Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 29, 2019 | Jul. 25, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 29, 2019 | |
Document Transition Report | false | |
Entity File Number | 1-31429 | |
Entity Registrant Name | Valmont Industries, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-0351813 | |
Entity Address, Address Line One | One Valmont Plaza, | |
Entity Address, City or Town | Omaha, | |
Entity Address, State or Province | NE | |
Entity Address, Postal Zip Code | 68154-5215 | |
City Area Code | 402 | |
Local Phone Number | 963-1000 | |
Title of 12(b) Security | Common Stock $1.00 par value | |
Trading Symbol | VMI | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 21,632,743 | |
Entity Central Index Key | 0000102729 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-28 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Net sales | $ 700,871 | $ 682,405 | $ 1,393,010 | $ 1,381,089 |
Total cost of sales | 520,457 | 507,406 | 1,047,467 | 1,036,850 |
Gross profit | 180,414 | 174,999 | 345,543 | 344,239 |
Selling, general and administrative expenses | 116,702 | 111,329 | 226,727 | 216,609 |
Operating income | 63,712 | 63,670 | 118,816 | 127,630 |
Other income (expenses): | ||||
Interest expense | (10,117) | (11,791) | (19,995) | (22,865) |
Interest income | 1,036 | 1,446 | 1,846 | 2,713 |
Gain (loss) on investments (unrealized) | 1,520 | 250 | 4,352 | 78 |
Loss from divestiture of grinding media business | 0 | (6,084) | 0 | (6,084) |
Other | 156 | 1,594 | 1,170 | 625 |
Total other income (expenses) | (7,405) | (14,585) | (12,627) | (25,533) |
Earnings before income taxes | 56,307 | 49,085 | 106,189 | 102,097 |
Income tax expense (benefit): | ||||
Current | 17,913 | 16,724 | 20,678 | 24,437 |
Deferred | (3,952) | (2,319) | 5,710 | 2,500 |
Total income tax expense (benefit) | 13,961 | 14,405 | 26,388 | 26,937 |
Net earnings | 42,346 | 34,680 | 79,801 | 75,160 |
Less: Earnings attributable to noncontrolling interests | (949) | (1,720) | (1,923) | (2,919) |
Net earnings attributable to Valmont Industries, Inc. | $ 41,397 | $ 32,960 | $ 77,878 | $ 72,241 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 1.90 | $ 1.47 | $ 3.57 | $ 3.21 |
Diluted (in dollars per share) | $ 1.90 | $ 1.46 | $ 3.56 | $ 3.18 |
Product sales | ||||
Net sales | $ 609,516 | $ 598,642 | $ 1,224,480 | $ 1,219,128 |
Total cost of sales | 461,091 | 453,021 | 935,486 | 929,285 |
Services sales | ||||
Net sales | 91,355 | 83,763 | 168,530 | 161,961 |
Total cost of sales | $ 59,366 | $ 54,385 | $ 111,981 | $ 107,565 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 42,346 | $ 34,680 | $ 79,801 | $ 75,160 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain | 1,049 | (46,953) | 3,315 | (40,149) |
Realized loss on divestiture of grinding media business recorded in earnings | 0 | 9,203 | 0 | 9,203 |
Gain (loss) on hedging activities: | ||||
Net investment hedges | 711 | 2,396 | 780 | 1,607 |
Realized loss on net investment hedge for grinding media business recorded in earnings | 0 | 1,215 | 0 | 1,215 |
Amortization cost included in interest expense | (16) | 25 | (32) | 44 |
Deferred loss on interest rate hedges | 0 | (2,467) | 0 | (2,467) |
Commodity hedges | (2,109) | 1,438 | (2,109) | 1,345 |
Cross currency swaps | (3,933) | 0 | (1,672) | 0 |
Other comprehensive income | (4,298) | (35,143) | 282 | (29,202) |
Comprehensive income | 38,048 | (463) | 80,083 | 45,958 |
Comprehensive income attributable to noncontrolling interests | (983) | (1,114) | (2,092) | (5,861) |
Comprehensive income attributable to Valmont Industries, Inc. | $ 37,065 | $ (1,577) | $ 77,991 | $ 40,097 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 29, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 256,944 | $ 313,210 |
Receivables, net | 507,061 | 483,963 |
Inventories | 406,546 | 383,566 |
Contract asset - costs and profits in excess of billings | 123,926 | 112,525 |
Prepaid expenses and other assets | 44,942 | 42,800 |
Refundable income taxes | 8,579 | 4,576 |
Total current assets | 1,347,998 | 1,340,640 |
Property, plant and equipment, at cost | 1,225,838 | 1,160,865 |
Less accumulated depreciation and amortization | 682,281 | 646,873 |
Net property, plant and equipment | 543,557 | 513,992 |
Goodwill | 424,188 | 385,207 |
Other intangible assets, net | 189,014 | 175,956 |
Other assets | 206,982 | 114,479 |
Total assets | 2,711,739 | 2,530,274 |
Current liabilities: | ||
Current installments of long-term debt | 774 | 779 |
Notes payable to banks | 20,375 | 10,678 |
Accounts payable | 228,137 | 218,115 |
Accrued employee compensation and benefits | 65,723 | 79,291 |
Accrued expenses | 174,163 | 91,942 |
Dividends payable | 8,129 | 8,230 |
Total current liabilities | 497,301 | 409,035 |
Deferred income taxes | 43,774 | 43,489 |
Long-term debt, excluding current installments | 765,558 | 741,822 |
Defined benefit pension liability | 130,210 | 143,904 |
Operating lease liabilities | 85,176 | 0 |
Deferred compensation | 49,445 | 46,107 |
Other noncurrent liabilities | 13,261 | 10,394 |
Shareholders’ equity: | ||
Preferred stock of $1 par value - Authorized 500,000 shares; none issued | 0 | 0 |
Common stock of $1 par value - Authorized 75,000,000 shares; issued 27,900,000 issued | 27,900 | 27,900 |
Retained earnings | 2,085,594 | 2,027,596 |
Accumulated other comprehensive loss | (303,072) | (303,185) |
Treasury stock | (728,680) | (692,549) |
Total Valmont Industries, Inc. shareholders’ equity | 1,081,742 | 1,059,762 |
Noncontrolling interest in consolidated subsidiaries | 45,272 | 75,761 |
Total shareholders’ equity | 1,127,014 | 1,135,523 |
Total liabilities and shareholders’ equity | $ 2,711,739 | $ 2,530,274 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 29, 2019 | Dec. 29, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, authorized shares (in shares) | 500,000 | 500,000 |
Preferred stock, issued shares (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, authorized shares (in shares) | 75,000,000 | 75,000,000 |
Common stock, issued shares (in shares) | 27,900,000 | 27,900,000 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities: | ||
Net earnings | $ 79,801 | $ 75,160 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||
Depreciation and amortization | 40,583 | 41,657 |
Noncash loss on trading securities | 28 | 229 |
Impairment of property, plant and equipment | 0 | 2,791 |
Loss on divestiture of grinding media business | 0 | 6,084 |
Stock-based compensation | 6,370 | 5,374 |
Defined benefit pension plan benefit | (259) | (1,159) |
Contribution to defined benefit pension plan | (13,682) | (731) |
Gain on sale of property, plant and equipment | (278) | (287) |
Deferred income taxes | 5,710 | 2,500 |
Changes in assets and liabilities: | ||
Receivables | (19,633) | 10,664 |
Inventories | (18,363) | (20,592) |
Prepaid expenses and other assets | (13,367) | (9,184) |
Contract asset - costs and profits in excess of billings | (11,400) | (24,912) |
Accounts payable | 7,973 | (18,645) |
Accrued expenses | 62,467 | (10,523) |
Other noncurrent liabilities | (5,582) | (480) |
Income taxes refundable | (6,931) | (4,288) |
Net cash flows from operating activities | 113,437 | 53,658 |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (49,310) | (31,816) |
Proceeds from sale of assets | 466 | 64,393 |
Acquisitions, net of cash acquired | (81,841) | (9,300) |
Settlement of net investment hedges | 11,184 | (1,621) |
Other, net | 3,893 | 2,404 |
Net cash flows from investing activities | (115,608) | 24,060 |
Cash flows from financing activities: | ||
Proceeds from short-term agreements | 9,886 | 130 |
Proceeds from long-term borrowings | 31,000 | 237,641 |
Principal payments on long-term borrowings | (10,386) | (495) |
Settlement of financial derivatives | 0 | (2,467) |
Debt issuance costs | 0 | (2,322) |
Dividends paid | (16,425) | (17,003) |
Dividends to noncontrolling interest | (4,459) | (4,852) |
Purchase of noncontrolling interest | (27,845) | (5,510) |
Purchase of treasury shares | (38,350) | (43,999) |
Proceeds from exercises under stock plans | 1,744 | 5,711 |
Purchase of common treasury shares—stock plan exercises | (827) | (1,769) |
Net cash flows from financing activities | (55,662) | 165,065 |
Effect of exchange rate changes on cash and cash equivalents | 1,567 | (13,000) |
Net change in cash and cash equivalents | (56,266) | 229,783 |
Cash, cash equivalents, and restricted cash—beginning of year | 313,210 | 492,805 |
Cash, cash equivalents, and restricted cash—end of year | $ 256,944 | $ 722,588 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive income (loss) | Treasury stock | Noncontrolling interest in consolidated subsidiaries |
Beginning balance at Dec. 30, 2017 | $ 1,151,795 | $ 27,900 | $ 0 | $ 1,954,344 | $ (279,022) | $ (590,386) | $ 38,959 |
Increase (Decrease) in Shareholders' Equity | |||||||
Net earnings | 75,160 | 72,241 | 2,919 | ||||
Other comprehensive income (loss) | (29,202) | (32,144) | 2,942 | ||||
Cash dividends declared ($0.75 per share) | (16,893) | (16,893) | |||||
Dividends to noncontrolling interests | (4,852) | (4,852) | |||||
Purchase of noncontrolling interest | (5,510) | (5,510) | |||||
Addition of noncontrolling interest | 3,200 | 3,200 | |||||
Purchase of treasury shares | (43,999) | (43,999) | |||||
Stock plan exercises | (1,769) | (1,769) | |||||
Stock options exercised | 5,711 | (4,459) | 3,418 | 6,752 | |||
Stock option expense | 2,151 | 2,151 | |||||
Stock awards | 3,223 | 2,308 | 915 | ||||
Ending balance at Jun. 30, 2018 | 1,149,824 | 27,900 | 0 | 2,023,919 | (311,166) | (628,487) | 37,658 |
Increase (Decrease) in Shareholders' Equity | |||||||
Cumulative impact of ASC adoptions | Impact of ASU 2016-16 adoption | 1,038 | 1,038 | |||||
Beginning balance at Mar. 31, 2018 | 1,185,356 | 27,900 | 0 | 1,996,474 | (276,629) | (602,504) | 40,115 |
Increase (Decrease) in Shareholders' Equity | |||||||
Net earnings | 34,680 | 32,960 | 1,720 | ||||
Other comprehensive income (loss) | (35,143) | (34,537) | (606) | ||||
Cash dividends declared ($0.75 per share) | (8,400) | (8,400) | |||||
Dividends to noncontrolling interests | (3,571) | (3,571) | |||||
Purchase of treasury shares | (29,209) | (29,209) | |||||
Stock plan exercises | (265) | (265) | |||||
Stock options exercised | 2,739 | (1,914) | 1,847 | 2,806 | |||
Stock option expense | 1,061 | 1,061 | |||||
Stock awards | 1,538 | 853 | 685 | ||||
Ending balance at Jun. 30, 2018 | 1,149,824 | 27,900 | 0 | 2,023,919 | (311,166) | (628,487) | 37,658 |
Beginning balance at Dec. 29, 2018 | 1,135,523 | 27,900 | 0 | 2,027,596 | (303,185) | (692,549) | 75,761 |
Increase (Decrease) in Shareholders' Equity | |||||||
Net earnings | 79,801 | 77,878 | 1,923 | ||||
Other comprehensive income (loss) | 282 | 113 | 169 | ||||
Cash dividends declared ($0.75 per share) | (16,339) | (16,339) | |||||
Dividends to noncontrolling interests | (4,459) | (4,459) | |||||
Purchase of noncontrolling interest | (27,845) | 277 | (28,122) | ||||
Purchase of treasury shares | (38,350) | (38,350) | |||||
Stock plan exercises | (827) | (827) | |||||
Stock options exercised | 1,744 | (5,242) | 5,345 | 1,641 | |||
Stock option expense | 1,456 | 1,456 | |||||
Stock awards | 4,914 | 3,509 | 1,405 | ||||
Ending balance at Jun. 29, 2019 | 1,127,014 | 27,900 | 0 | 2,085,594 | (303,072) | (728,680) | 45,272 |
Beginning balance at Mar. 30, 2019 | 1,131,215 | 27,900 | 0 | 2,049,438 | (298,740) | (700,333) | 52,950 |
Increase (Decrease) in Shareholders' Equity | |||||||
Net earnings | 42,346 | 41,397 | 949 | ||||
Other comprehensive income (loss) | (4,298) | (4,332) | 34 | ||||
Cash dividends declared ($0.75 per share) | (8,126) | (8,126) | |||||
Dividends to noncontrolling interests | (3,621) | (3,621) | |||||
Purchase of noncontrolling interest | (4,763) | 277 | (5,040) | ||||
Purchase of treasury shares | (28,929) | (28,929) | |||||
Stock plan exercises | (80) | (80) | |||||
Stock options exercised | 570 | (2,575) | 2,885 | 260 | |||
Stock option expense | 728 | 728 | |||||
Stock awards | 1,972 | 1,570 | 402 | ||||
Ending balance at Jun. 29, 2019 | $ 1,127,014 | $ 27,900 | $ 0 | $ 2,085,594 | $ (303,072) | $ (728,680) | $ 45,272 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||||
Purchase of treasury shares, shares acquired (in shares) | 236,323 | 203,869 | 306,729 | 305,256 |
Stock plan exercises; shares acquired (in shares) | 645 | 2,390 | 6,096 | 11,938 |
Stock options exercised; shares issued (in shares) | 2,642 | 18,309 | 15,637 | 46,213 |
Stock awards; shares issued (in shares) | 2,692 | 5,852 | 10,327 | 7,692 |
Cash dividends declared per share (in dollars per share) | $ 0.375 | $ 0.375 | $ 0.75 | $ 0.75 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 29, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Condensed Consolidated Financial Statements The Condensed Consolidated Balance Sheet as of June 29, 2019 , the Condensed Consolidated Statements of Earnings, Comprehensive Income, and Shareholders' Equity for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 , and the Condensed Consolidated Statements of Cash Flows for the twenty-six week periods then ended have been prepared by the Company, without audit. In the opinion of management, all necessary adjustments (which include normal recurring adjustments) have been made to present fairly the financial statements as of June 29, 2019 and for all periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 29, 2018 . The accounting policies and methods of computation followed in these interim financial statements are the same as those followed in the financial statements for the year ended December 29, 2018 with the exception of the lease accounting policy which changed from adopting Accounting Standards Update ("ASU") 2016-02 and is discussed in footnote 9. The results of operations for the period ended June 29, 2019 are not necessarily indicative of the operating results for the full year. Inventories Approximately 34% and 37% of inventory is valued at the lower of cost, determined on the last-in, first-out (LIFO) method, or market as of June 29, 2019 and December 29, 2018 . All other inventory is valued at the lower of cost, determined on the first-in, first-out (FIFO) method or market. Finished goods and manufactured goods inventories include the costs of acquired raw materials and related factory labor and overhead charges required to convert raw materials to manufactured and finished goods. The excess of replacement cost of inventories over the LIFO value is approximately $50,880 and $53,619 at June 29, 2019 and December 29, 2018 , respectively. Inventories consisted of the following: June 29, December 29, Raw materials and purchased parts $ 192,045 $ 190,115 Work-in-process 40,847 35,566 Finished goods and manufactured goods 224,534 211,504 Subtotal 457,426 437,185 Less: LIFO reserve 50,880 53,619 $ 406,546 $ 383,566 (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Income Taxes Earnings before income taxes for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 , were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2019 2018 2019 2018 United States $ 47,269 $ 42,336 $ 89,520 $ 84,101 Foreign 9,038 6,749 16,669 17,996 $ 56,307 $ 49,085 $ 106,189 $ 102,097 Pension Benefits The Company incurs expenses in connection with the Delta Pension Plan ("DPP"). The DPP was acquired as part of the Delta plc acquisition in fiscal 2010 and has no members that are active employees. In order to measure expense and the related benefit obligation, various assumptions are made including discount rates used to value the obligation, expected return on plan assets used to fund these expenses and estimated future inflation rates. These assumptions are based on historical experience as well as current facts and circumstances. An actuarial analysis is used to measure the expense and liability associated with pension benefits. The components of the net periodic pension (benefit) expense for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended Net periodic (benefit) expense: 2019 2018 2019 2018 Interest cost $ 4,182 $ 4,486 $ 8,527 $ 9,202 Expected return on plan assets (4,943 ) (5,815 ) (10,078 ) (11,929 ) Amortization of actuarial loss 634 764 1,292 1,568 Net periodic expense (benefit) $ (127 ) $ (565 ) $ (259 ) $ (1,159 ) Stock Plans The Company maintains stock‑based compensation plans approved by the shareholders, which provide that the Human Resource Committee of the Board of Directors may grant incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards, restricted stock units, and bonuses of common stock. At June 29, 2019 , 1,393,763 shares of common stock remained available for issuance under the plans. Under the plans, the exercise price of each option equals the closing market price at the date of the grant. Options vest beginning on the first anniversary of the grant in equal amounts over three years to six years or on the grant's fifth anniversary. Expiration of grants is seven years from the date of grant. Restricted stock units and awards generally vest in equal installments over three years beginning on the first anniversary of the grant. The Company's compensation expense (included in selling, general and administrative expenses) and associated income tax benefits related to stock options and restricted stock for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 , respectively, were as follows: (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Thirteen Weeks Ended Twenty-six Weeks Ended 2019 2018 2019 2018 Compensation expense $ 2,700 $ 2,599 $ 6,370 $ 5,374 Income tax benefits 675 650 1,593 1,344 Fair Value The Company applies the provisions of Accounting Standards Codification 820, Fair Value Measurements (“ASC 820”) which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The provisions of ASC 820 apply to other accounting pronouncements that require or permit fair value measurements. As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a three‑level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Financial assets and liabilities carried at fair value will be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Following is a description of the valuation methodologies used for assets and liabilities measured at fair value. Trading Securities: The assets and liabilities recorded for the investments held in the Valmont Deferred Compensation Plan of $40,673 ( $37,516 at December 29, 2018 ) represent mutual funds, invested in debt and equity securities, classified as trading securities in accordance with Accounting Standards Codification ("ASC") 320, Accounting for Certain Investments in Debt and Equity Securities , considering the employee's ability to change investment allocation of their deferred compensation at any time. The Company's ownership of shares in Delta EMD Pty. Ltd. (JSE:DTA) is also classified as trading securities. The shares are valued at $1,283 and $2,508 as of June 29, 2019 and December 29, 2018 , respectively, which is the estimated fair value. Quoted market prices are available for these securities in an active market and therefore categorized as a Level 1 input. Derivative Financial Instruments: The fair value of foreign currency and commodity forward contracts, and cross currency contracts is based on a valuation model that discounts cash flows resulting from the differential between the contract price and the market-based forward rate. (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Fair Value Measurement Using: Carrying Value June 29, 2019 Quoted Prices in Significant Other Significant Assets: Trading Securities $ 41,956 $ 41,956 $ — $ — Derivative financial instruments, net (3,213 ) — (3,213 ) — Fair Value Measurement Using: Carrying Value December 29, 2018 Quoted Prices in Significant Other Significant Assets: Trading Securities $ 40,024 $ 40,024 $ — $ — Derivative financial instruments, net 9,147 — 9,147 — Long-Lived Assets The Company's other non-financial assets include goodwill and other intangible assets, which are classified as Level 3 items. These assets are measured at fair value on a non-recurring basis as part of annual impairment testing. Note 5 to these condensed consolidated financial statements contain additional information related to goodwill and intangible asset impairments. Comprehensive Income Comprehensive income includes net earnings, currency translation adjustments, certain derivative-related activity and changes in net actuarial gains/losses from a pension plan. Results of operations for foreign subsidiaries are translated using the average exchange rates during the period. Assets and liabilities are translated at the exchange rates in effect on the balance sheet dates. Accumulated other comprehensive income (loss) consisted of the following at June 29, 2019 and December 29, 2018 : Foreign Currency Translation Adjustments Gain/(Loss) on Hedging Activities Defined Benefit Pension Plan Accumulated Other Comprehensive Loss Balance at December 29, 2018 $ (230,261 ) $ 11,171 $ (84,095 ) $ (303,185 ) Current-period comprehensive income (loss) 3,146 (3,033 ) — 113 Balance at June 29, 2019 $ (227,115 ) $ 8,138 $ (84,095 ) $ (303,072 ) (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Revenue Recognition The Company determines the appropriate revenue recognition for our contracts by analyzing the type, terms and conditions of each contract or arrangement with a customer. Contracts with customers for all businesses are fixed-price with sales tax excluded from revenue, and do not include variable consideration. Discounts included in contracts with customers, typically early pay discounts, are recorded as a reduction of net sales in the period in which the sale is recognized. Contract revenues are classified as product when the performance obligation is related to the manufacturing of goods. Contract revenues are classified as service when the performance obligation is the performance of a service. Service revenue is primarily related to the Coatings segment. Customer acceptance provisions exist only in the design stage of our products and acceptance of the design by the customer is required before the project is manufactured and delivered to the customer. The Company is not entitled to any compensation solely based on design of the product and does not recognize revenue associated with the design stage. There is one performance obligation for revenue recognition. No general rights of return exist for customers once the product has been delivered and the Company establishes provisions for estimated warranties. The Company does not sell extended warranties for any of its products. Shipping and handling costs associated with sales are recorded as cost of goods sold. The Company elected to use the practical expedient of treating freight as a fulfillment obligation instead of a separate performance obligation and ratably recognize freight expense as the structure is being manufactured, when the revenue from the associated customer contract is being recognized over time. With the exception of the Utility segment and the wireless communication structures product line, the Company’s inventory is interchangeable for a variety of each segment’s customers. The Company elected the practical expedient to not disclose the partially satisfied performance obligation at the end of the period when the contract has an original expected duration of one year or less. In addition, the Company elected the practical expedient to not adjust the amount of consideration to be received in a contract for any significant financing component if payment is expected within twelve months of transfer of control of goods or services; the Company expects all consideration to be received in one year or less at contract inception. Segment and Product Line Revenue Recognition The global Utility segment revenues are derived from manufactured steel and concrete structures for the North America utility industry and offshore and other complex structures used in energy generation and distribution outside of the United States. Steel and concrete utility structures are engineered to customer specifications resulting in limited ability to sell the structure to a different customer if an order is canceled after production commences. The continuous transfer of control to the customer is evidenced either by contractual termination clauses or by our rights to payment for work performed to-date plus a reasonable profit as the products do not have an alternative use to the Company. Since control is transferring over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires judgment. For our steel and concrete utility and wireless communication structure product lines, we generally recognize revenue on an inputs basis, using total production hours incurred to-date for each order as a percentage of total hours estimated to produce the order. The completion percentage is applied to the order’s total revenue and total estimated costs to determine reported revenue, cost of goods sold and gross profit. Production of an order, once started, is typically completed within three months. Revenue from the offshore and other complex structures business is also recognized using an inputs method, based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. External sales agents are used in certain sales of steel and concrete structures; the Company has chosen to use the practical expedient to expense estimated commissions owed to third parties by recognizing them proportionately as the goods are manufactured. The global ESS segment revenues are derived from the manufacture and distribution of engineered metal, composite structures and components for lighting and traffic and roadway safety, engineered access systems, and wireless communication. For the lighting and traffic and roadway safety product lines, revenue is recognized upon shipment or delivery of goods to the customer depending on contract terms, which is the same point in time that the customer is billed. For Access Systems, revenue is generally recognized upon delivery of goods to the customer which is the same point in time that the customer is billed. The wireless communication product line has large regional customers who have unique product (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) specifications for communication structures. When the customer contract includes a cancellation clause that would require them to pay for work completed plus a reasonable margin if an order was canceled, revenue is recognized over time based on hours worked as a percent of total estimated hours to complete production. For the remaining wireless communication product line customers which do not provide a contractual right to bill for work completed on a canceled order, revenue is recognized upon shipment or delivery of the goods to the customer which is the same point in time that the customer is billed. The global Coatings segment revenues are derived by providing coating services to customers’ products, which include galvanizing, anodizing, and powder coating. Revenue is recognized once the coating service has been performed and the goods are ready to be picked up or delivered to the customer which is the same time that the customer is billed. The global Irrigation segment revenues are derived from the manufacture of agricultural irrigation equipment and related parts and services for the agricultural industry and tubular products for industrial customers. Revenue recognition for the irrigation segment is generally upon shipment of the goods to the customer which is the same point in time that the customer is billed. The remote monitoring subscription services are primarily billed annually and revenue is recognized on a straight-line basis over the subsequent twelve months. Disaggregation of revenue by product line is disclosed in the Segment footnote. A breakdown by segment of revenue recognized over time and at a point in time for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 is as follows: Point in Time Over Time Point in Time Over Time Thirteen weeks ended June 29, 2019 Thirteen weeks ended June 29, 2019 Twenty-six weeks ended June 29, 2019 Twenty-six weeks ended June 29, 2019 Utility Support Structures $ 9,932 $ 199,077 $ 40,224 $ 412,043 Engineered Support Structures 244,604 12,961 461,074 24,460 Coatings 81,089 — 151,320 — Irrigation 149,956 3,252 297,814 6,075 Total $ 485,581 $ 215,290 $ 950,432 $ 442,578 Point in Time Over Time Point in Time Over Time Thirteen weeks ended June 30, 2018 Thirteen weeks ended June 30, 2018 Twenty-six weeks ended June 30, 2018 Twenty-six weeks ended June 30, 2018 Utility Support Structures $ — $ 196,531 $ — $ 406,390 Engineered Support Structures 237,720 8,321 444,914 17,043 Coatings 74,539 — 142,997 — Irrigation 157,800 2,813 341,034 5,631 Other 4,681 — 23,080 — Total $ 474,740 $ 207,665 $ 952,025 $ 429,064 Both steel and concrete utility customers are generally invoiced upon shipment or delivery of the goods to the customer's specified location and there are normally no up-front or progress payments. The offshore and complex steel structures business invoices customers a number of ways including advanced billings, progress billings, and billings upon shipment. At June 29, 2019 and December 29, 2018 , the contract liability for revenue recognized over time was $66,128 and $4,906 , respectively. The contract liability is included in Accrued Expenses on the condensed consolidated balance sheets. (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) During the thirteen and twenty-six weeks ended June 29, 2019 , the Company recognized $897 and $1,928 of revenue that was included in the liability as of December 29, 2018 . In the thirteen and twenty-six weeks ended June 30, 2018, the Company recognized $1,632 and $4,456 of revenue that was included in the liability as of December 30, 2017. The revenue recognized was due to applying advance payments received for projects completed during the period. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , which provides revised guidance on leases requiring lessees to recognize a right-of-use asset and a lease liability for virtually all of their leases (other than leases that meet the definition of a short-term lease). |
ACQUISITIONS
ACQUISITIONS | 6 Months Ended |
Jun. 29, 2019 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS On May 13, 2019, the Company acquired the assets of Connect-It Wireless, Inc. ("Connect-It") for $6,034 in cash. Connect-It operates in Florida and is a manufacturer and distributor of wireless site components and safety products. In the preliminary purchase price allocation, goodwill of $4,183 was recorded and the remainder is net working capital. A portion of the goodwill is deductible for tax purposes. Connect-It is included in the ESS segment and was acquired to expand the Company's wireless component distribution network. The Company expects the purchase price allocation to be finalized in the fourth quarter of 2019. Proforma disclosures for Connect-It were omitted as this business does not have a significant impact on the Company's financial results. On February 11, 2019, the Company acquired the outstanding shares of United Galvanizing ("United"), a provider of coatings services for $26,000 in cash. The agreed upon purchase price was $28,000 , with $2,000 being contingent on seller representations and warranties that will be settled within 12 months of the acquisition date. The acquisition of United, located in Houston, Texas further expands the Company's galvanizing footprint in North America and will be reported in the Coatings segment. The preliminary fair values assigned were $11,715 for goodwill, $4,034 for customer relationships, trade name of $894 , $11,016 for property, plant, and equipment, and the remainder is net working capital. Goodwill is not deductible for tax purposes and the customer relationship will be amortized over 10 years. The trade name has an indefinite life. The Company expects the purchase price allocation to be finalized in the fourth quarter of 2019, once the contingent payment is settled and management reviews are complete. On December 31, 2018, the Company acquired the assets of Larson Camouflage ("Larson"), an industry leading provider of architectural and camouflage concealment solutions for the wireless telecommunication market for $31,106 in cash. The agreed upon purchase price was $34,562 , with 10% being held back for seller representations and warranties and will be settled within 12 months of the acquisition date. Larson was acquired to grow our product offerings in the wireless communication market and will be reported in the ESS segment. The preliminary fair values assigned were $17,050 for customer relationships, $14,494 for goodwill, $1,151 for property, plant, and equipment and the remainder is net working capital. Goodwill is deductible for tax purposes and the customer relationships will be amortized over 12 years. The Company expects the purchase price allocation to be finalized in the fourth quarter of 2019, once the hold back payment is settled and management reviews are complete. (2) ACQUISITIONS (Continued) On October 18, 2018, the Company acquired CSP Coatings Systems of Auckland, New Zealand, a provider of a wide range of coatings services for $17,711 in cash. The acquisition further strengthens the Company's Asia-Pacific market position and is reported in the Coatings segment. The preliminary fair values assigned were $7,373 to property, plant, and equipment, $3,113 for customer relationships, $5,120 for goodwill, with the remainder net working capital. Goodwill is not deductible for tax purposes and the customer relationships will be amortized over 10 years. The purchase price allocation was finalized in the second quarter of 2019. On August 3, 2018, the Company purchased approximately 72% of the outstanding shares of Walpar, LLC ("Walpar") for $57,805 in cash. Walpar is an industry leader in the design, engineering and manufacturing of overhead sign structures for the North America transportation market. Walpar is located in Birmingham, Alabama and its operations are reported in the ESS segment. The transaction was funded with cash on hand. The acquisition of Walpar was completed to expand the Company's product offering in the sign structure market. The preliminary fair value measurement disclosed below is subject to management reviews and completion of the fair value measurements of the assets acquired and liabilities assumed. Customer relationships are amortized over 14 years and the trade name has an indefinite life. Goodwill is not deductible for tax purposes. In January 2019, the 28% non-controlling interest shares of Walpar, LLC were acquired for $23,082 . The purchase price allocation will be finalized in the third quarter of 2019. The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed of Walpar as of the date of acquisition: At August 3, 2018 Current assets $ 13,210 Customer relationships 32,000 Trade name 4,300 Goodwill 42,216 Total fair value of assets acquired $ 91,726 Current liabilities 2,185 Deferred taxes 8,654 Total fair value of liabilities assumed $ 10,839 Non-controlling interest 23,082 Net assets acquired $ 57,805 On August 3, 2018, the Company acquired 75% of the outstanding shares of Convert Italia SpA ("Convert") for $43,504 in cash. In the second quarter of 2019, the Company paid the former owners approximately $18,700 additional purchase price which was reflected in the contingent consideration liability on the fair value of assets and liabilities assumed on acquisition. Convert is a designer and provider of engineered solar tracker solutions that is headquartered in Italy, with offices in Brazil and Argentina. The Company acquired Convert to grow market adjacencies in the Utility Support Structures segment. The preliminary fair value measurements disclosed below are subject to management reviews and completion of the fair value measurements of the assets acquired and liabilities assumed. Patents and proprietary technology will be amortized over 15 years and the trade name has an indefinite life. Goodwill is not deductible for tax purposes. The Company expects the fair value measurement process and purchase price allocation will be finalized in the third quarter of 2019. The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed of Convert as of the date of acquisition: (2) ACQUISITIONS (Continued) At August 3, 2018 Current assets $ 18,349 Other assets 3,166 Patent and Proprietary Technology 16,554 Trade name 8,701 Goodwill 42,169 Total fair value of assets acquired $ 88,939 Current liabilities 5,376 Contingent consideration liability 19,497 Deferred taxes 6,061 Total fair value of liabilities assumed $ 30,934 Non-controlling interest 14,501 Net assets acquired $ 43,504 On August 1, 2018, the Company acquired the operational assets of Derit Infrastructure Pvt. Ltd. ("Derit") for $14,700 in cash, net of assumed liabilities. The Company acquired the net assets at fair value with no value assigned to intangible assets in the preliminary purchase price allocation. Derit has a manufacturing facility in India with production capabilities for steel lattice structures for power transmission, wireless communication, and a provider of zinc galvanizing services. Derit was acquired to provide the Company with lattice structure manufacturing capabilities and to further expand the geographic footprint of the galvanizing business. The majority of the business will be reported in the Utility Support Structures segment, while the galvanizing business will be reported in the Coatings segment. The purchase price allocation was finalized in the fourth quarter of 2018. Proforma disclosures for Derit were omitted as this business does not have a significant impact on the Company's financial results. On January 26, 2018, the Company acquired 60% of the assets of Torrent Engineering and Equipment ("Torrent") for $4,800 in cash. Torrent operates in Indiana and is an integrator of prefabricated pump stations that involves designing high pressure water and compressed air process systems. Torrent has annual sales of approximately $9,000 . In the purchase price allocation, goodwill of $3,922 and $4,020 of customer relationships and other intangible assets were recorded. A portion of the goodwill is deductible for tax purposes. Torrent is included in the Irrigation segment and was acquired to expand the Company's water management capabilities. The purchase price allocation was finalized in the second quarter of 2018. The Company's condensed consolidated statements of earnings for the thirteen and twenty-six weeks ended June 29, 2019 included net sales of $25,114 and $66,671 resulting from the United, Larson, CSP Coatings, Walpar, Convert, and Torrent acquisitions. In aggregate, these acquisitions did not contribute net earnings to the Company's consolidated 2019 results. The proforma effect of these acquisitions on the second quarter and first half of 2019 and 2018 is as follows: Thirteen weeks ended June 29, 2019 Thirteen weeks ended June 30, 2018 Twenty-six weeks ended June 29, 2019 Twenty-six weeks ended June 30, 2018 Net sales $ 700,871 $ 697,764 $ 1,395,429 $ 1,416,676 Net earnings 41,397 35,167 78,116 74,758 Earnings per share-diluted 1.90 1.56 3.57 3.30 (2) ACQUISITIONS (Continued) Acquisitions of Noncontrolling Interests In April 2019, the Company acquired the remaining 4.8% of Valmont SM that it did not own for $4,763 . In March 2018, the Company acquired the remaining 10% of Valmont Industria e Commercio Ltda. that it did not own for $5,510 . As these transactions were for the acquisition of all of the remaining shares of a consolidated subsidiary with no change in control, they were recorded within shareholders' equity and as a financing activity in the Consolidated Statements of Cash Flows. |
DIVESTITURE
DIVESTITURE | 6 Months Ended |
Jun. 29, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DIVESTITURE | DIVESTITURE On April 30, 2018, the Company completed the sale of Donhad, its grinding media business in Australia, reported in the Other segment. The business was sold because it did not fit the long-term strategic plans for the Company. The grinding media business historical annual sales, operating profit, and net assets are not significant for discontinued operations presentation. The grinding media business had an operating loss of $334 and $913 for the thirteen and twenty-six weeks ended June 30, 2018 . The Company received Australian $82,500 (U.S. $62,518 ) in proceeds from the sale. The pre-tax loss recorded during the second quarter of 2018 from the divestiture is reported in other income (expense). The loss is comprised of the proceeds from buyer, less deal-related costs, less the net assets of the business which resulted in a gain of $4,334 . Offsetting this amount is a $(10,418) realized loss on foreign exchange translation adjustments and net investment hedges previously reported in shareholders' equity. Pre-tax gain from divestiture, before recognition of currency translation loss $ 4,334 Recognition of cumulative currency translation loss and hedges (out of OCI) (10,418 ) Net pre-tax loss from divestiture of the grinding media business $ (6,084 ) |
RESTRUCTURING ACTIVITIES
RESTRUCTURING ACTIVITIES | 6 Months Ended |
Jun. 29, 2019 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING ACTIVITIES | RESTRUCTURING ACTIVITIES During 2018, the Company executed certain regional restructuring activities (the "2018 Plan") primarily in the ESS and Utility segments to transform its operational business model including exiting certain local markets. During the full year of 2018, the Company incurred $18,380 of cost of sales and $15,651 of selling, general, and administrative expense for the 2018 Plan. In connection with exiting certain local markets as a result of the 2018 Plan, the Company also recorded $7,944 of impairments of current and other assets during fiscal 2018, primarily inventory. The following pre-tax expense were recognized during the second quarter of 2018: ESS Utility Corporate Total Severance $ 1,603 $ 515 $ — $ 2,118 Other cash restructuring expenses 152 959 — 1,111 Asset impairments/net loss on disposals 1,261 — — 1,261 Total cost of sales 3,016 1,474 — 4,490 Severance 1,533 — — 1,533 Other cash restructuring expenses 485 — 126 611 Asset impairments/net loss on disposals 385 — — 385 Total selling, general and administrative expenses 2,403 — 126 2,529 Consolidated total $ 5,419 $ 1,474 $ 126 $ 7,019 Liabilities recorded for the restructuring plans and changes therein for the first twenty-six week of 2019 were as follows: Balance at December 29, 2018 Recognized Restructuring Expense Costs Paid or Otherwise Settled Balance at June 29, 2019 Severance $ 6,594 $ — $ (2,885 ) $ 3,709 Other cash restructuring expenses 3,462 — (1,858 ) 1,604 Total $ 10,056 $ — $ (4,743 ) $ 5,313 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 6 Months Ended |
Jun. 29, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS Amortized Intangible Assets The components of amortized intangible assets at June 29, 2019 and December 29, 2018 were as follows: June 29, 2019 Gross Accumulated Weighted Customer Relationships $ 241,076 $ 140,674 13 years Patents & Proprietary Technology 23,619 5,624 14 years Other 7,644 6,667 5 years $ 272,339 $ 152,965 December 29, 2018 Gross Accumulated Weighted Customer Relationships $ 219,508 $ 132,180 13 years Patents & Proprietary Technology 23,662 4,837 14 years Other 7,971 6,891 5 years $ 251,141 $ 143,908 Amortization expense for intangible assets for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 , respectively was as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2019 2018 2019 2018 $ 4,632 $ 3,572 $ 9,022 $ 7,455 Estimated annual amortization expense related to finite‑lived intangible assets is as follows: Estimated 2019 $ 17,226 2020 17,004 2021 15,503 2022 13,356 2023 11,610 The useful lives assigned to finite‑lived intangible assets included consideration of factors such as the Company’s past and expected experience related to customer retention rates, the remaining legal or contractual life of the underlying arrangement that resulted in the recognition of the intangible asset and the Company’s expected use of the intangible asset. (5) GOODWILL AND INTANGIBLE ASSETS (Continued) Non-amortized intangible assets Intangible assets with indefinite lives are not amortized and consist solely of trade names. The carrying value of trade names at June 29, 2019 and December 29, 2018 are as follows: June 29, December 29, Year Acquired Newmark $ 11,111 $ 11,111 2004 Webforge 8,872 8,872 2010 Convert Italia S.p.A 8,526 8,580 2018 Valmont SM 8,108 8,155 2014 Ingal EPS/Ingal Civil Products 7,233 7,233 2010 Walpar 4,300 4,300 2018 Shakespeare 4,000 4,000 2014 Other 17,490 16,472 $ 69,640 $ 68,723 In its determination of these intangible assets as indefinite‑lived, the Company considered such factors as its expected future use of the intangible asset, legal, regulatory, technological and competitive factors that may impact the useful life or value of the intangible asset and the expected costs to maintain the value of the intangible asset. The Company expects that these intangible assets will maintain their value indefinitely. Accordingly, these assets are not amortized. The Company’s trade names were tested for impairment in the third quarter of 2018. The values of each trade name was determined using the relief-from-royalty method. Based on this evaluation, the value of the offshore and other complex steel structures (Valmont SM) trade name was deemed to be impaired and the Company recorded a charge of $1,425 in the third quarter of 2018. No other trade names were determined to be impaired. Goodwill The carrying amount of goodwill by segment as of June 29, 2019 and December 29, 2018 was as follows: Engineered Utility Coatings Irrigation Total Gross Balance December 29, 2018 $ 204,735 $ 123,618 $ 80,937 $ 25,164 $ 434,454 Accumulated impairment losses (18,670 ) (14,355 ) (16,222 ) — (49,247 ) Balance at December 29, 2018 186,065 109,263 64,715 25,164 385,207 Acquisitions 18,677 7,889 11,715 — 38,281 Foreign currency translation 431 (170 ) 370 69 700 Balance at June 29, 2019 $ 205,173 $ 116,982 $ 76,800 $ 25,233 $ 424,188 (5) GOODWILL AND INTANGIBLE ASSETS (Continued) The Company’s annual impairment test of goodwill was performed during the third quarter of 2018, using the discounted cash flow method. The Company previously highlighted significant, adverse challenges in the wind energy market in Northern Europe that impacts our offshore and other complex steel structures business. A lack of protective tariffs has led to an extremely competitive environment in that region. Lower near-term financial projections and an approximately 15% decline in the undiscounted terminal value, when compared to the 2017 annual impairment test, is a result of challenging onshore wind and energy transmission structures pricing that is difficult to predict when it will recover. This resulted in an estimated fair value of the offshore and other complex steel structures reporting unit below the Company’s investment in this business. As a result, a goodwill impairment was recorded in the third quarter of 2018 totaling $14,355 , which represents all of the goodwill of the offshore and other complex steel reporting unit. |
CASH FLOW SUPPLEMENTARY INFORMA
CASH FLOW SUPPLEMENTARY INFORMATION | 6 Months Ended |
Jun. 29, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
CASH FLOW SUPPLEMENTARY INFORMATION | CASH FLOW SUPPLEMENTARY INFORMATION The Company considers all highly liquid temporary cash investments purchased with an original maturity of three months or less at the time of purchase to be cash equivalents. Cash payments for interest and income taxes (net of refunds) for the twenty-six weeks ended June 29, 2019 and June 30, 2018 were as follows: 2019 2018 Interest $ 19,411 $ 19,448 Income taxes 24,529 22,796 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 29, 2019 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following table provides a reconciliation between Basic and Diluted earnings per share (EPS): Basic EPS Dilutive Diluted EPS Thirteen weeks ended June 29, 2019: Net earnings attributable to Valmont Industries, Inc. $ 41,397 $ — $ 41,397 Weighted average shares outstanding (000's) 21,734 97 21,831 Per share amount $ 1.90 $ — $ 1.90 Thirteen weeks ended June 30, 2018: Net earnings attributable to Valmont Industries, Inc. $ 32,960 $ — $ 32,960 Weighted average shares outstanding (000's) 22,438 135 22,573 Per share amount $ 1.47 $ (0.01 ) $ 1.46 Twenty-six weeks ended June 29, 2019 Net earnings attributable to Valmont Industries, Inc. $ 77,878 $ — $ 77,878 Weighted average shares outstanding (000's) 21,810 87 21,897 Per share amount $ 3.57 $ (0.01 ) $ 3.56 Twenty-six Weeks Ended June 30, 2018: Net earnings attributable to Valmont Industries, Inc. $ 72,241 $ — $ 72,241 Weighted average shares outstanding (000's) 22,523 161 22,684 Per share amount $ 3.21 $ (0.03 ) $ 3.18 At June 29, 2019 and June 30, 2018 , there were 297,170 and 145,105 outstanding stock options with exercise prices exceeding the market price of common stock that were excluded from the computation of diluted earnings per share, respectively. |
HEDGING ACTIVITIES
HEDGING ACTIVITIES | 6 Months Ended |
Jun. 29, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
HEDGING ACTIVITIES | HEDGING ACTIVITIES The Company manages interest rate risk, commodity price risk, and foreign currency risk related to foreign currency denominated transactions and investments in foreign subsidiaries. Depending on the circumstances, the Company may manage these risks by utilizing derivative financial instruments. Some derivative financial instruments are marked to market and recorded in the Company's consolidated statements of earnings, while others may be accounted for as fair value, cash flow, or net investment hedges. Derivative financial instruments have credit and market risk. The Company manages these risks of derivative instruments by monitoring limits as to the types and degree of risk that can be taken, and by entering into transactions with counterparties who are recognized, stable multinational banks. Fair value of derivative instruments at June 29, 2019 and December 29, 2018 are as follows: Derivatives designated as hedging instruments: Balance sheet location June 29, 2019 December 29, 2018 Commodity forward contracts Prepaid expenses and other assets $ — $ (285 ) Commodity forward contracts Accrued expenses (1,030 ) — Foreign currency forward contracts Prepaid expenses and other assets 1,372 8,357 Cross currency swap contracts Prepaid expenses and other assets 661 1,075 Cross currency swap contracts Accrued expenses (4,216 ) — $ (3,213 ) $ 9,147 Gains (losses) on derivatives recognized in the condensed consolidated statements of earnings for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 are as follows: Thirteen Weeks Ended Twenty-six weeks ended Statements of earnings location June 29, 2019 June 30, 2018 June 29, 2019 June 30, 2018 Commodity forward contracts Product cost of sales $ (96 ) $ — $ (96 ) $ — Foreign currency forward contracts Other income (expenses) 152 — 704 — Foreign currency forward contracts Loss from divestiture of grinding media business $ — (1,215 ) — (1,215 ) Interest rate hedges Interest expense (16 ) 25 (32 ) 44 Cross currency swap contracts Interest expense 674 — 1,327 — $ 714 $ (1,190 ) $ 1,903 $ (1,171 ) Cash Flow Hedges In 2019 and 2018, the Company entered into steel hot rolled coil (HRC) forward contracts that qualified as a cash flow hedge of the variability in cash flows attributable to future steel purchases. In 2019, the forward contracts had a notional amount of $12,128 for the purchase of 3,500 short tons for each month from May 2019 to September 2019. In 2018, the forward contracts entered into had a notional amount of $8,469 for the purchase of 3,500 short tons for each month from July 2018 to September 2018 and a notional amount of $15,563 for the purchase of 6,500 short tons for each month from October 2018 to December 2018. The gain/(loss) realized upon settlement is recorded in product cost of sales in the condensed consolidated statements of earnings over average inventory turns. The forward contracts were closed out in the third quarter of 2019. (8) HEDGING ACTIVITIES (Continued) On June 19, 2018, the Company issued and sold $200,000 aggregate principal amount of the Company’s 5.00% senior notes due 2044 and $55,000 aggregate principal amount of the Company’s 5.25% senior notes due 2054. During the second quarter of 2018, the Company executed contracts to hedge the risk of potential fluctuations in the treasury rates on the 2044 Notes and 2054 Notes which would change the amount of net proceeds received from the debt offering. These contracts had a combined notional amount of $175,000 . On June 8, 2018, these contracts were settled with the Company paying $2,467 to the counterparties which was recorded in Other Comprehensive Income ("OCI") and will be amortized as an increase to interest expense over the term of the debt. Due to the retirement of the 2020 bonds in July 2018, the Company wrote off the remaining $411 unamortized loss on the related cash flow hedge. Net Investment Hedges In the second quarter of 2019, all net investment hedges incepted in 2018 were early settled and the Company received proceeds of $11,184 , which will remain in OCI until either the sale or substantially complete liquidation of the related subsidiaries. In the second quarter of 2019, the Company entered into a new foreign currency forward contract to mitigate foreign currency risk of the Company's investment in its Australian dollar denominated businesses. The forward contract, which qualifies as a net investment hedge, has a maturity date of April 2021 and a notional amount to sell Australian dollars to receive $100,000 . The Australian dollar forward contract effectiveness was assessed under the spot method with forward points excluded totaling $881 , which the Company has elected to amortize in other income (expense) in the condensed consolidated statements of earnings using the straight-line method over the remaining term of the contract. In the second quarter of 2019, the Company entered into two new fixed-for-fixed cross currency swaps (“CCS”), swapping U.S. dollar principal and interest payments on a portion of its 5.00% senior unsecured notes due 2044 for Danish krone (DKK) and Euro denominated payments. The CCS were entered into in order to mitigate foreign currency risk on the Company's Euro and DKK investments and to reduce interest expense. Interest is exchanged twice per year on April 1 and October 1. Key terms of the two CCS are as follows: Currency Notional Amount Termination Date Swapped Interest Rate Set Settlement Amount Danish Krone, DKK $ 50,000 April 1, 2024 2.68% DKK 333,625 Euro $ 80,000 April 1, 2024 2.825% €71,550 The Company designated the full notional amount of the two CCS ( $130,000 |
LEASES
LEASES | 6 Months Ended |
Jun. 29, 2019 | |
Leases [Abstract] | |
LEASES | LEASES The Company has operating leases for plant locations, corporate offices, sales offices, and certain equipment. Outstanding leases at June 29, 2019 have remaining lease terms of one year to fifteen years , some of which include options to extend leases for up to five years . The Company does not have any financing leases. The Company elected practical expedients not to reassess whether existing contracts are or contain leases, to not reassess the lease classification of any existing leases, to not reassess initial direct costs for any existing leases, to use hindsight in determining the lease term and in assessing impairment of the right-of-use asset, and to not separate lease and non-lease components for all classes of underlying assets. The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use ("ROU") assets, accrued expenses, and operating lease liabilities in our condensed consolidated balance sheets. ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make future lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the leases do not provide an implicit rate, the Company used its incremental borrowing rate based on information available at the date of adoption in determining the present value of future lease payments. The operating lease ROU asset also includes any lease payments made and excludes any lease incentives and impairments. Some of the Company's facility leases include options to extend the lease when it is reasonably certain that the option will be exercised. Lease expense is recognized on a straight-line basis over the lease term. Lease cost and other information related to the Company's operating leases are as follows: Thirteen weeks ended June 29, 2019 Twenty-six weeks ended June 29, 2019 Operating lease cost $ 5,174 $ 10,469 Short-term lease cost 669 1,269 Total lease cost $ 5,843 $ 11,738 Operating cash outflows from operating leases $ 5,421 $ 11,467 ROU assets obtained in exchange for lease obligations $ 1,195 $ 2,431 Weighted average remaining lease term 10 years 10 years Weighted average discount rate 3.9 % 3.9 % As part of the adoption of ASC 842, the Company evaluated at the historical and projected cash flow generation of the operations at each of its long-term leased facilities. One of those facilities, a galvanizing operation in Melbourne, Australia, will not generate sufficient cash flows on an undiscounted cash flow basis to recover the carrying value of the right of use asset. The Company then estimated a value for this operation using a discounted cash flow model. The result was an impairment of the right-of-use lease asset of approximately $12,063 . The after-tax balance of $8,444 was recorded as a reduction to retained earnings for the transition adjustment of adoption. (9) LEASES (Continued) Supplemental balance sheet information related to operating leases for the second quarter of 2019 is as follows: Classification June 29, 2019 Operating lease assets Other assets $ 87,562 Operating lease short-term liabilities Accrued expenses 15,567 Operating lease long-term liabilities Operating lease liabilities 85,176 Total lease liabilities $ 100,743 Minimum lease payments under operating leases expiring subsequent to June 29, 2019 are as follows: Fiscal year ending: 2019 (excluding the six months ended June 29, 2019) $ 10,023 2020 18,035 2021 14,778 2022 11,981 2023 9,100 Subsequent 59,448 Total minimum lease payments $ 123,365 Less: Interest $ 22,622 Present value of minimum lease payments $ 100,743 The below table as of December 29, 2018 is carried forward, including certain amounts that were historically included in the table as a result of the historical lease term conclusions but were not included in the initial ROU asset and lease liability measurement as of December 30, 2018 due to the Company's election of the hindsight practical expedient. The Company also determined one of its leases with escalating rent payments should be expensed using the straight-line method over a longer term and the result was an additional reduction to retained earnings of $442 for a transition adjustment. Minimum lease payments for operating leases under ASC 840 expiring subsequent to December 29, 2018 are as follows: Fiscal year ending: 2019 $ 18,757 2020 16,830 2021 13,992 2022 11,932 2023 8,866 Subsequent 76,438 Total minimum lease payments $ 146,815 |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 6 Months Ended |
Jun. 29, 2019 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENTS | BUSINESS SEGMENTS The Company has four reportable segments based on its management structure. Each segment is global in nature with a manager responsible for segment operational performance and the allocation of capital within the segment. Net corporate expense is net of certain service‑related expenses that are allocated to business units generally on the basis of employee headcounts. Reportable segments are as follows: ENGINEERED SUPPORT STRUCTURES: This segment consists of the manufacture of engineered metal and composite poles, towers, and components for global lighting, traffic, and wireless communication markets, engineered access systems, integrated structure solutions for smart cities, and highway safety products; UTILITY SUPPORT STRUCTURES: This segment consists of the manufacture of engineered steel and concrete structures for the global utility transmission, distribution, and generation applications, renewable energy generation equipment, and inspection services; COATINGS: This segment consists of galvanizing, painting, and anodizing services; and IRRIGATION: This segment consists of the manufacture of agricultural irrigation equipment, parts, services, tubular products, water management solutions, and technology for precision agriculture. In addition to these four reportable segments, the Company had other businesses and activities that individually are not more than 10% of consolidated sales, operating income or assets. This includes the manufacture of forged steel grinding media for the mining industry and is reported in the "Other" category until its divestiture in 2018. The Company evaluates the performance of its business segments based upon operating income and invested capital. The Company does not allocate LIFO expense, interest expense, non-operating income and deductions, or income taxes to its business segments. (10) BUSINESS SEGMENTS (Continued) Summary by Business Thirteen Weeks Ended Twenty-six Weeks Ended June 29, June 30, June 29, June 30, SALES: Engineered Support Structures segment: Lighting, Traffic, and Highway Safety Products $ 181,575 $ 178,930 $ 338,759 $ 339,374 Communication Products 47,454 39,592 90,319 73,705 Access Systems 29,719 32,189 59,958 62,586 Engineered Support Structures segment 258,748 250,711 489,036 475,665 Utility Support Structures segment: Steel 147,116 146,117 306,876 310,100 Concrete 30,560 30,185 60,404 53,847 Engineered Solar Tracker Solutions 9,932 — 40,224 — Offshore and Other Complex Steel Structures 22,221 21,417 46,247 43,634 Utility Support Structures segment 209,829 197,719 453,751 407,581 Coatings segment 98,406 91,572 185,185 176,519 Irrigation segment: North America 102,810 113,865 211,287 223,719 International 52,375 49,071 96,714 127,170 Irrigation segment 155,185 162,936 308,001 350,889 Other — 4,681 — 23,080 Total 722,168 707,619 1,435,973 1,433,734 INTERSEGMENT SALES: Engineered Support Structures segment 1,183 4,670 3,502 13,708 Utility Support Structures segment 820 1,188 1,484 1,191 Coatings segment 17,317 17,033 33,865 33,522 Irrigation segment 1,977 2,323 4,112 4,224 Total 21,297 25,214 42,963 52,645 NET SALES: Engineered Support Structures segment 257,565 246,041 485,534 461,957 Utility Support Structures segment 209,009 196,531 452,267 406,390 Coatings segment 81,089 74,539 151,320 142,997 Irrigation segment 153,208 160,613 303,889 346,665 Other — 4,681 — 23,080 Total $ 700,871 $ 682,405 $ 1,393,010 $ 1,381,089 OPERATING INCOME: Engineered Support Structures segment $ 20,882 $ 12,965 $ 33,327 $ 19,912 Utility Support Structures segment 16,033 20,841 41,081 44,208 Coatings segment 15,032 14,868 25,172 26,735 Irrigation segment 21,530 27,728 41,664 61,615 Other — (334 ) — (913 ) Adjustment to LIFO inventory valuation method 2,238 (1,651 ) 2,740 (2,732 ) Corporate (12,003 ) (10,747 ) (25,168 ) (21,195 ) Total $ 63,712 $ 63,670 $ 118,816 $ 127,630 |
GUARANTOR_NON-GUARANTOR FINANCI
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | 6 Months Ended |
Jun. 29, 2019 | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION The Company has two tranches of senior unsecured notes. All of the senior notes are guaranteed, jointly, severally, fully and unconditionally (subject to certain customary release provisions, including sale of the subsidiary guarantor, or sale of all or substantially all of its assets) by certain of the Company’s current and future direct and indirect domestic and foreign subsidiaries (collectively the “Guarantors”), excluding its other current domestic and foreign subsidiaries which do not guarantee the debt (collectively referred to as the “Non-Guarantors”). All Guarantors are 100% owned by the parent company. Consolidated financial information for the Company ("Parent"), the Guarantor subsidiaries and the Non-Guarantor subsidiaries is as follows: CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Thirteen weeks ended June 29, 2019 Parent Guarantors Non- Eliminations Total Net sales $ 313,973 $ 138,151 $ 316,517 $ (67,770 ) $ 700,871 Cost of sales 226,017 107,331 254,331 (67,222 ) 520,457 Gross profit 87,956 30,820 62,186 (548 ) 180,414 Selling, general and administrative expenses 49,788 18,867 48,047 — 116,702 Operating income 38,168 11,953 14,139 (548 ) 63,712 Other income (expense): Interest expense (9,584 ) (2,498 ) (534 ) 2,499 (10,117 ) Interest income 342 18 3,175 (2,499 ) 1,036 Other 1,878 11 (213 ) — 1,676 (7,364 ) (2,469 ) 2,428 — (7,405 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 30,804 9,484 16,567 (548 ) 56,307 Income tax expense (benefit) 7,310 1,907 4,791 (47 ) 13,961 Earnings before equity in earnings of nonconsolidated subsidiaries 23,494 7,577 11,776 (501 ) 42,346 Equity in earnings of nonconsolidated subsidiaries 17,903 2,882 — (20,785 ) — Net earnings 41,397 10,459 11,776 (21,286 ) 42,346 Less: Earnings attributable to noncontrolling interests — — (949 ) — (949 ) Net earnings attributable to Valmont Industries, Inc. $ 41,397 $ 10,459 $ 10,827 $ (21,286 ) $ 41,397 CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six Weeks Ended June 29, 2019 Parent Guarantors Non- Eliminations Total Net sales $ 612,975 $ 277,658 $ 628,808 $ (126,431 ) $ 1,393,010 Cost of sales 451,144 210,643 511,938 (126,258 ) 1,047,467 Gross profit 161,831 67,015 116,870 (173 ) 345,543 Selling, general and administrative expenses 107,634 25,976 93,117 — 226,727 Operating income 54,197 41,039 23,753 (173 ) 118,816 Other income (expense): Interest expense (19,167 ) (6,039 ) (829 ) 6,040 (19,995 ) Interest income 453 30 7,403 (6,040 ) 1,846 Other 5,415 21 86 — 5,522 (13,299 ) (5,988 ) 6,660 — (12,627 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 40,898 35,051 30,413 (173 ) 106,189 Income tax expense (benefit) 7,772 7,857 10,750 9 26,388 Earnings before equity in earnings of nonconsolidated subsidiaries 33,126 27,194 19,663 (182 ) 79,801 Equity in earnings of nonconsolidated subsidiaries 44,752 6,826 — (51,578 ) — Net earnings 77,878 34,020 19,663 (51,760 ) 79,801 Less: Earnings attributable to noncontrolling interests — — (1,923 ) — (1,923 ) Net earnings attributable to Valmont Industries, Inc. $ 77,878 $ 34,020 $ 17,740 $ (51,760 ) $ 77,878 CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Thirteen weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net sales $ 297,916 $ 133,563 $ 315,499 $ (64,573 ) $ 682,405 Cost of sales 220,677 98,649 252,185 (64,105 ) 507,406 Gross profit 77,239 34,914 63,314 (468 ) 174,999 Selling, general and administrative expenses 50,259 12,535 48,535 — 111,329 Operating income 26,980 22,379 14,779 (468 ) 63,670 Other income (expense): Interest expense (11,396 ) (3,749 ) (395 ) 3,749 (11,791 ) Interest income 305 5 4,885 (3,749 ) 1,446 Loss from divestiture of grinding media business (2,518 ) — (3,566 ) — (6,084 ) Other 616 14 1,214 — 1,844 (12,993 ) (3,730 ) 2,138 — (14,585 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 13,987 18,649 16,917 (468 ) 49,085 Income tax expense (benefit) 2,318 4,851 7,285 (49 ) 14,405 Earnings before equity in earnings of nonconsolidated subsidiaries 11,669 13,798 9,632 (419 ) 34,680 Equity in earnings of nonconsolidated subsidiaries 21,291 31,169 — (52,460 ) — Net earnings 32,960 44,967 9,632 (52,879 ) 34,680 Less: Earnings attributable to noncontrolling interests — — (1,720 ) — (1,720 ) Net earnings attributable to Valmont Industries, Inc. $ 32,960 $ 44,967 $ 7,912 $ (52,879 ) $ 32,960 CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net sales $ 613,908 $ 254,734 $ 647,635 $ (135,188 ) $ 1,381,089 Cost of sales 456,273 193,108 523,901 (136,432 ) 1,036,850 Gross profit 157,635 61,626 123,734 1,244 344,239 Selling, general and administrative expenses 96,790 24,452 95,367 — 216,609 Operating income 60,845 37,174 28,367 1,244 127,630 Other income (expense): Interest expense (22,277 ) (7,629 ) (588 ) 7,629 (22,865 ) Interest income 481 15 9,846 (7,629 ) 2,713 Loss from divestiture of grinding media business (2,518 ) — (3,566 ) — (6,084 ) Other 510 26 167 — 703 (23,804 ) (7,588 ) 5,859 — (25,533 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 37,041 29,586 34,226 1,244 102,097 Income tax expense (benefit) 10,678 7,528 8,643 88 26,937 Earnings before equity in earnings of nonconsolidated subsidiaries 26,363 22,058 25,583 1,156 75,160 Equity in earnings of nonconsolidated subsidiaries 45,878 33,898 — (79,776 ) — Net earnings 72,241 55,956 25,583 (78,620 ) 75,160 Less: Earnings attributable to noncontrolling interests — — (2,919 ) — (2,919 ) Net earnings attributable to Valmont Industries, Inc. $ 72,241 $ 55,956 $ 22,664 $ (78,620 ) $ 72,241 CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended June 29, 2019 Parent Guarantors Non- Eliminations Total Net earnings $ 41,397 $ 10,459 $ 11,776 $ (21,286 ) $ 42,346 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (9,850 ) 10,899 — 1,049 Gain (loss) on hedging activities (5,347 ) — — — (5,347 ) Equity in other comprehensive income 1,015 — — (1,015 ) — Other comprehensive income (loss) (4,332 ) (9,850 ) 10,899 (1,015 ) (4,298 ) Comprehensive income (loss) 37,065 609 22,675 (22,301 ) 38,048 Comprehensive income attributable to noncontrolling interests — — (983 ) — (983 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 37,065 $ 609 $ 21,692 $ (22,301 ) $ 37,065 CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six weeks ended June 29, 2019 Parent Guarantors Non- Eliminations Total Net earnings $ 77,878 $ 34,020 $ 19,663 $ (51,760 ) $ 79,801 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (4,221 ) 7,536 — 3,315 Gain (loss) on hedging activities (3,033 ) — — — (3,033 ) Equity in other comprehensive income 3,146 — — (3,146 ) — Other comprehensive income (loss) 113 (4,221 ) 7,536 (3,146 ) 282 Comprehensive income (loss) 77,991 29,799 27,199 (54,906 ) 80,083 Comprehensive income attributable to noncontrolling interests — — (2,092 ) — (2,092 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 77,991 $ 29,799 $ 25,107 $ (54,906 ) $ 77,991 CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net earnings $ 32,960 $ 44,967 $ 9,632 $ (52,879 ) $ 34,680 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — 6,513 (53,466 ) — (46,953 ) Realized loss on divestiture of grinding media business recorded in earnings — — 9,203 — 9,203 Gain (loss) on hedging activities 2,607 — — — 2,607 Equity in other comprehensive income (37,144 ) — — 37,144 — Other comprehensive income (loss) (34,537 ) 6,513 (44,263 ) 37,144 (35,143 ) Comprehensive income (loss) (1,577 ) 51,480 (34,631 ) (15,735 ) (463 ) Comprehensive income attributable to noncontrolling interests — — (1,114 ) — (1,114 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ (1,577 ) $ 51,480 $ (35,745 ) $ (15,735 ) $ (1,577 ) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six Weeks Ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net earnings $ 72,241 $ 55,956 $ 25,583 $ (78,620 ) $ 75,160 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (2,167 ) (37,982 ) — (40,149 ) Realized loss on divestiture of grinding media business recorded in earnings — — 9,203 — 9,203 Gain (loss) on hedging activities 1,744 — — — 1,744 Equity in other comprehensive income (33,888 ) — — 33,888 — Other comprehensive income (loss) (32,144 ) (2,167 ) (28,779 ) 33,888 (29,202 ) Comprehensive income (loss) 40,097 53,789 (3,196 ) (44,732 ) 45,958 Comprehensive income attributable to noncontrolling interests — — (5,861 ) — (5,861 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 40,097 $ 53,789 $ (9,057 ) $ (44,732 ) $ 40,097 CONDENSED CONSOLIDATED BALANCE SHEETS June 29, 2019 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 87,608 $ 5,615 $ 163,721 $ — $ 256,944 Receivables, net 152,234 88,774 266,053 — 507,061 Inventories 141,709 44,033 223,380 (2,576 ) 406,546 Contract asset - costs and profits in excess of billings 61,754 38,180 23,992 — 123,926 Prepaid expenses and other assets 6,757 8,736 29,449 — 44,942 Refundable income taxes 8,579 — — — 8,579 Total current assets 458,641 185,338 706,595 (2,576 ) 1,347,998 Property, plant and equipment, at cost 601,146 192,902 431,790 — 1,225,838 Less accumulated depreciation and amortization 405,799 98,864 177,618 — 682,281 Net property, plant and equipment 195,347 94,038 254,172 — 543,557 Goodwill 20,108 140,924 263,156 — 424,188 Other intangible assets 49 47,206 141,759 — 189,014 Investment in subsidiaries and intercompany accounts 1,359,065 1,097,380 840,064 (3,296,509 ) — Other assets 94,400 4,029 108,553 — 206,982 Total assets $ 2,127,610 $ 1,568,915 $ 2,314,299 $ (3,299,085 ) $ 2,711,739 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ — $ — $ 774 $ — $ 774 Notes payable to banks — — 20,375 — 20,375 Accounts payable 67,877 21,285 138,975 — 228,137 Accrued employee compensation and benefits 32,552 4,856 28,315 — 65,723 Accrued expenses 101,998 11,746 61,328 (909 ) 174,163 Dividends payable 8,129 — — — 8,129 Total current liabilities 210,556 37,887 249,767 (909 ) 497,301 Deferred income taxes 14,402 — 29,372 — 43,774 Long-term debt, excluding current installments 734,265 124,233 31,293 (124,233 ) 765,558 Defined benefit pension liability — — 130,210 — 130,210 Other noncurrent liabilities 86,645 3,214 58,023 — 147,882 Shareholders’ equity: Common stock of $1 par value 27,900 457,950 648,957 (1,106,907 ) 27,900 Additional paid-in capital — 162,906 1,107,536 (1,270,442 ) — Retained earnings 2,085,594 705,955 390,062 (1,096,017 ) 2,085,594 Accumulated other comprehensive income (loss) (303,072 ) 76,770 (376,193 ) 299,423 (303,072 ) Treasury stock (728,680 ) — — — (728,680 ) Total Valmont Industries, Inc. shareholders’ equity 1,081,742 1,403,581 1,770,362 (3,173,943 ) 1,081,742 Noncontrolling interest in consolidated subsidiaries — — 45,272 — 45,272 Total shareholders’ equity 1,081,742 1,403,581 1,815,634 (3,173,943 ) 1,127,014 Total liabilities and shareholders’ equity $ 2,127,610 $ 1,568,915 $ 2,314,299 $ (3,299,085 ) $ 2,711,739 (11) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED BALANCE SHEETS December 29, 2018 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 104,256 $ 5,518 $ 203,436 $ — $ 313,210 Receivables, net 134,943 75,204 273,816 — 483,963 Inventories 138,158 37,019 210,791 (2,402 ) 383,566 Contract asset - costs and profits in excess of billings 50,271 35,200 27,054 — 112,525 Prepaid expenses and other assets 21,858 746 20,196 — 42,800 Refundable income taxes 4,576 — — — 4,576 Total current assets 454,062 153,687 735,293 (2,402 ) 1,340,640 Property, plant and equipment, at cost 579,046 172,050 409,769 — 1,160,865 Less accumulated depreciation and amortization 390,438 93,374 163,061 — 646,873 Net property, plant and equipment 188,608 78,676 246,708 — 513,992 Goodwill 20,108 110,562 254,537 — 385,207 Other intangible assets 76 27,452 148,428 — 175,956 Investment in subsidiaries and intercompany accounts 1,286,545 1,161,612 932,982 (3,381,139 ) — Other assets 47,674 — 66,805 — 114,479 Total assets $ 1,997,073 $ 1,531,989 $ 2,384,753 $ (3,383,541 ) $ 2,530,274 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ — $ — $ 779 $ — $ 779 Notes payable to banks — — 10,678 — 10,678 Accounts payable 68,304 21,081 128,730 — 218,115 Accrued employee compensation and benefits 41,418 7,186 30,687 — 79,291 Accrued expenses 25,936 10,132 55,874 — 91,942 Dividends payable 8,230 — — — 8,230 Total current liabilities 143,888 38,399 226,748 — 409,035 Deferred income taxes 14,376 — 29,113 — 43,489 Long-term debt, excluding current installments 733,964 166,729 7,858 (166,729 ) 741,822 Defined benefit pension liability — — 143,904 — 143,904 Other noncurrent liabilities 45,083 620 10,798 — 56,501 Shareholders’ equity: Common stock of $1 par value 27,900 457,950 648,682 (1,106,632 ) 27,900 Additional paid-in capital — 162,906 1,107,536 (1,270,442 ) — Retained earnings 2,027,596 624,394 467,699 (1,092,093 ) 2,027,596 Accumulated other comprehensive income (303,185 ) 80,991 (333,346 ) 252,355 (303,185 ) Treasury stock (692,549 ) — — — (692,549 ) Total Valmont Industries, Inc. shareholders’ equity 1,059,762 1,326,241 1,890,571 (3,216,812 ) 1,059,762 Noncontrolling interest in consolidated subsidiaries — — 75,761 — 75,761 Total shareholders’ equity 1,059,762 1,326,241 1,966,332 (3,216,812 ) 1,135,523 Total liabilities and shareholders’ equity $ 1,997,073 $ 1,531,989 $ 2,384,753 $ (3,383,541 ) $ 2,530,274 (11) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six weeks ended June 29, 2019 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 77,878 $ 34,020 $ 19,663 $ (51,760 ) $ 79,801 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 13,094 6,888 20,601 — 40,583 Noncash gain on trading securities — — 28 — 28 Stock-based compensation 6,370 — — — 6,370 Defined benefit pension plan benefit — — (259 ) — (259 ) Contribution to defined benefit pension plan — — (13,682 ) — (13,682 ) Loss (gain) on sale of property, plant and equipment 132 44 (454 ) — (278 ) Equity in earnings in nonconsolidated subsidiaries (44,752 ) (6,826 ) — 51,578 — Deferred income taxes 1,317 — 4,393 — 5,710 Changes in assets and liabilities: Net working capital 15,058 (29,557 ) 22,001 175 7,677 Other noncurrent liabilities 3,596 (5,461 ) (3,717 ) — (5,582 ) Income taxes payable (refundable) (265 ) (1,819 ) (3,938 ) (909 ) (6,931 ) Net cash flows from operating activities 72,428 (2,711 ) 44,636 (916 ) 113,437 Cash flows from investing activities: Purchase of property, plant and equipment (26,526 ) (3,213 ) (19,571 ) — (49,310 ) Proceeds from sale of assets 6 38 422 — 466 Acquisitions, net of cash acquired — (63,141 ) (18,700 ) — (81,841 ) Settlement of net investment hedge 11,184 — — — 11,184 Other, net (68,443 ) 64,103 7,317 916 3,893 Net cash flows from investing activities (83,779 ) (2,213 ) (30,532 ) 916 (115,608 ) Cash flows from financing activities: Proceeds from short-term agreements — — 9,886 — 9,886 Proceeds from long-term borrowings 31,000 — — — 31,000 Principal payments on long-term borrowings (10,000 ) — (386 ) — (10,386 ) Principal payments on long-term intercompany note — (42,574 ) 42,574 — — Dividends paid (16,425 ) — — — (16,425 ) Dividends to noncontrolling interest — — (4,459 ) — (4,459 ) Intercompany dividends 63,650 47,541 (111,191 ) — — Purchase of noncontrolling interest (22,805 ) — (5,040 ) — (27,845 ) Intercompany capital contribution (13,284 ) — 13,284 — — Purchase of treasury shares (38,350 ) — — — (38,350 ) Proceeds from exercises under stock plans 1,744 — — — 1,744 Purchase of common treasury shares - stock plan exercises (827 ) — — — (827 ) Net cash flows from financing activities (5,297 ) 4,967 (55,332 ) — (55,662 ) Effect of exchange rate changes on cash and cash equivalents — 54 1,513 — 1,567 Net change in cash and cash equivalents (16,648 ) 97 (39,715 ) — (56,266 ) Cash and cash equivalents—beginning of year 104,256 5,518 203,436 — 313,210 Cash and cash equivalents—end of period $ 87,608 $ 5,615 $ 163,721 $ — $ 256,944 (11) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 72,241 $ 55,956 $ 25,583 $ (78,620 ) $ 75,160 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 12,871 7,063 21,723 — 41,657 Noncash loss on trading securities — — 229 — 229 Impairment of property, plant and equipment — — 2,791 — 2,791 Loss on divestiture of grinding media business 2,518 — 3,566 — 6,084 Stock-based compensation 5,374 — — — 5,374 Defined benefit pension plan expense — — (1,159 ) — (1,159 ) Contribution to defined benefit pension plan — — (731 ) — (731 ) Loss (gain) on sale of property, plant and equipment 10 (7 ) (290 ) — (287 ) Equity in earnings in nonconsolidated subsidiaries (45,878 ) (33,898 ) — 79,776 — Deferred income taxes 3,343 1,791 (2,634 ) — 2,500 Changes in assets and liabilities: Net working capital (15,781 ) (43,990 ) (12,177 ) (1,244 ) (73,192 ) Other noncurrent liabilities 640 — (1,120 ) — (480 ) Income taxes payable (refundable) (11,054 ) (843 ) 7,609 — (4,288 ) Net cash flows from operating activities 24,284 (13,928 ) 43,390 (88 ) 53,658 Cash flows from investing activities: Purchase of property, plant and equipment (10,051 ) (6,770 ) (14,995 ) — (31,816 ) Proceeds from sale of assets 5 209 64,179 — 64,393 Acquisitions, net of cash acquired — — (9,300 ) — (9,300 ) Settlement of net investment hedge (1,621 ) — — — (1,621 ) Other, net 6,335 13,752 (17,771 ) 88 2,404 Net cash flows from investing activities (5,332 ) 7,191 22,113 88 24,060 Cash flows from financing activities: Payments under short-term agreements — — 130 — 130 Proceeds from long-term borrowings 237,641 — — — 237,641 Principal payments on long-term borrowings — — (495 ) — (495 ) Settlement of financial derivative (2,467 ) — — — (2,467 ) Debt issuance costs (2,322 ) — — — (2,322 ) Dividends paid (17,003 ) — — — (17,003 ) Dividends to noncontrolling interest — — (4,852 ) — (4,852 ) Intercompany dividends 75,325 11,296 (86,621 ) — — Purchase of noncontrolling interest — — (5,510 ) — (5,510 ) Purchase of treasury shares (43,999 ) — — — (43,999 ) Intercompany capital contribution (3,492 ) 3,492 — — — Proceeds from exercises under stock plans 5,711 — — — 5,711 Purchase of common treasury shares - stock plan exercises (1,769 ) — — — (1,769 ) Net cash flows from financing activities 247,625 14,788 (97,348 ) — 165,065 Effect of exchange rate changes on cash and cash equivalents — (657 ) (12,343 ) — (13,000 ) Net change in cash and cash equivalents 266,577 7,394 (44,188 ) — 229,783 Cash and cash equivalents—beginning of year 83,329 5,304 404,172 — 492,805 Cash and cash equivalents—end of period $ 349,906 $ 12,698 $ 359,984 $ — $ 722,588 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 29, 2019 | |
Accounting Policies [Abstract] | |
Condensed Consolidated Financial Statements | Condensed Consolidated Financial Statements The Condensed Consolidated Balance Sheet as of June 29, 2019 , the Condensed Consolidated Statements of Earnings, Comprehensive Income, and Shareholders' Equity for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 , and the Condensed Consolidated Statements of Cash Flows for the twenty-six week periods then ended have been prepared by the Company, without audit. In the opinion of management, all necessary adjustments (which include normal recurring adjustments) have been made to present fairly the financial statements as of June 29, 2019 and for all periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 29, 2018 . The accounting policies and methods of computation followed in these interim financial statements are the same as those followed in the financial statements for the year ended December 29, 2018 with the exception of the lease accounting policy which changed from adopting Accounting Standards Update ("ASU") 2016-02 and is discussed in footnote 9. The results of operations for the period ended June 29, 2019 are not necessarily indicative of the operating results for the full year. |
Inventories | Inventories Approximately 34% and 37% of inventory is valued at the lower of cost, determined on the last-in, first-out (LIFO) method, or market as of June 29, 2019 and December 29, 2018 |
Income Taxes | Income Taxes Earnings before income taxes for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 , were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2019 2018 2019 2018 United States $ 47,269 $ 42,336 $ 89,520 $ 84,101 Foreign 9,038 6,749 16,669 17,996 $ 56,307 $ 49,085 $ 106,189 $ 102,097 |
Pension Benefits | Pension Benefits The Company incurs expenses in connection with the Delta Pension Plan ("DPP"). The DPP was acquired as part of the Delta plc acquisition in fiscal 2010 and has no members that are active employees. In order to measure expense and the related benefit obligation, various assumptions are made including discount rates used to value the obligation, expected return on plan assets used to fund these expenses and estimated future inflation rates. These assumptions are based on historical experience as well as current facts and circumstances. An actuarial analysis is used to measure the expense and liability associated with pension benefits. |
Stock Plans | Stock Plans The Company maintains stock‑based compensation plans approved by the shareholders, which provide that the Human Resource Committee of the Board of Directors may grant incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards, restricted stock units, and bonuses of common stock. At June 29, 2019 , 1,393,763 shares of common stock remained available for issuance under the plans. Under the plans, the exercise price of each option equals the closing market price at the date of the grant. Options vest beginning on the first anniversary of the grant in equal amounts over three years to six years or on the grant's fifth anniversary. Expiration of grants is seven years from the date of grant. Restricted stock units and awards generally vest in equal installments over three years beginning on the first anniversary of the grant. |
Fair Value | Fair Value The Company applies the provisions of Accounting Standards Codification 820, Fair Value Measurements (“ASC 820”) which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The provisions of ASC 820 apply to other accounting pronouncements that require or permit fair value measurements. As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a three‑level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Financial assets and liabilities carried at fair value will be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Following is a description of the valuation methodologies used for assets and liabilities measured at fair value. Trading Securities: The assets and liabilities recorded for the investments held in the Valmont Deferred Compensation Plan of $40,673 ( $37,516 at December 29, 2018 ) represent mutual funds, invested in debt and equity securities, classified as trading securities in accordance with Accounting Standards Codification ("ASC") 320, Accounting for Certain Investments in Debt and Equity Securities , considering the employee's ability to change investment allocation of their deferred compensation at any time. The Company's ownership of shares in Delta EMD Pty. Ltd. (JSE:DTA) is also classified as trading securities. The shares are valued at $1,283 and $2,508 as of June 29, 2019 and December 29, 2018 , respectively, which is the estimated fair value. Quoted market prices are available for these securities in an active market and therefore categorized as a Level 1 input. Derivative Financial Instruments: The fair value of foreign currency and commodity forward contracts, and cross currency contracts is based on a valuation model that discounts cash flows resulting from the differential between the contract price and the market-based forward rate. (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Fair Value Measurement Using: Carrying Value June 29, 2019 Quoted Prices in Significant Other Significant Assets: Trading Securities $ 41,956 $ 41,956 $ — $ — Derivative financial instruments, net (3,213 ) — (3,213 ) — Fair Value Measurement Using: Carrying Value December 29, 2018 Quoted Prices in Significant Other Significant Assets: Trading Securities $ 40,024 $ 40,024 $ — $ — Derivative financial instruments, net 9,147 — 9,147 — Long-Lived Assets The Company's other non-financial assets include goodwill and other intangible assets, which are classified as Level 3 items. These assets are measured at fair value on a non-recurring basis as part of annual impairment testing. Note 5 to these condensed consolidated financial statements contain additional information related to goodwill and intangible asset impairments. |
Comprehensive Income | Comprehensive Income |
Revenue Recognition | Revenue Recognition The Company determines the appropriate revenue recognition for our contracts by analyzing the type, terms and conditions of each contract or arrangement with a customer. Contracts with customers for all businesses are fixed-price with sales tax excluded from revenue, and do not include variable consideration. Discounts included in contracts with customers, typically early pay discounts, are recorded as a reduction of net sales in the period in which the sale is recognized. Contract revenues are classified as product when the performance obligation is related to the manufacturing of goods. Contract revenues are classified as service when the performance obligation is the performance of a service. Service revenue is primarily related to the Coatings segment. Customer acceptance provisions exist only in the design stage of our products and acceptance of the design by the customer is required before the project is manufactured and delivered to the customer. The Company is not entitled to any compensation solely based on design of the product and does not recognize revenue associated with the design stage. There is one performance obligation for revenue recognition. No general rights of return exist for customers once the product has been delivered and the Company establishes provisions for estimated warranties. The Company does not sell extended warranties for any of its products. Shipping and handling costs associated with sales are recorded as cost of goods sold. The Company elected to use the practical expedient of treating freight as a fulfillment obligation instead of a separate performance obligation and ratably recognize freight expense as the structure is being manufactured, when the revenue from the associated customer contract is being recognized over time. With the exception of the Utility segment and the wireless communication structures product line, the Company’s inventory is interchangeable for a variety of each segment’s customers. The Company elected the practical expedient to not disclose the partially satisfied performance obligation at the end of the period when the contract has an original expected duration of one year or less. In addition, the Company elected the practical expedient to not adjust the amount of consideration to be received in a contract for any significant financing component if payment is expected within twelve months of transfer of control of goods or services; the Company expects all consideration to be received in one year or less at contract inception. Segment and Product Line Revenue Recognition The global Utility segment revenues are derived from manufactured steel and concrete structures for the North America utility industry and offshore and other complex structures used in energy generation and distribution outside of the United States. Steel and concrete utility structures are engineered to customer specifications resulting in limited ability to sell the structure to a different customer if an order is canceled after production commences. The continuous transfer of control to the customer is evidenced either by contractual termination clauses or by our rights to payment for work performed to-date plus a reasonable profit as the products do not have an alternative use to the Company. Since control is transferring over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires judgment. For our steel and concrete utility and wireless communication structure product lines, we generally recognize revenue on an inputs basis, using total production hours incurred to-date for each order as a percentage of total hours estimated to produce the order. The completion percentage is applied to the order’s total revenue and total estimated costs to determine reported revenue, cost of goods sold and gross profit. Production of an order, once started, is typically completed within three months. Revenue from the offshore and other complex structures business is also recognized using an inputs method, based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. External sales agents are used in certain sales of steel and concrete structures; the Company has chosen to use the practical expedient to expense estimated commissions owed to third parties by recognizing them proportionately as the goods are manufactured. The global ESS segment revenues are derived from the manufacture and distribution of engineered metal, composite structures and components for lighting and traffic and roadway safety, engineered access systems, and wireless communication. For the lighting and traffic and roadway safety product lines, revenue is recognized upon shipment or delivery of goods to the customer depending on contract terms, which is the same point in time that the customer is billed. For Access Systems, revenue is generally recognized upon delivery of goods to the customer which is the same point in time that the customer is billed. The wireless communication product line has large regional customers who have unique product (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) specifications for communication structures. When the customer contract includes a cancellation clause that would require them to pay for work completed plus a reasonable margin if an order was canceled, revenue is recognized over time based on hours worked as a percent of total estimated hours to complete production. For the remaining wireless communication product line customers which do not provide a contractual right to bill for work completed on a canceled order, revenue is recognized upon shipment or delivery of the goods to the customer which is the same point in time that the customer is billed. The global Coatings segment revenues are derived by providing coating services to customers’ products, which include galvanizing, anodizing, and powder coating. Revenue is recognized once the coating service has been performed and the goods are ready to be picked up or delivered to the customer which is the same time that the customer is billed. The global Irrigation segment revenues are derived from the manufacture of agricultural irrigation equipment and related parts and services for the agricultural industry and tubular products for industrial customers. Revenue recognition for the irrigation segment is generally upon shipment of the goods to the customer which is the same point in time that the customer is billed. The remote monitoring subscription services are primarily billed annually and revenue is recognized on a straight-line basis over the subsequent twelve months. |
Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , which provides revised guidance on leases requiring lessees to recognize a right-of-use asset and a lease liability for virtually all of their leases (other than leases that meet the definition of a short-term lease). The Company implemented a lease management tool to support the new reporting requirements and adopted the ASU on the first day of fiscal 2019. The Company made an accounting policy election to keep leases with an initial term of 12 months or less off of the balance sheet for all classes of underlying assets. The Company elected to not recast its comparative periods in transition (the "Comparatives Under 840 Option") as allowed under ASU 2018-11. The new standard did not have an impact in the condensed consolidated statements of earnings; footnote 9 provides the impact on the condensed consolidated balance sheet including the transition adoption adjustment recorded to retained earnings. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Accounting Policies [Abstract] | |
Components of inventories | Inventories consisted of the following: June 29, December 29, Raw materials and purchased parts $ 192,045 $ 190,115 Work-in-process 40,847 35,566 Finished goods and manufactured goods 224,534 211,504 Subtotal 457,426 437,185 Less: LIFO reserve 50,880 53,619 $ 406,546 $ 383,566 |
Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries | Earnings before income taxes for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 , were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2019 2018 2019 2018 United States $ 47,269 $ 42,336 $ 89,520 $ 84,101 Foreign 9,038 6,749 16,669 17,996 $ 56,307 $ 49,085 $ 106,189 $ 102,097 |
Schedule of components of the net periodic pension (benefit) expense | The components of the net periodic pension (benefit) expense for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended Net periodic (benefit) expense: 2019 2018 2019 2018 Interest cost $ 4,182 $ 4,486 $ 8,527 $ 9,202 Expected return on plan assets (4,943 ) (5,815 ) (10,078 ) (11,929 ) Amortization of actuarial loss 634 764 1,292 1,568 Net periodic expense (benefit) $ (127 ) $ (565 ) $ (259 ) $ (1,159 ) |
Compensation expense (included in selling, general and administrative expenses) and associated income tax benefits related to stock options | The Company's compensation expense (included in selling, general and administrative expenses) and associated income tax benefits related to stock options and restricted stock for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 , respectively, were as follows: (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Thirteen Weeks Ended Twenty-six Weeks Ended 2019 2018 2019 2018 Compensation expense $ 2,700 $ 2,599 $ 6,370 $ 5,374 Income tax benefits 675 650 1,593 1,344 |
Valuation methodologies used for assets and liabilities measured at fair value | Fair Value Measurement Using: Carrying Value June 29, 2019 Quoted Prices in Significant Other Significant Assets: Trading Securities $ 41,956 $ 41,956 $ — $ — Derivative financial instruments, net (3,213 ) — (3,213 ) — Fair Value Measurement Using: Carrying Value December 29, 2018 Quoted Prices in Significant Other Significant Assets: Trading Securities $ 40,024 $ 40,024 $ — $ — Derivative financial instruments, net 9,147 — 9,147 — |
Components of accumulated other comprehensive income (loss) | Accumulated other comprehensive income (loss) consisted of the following at June 29, 2019 and December 29, 2018 : Foreign Currency Translation Adjustments Gain/(Loss) on Hedging Activities Defined Benefit Pension Plan Accumulated Other Comprehensive Loss Balance at December 29, 2018 $ (230,261 ) $ 11,171 $ (84,095 ) $ (303,185 ) Current-period comprehensive income (loss) 3,146 (3,033 ) — 113 Balance at June 29, 2019 $ (227,115 ) $ 8,138 $ (84,095 ) $ (303,072 ) |
Disaggregation of Revenue | Disaggregation of revenue by product line is disclosed in the Segment footnote. A breakdown by segment of revenue recognized over time and at a point in time for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 is as follows: Point in Time Over Time Point in Time Over Time Thirteen weeks ended June 29, 2019 Thirteen weeks ended June 29, 2019 Twenty-six weeks ended June 29, 2019 Twenty-six weeks ended June 29, 2019 Utility Support Structures $ 9,932 $ 199,077 $ 40,224 $ 412,043 Engineered Support Structures 244,604 12,961 461,074 24,460 Coatings 81,089 — 151,320 — Irrigation 149,956 3,252 297,814 6,075 Total $ 485,581 $ 215,290 $ 950,432 $ 442,578 Point in Time Over Time Point in Time Over Time Thirteen weeks ended June 30, 2018 Thirteen weeks ended June 30, 2018 Twenty-six weeks ended June 30, 2018 Twenty-six weeks ended June 30, 2018 Utility Support Structures $ — $ 196,531 $ — $ 406,390 Engineered Support Structures 237,720 8,321 444,914 17,043 Coatings 74,539 — 142,997 — Irrigation 157,800 2,813 341,034 5,631 Other 4,681 — 23,080 — Total $ 474,740 $ 207,665 $ 952,025 $ 429,064 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Business Acquisition [Line Items] | |
Schedule of Pro Forma | The proforma effect of these acquisitions on the second quarter and first half of 2019 and 2018 is as follows: Thirteen weeks ended June 29, 2019 Thirteen weeks ended June 30, 2018 Twenty-six weeks ended June 29, 2019 Twenty-six weeks ended June 30, 2018 Net sales $ 700,871 $ 697,764 $ 1,395,429 $ 1,416,676 Net earnings 41,397 35,167 78,116 74,758 Earnings per share-diluted 1.90 1.56 3.57 3.30 |
Walpar | |
Business Acquisition [Line Items] | |
Schedule Preliminary Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed of Walpar as of the date of acquisition: At August 3, 2018 Current assets $ 13,210 Customer relationships 32,000 Trade name 4,300 Goodwill 42,216 Total fair value of assets acquired $ 91,726 Current liabilities 2,185 Deferred taxes 8,654 Total fair value of liabilities assumed $ 10,839 Non-controlling interest 23,082 Net assets acquired $ 57,805 |
Convert Italia S.p.A | |
Business Acquisition [Line Items] | |
Schedule Preliminary Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed of Convert as of the date of acquisition: (2) ACQUISITIONS (Continued) At August 3, 2018 Current assets $ 18,349 Other assets 3,166 Patent and Proprietary Technology 16,554 Trade name 8,701 Goodwill 42,169 Total fair value of assets acquired $ 88,939 Current liabilities 5,376 Contingent consideration liability 19,497 Deferred taxes 6,061 Total fair value of liabilities assumed $ 30,934 Non-controlling interest 14,501 Net assets acquired $ 43,504 |
DIVESTITURE (Tables)
DIVESTITURE (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | Pre-tax gain from divestiture, before recognition of currency translation loss $ 4,334 Recognition of cumulative currency translation loss and hedges (out of OCI) (10,418 ) Net pre-tax loss from divestiture of the grinding media business $ (6,084 ) |
RESTRUCTURING ACTIVITIES (Table
RESTRUCTURING ACTIVITIES (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following pre-tax expense were recognized during the second quarter of 2018: ESS Utility Corporate Total Severance $ 1,603 $ 515 $ — $ 2,118 Other cash restructuring expenses 152 959 — 1,111 Asset impairments/net loss on disposals 1,261 — — 1,261 Total cost of sales 3,016 1,474 — 4,490 Severance 1,533 — — 1,533 Other cash restructuring expenses 485 — 126 611 Asset impairments/net loss on disposals 385 — — 385 Total selling, general and administrative expenses 2,403 — 126 2,529 Consolidated total $ 5,419 $ 1,474 $ 126 $ 7,019 |
Schedule of liabilities recorded for the restructuring plan and changes | Liabilities recorded for the restructuring plans and changes therein for the first twenty-six week of 2019 were as follows: Balance at December 29, 2018 Recognized Restructuring Expense Costs Paid or Otherwise Settled Balance at June 29, 2019 Severance $ 6,594 $ — $ (2,885 ) $ 3,709 Other cash restructuring expenses 3,462 — (1,858 ) 1,604 Total $ 10,056 $ — $ (4,743 ) $ 5,313 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of components of amortized intangible assets | The components of amortized intangible assets at June 29, 2019 and December 29, 2018 were as follows: June 29, 2019 Gross Accumulated Weighted Customer Relationships $ 241,076 $ 140,674 13 years Patents & Proprietary Technology 23,619 5,624 14 years Other 7,644 6,667 5 years $ 272,339 $ 152,965 December 29, 2018 Gross Accumulated Weighted Customer Relationships $ 219,508 $ 132,180 13 years Patents & Proprietary Technology 23,662 4,837 14 years Other 7,971 6,891 5 years $ 251,141 $ 143,908 |
Schedule of amortization expense for intangible assets | Amortization expense for intangible assets for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 , respectively was as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2019 2018 2019 2018 $ 4,632 $ 3,572 $ 9,022 $ 7,455 |
Schedule of future estimated amortization expense | Estimated annual amortization expense related to finite‑lived intangible assets is as follows: Estimated 2019 $ 17,226 2020 17,004 2021 15,503 2022 13,356 2023 11,610 |
Schedule of non-amortized intangible assets | at June 29, 2019 and December 29, 2018 are as follows: June 29, December 29, Year Acquired Newmark $ 11,111 $ 11,111 2004 Webforge 8,872 8,872 2010 Convert Italia S.p.A 8,526 8,580 2018 Valmont SM 8,108 8,155 2014 Ingal EPS/Ingal Civil Products 7,233 7,233 2010 Walpar 4,300 4,300 2018 Shakespeare 4,000 4,000 2014 Other 17,490 16,472 $ 69,640 $ 68,723 |
Schedule of carrying amount of goodwill | The carrying amount of goodwill by segment as of June 29, 2019 and December 29, 2018 was as follows: Engineered Utility Coatings Irrigation Total Gross Balance December 29, 2018 $ 204,735 $ 123,618 $ 80,937 $ 25,164 $ 434,454 Accumulated impairment losses (18,670 ) (14,355 ) (16,222 ) — (49,247 ) Balance at December 29, 2018 186,065 109,263 64,715 25,164 385,207 Acquisitions 18,677 7,889 11,715 — 38,281 Foreign currency translation 431 (170 ) 370 69 700 Balance at June 29, 2019 $ 205,173 $ 116,982 $ 76,800 $ 25,233 $ 424,188 |
CASH FLOW SUPPLEMENTARY INFOR_2
CASH FLOW SUPPLEMENTARY INFORMATION (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash payments for interest and income taxes (net of refunds) | Cash payments for interest and income taxes (net of refunds) for the twenty-six weeks ended June 29, 2019 and June 30, 2018 were as follows: 2019 2018 Interest $ 19,411 $ 19,448 Income taxes 24,529 22,796 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of basic and diluted earnings per share (EPS) | The following table provides a reconciliation between Basic and Diluted earnings per share (EPS): Basic EPS Dilutive Diluted EPS Thirteen weeks ended June 29, 2019: Net earnings attributable to Valmont Industries, Inc. $ 41,397 $ — $ 41,397 Weighted average shares outstanding (000's) 21,734 97 21,831 Per share amount $ 1.90 $ — $ 1.90 Thirteen weeks ended June 30, 2018: Net earnings attributable to Valmont Industries, Inc. $ 32,960 $ — $ 32,960 Weighted average shares outstanding (000's) 22,438 135 22,573 Per share amount $ 1.47 $ (0.01 ) $ 1.46 Twenty-six weeks ended June 29, 2019 Net earnings attributable to Valmont Industries, Inc. $ 77,878 $ — $ 77,878 Weighted average shares outstanding (000's) 21,810 87 21,897 Per share amount $ 3.57 $ (0.01 ) $ 3.56 Twenty-six Weeks Ended June 30, 2018: Net earnings attributable to Valmont Industries, Inc. $ 72,241 $ — $ 72,241 Weighted average shares outstanding (000's) 22,523 161 22,684 Per share amount $ 3.21 $ (0.03 ) $ 3.18 |
HEDGING ACTIVITIES (Tables)
HEDGING ACTIVITIES (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair value of derivative instruments | Fair value of derivative instruments at June 29, 2019 and December 29, 2018 are as follows: Derivatives designated as hedging instruments: Balance sheet location June 29, 2019 December 29, 2018 Commodity forward contracts Prepaid expenses and other assets $ — $ (285 ) Commodity forward contracts Accrued expenses (1,030 ) — Foreign currency forward contracts Prepaid expenses and other assets 1,372 8,357 Cross currency swap contracts Prepaid expenses and other assets 661 1,075 Cross currency swap contracts Accrued expenses (4,216 ) — $ (3,213 ) $ 9,147 |
Gains (losses) on derivatives recognized on statements of earnings | Gains (losses) on derivatives recognized in the condensed consolidated statements of earnings for the thirteen and twenty-six weeks ended June 29, 2019 and June 30, 2018 are as follows: Thirteen Weeks Ended Twenty-six weeks ended Statements of earnings location June 29, 2019 June 30, 2018 June 29, 2019 June 30, 2018 Commodity forward contracts Product cost of sales $ (96 ) $ — $ (96 ) $ — Foreign currency forward contracts Other income (expenses) 152 — 704 — Foreign currency forward contracts Loss from divestiture of grinding media business $ — (1,215 ) — (1,215 ) Interest rate hedges Interest expense (16 ) 25 (32 ) 44 Cross currency swap contracts Interest expense 674 — 1,327 — $ 714 $ (1,190 ) $ 1,903 $ (1,171 ) |
Schedule of notional amounts of outstanding derivative | Key terms of the two CCS are as follows: Currency Notional Amount Termination Date Swapped Interest Rate Set Settlement Amount Danish Krone, DKK $ 50,000 April 1, 2024 2.68% DKK 333,625 Euro $ 80,000 April 1, 2024 2.825% €71,550 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Leases [Abstract] | |
Lease Cost | Lease cost and other information related to the Company's operating leases are as follows: Thirteen weeks ended June 29, 2019 Twenty-six weeks ended June 29, 2019 Operating lease cost $ 5,174 $ 10,469 Short-term lease cost 669 1,269 Total lease cost $ 5,843 $ 11,738 Operating cash outflows from operating leases $ 5,421 $ 11,467 ROU assets obtained in exchange for lease obligations $ 1,195 $ 2,431 Weighted average remaining lease term 10 years 10 years Weighted average discount rate 3.9 % 3.9 % As part of the adoption of ASC 842, the Company evaluated at the historical and projected cash flow generation of the operations at each of its long-term leased facilities. One of those facilities, a galvanizing operation in Melbourne, Australia, will not generate sufficient cash flows on an undiscounted cash flow basis to recover the carrying value of the right of use asset. The Company then estimated a value for this operation using a discounted cash flow model. The result was an impairment of the right-of-use lease asset of approximately $12,063 . The after-tax balance of $8,444 was recorded as a reduction to retained earnings for the transition adjustment of adoption. (9) LEASES (Continued) Supplemental balance sheet information related to operating leases for the second quarter of 2019 is as follows: Classification June 29, 2019 Operating lease assets Other assets $ 87,562 Operating lease short-term liabilities Accrued expenses 15,567 Operating lease long-term liabilities Operating lease liabilities 85,176 Total lease liabilities $ 100,743 |
Future Minimum Lease Payments | Minimum lease payments under operating leases expiring subsequent to June 29, 2019 are as follows: Fiscal year ending: 2019 (excluding the six months ended June 29, 2019) $ 10,023 2020 18,035 2021 14,778 2022 11,981 2023 9,100 Subsequent 59,448 Total minimum lease payments $ 123,365 Less: Interest $ 22,622 Present value of minimum lease payments $ 100,743 The below table as of December 29, 2018 is carried forward, including certain amounts that were historically included in the table as a result of the historical lease term conclusions but were not included in the initial ROU asset and lease liability measurement as of December 30, 2018 due to the Company's election of the hindsight practical expedient. The Company also determined one of its leases with escalating rent payments should be expensed using the straight-line method over a longer term and the result was an additional reduction to retained earnings of $442 for a transition adjustment. Minimum lease payments for operating leases under ASC 840 expiring subsequent to December 29, 2018 are as follows: Fiscal year ending: 2019 $ 18,757 2020 16,830 2021 13,992 2022 11,932 2023 8,866 Subsequent 76,438 Total minimum lease payments $ 146,815 |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
Segment Reporting [Abstract] | |
Segment reporting information of sales and operating income | Summary by Business Thirteen Weeks Ended Twenty-six Weeks Ended June 29, June 30, June 29, June 30, SALES: Engineered Support Structures segment: Lighting, Traffic, and Highway Safety Products $ 181,575 $ 178,930 $ 338,759 $ 339,374 Communication Products 47,454 39,592 90,319 73,705 Access Systems 29,719 32,189 59,958 62,586 Engineered Support Structures segment 258,748 250,711 489,036 475,665 Utility Support Structures segment: Steel 147,116 146,117 306,876 310,100 Concrete 30,560 30,185 60,404 53,847 Engineered Solar Tracker Solutions 9,932 — 40,224 — Offshore and Other Complex Steel Structures 22,221 21,417 46,247 43,634 Utility Support Structures segment 209,829 197,719 453,751 407,581 Coatings segment 98,406 91,572 185,185 176,519 Irrigation segment: North America 102,810 113,865 211,287 223,719 International 52,375 49,071 96,714 127,170 Irrigation segment 155,185 162,936 308,001 350,889 Other — 4,681 — 23,080 Total 722,168 707,619 1,435,973 1,433,734 INTERSEGMENT SALES: Engineered Support Structures segment 1,183 4,670 3,502 13,708 Utility Support Structures segment 820 1,188 1,484 1,191 Coatings segment 17,317 17,033 33,865 33,522 Irrigation segment 1,977 2,323 4,112 4,224 Total 21,297 25,214 42,963 52,645 NET SALES: Engineered Support Structures segment 257,565 246,041 485,534 461,957 Utility Support Structures segment 209,009 196,531 452,267 406,390 Coatings segment 81,089 74,539 151,320 142,997 Irrigation segment 153,208 160,613 303,889 346,665 Other — 4,681 — 23,080 Total $ 700,871 $ 682,405 $ 1,393,010 $ 1,381,089 OPERATING INCOME: Engineered Support Structures segment $ 20,882 $ 12,965 $ 33,327 $ 19,912 Utility Support Structures segment 16,033 20,841 41,081 44,208 Coatings segment 15,032 14,868 25,172 26,735 Irrigation segment 21,530 27,728 41,664 61,615 Other — (334 ) — (913 ) Adjustment to LIFO inventory valuation method 2,238 (1,651 ) 2,740 (2,732 ) Corporate (12,003 ) (10,747 ) (25,168 ) (21,195 ) Total $ 63,712 $ 63,670 $ 118,816 $ 127,630 |
GUARANTOR_NON-GUARANTOR FINAN_2
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Tables) | 6 Months Ended |
Jun. 29, 2019 | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | |
Condensed Consolidated Statements of Earnings | CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Thirteen weeks ended June 29, 2019 Parent Guarantors Non- Eliminations Total Net sales $ 313,973 $ 138,151 $ 316,517 $ (67,770 ) $ 700,871 Cost of sales 226,017 107,331 254,331 (67,222 ) 520,457 Gross profit 87,956 30,820 62,186 (548 ) 180,414 Selling, general and administrative expenses 49,788 18,867 48,047 — 116,702 Operating income 38,168 11,953 14,139 (548 ) 63,712 Other income (expense): Interest expense (9,584 ) (2,498 ) (534 ) 2,499 (10,117 ) Interest income 342 18 3,175 (2,499 ) 1,036 Other 1,878 11 (213 ) — 1,676 (7,364 ) (2,469 ) 2,428 — (7,405 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 30,804 9,484 16,567 (548 ) 56,307 Income tax expense (benefit) 7,310 1,907 4,791 (47 ) 13,961 Earnings before equity in earnings of nonconsolidated subsidiaries 23,494 7,577 11,776 (501 ) 42,346 Equity in earnings of nonconsolidated subsidiaries 17,903 2,882 — (20,785 ) — Net earnings 41,397 10,459 11,776 (21,286 ) 42,346 Less: Earnings attributable to noncontrolling interests — — (949 ) — (949 ) Net earnings attributable to Valmont Industries, Inc. $ 41,397 $ 10,459 $ 10,827 $ (21,286 ) $ 41,397 CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six Weeks Ended June 29, 2019 Parent Guarantors Non- Eliminations Total Net sales $ 612,975 $ 277,658 $ 628,808 $ (126,431 ) $ 1,393,010 Cost of sales 451,144 210,643 511,938 (126,258 ) 1,047,467 Gross profit 161,831 67,015 116,870 (173 ) 345,543 Selling, general and administrative expenses 107,634 25,976 93,117 — 226,727 Operating income 54,197 41,039 23,753 (173 ) 118,816 Other income (expense): Interest expense (19,167 ) (6,039 ) (829 ) 6,040 (19,995 ) Interest income 453 30 7,403 (6,040 ) 1,846 Other 5,415 21 86 — 5,522 (13,299 ) (5,988 ) 6,660 — (12,627 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 40,898 35,051 30,413 (173 ) 106,189 Income tax expense (benefit) 7,772 7,857 10,750 9 26,388 Earnings before equity in earnings of nonconsolidated subsidiaries 33,126 27,194 19,663 (182 ) 79,801 Equity in earnings of nonconsolidated subsidiaries 44,752 6,826 — (51,578 ) — Net earnings 77,878 34,020 19,663 (51,760 ) 79,801 Less: Earnings attributable to noncontrolling interests — — (1,923 ) — (1,923 ) Net earnings attributable to Valmont Industries, Inc. $ 77,878 $ 34,020 $ 17,740 $ (51,760 ) $ 77,878 CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Thirteen weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net sales $ 297,916 $ 133,563 $ 315,499 $ (64,573 ) $ 682,405 Cost of sales 220,677 98,649 252,185 (64,105 ) 507,406 Gross profit 77,239 34,914 63,314 (468 ) 174,999 Selling, general and administrative expenses 50,259 12,535 48,535 — 111,329 Operating income 26,980 22,379 14,779 (468 ) 63,670 Other income (expense): Interest expense (11,396 ) (3,749 ) (395 ) 3,749 (11,791 ) Interest income 305 5 4,885 (3,749 ) 1,446 Loss from divestiture of grinding media business (2,518 ) — (3,566 ) — (6,084 ) Other 616 14 1,214 — 1,844 (12,993 ) (3,730 ) 2,138 — (14,585 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 13,987 18,649 16,917 (468 ) 49,085 Income tax expense (benefit) 2,318 4,851 7,285 (49 ) 14,405 Earnings before equity in earnings of nonconsolidated subsidiaries 11,669 13,798 9,632 (419 ) 34,680 Equity in earnings of nonconsolidated subsidiaries 21,291 31,169 — (52,460 ) — Net earnings 32,960 44,967 9,632 (52,879 ) 34,680 Less: Earnings attributable to noncontrolling interests — — (1,720 ) — (1,720 ) Net earnings attributable to Valmont Industries, Inc. $ 32,960 $ 44,967 $ 7,912 $ (52,879 ) $ 32,960 CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net sales $ 613,908 $ 254,734 $ 647,635 $ (135,188 ) $ 1,381,089 Cost of sales 456,273 193,108 523,901 (136,432 ) 1,036,850 Gross profit 157,635 61,626 123,734 1,244 344,239 Selling, general and administrative expenses 96,790 24,452 95,367 — 216,609 Operating income 60,845 37,174 28,367 1,244 127,630 Other income (expense): Interest expense (22,277 ) (7,629 ) (588 ) 7,629 (22,865 ) Interest income 481 15 9,846 (7,629 ) 2,713 Loss from divestiture of grinding media business (2,518 ) — (3,566 ) — (6,084 ) Other 510 26 167 — 703 (23,804 ) (7,588 ) 5,859 — (25,533 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 37,041 29,586 34,226 1,244 102,097 Income tax expense (benefit) 10,678 7,528 8,643 88 26,937 Earnings before equity in earnings of nonconsolidated subsidiaries 26,363 22,058 25,583 1,156 75,160 Equity in earnings of nonconsolidated subsidiaries 45,878 33,898 — (79,776 ) — Net earnings 72,241 55,956 25,583 (78,620 ) 75,160 Less: Earnings attributable to noncontrolling interests — — (2,919 ) — (2,919 ) Net earnings attributable to Valmont Industries, Inc. $ 72,241 $ 55,956 $ 22,664 $ (78,620 ) $ 72,241 |
Condensed Consolidated Statements of Comprehensive Income | CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended June 29, 2019 Parent Guarantors Non- Eliminations Total Net earnings $ 41,397 $ 10,459 $ 11,776 $ (21,286 ) $ 42,346 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (9,850 ) 10,899 — 1,049 Gain (loss) on hedging activities (5,347 ) — — — (5,347 ) Equity in other comprehensive income 1,015 — — (1,015 ) — Other comprehensive income (loss) (4,332 ) (9,850 ) 10,899 (1,015 ) (4,298 ) Comprehensive income (loss) 37,065 609 22,675 (22,301 ) 38,048 Comprehensive income attributable to noncontrolling interests — — (983 ) — (983 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 37,065 $ 609 $ 21,692 $ (22,301 ) $ 37,065 CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six weeks ended June 29, 2019 Parent Guarantors Non- Eliminations Total Net earnings $ 77,878 $ 34,020 $ 19,663 $ (51,760 ) $ 79,801 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (4,221 ) 7,536 — 3,315 Gain (loss) on hedging activities (3,033 ) — — — (3,033 ) Equity in other comprehensive income 3,146 — — (3,146 ) — Other comprehensive income (loss) 113 (4,221 ) 7,536 (3,146 ) 282 Comprehensive income (loss) 77,991 29,799 27,199 (54,906 ) 80,083 Comprehensive income attributable to noncontrolling interests — — (2,092 ) — (2,092 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 77,991 $ 29,799 $ 25,107 $ (54,906 ) $ 77,991 CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net earnings $ 32,960 $ 44,967 $ 9,632 $ (52,879 ) $ 34,680 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — 6,513 (53,466 ) — (46,953 ) Realized loss on divestiture of grinding media business recorded in earnings — — 9,203 — 9,203 Gain (loss) on hedging activities 2,607 — — — 2,607 Equity in other comprehensive income (37,144 ) — — 37,144 — Other comprehensive income (loss) (34,537 ) 6,513 (44,263 ) 37,144 (35,143 ) Comprehensive income (loss) (1,577 ) 51,480 (34,631 ) (15,735 ) (463 ) Comprehensive income attributable to noncontrolling interests — — (1,114 ) — (1,114 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ (1,577 ) $ 51,480 $ (35,745 ) $ (15,735 ) $ (1,577 ) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six Weeks Ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net earnings $ 72,241 $ 55,956 $ 25,583 $ (78,620 ) $ 75,160 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (2,167 ) (37,982 ) — (40,149 ) Realized loss on divestiture of grinding media business recorded in earnings — — 9,203 — 9,203 Gain (loss) on hedging activities 1,744 — — — 1,744 Equity in other comprehensive income (33,888 ) — — 33,888 — Other comprehensive income (loss) (32,144 ) (2,167 ) (28,779 ) 33,888 (29,202 ) Comprehensive income (loss) 40,097 53,789 (3,196 ) (44,732 ) 45,958 Comprehensive income attributable to noncontrolling interests — — (5,861 ) — (5,861 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 40,097 $ 53,789 $ (9,057 ) $ (44,732 ) $ 40,097 |
Condensed Consolidated Balance Sheets | CONDENSED CONSOLIDATED BALANCE SHEETS June 29, 2019 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 87,608 $ 5,615 $ 163,721 $ — $ 256,944 Receivables, net 152,234 88,774 266,053 — 507,061 Inventories 141,709 44,033 223,380 (2,576 ) 406,546 Contract asset - costs and profits in excess of billings 61,754 38,180 23,992 — 123,926 Prepaid expenses and other assets 6,757 8,736 29,449 — 44,942 Refundable income taxes 8,579 — — — 8,579 Total current assets 458,641 185,338 706,595 (2,576 ) 1,347,998 Property, plant and equipment, at cost 601,146 192,902 431,790 — 1,225,838 Less accumulated depreciation and amortization 405,799 98,864 177,618 — 682,281 Net property, plant and equipment 195,347 94,038 254,172 — 543,557 Goodwill 20,108 140,924 263,156 — 424,188 Other intangible assets 49 47,206 141,759 — 189,014 Investment in subsidiaries and intercompany accounts 1,359,065 1,097,380 840,064 (3,296,509 ) — Other assets 94,400 4,029 108,553 — 206,982 Total assets $ 2,127,610 $ 1,568,915 $ 2,314,299 $ (3,299,085 ) $ 2,711,739 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ — $ — $ 774 $ — $ 774 Notes payable to banks — — 20,375 — 20,375 Accounts payable 67,877 21,285 138,975 — 228,137 Accrued employee compensation and benefits 32,552 4,856 28,315 — 65,723 Accrued expenses 101,998 11,746 61,328 (909 ) 174,163 Dividends payable 8,129 — — — 8,129 Total current liabilities 210,556 37,887 249,767 (909 ) 497,301 Deferred income taxes 14,402 — 29,372 — 43,774 Long-term debt, excluding current installments 734,265 124,233 31,293 (124,233 ) 765,558 Defined benefit pension liability — — 130,210 — 130,210 Other noncurrent liabilities 86,645 3,214 58,023 — 147,882 Shareholders’ equity: Common stock of $1 par value 27,900 457,950 648,957 (1,106,907 ) 27,900 Additional paid-in capital — 162,906 1,107,536 (1,270,442 ) — Retained earnings 2,085,594 705,955 390,062 (1,096,017 ) 2,085,594 Accumulated other comprehensive income (loss) (303,072 ) 76,770 (376,193 ) 299,423 (303,072 ) Treasury stock (728,680 ) — — — (728,680 ) Total Valmont Industries, Inc. shareholders’ equity 1,081,742 1,403,581 1,770,362 (3,173,943 ) 1,081,742 Noncontrolling interest in consolidated subsidiaries — — 45,272 — 45,272 Total shareholders’ equity 1,081,742 1,403,581 1,815,634 (3,173,943 ) 1,127,014 Total liabilities and shareholders’ equity $ 2,127,610 $ 1,568,915 $ 2,314,299 $ (3,299,085 ) $ 2,711,739 (11) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED BALANCE SHEETS December 29, 2018 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 104,256 $ 5,518 $ 203,436 $ — $ 313,210 Receivables, net 134,943 75,204 273,816 — 483,963 Inventories 138,158 37,019 210,791 (2,402 ) 383,566 Contract asset - costs and profits in excess of billings 50,271 35,200 27,054 — 112,525 Prepaid expenses and other assets 21,858 746 20,196 — 42,800 Refundable income taxes 4,576 — — — 4,576 Total current assets 454,062 153,687 735,293 (2,402 ) 1,340,640 Property, plant and equipment, at cost 579,046 172,050 409,769 — 1,160,865 Less accumulated depreciation and amortization 390,438 93,374 163,061 — 646,873 Net property, plant and equipment 188,608 78,676 246,708 — 513,992 Goodwill 20,108 110,562 254,537 — 385,207 Other intangible assets 76 27,452 148,428 — 175,956 Investment in subsidiaries and intercompany accounts 1,286,545 1,161,612 932,982 (3,381,139 ) — Other assets 47,674 — 66,805 — 114,479 Total assets $ 1,997,073 $ 1,531,989 $ 2,384,753 $ (3,383,541 ) $ 2,530,274 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ — $ — $ 779 $ — $ 779 Notes payable to banks — — 10,678 — 10,678 Accounts payable 68,304 21,081 128,730 — 218,115 Accrued employee compensation and benefits 41,418 7,186 30,687 — 79,291 Accrued expenses 25,936 10,132 55,874 — 91,942 Dividends payable 8,230 — — — 8,230 Total current liabilities 143,888 38,399 226,748 — 409,035 Deferred income taxes 14,376 — 29,113 — 43,489 Long-term debt, excluding current installments 733,964 166,729 7,858 (166,729 ) 741,822 Defined benefit pension liability — — 143,904 — 143,904 Other noncurrent liabilities 45,083 620 10,798 — 56,501 Shareholders’ equity: Common stock of $1 par value 27,900 457,950 648,682 (1,106,632 ) 27,900 Additional paid-in capital — 162,906 1,107,536 (1,270,442 ) — Retained earnings 2,027,596 624,394 467,699 (1,092,093 ) 2,027,596 Accumulated other comprehensive income (303,185 ) 80,991 (333,346 ) 252,355 (303,185 ) Treasury stock (692,549 ) — — — (692,549 ) Total Valmont Industries, Inc. shareholders’ equity 1,059,762 1,326,241 1,890,571 (3,216,812 ) 1,059,762 Noncontrolling interest in consolidated subsidiaries — — 75,761 — 75,761 Total shareholders’ equity 1,059,762 1,326,241 1,966,332 (3,216,812 ) 1,135,523 Total liabilities and shareholders’ equity $ 1,997,073 $ 1,531,989 $ 2,384,753 $ (3,383,541 ) $ 2,530,274 |
Condensed Consolidated Statements of Cash Flows | CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six weeks ended June 29, 2019 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 77,878 $ 34,020 $ 19,663 $ (51,760 ) $ 79,801 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 13,094 6,888 20,601 — 40,583 Noncash gain on trading securities — — 28 — 28 Stock-based compensation 6,370 — — — 6,370 Defined benefit pension plan benefit — — (259 ) — (259 ) Contribution to defined benefit pension plan — — (13,682 ) — (13,682 ) Loss (gain) on sale of property, plant and equipment 132 44 (454 ) — (278 ) Equity in earnings in nonconsolidated subsidiaries (44,752 ) (6,826 ) — 51,578 — Deferred income taxes 1,317 — 4,393 — 5,710 Changes in assets and liabilities: Net working capital 15,058 (29,557 ) 22,001 175 7,677 Other noncurrent liabilities 3,596 (5,461 ) (3,717 ) — (5,582 ) Income taxes payable (refundable) (265 ) (1,819 ) (3,938 ) (909 ) (6,931 ) Net cash flows from operating activities 72,428 (2,711 ) 44,636 (916 ) 113,437 Cash flows from investing activities: Purchase of property, plant and equipment (26,526 ) (3,213 ) (19,571 ) — (49,310 ) Proceeds from sale of assets 6 38 422 — 466 Acquisitions, net of cash acquired — (63,141 ) (18,700 ) — (81,841 ) Settlement of net investment hedge 11,184 — — — 11,184 Other, net (68,443 ) 64,103 7,317 916 3,893 Net cash flows from investing activities (83,779 ) (2,213 ) (30,532 ) 916 (115,608 ) Cash flows from financing activities: Proceeds from short-term agreements — — 9,886 — 9,886 Proceeds from long-term borrowings 31,000 — — — 31,000 Principal payments on long-term borrowings (10,000 ) — (386 ) — (10,386 ) Principal payments on long-term intercompany note — (42,574 ) 42,574 — — Dividends paid (16,425 ) — — — (16,425 ) Dividends to noncontrolling interest — — (4,459 ) — (4,459 ) Intercompany dividends 63,650 47,541 (111,191 ) — — Purchase of noncontrolling interest (22,805 ) — (5,040 ) — (27,845 ) Intercompany capital contribution (13,284 ) — 13,284 — — Purchase of treasury shares (38,350 ) — — — (38,350 ) Proceeds from exercises under stock plans 1,744 — — — 1,744 Purchase of common treasury shares - stock plan exercises (827 ) — — — (827 ) Net cash flows from financing activities (5,297 ) 4,967 (55,332 ) — (55,662 ) Effect of exchange rate changes on cash and cash equivalents — 54 1,513 — 1,567 Net change in cash and cash equivalents (16,648 ) 97 (39,715 ) — (56,266 ) Cash and cash equivalents—beginning of year 104,256 5,518 203,436 — 313,210 Cash and cash equivalents—end of period $ 87,608 $ 5,615 $ 163,721 $ — $ 256,944 (11) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 72,241 $ 55,956 $ 25,583 $ (78,620 ) $ 75,160 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 12,871 7,063 21,723 — 41,657 Noncash loss on trading securities — — 229 — 229 Impairment of property, plant and equipment — — 2,791 — 2,791 Loss on divestiture of grinding media business 2,518 — 3,566 — 6,084 Stock-based compensation 5,374 — — — 5,374 Defined benefit pension plan expense — — (1,159 ) — (1,159 ) Contribution to defined benefit pension plan — — (731 ) — (731 ) Loss (gain) on sale of property, plant and equipment 10 (7 ) (290 ) — (287 ) Equity in earnings in nonconsolidated subsidiaries (45,878 ) (33,898 ) — 79,776 — Deferred income taxes 3,343 1,791 (2,634 ) — 2,500 Changes in assets and liabilities: Net working capital (15,781 ) (43,990 ) (12,177 ) (1,244 ) (73,192 ) Other noncurrent liabilities 640 — (1,120 ) — (480 ) Income taxes payable (refundable) (11,054 ) (843 ) 7,609 — (4,288 ) Net cash flows from operating activities 24,284 (13,928 ) 43,390 (88 ) 53,658 Cash flows from investing activities: Purchase of property, plant and equipment (10,051 ) (6,770 ) (14,995 ) — (31,816 ) Proceeds from sale of assets 5 209 64,179 — 64,393 Acquisitions, net of cash acquired — — (9,300 ) — (9,300 ) Settlement of net investment hedge (1,621 ) — — — (1,621 ) Other, net 6,335 13,752 (17,771 ) 88 2,404 Net cash flows from investing activities (5,332 ) 7,191 22,113 88 24,060 Cash flows from financing activities: Payments under short-term agreements — — 130 — 130 Proceeds from long-term borrowings 237,641 — — — 237,641 Principal payments on long-term borrowings — — (495 ) — (495 ) Settlement of financial derivative (2,467 ) — — — (2,467 ) Debt issuance costs (2,322 ) — — — (2,322 ) Dividends paid (17,003 ) — — — (17,003 ) Dividends to noncontrolling interest — — (4,852 ) — (4,852 ) Intercompany dividends 75,325 11,296 (86,621 ) — — Purchase of noncontrolling interest — — (5,510 ) — (5,510 ) Purchase of treasury shares (43,999 ) — — — (43,999 ) Intercompany capital contribution (3,492 ) 3,492 — — — Proceeds from exercises under stock plans 5,711 — — — 5,711 Purchase of common treasury shares - stock plan exercises (1,769 ) — — — (1,769 ) Net cash flows from financing activities 247,625 14,788 (97,348 ) — 165,065 Effect of exchange rate changes on cash and cash equivalents — (657 ) (12,343 ) — (13,000 ) Net change in cash and cash equivalents 266,577 7,394 (44,188 ) — 229,783 Cash and cash equivalents—beginning of year 83,329 5,304 404,172 — 492,805 Cash and cash equivalents—end of period $ 349,906 $ 12,698 $ 359,984 $ — $ 722,588 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Inventories (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 29, 2018 |
Accounting Policies [Abstract] | ||
Inventory valued at the lower of cost, determined on the last-in, first-out (LIFO) method, or market (as a percent) | 34.00% | 37.00% |
Excess of replacement cost of inventories over the LIFO value | $ 50,880 | $ 53,619 |
Inventory, Net [Abstract] | ||
Raw materials and purchased parts | 192,045 | 190,115 |
Work-in-process | 40,847 | 35,566 |
Finished goods and manufactured goods | 224,534 | 211,504 |
Subtotal | 457,426 | 437,185 |
Less: LIFO reserve | 50,880 | 53,619 |
Net inventory | $ 406,546 | $ 383,566 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Accounting Policies [Abstract] | ||||
United States | $ 47,269 | $ 42,336 | $ 89,520 | $ 84,101 |
Foreign | 9,038 | 6,749 | 16,669 | 17,996 |
Earnings before income taxes | $ 56,307 | $ 49,085 | $ 106,189 | $ 102,097 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Pension Benefits (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Net periodic (benefit) expense: | ||||
Interest cost | $ 4,182 | $ 4,486 | $ 8,527 | $ 9,202 |
Expected return on plan assets | (4,943) | (5,815) | (10,078) | (11,929) |
Amortization of actuarial loss | 634 | 764 | 1,292 | 1,568 |
Net periodic expense (benefit) | $ (127) | $ (565) | $ (259) | $ (1,159) |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Stock Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Stock Option Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Shares of common stock available for issuance (in shares) | 1,393,763 | 1,393,763 | ||
Vesting period of options | 7 years | |||
Compensation expense | $ 2,700 | $ 2,599 | $ 6,370 | $ 5,374 |
Income tax benefits | $ 675 | $ 650 | $ 1,593 | $ 1,344 |
Stock Option Plans | Minimum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Vesting period of options | 3 years | |||
Stock Option Plans | Maximum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Vesting period of options | 6 years | |||
Restricted Stock Units (RSUs) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Vesting period of options | 3 years |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair Value (Details) - USD ($) | Jun. 29, 2019 | Dec. 29, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets recorded for the investments held | $ 40,673,000 | $ 37,516,000 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading Securities | 41,956,000 | 40,024,000 |
Derivative financial instruments, net | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading Securities | 0 | 0 |
Derivative financial instruments, net | (3,213,000) | 9,147,000 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading Securities | 0 | 0 |
Derivative financial instruments, net | 0 | 0 |
Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading Securities | 41,956,000 | 40,024,000 |
Derivative financial instruments, net | (3,213,000) | 9,147,000 |
Delta E M D Pty Ltd | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of remaining ownership | $ 1,283,000 | $ 2,508,000 |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Comprehensive Income (Details) $ in Thousands | 6 Months Ended |
Jun. 29, 2019USD ($) | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | $ (303,185) |
Balance at the end of the period | (303,072) |
Foreign Currency Translation Adjustments | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | (230,261) |
Current-period comprehensive income (loss) | 3,146 |
Balance at the end of the period | (227,115) |
Gain/(Loss) on Hedging Activities | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | 11,171 |
Current-period comprehensive income (loss) | (3,033) |
Balance at the end of the period | 8,138 |
Defined Benefit Pension Plan | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | (84,095) |
Current-period comprehensive income (loss) | 0 |
Balance at the end of the period | (84,095) |
Accumulated Other Comprehensive Loss | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | (303,185) |
Current-period comprehensive income (loss) | 113 |
Balance at the end of the period | $ (303,072) |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | Dec. 29, 2018 | |
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | $ 700,871 | $ 682,405 | $ 1,393,010 | $ 1,381,089 | |
Contract with customer, liability, current | 66,128 | 66,128 | $ 4,906 | ||
Revenue recognized from contract liability | 897 | 1,632 | 1,928 | 4,456 | |
Transferred at Point in Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 485,581 | 474,740 | 950,432 | 952,025 | |
Transferred over Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 215,290 | 207,665 | 442,578 | 429,064 | |
Utility Support Structures Segment | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 209,009 | 196,531 | 452,267 | 406,390 | |
Utility Support Structures Segment | Transferred at Point in Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 9,932 | 0 | 40,224 | 0 | |
Utility Support Structures Segment | Transferred over Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 199,077 | 196,531 | 412,043 | 406,390 | |
Engineered Support Structures Segment | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 257,565 | 246,041 | 485,534 | 461,957 | |
Engineered Support Structures Segment | Transferred at Point in Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 244,604 | 237,720 | 461,074 | 444,914 | |
Engineered Support Structures Segment | Transferred over Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 12,961 | 8,321 | 24,460 | 17,043 | |
Coatings Segment | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 81,089 | 74,539 | 151,320 | 142,997 | |
Coatings Segment | Transferred at Point in Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 81,089 | 74,539 | 151,320 | 142,997 | |
Coatings Segment | Transferred over Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 0 | 0 | 0 | 0 | |
Irrigation Segment | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 153,208 | 160,613 | 303,889 | 346,665 | |
Irrigation Segment | Transferred at Point in Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 149,956 | 157,800 | 297,814 | 341,034 | |
Irrigation Segment | Transferred over Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | $ 3,252 | 2,813 | $ 6,075 | 5,631 | |
Other Segments | Transferred at Point in Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | 4,681 | 23,080 | |||
Other Segments | Transferred over Time | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer | $ 0 | $ 0 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) - USD ($) $ in Thousands | May 13, 2019 | Feb. 11, 2019 | Dec. 31, 2018 | Oct. 18, 2018 | Aug. 03, 2018 | Aug. 01, 2018 | Jan. 26, 2018 | Apr. 30, 2019 | Jan. 31, 2019 | Apr. 30, 2016 | Jun. 29, 2019 | Jun. 30, 2018 | Dec. 29, 2018 |
Business Acquisition [Line Items] | |||||||||||||
Goodwill | $ 424,188 | $ 385,207 | |||||||||||
Connect-It Wireless, Inc. [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash paid in acquisition | $ 6,034 | ||||||||||||
Goodwill | $ 4,183 | ||||||||||||
United Galvanizing [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash paid in acquisition | $ 26,000 | ||||||||||||
Property, plant, and equipment acquired | 11,016 | ||||||||||||
Consideration transfered | 28,000 | ||||||||||||
Contingent consideration liability, current | 2,000 | ||||||||||||
Goodwill | $ 11,715 | ||||||||||||
CSP Coatings Systems Of Auckland [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash paid in acquisition | $ 17,711 | ||||||||||||
Property, plant, and equipment acquired | 7,373 | ||||||||||||
Goodwill | $ 5,120 | ||||||||||||
Larson Camouflage [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Cash paid in acquisition | $ 31,106 | ||||||||||||
Property, plant, and equipment acquired | 1,151 | ||||||||||||
Consideration transfered | $ 34,562 | ||||||||||||
Contingent consideration liability, as percent of purchase price (percent) | 10.00% | ||||||||||||
Goodwill | $ 14,494 | ||||||||||||
Walpar | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Percentage acquired | 72.00% | 28.00% | |||||||||||
Consideration transfered | $ 57,805 | $ 23,082 | |||||||||||
Goodwill | $ 42,216 | ||||||||||||
Convert Italia S.p.A | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Percentage acquired | 75.00% | ||||||||||||
Consideration transfered | $ 43,504 | 18,700 | |||||||||||
Goodwill | 42,169 | ||||||||||||
Goodwill expected to be tax deductible | $ 0 | ||||||||||||
Derit Infrastructure Pvt. Ltd. [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Consideration transfered | $ 14,700 | ||||||||||||
Torrent Engineering and Equipment | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Percentage acquired | 60.00% | ||||||||||||
Consideration transfered | $ 4,800 | ||||||||||||
Goodwill | 3,922 | ||||||||||||
Annual revenue of acquiree | 9,000 | ||||||||||||
Customer relationships and other intangible assets | $ 4,020 | ||||||||||||
Walpart, Convert, and Torrent [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Revenue of acquiree since acquisition | $ 25,114 | $ 66,671 | |||||||||||
Valmont SM | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Percentage acquired | 4.80% | ||||||||||||
Consideration transfered | $ 4,763 | ||||||||||||
Valmont Industria e Commercio Ltda. [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Percentage acquired | 10.00% | ||||||||||||
Consideration transfered | $ 5,510 | ||||||||||||
Customer Relationships | United Galvanizing [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Useful life | 10 years | ||||||||||||
Customer relationships and other intangible assets | $ 4,034 | ||||||||||||
Customer Relationships | CSP Coatings Systems Of Auckland [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Useful life | 10 years | ||||||||||||
Customer relationships and other intangible assets | $ 3,113 | ||||||||||||
Customer Relationships | Larson Camouflage [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Useful life | 12 years | ||||||||||||
Customer relationships and other intangible assets | $ 17,050 | ||||||||||||
Customer Relationships | Walpar | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Useful life | 14 years | ||||||||||||
Patents & Proprietary Technology | Convert Italia S.p.A | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Useful life | 15 years | ||||||||||||
Trade Names | United Galvanizing [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Customer relationships and other intangible assets | $ 894 |
ACQUISITIONS - Schedule of Reco
ACQUISITIONS - Schedule of Recognized Identifiable Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 29, 2018 | Aug. 03, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 424,188 | $ 385,207 | |
Convert Italia S.p.A | |||
Business Acquisition [Line Items] | |||
Current assets | $ 18,349 | ||
Other assets | 3,166 | ||
Trade name | 8,701 | ||
Goodwill | 42,169 | ||
Total fair value of assets acquired | 88,939 | ||
Current liabilities | 5,376 | ||
Contingent consideration liability | 19,497 | ||
Deferred taxes | 6,061 | ||
Total fair value of liabilities assumed | 30,934 | ||
Non-controlling interest | 14,501 | ||
Net assets acquired | 43,504 | ||
Walpar | |||
Business Acquisition [Line Items] | |||
Current assets | 13,210 | ||
Trade name | 4,300 | ||
Goodwill | 42,216 | ||
Total fair value of assets acquired | 91,726 | ||
Current liabilities | 2,185 | ||
Deferred taxes | 8,654 | ||
Total fair value of liabilities assumed | 10,839 | ||
Non-controlling interest | 23,082 | ||
Net assets acquired | 57,805 | ||
Customer Relationships | Walpar | |||
Business Acquisition [Line Items] | |||
Finite-lived intangibles | 32,000 | ||
Patent and Proprietary Technology | Convert Italia S.p.A | |||
Business Acquisition [Line Items] | |||
Finite-lived intangibles | $ 16,554 |
ACQUISITIONS - Schedule of Busi
ACQUISITIONS - Schedule of Business Acquisitions Pro Forma (Details) - Walpart, Convert, and Torrent [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Business Acquisition [Line Items] | ||||
Net sales | $ 700,871 | $ 697,764 | $ 1,395,429 | $ 1,416,676 |
Net earnings | $ 41,397 | $ 35,167 | $ 78,116 | $ 74,758 |
Earnings per share-diluted (in dollars per share) | $ 1.90 | $ 1.56 | $ 3,570 | $ 3,300 |
DIVESTITURE - Narrative (Detail
DIVESTITURE - Narrative (Details) - Donhad $ in Thousands, $ in Thousands | Apr. 30, 2018USD ($) | Apr. 30, 2018AUD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2018USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Pre-tax loss | $ 334 | $ 913 | ||
Disposed by sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from divestiture | $ 62,518 | $ 82,500 | ||
Pre-tax gain from divestiture, before recognition of currency translation loss | 4,334 | |||
Recognition of cumulative currency translation loss and hedges (out of OCI) | $ 10,418 |
DIVESTITURE - Summary of Gain (
DIVESTITURE - Summary of Gain (Loss) on Divestiture (Details) - USD ($) $ in Thousands | Apr. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net pre-tax loss from divestiture of the grinding media business | $ 0 | $ (6,084) | $ 0 | $ (6,084) | |
Donhad | Disposed by sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Pre-tax gain from divestiture, before recognition of currency translation loss | $ 4,334 | ||||
Recognition of cumulative currency translation loss and hedges (out of OCI) | (10,418) | ||||
Net pre-tax loss from divestiture of the grinding media business | $ (6,084) |
RESTRUCTURING ACTIVITIES - Narr
RESTRUCTURING ACTIVITIES - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 29, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 7,019,000 | |
Total cost of sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 4,490,000 | |
Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 2,529,000 | |
ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 5,419,000 | |
Impairments of current and other assets | $ 7,944 | |
ESS | Total cost of sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 3,016,000 | 18,380,000 |
ESS | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 2,403,000 | $ 15,651,000 |
RESTRUCTURING ACTIVITIES - Rest
RESTRUCTURING ACTIVITIES - Restructuring Activities - Restruciting Expenses and Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 29, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 7,019 | |
ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 5,419 | |
Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,474 | |
Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 126 | |
Total cost of sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 4,490 | |
Total cost of sales | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 3,016 | $ 18,380 |
Total cost of sales | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,474 | |
Total cost of sales | Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 2,529 | |
Selling, General and Administrative Expenses | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 2,403 | $ 15,651 |
Selling, General and Administrative Expenses | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Selling, General and Administrative Expenses | Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 126 | |
Severance | Total cost of sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 2,118 | |
Severance | Total cost of sales | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,603 | |
Severance | Total cost of sales | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 515 | |
Severance | Total cost of sales | Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Severance | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,533 | |
Severance | Selling, General and Administrative Expenses | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,533 | |
Severance | Selling, General and Administrative Expenses | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Severance | Selling, General and Administrative Expenses | Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Other cash restructuring expenses | Total cost of sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,111 | |
Other cash restructuring expenses | Total cost of sales | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 152 | |
Other cash restructuring expenses | Total cost of sales | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 959 | |
Other cash restructuring expenses | Total cost of sales | Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Other cash restructuring expenses | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 611 | |
Other cash restructuring expenses | Selling, General and Administrative Expenses | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 485 | |
Other cash restructuring expenses | Selling, General and Administrative Expenses | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Other cash restructuring expenses | Selling, General and Administrative Expenses | Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 126 | |
Asset impairments/net loss on disposals | Total cost of sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,261 | |
Asset impairments/net loss on disposals | Total cost of sales | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,261 | |
Asset impairments/net loss on disposals | Total cost of sales | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Asset impairments/net loss on disposals | Total cost of sales | Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 385 | |
Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 385 | |
Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 0 |
RESTRUCTURING ACTIVITIES - Liab
RESTRUCTURING ACTIVITIES - Liabilities Recorded For The Restructuring Plan (Details) $ in Thousands | 6 Months Ended |
Jun. 29, 2019USD ($) | |
Restructuring Cost and Reserve [Roll Forward] | |
Beginning balance | $ 10,056 |
Recognized Restructuring Expense | 0 |
Costs Paid or Otherwise Settled | (4,743) |
Ending balance | 5,313 |
Severance | |
Restructuring Cost and Reserve [Roll Forward] | |
Beginning balance | 6,594 |
Recognized Restructuring Expense | 0 |
Costs Paid or Otherwise Settled | (2,885) |
Ending balance | 3,709 |
Other cash restructuring expenses | |
Restructuring Cost and Reserve [Roll Forward] | |
Beginning balance | 3,462 |
Recognized Restructuring Expense | 0 |
Costs Paid or Otherwise Settled | (1,858) |
Ending balance | $ 1,604 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Amortized Intangible Assets - (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | Dec. 29, 2018 | |
Components of amortized intangible assets | |||||
Gross Carrying Amount | $ 272,339 | $ 272,339 | $ 251,141 | ||
Accumulated Amortization | 152,965 | 152,965 | 143,908 | ||
Amortization expense for intangible assets | 4,632 | $ 3,572 | 9,022 | $ 7,455 | |
Estimated amortization expense | |||||
2019 | 17,226 | 17,226 | |||
2020 | 17,004 | 17,004 | |||
2021 | 15,503 | 15,503 | |||
2022 | 13,356 | 13,356 | |||
2023 | 11,610 | 11,610 | |||
Customer Relationships | |||||
Components of amortized intangible assets | |||||
Gross Carrying Amount | 241,076 | 241,076 | 219,508 | ||
Accumulated Amortization | 140,674 | $ 140,674 | $ 132,180 | ||
Weighted Average Life | 13 years | 13 years | |||
Patents & Proprietary Technology | |||||
Components of amortized intangible assets | |||||
Gross Carrying Amount | 23,619 | $ 23,619 | $ 23,662 | ||
Accumulated Amortization | 5,624 | $ 5,624 | $ 4,837 | ||
Weighted Average Life | 14 years | 14 years | |||
Other | |||||
Components of amortized intangible assets | |||||
Gross Carrying Amount | 7,644 | $ 7,644 | $ 7,971 | ||
Accumulated Amortization | $ 6,667 | $ 6,667 | $ 6,891 | ||
Weighted Average Life | 5 years | 5 years |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Carrying Values of Trade Names - (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 29, 2018 |
Newmark | ||
Non-amortized intangible assets | ||
Carrying value of trade names | $ 11,111 | $ 11,111 |
Webforge | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 8,872 | 8,872 |
Convert Italia S.p.A | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 8,526 | 8,580 |
Valmont SM | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 8,108 | 8,155 |
Ingal EPS/Ingal Civil Products | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 7,233 | 7,233 |
Walpar | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 4,300 | 4,300 |
Shakespeare | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 4,000 | 4,000 |
Other | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 17,490 | 16,472 |
Trade Names | ||
Non-amortized intangible assets | ||
Carrying value of trade names | $ 69,640 | $ 68,723 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Impairment (Details) $ in Thousands | 3 Months Ended |
Sep. 29, 2018USD ($) | |
Indefinite-lived Intangible Assets [Line Items] | |
Decline in undiscounted terminal value (percent) | 15.00% |
Goodwill impairment loss | $ 14,355 |
Valmont SM | |
Indefinite-lived Intangible Assets [Line Items] | |
Impairment indefinite-lived intangible assets | $ 1,425 |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS - Carrying Amount of Goodwill by Segment (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2019 | Dec. 29, 2018 | |
Goodwill | ||
Gross balance, beginning | $ 434,454 | |
Accumulated impairment losses | (49,247) | |
Balance, ending | $ 385,207 | 385,207 |
Carrying amount of goodwill | ||
Balance at the beginning of the period | 385,207 | |
Acquisitions | 38,281 | |
Foreign currency translation | 700 | |
Balance at the end of the period | 424,188 | |
Engineered Support Structures Segment | ||
Goodwill | ||
Gross balance, beginning | 204,735 | |
Accumulated impairment losses | (18,670) | |
Balance, ending | 186,065 | 186,065 |
Carrying amount of goodwill | ||
Balance at the beginning of the period | 186,065 | |
Acquisitions | 18,677 | |
Foreign currency translation | 431 | |
Balance at the end of the period | 205,173 | |
Utility Support Structures Segment | ||
Goodwill | ||
Gross balance, beginning | 123,618 | |
Accumulated impairment losses | (14,355) | |
Balance, ending | 109,263 | 109,263 |
Carrying amount of goodwill | ||
Balance at the beginning of the period | 109,263 | |
Acquisitions | 7,889 | |
Foreign currency translation | (170) | |
Balance at the end of the period | 116,982 | |
Coatings Segment | ||
Goodwill | ||
Gross balance, beginning | 80,937 | |
Accumulated impairment losses | (16,222) | |
Balance, ending | 64,715 | 64,715 |
Carrying amount of goodwill | ||
Balance at the beginning of the period | 64,715 | |
Acquisitions | 11,715 | |
Foreign currency translation | 370 | |
Balance at the end of the period | 76,800 | |
Irrigation Segment | ||
Goodwill | ||
Gross balance, beginning | 25,164 | |
Accumulated impairment losses | 0 | |
Balance, ending | 25,164 | $ 25,164 |
Carrying amount of goodwill | ||
Balance at the beginning of the period | 25,164 | |
Acquisitions | 0 | |
Foreign currency translation | 69 | |
Balance at the end of the period | $ 25,233 |
CASH FLOW SUPPLEMENTARY INFOR_3
CASH FLOW SUPPLEMENTARY INFORMATION (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 29, 2019 | Jun. 30, 2018 | |
Supplemental Cash Flow Information [Abstract] | ||
Interest | $ 19,411 | $ 19,448 |
Income taxes | $ 24,529 | $ 22,796 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Basic EPS | ||||
Net earnings attributable to Valmont Industries, Inc. | $ 41,397,000 | $ 32,960,000 | $ 77,878,000 | $ 72,241,000 |
Weighted average shares outstanding (in shares) | 21,734,000 | 22,438,000 | 21,810,000 | 22,523,000 |
Per share amount basic (in dollars per share) | $ 1.90 | $ 1.47 | $ 3.57 | $ 3.21 |
Dilutive Effect of Stock Options | ||||
Dilutive Effect of Stock Options | $ 0 | $ 0 | $ 0 | $ 0 |
Dilutive effect of stock options number of shares (in shares) | 97,000 | 135,000 | 87,000 | 161,000 |
Dilutive effect of stock options (in dollars per share) | $ 0 | $ (0.01) | $ (0.01) | $ (0.03) |
Diluted EPS | ||||
Diluted EPS | $ 41,397,000 | $ 32,960,000 | $ 77,878,000 | $ 72,241,000 |
Shares outstanding dilutive (in shares) | 21,831,000 | 22,573,000 | 21,897,000 | 22,684,000 |
Per share amount diluted (in dollars per share) | $ 1.90 | $ 1.46 | $ 3.56 | $ 3.18 |
Impact on net income (loss) available for common stockholders | $ (41,397,000) | $ (32,960,000) | $ (77,878,000) | $ (72,241,000) |
Impact effect on earnings per share basic (in dollars per share) | $ (1.90) | $ (1.47) | $ (3.57) | $ (3.21) |
Impact effect on net income (loss) available to common stockholders, diluted (in dollars per share) | $ (41,397,000) | $ (32,960,000) | $ (77,878,000) | $ (72,241,000) |
Impact effect on earnings per share diluted (in dollars per share) | $ (1.90) | $ (1.46) | $ (3.56) | $ (3.18) |
Antidilutive Securities | ||||
Outstanding stock options with exercise prices exceeding the market price of common stock, excluded from the computation of diluted earnings per share (in shares) | 297,170 | 145,105 |
HEDGING ACTIVITIES - Fair Value
HEDGING ACTIVITIES - Fair Value of Derivatives (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 29, 2018 |
Derivatives, Fair Value [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ (3,213) | $ 9,147 |
Commodity Contract [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 0 | (285) |
Commodity Contract [Member] | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | (1,030) | 0 |
Foreign Exchange Forward [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 1,372 | 8,357 |
Cross Currency Interest Rate Contract [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | 661 | 1,075 |
Cross Currency Interest Rate Contract [Member] | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets (Liabilities), at Fair Value, Net | $ (4,216) | $ 0 |
HEDGING ACTIVITIES - Gain (Loss
HEDGING ACTIVITIES - Gain (Loss) on Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative, Gain (Loss) on Derivative, Net | $ 714 | $ (1,190) | $ 1,903 | $ (1,171) |
Commodity Contract [Member] | Product Cost of Sales [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative, Gain (Loss) on Derivative, Net | (96) | 0 | (96) | 0 |
Foreign Exchange Forward [Member] | Other Income (Expenses) [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative, Gain (Loss) on Derivative, Net | 152 | 0 | 704 | 0 |
Foreign Exchange Forward [Member] | Loss from Divestiture of Grinding Media Business [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative, Gain (Loss) on Derivative, Net | 0 | (1,215) | 0 | (1,215) |
Interest Rate Contract [Member] | Interest Expense [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative, Gain (Loss) on Derivative, Net | (16) | 25 | (32) | 44 |
Cross Currency Interest Rate Contract [Member] | Interest Expense [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative, Gain (Loss) on Derivative, Net | $ 674 | $ 0 | $ 1,327 | $ 0 |
HEDGING ACTIVITIES - Schedule o
HEDGING ACTIVITIES - Schedule of Notional Amounts Outstanding (Details) - Designated as Hedging Instrument - Net Investment Hedging [Member] € in Thousands, kr in Thousands, $ in Thousands | Jun. 29, 2019USD ($) | Jun. 29, 2019EUR (€) | Jun. 29, 2019DKK (kr) |
Denmark, Kroner | Cross Currency, Danish Kroner, Terminating April 2024 | |||
Derivative [Line Items] | |||
Notional Amount | $ 50,000 | kr 333,625 | |
Swapped Interest Rate | 2.68% | 2.68% | 2.68% |
Euro Member Countries, Euro | Cross Currency, Euro, Terminating April 2024 | |||
Derivative [Line Items] | |||
Notional Amount | $ 80,000 | € 71,550 | |
Swapped Interest Rate | 2.825% | 2.825% | 2.825% |
HEDGING ACTIVITIES - Narrative
HEDGING ACTIVITIES - Narrative (Details) | Jun. 08, 2018USD ($) | Jun. 29, 2019USD ($) | Dec. 29, 2018USD ($)T | Sep. 29, 2018USD ($)T | Jun. 30, 2018USD ($) | Jun. 29, 2019USD ($)T | Jun. 30, 2018USD ($) | Jun. 19, 2018USD ($) |
Derivative [Line Items] | ||||||||
Deferred loss on interest rate hedges | $ (2,467,000) | $ 0 | $ (2,467,000) | $ 0 | $ (2,467,000) | |||
Other Comprehensive Income (Loss), Cash Flow Hedge, Reclassification for Discontinuance, before Tax | 411,000 | |||||||
Interest Rate Swap [Member] | ||||||||
Derivative [Line Items] | ||||||||
Notional Amount | $ 175,000,000 | |||||||
Cash Flow Hedging [Member] | Designated as Hedging Instrument | Commodity Contract [Member] | Long [Member] | ||||||||
Derivative [Line Items] | ||||||||
Notional Amount | 12,128,000 | $ 15,563,000 | $ 8,469,000 | $ 12,128,000 | ||||
Derivative, Nonmonetary Notional Amount, Mass | T | 6,500 | 3,500 | 3,500 | |||||
Net Investment Hedging [Member] | Designated as Hedging Instrument | ||||||||
Derivative [Line Items] | ||||||||
Net investment hedges settled early | 11,184,000 | |||||||
Net Investment Hedging [Member] | Designated as Hedging Instrument | Cross Currency Interest Rate Contract [Member] | ||||||||
Derivative [Line Items] | ||||||||
Notional Amount | $ 130,000,000 | $ 130,000,000 | ||||||
Senior Unsecured Notes | Senior Unsecured Notes 5.00% Due 2044 | ||||||||
Derivative [Line Items] | ||||||||
Aggregate amount | $ 200,000,000 | |||||||
Stated rate | 5.00% | 5.00% | 5.00% | |||||
Senior Unsecured Notes | Senior Unsecured Notes 5.25% Due 2054 | ||||||||
Derivative [Line Items] | ||||||||
Aggregate amount | $ 55,000,000 | |||||||
Stated rate | 5.25% | |||||||
Australia, Dollars | Net Investment Hedging [Member] | Designated as Hedging Instrument | Foreign Exchange Forward [Member] | ||||||||
Derivative [Line Items] | ||||||||
Notional Amount | $ 100,000 | $ 100,000 | ||||||
Other Comprehensive Income (Loss), Derivative, Excluded Component, Increase (Decrease), before Adjustments and Tax | $ 881,000 |
LEASES (Details)
LEASES (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Jun. 29, 2019 |
Lessee, Lease, Description [Line Items] | ||
Lease renewal term | 5 years | |
Impairment of right-of-use lease asset | $ 12,063 | |
After-tax adjustment to retained earnings | $ 442 | $ 8,444 |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term | 1 year | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Remaining lease term | 15 years |
LEASES - Lease Cost (Details)
LEASES - Lease Cost (Details) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 29, 2019USD ($) | Jun. 29, 2019USD ($) | |
Leases [Abstract] | ||
Operating lease cost | $ 5,174 | $ 10,469 |
Short-term lease cost | 669 | 1,269 |
Total lease cost | 5,843 | 11,738 |
Operating cash outflows from operating leases | 5,421 | 11,467 |
ROU assets obtained in exchange for lease obligations | $ 1,195 | $ 2,431 |
Weighted average remaining lease term | 10 years | 10 years |
Weighted average discount rate (percent) | 3.90% | 3.90% |
LEASES - Supplemental Balance S
LEASES - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 29, 2018 |
Lessee, Lease, Description [Line Items] | ||
Operating lease long-term liabilities | $ 85,176 | $ 0 |
Total lease liabilities | 100,743 | |
Other assets | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease assets | 87,562 | |
Accrued expenses | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease short-term liabilities | 15,567 | |
Operating lease liabilities | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease long-term liabilities | $ 85,176 |
LEASES - Minimum Lease Payments
LEASES - Minimum Lease Payments (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Dec. 29, 2018 |
Leases [Abstract] | ||
2019 (excluding the six months ended June 29, 2019) | $ 10,023 | |
2020 | 18,035 | |
2021 | 14,778 | |
2022 | 11,981 | |
2023 | 9,100 | |
Subsequent | 59,448 | |
Total minimum lease payments | 123,365 | |
Less: Interest | 22,622 | |
Present value of minimum lease payments | $ 100,743 | |
Minimum Lease Payments under ASC 840 [Abstract] | ||
2019 | $ 18,757 | |
2020 | 16,830 | |
2021 | 13,992 | |
2022 | 11,932 | |
2023 | 8,866 | |
Subsequent | 76,438 | |
Total minimum lease payments | $ 146,815 |
BUSINESS SEGMENTS (Details)
BUSINESS SEGMENTS (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 29, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 29, 2019USD ($) | Jun. 30, 2018USD ($) | Dec. 29, 2018segment | |
Business Segments | |||||
Number of reportable segments | segment | 4 | ||||
Percentage of sales to total consolidated sales of other business activities, aggregated as other, maximum (percent) | 10.00% | ||||
Net sales | $ 700,871 | $ 682,405 | $ 1,393,010 | $ 1,381,089 | |
Operating income | 63,712 | 63,670 | 118,816 | 127,630 | |
Inventory Valuation | |||||
Business Segments | |||||
Operating income | 2,238 | (1,651) | 2,740 | (2,732) | |
Engineered Support Structures Segment | |||||
Business Segments | |||||
Net sales | 257,565 | 246,041 | 485,534 | 461,957 | |
Operating income | 20,882 | 12,965 | 33,327 | 19,912 | |
Utility Support Structures Segment | |||||
Business Segments | |||||
Net sales | 209,009 | 196,531 | 452,267 | 406,390 | |
Operating income | 16,033 | 20,841 | 41,081 | 44,208 | |
Coatings Segment | |||||
Business Segments | |||||
Net sales | 81,089 | 74,539 | 151,320 | 142,997 | |
Operating income | 15,032 | 14,868 | 25,172 | 26,735 | |
Irrigation Segment | |||||
Business Segments | |||||
Net sales | 153,208 | 160,613 | 303,889 | 346,665 | |
Operating income | 21,530 | 27,728 | 41,664 | 61,615 | |
Other Segments | |||||
Business Segments | |||||
Operating income | 0 | (334) | 0 | (913) | |
Operating Segment | |||||
Business Segments | |||||
Sales | 722,168 | 707,619 | 1,435,973 | 1,433,734 | |
Operating Segment | Engineered Support Structures Segment | |||||
Business Segments | |||||
Sales | 258,748 | 250,711 | 489,036 | 475,665 | |
Operating Segment | Engineered Support Structures Segment | Lighting, Traffic, and Highway Safety Products | |||||
Business Segments | |||||
Sales | 181,575 | 178,930 | 338,759 | 339,374 | |
Operating Segment | Engineered Support Structures Segment | Communication Products | |||||
Business Segments | |||||
Sales | 47,454 | 39,592 | 90,319 | 73,705 | |
Operating Segment | Engineered Support Structures Segment | Access Systems | |||||
Business Segments | |||||
Sales | 29,719 | 32,189 | 59,958 | 62,586 | |
Operating Segment | Utility Support Structures Segment | |||||
Business Segments | |||||
Sales | 209,829 | 197,719 | 453,751 | 407,581 | |
Operating Segment | Utility Support Structures Segment | Steel | |||||
Business Segments | |||||
Sales | 147,116 | 146,117 | 306,876 | 310,100 | |
Operating Segment | Utility Support Structures Segment | Concrete | |||||
Business Segments | |||||
Sales | 30,560 | 30,185 | 60,404 | 53,847 | |
Operating Segment | Utility Support Structures Segment | Engineered Solar Tracker Solutions | |||||
Business Segments | |||||
Sales | 9,932 | 0 | 40,224 | 0 | |
Operating Segment | Utility Support Structures Segment | Offshore and Other Complex Steel Structures | |||||
Business Segments | |||||
Sales | 22,221 | 21,417 | 46,247 | 43,634 | |
Operating Segment | Coatings Segment | |||||
Business Segments | |||||
Sales | 98,406 | 91,572 | 185,185 | 176,519 | |
Operating Segment | Irrigation Segment | |||||
Business Segments | |||||
Sales | 155,185 | 162,936 | 308,001 | 350,889 | |
Corporate | |||||
Business Segments | |||||
Operating income | (12,003) | (10,747) | (25,168) | (21,195) | |
Corporate | Other Segments | |||||
Business Segments | |||||
Sales | 0 | 4,681 | 0 | 23,080 | |
Net sales | 0 | 4,681 | 0 | 23,080 | |
Intersegment | |||||
Business Segments | |||||
Sales | 21,297 | 25,214 | 42,963 | 52,645 | |
Intersegment | Engineered Support Structures Segment | |||||
Business Segments | |||||
Sales | 1,183 | 4,670 | 3,502 | 13,708 | |
Intersegment | Utility Support Structures Segment | |||||
Business Segments | |||||
Sales | 820 | 1,188 | 1,484 | 1,191 | |
Intersegment | Coatings Segment | |||||
Business Segments | |||||
Sales | 17,317 | 17,033 | 33,865 | 33,522 | |
Intersegment | Irrigation Segment | |||||
Business Segments | |||||
Sales | 1,977 | 2,323 | 4,112 | 4,224 | |
North America | Operating Segment | Irrigation Segment | |||||
Business Segments | |||||
Sales | 102,810 | 113,865 | 211,287 | 223,719 | |
International | Operating Segment | Irrigation Segment | |||||
Business Segments | |||||
Sales | $ 52,375 | $ 49,071 | $ 96,714 | $ 127,170 |
GUARANTOR_NON-GUARANTOR FINAN_3
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Statements of Earnings (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019USD ($)tranche | Jun. 30, 2018USD ($) | Jun. 29, 2019USD ($)tranche | Jun. 30, 2018USD ($) | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | ||||
Number of tranches of senior unsecured notes | tranche | 2 | 2 | ||
Parent company's percentage ownership of Guarantors | 100.00% | 100.00% | ||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | $ 700,871 | $ 682,405 | $ 1,393,010 | $ 1,381,089 |
Cost of sales | 520,457 | 507,406 | 1,047,467 | 1,036,850 |
Gross profit | 180,414 | 174,999 | 345,543 | 344,239 |
Selling, general and administrative expenses | 116,702 | 111,329 | 226,727 | 216,609 |
Operating income | 63,712 | 63,670 | 118,816 | 127,630 |
Other income (expense): | ||||
Interest expense | (10,117) | (11,791) | (19,995) | (22,865) |
Interest income | 1,036 | 1,446 | 1,846 | 2,713 |
Loss from divestiture of grinding media business | 0 | (6,084) | 0 | (6,084) |
Other | 1,676 | 1,844 | 5,522 | 703 |
Total other income (expenses) | (7,405) | (14,585) | (12,627) | (25,533) |
Earnings before income taxes | 56,307 | 49,085 | 106,189 | 102,097 |
Income tax expense (benefit): | ||||
Deferred income taxes | (3,952) | (2,319) | 5,710 | 2,500 |
Total income tax expense (benefit) | 13,961 | 14,405 | 26,388 | 26,937 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 42,346 | 34,680 | 79,801 | 75,160 |
Equity in earnings of nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Net earnings | 42,346 | 34,680 | 79,801 | 75,160 |
Less: Earnings attributable to noncontrolling interests | (949) | (1,720) | (1,923) | (2,919) |
Net earnings attributable to Valmont Industries, Inc. | 41,397 | 32,960 | 77,878 | 72,241 |
Eliminations | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | (67,770) | (64,573) | (126,431) | (135,188) |
Cost of sales | (67,222) | (64,105) | (126,258) | (136,432) |
Gross profit | (548) | (468) | (173) | 1,244 |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Operating income | (548) | (468) | (173) | 1,244 |
Other income (expense): | ||||
Interest expense | 2,499 | 3,749 | 6,040 | 7,629 |
Interest income | (2,499) | (3,749) | (6,040) | (7,629) |
Loss from divestiture of grinding media business | 0 | 0 | ||
Other | 0 | 0 | 0 | |
Total other income (expenses) | 0 | 0 | 0 | 0 |
Earnings before income taxes | (548) | (468) | (173) | 1,244 |
Income tax expense (benefit): | ||||
Deferred income taxes | 0 | 0 | ||
Total income tax expense (benefit) | (47) | (49) | 9 | 88 |
Earnings before equity in earnings of nonconsolidated subsidiaries | (501) | (419) | (182) | 1,156 |
Equity in earnings of nonconsolidated subsidiaries | (20,785) | (52,460) | (51,578) | (79,776) |
Net earnings | (21,286) | (52,879) | (51,760) | (78,620) |
Less: Earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Valmont Industries, Inc. | (21,286) | (52,879) | (51,760) | (78,620) |
Parent | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | 313,973 | 297,916 | 612,975 | 613,908 |
Cost of sales | 226,017 | 220,677 | 451,144 | 456,273 |
Gross profit | 87,956 | 77,239 | 161,831 | 157,635 |
Selling, general and administrative expenses | 49,788 | 50,259 | 107,634 | 96,790 |
Operating income | 38,168 | 26,980 | 54,197 | 60,845 |
Other income (expense): | ||||
Interest expense | (9,584) | (11,396) | (19,167) | (22,277) |
Interest income | 342 | 305 | 453 | 481 |
Loss from divestiture of grinding media business | (2,518) | (2,518) | ||
Other | 1,878 | 616 | 5,415 | 510 |
Total other income (expenses) | (7,364) | (12,993) | (13,299) | (23,804) |
Earnings before income taxes | 30,804 | 13,987 | 40,898 | 37,041 |
Income tax expense (benefit): | ||||
Deferred income taxes | 1,317 | 3,343 | ||
Total income tax expense (benefit) | 7,310 | 2,318 | 7,772 | 10,678 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 23,494 | 11,669 | 33,126 | 26,363 |
Equity in earnings of nonconsolidated subsidiaries | 17,903 | 21,291 | 44,752 | 45,878 |
Net earnings | 41,397 | 32,960 | 77,878 | 72,241 |
Less: Earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Valmont Industries, Inc. | 41,397 | 32,960 | 77,878 | 72,241 |
Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | 138,151 | 133,563 | 277,658 | 254,734 |
Cost of sales | 107,331 | 98,649 | 210,643 | 193,108 |
Gross profit | 30,820 | 34,914 | 67,015 | 61,626 |
Selling, general and administrative expenses | 18,867 | 12,535 | 25,976 | 24,452 |
Operating income | 11,953 | 22,379 | 41,039 | 37,174 |
Other income (expense): | ||||
Interest expense | (2,498) | (3,749) | (6,039) | (7,629) |
Interest income | 18 | 5 | 30 | 15 |
Loss from divestiture of grinding media business | 0 | 0 | ||
Other | 11 | 14 | 21 | 26 |
Total other income (expenses) | (2,469) | (3,730) | (5,988) | (7,588) |
Earnings before income taxes | 9,484 | 18,649 | 35,051 | 29,586 |
Income tax expense (benefit): | ||||
Deferred income taxes | 0 | 1,791 | ||
Total income tax expense (benefit) | 1,907 | 4,851 | 7,857 | 7,528 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 7,577 | 13,798 | 27,194 | 22,058 |
Equity in earnings of nonconsolidated subsidiaries | 2,882 | 31,169 | 6,826 | 33,898 |
Net earnings | 10,459 | 44,967 | 34,020 | 55,956 |
Less: Earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Valmont Industries, Inc. | 10,459 | 44,967 | 34,020 | 55,956 |
Non- Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | 316,517 | 315,499 | 628,808 | 647,635 |
Cost of sales | 254,331 | 252,185 | 511,938 | 523,901 |
Gross profit | 62,186 | 63,314 | 116,870 | 123,734 |
Selling, general and administrative expenses | 48,047 | 48,535 | 93,117 | 95,367 |
Operating income | 14,139 | 14,779 | 23,753 | 28,367 |
Other income (expense): | ||||
Interest expense | (534) | (395) | (829) | (588) |
Interest income | 3,175 | 4,885 | 7,403 | 9,846 |
Loss from divestiture of grinding media business | (3,566) | (3,566) | ||
Other | (213) | 1,214 | 86 | 167 |
Total other income (expenses) | 2,428 | 2,138 | 6,660 | 5,859 |
Earnings before income taxes | 16,567 | 16,917 | 30,413 | 34,226 |
Income tax expense (benefit): | ||||
Deferred income taxes | 4,393 | (2,634) | ||
Total income tax expense (benefit) | 4,791 | 7,285 | 10,750 | 8,643 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 11,776 | 9,632 | 19,663 | 25,583 |
Equity in earnings of nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Net earnings | 11,776 | 9,632 | 19,663 | 25,583 |
Less: Earnings attributable to noncontrolling interests | (949) | (1,720) | (1,923) | (2,919) |
Net earnings attributable to Valmont Industries, Inc. | $ 10,827 | $ 7,912 | $ 17,740 | $ 22,664 |
GUARANTOR_NON-GUARANTOR FINAN_4
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Statements of Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | $ 42,346 | $ 34,680 | $ 79,801 | $ 75,160 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain | 1,049 | (46,953) | 3,315 | (40,149) |
Realized loss on divestiture of grinding media business recorded in earnings | 0 | 9,203 | 0 | 9,203 |
Gain (loss) on hedging activities | (5,347) | 2,607 | (3,033) | 1,744 |
Equity in other comprehensive income | 0 | 0 | 0 | 0 |
Other comprehensive income | (4,298) | (35,143) | 282 | (29,202) |
Comprehensive income | 38,048 | (463) | 80,083 | 45,958 |
Comprehensive income attributable to noncontrolling interests | (983) | (1,114) | (2,092) | (5,861) |
Comprehensive income attributable to Valmont Industries, Inc. | 37,065 | (1,577) | 77,991 | 40,097 |
Eliminations | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | (21,286) | (52,879) | (51,760) | (78,620) |
Foreign currency translation adjustments: | ||||
Unrealized translation gain | 0 | 0 | 0 | 0 |
Realized loss on divestiture of grinding media business recorded in earnings | 0 | 0 | ||
Gain (loss) on hedging activities | 0 | 0 | 0 | 0 |
Equity in other comprehensive income | (1,015) | 37,144 | (3,146) | 33,888 |
Other comprehensive income | (1,015) | 37,144 | (3,146) | 33,888 |
Comprehensive income | (22,301) | (15,735) | (54,906) | (44,732) |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Valmont Industries, Inc. | (22,301) | (15,735) | (54,906) | (44,732) |
Parent | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | 41,397 | 32,960 | 77,878 | 72,241 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain | 0 | 0 | 0 | 0 |
Realized loss on divestiture of grinding media business recorded in earnings | 0 | 0 | ||
Gain (loss) on hedging activities | (5,347) | 2,607 | (3,033) | 1,744 |
Equity in other comprehensive income | 1,015 | (37,144) | 3,146 | (33,888) |
Other comprehensive income | (4,332) | (34,537) | 113 | (32,144) |
Comprehensive income | 37,065 | (1,577) | 77,991 | 40,097 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Valmont Industries, Inc. | 37,065 | (1,577) | 77,991 | 40,097 |
Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | 10,459 | 44,967 | 34,020 | 55,956 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain | (9,850) | 6,513 | (4,221) | (2,167) |
Realized loss on divestiture of grinding media business recorded in earnings | 0 | 0 | ||
Gain (loss) on hedging activities | 0 | 0 | 0 | 0 |
Equity in other comprehensive income | 0 | 0 | 0 | 0 |
Other comprehensive income | (9,850) | 6,513 | (4,221) | (2,167) |
Comprehensive income | 609 | 51,480 | 29,799 | 53,789 |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Valmont Industries, Inc. | 609 | 51,480 | 29,799 | 53,789 |
Non- Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | 11,776 | 9,632 | 19,663 | 25,583 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain | 10,899 | (53,466) | 7,536 | (37,982) |
Realized loss on divestiture of grinding media business recorded in earnings | 9,203 | 9,203 | ||
Gain (loss) on hedging activities | 0 | 0 | 0 | 0 |
Equity in other comprehensive income | 0 | 0 | 0 | 0 |
Other comprehensive income | 10,899 | (44,263) | 7,536 | (28,779) |
Comprehensive income | 22,675 | (34,631) | 27,199 | (3,196) |
Comprehensive income attributable to noncontrolling interests | (983) | (1,114) | (2,092) | (5,861) |
Comprehensive income attributable to Valmont Industries, Inc. | $ 21,692 | $ (35,745) | $ 25,107 | $ (9,057) |
GUARANTOR_NON-GUARANTOR FINAN_5
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Jun. 29, 2019 | Mar. 30, 2019 | Dec. 29, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 30, 2017 |
Current assets: | ||||||
Cash and cash equivalents | $ 256,944 | $ 313,210 | ||||
Receivables, net | 507,061 | 483,963 | ||||
Inventories | 406,546 | 383,566 | ||||
Contract asset - costs and profits in excess of billings | 123,926 | 112,525 | ||||
Prepaid expenses and other assets | 44,942 | 42,800 | ||||
Refundable income taxes | 8,579 | 4,576 | ||||
Total current assets | 1,347,998 | 1,340,640 | ||||
Property, plant and equipment, at cost | 1,225,838 | 1,160,865 | ||||
Less accumulated depreciation and amortization | 682,281 | 646,873 | ||||
Net property, plant and equipment | 543,557 | 513,992 | ||||
Goodwill | 424,188 | 385,207 | ||||
Other intangible assets | 189,014 | 175,956 | ||||
Investment in subsidiaries and intercompany accounts | 0 | 0 | ||||
Other assets | 206,982 | 114,479 | ||||
Total assets | 2,711,739 | 2,530,274 | ||||
Current liabilities: | ||||||
Current installments of long-term debt | 774 | 779 | ||||
Notes payable to banks | 20,375 | 10,678 | ||||
Accounts payable | 228,137 | 218,115 | ||||
Accrued employee compensation and benefits | 65,723 | 79,291 | ||||
Accrued expenses | 174,163 | 91,942 | ||||
Dividends payable | 8,129 | 8,230 | ||||
Total current liabilities | 497,301 | 409,035 | ||||
Deferred income taxes | 43,774 | 43,489 | ||||
Long-term debt, excluding current installments | 765,558 | 741,822 | ||||
Defined benefit pension liability | 130,210 | 143,904 | ||||
Deferred compensation | 49,445 | 46,107 | ||||
Other noncurrent liabilities | 147,882 | 56,501 | ||||
Shareholders’ equity: | ||||||
Common stock of $1 par value | 27,900 | 27,900 | ||||
Additional paid-in capital | 0 | 0 | ||||
Retained earnings | 2,085,594 | 2,027,596 | ||||
Accumulated other comprehensive loss | (303,072) | (303,185) | ||||
Treasury stock | (728,680) | (692,549) | ||||
Total Valmont Industries, Inc. shareholders’ equity | 1,081,742 | 1,059,762 | ||||
Noncontrolling interest in consolidated subsidiaries | 45,272 | 75,761 | ||||
Total shareholders’ equity | 1,127,014 | $ 1,131,215 | 1,135,523 | $ 1,149,824 | $ 1,185,356 | $ 1,151,795 |
Total liabilities and shareholders’ equity | 2,711,739 | 2,530,274 | ||||
Eliminations | ||||||
Current assets: | ||||||
Cash and cash equivalents | 0 | 0 | ||||
Receivables, net | 0 | 0 | ||||
Inventories | (2,576) | (2,402) | ||||
Contract asset - costs and profits in excess of billings | 0 | 0 | ||||
Prepaid expenses and other assets | 0 | 0 | ||||
Refundable income taxes | 0 | 0 | ||||
Total current assets | (2,576) | (2,402) | ||||
Property, plant and equipment, at cost | 0 | 0 | ||||
Less accumulated depreciation and amortization | 0 | 0 | ||||
Net property, plant and equipment | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangible assets | 0 | 0 | ||||
Investment in subsidiaries and intercompany accounts | (3,296,509) | (3,381,139) | ||||
Other assets | 0 | 0 | ||||
Total assets | (3,299,085) | (3,383,541) | ||||
Current liabilities: | ||||||
Current installments of long-term debt | 0 | 0 | ||||
Notes payable to banks | 0 | 0 | ||||
Accounts payable | 0 | 0 | ||||
Accrued employee compensation and benefits | 0 | 0 | ||||
Accrued expenses | (909) | 0 | ||||
Dividends payable | 0 | 0 | ||||
Total current liabilities | (909) | 0 | ||||
Deferred income taxes | 0 | 0 | ||||
Long-term debt, excluding current installments | (124,233) | (166,729) | ||||
Defined benefit pension liability | 0 | 0 | ||||
Other noncurrent liabilities | 0 | 0 | ||||
Shareholders’ equity: | ||||||
Common stock of $1 par value | (1,106,907) | (1,106,632) | ||||
Additional paid-in capital | (1,270,442) | (1,270,442) | ||||
Retained earnings | (1,096,017) | (1,092,093) | ||||
Accumulated other comprehensive loss | 299,423 | 252,355 | ||||
Treasury stock | 0 | 0 | ||||
Total Valmont Industries, Inc. shareholders’ equity | (3,173,943) | (3,216,812) | ||||
Noncontrolling interest in consolidated subsidiaries | 0 | 0 | ||||
Total shareholders’ equity | (3,173,943) | (3,216,812) | ||||
Total liabilities and shareholders’ equity | (3,299,085) | (3,383,541) | ||||
Parent | ||||||
Current assets: | ||||||
Cash and cash equivalents | 87,608 | 104,256 | ||||
Receivables, net | 152,234 | 134,943 | ||||
Inventories | 141,709 | 138,158 | ||||
Contract asset - costs and profits in excess of billings | 61,754 | 50,271 | ||||
Prepaid expenses and other assets | 6,757 | 21,858 | ||||
Refundable income taxes | 8,579 | 4,576 | ||||
Total current assets | 458,641 | 454,062 | ||||
Property, plant and equipment, at cost | 601,146 | 579,046 | ||||
Less accumulated depreciation and amortization | 405,799 | 390,438 | ||||
Net property, plant and equipment | 195,347 | 188,608 | ||||
Goodwill | 20,108 | 20,108 | ||||
Other intangible assets | 49 | 76 | ||||
Investment in subsidiaries and intercompany accounts | 1,359,065 | 1,286,545 | ||||
Other assets | 94,400 | 47,674 | ||||
Total assets | 2,127,610 | 1,997,073 | ||||
Current liabilities: | ||||||
Current installments of long-term debt | 0 | 0 | ||||
Notes payable to banks | 0 | 0 | ||||
Accounts payable | 67,877 | 68,304 | ||||
Accrued employee compensation and benefits | 32,552 | 41,418 | ||||
Accrued expenses | 101,998 | 25,936 | ||||
Dividends payable | 8,129 | 8,230 | ||||
Total current liabilities | 210,556 | 143,888 | ||||
Deferred income taxes | 14,402 | 14,376 | ||||
Long-term debt, excluding current installments | 734,265 | 733,964 | ||||
Defined benefit pension liability | 0 | 0 | ||||
Other noncurrent liabilities | 86,645 | 45,083 | ||||
Shareholders’ equity: | ||||||
Common stock of $1 par value | 27,900 | 27,900 | ||||
Additional paid-in capital | 0 | 0 | ||||
Retained earnings | 2,085,594 | 2,027,596 | ||||
Accumulated other comprehensive loss | (303,072) | (303,185) | ||||
Treasury stock | (728,680) | (692,549) | ||||
Total Valmont Industries, Inc. shareholders’ equity | 1,081,742 | 1,059,762 | ||||
Noncontrolling interest in consolidated subsidiaries | 0 | 0 | ||||
Total shareholders’ equity | 1,081,742 | 1,059,762 | ||||
Total liabilities and shareholders’ equity | 2,127,610 | 1,997,073 | ||||
Guarantors | ||||||
Current assets: | ||||||
Cash and cash equivalents | 5,615 | 5,518 | ||||
Receivables, net | 88,774 | 75,204 | ||||
Inventories | 44,033 | 37,019 | ||||
Contract asset - costs and profits in excess of billings | 38,180 | 35,200 | ||||
Prepaid expenses and other assets | 8,736 | 746 | ||||
Refundable income taxes | 0 | 0 | ||||
Total current assets | 185,338 | 153,687 | ||||
Property, plant and equipment, at cost | 192,902 | 172,050 | ||||
Less accumulated depreciation and amortization | 98,864 | 93,374 | ||||
Net property, plant and equipment | 94,038 | 78,676 | ||||
Goodwill | 140,924 | 110,562 | ||||
Other intangible assets | 47,206 | 27,452 | ||||
Investment in subsidiaries and intercompany accounts | 1,097,380 | 1,161,612 | ||||
Other assets | 4,029 | 0 | ||||
Total assets | 1,568,915 | 1,531,989 | ||||
Current liabilities: | ||||||
Current installments of long-term debt | 0 | 0 | ||||
Notes payable to banks | 0 | 0 | ||||
Accounts payable | 21,285 | 21,081 | ||||
Accrued employee compensation and benefits | 4,856 | 7,186 | ||||
Accrued expenses | 11,746 | 10,132 | ||||
Dividends payable | 0 | 0 | ||||
Total current liabilities | 37,887 | 38,399 | ||||
Deferred income taxes | 0 | 0 | ||||
Long-term debt, excluding current installments | 124,233 | 166,729 | ||||
Defined benefit pension liability | 0 | 0 | ||||
Other noncurrent liabilities | 3,214 | 620 | ||||
Shareholders’ equity: | ||||||
Common stock of $1 par value | 457,950 | 457,950 | ||||
Additional paid-in capital | 162,906 | 162,906 | ||||
Retained earnings | 705,955 | 624,394 | ||||
Accumulated other comprehensive loss | 76,770 | 80,991 | ||||
Treasury stock | 0 | 0 | ||||
Total Valmont Industries, Inc. shareholders’ equity | 1,403,581 | 1,326,241 | ||||
Noncontrolling interest in consolidated subsidiaries | 0 | 0 | ||||
Total shareholders’ equity | 1,403,581 | 1,326,241 | ||||
Total liabilities and shareholders’ equity | 1,568,915 | 1,531,989 | ||||
Non- Guarantors | ||||||
Current assets: | ||||||
Cash and cash equivalents | 163,721 | 203,436 | ||||
Receivables, net | 266,053 | 273,816 | ||||
Inventories | 223,380 | 210,791 | ||||
Contract asset - costs and profits in excess of billings | 23,992 | 27,054 | ||||
Prepaid expenses and other assets | 29,449 | 20,196 | ||||
Refundable income taxes | 0 | 0 | ||||
Total current assets | 706,595 | 735,293 | ||||
Property, plant and equipment, at cost | 431,790 | 409,769 | ||||
Less accumulated depreciation and amortization | 177,618 | 163,061 | ||||
Net property, plant and equipment | 254,172 | 246,708 | ||||
Goodwill | 263,156 | 254,537 | ||||
Other intangible assets | 141,759 | 148,428 | ||||
Investment in subsidiaries and intercompany accounts | 840,064 | 932,982 | ||||
Other assets | 108,553 | 66,805 | ||||
Total assets | 2,314,299 | 2,384,753 | ||||
Current liabilities: | ||||||
Current installments of long-term debt | 774 | 779 | ||||
Notes payable to banks | 20,375 | 10,678 | ||||
Accounts payable | 138,975 | 128,730 | ||||
Accrued employee compensation and benefits | 28,315 | 30,687 | ||||
Accrued expenses | 61,328 | 55,874 | ||||
Dividends payable | 0 | 0 | ||||
Total current liabilities | 249,767 | 226,748 | ||||
Deferred income taxes | 29,372 | 29,113 | ||||
Long-term debt, excluding current installments | 31,293 | 7,858 | ||||
Defined benefit pension liability | 130,210 | 143,904 | ||||
Other noncurrent liabilities | 58,023 | 10,798 | ||||
Shareholders’ equity: | ||||||
Common stock of $1 par value | 648,957 | 648,682 | ||||
Additional paid-in capital | 1,107,536 | 1,107,536 | ||||
Retained earnings | 390,062 | 467,699 | ||||
Accumulated other comprehensive loss | (376,193) | (333,346) | ||||
Treasury stock | 0 | 0 | ||||
Total Valmont Industries, Inc. shareholders’ equity | 1,770,362 | 1,890,571 | ||||
Noncontrolling interest in consolidated subsidiaries | 45,272 | 75,761 | ||||
Total shareholders’ equity | 1,815,634 | 1,966,332 | ||||
Total liabilities and shareholders’ equity | $ 2,314,299 | $ 2,384,753 |
GUARANTOR_NON-GUARANTOR FINAN_6
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Balance Sheets - Additional Information (Details) - $ / shares | Jun. 29, 2019 | Dec. 29, 2018 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
GUARANTOR_NON-GUARANTOR FINAN_7
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 29, 2019 | Jun. 30, 2018 | Jun. 29, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities: | ||||
Net earnings | $ 42,346 | $ 34,680 | $ 79,801 | $ 75,160 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||||
Depreciation and amortization | 40,583 | 41,657 | ||
Noncash loss on trading securities | 28 | 229 | ||
Impairment of property, plant and equipment | 0 | 2,791 | ||
Loss on divestiture of grinding media business | 0 | 6,084 | 0 | 6,084 |
Stock-based compensation | 6,370 | 5,374 | ||
Defined benefit pension plan benefit | (259) | (1,159) | ||
Contribution to defined benefit pension plan | (13,682) | (731) | ||
Gain on sale of property, plant and equipment | (278) | (287) | ||
Equity in earnings in nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Deferred income taxes | (3,952) | (2,319) | 5,710 | 2,500 |
Changes in assets and liabilities: | ||||
Net working capital | 7,677 | (73,192) | ||
Other noncurrent liabilities | (5,582) | (480) | ||
Income taxes payable (refundable) | (6,931) | (4,288) | ||
Net cash flows from operating activities | 113,437 | 53,658 | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (49,310) | (31,816) | ||
Proceeds from sale of assets | 466 | 64,393 | ||
Acquisitions, net of cash acquired | (81,841) | (9,300) | ||
Settlement of net investment hedge | 11,184 | (1,621) | ||
Other, net | 3,893 | 2,404 | ||
Net cash flows from investing activities | (115,608) | 24,060 | ||
Cash flows from financing activities: | ||||
Proceeds from short-term agreements | 9,886 | 130 | ||
Proceeds from long-term borrowings | 31,000 | 237,641 | ||
Principal payments on long-term borrowings | (10,386) | (495) | ||
Settlement of financial derivatives | 0 | (2,467) | ||
Debt issuance costs | 0 | (2,322) | ||
Principal payments on long-term intercompany note | 0 | |||
Dividends paid | (16,425) | (17,003) | ||
Dividends to noncontrolling interest | (4,459) | (4,852) | ||
Intercompany dividends | 0 | 0 | ||
Purchase of noncontrolling interest | (27,845) | (5,510) | ||
Intercompany capital contribution | 0 | 0 | ||
Purchase of treasury shares | (38,350) | (43,999) | ||
Proceeds from exercises under stock plans | 1,744 | 5,711 | ||
Purchase of common treasury shares - stock plan exercises | (827) | (1,769) | ||
Net cash flows from financing activities | (55,662) | 165,065 | ||
Effect of exchange rate changes on cash and cash equivalents | 1,567 | (13,000) | ||
Net change in cash and cash equivalents | (56,266) | 229,783 | ||
Cash, cash equivalents, and restricted cash—beginning of year | 313,210 | 492,805 | ||
Cash, cash equivalents, and restricted cash—end of year | 256,944 | 722,588 | 256,944 | 722,588 |
Eliminations | ||||
Cash flows from operating activities: | ||||
Net earnings | (21,286) | (52,879) | (51,760) | (78,620) |
Adjustments to reconcile net earnings to net cash flows from operations: | ||||
Depreciation and amortization | 0 | 0 | ||
Noncash loss on trading securities | 0 | 0 | ||
Impairment of property, plant and equipment | 0 | |||
Loss on divestiture of grinding media business | 0 | 0 | ||
Stock-based compensation | 0 | 0 | ||
Defined benefit pension plan benefit | 0 | 0 | ||
Contribution to defined benefit pension plan | 0 | 0 | ||
Gain on sale of property, plant and equipment | 0 | 0 | ||
Equity in earnings in nonconsolidated subsidiaries | 20,785 | 52,460 | 51,578 | 79,776 |
Deferred income taxes | 0 | 0 | ||
Changes in assets and liabilities: | ||||
Net working capital | 175 | (1,244) | ||
Other noncurrent liabilities | 0 | 0 | ||
Income taxes payable (refundable) | (909) | 0 | ||
Net cash flows from operating activities | (916) | (88) | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | 0 | 0 | ||
Proceeds from sale of assets | 0 | 0 | ||
Acquisitions, net of cash acquired | 0 | 0 | ||
Settlement of net investment hedge | 0 | 0 | ||
Other, net | 916 | 88 | ||
Net cash flows from investing activities | 916 | 88 | ||
Cash flows from financing activities: | ||||
Proceeds from short-term agreements | 0 | 0 | ||
Proceeds from long-term borrowings | 0 | 0 | ||
Principal payments on long-term borrowings | 0 | 0 | ||
Settlement of financial derivatives | 0 | |||
Debt issuance costs | 0 | |||
Principal payments on long-term intercompany note | 0 | |||
Dividends paid | 0 | 0 | ||
Dividends to noncontrolling interest | 0 | 0 | ||
Intercompany dividends | 0 | 0 | ||
Purchase of noncontrolling interest | 0 | 0 | ||
Intercompany capital contribution | 0 | 0 | ||
Purchase of treasury shares | 0 | 0 | ||
Proceeds from exercises under stock plans | 0 | 0 | ||
Purchase of common treasury shares - stock plan exercises | 0 | 0 | ||
Net cash flows from financing activities | 0 | 0 | ||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Net change in cash and cash equivalents | 0 | 0 | ||
Cash, cash equivalents, and restricted cash—beginning of year | 0 | 0 | ||
Cash, cash equivalents, and restricted cash—end of year | 0 | 0 | 0 | 0 |
Parent | ||||
Cash flows from operating activities: | ||||
Net earnings | 41,397 | 32,960 | 77,878 | 72,241 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||||
Depreciation and amortization | 13,094 | 12,871 | ||
Noncash loss on trading securities | 0 | 0 | ||
Impairment of property, plant and equipment | 0 | |||
Loss on divestiture of grinding media business | 2,518 | 2,518 | ||
Stock-based compensation | 6,370 | 5,374 | ||
Defined benefit pension plan benefit | 0 | 0 | ||
Contribution to defined benefit pension plan | 0 | 0 | ||
Gain on sale of property, plant and equipment | 132 | 10 | ||
Equity in earnings in nonconsolidated subsidiaries | (17,903) | (21,291) | (44,752) | (45,878) |
Deferred income taxes | 1,317 | 3,343 | ||
Changes in assets and liabilities: | ||||
Net working capital | 15,058 | (15,781) | ||
Other noncurrent liabilities | 3,596 | 640 | ||
Income taxes payable (refundable) | (265) | (11,054) | ||
Net cash flows from operating activities | 72,428 | 24,284 | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (26,526) | (10,051) | ||
Proceeds from sale of assets | 6 | 5 | ||
Acquisitions, net of cash acquired | 0 | 0 | ||
Settlement of net investment hedge | 11,184 | (1,621) | ||
Other, net | (68,443) | 6,335 | ||
Net cash flows from investing activities | (83,779) | (5,332) | ||
Cash flows from financing activities: | ||||
Proceeds from short-term agreements | 0 | 0 | ||
Proceeds from long-term borrowings | 31,000 | 237,641 | ||
Principal payments on long-term borrowings | (10,000) | 0 | ||
Settlement of financial derivatives | (2,467) | |||
Debt issuance costs | (2,322) | |||
Principal payments on long-term intercompany note | 0 | |||
Dividends paid | (16,425) | (17,003) | ||
Dividends to noncontrolling interest | 0 | 0 | ||
Intercompany dividends | 63,650 | 75,325 | ||
Purchase of noncontrolling interest | (22,805) | 0 | ||
Intercompany capital contribution | (13,284) | (3,492) | ||
Purchase of treasury shares | (38,350) | (43,999) | ||
Proceeds from exercises under stock plans | 1,744 | 5,711 | ||
Purchase of common treasury shares - stock plan exercises | (827) | (1,769) | ||
Net cash flows from financing activities | (5,297) | 247,625 | ||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Net change in cash and cash equivalents | (16,648) | 266,577 | ||
Cash, cash equivalents, and restricted cash—beginning of year | 104,256 | 83,329 | ||
Cash, cash equivalents, and restricted cash—end of year | 87,608 | 349,906 | 87,608 | 349,906 |
Guarantors | ||||
Cash flows from operating activities: | ||||
Net earnings | 10,459 | 44,967 | 34,020 | 55,956 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||||
Depreciation and amortization | 6,888 | 7,063 | ||
Noncash loss on trading securities | 0 | 0 | ||
Impairment of property, plant and equipment | 0 | |||
Loss on divestiture of grinding media business | 0 | 0 | ||
Stock-based compensation | 0 | 0 | ||
Defined benefit pension plan benefit | 0 | 0 | ||
Contribution to defined benefit pension plan | 0 | 0 | ||
Gain on sale of property, plant and equipment | 44 | (7) | ||
Equity in earnings in nonconsolidated subsidiaries | (2,882) | (31,169) | (6,826) | (33,898) |
Deferred income taxes | 0 | 1,791 | ||
Changes in assets and liabilities: | ||||
Net working capital | (29,557) | (43,990) | ||
Other noncurrent liabilities | (5,461) | 0 | ||
Income taxes payable (refundable) | (1,819) | (843) | ||
Net cash flows from operating activities | (2,711) | (13,928) | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (3,213) | (6,770) | ||
Proceeds from sale of assets | 38 | 209 | ||
Acquisitions, net of cash acquired | (63,141) | 0 | ||
Settlement of net investment hedge | 0 | 0 | ||
Other, net | 64,103 | 13,752 | ||
Net cash flows from investing activities | (2,213) | 7,191 | ||
Cash flows from financing activities: | ||||
Proceeds from short-term agreements | 0 | 0 | ||
Proceeds from long-term borrowings | 0 | 0 | ||
Principal payments on long-term borrowings | 0 | 0 | ||
Settlement of financial derivatives | 0 | |||
Debt issuance costs | 0 | |||
Principal payments on long-term intercompany note | (42,574) | |||
Dividends paid | 0 | 0 | ||
Dividends to noncontrolling interest | 0 | 0 | ||
Intercompany dividends | 47,541 | 11,296 | ||
Purchase of noncontrolling interest | 0 | 0 | ||
Intercompany capital contribution | 0 | 3,492 | ||
Purchase of treasury shares | 0 | 0 | ||
Proceeds from exercises under stock plans | 0 | 0 | ||
Purchase of common treasury shares - stock plan exercises | 0 | 0 | ||
Net cash flows from financing activities | 4,967 | 14,788 | ||
Effect of exchange rate changes on cash and cash equivalents | 54 | (657) | ||
Net change in cash and cash equivalents | 97 | 7,394 | ||
Cash, cash equivalents, and restricted cash—beginning of year | 5,518 | 5,304 | ||
Cash, cash equivalents, and restricted cash—end of year | 5,615 | 12,698 | 5,615 | 12,698 |
Non- Guarantors | ||||
Cash flows from operating activities: | ||||
Net earnings | 11,776 | 9,632 | 19,663 | 25,583 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||||
Depreciation and amortization | 20,601 | 21,723 | ||
Noncash loss on trading securities | 28 | 229 | ||
Impairment of property, plant and equipment | 2,791 | |||
Loss on divestiture of grinding media business | 3,566 | 3,566 | ||
Stock-based compensation | 0 | 0 | ||
Defined benefit pension plan benefit | (259) | (1,159) | ||
Contribution to defined benefit pension plan | (13,682) | (731) | ||
Gain on sale of property, plant and equipment | (454) | (290) | ||
Equity in earnings in nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Deferred income taxes | 4,393 | (2,634) | ||
Changes in assets and liabilities: | ||||
Net working capital | 22,001 | (12,177) | ||
Other noncurrent liabilities | (3,717) | (1,120) | ||
Income taxes payable (refundable) | (3,938) | 7,609 | ||
Net cash flows from operating activities | 44,636 | 43,390 | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (19,571) | (14,995) | ||
Proceeds from sale of assets | 422 | 64,179 | ||
Acquisitions, net of cash acquired | (18,700) | (9,300) | ||
Settlement of net investment hedge | 0 | 0 | ||
Other, net | 7,317 | (17,771) | ||
Net cash flows from investing activities | (30,532) | 22,113 | ||
Cash flows from financing activities: | ||||
Proceeds from short-term agreements | 9,886 | 130 | ||
Proceeds from long-term borrowings | 0 | 0 | ||
Principal payments on long-term borrowings | (386) | (495) | ||
Settlement of financial derivatives | 0 | |||
Debt issuance costs | 0 | |||
Principal payments on long-term intercompany note | 42,574 | |||
Dividends paid | 0 | 0 | ||
Dividends to noncontrolling interest | (4,459) | (4,852) | ||
Intercompany dividends | (111,191) | (86,621) | ||
Purchase of noncontrolling interest | (5,040) | (5,510) | ||
Intercompany capital contribution | 13,284 | 0 | ||
Purchase of treasury shares | 0 | 0 | ||
Proceeds from exercises under stock plans | 0 | 0 | ||
Purchase of common treasury shares - stock plan exercises | 0 | 0 | ||
Net cash flows from financing activities | (55,332) | (97,348) | ||
Effect of exchange rate changes on cash and cash equivalents | 1,513 | (12,343) | ||
Net change in cash and cash equivalents | (39,715) | (44,188) | ||
Cash, cash equivalents, and restricted cash—beginning of year | 203,436 | 404,172 | ||
Cash, cash equivalents, and restricted cash—end of year | $ 163,721 | $ 359,984 | $ 163,721 | $ 359,984 |
Uncategorized Items - vmi-20190
Label | Element | Value |
Accounting Standards Update 2016-16 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 1,038,000 |
Accounting Standards Update 2016-16 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 1,038,000 |
Accounting Standards Update 2014-09 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 9,771,000 |
Accounting Standards Update 2014-09 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 9,771,000 |
Accounting Standards Update 2016-02 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (8,886,000) |
Accounting Standards Update 2016-02 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (8,886,000) |