, benefits totaling 150% of the officer’s highest base salary in the three years immediately preceding separation from service plus health care benefits for a specified period of time if certain eligibility requirements are met. Approximately $11.8 million and $10.6 million are accrued in “Other Liabilities” for this plan at December 26, 2020 and December 28, 2019, respectively. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 26, 2020 | |
INCOME TAXES | J. INCOME TAXES Income tax provisions for the years ended December 26, 2020, December 28, 2019, and December 29, 2018 are summarized as follows (in thousands): 2020 2019 2018 Currently Payable: Federal $ 59,055 $ 35,267 $ 31,492 State and local 16,709 10,071 7,544 Foreign 8,601 5,834 5,527 84,365 51,172 44,563 Net Deferred: Federal 2,292 6,895 2,965 State and local (1,518) 805 (522) Foreign 1,962 (602) (1,565) 2,736 7,098 878 Total income tax expense $ 87,101 $ 58,270 $ 45,441 The components of earnings before income taxes consist of the following: 2020 2019 2018 U.S. $ 308,167 $ 220,532 $ 180,261 Foreign 32,816 20,142 17,592 Total $ 340,983 $ 240,674 $ 197,853 The effective income tax rates are different from the statutory federal income tax rates for the following reasons: 2020 2019 2018 Statutory federal income tax rate 21.0 % 21.0 % 21.0 % State and local taxes (net of federal benefits) 3.4 3.9 3.8 Effect of noncontrolling owned interest in earnings of partnerships n/a (0.1) (0.1) Tax credits, including foreign tax credit (0.9) (1.3) (1.6) Change in uncertain tax positions reserve (0.1) (0.1) 0.1 Other permanent differences 0.6 0.5 0.6 Other, net 1.5 0.3 (0.7) Impact of Tax Act and reduction of corporate tax rate n/a n/a (0.1) Effective income tax rate 25.5 % 24.2 % 23.0 % Temporary differences which give rise to deferred income tax assets and (liabilities) on December 26, 2020 and December 28, 2019 are as follows (in thousands): 2020 2019 Employee benefits $ 23,236 $ 22,420 Lease liability 19,376 20,255 Net operating loss carryforwards 6,463 6,411 Foreign subsidiary capital loss carryforward 527 519 Other tax credits 391 620 Inventory 1,633 993 Reserves on receivables 1,630 1,266 Accrued expenses 3,071 2,318 Other, net 8,483 3,159 Gross deferred income tax assets 64,810 57,961 Valuation allowance (4,044) (2,447) Deferred income tax assets 60,766 55,514 Depreciation (41,403) (34,001) Intangibles (22,840) (21,375) Right of use assets (19,376) (20,255) Deferred income tax liabilities (83,619) (75,631) Net deferred income tax liability $ (22,853) $ (20,117) As of December 26, 2020, we had federal, state and foreign net operating loss carryforwards of $6.5 million and state tax credit carryforwards of $0.4 million, which will expire at various dates. The NOL and credit carryforwards expire as follows: Net Operating Losses Tax Credits U.S. State Foreign U.S. State 2021 - 2025 $ — $ 86 $ 535 $ — $ 391 2026 - 2030 — 454 1,271 — — 2031 - 2035 — 961 79 — — 2036 - 2040 1,405 1,048 92 — — Thereafter — — 532 — — Total $ 1,405 $ 2,549 $ 2,509 $ — $ 391 As of December 26, 2020, we believe that it is more likely than not that the benefit from certain state and foreign NOL carryforwards will not be realized. In recognition of this risk, we have provided a valuation allowance of $3.5 million against the various NOLs. Furthermore, there is a valuation allowance of $0.5 million against a capital loss carryforward we have for a wholly-owned subsidiary, UFP Canada, Inc. Based upon the business activity and the nature of the assets of this subsidiary, our ability to realize a future benefit from this carryforward is doubtful. The capital loss has an unlimited carryforward and therefore will not expire unless there is a change in control of the subsidiary. |
ACCOUNTING FOR UNCERTAINTY IN I
ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES | 12 Months Ended |
Dec. 26, 2020 | |
ACCOUNTING FOR UNCERTAINTY IN INCOME | K. ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES ASC 740, Income Taxes A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): 2020 2019 2018 Gross unrecognized tax benefits beginning of year $ 4,166 $ 4,378 $ 4,000 Increase in tax positions for prior years (82) (129) (366) Increase in tax positions for current year 730 768 1,326 Lapse in statute of limitations (922) (851) (582) Gross unrecognized tax benefits end of year $ 3,892 $ 4,166 $ 4,378 Our effective tax rate would have been affected by the unrecognized tax benefits had this amount been recognized as a reduction to income tax expense. We recognized interest and penalties for unrecognized tax benefits in our provision for income taxes. The liability for unrecognized tax benefits included accrued interest and penalties of $0.5 million for each of the years December 26, 2020, December 28, 2019, and December 29, 2018. We file income tax returns in the United States and in various state, local and foreign jurisdictions. The federal and a majority of state and foreign jurisdictions are no longer subject to income tax examinations for years before 2017. A number of routine state and local examinations are currently ongoing. Due to the potential for resolution of state examinations, and the expiration of various statutes of limitation, and new positions that may be taken, it is reasonably possible that the amounts of unrecognized tax benefits could change in the next twelve months is $1.3 million. |
COMMITMENTS, CONTINGENCIES, AND
COMMITMENTS, CONTINGENCIES, AND GUARANTEES | 12 Months Ended |
Dec. 26, 2020 | |
COMMITMENTS, CONTINGENCIES, AND GUARANTEES | L. COMMITMENTS, CONTINGENCIES, AND GUARANTEES We are self-insured for environmental impairment liability, including certain liabilities which are insured through a wholly owned subsidiary, Ardellis Insurance Ltd., a licensed captive insurance company. We own and operate a number of facilities throughout the United States that chemically treat lumber products. In connection with the ownership and operation of these and other real properties, and the disposal or treatment of hazardous or toxic substances, we may, under various federal, state, and local environmental laws, ordinances, and regulations, be potentially liable for removal and remediation costs, as well as other potential costs, damages, and expenses. Environmental reserves, calculated with no discount rate, have been established to cover remediation activities at wood preservation facilities in Stockertown, PA; Elizabeth City, NC; and Auburndale, FL. In addition, a reserve was established for our facility in Thornton, CA to remove certain lead containing materials which existed on the property at the time of purchase. On a consolidated basis, we have reserved approximately $1.9 million and $2.0 million on December 26, 2020 and December 28, 2019, respectively, representing the estimated costs to complete future remediation efforts. These amounts have not been reduced by an insurance receivable. In addition, on December 26, 2020, we were parties either as plaintiff or defendant to a number of lawsuits and claims arising through the normal course of our business. In the opinion of management, our consolidated financial statements will not be materially affected by the outcome of these contingencies and claims. On December 26, 2020, we had outstanding purchase commitments on commenced capital projects of approximately $22.8 million. We provide a variety of warranties for products we manufacture. Historically, warranty claims have not been material. We distribute products manufactured by other companies, some of which are no longer in business. While we do not warrant these products, we have received claims as a distributor of these products when the manufacturer no longer exists or has the ability to pay. Historically, these costs have not had a material effect on our consolidated financial statements. As part of our operations, we supply building materials and labor to site-built construction projects or we jointly bid on contracts with framing companies for such projects. In some instances we are required to post payment and performance bonds to insure the project owner that the products and installation services are completed in accordance with our contractual obligations. We have agreed to indemnify the surety for claims made against the bonds. As of December 26, 2020, we had approximately $15.4 million in outstanding payment and performance bonds for open projects. We had approximately $5.2 million in payment and performance bonds outstanding for completed projects which are still under warranty. On December 26, 2020, we had outstanding letters of credit totaling $41.0 million, primarily related to certain insurance contracts and industrial development revenue bonds described further below. In lieu of cash deposits, we provide irrevocable letters of credit in favor of our insurers to guarantee our performance under certain insurance contracts. We currently have irrevocable letters of credit outstanding totaling approximately $33.9 million for these types of insurance arrangements. We have reserves recorded on our balance sheet, in accrued liabilities, that reflect our expected future liabilities under these insurance arrangements. We are required to provide irrevocable letters of credit in favor of the bond trustees for all industrial development revenue bonds that have been issued. These letters of credit guarantee principal and interest payments to the bondholders. We currently have irrevocable letters of credit outstanding totaling approximately $7.1 million related to our outstanding industrial development revenue bonds. These letters of credit have varying terms but may be renewed at the option of the issuing banks. Certain wholly owned domestic subsidiaries have guaranteed the indebtedness of UFP Industries, Inc. in certain debt agreements, including the Series 2012, 2018 and 2020 Senior Notes and our revolving credit facility. The maximum exposure of these guarantees is limited to the indebtedness outstanding under these debt arrangements and this exposure will expire concurrent with the expiration of the debt agreements. We did not enter into any new guarantee arrangements during 2020 which would require us to recognize a liability on our balance sheet. |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Dec. 26, 2020 | |
SEGMENT REPORTING | M. SEGMENT REPORTING ASC 280, Segment Reporting (“ASC 280”), defines operating segments as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. We operate manufacturing, treating and distribution facilities internationally, but primarily in the United States. Effective January 1, 2020, we re-organized around the markets we serve rather than geography. The prior periods have been recast to reflect the new segment structure. The business segments align with the following markets: UFP Retail Solutions, UFP Construction and UFP Industrial. This change allows for a more specialized and consistent sales approach among Company operations, more efficient use of resources and capital, and quicker introduction of new products and services. We manage the operations of our individual locations primarily through a market-centered reporting structure under which each location is included in a business unit and business units are included in our Retail, Industrial, and Construction segments. One customer, The Home Depot, accounted for approximately 24%of our total net sales in fiscal 2020 and 19% in 2019 and 2018. The exception to this market-centered reporting and management structure is our International segment, which comprises our Mexico, Canada, Europe, and Australia operations and sales and buying offices in other parts of the world and our Ardellis segment, which represents our wholly owned fully licensed captive insurance company based in Bermuda. Our International and Ardellis segments do not meet the quantitative thresholds in order to be separately reported and accordingly, the International and Ardellis segments have been aggregated in the “All Other” segment for reporting purposes. “Corporate” includes purchasing, transportation and administrative functions that serve our operating segments. Operating results of Corporate primarily consists of over (under) allocated costs. The operating results of UFP Real Estate, Inc., which owns and leases real estate, and UFP Transportation Ltd., which owns and leases transportation equipment, are also included in the Corporate column. An inter-company lease charge is assessed to our operating segments for the use of these assets at fair market value rates. Total assets of the Corporate column include unallocated cash and cash equivalents, certain prepaid assets, certain property, equipment and other assets pertaining to the centralized activities of Corporate, UFP Real Estate, Inc., and UFP Transportation Ltd. 2020 All Retail Industrial Construction Other Corporate Total Net sales to outside customers $ 2,167,122 $ 1,072,117 $ 1,695,684 $ 217,094 $ 1,981 $ 5,153,998 Intersegment net sales 142,839 45,217 68,294 283,689 (540,039) — Interest expense (income) 2 22 — 90 9,197 9,311 Amortization expense 1,482 4,159 2,152 877 46 8,716 Depreciation expense 11,675 15,163 12,123 1,619 23,384 63,964 Segment earnings before income taxes 155,364 83,430 69,092 38,333 (5,236) 340,983 Segment assets 510,464 416,487 510,972 196,856 770,112 2,404,891 Capital expenditures 16,277 21,141 16,902 2,258 32,604 89,182 2019 All Retail Industrial Construction Other Corporate Total Net sales to outside customers $ 1,498,710 $ 1,085,635 $ 1,637,156 $ 193,785 $ 723 $ 4,416,009 Intersegment net sales 135,705 45,010 56,116 200,426 (437,257) — Interest expense — 108 16 97 8,479 8,700 Amortization expense 1,380 3,034 1,164 747 — 6,325 Depreciation expense 11,041 14,340 11,465 1,532 22,116 60,494 Segment earnings before income taxes 61,708 82,913 82,407 22,025 (8,379) 240,674 Segment assets 402,221 377,329 522,638 136,990 450,299 1,889,477 Capital expenditures 15,502 20,134 16,097 2,150 31,050 84,933 Note: Allocations of corporate expenses in 2019 were modified to align with the methodology used to allocate corporate expenses in the current year. 2018 All Retail Industrial Construction Other Corporate Total Net sales to outside customers $ 1,512,477 $ 1,050,945 $ 1,705,016 $ 219,920 $ 822 $ 4,489,180 Intersegment net sales 125,310 39,806 50,465 226,053 (441,634) — Interest expense 1 191 202 225 8,274 8,893 Amortization expense 1,038 3,055 1,443 857 — 6,393 Depreciation expense 10,029 13,026 10,414 1,391 20,089 54,949 Segment earnings before income taxes 52,211 59,403 71,234 18,031 (3,026) 197,853 Segment assets 401,012 370,386 512,670 143,614 219,866 1,647,548 Capital expenditures 17,497 22,724 18,168 2,427 35,046 95,862 Note: Allocations of corporate expenses in 2018 were modified to align with the methodology used to allocate corporate expenses in the current Information regarding principal geographic areas was as follows (in thousands): 2020 2019 2018 Long-Lived Long-Lived Long-Lived Tangible Tangible Tangible Net Sales Assets Net Sales Assets Net Sales Assets United States $ 5,022,014 $ 478,325 $ 4,308,618 $ 469,605 $ 4,382,356 $ 342,326 Foreign 131,984 36,380 107,391 36,878 106,824 34,312 Total $ 5,153,998 $ 514,705 $ 4,416,009 $ 506,483 $ 4,489,180 $ 376,638 The following table presents, for the periods indicated, our disaggregated net sales (in thousands) by business unit for each segment and our percentage of value-added and commodity-based sales to total net sales by segment. Year Ended December 26, December 28, December 29, 2020 2019 2018 Retail Deckorators $ 219,930 $ 185,221 $ 136,517 Prowood 1,215,201 786,720 845,994 Outdoor Essentials 299,684 227,767 227,799 UFP Edge 114,987 95,608 85,176 Dimensions 88,351 52,553 57,403 E-Commerce 3,716 1,688 1,210 Other 225,253 149,153 158,378 Total Retail $ 2,167,122 $ 1,498,710 $ 1,512,477 Industrial North Industrial $ 385,132 $ 376,515 $ 351,345 Southeast Industrial 229,316 255,419 238,667 Southwest Industrial 238,643 241,774 237,671 West Industrial 206,022 197,686 209,049 Protective Packaging 13,004 14,241 14,213 Total Industrial $ 1,072,117 $ 1,085,635 $ 1,050,945 Construction Factory Built $ 597,017 $ 479,927 $ 561,137 Site Built 725,899 708,767 713,729 Commercial 221,988 290,785 269,706 Concrete Forming 150,780 157,677 160,444 Total Construction $ 1,695,684 $ 1,637,156 $ 1,705,016 All Other $ 217,094 $ 193,785 $ 219,920 Corporate $ 1,981 $ 723 $ 822 Total Net Sales $ 5,153,998 $ 4,416,009 $ 4,489,180 Value-Added Retail 53.8% 57.8% 54.0% Industrial 64.7% 66.2% 60.5% Construction 76.3% 81.4% 76.5% All Other and Corporate 75.6% 75.8% 65.9% Total 64.3% 69.3% 64.6% Commodity-Based Retail 46.2% 42.2% 46.0% Industrial 35.3% 33.8% 39.5% Construction 23.7% 18.6% 23.5% All Other and Corporate 24.4% 24.2% 34.1% Total 35.7% 30.7% 35.4% |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Dec. 26, 2020 | |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | N. QUARTERLY FINANCIAL INFORMATION (UNAUDITED) The following table sets forth selected financial information for all of the quarters, consisting of 13 weeks during the years ended December 26, 2020 and December 28, 2019, respectively, (in thousands, except per share data): First Second Third Fourth 2020 2019 2020 2019 2020 2019 2020 2019 Net sales $ 1,032,062 $ 1,015,125 $ 1,242,001 $ 1,239,817 $ 1,486,227 $ 1,163,026 $ 1,393,708 $ 998,041 Gross profit 167,236 154,267 204,931 186,726 241,074 187,270 187,055 157,255 Net earnings 40,570 36,002 69,694 55,145 78,861 52,581 64,757 38,676 Net earnings attributable to controlling interest 40,159 35,540 66,463 54,515 77,204 51,859 62,952 37,736 Basic earnings per share 0.65 0.58 1.08 0.88 1.25 0.84 1.02 0.61 Diluted earnings per share 0.65 0.58 1.08 0.88 1.25 0.84 1.02 0.61 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 26, 2020 | |
Subsequent Events | O. SUBSEQUENT EVENTS On December 28, 2020, we closed on an agreement to purchase 100 percent of the equity of PalletOne, Inc., for approximately $232 million plus $21 million for certain investments in capital projects. The agreement also incorporates a purchase price adjustment based on the actual amount of net working capital at close compared to a pre-determined target. Based in Bartow, Florida, PalletOne is a leading manufacturer of new pallets in the U.S., with 17 pallet manufacturing facilities in the southern and eastern regions of the country. The company also supplies other specialized industrial packaging, including custom bins and crates, and its Sunbelt Forest Products subsidiary operates five pressure-treating facilities in the Southeastern U.S. At this time the net tangible assets and intangible assets acquired cannot be disclosed as these are pending final valuations. Additionally, initial estimates have been made for PalletOne's identifiable intangible and goodwill allocations and deferred tax, however finalization will be completed in 2021. On February 18, 2021, our credit agreement was amended to increase the availability from $375 million to $550 million by exercising the accordion feature in the original agreement. On February 28, 2021, we closed on an agreement to purchase 100 percent of the equity of J.C. Gilmore Pty Ltd located in Australia for approximately $2.4 million. This transaction adds a wide portfolio of consumable packaging to certain industrial packaging products and expands the companies’ customer base throughout Australia. At this time the net tangible assets and intangible assets acquired cannot be disclosed as these are pending final valuations. Additionally, initial estimates have been made for J.C. Gilmore Pty Ltd 's identifiable intangible and goodwill allocations and deferred tax, however finalization will be completed in 2021. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 26, 2020 | |
PRINCIPLES OF CONSOLIDATION | PRINCIPLES OF CONSOLIDATION The consolidated financial statements include our accounts and those of our wholly-owned and majority-owned subsidiaries and partnerships. In addition, we consolidate any entity which we own 50% or more and exercise control. Intercompany transactions and balances have been eliminated. |
NONCONTROLLING INTEREST IN SUBSIDIAIRIES | NONCONTROLLING INTEREST IN SUBSIDIARIES Noncontrolling interest in results of operations of consolidated subsidiaries represents the noncontrolling shareholders’ share of the income or loss of various consolidated subsidiaries. The noncontrolling interest reflects the original investment by these noncontrolling shareholders combined with their proportional share of the earnings or losses of these subsidiaries, net of distributions paid. |
FISCAL YEAR | FISCAL YEAR Our fiscal year is a 52 or 53 week period, ending on the last Saturday of December. Unless otherwise stated, references to 2020, 2019, and 2018 relate to the fiscal years ended December 26, 2020, December 28, 2019, and December 29, 2018, respectively. Fiscal years 2020, 2019, and 2018 were comprised of 52 weeks. |
FAIR VALUE DISCLOSURES OF FINANCIAL INSTRUMENTS | FAIR VALUE DISCLOSURES OF FINANCIAL INSTRUMENTS We follow ASC Topic 820, Fair Value Measurements and Disclosures ● Level 1 — Financial instruments with unadjusted, quoted prices listed on active market exchanges. ● Level 2 — Financial instruments lacking unadjusted, quoted prices from active market exchanges, including over-the-counter traded financial instruments. Financial instrument values are determined using prices for recently traded financial instruments with similar underlying terms and direct or indirect observational inputs, such as interest rates and yield curves at commonly quoted intervals. ● Level 3 — Financial instruments not actively traded on a market exchange and there is little, if any, market activity. Values are determined using significant unobservable inputs or valuation techniques. Our investment portfolio includes restricted investments within our wholly-owned subsidiary, Ardellis Insurance Ltd. There are $17.6 million of restricted investments recorded as of December 26, 2020. |
CASH AND CASH EQUIVALENTS | CASH AND CASH EQUIVALENTS Cash and cash equivalents consist of cash and highly liquid investments purchased with an original maturity of three months or less. |
INVESTMENTS | INVESTMENTS Investments are deemed to be "available for sale" and are, accordingly, carried at fair value being the quoted market value. |
ACCOUNTS RECEIVABLE AND ALLOWANCES | ACCOUNTS RECEIVABLE AND ALLOWANCES We perform periodic credit evaluations of our customers and generally do not require collateral. Accounts receivable are due under a range of terms we offer to our customers. Discounts are offered, in most instances, as an incentive for early payment. We base our allowances related to receivables on historical credit and collections experience, reasonable and supportable forecasts, and the specific identification of other potential problems, including the general economic climate. Actual collections can differ, requiring adjustments to the allowances. Individual accounts receivable balances are evaluated on a monthly basis, and those balances considered uncollectible are charged to the allowance. The following table presents the activity in our accounts receivable allowances (in thousands): Additions Charged to Beginning Costs and Ending Balance Expenses Deductions* Balance Year Ended December 26, 2020: Allowance for possible losses on accounts receivable $ 4,440 $ 48,954 $ (48,765) $ 4,629 Year Ended December 28, 2019: Allowance for possible losses on accounts receivable $ 2,601 $ 39,481 $ (37,642) $ 4,440 Year Ended December 29, 2018: Allowance for possible losses on accounts receivable $ 2,424 $ 38,963 $ (38,786) $ 2,601 * Includes accounts charged off, discounts given to customers and actual customer returns and allowances. We record estimated sales returns, discounts, and other applicable adjustments as a reduction of net sales in the same period revenue is recognized. Accounts receivable retainage amounts related to long term construction contracts totaled $8.7 million and $7.4 million as of December 26, 2020 and December 28, 2019, respectively. All amounts are expected to be collected within 18 months. Concentration of accounts receivable related to our largest customer totaled $77.5 million and $42.8 million as of December 26, 2020 and December 28, 2019, respectively. In June 2016, the FASB issued ASU 2016-13, Financial Instrument-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASU 2016-13), which changes the current incurred loss model to a forward looking expected credit loss model for most financial assets, such as trade and other receivables, loans and other instruments. The ASU is effective for fiscal years beginning after December 15, 2019. Entities are required to apply the provisions of the standard through a cumulative-effect adjustment to retained earnings as of effective date. We have adopted the new standard as of the beginning of our fiscal year and have concluded the standard does not have a material impact on our consolidated financial statements and disclosures, accounting processes, and internal controls. |
INVENTORIES | INVENTORIES Inventories are stated at the lower of cost or market. The cost of inventories includes raw materials, direct labor, and manufacturing overhead. Cost is determined on a weighted average basis. Raw materials consist primarily of unfinished wood products and other materials expected to be manufactured or treated prior to sale, while finished goods represent various manufactured and treated wood products ready for sale. We have inventory on consignment at customer locations valued at $20.8 million as of December 26, 2020 and $20.2 million as of December 28, 2019. |
PROPERTY, PLANT, AND EQUIPMENT | PROPERTY, PLANT, AND EQUIPMENT Property, plant, and equipment are stated at cost. Expenditures for renewals and betterments are capitalized, and maintenance and repairs are expensed as incurred. Amortization of assets held under finance leases is included in depreciation and amortized over the shorter of the estimated useful life of the asset or the lease term. Depreciation is computed principally by the straight-line method over the estimated useful lives of the assets as follows: Land improvements 5 to 15 years Buildings and improvements 10 to 32 years Machinery, equipment and office furniture 2 to 20 years |
LONG-LIVED ASSETS | LONG-LIVED ASSETS In accordance with ASC 360, Property, Plant, and Equipment |
GOODWILL | GOODWILL Goodwill represents the excess of the purchase price over the fair value of net tangible and identifiable intangible assets of acquired businesses. Goodwill and intangible assets deemed to have indefinite lives are not amortized and are subject to impairment tests at least annually in accordance with ASC 350, Intangibles-Goodwill and Other. We review the carrying amounts of goodwill and other non-amortizable intangibles by reporting unit to determine if such assets may be impaired. In the fourth quarter of 2020, we recorded a non-cash goodwill impairment charge of $11.5 million related to the commercial reporting unit within our construction segment. Refer to Note D, Goodwill and Other Intangible Assets, in the notes to the consolidated financial statements for additional information related to the impairment of this goodwill. As of the date of the most recent goodwill impairment test, which utilized data and assumptions as of September 26, 2020, all other reporting units had a fair value that was substantially in excess of the carrying value. We believe we have sufficient available information, both current and historical, to support our assumptions, judgments and estimates used in the goodwill impairment test. Our annual testing date for evaluating goodwill and indefinite-lived intangible asset impairment is the first day of our fourth fiscal quarter for all reporting units. Additionally, we review various triggering events throughout the year to ensure that a mid-year impairment analysis is not required. |
FOREIGN CURRENCY | FOREIGN CURRENCY Our foreign operations use the local currency as their functional currency. Accordingly, assets and liabilities are translated at exchange rates as of the balance sheet date and revenues and expenses are translated using weighted average rates, with translation adjustments included as a separate component of shareholders’ equity. Gains and losses arising from re-measuring foreign currency transactions are included in earnings. |
INSURANCE RESERVES | INSURANCE RESERVES Our wholly-owned insurance company, Ardellis Insurance Ltd.(“Ardellis”), was incorporated on April 21, 2001 under the laws of Bermuda and is licensed as a Class 3A insurer under the Insurance Act 1978 of Bermuda. On April 14, 2017 the U.S. Branch of Ardellis Insurance Ltd. was granted its Certificate of Authority to transact property and casualty insurance lines as an admitted carrier in the State of Michigan. We are primarily self-insured for certain employee health benefits, and have self-funded retentions for general liability, automobile liability, property and workers’ compensation. We are fully self-insured for environmental liabilities. The general liability, automobile liability, property, workers’ compensation, and certain environmental liabilities are managed through Ardellis; the related assets and liabilities of which are included in the consolidated financial statements as of December 26, 2020 and December 28, 2019. Our policy is to accrue amounts equal to actuarially determined or internally computed liabilities. The actuarial and internal valuations are based on historical information along with certain assumptions about future events. Changes in assumptions for such matters as legal actions, medical cost trends, and changes in claims experience could cause these estimates to change in the future. In addition to providing coverage for the Company, Ardellis provides Excess Loss Insurance (primarily medical and prescription drug) to certain third parties. As of December 26, 2020, Ardellis had 45 such contracts in place. Reserves associated with these contracts were $4.5 million at December 26, 2020 and $5.7 million at December 28, 2019 and are accrued based on third party actuarial valuations of the expected future liabilities. |
INCOME TAXES | INCOME TAXES Deferred income tax assets and liabilities are computed for differences between the financial statement and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future. Such deferred income tax asset and liability computations are based on enacted tax laws and rates. Valuation allowances are established when necessary to reduce deferred income tax assets to the amounts expected to be realized. Income tax expense is the tax payable or refundable for the period plus or minus the change during the period in deferred income tax assets and liabilities. |
REVENUE RECOGNITION | REVENUE RECOGNITION Within the three primary segments (Retail, Industrial, and Construction) that the Company operates, there are a variety of written agreements governing the sale of our products and services. The transaction price is stated at the purchase order level, which includes shipping and/or freight costs and any applicable governmental authority taxes. The majority of our contracts have a single performance obligation concentrated around the delivery of goods to the carrier, Free On Board (FOB) shipping point. Therefore, revenue is recognized when this performance obligation is satisfied. Generally, title and control passes at the time of shipment. In certain circumstances, the customer takes title when the shipment arrives at the destination. However, our shipping process is typically completed the same day. Certain customer products that we provide require installation by the Company or a 3rd party. Installation revenue is recognized upon completion. If we use a 3rd party for installation, the party will act as an agent to us until completion of the installation. Installation revenue represents an immaterial share of our total net sales. We utilize rebates, credits, discounts and/or cash-based incentives with certain customers which are accounted for as variable consideration. We estimate these amounts based on the expected amount to be provided to customers and reduce revenues recognized. We believe that there will not be significant changes to our estimates of variable consideration. The allocation of these costs are applied at the invoice level and recognized in conjunction with revenue. Additionally, returns and refunds are estimated on a historical and expected basis which is a reduction of revenue recognized. Earnings on construction contracts are reflected in operations using over time accounting, under either cost to cost or units of delivery methods, depending on the nature of the business at individual operations, which is in accordance with ASC 606 as revenue is recognized when certain performance obligations are performed. Under over time accounting using the cost to cost method, revenues and related earnings on construction contracts are measured by the relationships of actual costs incurred related to the total estimated costs. Under over time accounting using the units of delivery method, revenues and related earnings on construction contracts are measured by the relationships of actual units produced related to the total number of units. Revisions in earnings estimates on the construction contracts are recorded in the accounting period in which the basis for such revisions becomes known. Projected losses on individual contracts are charged to operations in their entirety when such losses become apparent. Our construction contracts are generally entered into with a fixed price and completion of the projects can range from 6 The following table presents our net sales disaggregated by revenue source: (in thousands) December 26, December 28, 2020 2019 % Change FOB Shipping Point Revenue $ 5,025,895 $ 4,272,583 17.6% Construction Contract Revenue 128,103 143,426 (10.7)% Total Net Sales $ 5,153,998 $ 4,416,009 16.7% The Construction segment comprises the construction contract revenue shown above. Construction contract revenue is primarily made up of site-built and framing customers. The following table presents the balances of over time accounting accounts on December 26, 2020 and December 28, 2019 which are included in “Other current assets” and “Accrued liabilities: Other”, respectively (in thousands): December 26, December 28, 2020 2019 Cost and Earnings in Excess of Billings $ 4,169 $ 4,690 Billings in Excess of Cost and Earnings 11,530 6,622 SHIPPING AND HANDLING OF PRODUCT Shipping and handling costs that are charged to and reimbursed by the customer are recognized as revenue. Costs incurred related to the shipment and handling of products are classified in cost of goods sold. |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION We account for share-based awards in accordance with ASC Topic 718, Compensation – Stock Compensation |
EARNINGS PER SHARE | EARNINGS PER SHARE Earnings per share (“EPS”) is computed using the two-class method. The two-class method determines EPS for each class of common stock and participating securities according to dividends and their respective participation rights in undistributed earnings. Participating securities include non-vested shares of restricted stock in which the participants have non-forfeitable rights to dividends during the performance period. EPS, basic and diluted, is calculated by dividing net earnings attributable to controlling interest, net of applicable taxes, by the weighted average number of shares of common stock outstanding for the period. The computation of EPS is as follows (in thousands): December 26, December 28, December 29, 2020 2019 2018 Numerator: Net earnings attributable to controlling interest $ 246,778 $ 179,650 $ 148,598 Adjustment for earnings allocated to non-vested restricted common stock (6,903) (4,496) (3,396) Net earnings for calculating EPS $ 239,875 $ 175,154 $ 145,202 Denominator: Weighted average shares outstanding 61,632 61,649 61,762 Adjustment for non-vested restricted common stock (1,724) (1,543) (1,411) Shares for calculating basic EPS 59,908 60,106 60,351 Effect of dilutive restricted common stock 20 24 82 Shares for calculating diluted EPS 59,928 60,130 60,433 Net earnings per share: Basic $ 4.00 $ 2.91 $ 2.41 Diluted $ 4.00 $ 2.91 $ 2.40 No options were excluded from the computation of diluted EPS for 2020, 2019, or 2018. |
USE OF ACCOUNTING ESTIMATES | USE OF ACCOUNTING ESTIMATES The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. We believe our estimates to be reasonable; however, actual results could differ from these estimates. |
SEGMENT REPORTING | ASC 280, Segment Reporting (“ASC 280”), defines operating segments as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. We operate manufacturing, treating and distribution facilities internationally, but primarily in the United States. Effective January 1, 2020, we re-organized around the markets we serve rather than geography. The prior periods have been recast to reflect the new segment structure. The business segments align with the following markets: UFP Retail Solutions, UFP Construction and UFP Industrial. This change allows for a more specialized and consistent sales approach among Company operations, more efficient use of resources and capital, and quicker introduction of new products and services. We manage the operations of our individual locations primarily through a market-centered reporting structure under which each location is included in a business unit and business units are included in our Retail, Industrial, and Construction segments. One customer, The Home Depot, accounted for approximately 24%of our total net sales in fiscal 2020 and 19% in 2019 and 2018. The exception to this market-centered reporting and management structure is our International segment, which comprises our Mexico, Canada, Europe, and Australia operations and sales and buying offices in other parts of the world and our Ardellis segment, which represents our wholly owned fully licensed captive insurance company based in Bermuda. Our International and Ardellis segments do not meet the quantitative thresholds in order to be separately reported and accordingly, the International and Ardellis segments have been aggregated in the “All Other” segment for reporting purposes. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Schedule of Accounts Receivable Allowances | The following table presents the activity in our accounts receivable allowances (in thousands): Additions Charged to Beginning Costs and Ending Balance Expenses Deductions* Balance Year Ended December 26, 2020: Allowance for possible losses on accounts receivable $ 4,440 $ 48,954 $ (48,765) $ 4,629 Year Ended December 28, 2019: Allowance for possible losses on accounts receivable $ 2,601 $ 39,481 $ (37,642) $ 4,440 Year Ended December 29, 2018: Allowance for possible losses on accounts receivable $ 2,424 $ 38,963 $ (38,786) $ 2,601 * Includes accounts charged off, discounts given to customers and actual customer returns and allowances. |
Schedule of Estimated Useful Lives of Property, Plant, and Equipment | Land improvements 5 to 15 years Buildings and improvements 10 to 32 years Machinery, equipment and office furniture 2 to 20 years |
Schedule of Disaggregation of revenue | (in thousands) December 26, December 28, 2020 2019 % Change FOB Shipping Point Revenue $ 5,025,895 $ 4,272,583 17.6% Construction Contract Revenue 128,103 143,426 (10.7)% Total Net Sales $ 5,153,998 $ 4,416,009 16.7% |
Schedule of Percentage of Completion Account Balances | The following table presents the balances of over time accounting accounts on December 26, 2020 and December 28, 2019 which are included in “Other current assets” and “Accrued liabilities: Other”, respectively (in thousands): December 26, December 28, 2020 2019 Cost and Earnings in Excess of Billings $ 4,169 $ 4,690 Billings in Excess of Cost and Earnings 11,530 6,622 |
Schedule of Computation of earnings per share | The computation of EPS is as follows (in thousands): December 26, December 28, December 29, 2020 2019 2018 Numerator: Net earnings attributable to controlling interest $ 246,778 $ 179,650 $ 148,598 Adjustment for earnings allocated to non-vested restricted common stock (6,903) (4,496) (3,396) Net earnings for calculating EPS $ 239,875 $ 175,154 $ 145,202 Denominator: Weighted average shares outstanding 61,632 61,649 61,762 Adjustment for non-vested restricted common stock (1,724) (1,543) (1,411) Shares for calculating basic EPS 59,908 60,106 60,351 Effect of dilutive restricted common stock 20 24 82 Shares for calculating diluted EPS 59,928 60,130 60,433 Net earnings per share: Basic $ 4.00 $ 2.91 $ 2.41 Diluted $ 4.00 $ 2.91 $ 2.40 |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Assets measured at fair value | December 26, 2020 December 28, 2019 Quoted Prices with Quoted Prices with Prices in Other Prices with Prices in Other Prices with Active Observable Unobservable Active Observable Unobservable Markets Inputs Inputs Markets Inputs Inputs (in thousands) (Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Total Money market funds $ 19 $ 4,643 $ — $ 4,662 $ 162,626 $ 562 $ — $ 163,188 Fixed income funds 246 16,224 — 16,470 234 15,495 — 15,729 Equity securities 12,602 — — 12,602 9,734 — — 9,734 Alternative investments — — 2,040 2,040 — — 1,941 1,941 Mutual funds: Domestic stock funds 8,088 — — 8,088 3,308 — — 3,308 International stock funds 1,440 — — 1,440 1,741 — — 1,741 Target funds 114 — — 114 281 — — 281 Bond funds 147 — — 147 850 — — 850 Alternative funds 482 — — 482 1,747 — — 1,747 Total mutual funds 10,271 — — 10,271 7,927 — — 7,927 Total $ 23,138 $ 20,867 $ 2,040 $ 46,045 $ 180,521 $ 16,057 $ 1,941 $ 198,519 Assets at fair value $ 23,138 $ 20,867 $ 2,040 $ 46,045 $ 180,521 $ 16,057 $ 1,941 $ 198,519 |
Available for sale investment portfolio | December 26, 2020 December 28, 2019 Unrealized Unrealized Cost Gain/(Loss) Fair Value Cost Gain/(Loss) Fair Value Fixed Income $ 15,325 $ 1,145 $ 16,470 $ 15,376 $ 353 $ 15,729 Equity 9,787 2,815 12,602 7,958 1,776 9,734 Mutual Funds 8,235 1,430 9,665 6,568 284 6,852 Alternative Investments 1,904 136 2,040 1,811 130 1,941 Total $ 35,251 $ 5,526 $ 40,777 $ 31,713 $ 2,543 $ 34,256 |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Business Acquisitions Accounted for Using Purchase Method | We completed the following business combinations in fiscal 2020 and 2019, which were accounted for using the purchase method (in thousands). Net Company Acquisition Intangible Tangible Operating Name Date Purchase Price Assets Assets Segment November 10, 2020 $27,274 $ 17,894 $ 9,380 Construction Atlantic Prefab, Inc.; Exterior Designs, LLC; and Patriot Building Systems, LLC (these are affiliated companies through common former ownership) Based in Wilton, New Hampshire, Atlantic Prefab produces prefabricated steel wall panels and light gauge metal trusses. The company’s steel component and prefinished wall panel lines are new, value-added product additions for UFP Construction that help shorten project timelines. Exterior Designs is a leading installer of siding and exterior cladding such as fiber cement, ACM (aluminum composite material) panels, phenolic panels, and EIFS (exterior insulation and finish systems). The company is based in Londonderry, New Hampshire, and serves commercial and multi-family clients throughout the Northeast. Also based in Londonderry, Patriot Building Systems provides commercial and multi-family framing services in the Northeast and will focus on markets not currently served by companies of UFP Industries. The companies had combined annual sales of approximately $28 million. October 1, 2020 $7,936 $ 7,222 $ 714 Retail Fire Retardant Chemical Technologies, LLC (FRCT) Founded in 2014 and based in Matthews, North Carolina, FRCT’s business includes a research and development laboratory specializing in developing and testing a wide range of high-performance chemicals, including fire retardants and water repellants. The company had annual sales of approximately $6.4 million. September 30, 2020 $4,465 $ 4,607 $ (142) Other Enwrap Logistic & Packaging S.r.l. (Enwrap) Enwrap is a newly formed company dedicated to the logistics and packaging business of its predecessor, Job Service S.p.A. Headquartered in Milan, Italy, Enwrap provides high-value, mixed material industrial packaging and logistics services through eight locations in Italy. These locations generated annual sales of approximately $14 million. July 14, 2020 $19,136 $ 13,098 $ 6,038 Industrial T&R Lumber Company ("T&R") A manufacturer and distributor of a range of products used primarily by nurseries, including plastic growing containers, pots and trays; wooden stakes; trellises; tree boxes; shipping racks; and other nursery supplies based in Rancho Cucamonga, California. T&R had annual sales of approximately $31 million. The acquisition of T&R will allow us to leverage their expertise using our national manufacturing capacity to grow our agricultural product offerings and customer base across the country. March 13, 2020 $21,787 $ 19,098 $ 2,689 Construction Quest Design & Fabrication and Quest Architectural Millwork ("Quest") A designer, fabricator, and installer of premium millwork and case goods for a variety of commercial uses. Quest had annual sales of approximately $22 million. The acquisition of Quest expands our architectural millwork capabilities and expertise in our commercial construction business unit, and will allow us to use our national manufacturing capacity to grow and diversify our sales to this end market September 16, 2019 $12,422 $ 7,464 $ 4,958 Industrial Pallet USA, LLC ("Pallet USA") A manufacturer and recycler of wood pallet and crating products in the Midwest. Pallet USA had annual sales of approximately $18 million. The acquisition of Pallet USA allows us to expand our capacity to manufacture wood-based industrial packaging products and offer new services to customers in the Midwest. August 12, 2019 $17,809 $ 8,089 $ 9,720 Retail Northwest Painting, Inc. ("Northwest") A supplier of pre-painted building materials, including composite lap siding, soffit, panels and trim to the Western U.S. Northwest had annual sales of approximately $14 million. The acquisition of Northwest will expand our capacity to produce coated siding and trim for customers in the Northwest and Mountain West regions. May 1, 2019 $7,168 $ 6,180 $ 988 Industrial Wolverine Wood Products, Inc. ("Wolverine") A manufacturer of wood panel components for furniture, store fixtures and case goods manufacturers. Wolverine had annual sales of approximately million. The acquisition of Wolverine allows us to expand capacity to produce value-added wood components for customers in the Midwest. |
Acquired Intangible Assets | At December 26, 2020, the amounts assigned to major intangible classes for the business combinations mentioned above are as follows (in thousands): Non- Intangibles - Compete Customer Tax Agreements Relationships Tradename Goodwill Deductible Atlantic Prefab $ — $ 2,684 * $ — * $ 2,684 * $ 5,368 Exterior Designs — 4,294 * — * 4,294 * 8,588 Patriot Building Systems — 1,968 * — * 1,971 * 3,939 FRCT — 3,579 * — * 3,643 * 7,222 Enwrap — 3,582 * — * 4,441 * 8,023 T&R — 6,549 * — * 6,549 * 13,098 Quest — 9,145 * — * 9,953 * 19,098 Pallet USA — 1,409 1,909 4,146 7,464 Northwest — 4,500 1,000 2,790 8,290 Wolverine — 3,209 865 2,106 6,180 *(estimate) |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Schedule of Goodwill by Segment | The changes in the net carrying amount of goodwill by reporting segment for the years ended December 26, 2020 and December 28, 2019, are as follows (in thousands): Retail Industrial Construction All Other Corporate Total Balance as of December 29, 2018 $ 55,509 $ 78,646 $ 82,728 $ 7,234 $ — $ 224,117 2019 Acquisitions 2,589 6,250 — 8,839 2019 Purchase Accounting Adjustments (3,620) (3,620) Foreign Exchange, Net 183 17 — 200 Balance as of December 28, 2019 58,098 81,276 82,911 7,251 — 229,536 2020 Acquisitions 3,643 6,549 18,902 4,441 — 33,535 2020 Purchase Accounting Adjustments 202 2 — — — 204 2020 Impairments — — (11,485) — — (11,485) Foreign Exchange, Net — — 401 2 — 403 Balance as of December 26, 2020 $ 61,943 $ 87,827 $ 90,729 $ 11,694 $ — $ 252,193 |
Other Intangible Assets | The following amounts were included in other amortizable intangible assets, net as of December 26, 2020 and December 28, 2019 (in thousands): 2020 2019 Accumulated Accumulated Assets Amortization Net Value Assets Amortization Net Value Non-compete agreements $ 4,847 $ (2,728) $ 2,119 $ 5,092 $ (2,262) $ 2,830 Customer relationships 80,343 (17,021) 63,322 48,084 (10,079) 38,005 Licensing agreements 4,589 (4,589) — 4,589 (4,368) 221 Patents 965 (509) 456 914 (421) 493 Tradename 8,019 (2,123) 5,896 7,966 (1,202) 6,764 Software 505 (46) 459 — — — Total $ 99,268 $ (27,016) $ 72,252 $ 66,645 $ (18,332) $ 48,313 |
Estimated Useful Lives of Intangible Assets | Weighted Average Intangible Asset Type Estimated Useful Life Amortization Period Non-compete agreements 3 to 15 years 10.1 years Customer relationship 5 to 15 years 6.3 years Licensing agreements 10 years 10 years Tradename (amortizable) 3 to 15 years 11.5 years Software 3 to 5 years 3.7 years |
Expected Amortization Expense | Amortization expense of intangibles totaled $8.7 million, $6.3 million and $6.4 million in 2020, 2019 and 2018, respectively. The estimated amortization expense for intangibles for each of the five succeeding fiscal years is as follows (in thousands): 2021 $ 12,074 2022 11,759 2023 11,018 2024 10,795 2025 7,900 Thereafter 18,706 Total $ 72,252 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Long-term Debt and Capital Lease Obligations | Long-term debt obligations are summarized as follows on December 26, 2020 and December 28, 2019 (amounts in thousands): 2020 2019 Series 2020 Senior Notes E, due on August 10, 2032, interest payable semi-annually at 3.04% $ 50,000 $ — Series 2020 Senior Notes F, due on August 10, 2033, interest payable semi-annually at 3.08% 50,000 — Series 2020 Senior Notes G, due on August 10, 2035, interest payable semi-annually at 3.15% 50,000 — Series 2018 Senior Notes C, due on June 14, 2028, interest payable semi-annually at 4.20% 40,000 40,000 Series 2018 Senior Notes D, due on June 14, 2030, interest payable semi-annually at 4.27% 35,000 35,000 Series 2012 Senior Notes Tranche A, due on December 17, 2022, interest payable semi-annually at 3.89% 35,000 35,000 Series 2012 Senior Notes Tranche B, due on December 17, 2024, interest payable semi-annually at 3.98% 40,000 40,000 Revolving credit facility totaling $375 million due on November 1, 2023, interest payable monthly at a floating rate (2.54% on December 28, 2019) — — Foreign subsidiary borrowings under revolving credit facility, due on November 1, 2023, interest payable monthly at a floating rate (1.125% on December 26, 2020 and 1.88% on December 28, 2019) 4,715 3,976 Series 1999 Industrial Development Revenue Bonds, due on August 1, 2029, interest payable monthly at a floating rate (0.20% on December 26, 2020 and 1.14% on December 28, 2019) 3,300 3,300 Series 2000 Industrial Development Revenue Bonds, due on October 1, 2020, interest payable monthly at a floating rate (1.57% on December 28, 2019) — 2,700 Series 2002 Industrial Development Revenue Bonds, due on December 1, 2022, interest payable monthly at a floating rate (0.22% on December 26, 2020 and 1.79% on December 28, 2019) 3,700 3,700 Finance leases and foreign affiliate debt 138 174 311,853 163,850 Less current portion (100) (2,816) Less debt issuance costs (146) (167) Long-term portion $ 311,607 $ 160,867 |
Principal Maturities of Long-term Debt and Capital Lease Obligations | On December 26, 2020, the principal maturities of long-term debt and finance lease obligations are as follows (in thousands): 2021 $ 100 2022 38,738 2023 4,715 2024 40,000 2025 — Thereafter 228,300 Total $ 311,853 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Schedule of lease costs | Lease costs under non-cancelable operating leases on December 26, 2020 and December 28, 2019 are as follows (in thousands): 2020 2019 Operating lease cost $ 21,594 $ 20,771 Short-term lease cost 2,863 110 Variable lease cost 3,985 1,484 Sublease income (1,013) (676) Total lease cost $ 27,429 $ 21,689 |
Future Minimum Lease Payments | Future minimum payments under non-cancelable operating leases on December 26, 2020 are as follows (in thousands): Operating Leases 2021 $ 18,671 2022 15,219 2023 12,126 2024 9,594 2025 8,102 Thereafter 25,961 Total minimum lease payments $ 89,673 Less present value discount (11,615) Total lease liability $ 78,058 |
COMMON STOCK (Tables)
COMMON STOCK (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Schedule of common stock issuances | (in thousands, except per share data) December 26, 2020 Share Issuance Activity Common Stock Average Share Price Shares issued under the employee stock purchase plan 35 $ 46.71 Shares issued under the employee stock gift program 3 48.10 Shares issued under the director retainer stock program 46 25.31 Shares issued under the bonus plan 271 47.52 Shares issued under the executive stock match grants plan 79 47.60 Forfeitures (9) Total shares issued under stock grant programs 390 $ 44.96 Shares issued under the deferred compensation plans 128 $ 53.79 (in thousands, except per share data) December 28, 2019 Share Issuance Activity Common Stock Average Share Price Shares issued under the employee stock purchase plan 34 $ 32.47 Shares issued under the employee stock gift program 4 35.68 Shares issued under the director retainer stock program 5 38.44 Shares issued under the bonus plan 211 30.83 Shares issued under the executive stock match grants plan 109 31.57 Forfeitures (19) Total shares issued under stock grant programs 310 $ 31.25 Shares issued under the deferred compensation plans 181 $ 34.31 |
Nonvested Restricted Shares Activity | A summary of the nonvested restricted stock awards granted under the LTSIP is as follows: Weighted- Unrecognized Average Weighted- Compensation Period to Restricted Average Grant Expense Recognize Awards Date Fair Value (in millions) Expense Nonvested at December 30, 2017 1,033,626 24.24 7.1 1.31 years Granted 247,068 36.52 Vested (107,865) 18.11 Forfeited (12,750) 24.19 Nonvested at December 29, 2018 1,160,079 23.32 7.6 1.12 years Granted 318,496 32.60 Vested (224,894) 23.42 Forfeited (50,786) 24.18 Nonvested at December 28, 2019 1,202,895 29.68 7.9 0.86 years Granted 348,016 47.60 Vested (177,790) 22.69 Forfeited (9,327) 33.46 Nonvested at December 26, 2020 1,363,794 $ 35.14 $ 6.3 0.62 years |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Components of Income Tax Expense (Benefit) | Income tax provisions for the years ended December 26, 2020, December 28, 2019, and December 29, 2018 are summarized as follows (in thousands): 2020 2019 2018 Currently Payable: Federal $ 59,055 $ 35,267 $ 31,492 State and local 16,709 10,071 7,544 Foreign 8,601 5,834 5,527 84,365 51,172 44,563 Net Deferred: Federal 2,292 6,895 2,965 State and local (1,518) 805 (522) Foreign 1,962 (602) (1,565) 2,736 7,098 878 Total income tax expense $ 87,101 $ 58,270 $ 45,441 |
Components of Earnings Before Income Taxes | 2020 2019 2018 U.S. $ 308,167 $ 220,532 $ 180,261 Foreign 32,816 20,142 17,592 Total $ 340,983 $ 240,674 $ 197,853 |
Effective Income Tax Rate Reconciliation | 2020 2019 2018 Statutory federal income tax rate 21.0 % 21.0 % 21.0 % State and local taxes (net of federal benefits) 3.4 3.9 3.8 Effect of noncontrolling owned interest in earnings of partnerships n/a (0.1) (0.1) Tax credits, including foreign tax credit (0.9) (1.3) (1.6) Change in uncertain tax positions reserve (0.1) (0.1) 0.1 Other permanent differences 0.6 0.5 0.6 Other, net 1.5 0.3 (0.7) Impact of Tax Act and reduction of corporate tax rate n/a n/a (0.1) Effective income tax rate 25.5 % 24.2 % 23.0 % |
Components of Deferred Tax Assets and Liabilities | Temporary differences which give rise to deferred income tax assets and (liabilities) on December 26, 2020 and December 28, 2019 are as follows (in thousands): 2020 2019 Employee benefits $ 23,236 $ 22,420 Lease liability 19,376 20,255 Net operating loss carryforwards 6,463 6,411 Foreign subsidiary capital loss carryforward 527 519 Other tax credits 391 620 Inventory 1,633 993 Reserves on receivables 1,630 1,266 Accrued expenses 3,071 2,318 Other, net 8,483 3,159 Gross deferred income tax assets 64,810 57,961 Valuation allowance (4,044) (2,447) Deferred income tax assets 60,766 55,514 Depreciation (41,403) (34,001) Intangibles (22,840) (21,375) Right of use assets (19,376) (20,255) Deferred income tax liabilities (83,619) (75,631) Net deferred income tax liability $ (22,853) $ (20,117) |
Schedule of NOL and credit carryforwards | Net Operating Losses Tax Credits U.S. State Foreign U.S. State 2021 - 2025 $ — $ 86 $ 535 $ — $ 391 2026 - 2030 — 454 1,271 — — 2031 - 2035 — 961 79 — — 2036 - 2040 1,405 1,048 92 — — Thereafter — — 532 — — Total $ 1,405 $ 2,549 $ 2,509 $ — $ 391 |
ACCOUNTING FOR UNCERTAINTY IN_2
ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): 2020 2019 2018 Gross unrecognized tax benefits beginning of year $ 4,166 $ 4,378 $ 4,000 Increase in tax positions for prior years (82) (129) (366) Increase in tax positions for current year 730 768 1,326 Lapse in statute of limitations (922) (851) (582) Gross unrecognized tax benefits end of year $ 3,892 $ 4,166 $ 4,378 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Segment Reporting | 2020 All Retail Industrial Construction Other Corporate Total Net sales to outside customers $ 2,167,122 $ 1,072,117 $ 1,695,684 $ 217,094 $ 1,981 $ 5,153,998 Intersegment net sales 142,839 45,217 68,294 283,689 (540,039) — Interest expense (income) 2 22 — 90 9,197 9,311 Amortization expense 1,482 4,159 2,152 877 46 8,716 Depreciation expense 11,675 15,163 12,123 1,619 23,384 63,964 Segment earnings before income taxes 155,364 83,430 69,092 38,333 (5,236) 340,983 Segment assets 510,464 416,487 510,972 196,856 770,112 2,404,891 Capital expenditures 16,277 21,141 16,902 2,258 32,604 89,182 2019 All Retail Industrial Construction Other Corporate Total Net sales to outside customers $ 1,498,710 $ 1,085,635 $ 1,637,156 $ 193,785 $ 723 $ 4,416,009 Intersegment net sales 135,705 45,010 56,116 200,426 (437,257) — Interest expense — 108 16 97 8,479 8,700 Amortization expense 1,380 3,034 1,164 747 — 6,325 Depreciation expense 11,041 14,340 11,465 1,532 22,116 60,494 Segment earnings before income taxes 61,708 82,913 82,407 22,025 (8,379) 240,674 Segment assets 402,221 377,329 522,638 136,990 450,299 1,889,477 Capital expenditures 15,502 20,134 16,097 2,150 31,050 84,933 Note: Allocations of corporate expenses in 2019 were modified to align with the methodology used to allocate corporate expenses in the current year. 2018 All Retail Industrial Construction Other Corporate Total Net sales to outside customers $ 1,512,477 $ 1,050,945 $ 1,705,016 $ 219,920 $ 822 $ 4,489,180 Intersegment net sales 125,310 39,806 50,465 226,053 (441,634) — Interest expense 1 191 202 225 8,274 8,893 Amortization expense 1,038 3,055 1,443 857 — 6,393 Depreciation expense 10,029 13,026 10,414 1,391 20,089 54,949 Segment earnings before income taxes 52,211 59,403 71,234 18,031 (3,026) 197,853 Segment assets 401,012 370,386 512,670 143,614 219,866 1,647,548 Capital expenditures 17,497 22,724 18,168 2,427 35,046 95,862 |
Information Regarding Principal Geographic Areas | Information regarding principal geographic areas was as follows (in thousands): 2020 2019 2018 Long-Lived Long-Lived Long-Lived Tangible Tangible Tangible Net Sales Assets Net Sales Assets Net Sales Assets United States $ 5,022,014 $ 478,325 $ 4,308,618 $ 469,605 $ 4,382,356 $ 342,326 Foreign 131,984 36,380 107,391 36,878 106,824 34,312 Total $ 5,153,998 $ 514,705 $ 4,416,009 $ 506,483 $ 4,489,180 $ 376,638 |
Gross Sales by Major Product Classification | The following table presents, for the periods indicated, our disaggregated net sales (in thousands) by business unit for each segment and our percentage of value-added and commodity-based sales to total net sales by segment. Year Ended December 26, December 28, December 29, 2020 2019 2018 Retail Deckorators $ 219,930 $ 185,221 $ 136,517 Prowood 1,215,201 786,720 845,994 Outdoor Essentials 299,684 227,767 227,799 UFP Edge 114,987 95,608 85,176 Dimensions 88,351 52,553 57,403 E-Commerce 3,716 1,688 1,210 Other 225,253 149,153 158,378 Total Retail $ 2,167,122 $ 1,498,710 $ 1,512,477 Industrial North Industrial $ 385,132 $ 376,515 $ 351,345 Southeast Industrial 229,316 255,419 238,667 Southwest Industrial 238,643 241,774 237,671 West Industrial 206,022 197,686 209,049 Protective Packaging 13,004 14,241 14,213 Total Industrial $ 1,072,117 $ 1,085,635 $ 1,050,945 Construction Factory Built $ 597,017 $ 479,927 $ 561,137 Site Built 725,899 708,767 713,729 Commercial 221,988 290,785 269,706 Concrete Forming 150,780 157,677 160,444 Total Construction $ 1,695,684 $ 1,637,156 $ 1,705,016 All Other $ 217,094 $ 193,785 $ 219,920 Corporate $ 1,981 $ 723 $ 822 Total Net Sales $ 5,153,998 $ 4,416,009 $ 4,489,180 Value-Added Retail 53.8% 57.8% 54.0% Industrial 64.7% 66.2% 60.5% Construction 76.3% 81.4% 76.5% All Other and Corporate 75.6% 75.8% 65.9% Total 64.3% 69.3% 64.6% Commodity-Based Retail 46.2% 42.2% 46.0% Industrial 35.3% 33.8% 39.5% Construction 23.7% 18.6% 23.5% All Other and Corporate 24.4% 24.2% 34.1% Total 35.7% 30.7% 35.4% |
QUARTERLY FINANCIAL INFORMATI_2
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Quarterly Financial Information | The following table sets forth selected financial information for all of the quarters, consisting of 13 weeks during the years ended December 26, 2020 and December 28, 2019, respectively, (in thousands, except per share data): First Second Third Fourth 2020 2019 2020 2019 2020 2019 2020 2019 Net sales $ 1,032,062 $ 1,015,125 $ 1,242,001 $ 1,239,817 $ 1,486,227 $ 1,163,026 $ 1,393,708 $ 998,041 Gross profit 167,236 154,267 204,931 186,726 241,074 187,270 187,055 157,255 Net earnings 40,570 36,002 69,694 55,145 78,861 52,581 64,757 38,676 Net earnings attributable to controlling interest 40,159 35,540 66,463 54,515 77,204 51,859 62,952 37,736 Basic earnings per share 0.65 0.58 1.08 0.88 1.25 0.84 1.02 0.61 Diluted earnings per share 0.65 0.58 1.08 0.88 1.25 0.84 1.02 0.61 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 26, 2020USD ($)itemcontract | Dec. 26, 2020USD ($)itemcontractshares | Dec. 28, 2019USD ($)shares | Dec. 29, 2018shares | |
Summary of significant accounting policies | ||||
Number of markets | item | 3 | 3 | ||
Options to purchase shares excluded from computation of EPS (in shares) | shares | 0 | 0 | 0 | |
Requisite ownership to consolidate (in hundredths) (or more) | 50.00% | 50.00% | ||
Length of fiscal year | 364 days | 364 days | 364 days | |
Restricted investments | $ 17,600 | $ 17,600 | ||
Accounts receivable retainage | 8,700 | $ 8,700 | $ 7,400 | |
Accounts receivable retainage, collection period | 18 months | |||
Concentration of accounts receivable related to largest customer | 77,500 | $ 77,500 | 42,800 | |
Inventory on consignment | $ 20,800 | $ 20,800 | 20,200 | |
Number of insurance contracts with third party by Ardellis | contract | 45 | 45 | ||
Reserve associated with contracts to third party by Ardellis | $ 4,500 | $ 4,500 | 5,700 | |
Goodwill | ||||
Goodwill impairment | 11,485 | |||
New accounting pronouncement | ||||
Retained earnings | 1,182,680 | 1,182,680 | 995,022 | |
Right-of-use assets | 77,245 | 77,245 | $ 80,167 | |
Operating lease liability | 78,058 | $ 78,058 | ||
Construction | Commercial | ||||
Goodwill | ||||
Goodwill impairment | $ 11,500 | |||
Minimum | ||||
Summary of significant accounting policies | ||||
Length of fiscal year | 364 days | |||
Maximum | ||||
Summary of significant accounting policies | ||||
Length of fiscal year | 371 days |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Accounts Receivable Allowances (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Beginning Balance | $ 4,440 | $ 2,601 | $ 2,424 |
Additions Charged to Costs and Expenses | 48,954 | 39,481 | 38,963 |
Deductions | (48,765) | (37,642) | (38,786) |
Ending Balance | $ 4,629 | $ 4,440 | $ 2,601 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Estimated Useful Lives of Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 26, 2020 | Dec. 28, 2019 | |
Property, Plant and Equipment | ||
Property, plant and equipment | $ 974,497 | $ 884,963 |
Accumulated amortization | $ 557,335 | 497,789 |
Land Improvements | Minimum | ||
Property, Plant and Equipment | ||
Property, plant and equipment, useful life | 5 years | |
Land Improvements | Maximum | ||
Property, Plant and Equipment | ||
Property, plant and equipment, useful life | 15 years | |
Building and Improvements | Minimum | ||
Property, Plant and Equipment | ||
Property, plant and equipment, useful life | 10 years | |
Building and Improvements | Maximum | ||
Property, Plant and Equipment | ||
Property, plant and equipment, useful life | 32 years | |
Machinery, Equipment and Office Furniture | Minimum | ||
Property, Plant and Equipment | ||
Property, plant and equipment, useful life | 2 years | |
Machinery, Equipment and Office Furniture | Maximum | ||
Property, Plant and Equipment | ||
Property, plant and equipment, useful life | 20 years | |
Software costs | ||
Property, Plant and Equipment | ||
Property, plant and equipment | $ 5,500 | 6,100 |
Accumulated amortization | $ 4,900 | $ 5,200 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 26, 2020USD ($) | Sep. 26, 2020USD ($) | Jun. 27, 2020USD ($) | Mar. 28, 2020USD ($) | Dec. 28, 2019USD ($) | Sep. 28, 2019USD ($) | Jun. 29, 2019USD ($) | Mar. 30, 2019USD ($) | Dec. 26, 2020USD ($)segment | Dec. 28, 2019USD ($) | Dec. 29, 2018USD ($) | |
Revenue Recognition | |||||||||||
Retained earnings | $ 1,182,680 | $ 995,022 | $ 1,182,680 | $ 995,022 | |||||||
Number of primary segments the Company operates | segment | 3 | ||||||||||
Net sales | $ 1,393,708 | $ 1,486,227 | $ 1,242,001 | $ 1,032,062 | $ 998,041 | $ 1,163,026 | $ 1,239,817 | $ 1,015,125 | $ 5,153,998 | 4,416,009 | $ 4,489,180 |
Change % | 16.70% | ||||||||||
FOB Shipping Point Revenue | |||||||||||
Revenue Recognition | |||||||||||
Net sales | $ 5,025,895 | 4,272,583 | |||||||||
Change % | 17.60% | ||||||||||
Construction Contract Revenue | |||||||||||
Revenue Recognition | |||||||||||
Net sales | $ 128,103 | $ 143,426 | |||||||||
Change % | (10.70%) | ||||||||||
Minimum | |||||||||||
Revenue Recognition | |||||||||||
Number of months to complete contract projects | 6 months | 6 months | |||||||||
Maximum | |||||||||||
Revenue Recognition | |||||||||||
Number of months to complete contract projects | 18 months | 18 months |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Percentage of Completion Account Balances (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Cost and Earnings in Excess of Billings | $ 4,169 | $ 4,690 |
Billings in Excess of Cost and Earnings | $ 11,530 | $ 6,622 |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Computation of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Numerator: | |||||||||||
Net earnings attributable to controlling interest | $ 62,952 | $ 77,204 | $ 66,463 | $ 40,159 | $ 37,736 | $ 51,859 | $ 54,515 | $ 35,540 | $ 246,778 | $ 179,650 | $ 148,598 |
Adjustment for earnings allocated to non-vested restricted common stock | (6,903) | (4,496) | (3,396) | ||||||||
Net earnings for calculating EPS | $ 239,875 | $ 175,154 | $ 145,202 | ||||||||
Denominator: | |||||||||||
Weighted average shares outstanding (in shares) | 61,632 | 61,649 | 61,762 | ||||||||
Adjustment for non-vested restricted common stock (in shares) | (1,724) | (1,543) | (1,411) | ||||||||
Shares for calculating basic EPS (in shares) | 59,908 | 60,106 | 60,351 | ||||||||
Effect of dilutive restricted common stock (in shares) | 20 | 24 | 82 | ||||||||
Shares for calculating diluted EPS (in shares) | 59,928 | 60,130 | 60,433 | ||||||||
Net earnings per share | |||||||||||
Basic (USD per share) | $ 1.02 | $ 1.25 | $ 1.08 | $ 0.65 | $ 0.61 | $ 0.84 | $ 0.88 | $ 0.58 | $ 4 | $ 2.91 | $ 2.41 |
Diluted (USD per share) | $ 1.02 | $ 1.25 | $ 1.08 | $ 0.65 | $ 0.61 | $ 0.84 | $ 0.88 | $ 0.58 | $ 4 | $ 2.91 | $ 2.40 |
FAIR VALUE - Asset Measured at
FAIR VALUE - Asset Measured at Fair Value (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Money market funds | Cash and Cash Equivalents | ||
Fair Value | ||
Investments at fair value | $ 100 | |
Money market funds | Restricted Investments | ||
Fair Value | ||
Investments at fair value | 4,600 | |
Fixed Income | Restricted Investments | ||
Fair Value | ||
Investments at fair value | 16,500 | |
Mutual funds, equity and alternative investments | Investments | ||
Fair Value | ||
Investments at fair value | 24,200 | |
Money market and mutual funds | Other Assets | ||
Fair Value | ||
Investments at fair value | 600 | |
Ardellis Insurance Ltd. | ||
Fair Value | ||
Total Fair Value | 40,777 | $ 34,256 |
Estimate of Fair Value Measurement | Recurring | ||
Fair Value | ||
Investments at fair value | 46,045 | 198,519 |
Assets at fair value | 46,045 | 198,519 |
Estimate of Fair Value Measurement | Recurring | Money market funds | ||
Fair Value | ||
Investments at fair value | 4,662 | 163,188 |
Estimate of Fair Value Measurement | Recurring | Fixed Income | ||
Fair Value | ||
Investments at fair value | 16,470 | 15,729 |
Estimate of Fair Value Measurement | Recurring | Equity | ||
Fair Value | ||
Investments at fair value | 12,602 | 9,734 |
Estimate of Fair Value Measurement | Recurring | Alternative Investments | ||
Fair Value | ||
Investments at fair value | 2,040 | 1,941 |
Estimate of Fair Value Measurement | Recurring | Mutual Fund | ||
Fair Value | ||
Investments at fair value | 10,271 | 7,927 |
Estimate of Fair Value Measurement | Recurring | Domestic stock | ||
Fair Value | ||
Investments at fair value | 8,088 | 3,308 |
Estimate of Fair Value Measurement | Recurring | International stock funds | ||
Fair Value | ||
Investments at fair value | 1,440 | 1,741 |
Estimate of Fair Value Measurement | Recurring | Target funds | ||
Fair Value | ||
Investments at fair value | 114 | 281 |
Estimate of Fair Value Measurement | Recurring | Bond funds | ||
Fair Value | ||
Investments at fair value | 147 | 850 |
Estimate of Fair Value Measurement | Recurring | Alternative funds | ||
Fair Value | ||
Investments at fair value | 482 | 1,747 |
Estimate of Fair Value Measurement | Recurring | Quoted Prices in Active Markets (Level 1) | ||
Fair Value | ||
Investments at fair value | 23,138 | 180,521 |
Assets at fair value | 23,138 | 180,521 |
Estimate of Fair Value Measurement | Recurring | Quoted Prices in Active Markets (Level 1) | Money market funds | ||
Fair Value | ||
Investments at fair value | 19 | 162,626 |
Estimate of Fair Value Measurement | Recurring | Quoted Prices in Active Markets (Level 1) | Fixed Income | ||
Fair Value | ||
Investments at fair value | 246 | 234 |
Estimate of Fair Value Measurement | Recurring | Quoted Prices in Active Markets (Level 1) | Equity | ||
Fair Value | ||
Investments at fair value | 12,602 | 9,734 |
Estimate of Fair Value Measurement | Recurring | Quoted Prices in Active Markets (Level 1) | Mutual Fund | ||
Fair Value | ||
Investments at fair value | 10,271 | 7,927 |
Estimate of Fair Value Measurement | Recurring | Quoted Prices in Active Markets (Level 1) | Domestic stock | ||
Fair Value | ||
Investments at fair value | 8,088 | 3,308 |
Estimate of Fair Value Measurement | Recurring | Quoted Prices in Active Markets (Level 1) | International stock funds | ||
Fair Value | ||
Investments at fair value | 1,440 | 1,741 |
Estimate of Fair Value Measurement | Recurring | Quoted Prices in Active Markets (Level 1) | Target funds | ||
Fair Value | ||
Investments at fair value | 114 | 281 |
Estimate of Fair Value Measurement | Recurring | Quoted Prices in Active Markets (Level 1) | Bond funds | ||
Fair Value | ||
Investments at fair value | 147 | 850 |
Estimate of Fair Value Measurement | Recurring | Quoted Prices in Active Markets (Level 1) | Alternative funds | ||
Fair Value | ||
Investments at fair value | 482 | 1,747 |
Estimate of Fair Value Measurement | Recurring | Prices with Other Observable Inputs (Level 2) | ||
Fair Value | ||
Investments at fair value | 20,867 | 16,057 |
Assets at fair value | 20,867 | 16,057 |
Estimate of Fair Value Measurement | Recurring | Prices with Other Observable Inputs (Level 2) | Money market funds | ||
Fair Value | ||
Investments at fair value | 4,643 | 562 |
Estimate of Fair Value Measurement | Recurring | Prices with Other Observable Inputs (Level 2) | Fixed Income | ||
Fair Value | ||
Investments at fair value | 16,224 | 15,495 |
Estimate of Fair Value Measurement | Recurring | Prices with Unobservable Inputs (Level 3) | ||
Fair Value | ||
Investments at fair value | 2,040 | 1,941 |
Assets at fair value | 2,040 | 1,941 |
Estimate of Fair Value Measurement | Recurring | Prices with Unobservable Inputs (Level 3) | Alternative Investments | ||
Fair Value | ||
Investments at fair value | $ 2,040 | $ 1,941 |
FAIR VALUE - Available for Sale
FAIR VALUE - Available for Sale Investment Portfolio (Details) - Ardellis Insurance Ltd. - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Available-for-sale securities | ||
Total Securities Cost | $ 35,251 | $ 31,713 |
Unrealized Gain (Loss) | 5,526 | 2,543 |
Total Fair Value | 40,777 | 34,256 |
Fixed Income | ||
Available-for-sale securities | ||
Debt Securities Cost | 15,325 | 15,376 |
Debt Securities Unrealized Gain/(Loss) | 1,145 | 353 |
Debt Securities Fair Value | 16,470 | 15,729 |
Equity | ||
Available-for-sale securities | ||
Equity Securities Cost | 9,787 | 7,958 |
Equity Securities Unrealized Gain/(Loss) | 2,815 | 1,776 |
Equity Securities Fair Value | 12,602 | 9,734 |
Mutual Fund | ||
Available-for-sale securities | ||
Debt Securities Cost | 8,235 | 6,568 |
Debt Securities Unrealized Gain/(Loss) | 1,430 | 284 |
Debt Securities Fair Value | 9,665 | 6,852 |
Alternative Investments | ||
Available-for-sale securities | ||
Debt Securities Cost | 1,904 | 1,811 |
Debt Securities Unrealized Gain/(Loss) | 136 | 130 |
Debt Securities Fair Value | $ 2,040 | $ 1,941 |
BUSINESS COMBINATIONS (Details)
BUSINESS COMBINATIONS (Details) - USD ($) $ in Thousands | Nov. 10, 2020 | Oct. 01, 2020 | Sep. 30, 2020 | Jul. 14, 2020 | Mar. 13, 2020 | Sep. 16, 2019 | Aug. 12, 2019 | May 01, 2019 | Dec. 26, 2020 |
Business Acquisition | |||||||||
Aggregate acquisitions' net sales | $ 37,000 | ||||||||
Aggregate acquisitions' operating profit | $ 2,400 | ||||||||
Atlantic Prefab, Inc., Exterior Designs, LLC and Patriot Building Systems, LLC | Construction | |||||||||
Business Acquisition | |||||||||
Purchase Price | $ 27,274 | ||||||||
Percentage of assets purchased (as a percent) | 100.00% | ||||||||
Intangible Assets | $ 17,894 | ||||||||
Net Tangible Assets | 9,380 | ||||||||
Acquired entity, prior year sales | $ 28,000 | ||||||||
FRCT | Retail | |||||||||
Business Acquisition | |||||||||
Purchase Price | $ 7,936 | ||||||||
Percentage of assets purchased (as a percent) | 100.00% | ||||||||
Intangible Assets | $ 7,222 | ||||||||
Net Tangible Assets | 714 | ||||||||
Acquired entity, prior year sales | $ 6,400 | ||||||||
Enwrap | All Other | |||||||||
Business Acquisition | |||||||||
Purchase Price | $ 4,465 | ||||||||
Percentage of assets purchased (as a percent) | 100.00% | ||||||||
Intangible Assets | $ 4,607 | ||||||||
Net Tangible Assets | (142) | ||||||||
Acquired entity, prior year sales | $ 14,000 | ||||||||
T&R Lumber Company | Industrial | |||||||||
Business Acquisition | |||||||||
Purchase Price | $ 19,136 | ||||||||
Percentage of assets purchased (as a percent) | 100.00% | ||||||||
Intangible Assets | $ 13,098 | ||||||||
Net Tangible Assets | 6,038 | ||||||||
Acquired entity, prior year sales | $ 31,000 | ||||||||
Quest Design | Construction | |||||||||
Business Acquisition | |||||||||
Purchase Price | $ 21,787 | ||||||||
Percentage of assets purchased (as a percent) | 100.00% | ||||||||
Intangible Assets | $ 19,098 | ||||||||
Net Tangible Assets | 2,689 | ||||||||
Acquired entity, prior year sales | $ 22,000 | ||||||||
Pallet USA | Industrial | |||||||||
Business Acquisition | |||||||||
Purchase Price | $ 12,422 | ||||||||
Percentage of assets purchased (as a percent) | 100.00% | ||||||||
Intangible Assets | $ 7,464 | ||||||||
Net Tangible Assets | 4,958 | ||||||||
Acquired entity, prior year sales | $ 18,000 | ||||||||
Northwest | Retail | |||||||||
Business Acquisition | |||||||||
Purchase Price | $ 17,809 | ||||||||
Percentage of assets purchased (as a percent) | 100.00% | ||||||||
Intangible Assets | $ 8,089 | ||||||||
Net Tangible Assets | 9,720 | ||||||||
Acquired entity, prior year sales | $ 14,000 | ||||||||
Wolverine | Industrial | |||||||||
Business Acquisition | |||||||||
Purchase Price | $ 7,168 | ||||||||
Percentage of assets purchased (as a percent) | 100.00% | ||||||||
Intangible Assets | $ 6,180 | ||||||||
Net Tangible Assets | 988 | ||||||||
Acquired entity, prior year sales | $ 5,000 |
BUSINESS COMBINATIONS - Acquire
BUSINESS COMBINATIONS - Acquired Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 |
Business Acquisition | |||
GOODWILL | $ 252,193 | $ 229,536 | $ 224,117 |
Atlantic Prefab | |||
Business Acquisition | |||
GOODWILL | 2,684 | ||
Goodwill - Tax Deductible | 5,368 | ||
Exterior Designs | |||
Business Acquisition | |||
GOODWILL | 4,294 | ||
Goodwill - Tax Deductible | 8,588 | ||
Patriot Building Systems | |||
Business Acquisition | |||
GOODWILL | 1,971 | ||
Goodwill - Tax Deductible | 3,939 | ||
FRCT | |||
Business Acquisition | |||
GOODWILL | 3,643 | ||
Goodwill - Tax Deductible | 7,222 | ||
Enwrap | |||
Business Acquisition | |||
GOODWILL | 4,441 | ||
Goodwill - Tax Deductible | 8,023 | ||
T&R Lumber Company | |||
Business Acquisition | |||
GOODWILL | 6,549 | ||
Goodwill - Tax Deductible | 13,098 | ||
Quest Design | |||
Business Acquisition | |||
GOODWILL | 9,953 | ||
Goodwill - Tax Deductible | 19,098 | ||
Pallet USA | |||
Business Acquisition | |||
GOODWILL | 4,146 | ||
Goodwill - Tax Deductible | 7,464 | ||
Northwest | |||
Business Acquisition | |||
GOODWILL | 2,790 | ||
Goodwill - Tax Deductible | 8,290 | ||
Wolverine | |||
Business Acquisition | |||
GOODWILL | 2,106 | ||
Goodwill - Tax Deductible | 6,180 | ||
Customer relationships | Atlantic Prefab | |||
Business Acquisition | |||
Intangible assets other than goodwill | 2,684 | ||
Customer relationships | Exterior Designs | |||
Business Acquisition | |||
Intangible assets other than goodwill | 4,294 | ||
Customer relationships | Patriot Building Systems | |||
Business Acquisition | |||
Intangible assets other than goodwill | 1,968 | ||
Customer relationships | FRCT | |||
Business Acquisition | |||
Intangible assets other than goodwill | 3,579 | ||
Customer relationships | Enwrap | |||
Business Acquisition | |||
Intangible assets other than goodwill | 3,582 | ||
Customer relationships | T&R Lumber Company | |||
Business Acquisition | |||
Intangible assets other than goodwill | 6,549 | ||
Customer relationships | Quest Design | |||
Business Acquisition | |||
Intangible assets other than goodwill | 9,145 | ||
Customer relationships | Pallet USA | |||
Business Acquisition | |||
Intangible assets other than goodwill | 1,409 | ||
Customer relationships | Northwest | |||
Business Acquisition | |||
Intangible assets other than goodwill | 4,500 | ||
Customer relationships | Wolverine | |||
Business Acquisition | |||
Intangible assets other than goodwill | 3,209 | ||
Tradename | Pallet USA | |||
Business Acquisition | |||
Intangible assets other than goodwill | 1,909 | ||
Tradename | Northwest | |||
Business Acquisition | |||
Intangible assets other than goodwill | 1,000 | ||
Tradename | Wolverine | |||
Business Acquisition | |||
Intangible assets other than goodwill | $ 865 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Goodwill impairment | $ 11,485 | ||
Indefinite-lived intangible assets | 7,401 | $ 7,354 | |
Amortization of intangibles | $ 8,716 | $ 6,325 | $ 6,393 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill by Reporting Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 26, 2020 | Dec. 26, 2020 | Dec. 28, 2019 | |
Goodwill | |||
Goodwill, Beginning Balance | $ 229,536 | $ 224,117 | |
Acquisitions | 33,535 | 8,839 | |
Purchase Accounting Adjustments | 204 | (3,620) | |
Impairments | (11,485) | ||
Foreign Exchange, Net | 403 | 200 | |
Goodwill, Ending Balance | $ 252,193 | 252,193 | 229,536 |
Retail | |||
Goodwill | |||
Goodwill, Beginning Balance | 58,098 | 55,509 | |
Acquisitions | 3,643 | 2,589 | |
Purchase Accounting Adjustments | 202 | ||
Goodwill, Ending Balance | 61,943 | 61,943 | 58,098 |
Industrial | |||
Goodwill | |||
Goodwill, Beginning Balance | 81,276 | 78,646 | |
Acquisitions | 6,250 | ||
Acquisitions | 6,549 | ||
Purchase Accounting Adjustments | 2 | (3,620) | |
Goodwill, Ending Balance | 87,827 | 87,827 | 81,276 |
Construction | |||
Goodwill | |||
Goodwill, Beginning Balance | 82,911 | 82,728 | |
Acquisitions | 18,902 | ||
Impairments | (11,485) | ||
Foreign Exchange, Net | 401 | 183 | |
Goodwill, Ending Balance | 90,729 | 90,729 | 82,911 |
Construction | Commercial | |||
Goodwill | |||
Impairments | (11,500) | ||
All Other | |||
Goodwill | |||
Goodwill, Beginning Balance | 7,251 | 7,234 | |
Acquisitions | 4,441 | ||
Foreign Exchange, Net | 2 | 17 | |
Goodwill, Ending Balance | $ 11,694 | $ 11,694 | $ 7,251 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Included in Other Amortizable Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Finite-Lived Intangible Assets | ||
Assets | $ 99,268 | $ 66,645 |
Accumulated Amortization | (27,016) | (18,332) |
Net Value | 72,252 | 48,313 |
Non-compete agreements | ||
Finite-Lived Intangible Assets | ||
Assets | 4,847 | 5,092 |
Accumulated Amortization | (2,728) | (2,262) |
Net Value | 2,119 | 2,830 |
Customer relationships | ||
Finite-Lived Intangible Assets | ||
Assets | 80,343 | 48,084 |
Accumulated Amortization | (17,021) | (10,079) |
Net Value | 63,322 | 38,005 |
Licensing agreements | ||
Finite-Lived Intangible Assets | ||
Assets | 4,589 | 4,589 |
Accumulated Amortization | (4,589) | (4,368) |
Net Value | 221 | |
Patents | ||
Finite-Lived Intangible Assets | ||
Assets | 965 | 914 |
Accumulated Amortization | (509) | (421) |
Net Value | 456 | 493 |
Tradename | ||
Finite-Lived Intangible Assets | ||
Assets | 8,019 | 7,966 |
Accumulated Amortization | (2,123) | (1,202) |
Net Value | 5,896 | $ 6,764 |
Software | ||
Finite-Lived Intangible Assets | ||
Assets | 505 | |
Accumulated Amortization | (46) | |
Net Value | $ 459 |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Useful Lives of Intangible Assets (Details) | 12 Months Ended |
Dec. 26, 2020 | |
Non-compete agreements | |
Acquired Finite-Lived Intangible Assets | |
Weighted average amortization period | 10 years 1 month 6 days |
Customer relationships | |
Acquired Finite-Lived Intangible Assets | |
Weighted average amortization period | 6 years 3 months 18 days |
Licensing agreements | |
Acquired Finite-Lived Intangible Assets | |
Estimated useful life | 10 years |
Weighted average amortization period | 10 years |
Tradename | |
Acquired Finite-Lived Intangible Assets | |
Weighted average amortization period | 11 years 6 months |
Software | |
Acquired Finite-Lived Intangible Assets | |
Weighted average amortization period | 3 years 8 months 12 days |
Minimum | Non-compete agreements | |
Acquired Finite-Lived Intangible Assets | |
Estimated useful life | 3 years |
Minimum | Customer relationships | |
Acquired Finite-Lived Intangible Assets | |
Estimated useful life | 5 years |
Minimum | Tradename | |
Acquired Finite-Lived Intangible Assets | |
Estimated useful life | 3 years |
Minimum | Software | |
Acquired Finite-Lived Intangible Assets | |
Estimated useful life | 3 years |
Maximum | Non-compete agreements | |
Acquired Finite-Lived Intangible Assets | |
Estimated useful life | 15 years |
Maximum | Customer relationships | |
Acquired Finite-Lived Intangible Assets | |
Estimated useful life | 15 years |
Maximum | Tradename | |
Acquired Finite-Lived Intangible Assets | |
Estimated useful life | 15 years |
Maximum | Software | |
Acquired Finite-Lived Intangible Assets | |
Estimated useful life | 5 years |
GOODWILL AND OTHER INTANGIBLE_7
GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Amortization Expense for Intangibles (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity | ||
2021 | $ 12,074 | |
2022 | 11,759 | |
2023 | 11,018 | |
2024 | 10,795 | |
2025 | 7,900 | |
Thereafter | 18,706 | |
Net Value | $ 72,252 | $ 48,313 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) - USD ($) $ in Millions | Nov. 01, 2018 | Dec. 26, 2020 | Aug. 10, 2020 | Dec. 28, 2019 | Oct. 31, 2018 | Jun. 14, 2018 |
Debt | ||||||
Outstanding letters of credit | $ 41 | $ 37.3 | ||||
Fair value of long-term debt including current portion | 341.4 | |||||
Difference between fair value and carrying value of debt | 29.5 | |||||
Revolving Credit Facility | ||||||
Debt | ||||||
Term of debt | 5 years | |||||
Maximum borrowing capacity | $ 375 | 375 | $ 295 | |||
Outstanding letters of credit | 40 | |||||
Outstanding letters of credit that can be converted to foreign currency | $ 100 | |||||
Remaining borrowing capacity | $ 363.2 | $ 361.2 | ||||
Revolving Credit Facility | Minimum | ||||||
Debt | ||||||
Facility fee (in hundredths) | 0.125% | |||||
Revolving Credit Facility | Maximum | ||||||
Debt | ||||||
Facility fee (in hundredths) | 0.30% | |||||
Series 2018 C Senior Notes | Senior Notes | ||||||
Debt | ||||||
Interest rate (in hundredths) | 4.20% | 4.20% | 4.20% | |||
Debt | $ 40 | |||||
Series 2018 D Senior Notes | Senior Notes | ||||||
Debt | ||||||
Interest rate (in hundredths) | 4.27% | 4.27% | 4.27% | |||
Debt | $ 35 | |||||
Series 2020 E Senior Notes | Senior Notes | ||||||
Debt | ||||||
Interest rate (in hundredths) | 3.04% | 3.04% | ||||
Debt | $ 50 | |||||
Series 2020 F Senior Notes | Senior Notes | ||||||
Debt | ||||||
Interest rate (in hundredths) | 3.08% | 3.08% | ||||
Debt | $ 50 | |||||
Series 2020 G Senior Notes | Senior Notes | ||||||
Debt | ||||||
Interest rate (in hundredths) | 3.15% | 3.15% | ||||
Debt | $ 50 | |||||
Series 2012 Senior Notes Tranche A | Senior Notes | ||||||
Debt | ||||||
Interest rate (in hundredths) | 3.89% | 3.89% | ||||
Series 2012 Senior Notes Tranche B | Senior Notes | ||||||
Debt | ||||||
Interest rate (in hundredths) | 3.98% | 3.98% | ||||
Letter of Credit | ||||||
Debt | ||||||
Interest rate (in hundredths) | 1.125% | |||||
Term of debt | 1 year | |||||
Letter of Credit | Industrial Development Revenue Bonds | ||||||
Debt | ||||||
Outstanding letters of credit | $ 7.1 | $ 9.8 |
DEBT - Long-term Debt Obligatio
DEBT - Long-term Debt Obligations (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Aug. 10, 2020 | Dec. 28, 2019 | Nov. 01, 2018 | Oct. 31, 2018 | Jun. 14, 2018 |
Debt | ||||||
Total | $ 311,853 | $ 163,850 | ||||
Less current portion | (100) | (2,816) | ||||
Less debt issuance costs | (146) | (167) | ||||
Long-term portion | 311,607 | 160,867 | ||||
Finance Leases and Foreign Affiliate Debt | ||||||
Debt | ||||||
Total | 138 | 174 | ||||
Senior Notes | Series 2020 E Senior Notes | ||||||
Debt | ||||||
Total | $ 50,000 | |||||
Interest rate (in hundredths) | 3.04% | 3.04% | ||||
Senior Notes | Series 2020 F Senior Notes | ||||||
Debt | ||||||
Total | $ 50,000 | |||||
Interest rate (in hundredths) | 3.08% | 3.08% | ||||
Senior Notes | Series 2020 G Senior Notes | ||||||
Debt | ||||||
Total | $ 50,000 | |||||
Interest rate (in hundredths) | 3.15% | 3.15% | ||||
Senior Notes | Series 2018 C Senior Notes | ||||||
Debt | ||||||
Total | $ 40,000 | $ 40,000 | ||||
Interest rate (in hundredths) | 4.20% | 4.20% | 4.20% | |||
Senior Notes | Series 2018 D Senior Notes | ||||||
Debt | ||||||
Total | $ 35,000 | $ 35,000 | ||||
Interest rate (in hundredths) | 4.27% | 4.27% | 4.27% | |||
Senior Notes | Series 2012 Senior Notes Tranche A | ||||||
Debt | ||||||
Total | $ 35,000 | $ 35,000 | ||||
Interest rate (in hundredths) | 3.89% | 3.89% | ||||
Senior Notes | Series 2012 Senior Notes Tranche B | ||||||
Debt | ||||||
Total | $ 40,000 | $ 40,000 | ||||
Interest rate (in hundredths) | 3.98% | 3.98% | ||||
Revolving Credit Facility | ||||||
Debt | ||||||
Maximum borrowing capacity | $ 375,000 | $ 375,000 | $ 295,000 | |||
Interest rate at period end (in hundredths) | 2.54% | |||||
Revolving Credit Facility | Domestic and Foreign Borrowings | ||||||
Debt | ||||||
Total | 4,700 | $ 4,000 | ||||
Revolving Credit Facility | Foreign Affiliate Debt | ||||||
Debt | ||||||
Total | $ 4,715 | $ 3,976 | ||||
Interest rate at period end (in hundredths) | 1.125% | 1.88% | ||||
Corporate Debt Securities | Series 1999 Industrial Development Revenue Bonds | ||||||
Debt | ||||||
Total | $ 3,300 | $ 3,300 | ||||
Interest rate at period end (in hundredths) | 0.20% | 1.14% | ||||
Corporate Debt Securities | Series 2000 Industrial Development Revenue Bonds | ||||||
Debt | ||||||
Total | $ 2,700 | |||||
Interest rate at period end (in hundredths) | 1.57% | |||||
Corporate Debt Securities | Series 2002 Industrial Development Revenue Bonds | ||||||
Debt | ||||||
Total | $ 3,700 | $ 3,700 | ||||
Interest rate at period end (in hundredths) | 0.22% | 1.79% |
DEBT - Principal Maturities of
DEBT - Principal Maturities of Long-Term Debt and Capital Lease Obligations (Details) $ in Thousands | Dec. 26, 2020USD ($) |
Principal Maturities | |
2021 | $ 100 |
2022 | 38,738 |
2023 | 4,715 |
2024 | 40,000 |
Thereafter | 228,300 |
Total | $ 311,853 |
LEASES (Details)
LEASES (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2018USD ($)facility | Dec. 26, 2020USD ($) | Dec. 28, 2019USD ($) | Dec. 29, 2018USD ($) | |
Leases | ||||
Retained earnings | $ 1,182,680 | $ 995,022 | ||
Right-of-use assets | 77,245 | 80,167 | ||
Operating lease liability | $ 78,058 | |||
Lessee, Operating Lease, Existence of Option to Extend | true | |||
Rent expense | $ 28,400 | $ 29,900 | $ 28,100 | |
Operating lease weighted average remaining term | 6 years 10 months 2 days | 7 years 3 months 14 days | ||
Operating lease weighted average discount rate | 3.12% | 3.10% | ||
Lease costs | ||||
Operating lease cost | $ 21,594 | $ 20,771 | ||
Short-term lease cost | 2,863 | 110 | ||
Variable lease cost | 3,985 | 1,484 | ||
Sublease Income | 1,013 | 676 | ||
Total lease cost | 27,429 | 21,689 | ||
Cash paid - operation leases | 20,000 | 20,000 | ||
Right-of-use assets obtained in exchange for new operating leases | 12,800 | $ 33,400 | ||
Future minimum payments | ||||
2021 | 18,671 | |||
2022 | 15,219 | |||
2023 | 12,126 | |||
2024 | 9,594 | |||
2025 | 8,102 | |||
Thereafter | 25,961 | |||
Total minimum lease payments | 89,673 | |||
Less present value discount | (11,615) | |||
Total lease liability | $ 78,058 | |||
Minimum | ||||
Leases | ||||
Length of lease (in years) | 1 year | |||
Renewal options of lease | 5 years | |||
Minimum | Motor vehicles | ||||
Leases | ||||
Length of lease (in years) | 1 year | |||
Minimum | Equipment | ||||
Leases | ||||
Length of lease (in years) | 1 year | |||
Minimum | Aircraft | ||||
Leases | ||||
Length of lease (in years) | 1 year | |||
Maximum | ||||
Leases | ||||
Length of lease (in years) | 10 years | |||
Renewal options of lease | 15 years | |||
Maximum | Motor vehicles | ||||
Leases | ||||
Length of lease (in years) | 10 years | |||
Maximum | Equipment | ||||
Leases | ||||
Length of lease (in years) | 10 years | |||
Maximum | Aircraft | ||||
Leases | ||||
Length of lease (in years) | 10 years | |||
Medley Florida Property | ||||
Leases | ||||
Length of lease (in years) | 2 years | |||
Property sale | ||||
Number of facilities involved in a sales and leaseback transaction | facility | 1 | |||
Sale price of property | $ 36,000 | |||
Pre-tax gain on sale of property | $ 7,000 |
DEFERRED COMPENSATION (Details)
DEFERRED COMPENSATION (Details) $ in Thousands | 12 Months Ended | |
Dec. 26, 2020USD ($)employee | Dec. 28, 2019USD ($) | |
Deferred compensation | ||
Number of participants who chose a deferred settlement | employee | 2 | |
Number of years for settlement | 5 years | |
Deferred compensation liability for the two participants who chose a deferred settlement | $ 200 | $ 300 |
Increase in investment in life insurance contracts | 15,253 | |
Investment in life insurance contracts | 13,300 | 16,600 |
Liabilities related to Plan | 36,600 | 33,100 |
Other Assets | ||
Deferred compensation | ||
Assets held by the Plan | $ 600 | $ 1,100 |
COMMON STOCK (Details)
COMMON STOCK (Details) - USD ($) $ in Millions | 12 Months Ended | |||||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Oct. 14, 2010 | Nov. 14, 2001 | |
Common stock | ||||||
Granted (in shares) | 348,016 | 318,496 | 247,068 | |||
Share-based compensation expense | $ 4 | $ 4 | $ 3.6 | |||
Income tax benefit from share-based compensation | 1 | 0.8 | 0.7 | |||
Cash received from option exercises and share issuances under plans | $ 1.4 | $ 1.1 | $ 1 | |||
Stock Repurchase Program [Abstract] | ||||||
Shares authorized for repurchase (in shares) | 2,000,000 | 2,500,000 | ||||
Repurchase of shares (in shares) | 756,397 | 0 | 860,669 | |||
Cumulative total authorized shares available for repurchase (in shares) | 1,100,000 | |||||
Stock Purchase Plan | ||||||
Common stock | ||||||
Discount rate from fair market value on purchase date (in hundredths) | 85.00% | |||||
Stock Retainer Plan | ||||||
Common stock | ||||||
Multiplier of retainer fee (in hundredths) | 110.00% | |||||
Stock Retainer Plan expense | $ 1.8 | $ 1.8 | $ 1.7 | |||
Stock Options | ||||||
Common stock | ||||||
Unrecognized compensation expense of stock options | $ 0 | $ 0 | $ 0 | |||
Bonus Awards | ||||||
Common stock | ||||||
Vesting period (in years) | 3 years | |||||
Share-based compensation expense | $ 4 | |||||
Bonus Awards | Forecast | ||||||
Common stock | ||||||
Amount of grants | $ 25 | |||||
Granted (in shares) | 465,830 | |||||
Bonus Awards | Awards granted prior to 2020 | Minimum | ||||||
Common stock | ||||||
Vesting period (in years) | 3 years | |||||
Bonus Awards | Awards granted prior to 2020 | Maximum | ||||||
Common stock | ||||||
Vesting period (in years) | 5 years | |||||
Performance Shares | ||||||
Common stock | ||||||
Vesting period (in years) | 3 years | |||||
Performance Shares | Forecast | ||||||
Common stock | ||||||
Amount of grants | $ 1 | |||||
Granted (in shares) | 22,567 |
COMMON STOCK - Common Stock Iss
COMMON STOCK - Common Stock Issuances (Details) - $ / shares | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Common Stock | |||
Forfeitures | (19,000) | ||
Repurchase of common stock | 756,397 | 0 | 860,669 |
Stock Purchase Plan | |||
Common Stock | |||
Common stock issued | 35,000 | 34,000 | |
Average Share Price | |||
Common stock issued (dollars per share) | $ 46.71 | $ 32.47 | |
Stock Gift Program | |||
Common Stock | |||
Common stock issued | 3,000 | 4,000 | |
Average Share Price | |||
Common stock issued (dollars per share) | $ 48.10 | $ 35.68 | |
Stock Retainer Plan | |||
Common Stock | |||
Common stock issued | 46,000 | 5,000 | |
Average Share Price | |||
Common stock issued (dollars per share) | $ 25.31 | $ 38.44 | |
Bonus Plan | |||
Common Stock | |||
Common stock issued | 271,000 | 211,000 | |
Average Share Price | |||
Common stock issued (dollars per share) | $ 47.52 | $ 30.83 | |
Executive Stock Match Grants | |||
Common Stock | |||
Common stock issued | 79,000 | 109,000 | |
Average Share Price | |||
Common stock issued (dollars per share) | $ 47.60 | $ 31.57 | |
Deferred Compensation Plans | |||
Common Stock | |||
Common stock issued | 128,000 | 181,000 | |
Average Share Price | |||
Common stock issued (dollars per share) | $ 53.79 | $ 34.31 | |
Stock grant programs | |||
Common Stock | |||
Forfeitures | (9,000) | ||
Common stock issued, net of forfeitures | 390,000 | 310,000 | |
Average Share Price | |||
Common stock issued (dollars per share) | $ 44.96 | $ 31.25 |
COMMON STOCK - Nonvested Restri
COMMON STOCK - Nonvested Restricted Shares Awards (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | |
Restricted Awards | ||||
Nonvested, beginning balance (in shares) | 1,202,895 | 1,160,079 | 1,033,626 | |
Granted (in shares) | 348,016 | 318,496 | 247,068 | |
Vested (in shares) | (177,790) | (224,894) | (107,865) | |
Forfeited (in shares) | (9,327) | (50,786) | (12,750) | |
Nonvested, ending balance (in shares) | 1,363,794 | 1,202,895 | 1,160,079 | 1,033,626 |
Weighted Average Grant Date Fair Value | ||||
Nonvested, beginning balance (in dollars per share) | $ 29.68 | $ 23.32 | $ 24.24 | |
Granted (in dollars per share) | 47.60 | 32.60 | 36.52 | |
Vested (in dollars per share) | 22.69 | 23.42 | 18.11 | |
Forfeited (in dollars per share) | 33.46 | 24.18 | 24.19 | |
Nonvested, ending balance (in dollars per share) | $ 35.14 | $ 29.68 | $ 23.32 | $ 24.24 |
Unrecognized Compensation Expense | ||||
Nonvested restricted awards, unrecognized compensation expense | $ 6.3 | $ 7.9 | $ 7.6 | $ 7.1 |
Nonvested restricted awards, weighted-average period to recognize expense | 7 months 13 days | 10 months 9 days | 1 year 1 month 13 days | 1 year 3 months 21 days |
RETIREMENT PLANS (Details)
RETIREMENT PLANS (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Employer matching contribution, percent (in hundredths) | 25.00% | 25.00% | 25.00% |
Defined contribution plan, cost recognized | $ 7.2 | $ 6.5 | $ 3.4 |
Additonal matching contributions | $ 2.9 | 2.6 | |
Maximum annual contribution per employee (in hundredths) | 6.00% | ||
Number of years of service with the Company | 20 years | ||
Number of years of service with the Company as on officer | 10 years | ||
Percentage of officer's highest base salary (in hundredths) | 150.00% | ||
Years preceding separation from service | 3 years | ||
Other Liabilities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Liabilities related to Plan | $ 11.8 | $ 10.6 |
INCOME TAXES - Components of In
INCOME TAXES - Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Currently Payable: | |||
Federal | $ 59,055 | $ 35,267 | $ 31,492 |
State and local | 16,709 | 10,071 | 7,544 |
Foreign | 8,601 | 5,834 | 5,527 |
Total current payable | 84,365 | 51,172 | 44,563 |
Net Deferred: | |||
Federal | 2,292 | 6,895 | 2,965 |
State and local | (1,518) | 805 | (522) |
Foreign | 1,962 | (602) | (1,565) |
Total net deferred | 2,736 | 7,098 | 878 |
Income Tax Expense (Benefit), Total | $ 87,101 | $ 58,270 | $ 45,441 |
INCOME TAXES - Components of Ea
INCOME TAXES - Components of Earnings before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Components of earnings before income taxes [Abstract] | |||
U.S. | $ 308,167 | $ 220,532 | $ 180,261 |
Foreign | 32,816 | 20,142 | 17,592 |
Total. | $ 340,983 | $ 240,674 | $ 197,853 |
INCOME TAXES - Effective Income
INCOME TAXES - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Effective income tax rate reconciliation | |||
Statutory federal income tax rate | 21.00% | 21.00% | 21.00% |
State and local taxes (net of federal benefits) | 3.40% | 3.90% | 3.80% |
Effect of noncontrolling owned interest in earnings of partnerships | (0.10%) | (0.10%) | |
Tax credits, including foreign tax credit | (0.90%) | (1.30%) | (1.60%) |
Change in uncertain tax positions reserve | (0.10%) | (0.10%) | 0.10% |
Other permanent differences | 0.60% | 0.50% | 0.60% |
Other, net | 1.50% | 0.30% | (0.70%) |
Impact of Tax Act and reduction of corporate tax rate | (0.10%) | ||
Effective income tax rate | 25.50% | 24.20% | 23.00% |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Deferred Tax Assets | ||
Employee benefits | $ 23,236 | $ 22,420 |
Lease liability | 19,376 | 20,255 |
Net operating loss carryforwards | 6,463 | 6,411 |
Foreign subsidiary capital loss carryforward | 527 | 519 |
Other tax credits | 391 | 620 |
Inventory | 1,633 | 993 |
Reserves on receivables | 1,630 | 1,266 |
Accrued expenses | 3,071 | 2,318 |
Other, net | 8,483 | 3,159 |
Gross deferred income tax assets | 64,810 | 57,961 |
Valuation allowance | (4,044) | (2,447) |
Deferred Tax Assets, Net of Valuation Allowance, Noncurrent, Total | 60,766 | 55,514 |
Deferred Tax Liabilities | ||
Depreciation | (41,403) | (34,001) |
Intangibles | (22,840) | (21,375) |
Right of use assets | (19,376) | (20,255) |
Deferred income tax liabilities | (83,619) | (75,631) |
Net deferred income tax liability | $ (22,853) | $ (20,117) |
INCOME TAXES - NOL and Credit C
INCOME TAXES - NOL and Credit Carryforwards (Details) $ in Thousands | Dec. 26, 2020USD ($) |
Operating Loss and Credit Carryforwards | |
Valuation allowance - NOL carryforwards | $ 3,500 |
Domestic Tax Authority | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 1,405 |
Domestic Tax Authority | 2036 - 2040 | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 1,405 |
State | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 2,549 |
Tax Credits | 391 |
State | 2021 - 2025 | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 86 |
Tax Credits | 391 |
State | 2026 - 2030 | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 454 |
State | 2031 - 2035 | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 961 |
State | 2036 - 2040 | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 1,048 |
Foreign | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 2,509 |
Foreign | 2021 - 2025 | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 535 |
Foreign | 2026 - 2030 | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 1,271 |
Foreign | 2031 - 2035 | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 79 |
Foreign | 2036 - 2040 | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 92 |
Foreign | Thereafter | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 532 |
Federal, state and foreign | |
Operating Loss and Credit Carryforwards | |
Net Operating Losses | 6,500 |
Capital Loss Carryforward | |
Operating Loss and Credit Carryforwards | |
Valuation allowance - NOL carryforwards | 400 |
Wholly-owned subsidiary | Capital Loss Carryforward | |
Operating Loss and Credit Carryforwards | |
Valuation allowance - NOL carryforwards | $ 500 |
INCOME TAXES - Income tax refor
INCOME TAXES - Income tax reforms (Details) | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Provisional Effect of Tax Cuts and Jobs Act of 2017 | |||
Statutory federal income tax rate | 21.00% | 21.00% | 21.00% |
ACCOUNTING FOR UNCERTAINTY IN_3
ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Reconciliation of beginning and ending amount of unrecognized tax benefits [Roll Forward] | |||
Gross unrecognized tax benefits beginning of year | $ 4,166 | $ 4,378 | $ 4,000 |
Decrease in tax positions for prior years | (82) | (129) | (366) |
Increase in tax positions for current year | 730 | 768 | 1,326 |
Lapse in statute of limitations | (922) | (851) | (582) |
Gross unrecognized tax benefits end of year | 3,892 | 4,166 | 4,378 |
Income tax penalties and interest accrued | 500 | $ 500 | $ 500 |
Increase in unrecognized tax benefits is reasonably possible | $ 1,300 |
COMMITMENTS, CONTINGENCIES, A_2
COMMITMENTS, CONTINGENCIES, AND GUARANTEES (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 26, 2020 | Dec. 28, 2019 | |
Long-term commitment | ||
Outstanding purchase commitments on capital projects | $ 22.8 | |
Surety Bonds and Letters of Credit | ||
Outstanding letters of credit | $ 41 | $ 37.3 |
Remediation reserves | ||
Environmental reserves, discount rate (as a percent) | 0.00% | |
Estimated costs to complete future remediation efforts | $ 1.9 | $ 2 |
Open Projects | ||
Surety Bonds and Letters of Credit | ||
Payment and performance bonds outstanding | 15.4 | |
Completed Projects | ||
Surety Bonds and Letters of Credit | ||
Payment and performance bonds outstanding | 5.2 | |
Insurance Contracts | ||
Surety Bonds and Letters of Credit | ||
Outstanding letters of credit | 33.9 | |
Revenue Bonds | ||
Surety Bonds and Letters of Credit | ||
Outstanding letters of credit | $ 7.1 |
SEGMENT REPORTING - NARRATIVE (
SEGMENT REPORTING - NARRATIVE (Details) | 12 Months Ended | |
Dec. 26, 2020 | Dec. 28, 2019 | |
Total Sales | Customer Concentration | Home Depot | ||
Concentration risk | ||
Percent of sales | 24.00% | 24.00% |
SEGMENT REPORTING - Information
SEGMENT REPORTING - Information By Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Segment Reporting | |||||||||||
Net sales | $ 1,393,708 | $ 1,486,227 | $ 1,242,001 | $ 1,032,062 | $ 998,041 | $ 1,163,026 | $ 1,239,817 | $ 1,015,125 | $ 5,153,998 | $ 4,416,009 | $ 4,489,180 |
Interest expense (income) | 9,311 | 8,700 | 8,893 | ||||||||
Amortization expense | 8,716 | 6,325 | 6,393 | ||||||||
Depreciation | 63,964 | 60,494 | 54,949 | ||||||||
Segment earnings before income taxes | 340,983 | 240,674 | 197,853 | ||||||||
Segment assets | 2,404,891 | 1,889,477 | 2,404,891 | 1,889,477 | 1,647,548 | ||||||
Capital expenditures | 89,182 | 84,933 | 95,862 | ||||||||
Intersegment net sales | |||||||||||
Segment Reporting | |||||||||||
Net sales | (540,039) | (437,257) | (441,634) | ||||||||
Corporate | |||||||||||
Segment Reporting | |||||||||||
Net sales | 1,981 | 723 | 822 | ||||||||
Interest expense (income) | 9,197 | 8,479 | 8,274 | ||||||||
Amortization expense | 46 | ||||||||||
Depreciation | 23,384 | 22,116 | 20,089 | ||||||||
Segment earnings before income taxes | (5,236) | (8,379) | (3,026) | ||||||||
Segment assets | 770,112 | 450,299 | 770,112 | 450,299 | 219,866 | ||||||
Capital expenditures | 32,604 | 31,050 | 35,046 | ||||||||
Retail | Operating Segments | |||||||||||
Segment Reporting | |||||||||||
Net sales | 2,167,122 | 1,498,710 | 1,512,477 | ||||||||
Interest expense (income) | 2 | 1 | |||||||||
Amortization expense | 1,482 | 1,380 | 1,038 | ||||||||
Depreciation | 11,675 | 11,041 | 10,029 | ||||||||
Segment earnings before income taxes | 155,364 | 61,708 | 52,211 | ||||||||
Segment assets | 510,464 | 402,221 | 510,464 | 402,221 | 401,012 | ||||||
Capital expenditures | 16,277 | 15,502 | 17,497 | ||||||||
Retail | Intersegment net sales | |||||||||||
Segment Reporting | |||||||||||
Net sales | 142,839 | 135,705 | 125,310 | ||||||||
Industrial | |||||||||||
Segment Reporting | |||||||||||
Net sales | 1,072,117 | 1,085,635 | 1,050,945 | ||||||||
Industrial | Operating Segments | |||||||||||
Segment Reporting | |||||||||||
Net sales | 1,072,117 | 1,085,635 | 1,050,945 | ||||||||
Interest expense (income) | 22 | 108 | 191 | ||||||||
Amortization expense | 4,159 | 3,034 | 3,055 | ||||||||
Depreciation | 15,163 | 14,340 | 13,026 | ||||||||
Segment earnings before income taxes | 83,430 | 82,913 | 59,403 | ||||||||
Segment assets | 416,487 | 377,329 | 416,487 | 377,329 | 370,386 | ||||||
Capital expenditures | 21,141 | 20,134 | 22,724 | ||||||||
Industrial | Intersegment net sales | |||||||||||
Segment Reporting | |||||||||||
Net sales | 45,217 | 45,010 | 39,806 | ||||||||
Construction | Operating Segments | |||||||||||
Segment Reporting | |||||||||||
Net sales | 1,695,684 | 1,637,156 | 1,705,016 | ||||||||
Interest expense (income) | 16 | 202 | |||||||||
Amortization expense | 2,152 | 1,164 | 1,443 | ||||||||
Depreciation | 12,123 | 11,465 | 10,414 | ||||||||
Segment earnings before income taxes | 69,092 | 82,407 | 71,234 | ||||||||
Segment assets | 510,972 | 522,638 | 510,972 | 522,638 | 512,670 | ||||||
Capital expenditures | 16,902 | 16,097 | 18,168 | ||||||||
Construction | Intersegment net sales | |||||||||||
Segment Reporting | |||||||||||
Net sales | 68,294 | 56,116 | 50,465 | ||||||||
All Other | Operating Segments | |||||||||||
Segment Reporting | |||||||||||
Net sales | 217,094 | 193,785 | 219,920 | ||||||||
Interest expense (income) | 90 | 97 | 225 | ||||||||
Amortization expense | 877 | 747 | 857 | ||||||||
Depreciation | 1,619 | 1,532 | 1,391 | ||||||||
Segment earnings before income taxes | 38,333 | 22,025 | 18,031 | ||||||||
Segment assets | $ 196,856 | $ 136,990 | 196,856 | 136,990 | 143,614 | ||||||
Capital expenditures | 2,258 | 2,150 | 2,427 | ||||||||
All Other | Intersegment net sales | |||||||||||
Segment Reporting | |||||||||||
Net sales | $ 283,689 | $ 200,426 | $ 226,053 |
SEGMENT REPORTING - Informati_2
SEGMENT REPORTING - Information Regarding Principal Geographic Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Revenues and Long-Lived Assets | |||||||||||
Net sales | $ 1,393,708 | $ 1,486,227 | $ 1,242,001 | $ 1,032,062 | $ 998,041 | $ 1,163,026 | $ 1,239,817 | $ 1,015,125 | $ 5,153,998 | $ 4,416,009 | $ 4,489,180 |
Long-Lived Tangible Assets | 514,705 | 506,483 | 514,705 | 506,483 | 376,638 | ||||||
United States | |||||||||||
Revenues and Long-Lived Assets | |||||||||||
Net sales | 5,022,014 | 4,308,618 | 4,382,356 | ||||||||
Long-Lived Tangible Assets | 478,325 | 469,605 | 478,325 | 469,605 | 342,326 | ||||||
Foreign | |||||||||||
Revenues and Long-Lived Assets | |||||||||||
Net sales | 131,984 | 107,391 | 106,824 | ||||||||
Long-Lived Tangible Assets | $ 36,380 | $ 36,878 | $ 36,380 | $ 36,878 | $ 34,312 |
SEGMENT REPORTING - Gross Sales
SEGMENT REPORTING - Gross Sales by Major Product Classification (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Revenue | |||||||||||
Net sales | $ 1,393,708 | $ 1,486,227 | $ 1,242,001 | $ 1,032,062 | $ 998,041 | $ 1,163,026 | $ 1,239,817 | $ 1,015,125 | $ 5,153,998 | $ 4,416,009 | $ 4,489,180 |
Value-Added | |||||||||||
Revenue | |||||||||||
Portion of total net sales (as a percent) | 64.30% | 69.30% | 64.30% | 69.30% | 64.60% | ||||||
Commodity-Based Sales | |||||||||||
Revenue | |||||||||||
Portion of total net sales (as a percent) | 35.70% | 30.70% | 35.70% | 30.70% | 35.40% | ||||||
Intersegment net sales | |||||||||||
Revenue | |||||||||||
Net sales | $ (540,039) | $ (437,257) | $ (441,634) | ||||||||
Corporate | |||||||||||
Revenue | |||||||||||
Net sales | $ 1,981 | $ 723 | $ 822 | ||||||||
Retail | Value-Added | |||||||||||
Revenue | |||||||||||
Portion of total net sales (as a percent) | 53.80% | 57.80% | 53.80% | 57.80% | 54.00% | ||||||
Retail | Commodity-Based Sales | |||||||||||
Revenue | |||||||||||
Portion of total net sales (as a percent) | 46.20% | 42.20% | 46.20% | 42.20% | 46.00% | ||||||
Retail | Operating Segments | |||||||||||
Revenue | |||||||||||
Net sales | $ 2,167,122 | $ 1,498,710 | $ 1,512,477 | ||||||||
Retail | Operating Segments | Deckorators | |||||||||||
Revenue | |||||||||||
Net sales | 219,930 | 185,221 | 136,517 | ||||||||
Retail | Operating Segments | Prowood | |||||||||||
Revenue | |||||||||||
Net sales | 1,215,201 | 786,720 | 845,994 | ||||||||
Retail | Operating Segments | Outdoor Essentials | |||||||||||
Revenue | |||||||||||
Net sales | 299,684 | 227,767 | 227,799 | ||||||||
Retail | Operating Segments | UFP Edge | |||||||||||
Revenue | |||||||||||
Net sales | 114,987 | 95,608 | 85,176 | ||||||||
Retail | Operating Segments | Dimensions | |||||||||||
Revenue | |||||||||||
Net sales | 88,351 | 52,553 | 57,403 | ||||||||
Retail | Operating Segments | E-Commerce | |||||||||||
Revenue | |||||||||||
Net sales | 3,716 | 1,688 | 1,210 | ||||||||
Retail | Operating Segments | Other Retail | |||||||||||
Revenue | |||||||||||
Net sales | 225,253 | 149,153 | 158,378 | ||||||||
Retail | Intersegment net sales | |||||||||||
Revenue | |||||||||||
Net sales | 142,839 | 135,705 | 125,310 | ||||||||
Industrial | |||||||||||
Revenue | |||||||||||
Net sales | $ 1,072,117 | $ 1,085,635 | $ 1,050,945 | ||||||||
Industrial | Value-Added | |||||||||||
Revenue | |||||||||||
Portion of total net sales (as a percent) | 64.70% | 66.20% | 64.70% | 66.20% | 60.50% | ||||||
Industrial | Commodity-Based Sales | |||||||||||
Revenue | |||||||||||
Portion of total net sales (as a percent) | 35.30% | 33.80% | 35.30% | 33.80% | 39.50% | ||||||
Industrial | North Industrial | |||||||||||
Revenue | |||||||||||
Net sales | $ 385,132 | $ 376,515 | $ 351,345 | ||||||||
Industrial | Southeast Industrial | |||||||||||
Revenue | |||||||||||
Net sales | 229,316 | 255,419 | 238,667 | ||||||||
Industrial | Southwest Industrial | |||||||||||
Revenue | |||||||||||
Net sales | 238,643 | 241,774 | 237,671 | ||||||||
Industrial | West Industrial | |||||||||||
Revenue | |||||||||||
Net sales | 206,022 | 197,686 | 209,049 | ||||||||
Industrial | Protective Packaging | |||||||||||
Revenue | |||||||||||
Net sales | 13,004 | 14,241 | 14,213 | ||||||||
Industrial | Operating Segments | |||||||||||
Revenue | |||||||||||
Net sales | 1,072,117 | 1,085,635 | 1,050,945 | ||||||||
Industrial | Intersegment net sales | |||||||||||
Revenue | |||||||||||
Net sales | $ 45,217 | $ 45,010 | $ 39,806 | ||||||||
Construction | Value-Added | |||||||||||
Revenue | |||||||||||
Portion of total net sales (as a percent) | 76.30% | 81.40% | 76.30% | 81.40% | 76.50% | ||||||
Construction | Commodity-Based Sales | |||||||||||
Revenue | |||||||||||
Portion of total net sales (as a percent) | 23.70% | 18.60% | 23.70% | 18.60% | 23.50% | ||||||
Construction | Operating Segments | |||||||||||
Revenue | |||||||||||
Net sales | $ 1,695,684 | $ 1,637,156 | $ 1,705,016 | ||||||||
Construction | Operating Segments | Factory Built | |||||||||||
Revenue | |||||||||||
Net sales | 597,017 | 479,927 | 561,137 | ||||||||
Construction | Operating Segments | Site Built | |||||||||||
Revenue | |||||||||||
Net sales | 725,899 | 708,767 | 713,729 | ||||||||
Construction | Operating Segments | Commercial | |||||||||||
Revenue | |||||||||||
Net sales | 221,988 | 290,785 | 269,706 | ||||||||
Construction | Operating Segments | Concrete Forming | |||||||||||
Revenue | |||||||||||
Net sales | 150,780 | 157,677 | 160,444 | ||||||||
Construction | Intersegment net sales | |||||||||||
Revenue | |||||||||||
Net sales | 68,294 | 56,116 | 50,465 | ||||||||
All Other | Operating Segments | |||||||||||
Revenue | |||||||||||
Net sales | 217,094 | 193,785 | 219,920 | ||||||||
All Other | Intersegment net sales | |||||||||||
Revenue | |||||||||||
Net sales | $ 283,689 | $ 200,426 | $ 226,053 | ||||||||
All Other and Corporate | Value-Added | |||||||||||
Revenue | |||||||||||
Portion of total net sales (as a percent) | 75.60% | 75.80% | 75.60% | 75.80% | 65.90% | ||||||
All Other and Corporate | Commodity-Based Sales | |||||||||||
Revenue | |||||||||||
Portion of total net sales (as a percent) | 24.40% | 24.20% | 24.40% | 24.20% | 34.10% |
QUARTERLY FINANCIAL INFORMATI_3
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 28, 2019 | Sep. 28, 2019 | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
NET SALES | $ 1,393,708 | $ 1,486,227 | $ 1,242,001 | $ 1,032,062 | $ 998,041 | $ 1,163,026 | $ 1,239,817 | $ 1,015,125 | $ 5,153,998 | $ 4,416,009 | $ 4,489,180 |
Gross profit | 187,055 | 241,074 | 204,931 | 167,236 | 157,255 | 187,270 | 186,726 | 154,267 | 800,296 | 685,518 | 592,894 |
NET EARNINGS | 64,757 | 78,861 | 69,694 | 40,570 | 38,676 | 52,581 | 55,145 | 36,002 | 253,882 | 182,404 | 152,412 |
Net earnings attributable to controlling interest | $ 62,952 | $ 77,204 | $ 66,463 | $ 40,159 | $ 37,736 | $ 51,859 | $ 54,515 | $ 35,540 | $ 246,778 | $ 179,650 | $ 148,598 |
EARNINGS PER SHARE - BASIC (USD per share) | $ 1.02 | $ 1.25 | $ 1.08 | $ 0.65 | $ 0.61 | $ 0.84 | $ 0.88 | $ 0.58 | $ 4 | $ 2.91 | $ 2.41 |
EARNINGS PER SHARE - DILUTED (USD per share) | $ 1.02 | $ 1.25 | $ 1.08 | $ 0.65 | $ 0.61 | $ 0.84 | $ 0.88 | $ 0.58 | $ 4 | $ 2.91 | $ 2.40 |
Minimum | |||||||||||
Length of fiscal quarter | 91 days | 91 days |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ in Millions | Feb. 28, 2021USD ($) | Dec. 28, 2020USD ($)facility | Feb. 18, 2021USD ($) | Feb. 17, 2021USD ($) | Dec. 26, 2020USD ($) | Nov. 01, 2018USD ($) | Oct. 31, 2018USD ($) |
Revolving Credit Facility | |||||||
Subsequent Event | |||||||
Term of debt | 5 years | ||||||
Maximum borrowing capacity | $ 375 | $ 375 | $ 295 | ||||
Subsequent Event | Revolving Credit Facility | |||||||
Subsequent Event | |||||||
Maximum borrowing capacity | $ 550 | $ 375 | |||||
Subsequent Event | PalletOne | |||||||
Subsequent Event | |||||||
Ownership interest | 100.00% | ||||||
Subsequent Event | J. C. Gilmore Pty Ltd | |||||||
Subsequent Event | |||||||
Ownership interest | 100.00% | ||||||
Subsequent Event | PalletOne | |||||||
Subsequent Event | |||||||
Purchase Price | $ 232 | ||||||
Investment in capital projects | $ 21 | ||||||
Number of pallet manufacturing facilities | facility | 17 | ||||||
Number of pressure-treating facilities | facility | 5 | ||||||
Subsequent Event | J. C. Gilmore Pty Ltd | |||||||
Subsequent Event | |||||||
Purchase Price | $ 2.4 |