Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Dec. 26, 2015 | Feb. 03, 2016 | |
Document and Entity Information [Abstract] | ||
Document Fiscal Period Focus | Q3 | |
Entity Common Stock, Shares Outstanding | 6,906,010 | |
Entity Central Index Key | 99,302 | |
Current Fiscal Year End Date | --03-26 | |
Entity Filer Category | Smaller Reporting Company | |
Document Type | 10-Q | |
Entity Registrant Name | TRANSCAT INC | |
Document Fiscal Year Focus | 2,016 | |
Trading Symbol | TRNS | |
Amendment Flag | false | |
Document Period End Date | Dec. 26, 2015 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 26, 2015 | Dec. 27, 2014 | Dec. 26, 2015 | Dec. 27, 2014 | |
CONSOLIDATED STATEMENTS OF INCOME [Abstract] | ||||
Service Revenue | $ 13,922 | $ 12,603 | $ 41,647 | $ 37,336 |
Distribution Sales | 16,238 | 18,449 | 47,659 | 53,946 |
Total Revenue | 30,160 | 31,052 | 89,306 | 91,282 |
Cost of Service Revenue | 10,650 | 9,513 | 31,383 | 28,037 |
Cost of Distribution Sales | 12,732 | 14,545 | 37,346 | 42,656 |
Total Cost of Revenue | 23,382 | 24,058 | 68,729 | 70,693 |
Gross Profit | 6,778 | 6,994 | 20,577 | 20,589 |
Selling, Marketing and Warehouse Expenses | 3,199 | 3,602 | 9,968 | 10,506 |
Administrative Expenses | 1,897 | 2,015 | 6,530 | 6,431 |
Total Operating Expenses | 5,096 | 5,617 | 16,498 | 16,937 |
Operating Income | 1,682 | 1,377 | 4,079 | 3,652 |
Interest and Other Expense, net | 62 | 83 | 193 | 266 |
Income Before Income Taxes | 1,620 | 1,294 | 3,886 | 3,386 |
Provision for Income Taxes | 552 | 481 | 1,339 | 1,269 |
Net Income | $ 1,068 | $ 813 | $ 2,547 | $ 2,117 |
Basic Earnings Per Share (in Dollars per share) | $ 0.15 | $ 0.12 | $ 0.37 | $ 0.31 |
Average Shares Outstanding (in Shares) | 6,900 | 6,823 | 6,878 | 6,788 |
Diluted Earnings Per Share (in Dollars per share) | $ 0.15 | $ 0.11 | $ 0.36 | $ 0.30 |
Average Shares Outstanding (in Shares) | 7,137 | 7,081 | 7,134 | 7,061 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 26, 2015 | Dec. 27, 2014 | Dec. 26, 2015 | Dec. 27, 2014 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ||||
Net Income | $ 1,068 | $ 813 | $ 2,547 | $ 2,117 |
Other Comprehensive Loss: | ||||
Currency Translation Adjustment | (133) | (166) | (354) | (346) |
Unrecognized Prior Service Cost, net of tax effects of $(6) and $(4) for the third quarters ended December 26, 2015 and December 27, 2014, respectively; and $(20) and $(12) for the nine months ended December 26, 2015 and December 27, 2014, respectively. | 12 | 7 | 33 | 20 |
Unrealized Loss on Other Asset, net of tax effects of $5 and $14 for the third quarters ended December 26, 2015 and December 27, 2014, respectively; and $33 and $14 for the nine months ended December 26, 2015 and December 27, 2014, respectively. | (10) | (21) | (54) | (21) |
Total Other Comprehensive Loss | (131) | (180) | (375) | (347) |
Comprehensive Income | $ 937 | $ 633 | $ 2,172 | $ 1,770 |
CONSOLIDATED STATEMENTS OF COM4
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 26, 2015 | Dec. 27, 2014 | Dec. 26, 2015 | Dec. 27, 2014 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ||||
Unrecognized Prior Service Cost, tax (expense) benefit | $ (6) | $ (4) | $ (20) | $ (12) |
Unrealized (Loss) Gain on Other Asset, tax expense (benefit) | $ 5 | $ 14 | $ 33 | $ 14 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 26, 2015 | Mar. 28, 2015 |
Current Assets: | ||
Cash | $ 152 | $ 65 |
Accounts Receivable, less allowance for doubtful accounts of $119 and $111 as of December 26, 2015 and March 28, 2015, respectively | 14,925 | 16,899 |
Other Receivables | 1,167 | 1,171 |
Inventory, net | 5,798 | 6,750 |
Prepaid Expenses and Other Current Assets | 1,214 | 1,209 |
Deferred Tax Assets | 1,026 | 1,048 |
Total Current Assets | 24,282 | 27,142 |
Property and Equipment, net | 11,813 | 9,397 |
Goodwill | 22,462 | 20,923 |
Intangible Assets, net | 3,814 | $ 3,554 |
Deferred Tax Assets | 121 | |
Other Assets | 964 | $ 1,133 |
Total Assets | 63,456 | 62,149 |
Current Liabilities: | ||
Accounts Payable | 8,776 | 7,695 |
Accrued Compensation and Other Liabilities | $ 3,423 | 4,195 |
Income Taxes Payable | 43 | |
Total Current Liabilities | $ 12,199 | 11,933 |
Long-Term Debt | 10,538 | 12,168 |
Deferred Tax Liabilities | 1,768 | 1,684 |
Other Liabilities | 1,945 | 2,046 |
Total Liabilities | 26,450 | 27,831 |
Shareholders' Equity: | ||
Common Stock, par value $0.50 per share, 30,000,000 shares authorized; 6,904,442 and 6,835,828 shares issued and outstanding as of December 26, 2015 and March 28, 2015, respectively | 3,452 | 3,418 |
Capital in Excess of Par Value | 12,835 | 12,289 |
Accumulated Other Comprehensive Loss | (518) | (143) |
Retained Earnings | 21,237 | 18,754 |
Total Shareholders' Equity | 37,006 | 34,318 |
Total Liabilities and Shareholders' Equity | $ 63,456 | $ 62,149 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Dec. 26, 2015 | Mar. 28, 2015 |
CONSOLIDATED BALANCE SHEETS [Abstract] | ||
Accounts Receivable, allowance for doubtful accounts (in Dollars) | $ 119 | $ 111 |
Common Stock, par value per share (in Dollars per share) | $ 0.50 | $ 0.50 |
Common Stock, shares authorized | 30,000,000 | 30,000,000 |
Common Stock, shares issued | 6,904,442 | 6,835,828 |
Common Stock, shares outstanding | 6,904,442 | 6,835,828 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 26, 2015 | Dec. 27, 2014 | |
Cash Flows from Operating Activities: | ||
Net Income | $ 2,547 | $ 2,117 |
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: | ||
Loss on Disposal of Property and Equipment | 37 | 4 |
Deferred Income Tax (Benefit) | (206) | 152 |
Depreciation and Amortization | 2,711 | 2,268 |
Provision for Accounts Receivable and Inventory Reserves | 129 | 79 |
Stock-Based Compensation Expense | 284 | 474 |
Changes in Assets and Liabilities: | ||
Accounts Receivable and Other Receivables | 1,945 | 916 |
Inventory | 914 | (1,059) |
Prepaid Expenses and Other Assets | (122) | (950) |
Accounts Payable | (271) | 77 |
Accrued Compensation and Other Liabilities | (1,027) | (1,953) |
Income Taxes Payable | 462 | (906) |
Net Cash Provided by Operating Activities | 7,403 | 1,219 |
Cash Flows from Investing Activities: | ||
Purchases of Property and Equipment, net | (3,731) | (2,663) |
Business Acquisitions, net of cash acquired | (2,918) | (6,681) |
Net Cash Used in Investing Activities | (6,649) | (9,344) |
Cash Flows from Financing Activities: | ||
(Repayment of) Proceeds from Revolving Credit Facility, net | (1,630) | 7,244 |
Issuance of Common Stock | 305 | 396 |
Repurchase of Common Stock | (73) | (71) |
Net Cash (Used in) Provided by Financing Activities | (1,398) | 7,569 |
Effect of Exchange Rate Changes on Cash | 731 | 552 |
Net Increase in Cash | 87 | (4) |
Cash at Beginning of Period | 65 | 23 |
Cash at End of Period | 152 | 19 |
Cash paid during the period for: | ||
Interest | 155 | 145 |
Income Taxes, net | 1,241 | $ 2,392 |
Non-Cash Investing and Financing Activities: | ||
Contingent Consideration Related to Business Acquisition | 300 | |
Holdback Amounts Related to Business Acquisitions | $ 413 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - 9 months ended Dec. 26, 2015 - USD ($) $ in Thousands | Total | Common Stock [Member] | Capital In Excess of Par Value [Member] | Accumulated Other Comprehensive Loss [Member] | Retained Earnings [Member] |
Balance at Mar. 28, 2015 | $ 34,318 | $ 3,418 | $ 12,289 | $ (143) | $ 18,754 |
Balance (in Shares) at Mar. 28, 2015 | 6,835,828 | 6,836,000 | |||
Issuance of Common Stock | $ 305 | $ 25 | 280 | ||
Issuance of Common Stock (in Shares) | 50,000 | ||||
Repurchase of Common Stock | (73) | $ (4) | (5) | $ (64) | |
Repurchase of Common Stock (in shares) | (8,000) | ||||
Stock-Based Compensation | 284 | $ 13 | $ 271 | ||
Stock-Based Compensation (in Shares) | 26,000 | ||||
Other Comprehensive Loss | (375) | $ (375) | |||
Net Income | 2,547 | $ 2,547 | |||
Balance at Dec. 26, 2015 | $ 37,006 | $ 3,452 | $ 12,835 | $ (518) | $ 21,237 |
Balance (in Shares) at Dec. 26, 2015 | 6,904,442 | 6,904,000 |
GENERAL
GENERAL | 9 Months Ended |
Dec. 26, 2015 | |
GENERAL [Abstract] | |
GENERAL | NOTE 1 GENERAL Description of Business: Basis of Presentation: Fair Value of Financial Instruments: 0.8 0.9 Stock-Based Compensation: 0.3 0.5 Foreign Currency Translation and Transactions: Transcat records foreign currency gains and losses on Canadian business transactions. The net foreign currency loss was less than $ 0.1 0.4 5.0 Earnings Per Share: For the third quarter and first nine months of fiscal year 2016, the net additional common stock equivalents had no per share effect and a $ .01 .01 Third Quarter Ended Nine Months Ended December 26, December 27, December 26, December 27, 2015 2014 2015 2014 Average Shares Outstanding Basic 6,900 6,823 6,878 6,788 Effect of Dilutive Common Stock Equivalents 237 258 256 273 Average Shares Outstanding Diluted 7,137 7,081 7,134 7,061 Anti-dilutive Common Stock Equivalents - - - - Recently Issued Accounting Pronouncements: In November 2015, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") 2015-017 to Topic 740, Income Taxes. This ASU requires entities to record all deferred tax liabilities and assets as noncurrent in the Consolidated Balance Sheet. This ASU is effective for fiscal years beginning after December 15, 2017 and may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. Early adoption of this ASU is permitted. The Company does not expect adoption of this ASU to have a material impact on its Consolidated Financial Statements. Subsequent Events: 17.0 15.0 Effective December 31, 2015, the Company acquired substantially all of the assets of Spectrum Technologies, Inc. ("Spectrum") for a cash purchase price of $ 11.8 10.1 1.7 Effective January 18, 2016, the Company acquired Dispersion Laboratory Inc. ("Dispersion"), through its wholly owned subsidiary, Transcat Canada Inc., for less than $ 1.0 For the above acquisitions, the allocation of the respective purchase prices to the fair value of the net assets acquired has not been completed. The results of operations of these acquisitions will be included with the results of the Company from their respective dates of acquisition. |
DEBT
DEBT | 9 Months Ended |
Dec. 26, 2015 | |
DEBT [Abstract] | |
DEBT | NOTE 2 DEBT Description: September 20, 2018 30.0 2.75 four $ 30.0 10.5 10.1 Except as otherwise provided for in Amendment 2 to the Credit Agreement and as described in Note 1, borrowings available under the Credit Agreement for business acquisitions are limited to $ 15.0 2.9 Interest and Other Costs: December 26, 2015 was 0.4 1.7 1.9 Covenants: Other Terms: Transcat Canada |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 9 Months Ended |
Dec. 26, 2015 | |
STOCK-BASED COMPENSATION [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 3 STOCK-BASED COMPENSATION The Transcat, Inc. 2003 Incentive Plan, as Amended and Restated (the 2003 Plan), provides for, among other awards, grants of restricted stock units and stock options to directors, officers and key employees at the fair market value at the date of grant. At December 26, 2015, 1.3 Restricted Stock: The Company achieved 75 eighteen Total Grant Date Estimated Number Fair Level of Date Measurement of Units Value Achievement at Granted Period Granted Per Unit December 26, 2015 April 2013 April 2013 - March 2016 99 $ 6.17 50 April 2014 April 2014 - March 2017 61 $ 9.28 50 April 2015 April 2015 March 2018 73 $ 9.59 100 Total expense relating to performance-based restricted stock units, based on grant date fair value and the achievement criteria, in the first nine months of fiscal years 2016 and 2015 was $ 0.2 0.3 0.7 During the first quarter of fiscal year 2015, the Company's Board of Directors granted its Executive Chairman a stock award of ten 50 50 two 0.1 Stock Options: four ten The following table summarizes the Company's options as of and for the nine months ended December 26, 2015: Weighted Weighted Average Average Number Exercise Remaining Aggregate of Price Per Contractual Intrinsic Shares Share Term (in years) Value Outstanding as of March 28, 2015 561 $ 6.83 Exercised (36 ) 4.74 Forfeited (1 ) 4.26 Outstanding as of December 26, 2015 524 6.98 3 $ 963 Exercisable as of December 26, 2015 444 6.87 2 $ 865 The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the Company's closing stock price on the last trading day of the third quarter of fiscal year 2016 and the exercise price, multiplied by the number of in-the-money stock options) that would have been received by the option holders had all holders exercised their options on December 26, 2015. The amount of aggregate intrinsic value will change based on the fair market value of the Company's stock. Total expense related to stock options was less than $ 0.1 0.2 two 0.1 0.2 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Dec. 26, 2015 | |
SEGMENT INFORMATION [Abstract] | |
SEGMENT INFORMATION | NOTE 4 SEGMENT INFORMATION Transcat has two Third Quarter Ended Nine Months Ended December 26, December 27, December 26, December 27, 2015 2014 2015 2014 Revenue: Service $ 13,922 $ 12,603 $ 41,647 $ 37,336 Distribution 16,238 18,449 47,659 53,946 Total 30,160 31,052 89,306 91,282 Gross Profit: Service 3,272 3,090 10,264 9,299 Distribution 3,506 3,904 10,313 11,290 Total 6,778 6,994 20,577 20,589 Operating Expenses: Service (1) 2,473 2,528 7,981 7,805 Distribution (1) 2,623 3,089 8,517 9,132 Total 5,096 5,617 16,498 16,937 Operating Income: Service 799 562 2,283 1,494 Distribution 883 815 1,796 2,158 Total 1,682 1,377 4,079 3,652 Unallocated Amounts: Interest and Other Expense, net 62 83 193 266 Provision for Income Taxes 552 481 1,339 1,269 Total 614 564 1,532 1,535 Net Income $ 1,068 $ 813 $ 2,547 $ 2,117 (1) Operating expense allocations between segments are based on actual amounts, a percentage of revenues, headcount, and management's estimates. |
BUSINESS ACQUISITIONS
BUSINESS ACQUISITIONS | 9 Months Ended |
Dec. 26, 2015 | |
BUSINESS ACQUISITIONS [Abstract] | |
BUSINESS ACQUISITIONS | NOTE 5 BUSINESS ACQUISITIONS During the first nine months of fiscal year 2016, the Company completed three On June 22, 2015, Transcat acquired substantially all of the assets of Calibration Technologies, Inc., a regional provider of analytical instrument services including qualification, validation, repair and installation, headquartered in Morris Plains, New Jersey. Effective August 24, 2015, Transcat acquired Anmar Metrology, Inc. (Anmar), a calibration and repair service provider with significant focus on the life science and defense market, headquartered in San Diego, California. On August 25, 2015, Transcat acquired Nordcal Calibration Inc. (Nordcal), a provider of radio frequency and electronic calibration and repair services, located in Montreal, Quebec. These transactions align with the Company's acquisition strategy of targeting service businesses that expand the Company's geographic reach and leverage its infrastructure while also increasing the depth and breadth of the Company's service capabilities. The acquisitions were accounted for using the acquisition method of accounting. Goodwill, calculated as the excess of the purchase price paid over the fair value of the underlying net assets of the businesses acquired, generally represents expected future economic benefits arising from the reputation of an acquired business, the assembled workforce, expected synergies and other assets acquired that could not be individually identified and separately recognized. Other intangible assets, namely customer bases and covenants not to compete, represent an allocation of a portion of the purchase price to identifiable intangible assets of the acquired businesses. Intangible assets are being amortized for financial reporting purposes on an accelerated basis over an estimated useful life of up to 10 The total purchase price paid for the acquired businesses was approximately $ 3.6 0.2 Goodwill $ 2,032 Intangible Assets Customer Bases 1,031 Intangible Assets Covenants Not to Compete 250 Deferred Tax Liabilities (208 ) 3,105 Plus: Current Assets 430 Non-Current Assets 945 Less: Current Liabilities (208 ) Non-Current Liabilities (641 ) Total Purchase Price $ 3,631 The business acquisitions completed in the first nine months of fiscal year 2016 contain holdback provisions, as defined by the respective purchase agreements. The Company accrues contingent consideration, if any, based on its estimated fair value at the date of acquisition, in addition to other amounts relating to the holdback provisions. No contingent consideration or other holdback amounts were paid during the first nine months of fiscal year 2016. As of December 26, 2015, $ 0.3 0.4 During the first nine months of fiscal year 2016, acquisition costs of $ 0.4 0.2 The results of the acquired businesses are included in Transcat's consolidated operating results as of the dates the businesses were acquired. (Unaudited) Nine Months Ended December 26, 2015 December 27, 2014 Total Revenue $ 90,680 $ 93,894 Net Income 2,710 2,418 Basic Earnings Per Share 0.39 0.36 Diluted Earnings Per Share 0.38 0.34 |
GENERAL (Policy)
GENERAL (Policy) | 9 Months Ended |
Dec. 26, 2015 | |
GENERAL [Abstract] | |
Description of Business | Description of Business: |
Basis of Presentation | Basis of Presentation: |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: 0.8 0.9 |
Stock-Based Compensation | Stock-Based Compensation: 0.3 0.5 |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions: Transcat records foreign currency gains and losses on Canadian business transactions. The net foreign currency loss was less than $ 0.1 0.4 5.0 |
Earnings Per Share | Earnings Per Share: For the third quarter and first nine months of fiscal year 2016, the net additional common stock equivalents had no per share effect and a $ .01 .01 Third Quarter Ended Nine Months Ended December 26, December 27, December 26, December 27, 2015 2014 2015 2014 Average Shares Outstanding Basic 6,900 6,823 6,878 6,788 Effect of Dilutive Common Stock Equivalents 237 258 256 273 Average Shares Outstanding Diluted 7,137 7,081 7,134 7,061 Anti-dilutive Common Stock Equivalents - - - - |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements: In November 2015, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") 2015-017 to Topic 740, Income Taxes. This ASU requires entities to record all deferred tax liabilities and assets as noncurrent in the Consolidated Balance Sheet. This ASU is effective for fiscal years beginning after December 15, 2017 and may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. Early adoption of this ASU is permitted. The Company does not expect adoption of this ASU to have a material impact on its Consolidated Financial Statements. |
Subsequent Events | Subsequent Events: 17.0 15.0 Effective December 31, 2015, the Company acquired substantially all of the assets of Spectrum Technologies, Inc. ("Spectrum") for a cash purchase price of $ 11.8 10.1 1.7 Effective January 18, 2016, the Company acquired Dispersion Laboratory Inc. ("Dispersion"), through its wholly owned subsidiary, Transcat Canada Inc., for less than $ 1.0 For the above acquisitions, the allocation of the respective purchase prices to the fair value of the net assets acquired has not been completed. The results of operations of these acquisitions will be included with the results of the Company from their respective dates of acquisition. |
GENERAL (Tables)
GENERAL (Tables) | 9 Months Ended |
Dec. 26, 2015 | |
GENERAL [Abstract] | |
Schedule of Weighted Average Number of Shares | Third Quarter Ended Nine Months Ended December 26, December 27, December 26, December 27, 2015 2014 2015 2014 Average Shares Outstanding Basic 6,900 6,823 6,878 6,788 Effect of Dilutive Common Stock Equivalents 237 258 256 273 Average Shares Outstanding Diluted 7,137 7,081 7,134 7,061 Anti-dilutive Common Stock Equivalents - - - - |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 9 Months Ended |
Dec. 26, 2015 | |
STOCK-BASED COMPENSATION [Abstract] | |
Schedule of Restricted Stock Units Award Activity | Total Grant Date Estimated Number Fair Level of Date Measurement of Units Value Achievement at Granted Period Granted Per Unit December 26, 2015 April 2013 April 2013 - March 2016 99 $ 6.17 50 April 2014 April 2014 - March 2017 61 $ 9.28 50 April 2015 April 2015 March 2018 73 $ 9.59 100 |
Schedule of Stock Options Activity | Weighted Weighted Average Average Number Exercise Remaining Aggregate of Price Per Contractual Intrinsic Shares Share Term (in years) Value Outstanding as of March 28, 2015 561 $ 6.83 Exercised (36 ) 4.74 Forfeited (1 ) 4.26 Outstanding as of December 26, 2015 524 6.98 3 $ 963 Exercisable as of December 26, 2015 444 6.87 2 $ 865 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Dec. 26, 2015 | |
SEGMENT INFORMATION [Abstract] | |
Schedule of Segment Information | Third Quarter Ended Nine Months Ended December 26, December 27, December 26, December 27, 2015 2014 2015 2014 Revenue: Service $ 13,922 $ 12,603 $ 41,647 $ 37,336 Distribution 16,238 18,449 47,659 53,946 Total 30,160 31,052 89,306 91,282 Gross Profit: Service 3,272 3,090 10,264 9,299 Distribution 3,506 3,904 10,313 11,290 Total 6,778 6,994 20,577 20,589 Operating Expenses: Service (1) 2,473 2,528 7,981 7,805 Distribution (1) 2,623 3,089 8,517 9,132 Total 5,096 5,617 16,498 16,937 Operating Income: Service 799 562 2,283 1,494 Distribution 883 815 1,796 2,158 Total 1,682 1,377 4,079 3,652 Unallocated Amounts: Interest and Other Expense, net 62 83 193 266 Provision for Income Taxes 552 481 1,339 1,269 Total 614 564 1,532 1,535 Net Income $ 1,068 $ 813 $ 2,547 $ 2,117 (1) Operating expense allocations between segments are based on actual amounts, a percentage of revenues, headcount, and management's estimates. |
BUSINESS ACQUISITIONS (Tables)
BUSINESS ACQUISITIONS (Tables) | 9 Months Ended |
Dec. 26, 2015 | |
BUSINESS ACQUISITIONS [Abstract] | |
Schedule of Purchase Price Allocation | Goodwill $ 2,032 Intangible Assets Customer Bases 1,031 Intangible Assets Covenants Not to Compete 250 Deferred Tax Liabilities (208 ) 3,105 Plus: Current Assets 430 Non-Current Assets 945 Less: Current Liabilities (208 ) Non-Current Liabilities (641 ) Total Purchase Price $ 3,631 |
Schedule of Pro Forma Information | (Unaudited) Nine Months Ended December 26, 2015 December 27, 2014 Total Revenue $ 90,680 $ 93,894 Net Income 2,710 2,418 Basic Earnings Per Share 0.39 0.36 Diluted Earnings Per Share 0.38 0.34 |
GENERAL (Narrative) (Details)
GENERAL (Narrative) (Details) - USD ($) | Dec. 31, 2015 | Jan. 18, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | Dec. 26, 2015 | Dec. 27, 2014 | Mar. 27, 2016 | Dec. 30, 2015 | Mar. 28, 2015 |
General [Line Items] | |||||||||
Investments | $ 800,000 | $ 800,000 | $ 900,000 | ||||||
Allocated Share-based Compensation Expense | 300,000 | $ 500,000 | |||||||
Foreign Currency Transaction Gain (Loss), Realized | (100,000) | (100,000) | |||||||
Foreign Currency Transaction Gain (Loss), Unrealized | 400,000 | $ 400,000 | |||||||
Derivative Asset, Notional Amount | $ 5,000,000 | $ 5,000,000 | |||||||
Dilutive Securities Effect Per Share on Earnings (in Dollars per share) | $ 0 | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Cash paid | $ 2,918,000 | $ 6,681,000 | |||||||
Revolving Credit Facility [Member] | |||||||||
General [Line Items] | |||||||||
Amount available | $ 30,000,000 | $ 30,000,000 | |||||||
Subsequent Event [Member] | Spectrum Technologies, Inc. [Member] | |||||||||
General [Line Items] | |||||||||
Total Purchase Price | $ 11,800,000 | ||||||||
Cash paid | 10,100,000 | ||||||||
Other holdback amounts unpaid | $ 1,700,000 | ||||||||
Subsequent Event [Member] | Dispersion Laboratory Inc. [Member] | |||||||||
General [Line Items] | |||||||||
Total Purchase Price | $ 1,000 | ||||||||
Subsequent Event [Member] | Borrowings for Business Acquisitions [Member] | Revolving Credit Facility [Member] | |||||||||
General [Line Items] | |||||||||
Amount available | $ 15,000,000 | $ 17,000,000 |
GENERAL (Average Shares Outstan
GENERAL (Average Shares Outstanding Used to Compute Basic and Diluted Earnings per Share) (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 26, 2015 | Dec. 27, 2014 | Dec. 26, 2015 | Dec. 27, 2014 | |
GENERAL [Abstract] | ||||
Average Shares Outstanding - Basic | 6,900 | 6,823 | 6,878 | 6,788 |
Effect of Dilutive Common Stock Equivalents | 237 | 258 | 256 | 273 |
Average Shares Outstanding - Diluted | 7,137 | 7,081 | 7,134 | 7,061 |
Anti-dilutive Common Stock Equivalents |
DEBT (Details)
DEBT (Details) $ in Millions | Dec. 31, 2015USD ($) | Dec. 26, 2015USD ($)item | Mar. 27, 2016USD ($) | Dec. 30, 2015USD ($) |
Spectrum Technologies, Inc. [Member] | Subsequent Event [Member] | ||||
DEBT [Line Items] | ||||
Proceeds from Lines of Credit | $ 10.1 | |||
Revolving Credit Facility [Member] | ||||
DEBT [Line Items] | ||||
Maximum borrowing capacity | $ 30 | |||
Ratio of consolidated EBITDA subject to a maximum borrowing restriction | 2.75 | |||
Number of consecutive quarters for which ratio of EBITDA subject to maximum borrowing restriction is required to be maintained under financial covenants | item | 4 | |||
Debt Instrument, Interest Rate, Stated Percentage | 0.40% | |||
Debt Instrument, Interest Rate, Effective Percentage Rate Range, Minimum | 1.70% | |||
Debt Instrument, Interest Rate, Effective Percentage Rate Range, Maximum | 1.90% | |||
Maturity date | Sep. 20, 2018 | |||
Amount available | $ 30 | |||
Amount outstanding | 10.5 | |||
Revolving Credit Facility [Member] | Borrowings for Business Acquisitions [Member] | ||||
DEBT [Line Items] | ||||
Maximum borrowing capacity | 15 | |||
Proceeds from Lines of Credit | $ 2.9 | |||
Revolving Credit Facility [Member] | Borrowings for Business Acquisitions [Member] | Subsequent Event [Member] | ||||
DEBT [Line Items] | ||||
Amount available | $ 15 | $ 17 |
STOCK-BASED COMPENSATION (Narra
STOCK-BASED COMPENSATION (Narrative) (Details) - USD ($) shares in Thousands, $ in Millions | Jul. 01, 2015 | Jul. 01, 2014 | Sep. 26, 2015 | Dec. 26, 2015 | Dec. 27, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Allocated Share-based Compensation Expense | $ 0.3 | $ 0.5 | |||
2003 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in Shares) | 1,300 | ||||
Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted Stock or Unit Expense | $ 0.2 | $ 0.3 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 0.7 | ||||
Performance Shares [Member] | Awards Granted in 2013 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of Target Level Achieved | 75.00% | ||||
Number of Shares Issued | 18 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in Shares) | 99 | ||||
Restricted Stock [Member] | Board of Directors [Member] | 2003 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in Shares) | 10 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | 50.00% | |||
Restricted Stock [Member] | Retiring Board Member [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted Stock or Unit Expense | $ 0.1 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in Shares) | 2 | ||||
Employee Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Allocated Share-based Compensation Expense | $ 0.1 | $ 0.1 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 0.2 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 0.1 | ||||
Proceeds from Stock Options Exercised | $ 0.2 | ||||
Employee Stock Option [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years |
STOCK-BASED COMPENSATION (Non-V
STOCK-BASED COMPENSATION (Non-Vested Performance-Based Restricted Stock Units) (Details) - Performance Shares [Member] shares in Thousands | 9 Months Ended |
Dec. 26, 2015$ / sharesshares | |
Awards Granted in 2013 [Member] | |
Schedule of Stock Based Compensation Details Non Vested Performance Based Restricted Stock Units [Line Items] | |
Total Number of Units Granted | shares | 99 |
Grant Date Fair Value Per Unit (in Dollars per share) | $ / shares | $ 6.17 |
Estimated Level of Achievement | 50.00% |
Awards Granted in 2014 [Member] | |
Schedule of Stock Based Compensation Details Non Vested Performance Based Restricted Stock Units [Line Items] | |
Total Number of Units Granted | shares | 61 |
Grant Date Fair Value Per Unit (in Dollars per share) | $ / shares | $ 9.28 |
Estimated Level of Achievement | 50.00% |
Awards Granted in 2015 [Member] | |
Schedule of Stock Based Compensation Details Non Vested Performance Based Restricted Stock Units [Line Items] | |
Total Number of Units Granted | shares | 73 |
Grant Date Fair Value Per Unit (in Dollars per share) | $ / shares | $ 9.59 |
Estimated Level of Achievement | 100.00% |
STOCK-BASED COMPENSATION (Stock
STOCK-BASED COMPENSATION (Stock Options) (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Dec. 26, 2015USD ($)$ / sharesshares | |
Number of Shares | |
Outstanding, beginning balance | shares | 561 |
Exercised | shares | (36) |
Forfeited | shares | (1) |
Outstanding, ending balance | shares | 524 |
Exercisable | shares | 444 |
Weighted Average Exercise Price Per Share | |
Outstanding, beginning balance | $ / shares | $ 6.83 |
Exercised | $ / shares | 4.74 |
Forfeited | $ / shares | 4.26 |
Outstanding, ending balance | $ / shares | 6.98 |
Exercisable | $ / shares | $ 6.87 |
Weighted Average Remaining Contractual Term (in Years) | |
Outstanding | 3 years |
Exercisable | 2 years |
Aggregate Intrinsic Value | |
Outstanding | $ | $ 963 |
Exercisable | $ | $ 865 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 26, 2015USD ($) | Dec. 27, 2014USD ($) | Dec. 26, 2015USD ($)item | Dec. 27, 2014USD ($) | ||
SEGMENT INFORMATION [Abstract] | |||||
Number of Reportable Segments | item | 2 | ||||
Revenue: | |||||
Revenue | $ 30,160 | $ 31,052 | $ 89,306 | $ 91,282 | |
Gross Profit: | |||||
Gross Profit | 6,778 | 6,994 | 20,577 | 20,589 | |
Operating Expenses: | |||||
Operating Expenses | 5,096 | 5,617 | 16,498 | 16,937 | |
Operating Income: | |||||
Operating Income | 1,682 | 1,377 | 4,079 | 3,652 | |
Unallocated Amounts: | |||||
Interest and Other Expense, net | 62 | 83 | 193 | 266 | |
Provision for Income Taxes | 552 | 481 | 1,339 | 1,269 | |
Net Income | 1,068 | 813 | 2,547 | 2,117 | |
Segment Reconciling Items [Member] | |||||
Unallocated Amounts: | |||||
Interest and Other Expense, net | 62 | 83 | 193 | 266 | |
Provision for Income Taxes | 552 | 481 | 1,339 | 1,269 | |
Unallocated Amounts | 614 | 564 | 1,532 | 1,535 | |
Service Segment [Member] | |||||
Revenue: | |||||
Revenue | 13,922 | 12,603 | 41,647 | 37,336 | |
Gross Profit: | |||||
Gross Profit | 3,272 | 3,090 | 10,264 | 9,299 | |
Operating Expenses: | |||||
Operating Expenses | [1] | 2,473 | 2,528 | 7,981 | 7,805 |
Operating Income: | |||||
Operating Income | 799 | 562 | 2,283 | 1,494 | |
Distribution [Member] | |||||
Revenue: | |||||
Revenue | 16,238 | 18,449 | 47,659 | 53,946 | |
Gross Profit: | |||||
Gross Profit | 3,506 | 3,904 | 10,313 | 11,290 | |
Operating Expenses: | |||||
Operating Expenses | [1] | 2,623 | 3,089 | 8,517 | 9,132 |
Operating Income: | |||||
Operating Income | $ 883 | $ 815 | $ 1,796 | $ 2,158 | |
[1] | Operating expense allocations between segments are based on actual amounts, a percentage of revenues, headcount, and management's estimates. |
BUSINESS ACQUISITIONS (Narrativ
BUSINESS ACQUISITIONS (Narrative) (Details) - Fiscal 2016 Acquisitions [Member] $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 26, 2015USD ($) | Dec. 26, 2015USD ($)item | |
BUSINESS ACQUISITIONS [Line Items] | ||
Number of Businesses Acquired | item | 3 | |
Finite-Lived Intangible Asset, Useful Life | 10 years | |
Business Combination, Consideration Transferred | $ 3.6 | |
Cash Acquired from Acquisition | 0.2 | |
Business Combination, Contingent Consideration, Liability, Current | 0.3 | |
Other holdback amounts unpaid | 0.4 | |
Business Combination, Acquisition Related Costs | $ 0.2 | $ 0.4 |
BUSINESS ACQUISITIONS (Purchase
BUSINESS ACQUISITIONS (Purchase Price Paid for Businesses Acquired) (Details) - USD ($) $ in Thousands | Dec. 26, 2015 | Mar. 28, 2015 |
Allocation of Purchase Price: | ||
Goodwill | $ 22,462 | $ 20,923 |
Fiscal 2016 Acquisitions [Member] | ||
Allocation of Purchase Price: | ||
Goodwill | 2,032 | |
Deferred Tax Liabilities | (208) | |
Total | 3,105 | |
Plus: Current Assets | 430 | |
Non-Current Assets | 945 | |
Less: Current Liabilities | (208) | |
Non-Current Liabilities | (641) | |
Total Purchase Price | 3,631 | |
Customer Bases [Member] | Fiscal 2016 Acquisitions [Member] | ||
Allocation of Purchase Price: | ||
Intangible Assets | 1,031 | |
Covenants Not To Compete [Member] | Fiscal 2016 Acquisitions [Member] | ||
Allocation of Purchase Price: | ||
Intangible Assets | $ 250 |
BUSINESS ACQUISITIONS (Proforma
BUSINESS ACQUISITIONS (Proforma Information for Business Acquisitions) (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Dec. 26, 2015 | Dec. 27, 2014 | |
BUSINESS ACQUISITIONS [Abstract] | ||
Total Revenue | $ 90,680 | $ 93,894 |
Net Income | $ 2,710 | $ 2,418 |
Basic Earnings Per Share | $ 0.39 | $ 0.36 |
Diluted Earnings Per Share | $ 0.38 | $ 0.34 |