Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
May 25, 2019 | Jun. 14, 2019 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | WINNEBAGO INDUSTRIES INC | |
Entity Central Index Key | 0000107687 | |
Current Fiscal Year End Date | --08-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | May 25, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 31,618,011 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false |
Consolidated Statements of Inco
Consolidated Statements of Income and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | |
Net revenues | $ 528,940 | $ 562,261 | $ 1,455,278 | $ 1,480,641 |
Cost of goods sold | 442,356 | 476,747 | 1,231,269 | 1,264,635 |
Gross profit | 86,584 | 85,514 | 224,009 | 216,006 |
Selling, general, and administrative expenses | 35,332 | 35,304 | 106,303 | 95,381 |
Amortization of intangible assets | 2,278 | 1,933 | 7,204 | 5,921 |
Total operating expenses | 37,610 | 37,237 | 113,507 | 101,302 |
Operating income | 48,974 | 48,277 | 110,502 | 114,704 |
Interest expense | 4,446 | 4,172 | 13,293 | 13,871 |
Non-operating income | (360) | (100) | (1,330) | (212) |
Income before income taxes | 44,888 | 44,205 | 98,539 | 101,045 |
Provision for income taxes | 8,717 | 11,684 | 18,609 | 28,478 |
Net income | $ 36,171 | $ 32,521 | $ 79,930 | $ 72,567 |
Income per common share: | ||||
Basic | $ 1.15 | $ 1.03 | $ 2.53 | $ 2.30 |
Diluted | $ 1.14 | $ 1.02 | $ 2.52 | $ 2.28 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 31,493 | 31,582 | 31,546 | 31,617 |
Diluted (in shares) | 31,644 | 31,753 | 31,722 | 31,825 |
Other comprehensive income (loss): | ||||
Amortization of net actuarial loss (net of tax of $3, $3, $8, and $9) | $ 8 | $ 7 | $ 24 | $ 20 |
Change in fair value of interest rate swap (net of tax of $114, $42, $327, and $877) | (362) | 129 | (1,018) | 2,046 |
Total other comprehensive income (loss) | (354) | 136 | (994) | 2,066 |
Comprehensive income | $ 35,817 | $ 32,657 | $ 78,936 | $ 74,633 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | |
Amortization of net actuarial loss, tax | $ 3 | $ 3 | $ 8 | $ 9 |
Change in fair value of interest rate swap, tax | $ 114 | $ 42 | $ 327 | $ 877 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | May 25, 2019 | Aug. 25, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 4,176 | $ 2,342 |
Receivables, less allowance for doubtful accounts ($163 and $197, respectively) | 185,546 | 164,585 |
Inventories, net | 190,883 | 195,128 |
Prepaid expenses and other assets | 10,480 | 9,883 |
Total current assets | 391,085 | 371,938 |
Property, plant, and equipment, net | 121,977 | 101,193 |
Other assets: | ||
Goodwill | 275,657 | 274,370 |
Other intangible assets, net | 258,513 | 265,717 |
Investment in life insurance | 27,111 | 28,297 |
Other assets | 8,860 | 10,290 |
Total assets | 1,083,203 | 1,051,805 |
Current liabilities: | ||
Accounts payable | 84,304 | 81,039 |
Income taxes payable | 0 | 15,655 |
Accrued expenses: | ||
Accrued compensation | 27,288 | 29,350 |
Product warranties | 43,624 | 40,498 |
Self-insurance | 13,316 | 12,262 |
Promotional | 15,046 | 11,017 |
Accrued interest | 3,963 | 3,095 |
Other | 10,810 | 11,269 |
Current maturities of long-term debt | 6,500 | 0 |
Total current liabilities | 204,851 | 204,185 |
Non-current liabilities: | ||
Long-term debt, less current maturities | 253,071 | 291,441 |
Deferred income taxes | 5,255 | 4,457 |
Unrecognized tax benefits | 3,501 | 1,745 |
Deferred compensation benefits, net of current portion | 13,161 | 15,282 |
Other | 371 | 250 |
Total non-current liabilities | 275,359 | 313,175 |
Stockholders' equity: | ||
Preferred stock, par value $0.01: Authorized-10,000 shares; Issued-none | 0 | 0 |
Common stock, par value $0.50: Authorized-60,000 shares; Issued-51,776 shares | 25,888 | 25,888 |
Additional paid-in capital | 89,896 | 86,223 |
Retained earnings | 838,506 | 768,816 |
Accumulated other comprehensive (loss) income | (102) | 892 |
Treasury stock, at cost: 20,271 and 20,243 shares, respectively | (351,195) | (347,374) |
Total stockholders' equity | 602,993 | 534,445 |
Total liabilities and stockholders' equity | $ 1,083,203 | $ 1,051,805 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | May 25, 2019 | Aug. 25, 2018 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 163 | $ 197 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, shares issued | 0 | 0 |
Capital stock common, par value | $ 0.50 | $ 0.50 |
Capital stock common, shares authorized | 60,000 | 60,000 |
Capital stock common, shares issued | 51,776 | 51,776 |
Treasury stock, at cost, shares | 20,271 | 20,243 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
May 25, 2019 | May 26, 2018 | |
Operating activities: | ||
Net income | $ 79,930 | $ 72,567 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 9,788 | 6,679 |
Amortization of intangible assets | 7,204 | 5,921 |
Amortization of debt issuance costs | 1,186 | 1,222 |
Last in, first-out expense | 1,544 | 1,238 |
Stock-based compensation | 5,735 | 4,983 |
Deferred income taxes | 362 | 4,807 |
Other, net | 1,265 | 194 |
Change in assets and liabilities: | ||
Receivables | (20,961) | (24,595) |
Inventories | 2,701 | (36,351) |
Prepaid expenses and other assets | (653) | 3,320 |
Accounts payable | 3,954 | 9,617 |
Income taxes and unrecognized tax benefits | (13,898) | (1,081) |
Accrued expenses and other liabilities | 4,692 | 12,491 |
Net cash provided by operating activities | 82,849 | 61,012 |
Investing activities: | ||
Purchases of property and equipment | (31,681) | (18,123) |
Acquisition of business, net of cash acquired | (702) | 0 |
Proceeds from the sale of property | 134 | 316 |
Other, net | 1,752 | (83) |
Net cash used in investing activities | (30,497) | (17,890) |
Financing activities: | ||
Borrowings on credit agreement | 342,549 | 19,700 |
Repayments of credit agreement | (375,438) | (43,700) |
Payments of cash dividends | (10,201) | (9,557) |
Payments for repurchases of common stock | (7,724) | (6,481) |
Other, net | 296 | 0 |
Net cash used in financing activities | (50,518) | (40,038) |
Net increase in cash and cash equivalents | 1,834 | 3,084 |
Cash and cash equivalents at beginning of period | 2,342 | 35,945 |
Cash and cash equivalents at end of period | 4,176 | 39,029 |
Supplemental cash flow disclosure: | ||
Income taxes paid, net | 33,852 | 24,833 |
Interest paid | 10,335 | 11,935 |
Non-cash transactions: | ||
Capital expenditures in accounts payable | $ 9 | $ 607 |
Condensed Consolidated Stockhol
Condensed Consolidated Stockholders' Statement of Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Shares | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock |
Beginning balance at Aug. 26, 2017 | $ 441,674 | $ 25,888 | $ 80,401 | $ 679,138 | $ (1,023) | $ (342,730) |
Beginning balance (in shares) at Aug. 26, 2017 | 51,776 | (20,183) | ||||
Stock-based compensation | 5,465 | 5,403 | $ 62 | |||
Stock-based compensation (in shares) | 4 | |||||
Issuance of restricted stock | 87 | (1,625) | $ 1,712 | |||
Issuance of restricted stock (in shares) | 101 | |||||
Repurchase of common stock | (6,481) | $ (6,481) | ||||
Repurchase of common stock (in shares) | (169) | |||||
Common stock dividends | (9,557) | (9,557) | ||||
Amortization of net actuarial loss (net of tax of $3, $3, $8, and $9) | 20 | 20 | ||||
Change in fair value of interest rate swap (net of tax of $114, $42, $327, and $877) | 2,046 | 2,046 | ||||
Net income | 72,567 | 72,567 | ||||
Ending balance at May. 26, 2018 | 505,821 | $ 25,888 | 84,179 | 742,148 | 1,043 | $ (347,437) |
Ending balance (in shares) at May. 26, 2018 | 51,776 | (20,247) | ||||
Beginning balance at Feb. 24, 2018 | 477,809 | $ 25,888 | 80,721 | 712,809 | 907 | $ (342,516) |
Beginning balance (in shares) at Feb. 24, 2018 | 51,776 | (20,117) | ||||
Stock-based compensation | 3,540 | 3,515 | $ 25 | |||
Stock-based compensation (in shares) | 2 | |||||
Issuance of restricted stock | 0 | (57) | $ 57 | |||
Issuance of restricted stock (in shares) | 3 | |||||
Repurchase of common stock | (5,003) | $ (5,003) | ||||
Repurchase of common stock (in shares) | (135) | |||||
Common stock dividends | (3,182) | (3,182) | ||||
Amortization of net actuarial loss (net of tax of $3, $3, $8, and $9) | 7 | 7 | ||||
Change in fair value of interest rate swap (net of tax of $114, $42, $327, and $877) | 129 | 129 | ||||
Net income | 32,521 | 32,521 | ||||
Ending balance at May. 26, 2018 | 505,821 | $ 25,888 | 84,179 | 742,148 | 1,043 | $ (347,437) |
Ending balance (in shares) at May. 26, 2018 | 51,776 | (20,247) | ||||
Beginning balance at Aug. 25, 2018 | 534,445 | $ 25,888 | 86,223 | 768,816 | 892 | $ (347,374) |
Beginning balance (in shares) at Aug. 25, 2018 | 51,776 | (20,243) | ||||
Stock-based compensation | 5,752 | 5,683 | $ 69 | |||
Stock-based compensation (in shares) | 4 | |||||
Issuance of restricted stock | 1,528 | (2,056) | $ 3,584 | |||
Issuance of restricted stock (in shares) | 208 | |||||
Issuance of stock under ESPP | 296 | 46 | $ 250 | |||
Issuance of stock under ESPP (in shares) | 15 | |||||
Repurchase of common stock | (7,724) | $ (7,724) | ||||
Repurchase of common stock (in shares) | (255) | |||||
Common stock dividends | (10,240) | (10,240) | ||||
Amortization of net actuarial loss (net of tax of $3, $3, $8, and $9) | 24 | 24 | ||||
Change in fair value of interest rate swap (net of tax of $114, $42, $327, and $877) | (1,018) | (1,018) | ||||
Net income | 79,930 | 79,930 | ||||
Ending balance at May. 25, 2019 | 602,993 | $ 25,888 | 89,896 | 838,506 | (102) | $ (351,195) |
Ending balance (in shares) at May. 25, 2019 | 51,776 | (20,271) | ||||
Beginning balance at Feb. 23, 2019 | 570,666 | $ 25,888 | 89,682 | 805,851 | 252 | $ (351,007) |
Beginning balance (in shares) at Feb. 23, 2019 | 51,776 | (20,292) | ||||
Stock-based compensation | 1,130 | 1,118 | $ 12 | |||
Stock-based compensation (in shares) | 1 | |||||
Issuance of restricted stock | 0 | (904) | $ 904 | |||
Issuance of restricted stock (in shares) | 52 | |||||
Repurchase of common stock | (1,104) | $ (1,104) | ||||
Repurchase of common stock (in shares) | (32) | |||||
Common stock dividends | (3,516) | (3,516) | ||||
Amortization of net actuarial loss (net of tax of $3, $3, $8, and $9) | 8 | 8 | ||||
Change in fair value of interest rate swap (net of tax of $114, $42, $327, and $877) | (362) | (362) | ||||
Net income | 36,171 | 36,171 | ||||
Ending balance at May. 25, 2019 | $ 602,993 | $ 25,888 | $ 89,896 | $ 838,506 | $ (102) | $ (351,195) |
Ending balance (in shares) at May. 25, 2019 | 51,776 | (20,271) |
Condensed Consolidated Stockh_2
Condensed Consolidated Stockholders' Statement of Equity Condensed Consolidated Stockholders' Statement of Equity (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends paid per common share | $ 0.11 | $ 0.10 | $ 0.32 | $ 0.30 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
May 25, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Unless the context otherwise requires, the use of the terms "Winnebago Industries," "WGO," "we," "us," and "our" in these Notes to Condensed Consolidated Financial Statements refers to Winnebago Industries, Inc. and its wholly-owned subsidiaries. In the opinion of management, the accompanying Condensed Consolidated Financial Statements contain all adjustments necessary for a fair presentation as prescribed by accounting principles generally accepted in the United States (“GAAP”). All adjustments were comprised of normal recurring adjustments, except as noted in these Notes to Condensed Consolidated Financial Statements . Interim results are not necessarily indicative of the results to be expected for the full year. The interim Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended August 25, 2018 . Fiscal Period We follow a 52-/53-week fiscal year, ending the last Saturday in August. Fiscal 2019 is a 53 -week year, while Fiscal 2018 was a 52 -week year. The extra (53rd) week in Fiscal 2019 will be recognized in our fourth quarter. Subsequent Events In preparing the accompanying unaudited Condensed Consolidated Financial Statements , we evaluated subsequent events for potential recognition and disclosure through the date of this filing. There were no material subsequent events. New Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update (“ASU”) 2016-02, Leases (Topic 842) , which requires an entity to recognize both assets and liabilities arising from financing and operating leases, along with additional qualitative and quantitative disclosures. This ASU and the related amendments must be adopted on a modified retrospective basis to either each prior reporting period presented or as of the beginning of the period of adoption. Based on the effective dates, we expect to adopt the new guidance in the first quarter of Fiscal 2020 using the modified retrospective basis as of the beginning of the period of adoption. We have established an implementation plan and have made progress on this plan including surveying our businesses, assessing our lease population, and compiling information on our active leases. In addition, we are determining needed changes to our policies, business processes, internal controls, and disclosures. Based on our analysis, we do not expect a material impact to our consolidated financial statements. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815) , which improves the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. ASU 2017-12 is effective for annual reporting periods beginning after December 15, 2018 (our Fiscal 2020), including interim periods within those annual reporting periods. Early adoption is permitted. We expect to adopt the new guidance in the first quarter of Fiscal 2020, and we do not expect a material impact to our consolidated financial statements. Recently Adopted Accounting Pronouncements In the first quarter of Fiscal 2019 , we adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , which establishes a comprehensive five-step model for the recognition of revenue from contracts with customers. This model is based on the core principle that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We elected the modified retrospective method of adoption, which we applied to contracts not completed as of the initial date of adoption. Application of the transition requirements had no material impact on operations or beginning retained earnings. While certain control processes and procedures were updated for this adoption, the changes did not have a material impact on our internal control over financial reporting framework. Also in the first quarter of Fiscal 2019 , we retrospectively adopted ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments (Topic 230) , which provides guidance for eight specific cash flow issues with the objective of reducing the existing diversity in practice. The adoption of this standard did not materially impact our statements of cash flows, and no cash flow reclassifications were required for the prior period. |
Business Segments Business Segm
Business Segments Business Segments (Notes) | 9 Months Ended |
May 25, 2019 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments In the fourth quarter of Fiscal 2018, we revised our segment presentation. We have five operating segments: 1) Winnebago motorhomes, 2) Winnebago towables, 3) Grand Design towables, 4) Winnebago specialty vehicles, and 5) Chris-Craft marine. We evaluate performance based on each operating segment's Adjusted EBITDA, as defined below, which excludes certain corporate administration expenses and non-operating income and expense. Our two reportable segments include: 1) Motorhome (comprised of products that include a motorized chassis as well as other related manufactured products and services) and 2) Towable (comprised of products which are not motorized and are generally towed by another vehicle as well as other related manufactured products and services), which is an aggregation of the Winnebago towables and Grand Design towables operating segments. The Corporate / All Other category includes the Winnebago specialty vehicles and Chris-Craft marine operating segments as well as expenses related to certain corporate administration expenses for the oversight of the enterprise. These expenses include items such as corporate leadership and administration costs. Previously, these expenses were allocated to each operating segment. Identifiable assets of the reportable segments exclude general corporate assets, which principally consist of cash and cash equivalents and certain deferred tax balances. The general corporate assets are included in the Corporate / All Other category. Prior period segment information has been reclassified to conform to the current reportable segment presentation. The reclassifications included removing the corporate administration expenses from both the Motorhome and Towable reportable segments and removing Winnebago specialty vehicles from the Motorhome reportable segment, as we began to dedicate leadership and focus on these operations separately from our Winnebago motorhomes operations. Our chief operating decision maker ("CODM") is our Chief Executive Officer. Our CODM relies on internal management reporting that analyzes consolidated results to the net earnings level and operating segment's Adjusted EBITDA. Our CODM has ultimate responsibility for enterprise decisions. Our CODM determines, in particular, resource allocation for, and monitors the performance of, the consolidated enterprise, the Motorhome segment, and the Towable segment. The operating segments' management have responsibility for operating decisions, allocating resources, and assessing performance within their respective segments. The accounting policies of both reportable segments are the same and are described in Note 1, Summary of Significant Accounting Policies , of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended August 25, 2018 . We evaluate the performance of our reportable segments based on Adjusted EBITDA. EBITDA is defined as net income before interest expense, provision for income taxes, and depreciation and amortization expense. Adjusted EBITDA is defined as net income before interest expense, provision for income taxes, depreciation and amortization expense, and other adjustments made in order to present comparable results from period to period. Examples of items excluded from Adjusted EBITDA include acquisition-related costs, restructuring expenses, and non-operating income. The following table shows information by reportable segment: Three Months Ended Nine Months Ended (in thousands) May 25, May 26, May 25, May 26, Net Revenues Motorhome $ 160,239 $ 244,870 $ 506,229 $ 632,148 Towable 346,811 313,016 890,335 839,039 Corporate / All Other 21,890 4,375 58,714 9,454 Consolidated $ 528,940 $ 562,261 $ 1,455,278 $ 1,480,641 Adjusted EBITDA Motorhome $ 381 $ 11,677 $ 16,716 $ 22,264 Towable 57,172 45,378 121,638 115,066 Corporate / All Other (1,679 ) (3,694 ) (9,539 ) (9,176 ) Consolidated $ 55,874 $ 53,361 $ 128,815 $ 128,154 Capital Expenditures Motorhome $ 2,543 $ 2,643 $ 7,933 $ 7,383 Towable 4,810 3,805 21,335 10,740 Corporate / All Other 962 — 2,413 — Consolidated $ 8,315 $ 6,448 $ 31,681 $ 18,123 (in thousands) May 25, August 25, Total Assets Motorhome $ 336,334 $ 322,048 Towable 637,371 626,588 Corporate / All Other 109,498 103,169 Consolidated $ 1,083,203 $ 1,051,805 Reconciliation of net income to consolidated Adjusted EBITDA: Three Months Ended Nine Months Ended (in thousands) May 25, 2019 May 26, 2018 May 25, 2019 May 26, 2018 Net income $ 36,171 $ 32,521 $ 79,930 $ 72,567 Interest expense 4,446 4,172 13,293 13,871 Provision for income taxes 8,717 11,684 18,609 28,478 Depreciation 3,520 2,351 9,788 6,679 Amortization of intangible assets 2,278 1,933 7,204 5,921 EBITDA 55,132 52,661 128,824 127,516 Acquisition-related costs — 800 — 850 Restructuring expenses 1,102 — 1,321 — Non-operating income (360 ) (100 ) (1,330 ) (212 ) Adjusted EBITDA $ 55,874 $ 53,361 $ 128,815 $ 128,154 |
Revenue Revenue (Notes)
Revenue Revenue (Notes) | 9 Months Ended |
May 25, 2019 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | Revenue The following table disaggregates revenue by reportable segment and product category: Three Months Ended Nine Months Ended (in thousands) May 25, May 26, May 25, May 26, Net Revenues Motorhome: Class A $ 45,138 $ 80,093 $ 148,816 $ 241,680 Class B 41,363 49,715 162,343 112,292 Class C 67,674 109,092 176,059 258,552 Other (1) 6,064 5,970 19,011 19,624 Total Motorhome 160,239 244,870 506,229 632,148 Towable: Fifth Wheel 201,561 179,046 519,093 474,075 Travel Trailer 140,709 130,286 358,497 355,681 Other (1) 4,541 3,684 12,745 9,283 Total Towable 346,811 313,016 890,335 839,039 Corporate / All Other: Other (2) 21,890 4,375 58,714 9,454 Total Corporate / All Other 21,890 4,375 58,714 9,454 Consolidated $ 528,940 $ 562,261 $ 1,455,278 $ 1,480,641 (1) Relates to parts, accessories, and services. (2) Relates to marine and specialty vehicle units, parts, accessories, and services. We generate all of our operating revenue from contracts with customers. Our primary source of revenue is generated through the sale of manufactured motorized units, non-motorized towable units, and marine units to our independent dealer network (our customers). We also generate income through the sale of certain parts and services, acting as the principal in these arrangements. We apply the new revenue standard requirements to a portfolio of contracts (or performance obligations) with similar characteristics for transactions where it is expected that the effects on the financial statements of applying the revenue recognition guidance to the portfolio would not differ materially from applying this guidance to the individual contracts (or performance obligations) within that portfolio. Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the transaction price consideration that we expect to receive in exchange for those goods or services. Control refers to the ability of the customer to direct the use of, and obtain substantially all of, the remaining benefits from the goods or services. Our transaction price consideration is fixed, unless otherwise disclosed below as variable consideration. We made an accounting policy election so that our revenue excludes sales and usage-based taxes collected. Unit revenue Unit revenue is recognized at a point-in-time when control passes, which generally occurs when the unit is shipped to or picked-up from our manufacturing facilities by the customer, which is consistent with our past practice. Our payment terms are typically before or on delivery, and do not include a significant financing component. The amount of consideration received and recorded to revenue varies with changes in marketing incentives and offers to our customers. These marketing incentives and offers to our customers are considered variable consideration. We adjust the estimate of revenue at the earlier of when the most likely amount of consideration we expect to receive changes or when the consideration becomes fixed. Our contracts include some incidental items that are immaterial in the context of the contract. We have made an accounting policy election to not assess whether promised goods or services are performance obligations if they are immaterial in the context of the contract with the customer. We have made an accounting policy to account for any shipping and handling costs that occur after the transfer of control as a fulfillment cost that is accrued when control is transferred. Warranty obligations associated with the sale of a unit are assurance-type warranties that are a guarantee of the unit’s intended functionality and, therefore, do not represent a distinct performance obligation within the context of the contract. Contract costs incurred related to the sale of manufactured units are expensed at the point-in-time when the related revenue is recognized. We do not have material contract assets or liabilities. We establish allowances for uncollectible receivables based on historical collection trends and write-off history. Concentration of Risk None of our dealer organizations accounted for more than 10% of our net revenue for the third quarter of Fiscal 2019 or for the third quarter of Fiscal 2018 . In addition, none of our dealer organizations accounted for more than 10% of our net revenue for the first nine months of Fiscal 2019 or the first nine months of Fiscal 2018 . |
Derivatives, Investments and Fa
Derivatives, Investments and Fair Value Measurements (Notes) | 9 Months Ended |
May 25, 2019 | |
Fair Value Disclosures [Abstract] | |
Derivatives, Investments and Fair Value Measurements | Derivatives, Investments, and Fair Value Measurements Assets and Liabilities that are Measured at Fair Value on a Recurring Basis We account for fair value measurements in accordance with Accounting Standards Codification ("ASC") 820, Fair Value Measurements and Disclosures , which defines fair value, establishes a framework for measurement, and expands disclosure about fair value measurement. The fair value hierarchy requires the use of observable market data when available. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy contains three levels as follows: Level 1 - Unadjusted quoted prices that are available in active markets for the identical assets or liabilities at the measurement date. Level 2 - Other observable inputs available at the measurement date, other than quoted prices included in Level 1, either directly or indirectly, including: • Quoted prices for similar assets or liabilities in active markets; • Quoted prices for identical or similar assets in nonactive markets; • Inputs other than quoted prices that are observable for the asset or liability; and • Inputs that are derived principally from or corroborated by other observable market data. Level 3 - Unobservable inputs that cannot be corroborated by observable market data and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. The following tables set forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis at May 25, 2019 and August 25, 2018 according to the valuation techniques we used to determine their fair values: Fair Value at Fair Value Hierarchy (in thousands) May 25, Level 1 Level 2 Level 3 Assets that fund deferred compensation: Domestic equity funds $ 439 $ 357 $ 82 $ — International equity funds 108 52 56 — Fixed income funds 155 22 133 — Interest rate swap contract 614 — 614 — Total assets at fair value $ 1,316 $ 431 $ 885 $ — Fair Value at Fair Value Hierarchy (in thousands) August 25, Level 1 Level 2 Level 3 Assets that fund deferred compensation: Domestic equity funds $ 1,143 $ 1,114 $ 29 $ — International equity funds 139 120 19 — Fixed income funds 223 132 91 — Interest rate swap contract 1,959 — 1,959 — Total assets at fair value $ 3,464 $ 1,366 $ 2,098 $ — The following methods and assumptions were used to estimate the fair value of each class of financial instrument: Assets that fund deferred compensation Our assets that fund deferred compensation are marketable equity securities measured at fair value using quoted market prices and primarily consist of equity-based mutual funds. These securities are primarily classified as Level 1 as they are traded in an active market for which closing stock prices are readily available. These securities fund the Executive Share Option Plan and the Executive Deferred Compensation Plan. Refer to Note 10, Employee and Retiree Benefits , of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended August 25, 2018 for additional information regarding these plans. The proportion of the assets that will fund options which expire within a year are included in Prepaid expenses and other assets in the accompanying Condensed Consolidated Balance Sheets . The remaining assets are classified as non-current and are included in Other assets . Interest Rate Swap Contract On January 23, 2017, we entered into an interest rate swap contract, which effectively fixed our interest rate on our $300.0 million term loan agreement ("Term Loan") for a notional amount that reduces each December during the swap contract. As of May 25, 2019 , we had $120.0 million of our Term Loan fixed at an interest rate of 5.32% . As of August 25, 2018 , we had $170.0 million of our Term Loan fixed at an interest rate of 5.32% . The swap contract expires on December 8, 2020. The fair value of the interest rate swap is classified as Level 2 as it is determined based on observable market data. The asset is included in Other assets on the Condensed Consolidated Balance Sheets . The change in value is recorded to Accumulated other comprehensive (loss) income on the Condensed Consolidated Balance Sheets since the interest rate swap has been designated for hedge accounting. Assets and Liabilities that are measured at Fair Value on a Nonrecurring Basis Our non-financial assets, which include goodwill, intangible assets, and property, plant and equipment, are not required to be measured at fair value on a recurring basis. However, if certain triggering events occur, or if an annual impairment test is required, we must evaluate the non-financial asset for impairment. If an impairment has occurred, the asset is required to be recorded at the estimated fair value. No impairments were recorded for non-financial assets in the third quarter of Fiscal 2019 or the third quarter of Fiscal 2018 . Fair Value of Financial Instruments Our financial instruments, other than those presented in the disclosures above, include cash, receivables, accounts payable, other payables, and long-term debt. The fair values of cash, receivables, accounts payable, and other payables approximated carrying values because of the short-term nature of these instruments. If these instruments were measured at fair value in the financial statements, they would be classified as Level 1 in the fair value hierarchy. See Note 9 , Long-Term Debt , for information about the fair value of our long-term debt. |
Inventories (Notes)
Inventories (Notes) | 9 Months Ended |
May 25, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following: (in thousands) May 25, August 25, Finished goods $ 42,876 $ 26,513 Work-in-process 93,949 68,339 Raw materials 94,365 139,039 Total 231,190 233,891 Less last-in, first-out ("LIFO") reserve 40,307 38,763 Inventories, net $ 190,883 $ 195,128 Inventory valuation methods consist of the following: (in thousands) May 25, August 25, LIFO basis $ 184,516 $ 176,215 First-in, first-out basis 46,674 57,676 Total $ 231,190 $ 233,891 The above value of inventories, before reduction for the LIFO reserve, approximates replacement cost at the respective dates. |
Property, Plant, and Equipment
Property, Plant, and Equipment (Notes) | 9 Months Ended |
May 25, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | Property, Plant, and Equipment Property, plant, and equipment is stated at cost, net of accumulated depreciation and consists of the following: (in thousands) May 25, August 25, Land $ 8,686 $ 6,747 Buildings and building improvements 112,898 94,622 Machinery and equipment 108,585 105,663 Software 28,152 23,388 Transportation 3,837 8,837 Property, plant, and equipment, gross 262,158 239,257 Less accumulated depreciation 140,181 138,064 Property, plant, and equipment, net $ 121,977 $ 101,193 Depreciation expense was $3.5 million and $2.4 million during the third quarters of Fiscal 2019 and 2018 , respectively, and $9.8 million and $6.7 million during the first nine months of Fiscal 2019 and 2018 , respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets Goodwill and Intangible Assets (Notes) | 9 Months Ended |
May 25, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The changes in the carrying amount of goodwill by segment were as follows for the first nine months of Fiscal 2019 and 2018 , of which there are no accumulated impairment losses: (in thousands) Towable Corporate / All Other Total Balances at August 26, 2017 $ 242,728 $ — $ 242,728 Grand Design purchase price adjustment (1) 1,956 — 1,956 Balances at May 26, 2018 $ 244,684 $ — $ 244,684 Balances at August 25, 2018 $ 244,684 $ 29,686 $ 274,370 Chris-Craft purchase price adjustment (2) — 1,287 1,287 Balances at May 25, 2019 $ 244,684 $ 30,973 $ 275,657 (1) Refer to Note 2, Business Combinations , of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended August 25, 2018 for additional information. (2) Purchase price adjustments of $0.7 million made for a working capital payment made in the first quarter of Fiscal 2019 and of $0.6 million for an adjustment to taxes recorded in the third quarter of Fiscal 2019. For additional information related to the acquisition of Chris-Craft USA, Inc., refer to Note 2, Business Combinations , of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended August 25, 2018 . Other intangible assets, net of accumulated amortization, consist of the following: May 25, 2019 August 25, 2018 (in thousands) Weighted Average Life-Years Cost Accumulated Amortization Cost Accumulated Amortization Trade names Indefinite $ 177,250 $ 177,250 Dealer networks 12.2 95,581 $ 18,216 95,581 $ 12,328 Backlog 0.5 19,527 19,527 19,527 19,135 Non-compete agreements 4.1 5,347 2,824 5,347 2,084 Leasehold interest-favorable 8.1 2,000 625 2,000 441 Other intangible assets, gross 299,705 41,192 299,705 33,988 Less accumulated amortization 41,192 33,988 Other intangible assets, net $ 258,513 $ 265,717 The weig hted average remaining amortization period for intangible assets as of May 25, 2019 was approximatel y 11 years. Remaining estimated aggregate annual amortization expense by fiscal year is as follows: (in thousands) Amount Fiscal 2019 $ 2,283 Fiscal 2020 9,032 Fiscal 2021 9,032 Fiscal 2022 8,405 Fiscal 2023 8,197 Thereafter 44,314 Total amortization expense remaining $ 81,263 |
Warranty (Notes)
Warranty (Notes) | 9 Months Ended |
May 25, 2019 | |
Product Warranties Disclosures [Abstract] | |
Warranty | Warranty We provide certain service and warranty on our products. From time to time, we also voluntarily incur costs for certain warranty-type expenses occurring after the normal warranty period to help protect the reputation of our products and the goodwill of our customers. Estimated costs related to product warranty are accrued at the time of sale and are based upon historical warranty and service claims experience. Adjustments are made to accruals as claim data and cost experience becomes available. In addition to the costs associated with the contractual warranty coverage provided on our products, we also occasionally incur costs as a result of additional service actions not covered by our warranties, including product recalls and customer satisfaction actions. Although we estimate and reserve for the cost of these service actions, there can be no assurance that expense levels will remain at current levels or such reserves will continue to be adequate. Changes in our product warranty liability are as follows: Three Months Ended Nine Months Ended (in thousands) May 25, May 26, May 25, May 26, Balance at beginning of period $ 40,305 $ 34,988 $ 40,498 $ 30,805 Provision 14,139 11,645 34,090 31,881 Claims paid (10,820 ) (9,189 ) (30,964 ) (25,242 ) Balance at end of period $ 43,624 $ 37,444 $ 43,624 $ 37,444 |
Long-Term Debt Long-Term Debt (
Long-Term Debt Long-Term Debt (Notes) | 9 Months Ended |
May 25, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt On November 8, 2016 , we entered into a $125.0 million credit facility ("ABL") and a $300.0 million Term Loan with JPMorgan Chase Bank, N.A. ("Credit Agreement"). On December 8, 2017, we amended our Credit Agreement, which decreased the interest rate spread on the Term Loan and the ABL. As of September 21, 2018 , the amount that may be borrowed under the ABL was increased to $165.0 million . The Credit Agreement contains certain financial covenants. As of May 25, 2019 , we are in compliance with all financial covenants of the Credit Agreement. The components of long-term debt are as follows: (in thousands) May 25, August 25, ABL $ 5,643 $ 38,532 Term Loan 260,000 260,000 Long-term debt, excluding debt issuance costs 265,643 298,532 Debt issuance cost, net (6,072 ) (7,091 ) Long-term debt 259,571 291,441 Less current maturities 6,500 — Long-term debt, less current maturities $ 253,071 $ 291,441 As of May 25, 2019 , the fair value of long-term debt, excluding debt issuance costs, was $264.3 million . As of August 25, 2018 , the fair value of long-term debt, excluding debt issuance costs, approximated the carrying value. Aggregate contractual maturities of debt in future fiscal years are as follows: (in thousands) Amount Fiscal 2019 $ — Fiscal 2020 10,250 Fiscal 2021 15,000 Fiscal 2022 15,000 Fiscal 2023 219,750 Total Term Loan $ 260,000 |
Employee and Retiree Benefits (
Employee and Retiree Benefits (Notes) | 9 Months Ended |
May 25, 2019 | |
Retirement Benefits [Abstract] | |
Employee and Retiree Benefits | Employee and Retiree Benefits Deferred compensation liabilities are as follows: (in thousands) May 25, August 25, Non-qualified deferred compensation $ 13,459 $ 14,831 Supplemental executive retirement plan 2,056 2,309 Executive share option plan 129 935 Executive deferred compensation plan 590 421 Officer stock-based compensation — 1,528 Deferred compensation benefits 16,234 20,024 Less current portion (1) 3,073 4,742 Deferred compensation benefits, net of current portion $ 13,161 $ 15,282 (1) Included in Accrued compensation on the Condensed Consolidated Balance Sheets . |
Contingent Liabilites and Commi
Contingent Liabilites and Commitments (Notes) | 9 Months Ended |
May 25, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingent Liabilities and Commitments | Contingent Liabilities and Commitments Repurchase Commitments Generally, manufacturers in our industries enter into repurchase agreements with lending institutions which have provided wholesale floorplan financing to dealers. Most dealers are financed on a "floorplan" basis under which a bank or finance company lends the dealer all, or substantially all, of the purchase price, collateralized by a security interest in the units purchased. Our repurchase agreements generally provide that, in the event of default by the dealer on the agreement to pay the lending institution, we will repurchase the financed merchandise. The terms of these agreements, which generally can last up to 24 months , provide that our liability will be the lesser of remaining principal owed by the dealer to the lending institution, or dealer invoice less periodic reductions based on the time since the date of the original invoice. Our liability cannot exceed 100% of the dealer invoice. In certain instances, we also repurchase inventory from our dealers due to state law or regulatory requirements that govern voluntary or involuntary relationship terminations. Although laws vary from state to state, some states have laws in place that require manufacturers of recreational vehicles or boats to repurchase current inventory if a dealership exits the business. Our total contingent liability on all repurchase agreements was approximately $1.0 billion and $879.0 million at May 25, 2019 and August 25, 2018 , respectively. Repurchased sales are not recorded as a revenue transaction, but the net difference between the original repurchase price and the resale price are recorded against the loss reserve, which is a deduction from gross revenue. Our loss reserve for repurchase commitments contains uncertainties because the calculation requires management to make assumptions and apply judgment regarding a number of factors. Our risk of loss related to these repurchase commitments is significantly reduced by the potential resale value of any products that are subject to repurchase and is spread over numerous dealers and lenders. The aggregate contingent liability related to our repurchase agreements represents all financed dealer inventory at the period reporting date subject to a repurchase agreement, net of the greater of periodic reductions per the agreement or dealer principal payments. Based on these repurchase agreements and our historical loss experience, we establish an associated loss reserve which is included in Accrued expenses: Other on the Condensed Consolidated Balance Sheets . Our accrued losses on repurchases were $0.9 million and $0.9 million at May 25, 2019 and August 25, 2018 , respectively. Repurchase risk is affected by the credit worthiness of our dealer network, and we do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions used to establish the loss reserve for repurchase commitments. There was no material activity related to repurchase agreements during the three and nine months ended May 25, 2019 and May 26, 2018 . Litigation We are involved in various legal proceedings which are ordinary and routine litigation incidental to our business, some of which are covered in whole or in part by insurance. While we believe the ultimate disposition of litigation will not have a material adverse effect on our financial position, results of operations or liquidity, there exists the possibility that such litigation may have an impact on our results for a particular reporting period in which litigation effects become probable and reasonably estimable. Though we do not believe there is a reasonable likelihood that there will be a material change related to these matters, litigation is subject to inherent uncertainties and management’s view of these matters may change in the future. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
May 25, 2019 | |
Stockholders' Equity Note [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation On December 11, 2018, our shareholders approved the Winnebago Industries, Inc. 2019 Omnibus Incentive Plan ("2019 Plan") as detailed in our Proxy Statement for the 2018 Annual Meeting of Shareholders. The 2019 Plan allows us to grant or issue non-qualified stock options, incentive stock options, share awards, and other equity compensation to key employees and to non-employee directors. The 2019 Plan replaces our 2014 Omnibus Equity, Performance Award, and Incentive Compensation Plan (as amended, the "2014 Plan"). The number of shares of our Common Stock that may be the subject of awards and issued under the 2019 Plan is 4.1 million, plus the shares subject to any awards outstanding under the 2014 Plan and our predecessor plan, the 2004 Incentive Compensation Plan (the “2004 Plan”), on December 11, 2018 that subsequently expire, are forfeited or canceled, or are settled for cash. Until such time, however, awards under the 2014 Plan and the 2004 Plan, respectively, that are outstanding on December 11, 2018 will continue to be subject to the terms of the 2014 Plan or 2004 Plan, as applicable. Shares remaining available for future awards under the 2014 Plan were not carried over into the 2019 Plan. Beginning with our annual grant of restricted stock units in October 2018, we attach dividend equivalents to our restricted stock units equal to dividends payable on the same number of shares of WGO common stock during the applicable period. Dividend equivalents, settled in cash, accrue on restricted stock unit awards during the vesting period. No dividend equivalents are paid on any restricted stock units that are forfeited prior to the vesting date. Stock-based compensation expense was $1.1 million and $1.4 million during the third quarters of Fiscal 2019 and 2018 , respectively, and $5.7 million and $5.0 million during the first nine months of Fiscal 2019 and 2018 , respectively. Compensation expense is recognized over the requisite service period of the award. |
Restructuring Restructuring (No
Restructuring Restructuring (Notes) | 9 Months Ended |
May 25, 2019 | |
Restructuring [Abstract] | |
Restructuring | Restructuring On February 4, 2019, we announced our intent to move our diesel production from Junction City, OR to Forest City, IA to enable more effective product development and improve our cost structure. The following table details the restructuring charges incurred: Motorhome Three Months Ended Nine Months Ended (in thousands) May 25, 2019 May 25, 2019 Cost of goods sold $ 1,102 $ 1,102 Selling, general, and administrative expenses — 219 Restructuring expense $ 1,102 $ 1,321 These expenses include employee-related costs and accelerated depreciation for assets that will no longer be used. Employee-related costs are expected to be paid in the fourth quarter of Fiscal 2019. We expect additional expenses of approximately $1.0 million in the fourth quarter of Fiscal 2019 and $1.0 million in Fiscal 2020, primarily related to asset-related charges and facility closure costs. We expect these expenses to be partially offset by the corresponding savings generated by the project. |
Income Taxes (Notes)
Income Taxes (Notes) | 9 Months Ended |
May 25, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We account for income taxes under ASC 740, Income Taxes . The objectives of accounting for income taxes are to recognize the amount of taxes payable or refundable for the current year and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in our financial statements or tax returns. Our effective tax rate decreased to 18.9% for the nine months ended May 25, 2019 from 28.2% for the nine months ended May 26, 2018 due to the enactment of the 2017 Tax Cuts and Jobs Act ("Tax Act") on December 22, 2017 and net favorable discrete items, primarily attributable to R&D-related tax credits, which totaled $3.6 million or 3.7% . ASU 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 , provided guidance for companies that allowed for a measurement period of up to one year after the enactment date of the Tax Act to finalize the recording of the related tax impacts under ASC 740, Income Taxes . In accordance with this guidance, a company was required to reflect the income tax effect of those aspects of the Tax Act for which the accounting under ASC 740 is complete. To the extent that a company's accounting for certain income tax effects of the Tax Act was incomplete, but it was able to determine a reasonable estimate, the company was required to record a provisional estimate in the financial statements. In accordance with ASC 740, we recorded non-cash provisional estimates to income tax expense in Fiscal 2018 as a result of revaluing all deferred tax assets and liabilities at the newly enacted Federal corporate income tax rate. We have not made any measurement period adjustments related to these items during the first nine months of Fiscal 2019 and are complete in analyzing and recording all aspects of the enactment of the Tax Act. We file a U.S. Federal tax return as well as returns in various international and state jurisdictions. Although certain years are no longer subject to examination by the Internal Revenue Service ("IRS") and various state taxing authorities, net operating loss carryforwards generated in those years may still be adjusted upon examination by the IRS or state taxing authorities. As of May 25, 2019 , our Federal returns from Fiscal 2015 to present continue to be subject to review by the IRS. With limited exception, our state returns from Fiscal 2014 to present continue to be subject to review by the state taxing jurisdictions. Several years may lapse before an uncertain tax position is audited and finally resolved, and it is difficult to predict the outcome of such audits. It is our policy to recognize interest and penalties accrued relative to unrecognized tax benefits in income tax expense. Total reserves for uncertain tax positions were not material. |
Income Per Share (Notes)
Income Per Share (Notes) | 9 Months Ended |
May 25, 2019 | |
Earnings Per Share [Abstract] | |
Income Per Share | Income Per Share The following table reflects the calculation of basic and diluted income per share: Three Months Ended Nine Months Ended (in thousands, except per share data) May 25, May 26, May 25, May 26, Numerator Net income $ 36,171 $ 32,521 $ 79,930 $ 72,567 Denominator Weighted average common shares outstanding 31,493 31,582 31,546 31,617 Dilutive impact of stock compensation awards 151 171 176 208 Weighted average common shares outstanding, assuming dilution 31,644 31,753 31,722 31,825 Anti-dilutive securities excluded from Weighted average common shares outstanding, assuming dilution 204 90 183 59 Basic income per common share $ 1.15 $ 1.03 $ 2.53 $ 2.30 Diluted income per common share $ 1.14 $ 1.02 $ 2.52 $ 2.28 Anti-dilutive securities were not included in the computation of diluted income per common share because they are considered anti-dilutive under the treasury stock method. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
May 25, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) Changes in Accumulated Other Comprehensive Income ("AOCI") by component, net of tax, were: Three Months Ended May 25, 2019 May 26, 2018 (in thousands) Defined Benefit Pension Items Interest Rate Swap Total Defined Benefit Pension Items Interest Rate Swap Total Balance at beginning of period $ (575 ) $ 827 $ 252 $ (496 ) $ 1,403 $ 907 Other comprehensive income ("OCI") before reclassifications — (362 ) (362 ) — 129 129 Amounts reclassified from AOCI 8 — 8 7 — 7 Net current-period OCI 8 (362 ) (354 ) 7 129 136 Balance at end of period $ (567 ) $ 465 $ (102 ) $ (489 ) $ 1,532 $ 1,043 Nine Months Ended May 25, 2019 May 26, 2018 (in thousands) Defined Benefit Pension Items Interest Rate Swap Total Defined Benefit Pension Items Interest Rate Swap Total Balance at beginning of period $ (591 ) $ 1,483 $ 892 $ (509 ) $ (514 ) $ (1,023 ) OCI before reclassifications — (1,018 ) (1,018 ) — 2,046 2,046 Amounts reclassified from AOCI 24 — 24 20 — 20 Net current-period OCI 24 (1,018 ) (994 ) 20 2,046 2,066 Balance at end of period $ (567 ) $ 465 $ (102 ) $ (489 ) $ 1,532 $ 1,043 Reclassifications out of AOCI in net periodic benefit costs, net of tax, were: Three Months Ended Nine Months Ended (in thousands) Location on Consolidated Statements of Income and Comprehensive Income May 25, May 26, May 25, May 26, Amortization of net actuarial loss SG&A $ 8 $ 7 $ 24 $ 20 |
Basis of Presentation Summary o
Basis of Presentation Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
May 25, 2019 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Unless the context otherwise requires, the use of the terms "Winnebago Industries," "WGO," "we," "us," and "our" in these Notes to Condensed Consolidated Financial Statements refers to Winnebago Industries, Inc. and its wholly-owned subsidiaries. In the opinion of management, the accompanying Condensed Consolidated Financial Statements contain all adjustments necessary for a fair presentation as prescribed by accounting principles generally accepted in the United States (“GAAP”). All adjustments were comprised of normal recurring adjustments, except as noted in these Notes to Condensed Consolidated Financial Statements . Interim results are not necessarily indicative of the results to be expected for the full year. The interim Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q should be read in conjunction with the audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended August 25, 2018 . |
Fiscal Period [Policy Text Block] | Fiscal Period We follow a 52-/53-week fiscal year, ending the last Saturday in August. Fiscal 2019 is a 53 -week year, while Fiscal 2018 was a 52 -week year. The extra (53rd) week in Fiscal 2019 will be recognized in our fourth quarter. |
New Accounting Pronouncements [Text Block] | New Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update (“ASU”) 2016-02, Leases (Topic 842) , which requires an entity to recognize both assets and liabilities arising from financing and operating leases, along with additional qualitative and quantitative disclosures. This ASU and the related amendments must be adopted on a modified retrospective basis to either each prior reporting period presented or as of the beginning of the period of adoption. Based on the effective dates, we expect to adopt the new guidance in the first quarter of Fiscal 2020 using the modified retrospective basis as of the beginning of the period of adoption. We have established an implementation plan and have made progress on this plan including surveying our businesses, assessing our lease population, and compiling information on our active leases. In addition, we are determining needed changes to our policies, business processes, internal controls, and disclosures. Based on our analysis, we do not expect a material impact to our consolidated financial statements. In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815) , which improves the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. ASU 2017-12 is effective for annual reporting periods beginning after December 15, 2018 (our Fiscal 2020), including interim periods within those annual reporting periods. Early adoption is permitted. We expect to adopt the new guidance in the first quarter of Fiscal 2020, and we do not expect a material impact to our consolidated financial statements. |
Recently Adopted Accounting Pronouncements [Policy Text Block] | Recently Adopted Accounting Pronouncements In the first quarter of Fiscal 2019 , we adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) , which establishes a comprehensive five-step model for the recognition of revenue from contracts with customers. This model is based on the core principle that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We elected the modified retrospective method of adoption, which we applied to contracts not completed as of the initial date of adoption. Application of the transition requirements had no material impact on operations or beginning retained earnings. While certain control processes and procedures were updated for this adoption, the changes did not have a material impact on our internal control over financial reporting framework. Also in the first quarter of Fiscal 2019 , we retrospectively adopted ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments (Topic 230) , which provides guidance for eight specific cash flow issues with the objective of reducing the existing diversity in practice. The adoption of this standard did not materially impact our statements of cash flows, and no cash flow reclassifications were required for the prior period. |
Business Segments Business Se_2
Business Segments Business Segments (Tables) | 9 Months Ended |
May 25, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table shows information by reportable segment: Three Months Ended Nine Months Ended (in thousands) May 25, May 26, May 25, May 26, Net Revenues Motorhome $ 160,239 $ 244,870 $ 506,229 $ 632,148 Towable 346,811 313,016 890,335 839,039 Corporate / All Other 21,890 4,375 58,714 9,454 Consolidated $ 528,940 $ 562,261 $ 1,455,278 $ 1,480,641 Adjusted EBITDA Motorhome $ 381 $ 11,677 $ 16,716 $ 22,264 Towable 57,172 45,378 121,638 115,066 Corporate / All Other (1,679 ) (3,694 ) (9,539 ) (9,176 ) Consolidated $ 55,874 $ 53,361 $ 128,815 $ 128,154 Capital Expenditures Motorhome $ 2,543 $ 2,643 $ 7,933 $ 7,383 Towable 4,810 3,805 21,335 10,740 Corporate / All Other 962 — 2,413 — Consolidated $ 8,315 $ 6,448 $ 31,681 $ 18,123 (in thousands) May 25, August 25, Total Assets Motorhome $ 336,334 $ 322,048 Towable 637,371 626,588 Corporate / All Other 109,498 103,169 Consolidated $ 1,083,203 $ 1,051,805 Reconciliation of net income to consolidated Adjusted EBITDA: Three Months Ended Nine Months Ended (in thousands) May 25, 2019 May 26, 2018 May 25, 2019 May 26, 2018 Net income $ 36,171 $ 32,521 $ 79,930 $ 72,567 Interest expense 4,446 4,172 13,293 13,871 Provision for income taxes 8,717 11,684 18,609 28,478 Depreciation 3,520 2,351 9,788 6,679 Amortization of intangible assets 2,278 1,933 7,204 5,921 EBITDA 55,132 52,661 128,824 127,516 Acquisition-related costs — 800 — 850 Restructuring expenses 1,102 — 1,321 — Non-operating income (360 ) (100 ) (1,330 ) (212 ) Adjusted EBITDA $ 55,874 $ 53,361 $ 128,815 $ 128,154 |
Revenue Revenue (Tables)
Revenue Revenue (Tables) | 9 Months Ended |
May 25, 2019 | |
Revenue Recognition [Abstract] | |
Disaggregation of Revenue [Table Text Block] | The following table disaggregates revenue by reportable segment and product category: Three Months Ended Nine Months Ended (in thousands) May 25, May 26, May 25, May 26, Net Revenues Motorhome: Class A $ 45,138 $ 80,093 $ 148,816 $ 241,680 Class B 41,363 49,715 162,343 112,292 Class C 67,674 109,092 176,059 258,552 Other (1) 6,064 5,970 19,011 19,624 Total Motorhome 160,239 244,870 506,229 632,148 Towable: Fifth Wheel 201,561 179,046 519,093 474,075 Travel Trailer 140,709 130,286 358,497 355,681 Other (1) 4,541 3,684 12,745 9,283 Total Towable 346,811 313,016 890,335 839,039 Corporate / All Other: Other (2) 21,890 4,375 58,714 9,454 Total Corporate / All Other 21,890 4,375 58,714 9,454 Consolidated $ 528,940 $ 562,261 $ 1,455,278 $ 1,480,641 (1) Relates to parts, accessories, and services. (2) Relates to marine and specialty vehicle units, parts, accessories, and services. |
Derivatives, Investments and _2
Derivatives, Investments and Fair Value Measurements Derivatives, Investments and Fair Value Measurements (Tables) | 9 Months Ended |
May 25, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets and Liabilities Measured on Recurring Basis | The following tables set forth by level within the fair value hierarchy our financial assets and liabilities that were accounted for at fair value on a recurring basis at May 25, 2019 and August 25, 2018 according to the valuation techniques we used to determine their fair values: Fair Value at Fair Value Hierarchy (in thousands) May 25, Level 1 Level 2 Level 3 Assets that fund deferred compensation: Domestic equity funds $ 439 $ 357 $ 82 $ — International equity funds 108 52 56 — Fixed income funds 155 22 133 — Interest rate swap contract 614 — 614 — Total assets at fair value $ 1,316 $ 431 $ 885 $ — Fair Value at Fair Value Hierarchy (in thousands) August 25, Level 1 Level 2 Level 3 Assets that fund deferred compensation: Domestic equity funds $ 1,143 $ 1,114 $ 29 $ — International equity funds 139 120 19 — Fixed income funds 223 132 91 — Interest rate swap contract 1,959 — 1,959 — Total assets at fair value $ 3,464 $ 1,366 $ 2,098 $ — |
Inventories Inventories (Tables
Inventories Inventories (Tables) | 9 Months Ended |
May 25, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventories consist of the following: (in thousands) May 25, August 25, Finished goods $ 42,876 $ 26,513 Work-in-process 93,949 68,339 Raw materials 94,365 139,039 Total 231,190 233,891 Less last-in, first-out ("LIFO") reserve 40,307 38,763 Inventories, net $ 190,883 $ 195,128 Inventory valuation methods consist of the following: (in thousands) May 25, August 25, LIFO basis $ 184,516 $ 176,215 First-in, first-out basis 46,674 57,676 Total $ 231,190 $ 233,891 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment Property, Plant, and Equipment (Tables) | 9 Months Ended |
May 25, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment [Table Text Block] | Property, plant, and equipment is stated at cost, net of accumulated depreciation and consists of the following: (in thousands) May 25, August 25, Land $ 8,686 $ 6,747 Buildings and building improvements 112,898 94,622 Machinery and equipment 108,585 105,663 Software 28,152 23,388 Transportation 3,837 8,837 Property, plant, and equipment, gross 262,158 239,257 Less accumulated depreciation 140,181 138,064 Property, plant, and equipment, net $ 121,977 $ 101,193 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets Goodwill and Intangible Assets (Tables) | 9 Months Ended |
May 25, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The changes in the carrying amount of goodwill by segment were as follows for the first nine months of Fiscal 2019 and 2018 , of which there are no accumulated impairment losses: (in thousands) Towable Corporate / All Other Total Balances at August 26, 2017 $ 242,728 $ — $ 242,728 Grand Design purchase price adjustment (1) 1,956 — 1,956 Balances at May 26, 2018 $ 244,684 $ — $ 244,684 Balances at August 25, 2018 $ 244,684 $ 29,686 $ 274,370 Chris-Craft purchase price adjustment (2) — 1,287 1,287 Balances at May 25, 2019 $ 244,684 $ 30,973 $ 275,657 (1) Refer to Note 2, Business Combinations , of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended August 25, 2018 for additional information. (2) Purchase price adjustments of $0.7 million made for a working capital payment made in the first quarter of Fiscal 2019 and of $0.6 million for an adjustment to taxes recorded in the third quarter of Fiscal 2019. For additional information related to the acquisition of Chris-Craft USA, Inc., refer to Note 2, Business Combinations , of the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended August 25, 2018 . |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | Other intangible assets, net of accumulated amortization, consist of the following: May 25, 2019 August 25, 2018 (in thousands) Weighted Average Life-Years Cost Accumulated Amortization Cost Accumulated Amortization Trade names Indefinite $ 177,250 $ 177,250 Dealer networks 12.2 95,581 $ 18,216 95,581 $ 12,328 Backlog 0.5 19,527 19,527 19,527 19,135 Non-compete agreements 4.1 5,347 2,824 5,347 2,084 Leasehold interest-favorable 8.1 2,000 625 2,000 441 Other intangible assets, gross 299,705 41,192 299,705 33,988 Less accumulated amortization 41,192 33,988 Other intangible assets, net $ 258,513 $ 265,717 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Remaining estimated aggregate annual amortization expense by fiscal year is as follows: (in thousands) Amount Fiscal 2019 $ 2,283 Fiscal 2020 9,032 Fiscal 2021 9,032 Fiscal 2022 8,405 Fiscal 2023 8,197 Thereafter 44,314 Total amortization expense remaining $ 81,263 |
Warranty Warranty (Tables)
Warranty Warranty (Tables) | 9 Months Ended |
May 25, 2019 | |
Product Warranties Disclosures [Abstract] | |
Schedule of Product Warranty Liability [Table Text Block] | Changes in our product warranty liability are as follows: Three Months Ended Nine Months Ended (in thousands) May 25, May 26, May 25, May 26, Balance at beginning of period $ 40,305 $ 34,988 $ 40,498 $ 30,805 Provision 14,139 11,645 34,090 31,881 Claims paid (10,820 ) (9,189 ) (30,964 ) (25,242 ) Balance at end of period $ 43,624 $ 37,444 $ 43,624 $ 37,444 |
Long-Term Debt Long-Term Debt_2
Long-Term Debt Long-Term Debt (Tables) | 9 Months Ended |
May 25, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The components of long-term debt are as follows: (in thousands) May 25, August 25, ABL $ 5,643 $ 38,532 Term Loan 260,000 260,000 Long-term debt, excluding debt issuance costs 265,643 298,532 Debt issuance cost, net (6,072 ) (7,091 ) Long-term debt 259,571 291,441 Less current maturities 6,500 — Long-term debt, less current maturities $ 253,071 $ 291,441 |
Schedule of Maturities of Long-term Debt | Aggregate contractual maturities of debt in future fiscal years are as follows: (in thousands) Amount Fiscal 2019 $ — Fiscal 2020 10,250 Fiscal 2021 15,000 Fiscal 2022 15,000 Fiscal 2023 219,750 Total Term Loan $ 260,000 |
Employee and Retiree Benefits E
Employee and Retiree Benefits Employee and Retiree Benefits (Tables) | 9 Months Ended |
May 25, 2019 | |
Retirement Benefits [Abstract] | |
Schedule of Amounts Recognized in Balance Sheet [Table Text Block] | Deferred compensation liabilities are as follows: (in thousands) May 25, August 25, Non-qualified deferred compensation $ 13,459 $ 14,831 Supplemental executive retirement plan 2,056 2,309 Executive share option plan 129 935 Executive deferred compensation plan 590 421 Officer stock-based compensation — 1,528 Deferred compensation benefits 16,234 20,024 Less current portion (1) 3,073 4,742 Deferred compensation benefits, net of current portion $ 13,161 $ 15,282 (1) Included in Accrued compensation on the Condensed Consolidated Balance Sheets . |
Restructuring Restructuring (Ta
Restructuring Restructuring (Tables) | 9 Months Ended |
May 25, 2019 | |
Restructuring [Abstract] | |
Restructuring and Related Costs [Table Text Block] | The following table details the restructuring charges incurred: Motorhome Three Months Ended Nine Months Ended (in thousands) May 25, 2019 May 25, 2019 Cost of goods sold $ 1,102 $ 1,102 Selling, general, and administrative expenses — 219 Restructuring expense $ 1,102 $ 1,321 |
Income Per Share Income Per Sha
Income Per Share Income Per Share (Tables) | 9 Months Ended |
May 25, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following table reflects the calculation of basic and diluted income per share: Three Months Ended Nine Months Ended (in thousands, except per share data) May 25, May 26, May 25, May 26, Numerator Net income $ 36,171 $ 32,521 $ 79,930 $ 72,567 Denominator Weighted average common shares outstanding 31,493 31,582 31,546 31,617 Dilutive impact of stock compensation awards 151 171 176 208 Weighted average common shares outstanding, assuming dilution 31,644 31,753 31,722 31,825 Anti-dilutive securities excluded from Weighted average common shares outstanding, assuming dilution 204 90 183 59 Basic income per common share $ 1.15 $ 1.03 $ 2.53 $ 2.30 Diluted income per common share $ 1.14 $ 1.02 $ 2.52 $ 2.28 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
May 25, 2019 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Changes in Accumulated Other Comprehensive Income ("AOCI") by component, net of tax, were: Three Months Ended May 25, 2019 May 26, 2018 (in thousands) Defined Benefit Pension Items Interest Rate Swap Total Defined Benefit Pension Items Interest Rate Swap Total Balance at beginning of period $ (575 ) $ 827 $ 252 $ (496 ) $ 1,403 $ 907 Other comprehensive income ("OCI") before reclassifications — (362 ) (362 ) — 129 129 Amounts reclassified from AOCI 8 — 8 7 — 7 Net current-period OCI 8 (362 ) (354 ) 7 129 136 Balance at end of period $ (567 ) $ 465 $ (102 ) $ (489 ) $ 1,532 $ 1,043 Nine Months Ended May 25, 2019 May 26, 2018 (in thousands) Defined Benefit Pension Items Interest Rate Swap Total Defined Benefit Pension Items Interest Rate Swap Total Balance at beginning of period $ (591 ) $ 1,483 $ 892 $ (509 ) $ (514 ) $ (1,023 ) OCI before reclassifications — (1,018 ) (1,018 ) — 2,046 2,046 Amounts reclassified from AOCI 24 — 24 20 — 20 Net current-period OCI 24 (1,018 ) (994 ) 20 2,046 2,066 Balance at end of period $ (567 ) $ 465 $ (102 ) $ (489 ) $ 1,532 $ 1,043 |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Reclassifications out of AOCI in net periodic benefit costs, net of tax, were: Three Months Ended Nine Months Ended (in thousands) Location on Consolidated Statements of Income and Comprehensive Income May 25, May 26, May 25, May 26, Amortization of net actuarial loss SG&A $ 8 $ 7 $ 24 $ 20 |
Business Segments Business Se_3
Business Segments Business Segments (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
May 25, 2019USD ($) | May 26, 2018USD ($) | May 25, 2019USD ($)reportable_segments | May 26, 2018USD ($) | Aug. 25, 2018USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of reportable segments | reportable_segments | 2 | ||||
Net revenues | $ 528,940 | $ 562,261 | $ 1,455,278 | $ 1,480,641 | |
Purchases of property and equipment | 8,315 | 6,448 | 31,681 | 18,123 | |
Assets | 1,083,203 | 1,083,203 | $ 1,051,805 | ||
Net income | 36,171 | 32,521 | 79,930 | 72,567 | |
Interest expense | 4,446 | 4,172 | 13,293 | 13,871 | |
Provision for income taxes | 8,717 | 11,684 | 18,609 | 28,478 | |
Depreciation | 3,520 | 2,351 | 9,788 | 6,679 | |
Amortization of intangible assets | 2,278 | 1,933 | 7,204 | 5,921 | |
EBITDA | 55,132 | 52,661 | 128,824 | 127,516 | |
Acquisition-related costs | 0 | 800 | 0 | 850 | |
Restructuring expenses | 1,102 | 0 | 1,321 | 0 | |
Non-operating income | (360) | (100) | (1,330) | (212) | |
Adjusted EBITDA | 55,874 | 53,361 | 128,815 | 128,154 | |
Motorhome [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | 160,239 | 244,870 | 506,229 | 632,148 | |
Purchases of property and equipment | 2,543 | 2,643 | 7,933 | 7,383 | |
Assets | 336,334 | 336,334 | 322,048 | ||
Adjusted EBITDA | 381 | 11,677 | 16,716 | 22,264 | |
Towable [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | 346,811 | 313,016 | 890,335 | 839,039 | |
Purchases of property and equipment | 4,810 | 3,805 | 21,335 | 10,740 | |
Assets | 637,371 | 637,371 | 626,588 | ||
Adjusted EBITDA | 57,172 | 45,378 | 121,638 | 115,066 | |
Corporate All Other [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | 21,890 | 4,375 | 58,714 | 9,454 | |
Purchases of property and equipment | 962 | 0 | 2,413 | 0 | |
Assets | 109,498 | 109,498 | $ 103,169 | ||
Adjusted EBITDA | $ (1,679) | $ (3,694) | $ (9,539) | $ (9,176) |
Revenue Revenue Disaggregation
Revenue Revenue Disaggregation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Net revenues | $ 528,940 | $ 562,261 | $ 1,455,278 | $ 1,480,641 |
Motorhome [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 160,239 | 244,870 | 506,229 | 632,148 |
Motorhome [Member] | Class A [Domain] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 45,138 | 80,093 | 148,816 | 241,680 |
Motorhome [Member] | Class B [Domain] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 41,363 | 49,715 | 162,343 | 112,292 |
Motorhome [Member] | Class C [Domain] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 67,674 | 109,092 | 176,059 | 258,552 |
Motorhome [Member] | Other [Domain] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 6,064 | 5,970 | 19,011 | 19,624 |
Towable [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 346,811 | 313,016 | 890,335 | 839,039 |
Towable [Member] | Fifth Wheel [Domain] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 201,561 | 179,046 | 519,093 | 474,075 |
Towable [Member] | Travel Trailer [Domain] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 140,709 | 130,286 | 358,497 | 355,681 |
Towable [Member] | Other [Domain] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 4,541 | 3,684 | 12,745 | 9,283 |
Corporate All Other [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 21,890 | 4,375 | 58,714 | 9,454 |
Corporate All Other [Member] | Other [Domain] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | $ 21,890 | $ 4,375 | $ 58,714 | $ 9,454 |
Derivatives, Investments and _3
Derivatives, Investments and Fair Value Measurements Fair Value Measurements (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | May 25, 2019 | Aug. 25, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Domestic equity funds | $ 439 | $ 1,143 |
International equity funds | 108 | 139 |
Fixed income funds | 155 | 223 |
Interest rate swap contract, assets | 614 | 1,959 |
Total assets at fair value | 1,316 | 3,464 |
Fair Value, Inputs, Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Domestic equity funds | 357 | 1,114 |
International equity funds | 52 | 120 |
Fixed income funds | 22 | 132 |
Interest rate swap contract, assets | 0 | 0 |
Total assets at fair value | 431 | 1,366 |
Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Domestic equity funds | 82 | 29 |
International equity funds | 56 | 19 |
Fixed income funds | 133 | 91 |
Interest rate swap contract, assets | 614 | 1,959 |
Total assets at fair value | 885 | 2,098 |
Fair Value, Inputs, Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Domestic equity funds | 0 | 0 |
International equity funds | 0 | 0 |
Fixed income funds | 0 | 0 |
Interest rate swap contract, assets | 0 | 0 |
Total assets at fair value | $ 0 | $ 0 |
Derivatives, Investments and _4
Derivatives, Investments and Fair Value Measurements Derivatives, Investments and Fair Value Measurements (Narrative) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
May 25, 2019 | Aug. 25, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt, gross | $ 265,643 | $ 298,532 |
Fair Value, Measurements, Nonrecurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Asset impairment charges | 0 | |
Term Loan | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt, gross | $ 260,000 | $ 260,000 |
Interest rate, stated percentage | 5.32% | 5.32% |
Term Loan | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Notional amount | $ 120,000 | $ 170,000 |
Inventories Inventories-Balance
Inventories Inventories-Balance (Details) - USD ($) $ in Thousands | May 25, 2019 | Aug. 25, 2018 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 42,876 | $ 26,513 |
Work-in-process | 93,949 | 68,339 |
Raw materials | 94,365 | 139,039 |
Total | 231,190 | 233,891 |
Less last-in, first-out (LIFO) reserve | 40,307 | 38,763 |
Inventories, net | $ 190,883 | $ 195,128 |
Inventories Inventories-Basis (
Inventories Inventories-Basis (Details) - USD ($) $ in Thousands | May 25, 2019 | Aug. 25, 2018 |
Inventory Disclosure [Abstract] | ||
LIFO basis | $ 184,516 | $ 176,215 |
First-in, first-out basis | 46,674 | 57,676 |
Total | $ 231,190 | $ 233,891 |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | Aug. 25, 2018 | |
Property, Plant and Equipment [Line Items] | |||||
Property, plant, and equipment, gross | $ 262,158 | $ 262,158 | $ 239,257 | ||
Less accumulated depreciation | 140,181 | 140,181 | 138,064 | ||
Property, plant, and equipment, net | 121,977 | 121,977 | 101,193 | ||
Depreciation | 3,520 | $ 2,351 | 9,788 | $ 6,679 | |
Land [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant, and equipment, gross | 8,686 | 8,686 | 6,747 | ||
Buildings and building improvements [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant, and equipment, gross | 112,898 | 112,898 | 94,622 | ||
Machinery and equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant, and equipment, gross | 108,585 | 108,585 | 105,663 | ||
Software [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant, and equipment, gross | 28,152 | 28,152 | 23,388 | ||
Transportation [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant, and equipment, gross | $ 3,837 | $ 3,837 | $ 8,837 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets Schedule of Goodwill (Details) - USD ($) $ in Thousands | 9 Months Ended | |
May 25, 2019 | May 26, 2018 | |
Goodwill [Line Items] | ||
Beginning balance | $ 274,370 | $ 242,728 |
Goodwill, Purchase Accounting Adjustments | 1,287 | 1,956 |
Ending balance | 275,657 | 244,684 |
Towable [Member] | ||
Goodwill [Line Items] | ||
Beginning balance | 244,684 | 242,728 |
Goodwill, Purchase Accounting Adjustments | 0 | 1,956 |
Ending balance | 244,684 | 244,684 |
Corporate All Other [Member] | ||
Goodwill [Line Items] | ||
Beginning balance | 29,686 | 0 |
Goodwill, Purchase Accounting Adjustments | 1,287 | 0 |
Ending balance | $ 30,973 | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
May 25, 2019 | Aug. 25, 2018 | |
Schedule of Intangible Assets [Line Items] | ||
Other intangible assets, gross | $ 299,705 | $ 299,705 |
Accumulated amortization | 41,192 | 33,988 |
Other intangible assets, net | $ 258,513 | 265,717 |
Finite-Lived Intangible Assets, Remaining Amortization Period | 11 years | |
Trade names | ||
Schedule of Intangible Assets [Line Items] | ||
Other intangible assets, gross | $ 177,250 | 177,250 |
Dealer networks | ||
Schedule of Intangible Assets [Line Items] | ||
Other intangible assets, gross | 95,581 | 95,581 |
Accumulated amortization | $ 18,216 | 12,328 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 12 years 2 months | |
Backlog | ||
Schedule of Intangible Assets [Line Items] | ||
Other intangible assets, gross | $ 19,527 | 19,527 |
Accumulated amortization | $ 19,527 | 19,135 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 6 months | |
Non-compete agreements | ||
Schedule of Intangible Assets [Line Items] | ||
Other intangible assets, gross | $ 5,347 | 5,347 |
Accumulated amortization | $ 2,824 | 2,084 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years 1 month | |
Leasehold interest-favorable | ||
Schedule of Intangible Assets [Line Items] | ||
Other intangible assets, gross | $ 2,000 | 2,000 |
Accumulated amortization | $ 625 | $ 441 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 8 years 1 month |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets Future Amortization of Intangible Assets (Details) $ in Thousands | May 25, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Fiscal 2019 | $ 2,283 |
Fiscal 2020 | 9,032 |
Fiscal 2021 | 9,032 |
Fiscal 2022 | 8,405 |
Fiscal 2023 | 8,197 |
Thereafter | 44,314 |
Total amortization expense remaining | $ 81,263 |
Warranty Schedule of Product Wa
Warranty Schedule of Product Warranty Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | |
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward] | ||||
Balance at beginning of period | $ 40,305 | $ 34,988 | $ 40,498 | $ 30,805 |
Provision | 14,139 | 11,645 | 34,090 | 31,881 |
Claims paid | (10,820) | (9,189) | (30,964) | (25,242) |
Balance at end of period | $ 43,624 | $ 37,444 | $ 43,624 | $ 37,444 |
Long-Term Debt Components of Lo
Long-Term Debt Components of Long-Term Debt (Details) - USD ($) $ in Thousands | May 25, 2019 | Sep. 21, 2018 | Aug. 25, 2018 | Nov. 08, 2016 |
Debt Instrument [Line Items] | ||||
Long-term debt, gross | $ 265,643 | $ 298,532 | ||
Debt issuance cost, net | (6,072) | (7,091) | ||
Long-term debt | 259,571 | 291,441 | ||
Current maturities of long-term debt | 6,500 | 0 | ||
Long-term debt, less current maturities | 253,071 | 291,441 | ||
Long-term Debt, Fair Value | 264,300 | |||
ABL | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Current Borrowing Capacity | $ 165,000 | $ 125,000 | ||
Long-term debt, gross | 5,643 | 38,532 | ||
Term Loan | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 300,000 | |||
Long-term debt, gross | $ 260,000 | $ 260,000 |
Long-Term Debt Long-Term Debt C
Long-Term Debt Long-Term Debt Contractual Maturities (Details) - USD ($) $ in Thousands | May 25, 2019 | Aug. 25, 2018 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 265,643 | $ 298,532 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Fiscal 2019 | 0 | |
Fiscal 2020 | 10,250 | |
Fiscal 2021 | 15,000 | |
Fiscal 2022 | 15,000 | |
Fiscal 2023 | 219,750 | |
Long-term debt, gross | $ 260,000 | $ 260,000 |
Employee and Retiree Benefits S
Employee and Retiree Benefits Schedule of Deferred Compensation Benefits (Details) - USD ($) $ in Thousands | May 25, 2019 | Aug. 25, 2018 |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | ||
Non-qualified deferred compensation | $ 13,459 | $ 14,831 |
Supplemental executive retirement plan | 2,056 | 2,309 |
Executive share option plan | 129 | 935 |
Executive deferred compensation plan | 590 | 421 |
Officer stock-based compensation | 0 | 1,528 |
Deferred compensation benefits | 16,234 | 20,024 |
Less current portion | 3,073 | 4,742 |
Deferred compensation benefits, net of current portion | $ 13,161 | $ 15,282 |
Contingent Liabilites and Com_2
Contingent Liabilites and Commitments Repurchase Commitments Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
May 25, 2019 | Aug. 25, 2018 | |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | ||
Repurchase agreement term | 24 months | |
Accrued loss on repurchases | $ 0.9 | $ 0.9 |
Obligation to Repurchase from Dealers [Member] | ||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | ||
Contingent liability on repurchase agreements | $ 1,000 | $ 879 |
Stock-Based Compensation Stock-
Stock-Based Compensation Stock-Based Compensation Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | |
Stockholders' Equity Note [Abstract] | ||||
Stock-based compensation | $ 1,100 | $ 1,400 | $ 5,735 | $ 4,983 |
Restructuring Restructuring (De
Restructuring Restructuring (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | Aug. 29, 2020 | Aug. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring expenses | $ 1,102 | $ 0 | $ 1,321 | $ 0 | ||
Motorhome [Member] | Junction City, OR Production Site [Domain] | Cost of goods sold | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring expenses | 1,102 | 1,102 | ||||
Motorhome [Member] | Junction City, OR Production Site [Domain] | Selling, general, and administrative expenses | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring expenses | $ 0 | $ 219 | ||||
Motorhome [Member] | Junction City, OR Production Site [Domain] | Scenario, Forecast [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring expenses | $ 1,000 | $ 1,000 |
Income Taxes Income Taxes Narra
Income Taxes Income Taxes Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
May 25, 2019 | May 26, 2018 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 18.90% | 28.20% |
Income Tax Credits and Adjustments | $ 3.6 | |
Effective Income Tax Rate Reconciliation, Tax Credit, Percent | 3.70% |
Income Per Share Income Per S_2
Income Per Share Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | |
Income Per Share | ||||
Net income | $ 36,171 | $ 32,521 | $ 79,930 | $ 72,567 |
Weighted average shares outstanding | 31,493 | 31,582 | 31,546 | 31,617 |
Dilutive impact of awards and options outstanding | 151 | 171 | 176 | 208 |
Weighted average shares and potential dilutive shares outstanding | 31,644 | 31,753 | 31,722 | 31,825 |
Net income per share - basic (in dollars per share) | $ 1.15 | $ 1.03 | $ 2.53 | $ 2.30 |
Net income per share - assuming dilution (in dollars per share) | $ 1.14 | $ 1.02 | $ 2.52 | $ 2.28 |
Employee Stock Option [Member] | ||||
Income Per Share | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 204 | 90 | 183 | 59 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) Changes in AOCI by component (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance at beginning of period | $ 252 | $ 907 | $ 892 | $ (1,023) |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax [Abstract] | ||||
Other comprehensive income before reclassifications | (362) | 129 | (1,018) | 2,046 |
Amounts reclassified from AOCI | 8 | 7 | 24 | 20 |
Net current-period OCI | (354) | 136 | (994) | 2,066 |
Balance at end of period | (102) | 1,043 | (102) | 1,043 |
Accumulated Defined Benefit Plans Adjustment [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance at beginning of period | (575) | (496) | (591) | (509) |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax [Abstract] | ||||
Amounts reclassified from AOCI | 8 | 7 | 24 | 20 |
Net current-period OCI | 8 | 7 | 24 | 20 |
Balance at end of period | (567) | (489) | (567) | (489) |
Accumulated Net Gain (Loss) from Interest Rate Swap [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Balance at beginning of period | 827 | 1,403 | 1,483 | (514) |
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax [Abstract] | ||||
Other comprehensive income before reclassifications | (362) | 129 | (1,018) | 2,046 |
Net current-period OCI | (362) | 129 | (1,018) | 2,046 |
Balance at end of period | $ 465 | $ 1,532 | $ 465 | $ 1,532 |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Loss) Reclassification from AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May 25, 2019 | May 26, 2018 | May 25, 2019 | May 26, 2018 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Amortization of net actuarial loss (net of tax of $3, $3, $8, and $9) | $ 8 | $ 7 | $ 24 | $ 20 |
Selling, general, and administrative expenses | Amortization of net actuarial loss | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Amortization of net actuarial loss (net of tax of $3, $3, $8, and $9) | $ 8 | $ 7 | $ 24 | $ 20 |