Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Apr. 02, 2022 | May 20, 2022 | Oct. 02, 2021 | |
Document Information Line Items | |||
Entity Registrant Name | RBC BEARINGS INCORPORATED | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | --04-02 | ||
Entity Common Stock, Shares Outstanding | 28,880,640 | ||
Entity Public Float | $ 6,188,676,826 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0001324948 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Well-known Seasoned Issuer | Yes | ||
Document Period End Date | Apr. 2, 2022 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 001-40840 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 95-4372080 | ||
Entity Address, Address Line One | One Tribology Center | ||
Entity Address, City or Town | Oxford | ||
Entity Address, State or Province | CT | ||
Entity Address, Postal Zip Code | 06478 | ||
City Area Code | (203) | ||
Local Phone Number | 267-7001 | ||
Entity Interactive Data Current | Yes | ||
Auditor Firm ID | 42 | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Location | Stamford, CT | ||
Common Stock, par value $0.01 per share | |||
Document Information Line Items | |||
Trading Symbol | ROLL | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Security Exchange Name | NASDAQ | ||
5.00% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share | |||
Document Information Line Items | |||
Trading Symbol | ROLLP | ||
Title of 12(b) Security | 5.00% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share | ||
Security Exchange Name | NASDAQ |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Apr. 02, 2022 | Apr. 03, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 182,862 | $ 151,086 |
Marketable securities | 90,249 | |
Accounts receivable, net of allowance for doubtful accounts of $2,737 at April 2, 2022 and $1,792 at April 3, 2021 | 247,487 | 110,472 |
Inventory | 516,140 | 364,147 |
Prepaid expenses and other current assets | 15,748 | 12,248 |
Total current assets | 962,237 | 728,202 |
Property, plant and equipment, net | 386,732 | 208,264 |
Operating lease assets, net | 44,535 | 35,664 |
Goodwill | 1,902,104 | 277,536 |
Intangible assets, net | 1,511,515 | 154,399 |
Other assets | 38,294 | 30,195 |
Total assets | 4,845,417 | 1,434,260 |
Current liabilities: | ||
Accounts payable | 158,606 | 36,336 |
Accrued expenses and other current liabilities | 145,252 | 43,564 |
Current operating lease liabilities | 8,059 | 5,726 |
Current portion of long-term debt | 1,543 | 2,612 |
Total current liabilities | 313,460 | 88,238 |
Long-term debt, less current portion | 1,686,798 | 13,495 |
Noncurrent operating lease liabilities | 36,680 | 29,982 |
Deferred income taxes | 316,224 | 17,178 |
Other noncurrent liabilities | 120,408 | 55,416 |
Total liabilities | 2,473,570 | 204,309 |
Commitments and contingencies (Note 16) | ||
Stockholders’ equity: | ||
Preferred stock, $.01 par value; authorized shares: 10,000,000 as of April 2, 2022 and April 3, 2021, respectively; issued shares: 4,600,000 and 0 as of April 2, 2022 and April 3, 2021, respectively | 46 | |
Common stock, $.01 par value; authorized shares: 60,000,000 at April 2, 2022 and April 3, 2021, respectively; issued shares: 29,807,208 and 26,110,320 at April 2, 2022 and April 3, 2021, respectively | 298 | 261 |
Additional paid-in capital | 1,537,749 | 445,073 |
Accumulated other comprehensive income/(loss) | (5,800) | (10,409) |
Retained earnings | 911,906 | 858,852 |
Treasury stock, at cost, 928,322 shares and 884,701 shares at April 2, 2022 and April 3, 2021, respectively | (72,352) | (63,826) |
Total stockholders’ equity | 2,371,847 | 1,229,951 |
Total liabilities and stockholders’ equity | $ 4,845,417 | $ 1,434,260 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Apr. 02, 2022 | Apr. 03, 2021 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts (in Dollars) | $ 2,737 | $ 1,792 |
Preferred stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 10,000,000 | 10,000,000 |
Preferred stock, issued | 4,600,000 | 0 |
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized | 60,000,000 | 60,000,000 |
Common stock, issued | 29,807,208 | 26,110,320 |
Treasury stock, shares | 928,322 | 884,701 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Income Statement [Abstract] | |||
Net sales | $ 942,937 | $ 608,984 | $ 727,461 |
Cost of sales | 585,869 | 374,878 | 438,358 |
Gross margin | 357,068 | 234,106 | 289,103 |
Operating expenses: | |||
Selling, general and administrative | 158,634 | 106,000 | 122,565 |
Other, net | 68,371 | 16,648 | 9,753 |
Total operating expenses | 227,005 | 122,648 | 132,318 |
Operating income | 130,063 | 111,458 | 156,785 |
Interest expense, net | 41,510 | 1,430 | 1,885 |
Other non-operating expense/(income) | 834 | (31) | 761 |
Income before income taxes | 87,719 | 110,059 | 154,139 |
Provision for income taxes | 22,654 | 20,426 | 28,103 |
Net income | 65,065 | 89,633 | 126,036 |
Preferred stock dividends | 12,011 | ||
Net income available to common stockholders | $ 53,054 | $ 89,633 | $ 126,036 |
Net income per common share available to common stockholders: | |||
Basic (in Dollars per share) | $ 1.97 | $ 3.61 | $ 5.12 |
Diluted (in Dollars per share) | $ 1.95 | $ 3.58 | $ 5.06 |
Weighted average common shares: | |||
Basic (in Shares) | 26,946,355 | 24,851,344 | 24,632,637 |
Diluted (in Shares) | 27,214,232 | 25,048,451 | 24,922,631 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | ||
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 65,065 | $ 89,633 | $ 126,036 | |
Pension and postretirement liability adjustments, net of taxes | [1] | 4,194 | (4,538) | (861) |
Foreign currency translation adjustments | 415 | 1,027 | 2,719 | |
Total comprehensive income | $ 69,674 | $ 86,122 | $ 127,894 | |
[1] | These adjustments were net of a tax expense of $1,110, tax benefit of $911 and tax benefit of $262 in fiscal 2022, 2021 and 2020, respectively. |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock | Preferred Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income/(Loss) | Retained Earnings | Treasury Stock | Total |
Balance at Mar. 30, 2019 | $ 256 | $ 378,655 | $ (7,467) | $ 641,894 | $ (44,772) | $ 968,566 | |
Balance (in Shares) at Mar. 30, 2019 | 25,607,196 | (752,913) | |||||
Net income | 126,036 | 126,036 | |||||
Share-based compensation | 20,150 | 20,150 | |||||
Repurchase of common stock | $ (12,209) | (12,209) | |||||
Repurchase of common stock (in Shares) | (86,069) | ||||||
Exercise of equity awards | $ 3 | 13,595 | 13,598 | ||||
Exercise of equity awards (in Shares) | 179,897 | ||||||
Change in net prior service cost and actuarial losses, net of tax benefit | (861) | (861) | |||||
Issuance of restricted stock, net of forfeitures | |||||||
Issuance of restricted stock, net of forfeitures (in Shares) | 94,322 | ||||||
Impact from adoption of ASU 2018-02 | (1,289) | 1,289 | |||||
Currency translation adjustments | 2,719 | 2,719 | |||||
Balance at Mar. 28, 2020 | $ 259 | 412,400 | (6,898) | 769,219 | $ (56,981) | 1,117,999 | |
Balance (in Shares) at Mar. 28, 2020 | 25,881,415 | (838,982) | |||||
Net income | 89,633 | 89,633 | |||||
Share-based compensation | 21,299 | 21,299 | |||||
Repurchase of common stock | $ (6,845) | (6,845) | |||||
Repurchase of common stock (in Shares) | (45,719) | ||||||
Exercise of equity awards | $ 2 | 11,374 | 11,376 | ||||
Exercise of equity awards (in Shares) | 141,767 | ||||||
Change in net prior service cost and actuarial losses, net of tax benefit | (4,538) | (4,538) | |||||
Issuance of restricted stock, net of forfeitures | |||||||
Issuance of restricted stock, net of forfeitures (in Shares) | 87,138 | ||||||
Currency translation adjustments | 1,027 | 1,027 | |||||
Balance at Apr. 03, 2021 | $ 261 | 445,073 | (10,409) | 858,852 | $ (63,826) | 1,229,951 | |
Balance (in Shares) at Apr. 03, 2021 | 26,110,320 | (884,701) | |||||
Net income | 65,065 | 65,065 | |||||
Preferred stock dividends | (12,011) | (12,011) | |||||
Preferred stock issuance, net of issuance costs | $ 46 | 445,273 | 445,319 | ||||
Preferred stock issuance, net of issuance costs (in Shares) | 4,600,000 | ||||||
Common stock issuance, net of issuance costs | $ 35 | 605,457 | 605,492 | ||||
Common stock issuance, net of issuance costs (in Shares) | 3,450,000 | ||||||
Share-based compensation | 23,925 | 23,925 | |||||
Repurchase of common stock | $ (8,526) | (8,526) | |||||
Repurchase of common stock (in Shares) | (43,621) | ||||||
Exercise of equity awards | $ 2 | 18,021 | 18,023 | ||||
Exercise of equity awards (in Shares) | 149,896 | ||||||
Change in net prior service cost and actuarial losses, net of tax benefit | 4,194 | 4,194 | |||||
Issuance of restricted stock, net of forfeitures | |||||||
Issuance of restricted stock, net of forfeitures (in Shares) | 96,992 | ||||||
Currency translation adjustments | 415 | 415 | |||||
Balance at Apr. 02, 2022 | $ 298 | $ 46 | $ 1,537,749 | $ (5,800) | $ 911,906 | $ (72,352) | $ 2,371,847 |
Balance (in Shares) at Apr. 02, 2022 | 29,807,208 | 4,600,000 | (928,322) |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Statement of Stockholders' Equity [Abstract] | |||
Net of tax expense | $ 1,110 | $ 911 | $ 262 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Cash flows from operating activities: | |||
Net income | $ 65,065 | $ 89,633 | $ 126,036 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 65,532 | 32,744 | 31,420 |
Deferred income taxes | (1,201) | 1,509 | 6,502 |
Amortization of deferred financing costs | 18,930 | 472 | 506 |
Consolidation and restructuring charges | 2,378 | 2,510 | 358 |
Loss on extinguishment of debt | 963 | ||
Stock-based compensation | 23,925 | 21,299 | 20,150 |
Loss/(gain) on disposition of assets | 347 | 1,314 | (1,227) |
Changes in operating assets and liabilities, net of acquisitions: | |||
Accounts receivable | (53,484) | 18,969 | 3,305 |
Inventory | (16,150) | 905 | (25,371) |
Prepaid expenses and other current assets | (1,803) | (353) | (3,878) |
Other noncurrent assets | (2,444) | (10,904) | (3,946) |
Accounts payable | 52,372 | (14,836) | 837 |
Accrued expenses and other current liabilities | 22,067 | 2,573 | (14) |
Other noncurrent liabilities | 3,796 | 6,618 | 943 |
Net cash provided by operating activities | 180,293 | 152,453 | 155,621 |
Cash flows from investing activities: | |||
Purchase of property, plant and equipment | (29,759) | (11,772) | (37,297) |
Acquisition of businesses, net of cash acquired | (2,908,241) | 245 | (33,842) |
Purchase of marketable securities | (29,982) | (100,075) | |
Proceeds from sale of marketable securities | 120,483 | 10,020 | |
Proceeds from sale of assets | 22 | 58 | 8,354 |
Net cash used in investing activities | (2,847,477) | (101,524) | (62,785) |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock, net of issuance costs | 605,492 | ||
Proceeds from issuance of preferred stock, net of issuance costs | 445,319 | ||
Proceeds received from revolving credit facilities, net of financing costs | 9,435 | ||
Proceeds from term loans, net of financing costs | 1,285,761 | 15,383 | |
Proceeds from senior notes, net of financing costs | 494,200 | ||
Finance fees paid in connection with credit facilities and senior notes | (19,532) | (276) | |
Repayments of revolving credit facilities | (3,028) | (45,821) | |
Repayments of term loans | (113,038) | (4,362) | |
Repayments of notes payable | (505) | (504) | (477) |
Principal payments on finance lease obligations | (1,646) | ||
Preferred stock dividends paid | (7,092) | ||
Repurchase of common stock | (8,526) | (6,845) | (12,209) |
Exercise of stock options | 18,023 | 11,376 | 13,598 |
Net cash provided by/(used in) financing activities | 2,698,456 | (3,363) | (20,367) |
Effect of exchange rate changes on cash | 504 | 265 | 902 |
Cash and cash equivalents: | |||
Increase during the year | 31,776 | 47,831 | 73,371 |
Cash and cash equivalents, at beginning of year | 151,086 | 103,255 | 29,884 |
Cash and cash equivalents, at end of year | 182,862 | 151,086 | 103,255 |
Supplemental disclosures of cash flow information: | |||
Income taxes | 17,117 | 16,692 | 27,071 |
Interest | $ 11,611 | $ 1,080 | $ 1,288 |
Organization and Business
Organization and Business | 12 Months Ended |
Apr. 02, 2022 | |
Accounting Policies [Abstract] | |
Organization and Business | 1. Organization and Business RBC Bearings Incorporated, together with its subsidiaries, is an international manufacturer and marketer of highly engineered precision bearings, components and essential systems for the industrial, defense and aerospace industries, which are integral to the manufacture and operation of most machines, aircraft and mechanical systems, to reduce wear to moving parts, facilitate proper power transmission, reduce damage and energy loss caused by friction and control pressure and flow. The terms “we,” “us,” “our,” “RBC” and the “Company” mean RBC Bearings Incorporated and its subsidiaries, unless the context indicates another meaning. While we manufacture products in all major categories, we focus primarily on highly technical or regulated bearing products and engineered products for specialized markets that require sophisticated design, testing and manufacturing capabilities. We believe our unique expertise has enabled us to garner leading positions in many of the product markets in which we primarily compete. Over the past 17 years, we have broadened our end markets, products, customer base and geographic reach. We currently have 56 facilities in 10 countries, of which 37 are manufacturing facilities. The Company operates in two reportable business segments—aerospace/defense and industrial—in which it manufactures roller bearing components and assembled parts and designs and manufactures high-precision roller and ball bearings. The Company sells to a wide variety of original equipment manufacturers (“OEMs”) and distributors who are widely dispersed geographically. No one customer accounted for more than 11% of the Company’s net sales in fiscal 2022, 7% of net sales in fiscal 2021 and 9% of net sales in fiscal 2020. The Company’s segments are further discussed in Note 18 “Reportable Segments.” |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Apr. 02, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies General The consolidated financial statements include the accounts of RBC Bearings Incorporated, Roller Bearing Company of America, Inc. (“RBCA”) and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company has a fiscal year consisting of 52 or 53 weeks, ending on the Saturday closest to March 31. Based on this policy, fiscal year 2022 contained 52 weeks, fiscal year 2021 contained 53 weeks and fiscal year 2020 contained 52 weeks. The amounts are shown in thousands, unless otherwise indicated. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates are used for, but not limited to, the accounting for the allowance for doubtful accounts, valuation of inventories, goodwill and intangible assets, depreciation and amortization, income taxes and tax reserves, purchase price allocation for acquired assets and liabilities, and the valuation of options. Revenue Recognition A contract with a customer exists when there is commitment and approval from both parties involved, the rights of the parties are identified, payment terms are defined, the contract has commercial substance, and collectability of consideration is probable. The Company has determined that the contract with the customer is established when the customer purchase order is accepted or acknowledged. Long-term agreements (LTAs) are used by the Company and certain of its customers to reduce their supply uncertainty for a period of time, typically multiple years. While these LTAs define commercial terms including pricing, termination rights and other contractual requirements, they do not represent the contract with the customer for revenue recognition purposes. When the Company accepts or acknowledges the customer purchase order, the type of good or service is defined on a line-by-line basis. Individual performance obligations are established by virtue of the individual line items identified on the sales order acknowledgment at the time of issuance. The majority of the Company’s revenue relates to the sale of goods and contains a single performance obligation for each distinct good. The remainder of the Company’s revenue from customers is generated from services performed. These services include repair and refurbishment work performed on customer-controlled assets as well as design and test work. The performance obligations for these services are also identified on the sales order acknowledgement at the time of issuance on a line-by-line basis. Transaction price reflects the amount of consideration that the Company expects to be entitled to in exchange for transferred goods or services. A contract’s transaction price is allocated to each distinct performance obligation and revenue is recognized as the performance obligation is satisfied. For the majority of our contracts, the Company either provides distinct goods or services. Where both distinct goods and services are provided, we separate the contract into more than one performance obligation (i.e., a good or service is individually listed in a contract or sold individually to a customer). The Company generally sells products and services with observable standalone selling prices. The performance obligations for the majority of RBC’s product sales are satisfied at the point in time in which the products are shipped. The Company has determined that the customer obtains control upon shipment of the product based on the shipping terms (either when it ships from RBC’s dock or when the product arrives at the customer’s dock) and recognizes revenue accordingly. Once a product has shipped, the customer is able to direct the use of, and obtain substantially all of the remaining benefits from, the asset. The Company has determined performance obligations are satisfied over time for customer contracts where RBC provides services to customers and also for a limited number of product sales. RBC has determined revenue recognition over time is appropriate for our service revenue contracts as they create or enhance an asset that the customer controls throughout the duration of the contract. Revenue recognition over time is appropriate for customer contracts with product sales in which the product sold has no alternative use to RBC without significant economic loss and an enforceable right to payment exists, including a normal profit margin from the customer, in the event of contract termination. These types of contracts comprised less than 1% of total sales for the years ended April 2, 2022, April 3, 2021 and March 28, 2020, respectively. For both of these types of contracts, revenue is recognized over time based on the extent of progress towards completion of the performance obligation. The Company utilizes the cost-to-cost measure of progress for over-time revenue recognition contracts as we believe this measure best depicts the transfer of control to the customer, which occurs as we incur costs on contracts. Revenues, including profits, are recorded proportionally as costs are incurred. Costs to fulfill include labor, materials, subcontractors’ costs, and other direct and indirect costs. Contract costs are the incremental costs of obtaining and fulfilling a contract (i.e., costs that would not have been incurred if the contract had not been obtained) to provide goods and services to customers. Contract costs largely consist of design and development costs for molds, dies and other tools that RBC will own and that will be used in producing the products under the supply arrangements. These contract costs are amortized to expense on a systematic and rational basis over a period consistent with the transfer to the customer of the goods or services to which the asset relates. Costs incurred to obtain a contract are primarily related to sales commissions and are expensed as incurred as they are generally not tied to specific customer contracts. These costs are included within selling, general and administrative costs on the consolidated statements of operations. In certain contracts, the Company facilitates shipping and handling activities after control has transferred to the customer. The Company has elected to record all shipping and handling activities as costs to fulfill a contract. In situations where the shipping and handling costs have not been incurred at the time revenue is recognized, the estimated shipping and handling costs are accrued. Cash and Cash Equivalents and Marketable Securities The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. The Company maintains its cash accounts with various banks and has not experienced any losses in such accounts. Accounts Receivable, Net and Concentration of Credit Risk Accounts receivable include amounts billed and currently due from customers. The amounts due are stated at their estimated net realizable value. The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. The Company uses an expected credit loss model to estimate the credit losses expected over the life of an exposure (or pool of exposures). The estimate of expected credit losses considers historical information, current information and reasonable and supportable forecasts, including estimates of prepayments. Financial instruments with similar risk characteristics are grouped together when estimating expected credit losses. The Company will write-off accounts receivable after reasonable collection efforts have been made and the accounts are deemed uncollectible. The Company sells to a large number of OEMs and distributors who service the aftermarket. The Company’s credit risk associated with accounts receivable is minimized due to its customer base and wide geographic dispersion. The Company performs ongoing credit evaluations of its customers’ financial condition and generally does not require collateral or charge interest on outstanding amounts. The Company had no concentrations of credit risk with any one customer greater than approximately 15% of accounts receivables at April 2, 2022 and 7% at April 3, 2021. Inventory Inventories are stated at the lower of cost or net realizable value. Cost is determined by the first-in, first-out method. The Company accounts for inventory under a full absorption method, and records adjustments to the value of inventory based upon past sales history and forecasted plans to sell our inventories. The physical condition, including age and quality, of the inventories is also considered in establishing its valuation. These adjustments are estimates, which could vary significantly, either favorably or unfavorably, from actual requirements if future economic conditions, customer inventory levels or competitive conditions differ from our expectations. Contract Assets (Unbilled Receivables) Pursuant to the over-time revenue recognition model, revenue may be recognized prior to the customer being invoiced. An unbilled receivable is recorded to reflect revenue that is recognized when (1) the cost-to-cost method is applied and (2) such revenue exceeds the amount invoiced to the customer. Contract assets are included within prepaid expenses and other current assets or other assets on the consolidated balance sheets. Property, Plant and Equipment Property, plant and equipment are recorded at cost. Depreciation and amortization of property, plant and equipment, is provided for by the straight-line method over the estimated useful lives of the respective assets. Depreciation of assets is reported within depreciation and amortization. Expenditures for normal maintenance and repairs are charged to expense as incurred. The estimated useful lives of the Company’s property, plant and equipment are as follows: Buildings and improvements 20-30 years Machinery and equipment 3-15 years Leasehold improvements Shorter of the term of lease or estimated useful life Leases The Company adopted ASC 842, Leases, on March 31, 2019. The Company has elected not to apply the recognition requirements to short-term leases, and recognizes lease payments in the income statement on a straight-line basis over the lease term and variable payments in the period in which the obligation for those payments is incurred. The Company has elected the following practical expedients (which must be elected as a package and applied consistently to all leases): an entity need not reassess whether any expired or existing contracts are or contain leases; an entity need not reassess the lease classification for any expired or existing leases; and an entity need not reassess initial direct costs for any existing leases. The Company has also elected the practical expedient that permits the inclusion of lease and nonlease components as a single component and accounts for it as a lease; this election has been made for all asset classes. We also elected the hindsight practical expedient to determine the reasonably certain lease term for existing leases, which resulted in the extension of lease terms for certain existing leases. The Company determines if an arrangement is a lease at contract inception. For leases where the Company is the lessee, it recognizes lease assets and related lease liabilities at the lease commencement date based on the present value of lease payments over the lease term. The lease term is the noncancellable period for which a lessee has the right to use an underlying asset, including periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option and periods covered by an option to terminate the lease if the lessee is reasonably certain not to exercise that option. For renewal options, the Company performs an assessment at commencement if it is reasonably likely to exercise the option. The assessment is based on the Company’s intentions, past practices, estimates and factors that create an economic incentive for the Company. Generally, the Company is not reasonably certain to exercise the renewal option in a lease contract, with the exception of some of our leased manufacturing facilities. While some of the Company’s leases include options allowing early termination of the lease, the Company historically has not terminated its lease agreements early unless there is an economic, financial or business reason to do so; therefore, the Company does not typically consider the termination option in its lease term at commencement. Most of the Company’s leases do not provide an implicit interest rate. As a result, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense while the expense for finance leases is recognized as depreciation expense and interest expense using the accelerated interest method of recognition. Subsequent to the initial measurement, the right-of-use asset for a finance lease is equivalent to the initial measurement less accumulated amortization and any accumulated impairment losses. Generally, amortization of finance leases is recorded to cost of sales or selling, general and administrative expenses on a straight-line basis over the lease term. Goodwill and Indefinite-Lived Intangible Assets Goodwill (representing the excess of the amount paid to acquire a company over the estimated fair value of the net assets acquired) and indefinite-lived intangible assets are not amortized but instead are tested for impairment annually, or when events or circumstances indicate that the carrying value of such asset may not be recoverable. Separate tests are performed for goodwill and indefinite lived intangible assets. We completed a quantitative test of impairment on the indefinite lived intangible assets in February 2022 with no impairment noted in the current year. In addition, we also completed a quantitative test of impairment on goodwill as of November 1, 2021 in connection with the allocation of existing goodwill amongst our newly defined business reporting segments. No impairment was noted as a result of that interim impairment test. The determination of any goodwill impairment is made at the reporting unit level. The Company determines the fair value of a reporting unit and compares it to its carrying amount. If the carrying amount of the reporting unit exceeds its fair value, an impairment loss is recognized for any amount by which the carrying amount exceeds the reporting unit's fair value up to the value of goodwill. The Company applies the income approach (discounted cash flow method) in testing goodwill for impairment. The key assumptions used in the discounted cash flow method used to estimate fair value include discount rates, revenue growth rates, terminal growth rates and cash flow projections. Discount rates, revenue growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. Discount rates are determined by using a weighted average cost of capital (“WACC”). The WACC considers market and industry data as well as Company-specific risk factors for each reporting unit in determining the appropriate discount rate to be used. The discount rate utilized for each reporting unit for our fiscal 2022 test was 9.5% and is indicative of the return an investor would expect to receive for investing in such a business. Terminal growth rate determination follows common methodology of capturing the present value of perpetual cash flow estimates beyond the last projected period assuming a constant WACC and long-term growth rates. The terminal growth rate used for our fiscal 2022 test was 2.5%. The Company has determined that, to date, no impairment of goodwill exists and fair value of the reporting units exceeded the carrying value in total by approximately 53.9%. The fair value of the reporting units exceeds the carrying value by a minimum of 24.9% at each of the two reporting units. Contract Liabilities (Deferred Revenue) The Company may receive a customer advance or deposit, or have an unconditional right to receive a customer advance, prior to revenue being recognized. Since the performance obligations related to such advances may not have been satisfied, a contract liability is established. Contract liabilities are included within accrued expenses and other current liabilities or other noncurrent liabilities on the consolidated balance sheets until the respective revenue is recognized. Advance payments are not considered a significant financing component as the timing of the transfer of the related goods or services is at the discretion of the customer. Income Taxes The Company accounts for income taxes using the liability method, which requires it to recognize a current tax liability or asset for current taxes payable or refundable and a deferred tax liability or asset for the estimated future tax effects of temporary differences between the financial statement and tax reporting bases of assets and liabilities to the extent that they are realizable. Deferred tax expense (benefit) results from the net change in deferred tax assets and liabilities during the year. A valuation allowance is recorded to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company is exposed to certain tax contingencies in the ordinary course of business and records those tax liabilities in accordance with the guidance for accounting for uncertain tax positions. Temporary differences relate primarily to the timing of deductions for depreciation, stock-based compensation, goodwill amortization relating to the acquisition of operating divisions, basis differences arising from acquisition accounting, pension and retirement benefits, and various accrued and prepaid expenses. Deferred tax assets and liabilities are recorded at the rates expected to be in effect when the temporary differences are expected to reverse. Net Income Per Common Share Available to Common Stockholders Basic net income per share available to common stockholders is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding. Diluted net income per share available to common stockholders is computed by dividing net income available to common stockholders by the sum of the weighted-average number of common shares and dilutive common share equivalents then outstanding using the treasury stock method. Common share equivalents consist of the incremental common shares issuable upon the exercise of stock options and the conversion of MCPS to common shares. We exclude outstanding stock options, stock awards and the MCPS from the calculations if the effect would be anti-dilutive. The dilutive effect of the MCPS is calculated using the if-converted method. The if-converted method assumes that these securities were converted to shares of common stock at the later of the September 24, 2021 issuance date or the beginning of the reporting period to the extent that the effect is dilutive. If the effect is anti-dilutive, we calculate net income per share available to common stockholders by adjusting net income in the numerator for the effect of the cumulative MCPS dividends for the respective period. For the twelve months ended April 2, 2022, the effect of assuming the conversion of the 4,600,000 shares of MCPS into shares of common stock was anti-dilutive, and therefore excluded from the calculation of diluted earnings per share available to common stockholders. Accordingly, net income was reduced by cumulative MCPS dividends, as presented in our consolidated statement of operations, for purposes of calculating net income available to common stockholders. For the twelve months ended April 2, 2022, 179,289 employee stock options and 325 restricted shares were excluded from the calculation of diluted earnings per share available to common stockholders. For the twelve months ended April 3, 2021, 457,324 employee stock options and 35,780 restricted shares have been excluded from the calculation of diluted earnings per share available to common stockholders. At March 28, 2020, 350,540 employee stock options and 1,350 restricted shares have been excluded from the calculation of diluted earnings per share available to common stockholders. The inclusion of these employee stock options and restricted shares would have been anti-dilutive. The table below reflects the calculation of weighted-average shares outstanding for each period presented as well as the computation of basic and diluted net income per share available to common stockholders. Fiscal Year Ended April 2, April 3, March 28, Net income $ 65,065 $ 89,633 $ 126,036 Preferred stock dividends 12,011 — — Net income available to common stockholders $ 53,054 $ 89,633 $ 126,036 Denominator: Denominator for basic net income per share available to common stockholders — weighted-average shares outstanding 26,946,355 24,851,344 24,632,637 Effect of dilution due to employee stock awards 267,877 197,107 289,994 Denominator for diluted net income per share available to common stockholders — weighted-average shares outstanding 27,214,232 25,048,451 24,922,631 Basic net income per share available to common stockholders $ 1.97 $ 3.61 $ 5.12 Diluted net income per share available to common stockholders $ 1.95 $ 3.58 $ 5.06 Impairment of Long-Lived Assets The Company assesses the net realizable value of its long-lived assets and evaluates such assets for impairment whenever indicators of impairment are present. For amortizable long-lived assets to be held and used, if indicators of impairment are present, management determines whether the sum of the estimated undiscounted future cash flows is less than the carrying amount. The amount of asset impairment, if any, is based on the excess of the carrying amount over its fair value, which is estimated based on projected discounted future operating cash flows using a discount rate reflecting the Company’s average cost of funds. To date, no indicators of impairment exist other than those resulting in the restructuring charges already recorded. Long-lived assets to be disposed of by sale or other means are reported at the lower of carrying amount or fair value, less costs to sell. Foreign Currency Translation and Transactions Assets and liabilities of the Company’s foreign operations are translated into U.S. dollars using the exchange rate in effect at the balance sheet date. Results of operations are translated using the average exchange rate prevailing throughout the period. The effects of exchange rate fluctuations on translating foreign currency assets and liabilities into U.S. dollars are included in accumulated other comprehensive income (loss), while gains and losses resulting from foreign currency transactions are included in other non-operating expense (income). Fair Value of Measurements 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 (exit price). Inputs used to measure fair value are within a hierarchy consisting of three levels. Level 1 inputs represent unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 inputs represent unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3 inputs represent unobservable inputs for the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The carrying amounts reported in the balance sheet for cash and cash equivalents, short-term investments, accounts receivable, prepaids and other current assets, and accounts payable and accruals, and other current liabilities approximate their fair value due to their short-term nature. The carrying amounts of the Company’s borrowings under the Revolver, the Term Loan, Foreign Revolver and Foreign Term Loan approximate fair value, as these obligations have interest rates which vary in conjunction with current market conditions. The carrying value of the mortgage on our Schaublin building approximates fair value as the rates since entering into the mortgage in fiscal 2013 have not significantly changed. All borrowings have been classified as Level 2 in the valuation hierarchy. The Senior Notes are reported at carrying value on the consolidated balance sheets. The fair value of the Senior Notes as of April 2, 2022 was $463,750 and was computed based on quoted market prices (observable inputs). The Senior Notes are classified within Level 2 of the fair value hierarchy. Accumulated Other Comprehensive Income (Loss) The components of comprehensive income (loss) that relate to the Company are net income, foreign currency translation adjustments and pension plan and postretirement benefits, all of which are presented in the consolidated statements of stockholders’ equity and comprehensive income (loss). The following summarizes the activity within each component of accumulated other comprehensive income (loss), net of taxes: Currency Pension and Postretirement Total Balance at April 3, 2021 $ 445 $ (10,854 ) $ (10,409 ) Other comprehensive income before reclassifications 415 — 415 Amounts recorded in/ reclassified from accumulated other comprehensive loss — 4,194 4,194 Net current period other comprehensive income 415 4,194 4,609 Balance at April 2, 2022 $ 860 $ (6,660 ) $ (5,800 ) Share-Based Compensation The Company recognizes compensation cost relating to all share-based payment transactions in the financial statements based upon the grant-date fair value of the instruments issued over the requisite service period. The fair value of each option grant was estimated on the date of grant using the Black-Scholes pricing model. Recent Accounting Pronouncements Recent Accounting Standards Adopted In December 2019, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 840) Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. Recent Accounting Standards Yet to Be Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform Facilitation of the Effects of Reference Rate Reform on Financial Reporting Other new pronouncements issued but not effective until after April 2, 2022 are not expected to have a material impact on our financial position, results of operations or liquidity. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 12 Months Ended |
Apr. 02, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | 3. Revenue from Contracts with Customers Disaggregation of Revenue The following table disaggregates total revenue by end market which is how we view our reportable segments (see Note 18): Fiscal Year Ended April 2, April 3, March 28, Aerospace/Defense $ 381,468 $ 396,222 $ 507,417 Industrial 561,469 212,762 220,044 $ 942,937 $ 608,984 $ 727,461 The following table disaggregates total revenue by geographic origin: Fiscal Year Ended April 2, April 3, March 28, United States $ 833,409 $ 546,018 $ 651,381 International 109,528 62,966 76,080 $ 942,937 $ 608,984 $ 727,461 The following table illustrates the approximate percentage of revenue recognized for performance obligations satisfied over time versus the amount of revenue recognized for performance obligations satisfied at a point in time: Fiscal Year Ended April 2, April 3, March 28, Point-in-time 97 % 96 % 95 % Over time 3 % 4 % 5 % 100 % 100 % 100 % Remaining Performance Obligations Remaining performance obligations represent the transaction price of orders meeting the definition of a contract in the new revenue standard for which work has not been performed or has been partially performed and excludes unexercised contract options. The duration of the majority of our contracts, as defined by ASC Topic 606, is less than one year. The Company has elected to apply the practical expedient, which allows companies to exclude remaining performance obligations with an original expected duration of one year or less. The aggregate amount of the transaction price allocated to remaining performance obligations for such contracts with a duration of more than one year was approximately $283,612 at April 2, 2022. The Company expects to recognize revenue on approximately 61% and 87% of the remaining performance obligations over the next 12 and 24 months, respectively, with the remainder recognized thereafter. Contract Balances The timing of revenue recognition, invoicing and cash collections affect accounts receivable, unbilled receivables (contract assets) and customer advances and deposits (contract liabilities) on the consolidated balance sheets. These assets and liabilities are reported on the consolidated balance sheets on an individual contract basis at the end of each reporting period. Contract Assets (Unbilled Receivables) As of April 2, 2022 and April 3, 2021, current contract assets were $3,882 and $5,584, respectively, and included within prepaid expenses and other current assets on the consolidated balance sheets. The decrease in contract assets was primarily due to the recognition of revenue related to the satisfaction or partial satisfaction of performance obligations prior to billing partially offset by amounts billed to customers during the period. As of April 2, 2022 and April 3, 2021, the Company did not have any contract assets classified as noncurrent on the consolidated balance sheets. Contract Liabilities (Deferred Revenue) As of April 2, 2022 and April 3, 2021, current contract liabilities were $19,556 and $16,998, respectively, and included within accrued expenses and other current liabilities on the consolidated balance sheets. The increase in current contract liabilities was primarily due to advance payments received and the reclassification of a portion of advance payments received from the noncurrent portion of contract liabilities partially offset by revenue recognized on customer contracts. $2,205 of contract liabilities were acquired during the year as part of the Dodge acquisition (see Note 8). For the year ended April 2, 2022, the Company recognized revenues of $13,586 that were included in the contract liability balance as of April 3, 2021. For the year ended April 3, 2021, the Company recognized revenues of $10,355 that were included in the contract liability balance at March 28, 2020. As of April 2, 2022 and April 3, 2021, noncurrent contract liabilities were $10,401 and $3,754, respectively, and included within other noncurrent liabilities on the consolidated balance sheets. The increase in noncurrent contract liabilities was primarily due to advance payments received partially offset by the reclassification of a portion of advance payments received to the current portion of contract liabilities. Variable Consideration The amount of consideration to which the Company expects to be entitled in exchange for the goods and services is not generally subject to significant variations. However, the Company does offer certain customers rebates, prompt payment discounts, end-user discounts, the right to return eligible products, and/or other forms of variable consideration. The Company estimates this variable consideration using the expected value amount, which is based on historical experience. The Company includes estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. The Company adjusts the estimate of revenue at the earlier of when the amount of consideration the Company expects to receive changes or when the consideration becomes fixed. Accrued customer rebates were $35,234 and $2,674 at April 2, 2022 and April 3, 2021, respectively, and are included within accrued expenses and other current liabilities on the consolidated balance sheets. |
Allowance for Doubtful Accounts
Allowance for Doubtful Accounts | 12 Months Ended |
Apr. 02, 2022 | |
Receivables [Abstract] | |
Allowance for Doubtful Accounts | 4. Allowance for Doubtful Accounts The activity in the allowance for doubtful accounts consists of the following: Fiscal Year Ended Balance at Additions Other* Write-offs Balance at April 2, 2022 $ 1,792 $ 1,436 $ (140 ) $ (351 ) $2,737 April 3, 2021 1,627 480 (86 ) (229 ) 1,792 March 28, 2020 1,430 263 13 (79 ) 1,627 * Foreign currency, price discrepancies, customer returns, disposition and acquisition transactions. |
Inventory
Inventory | 12 Months Ended |
Apr. 02, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory | 5. Inventory Inventories are summarized below: April 2, 2022 April 3, 2021 Raw materials $ 112,651 $ 57,764 Work in process 122,983 86,183 Finished goods 280,506 220,200 $ 516,140 $ 364,147 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Apr. 02, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | 6. Property, Plant and Equipment Property, plant and equipment consist of the following: April 2, April 3, Land $ 24,188 $ 17,658 Buildings and improvements 170,131 90,668 Machinery and equipment 444,719 322,949 639,038 431,275 Less: accumulated depreciation (252,306 ) (223,011 ) $ 386,732 $ 208,264 Depreciation expense was $30,840, $22,527 and $21,808 for the twelve-month periods ended April 2, 2022, April 3, 2021 and March 28, 2020, respectively. Finance Leases For the year ended April 2, 2022, $50,371 of assets included in buildings and improvements and $1,220 of assets included in machinery and equipment were accounted for as finance leases. These finance leases were acquired as part of the Dodge acquisition discussed in Note 8. The Company did not have any finance leases as of April 3, 2021. At April 2, 2022, the Company had accumulated amortization of $1,310 associated with these assets. Amortization expense associated with these finance leases was $1,310 and is included within depreciation expense as mentioned above. |
Leases
Leases | 12 Months Ended |
Apr. 02, 2022 | |
Leases [Abstract] | |
Leases | 7. Leases The Company enters into leases for manufacturing facilities, warehouses, sales offices, information technology equipment, plant equipment, vehicles and certain other equipment with varying end dates from April 2022 to November 2041, including renewal options. The following table represents the impact of leasing on the consolidated balance sheets: Assets: Balance Sheet Classification April 2, 2022 April 3, 2021 Operating lease assets, net Operating lease assets, net $ 44,535 $ 35,664 Finance lease right of use assets, net Property, plant and equipment, net 51,591 — Total leased assets, net $ 96,126 $ 35,664 Liabilities: Current operating lease liabilities Current operating lease liabilities 8,059 5,726 Current finance lease liabilities Accrued expenses and other current liabilities 3,863 — Noncurrent operating lease liabilities Noncurrent operating lease liabilities 36,680 29,982 Noncurrent finance lease liabilities Other noncurrent liabilities 48,049 — Total lease liabilities $ 96,651 $ 35,708 Cash paid included in the measurement of operating lease liabilities was $7,826 and $6,869 for the twelve-month periods ended April 2, 2022 and April 3, 2021, respectively, all of which were included within the operating cash flow section of the consolidated statements of cash flows. Lease assets obtained in exchange for new operating lease liabilities were $11,639 and $1,637 for the twelve-month periods ended April 2, 2022 and April 3, 2021, respectively. Of the $11,639 of operating lease assets obtained for new operating lease liabilities during fiscal 2022, $9,768 were obtained on November 1, 2021 as part of the Dodge acquisition. Lease modifications which resulted in newly obtained lease assets in exchange for new operating lease liabilities were $3,338 for the twelve-month period ended April 2, 2022 and were $11,110 for the twelve-month period ended April 3, 2021. Cash paid included in the measurement of finance lease liabilities was $1,646 for the twelve-month periods ended April 2, 2022 and was included within the financing cash flow section of the consolidated statements of cash flows. Lease assets obtained in exchange for new finance lease liabilities were $52,902 for the twelve- month period ended April 2, 2022, of which, $39,030 were obtained on November 1, 2021 as part of the Dodge acquisition. Lease modifications which resulted in newly obtained lease assets in exchange for new finance lease liabilities were $0 for the twelve-month period ended April 2, 2022. Total operating lease expense was $8,282, $7,647 and $7,079 for the twelve-month periods ended April 2, 2022, April 3, 2021 and March 28, 2020, respectively. Short-term and variable lease expense were immaterial. Total finance lease expense was $1,967 for the twelve-month period ended April 2, 2022, of which, $1,310 was related to amortization expense of finance lease assets and $657 was related to interest expense. Future undiscounted lease payments for the remaining lease terms as of April 2, 2022, including renewal options reasonably certain of being exercised, are as follows: Operating Within one year $ 8,214 One to two years 6,663 Two to three years 5,123 Three to four years 4,521 Four to five years 4,559 Thereafter 24,075 Total future undiscounted lease payments 53,155 Less: imputed interest (8,416 ) Total operating lease liabilities $ 44,739 Finance Within one year $ 3,927 One to two years 3,813 Two to three years 3,905 Three to four years 3,906 Four to five years 4,019 Thereafter 49,316 Total future undiscounted lease payments 68,886 Less: imputed interest (16,974 ) Total finance lease liabilities $ 51,912 The weighted-average remaining lease term on April 2, 2022 for our operating leases is 10.3 years. The weighted-average discount rate on April 2, 2022 for our operating leases is 3.7%. The weighted-average remaining lease term on April 2, 2022 for our finance leases is 17.1 years. The weighted-average discount rate on April 2, 2022 for our finance leases is 3.3%. |
Dodge Acquisition
Dodge Acquisition | 12 Months Ended |
Apr. 02, 2022 | |
Dodge Acquisition [Abstract] | |
Dodge Acquisition | 8. Dodge Acquisition On November 1, 2021, the Company completed the acquisition of Dodge for approximately $2,908,241, net of cash acquired and subject to certain adjustments. The purchase price was paid with (i) $1,285,761 of borrowing under the Term Loan Facility, net of issuance costs, (ii) $1,050,811 of net proceeds from the common stock and MCPS offerings, (iii) $494,200 of net proceeds from the Senior Notes offering, and (iv) approximately $77,469 of cash on hand. In the acquisition, the Company purchased 100% of the capital stock of certain entities, including Dodge Mechanical Power Transmission Company Inc. (now known as Dodge Industrial, Inc.), and certain other assets relating to ABB Asea Brown Boveri Ltd’s mechanical power transmission business. With offices in Greenville, South Carolina, Dodge is a leading manufacturer of mounted bearings, gearings and mechanical products with market-leading brand recognition. Dodge manufactures a complete line of mounted bearings, enclosed gearing and power transmission components across a diverse set of industrial end markets. Dodge primarily operates across the construction and mining aftermarket, and the food & beverage, warehousing and general machinery verticals, with sales predominately in the Americas. When the Company entered into the Dodge acquisition agreement in July 2021, its obligation to pay the purchase price was supported by a $2,800,000 bridge financing commitment (the “Bridge Commitment”), which was replaced prior to the closing of the acquisition by the equity and debt financings described in Notes 15 and 11 and cash on hand. Acquisition costs incurred for the fiscal year ended April 2, 2022 totaled $22,598 and were recorded as period expenses and included within other, net within the consolidated statements of operations. This acquisition was accounted for as a purchase transaction. The preliminary purchase price allocation is subject to change pending a final valuation of the assets and liabilities acquired. The assets acquired and liabilities assumed were recorded based on their fair values at the date of acquisition as follows: November 1, Cash and cash equivalents $ 81,868 Accounts receivable 83,532 Inventory 136,376 Prepaid expenses and other current assets 1,261 s Property, plant and equipment 165,109 Operating lease assets 9,768 Goodwill 1,624,793 Other intangible assets 1,385,082 Other noncurrent assets 3,672 Accounts payable 69,757 Accrued rebates 30,184 Accrued expenses and other current liabilities 46,699 Deferred tax liabilities 299,711 Other noncurrent liabilities 57,001 Net assets acquired 2,990,109 Less cash received 81,868 Net consideration $ 2,908,241 The goodwill associated with this acquisition is the result of expected synergies from combining the operations of the acquired business with the Company’s operations and intangible assets that do not qualify for separate recognition, such as an assembled workforce. $44,952 of the acquired goodwill is deductible for tax purposes. The fair value of the identifiable intangible assets of $1,385,082, consisting primarily of customer relationships and trade names, was determined using the income approach. Specifically, a multi-period, excess earnings method was utilized for the customer relationships and the relief-from-royalty method was utilized for the trade name. The fair value of the customer relationships, $1,185,000, is being amortized based on the economic pattern of benefit over a period of 24 years; the fair value of the trade name, $200,000, is being amortized on a straight-line basis over a 26-year term. These amortization periods represent the estimated useful lives of the assets. The results of operations for Dodge have been included in the Company’s financial statements for the period subsequent to the completion of the acquisition on November 1, 2021. Dodge contributed $291,873 of revenue and $29,260 of operating income for the fiscal year ended April 2, 2022. The following table reflects the unaudited pro forma operating results of the Company for the twelve month periods ended April 2, 2022, April 3, 2021 and March 28, 2020, which gives effect to the acquisition of Dodge as if the Company had been acquired on March 31, 2019. The pro forma results are based on assumptions that the Company believes are reasonable under the circumstances. The pro forma results are not necessarily indicative of the operating results that would have occurred had the acquisitions been effective March 31, 2019, nor are they intended to be indicative of results that may occur in the future. The underlying pro forma information includes the historical financial results of the Company and the acquired business adjusted for certain items such as amortization of acquired intangible assets and acquisition costs incurred. The pro forma information does not include the effects of any synergies, cost reduction initiatives or anticipated integration costs related to the acquisitions. Fiscal Year Ended April 2, April 3, March 28, Net sales $ 1,327,559 $ 1,182,017 $ 1,322,910 Net income $ 123,418 $ 99,438 $ 104,980 Basic net income per share available to common stockholders $ 3.52 $ 2.69 $ 2.92 Diluted net income per share available to common stockholders $ 3.48 $ 2.67 $ 2.89 Upon closing, the Company entered into a transition services agreement (“TSA”) with ABB, pursuant to which ABB agreed to support the information technology, human resources and benefits, finance, tax and treasury functions of the Dodge business for six to twelve months. The Company has the option to extend the support period for up to a maximum of an additional year for certain IT services. RBC has the right to terminate individual services at any point over the renewal term. All services are expected to be terminated by the end of the second quarter of fiscal 2023. Since the purchase of the Dodge business, costs associated with the TSA were $8,003 through April 2, 2022 and were included in other, net on the Company’s consolidated statement of operations. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Apr. 02, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 9. Goodwill and Intangible Assets Goodwill Goodwill balances, by segment, consist of the following: Plain Roller Ball Engineered Products Aerospace/ Defense Industrial Total March 28, 2020 $ 79,597 $ 16,007 $ 5,623 $ 176,549 — — $ 277,776 Acquisition (3) — — — (383 ) — — (383 ) Translation adjustments — — — 143 — — 143 April 3, 2021 $ 79,597 $ 16,007 $ 5,623 $ 176,309 — — $ 277,536 Allocation in the third quarter of fiscal 2022 (1) (79,597 ) (16,007 ) (5,623 ) (176,309 ) 194,124 83,412 — Acquisition (2) — — — — — 1,624,793 1,624,793 Translation adjustments — — — — — (225 ) (225 ) April 2, 2022 — — — — $ 194,124 $ 1,707,980 $ 1,902,104 (1) Represents reallocation of goodwill as a result of our change in segments in the third quarter of fiscal 2022. See Note 18 for further details. (2) Goodwill associated with the acquisition of Dodge discussed further in Note 8. (3) Includes a reduction of goodwill recognized due to opening balance sheet adjustments made during the measurement period of the Company’s acquisition of Vianel Holding AG (“Swiss Tool”) on August 15, 2019. Intangible Assets April 2, 2022 April 3, 2021 Weighted Average Useful Lives Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Product approvals 24 $ 50,878 $ 16,680 $ 50,878 $ 14,691 Customer relationships and lists (1) 24 1,294,577 53,376 109,762 28,253 Trade names (1) 25 216,340 15,073 16,333 10,392 Distributor agreements 5 722 722 722 722 Patents and trademarks 16 12,342 6,607 11,612 6,211 Domain names 10 437 437 437 437 Other (1) 3 9,720 4,887 3,745 2,665 1,585,016 97,782 193,489 63,371 Non-amortizable repair station certifications n/a 24,281 — 24,281 — Total 24 $ 1,609,297 $ 97,782 $ 217,770 $ 63,371 (1) Includes $1,185,000 of customer relationships, $200,000 of trade names and $82 of software intangibles resulting from the Dodge acquisition. Amortization expense for definite-lived intangible assets during fiscal years 2022, 2021 and 2020 was $34,692, $10,217 and $9,612, respectively. Estimated amortization expense for the five succeeding fiscal years and thereafter is as follows: 2023 $ 68,324 2024 68,318 2025 67,854 2026 64,700 2027 63,664 2028 and thereafter 1,154,374 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Apr. 02, 2022 | |
Disclosure Text Block Supplement [Abstract] | |
Accrued Expenses and Other Current Liabilities | 10. Accrued Expenses and Other Current Liabilities The significant components of accrued expenses and other current liabilities are as follows: April 2, April 3, Employee compensation and related benefits $ 34,697 $ 11,846 Taxes 11,706 2,896 Contract liabilities 19,556 16,998 Accrued rebates 35,234 2,674 Workers compensation and insurance 1,144 2,915 Acquisition costs 4,568 — Current finance lease liabilities 3,863 — Accrued preferred stock dividends 4,919 — Interest 10,987 37 Audit fees 599 89 Legal 450 380 Other 17,529 5,729 $ 145,252 $ 43,564 |
Debt
Debt | 12 Months Ended |
Apr. 02, 2022 | |
Debt Disclosure [Abstract] | |
Debt | 11. Debt Domestic Credit Facility On November 1, 2021 RBCA entered into the New Credit Agreement with Wells Fargo as Administrative Agent, Collateral Agent, Swingline Lender and Letter of Credit Issuer and the other lenders party thereto, and terminated the 2015 Credit Agreement. The New Credit Agreement provides the Company with (a) a $1,300,000 term loan facility (the “Term Loan Facility”), which was used to fund a portion of the cash purchase price for the acquisition of Dodge and to pay related fees and expenses, and (b) a $500,000 revolving credit facility (the “Revolving Credit Facility” and together with the Term Loan Facility, the “Facilities”). Debt issuance costs associated with the New Credit Agreement totaled $14,947 and will be amortized over the life of the New Credit Agreement using the effective interest method. When the 2015 Credit Agreement was terminated the Company wrote off $890 of previously unamortized debt issuance costs. Amounts outstanding under the Facilities generally bear interest at either, at the Company’s option, (a) a base rate determined by reference to the higher of (i) Wells Fargo’s prime lending rate, (ii) the federal funds effective rate plus 1/2 of 1.00% and (iii) the one-month LIBOR rate plus 1.00% or (b) the LIBOR rate plus a specified margin, depending on the type of borrowing being made. The applicable margin is based on the Company’s consolidated ratio of total net debt to consolidated EBITDA from time to time. Currently, the Company’s margin is 0.75% for base rate loans and 1.75% for LIBOR rate loans. The Facilities are subject to a “LIBOR” floor of 0.00% and contain “hard-wired” LIBOR replacement provisions as set forth in the New Credit Agreement. We are also required to pay a commitment fee on the unutilized portion of the Revolving Credit Facility as well as letter of credit fees on any amounts secured by the revolver. As of April 2, 2022, the Company’s commitment fee rate is 0.25% and the letter of credit fee rate is 1.75%. The Term Loan Facility and the Revolving Credit Facility will mature on November 2, 2026 (the “Maturity Date”). The Company can elect to prepay some or all of the outstanding balance from time to time without penalty. Commencing one full fiscal quarter after the execution of the New Credit Agreement, the Term Loan Facility will amortize in quarterly installments with the balance payable on the Maturity Date unless otherwise extended in accordance with the terms of the Term Loan Facility. The required future principal payments are approximately $0 for fiscal 2023, $30,000 for fiscal 2024, $97,500 for fiscal 2025, $130,000 for fiscal 2026, and $942,500 for fiscal 2027. The New Credit Agreement requires the Company to comply with various covenants, including the following financial covenants beginning with the test period ending December 31, 2021: (a) a maximum Total Net Leverage Ratio of 5.50:1.00, which maximum Total Net Leverage Ratio shall decrease during certain subsequent test periods as set forth in the New Credit Agreement (provided that, no more than once during the term of the Facilities, such maximum ratio applicable at such time may be increased by the Borrower by 0.50:1.00 for a period of 12 months after the consummation of a material acquisition), and (b) a minimum Interest Coverage Ratio of 2.00:1.00. The New Credit Agreement allows the Company to, among other things, make distributions to shareholders, repurchase its stock, incur other debt or liens, or acquire or dispose of assets provided that the Company complies with certain requirements and limitations of the New Credit Agreement. The Company’s domestic subsidiaries have guaranteed the Company’s obligations under the New Credit Agreement, and the Company’s obligations and the domestic subsidiaries’ guaranty are secured by a pledge of substantially all of the domestic assets of the Company and its domestic subsidiaries. As of April 2, 2022, $1,200,000 was outstanding under the Term Loan Facility and approximately $3,550 of the Revolving Credit Facility was being utilized to provide letters of credit to secure the Company’s obligations relating to certain insurance programs, and the Company had the ability to borrow up to an additional $496,450 under the Revolving Credit Facility. The Term Loan is reported at carrying value on the consolidated balance sheets. Senior Notes On October 7, 2021, RBCA issued $500,000 aggregate principal amount of 4.375% Senior Notes due 2029. The net proceeds from the issuance of the Senior Notes were approximately $491,992 after deducting initial purchasers’ discounts and commissions and offering expenses. On November 1, 2021, the Company used the proceeds to fund a portion of the cash purchase price for the acquisition of Dodge. Debt issuance cost associated with the Senior Notes totaled $8,008 and will be amortized over the life of the Senior Notes using the effective interest method. The Senior Notes were issued pursuant to an indenture, dated as of October 7, 2021 (the “Indenture”), between RBCA and Wilmington Trust, National Association, as trustee. The Indenture contains covenants limiting the ability of the Company to (i) incur additional indebtedness or guarantee indebtedness, (ii) declare or pay dividends, redeem stock or make other distributions to stockholders, (iii) make investments, (iv) create liens or use assets as security in other transactions, (v) merge or consolidate, or sell, transfer, lease or dispose of substantially all of its assets, (vi) enter into transactions with affiliates, and (vii) sell or transfer certain assets. These covenants contain various exceptions, limitations and qualifications. At any time that the Senior Notes are rated investment grade, certain covenants will be suspended. The Senior Notes are guaranteed jointly and severally on a senior unsecured basis by RBC Bearings and certain of RBCA’s existing and future wholly-owned domestic subsidiaries that also guarantee the New Credit Agreement. Interest on the Senior Notes accrues from October 7, 2021 at a rate of 4.375% and will be payable semi–annually in cash in arrears on April 15 and October 15 of each year, commencing April 15, 2022. The Senior Notes will mature on October 15, 2029. The Company may redeem some or all of the Senior Notes at any time on or after October 15, 2024 at the redemption prices set forth in the Indenture, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. The Company may also redeem up to 40% of the Senior Notes using the proceeds of certain equity offerings completed before October 15, 2024, at a redemption price equal to 104.375% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, at any time prior to October 15, 2024, the Company may redeem some or all of the Senior Notes at a price equal to 100% of the principal amount, plus a “make–whole” premium, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Company sells certain of its assets or experiences specific kinds of changes in control, the Company must offer to purchase the Senior Notes. Foreign Term Loan and Revolving Credit Facility On August 15, 2019, one of our foreign subsidiaries, Schaublin, entered into two separate credit agreements (the “Foreign Credit Agreements”) with Credit Suisse (Switzerland) Ltd. to (i) finance the acquisition of Swiss Tool, and (ii) provide future working capital. The Foreign Credit Agreements provided Schaublin with a CHF 15,000 (approximately $15,383) term loan (the “Foreign Term Loan”), which was extinguished in February 2022 and a CHF 15,000 (approximately $15,383) revolving credit facility (the “Foreign Revolver”), which continues in effect until terminated by either Schaublin or Credit Suisse. Debt issuance costs associated with the Foreign Credit Agreements totaled CHF 270 (approximately $277). When the Foreign Term Loan was extinguished, Schaublin wrote off $73 of previously unamortized debt issuance costs. Amounts outstanding under the Foreign Term Loan and the Foreign Revolver generally bear interest at LIBOR plus a specified margin. The applicable margin is based on Schaublin’s ratio of total net debt to consolidated EBITDA at each measurement date. Currently, Schaublin’s margin is 1.00%. The Foreign Credit Agreements require Schaublin to comply with various covenants, which are tested annually on March 31. These covenants include, among other things, a financial covenant to maintain a ratio of consolidated net debt to adjusted EBITDA not greater than 2.50 to 1 as of March 31, 2021 and thereafter. Schaublin is also required to maintain an economic equity of CHF 20,000 at all times. The Foreign Credit Agreements allow Schaublin to, among other things, incur other debt or liens and acquire or dispose of assets provided that Schaublin complies with certain requirements and limitations of the Foreign Credit Agreements. As of April 2, 2022, Schaublin was in compliance with all such covenants. Schaublin’s parent company, Schaublin Holding, has guaranteed Schaublin’s obligations under the Foreign Credit Agreements. Schaublin Holding’s guaranty and the Foreign Credit Agreements are secured by a pledge of the capital stock of Schaublin. In addition, the Foreign Term Loan is secured with pledges of the capital stock of the top company and the three operating companies in the Swiss Tool System group of companies. As of April 2, 2022, the Foreign Term Loan has been paid, with no balance outstanding. There were no amounts outstanding under the Foreign Revolver. Schaublin has the ability to borrow up to an additional $16,202 under the Foreign Revolver as of April 2, 2022. The balances payable under all borrowing facilities are as follows: April 2, April 3, Revolver and term loan facilities $ 1,200,000 $ 11,657 Senior notes 500,000 — Debt issuance cost (20,895 ) (1,216 ) Other 9,236 5,666 Total debt 1,688,341 16,107 Less: current portion 1,543 2,612 Long-term debt $ 1,686,798 $ 13,495 |
Other Noncurrent Liabilities
Other Noncurrent Liabilities | 12 Months Ended |
Apr. 02, 2022 | |
Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract] | |
Other Noncurrent Liabilities | 12. Other Noncurrent Liabilities The significant components of other noncurrent liabilities consist of: April 2, April 3, Other postretirement benefits $ 16,306 $ 7,807 Noncurrent income tax liability 18,054 18,658 Deferred compensation 26,380 25,189 Contract liabilities 10,401 3,754 Noncurrent finance lease liabilities 48,049 — Other 1,219 8 $ 120,409 $ 55,416 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Apr. 02, 2022 | |
Employee Benefit Plans [Abstract] | |
Employee Benefit Plans | 13. Employee Benefit Plans At April 2, 2022, the Company has one consolidated noncontributory defined benefit pension plan covering union employees in its Heim division plant in Fairfield, Connecticut, its Plymouth subsidiary plant in Plymouth, Indiana and former union employees of the Tyson subsidiary in Glasgow, Kentucky and the Nice subsidiary in Kulpsville, Pennsylvania. Plan assets are comprised primarily of equity and fixed income investments. As of April 2, 2022 and April 3, 2021, plan assets were $26,022 and $27,238, respectively. The fair value of the above investments is determined using quoted market prices of identical instruments. Therefore, the valuation inputs within the fair value hierarchy established by ASC 820 are classified as Level 1 of the valuation hierarchy. Benefits under the union plans are not a function of employees’ salaries; thus, the accumulated benefit obligation equals the projected benefit obligation. At April 2, 2022 and April 3, 2021, the projected benefit obligation was $22,838 and $25,380, respectively. The discount rates used in determining the funded status as of April 2, 2022 and April 3, 2021 were 3.30% and 2.70%, respectively. The funded status of the Company’s defined benefit pension plan and the amount recognized in the balance sheet at April 2, 2022 and April 3, 2021 were $3,184 and $1,858, respectively. These overfunded amounts are included within noncurrent assets on the consolidated balance sheets. Net periodic benefit cost for fiscal years 2022, 2021 and 2020 was $42, $529 and $276, respectively. The discount rate used to determine net periodic benefit cost for fiscal years 2022, 2021 and 2020 was 2.70%, 2.80% and 3.50%, respectively. Two of the Company’s foreign operations, Schaublin and Swiss Tool, sponsor pension plans for their approximately 143 and 31 employees, respectively, in conformance with Swiss pension law. The Schaublin plan is funded with an independent semi-autonomous collective provident foundation whereas the Swiss Tool plan is funded with a reputable Swiss insurer. The unfunded liabilities of these plans at April 2, 2022 were $3,073. For fiscal years 2022, 2021 and 2020, net periodic benefit cost for these plans was $1,660, $1,123 and $1,101, respectively. The Company has defined contribution plans under Section 401(k) of the Internal Revenue Code for all of its employees not covered by a collective bargaining agreement. Employer contributions under this plan, ranging from 10%-100% of eligible amounts contributed by employees, amounted to $4,601, $2,162 and $2,212 in fiscal 2022, 2021 and 2020, respectively. The Company maintains a non-qualified Supplemental Executive Retirement Plan (“SERP”) for a select group of senior management employees. When the SERP was initially adopted in 1996, it allowed eligible employees to elect to defer, until termination of their employment, the receipt of up to 25% of their salary. In August 2008, the plan was modified to allow eligible employees to elect to defer up to 75% of their current salary and up to 100% of bonus compensation. As of April 2, 2022 and April 3, 2021, the SERP assets were $29,020 and $27,856, respectively, and are included within other assets on the consolidated balance sheets. As of April 2, 2022 and April 3, 2021, the SERP liabilities were $24,861 and $24,178, respectively, and are included within accrued expenses and other current liabilities and other noncurrent liabilities on the balance sheets. The Company also maintains a similar SERP for employees of the newly acquired Dodge division with SERP assets as of April 2, 2022 of $1,486 and SERP liabilities of $1,519. These amounts are included within the same balance sheet line items as the other SERP maintained by the Company. The Company, for the benefit of employees at its Heim, West Trenton, Plymouth and PIC facilities and former union employees of its Tyson and Nice subsidiaries, sponsors contributory defined benefit health care plans that provide postretirement medical and life insurance benefits to union employees who have attained certain age and/or service requirements while employed by the Company. The plans are unfunded and costs are paid as incurred. Postretirement benefit obligations were $2,291and $2,646 at April 2, 2022 and April 3, 2021, respectively. Of these amounts, $151 and $174 are considered current and are included within accrued expenses and other current liabilities on the consolidated balance sheets as of April 2, 2022 and April 3, 2021, respectively. The remainder of the balances are included in other noncurrent liabilities in the consolidated balance sheets. The Company also maintains a frozen defined benefit heath care plan for employees of the newly acquired Dodge division with postretirement benefit obligations of $10,000, of which, $1,168 was considered current. The amounts are included within the same balance sheet line items as other postretirement health care plans maintained by the Company. |
Income Taxes
Income Taxes | 12 Months Ended |
Apr. 02, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes Income before income taxes for the Company’s domestic and foreign operations is as follows: Fiscal Year Ended April 2, April 3, March 28, Domestic $ 77,773 $ 105,434 $ 148,154 Foreign 9,946 4,625 5,985 Total income before income taxes $ 87,719 $ 110,059 $ 154,139 The provision for income taxes consists of the following: Fiscal Year Ended April 2, April 3, March 28, Current tax expense: Federal $ 18,329 $ 15,171 $ 16,370 State 2,593 1,100 2,578 Foreign 2,933 2,646 2,653 23,855 18,917 21,601 Deferred tax expense: Federal (1,892 ) 336 6,210 State (278 ) 1,210 1,076 Foreign 969 (37 ) (784 ) (1,201 ) 1,509 6,502 Total income taxes $ 22,654 $ 20,426 $ 28,103 An analysis of the difference between the provision for income taxes and the amount computed by applying the U.S. statutory income tax rate to pre-tax income follows: Fiscal Year Ended April 2, April 3, March 28, Income taxes using U.S. federal statutory rate $ 18,421 $ 23,113 $ 32,369 State income taxes, net of federal benefit 1,931 2,083 2,851 Stock-based compensation (2,646 ) (2,056 ) (3,834 ) Foreign rate differential 1,603 1,638 613 Transition tax — — 135 Research and development credits (1,492 ) (1,258 ) (1,737 ) Company-owned life insurance (37 ) (1,173 ) 334 Foreign derived intangible income (FDII) (1,489 ) (1,088 ) (1,569 ) U.S. unrecognized tax positions 2,142 4 (146 ) Acquisition costs 1,654 — — Valuation allowance 2,273 200 147 Other - net 294 (1,037 ) (1,060 ) $ 22,654 $ 20,426 $ 28,103 Net deferred tax assets (liabilities) are comprised of the following: April 2, April 3, Deferred tax assets: Pension and postretirement benefits $ 2,725 $ 1,021 Employee compensation accruals 8,186 7,080 Inventory 14,121 9,269 Operating lease liabilities 8,839 8,527 Finance lease liabilities 7,676 — Stock compensation 3,462 6,132 Tax loss and credit carryforwards 12,121 10,942 State tax 1,377 1,441 Other accrued liabilities 11,422 1,233 Other 2,344 919 Total gross deferred tax assets 72,273 46,564 Valuation allowance (8,655 ) (6,292 ) Total deferred tax assets $ 63,618 $ 40,272 Deferred tax liabilities: Property, plant and equipment $ (42,702 ) $ (20,744 ) Operating lease assets (8,884 ) (8,492 ) Other (2,860 ) (2,657 ) Intangible assets (324,431 ) (25,557 ) Total deferred tax liabilities $ (378,877 ) $ (57,450 ) Total net deferred liabilities $ (315,259 ) $ (17,178 ) The Company evaluates deferred tax assets to ensure that the estimated future taxable income will be sufficient in character (i.e. capital versus ordinary income treatment), amount and timing to result in their recovery. After considering the positive and negative evidence, a valuation allowance has been recorded on foreign tax credits and on certain state and foreign credits and net operating losses as it is more likely than not (i.e. greater than a 50% likelihood) that these items will not be utilized. For the Company’s fiscal year ended April 2, 2022 the valuation allowance increased by $2,363, which primarily pertained to a capital loss carryforward and an increase of U.S. federal and state credits. For the Company’s fiscal year ended April 3, 2021 the valuation allowance increased by $2,042, which pertained to an increase of U.S. federal and state credits. These valuation allowances are required because management has determined, based on financial projections and available tax strategies, that it is unlikely the net operating losses and credits will be utilized before they expire. If events or circumstances change, valuation allowances are adjusted at that time resulting in an income tax benefit or charge. At April 2, 2022, the Company had state net operating loss carryovers in different jurisdictions at varying amounts up to $7,332, which expire at various dates through 2036. At April 2, 2022, the Company had foreign net operating loss carryovers in different jurisdictions at varying amounts up to $3,367 which will expire at various dates through fiscal 2040. At April 2, 2022, the Company had U.S. federal and state credits in different jurisdictions at varying amounts up to $9,359 which will expire at various dates through 2036. At April 2, 2022, the Company had Canadian investment tax credits up to $210 which will expire at various dates through 2037. Under accounting standards (ASC 740) a deferred tax liability is not recorded for the excess of the tax basis over the financial reporting (book) basis of an investment in a foreign subsidiary if the indefinite reinvestment criteria is met. The Tax Cuts and Jobs Act (TCJA) required a mandatory deemed repatriation of certain undistributed earnings of the Company’s foreign subsidiaries as of December 31, 2017, and income taxes were accrued accordingly. If these deemed repatriated earnings were distributed in the form of cash dividends, the Company would not be subject to additional U.S. income taxes, other than tax arising from the movement of foreign exchange rates on previously taxed earnings, but could be subject to foreign income and withholding taxes. A provision has not been made for additional U.S. and foreign taxes at April 2, 2022 on approximately $40,711 of undistributed earnings of foreign subsidiaries or for any additional tax on the deemed repatriated earnings because the Company intends to reinvest these funds indefinitely to support foreign growth opportunities. Due to the inherent complexity of the multinational tax environment in which the company operates, it is not practicable to estimate the unrecognized deferred tax liability on these undistributed earnings. These earnings could become subject to additional tax under certain circumstances including, but not limited to, loans to the Company, or upon sale or pledging of the foreign subsidiary’s stock. Uncertain Tax Positions Unrecognized income tax benefits represent income tax positions taken on income tax returns but not yet recognized in the consolidated financial statements. If recognized, substantially all of the unrecognized tax benefits for the Company’s fiscal years ended April 2, 2022 and April 3, 2021 would affect the effective income tax rate. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: April 2, April 3, March 28, Balance, beginning of year $ 14,617 $ 14,212 $ 13,479 Gross increases (decreases) – tax positions taken during a prior period 415 (166 ) 123 Gross increases – tax positions taken during the current period 3,888 2,016 1,702 Reductions due to lapse of the applicable statute of limitations (1,764 ) (1,445 ) (1,092 ) Balance, end of year $ 17,156 $ 14,617 $ 14,212 The Company recognizes the interest and penalties accrued related to unrecognized tax benefits in income tax expense. The Company recognized expense of $61, $86 and $213 of interest and penalties on its statement of operations for the fiscal years ended April 2, 2022, April 3, 2021 and March 28, 2020, respectively. The Company had approximately $1,431 and $1,492 of accrued interest and penalties at April 2, 2022 and April 3, 2021, respectively. The Company believes it is reasonably possible that some of its unrecognized tax positions may be effectively settled by the end of the Company’s fiscal year ending April 1, 2023 due to the closing of audits and the statute of limitations expiring in various jurisdictions. The decrease, pertaining primarily to federal and state credits and state tax, is estimated to be $1,734. The Company files income tax returns in numerous U.S. and foreign jurisdictions, with returns subject to examination for varying periods, but generally back to and including the year ending March 30, 2019, although certain tax credits generated in earlier years are open under statute from April 2, 2005. The Company is no longer subject to U.S. federal tax examination by the Internal Revenue Service for years ending before March 31, 2019. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Apr. 02, 2022 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | 15. Stockholders’ Equity Preferred Stock We are authorized to issue 10,000,000 shares of preferred stock, $0.01 par value per share, in one or more series and to fix the powers, designations, preferences and relative participating, option or other rights thereof, including dividend rights, conversion rights, voting rights, redemption terms, liquidation preferences and the number of shares constituting any series, without any further vote or action by our stockholders. On September 24, 2021, we completed an offering of 4,600,000 shares of 5.00% Series A Mandatory Convertible Preferred Stock (“MCPS”) in a public offering registered under the Securities Act of 1933, as amended (the “Securities Act”), including 600,000 shares issued pursuant to the full exercise of the option granted to the underwriters of the MCPS offering to purchase additional shares solely to cover over-allotments. The trading symbol for the MCPS is “ROLLP.” The net proceeds from the offering were approximately $445,319 after deducting underwriting discounts and commissions and offering expenses. On November 1, 2021, the Company used the proceeds to fund a portion of the cash purchase price for the acquisition of Dodge. Holders of MCPS are entitled to receive, when, as and if declared by our Board of Directors, or an authorized committee thereof, out of funds legally available for payment, cumulative dividends at the annual rate of 5.00% of the liquidation preference of $100 per share, payable in cash or, subject to certain limitations, by delivery of shares of common stock or any combination of cash and shares of common stock, at our election; provided, however, that any unpaid dividends on the MCPS will continue to accumulate as described in the Certificate of Designations that sets forth the rights, preferences and privileges of the MCPS. The Company made a $7,092 dividend payment on January 15, 2022 and had accrued $4,919 as of April 2, 2022 for dividends to be paid out on April 15, 2022. The MCPS has a liquidation preference of $100 per share plus accrued and unpaid dividends. As of April 2, 2022, the MCPS had an aggregate liquidation preference of $464,919. Subject to certain exceptions, no dividend or distribution will be declared or paid on shares of our common stock, and no common stock will be purchased, redeemed or otherwise acquired for consideration by us or any of our subsidiaries unless, in each case, all accumulated and unpaid dividends for all preceding dividend periods have been declared and paid, or a sufficient amount of cash or number of shares of common stock has been set apart for the payment of such dividends, on all outstanding shares of MCPS. In the event of our voluntary or involuntary liquidation, winding-up or dissolution, no distribution of our assets may be made to holders of our common stock until we have paid holders of MCPS, each of which will be entitled to receive a liquidation preference in the amount of $100 per share plus accumulated and unpaid dividends. Unless earlier converted or redeemed, each share of MCPS will automatically convert, for settlement on or about October 15, 2024, into between 0.4413 and 0.5405 shares of common stock, subject to customary anti-dilution adjustments. The conversion rate that will apply to mandatory conversions will be determined based on the average of the daily volume-weighted average prices over the 20 consecutive trading days beginning on, and including, the 21st scheduled trading day immediately before October 15, 2024. The conversion rate applicable to mandatory conversions may in certain circumstances be increased to compensate holders of the MCPS for certain unpaid accumulated dividends. Common Stock We are authorized to issue 60,000,000 shares of common stock, $0.01 par value per share. Holders of common stock are entitled to one vote per share. Holders of common stock are entitled to receive dividends, if and when declared by our Board of Directors, and to share ratably in our assets legally available for distribution to our stockholders in the event of liquidation after giving effect to any liquidation preference for the benefit of the MCPS or any other preferred stock then outstanding. Holders of common stock have no preemptive, subscription, redemption, or conversion rights. The holders of common stock do not have cumulative voting rights. The holders of a majority of the shares of common stock can elect all of the directors and can control our management and affairs. On September 24, 2021, we completed an offering of 3,450,000 shares of common stock in a public offering registered under the Securities Act at an offering price of $185 per share, including 450,000 shares issued pursuant to the full exercise of the option granted to the underwriters of the offering to purchase additional shares. The net proceeds from the offering were approximately $605,492 after deducting underwriting discounts and commissions and offering expenses. On November 1, 2021, the Company used the proceeds to fund a portion of the cash purchase price for the acquisition of Dodge. Long-Term Equity Incentive Plans 2013 Long-Term Incentive Plan The 2013 Long-Term Incentive Plan provides for grants of stock options, stock appreciation rights, restricted stock and performance awards. The purpose of the Plan is to provide our directors, officers and other employees and persons who engage in services for us with incentives to maximize stockholder value and otherwise contribute to our success and to enable us to attract, retain and reward the best available persons for positions of responsibility. 1,500,000 shares of common stock were authorized for issuance under the Plan, subject to adjustment in the event of a reorganization, stock split, merger or similar change in the Company’s corporate structure or in the outstanding shares of common stock. The Company may grant shares of restricted stock to its employees and directors in the future under the Plan. The Company’s Compensation Committee administers the Plan. The Company’s Board also has the authority to administer the Plan and to take all actions that the Compensation Committee is otherwise authorized to take under the Plan. The terms and conditions of each award made under the Plan, including vesting requirements, is set forth consistent with the Plan in a written agreement with the grantee. 2017 Long-Term Incentive Plan The 2017 Long-Term Incentive Plan provides for grants of stock options, stock appreciation rights, restricted stock and performance awards. Directors, officers and other employees and persons who engage in services for the Company are eligible for grants under the Plan. The purpose of the Plan is to provide these individuals with incentives to maximize stockholder value and otherwise contribute to the Company’s success and to enable the Company to attract, retain and reward the best available persons for positions of responsibility. 1,500,000 shares of common stock were authorized for issuance under the Plan, subject to adjustment in the event of a reorganization, stock split, merger or similar change in the Company’s corporate structure or in the outstanding shares of common stock. The Company may grant shares of restricted stock to its employees and directors in the future under the Plan. The Company’s Compensation Committee administers the Plan. The Company’s Board also has the authority to administer the Plan and to take all actions that the Compensation Committee is otherwise authorized to take under the Plan. The terms and conditions of each award made under the Plan, including vesting requirements, is set forth consistent with the Plan in a written agreement with the grantee. 2021 Long-Term Incentive Plan The 2021 Long-Term Incentive Plan provides for grants of stock options, stock appreciation rights, restricted stock and performance awards. Directors, officers and other employees and persons who engage in services for the Company are eligible for grants under the Plan. The purpose of the Plan is to provide these individuals with incentives to maximize stockholder value and otherwise contribute to the Company’s success and to enable the Company to attract, retain and reward the best available persons for positions of responsibility. 1,500,000 shares of common stock were authorized for issuance under the Plan, subject to adjustment in the event of a reorganization, stock split, merger or similar change in the Company’s corporate structure or in the outstanding shares of common stock. The Company may grant shares of restricted stock to its employees and directors in the future under the Plan. The Company’s Compensation Committee administers the Plan. The Company’s Board also has the authority to administer the Plan and to take all actions that the Compensation Committee is otherwise authorized to take under the Plan. The terms and conditions of each award made under the Plan, including vesting requirements, is set forth consistent with the Plan in a written agreement with the grantee. Stock Options. Restricted Stock. 11,170, 217,479 Stock Appreciation Rights. Performance Awards. Amendment and Termination of the Plans. A summary of the status of the Company’s stock options outstanding as of April 2, 2022 and changes during the year then ended is presented below. All cashless exercises of options and warrants are handled through an independent broker. Number Of Weighted Average Weighted Average Contractual Life (Years) Intrinsic Value Outstanding, April 3, 2021 695,402 $ 124.24 4.4 $ 51,391 Awarded 155,150 197.78 Exercised (149,896 ) 120.24 Forfeitures (4,682 ) 145.20 Expirations (87 ) 128.00 Outstanding, April 2, 2022 695,887 $ 141.36 4.1 $ 38,257 Exercisable, April 2, 2022 230,513 $ 109.17 2.7 $ 19,911 The fair value for the Company’s options was estimated at the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions, which are updated to reflect current expectations of the dividend yield, expected life, risk-free interest rate and using historical volatility to project expected volatility: Fiscal Year Ended April 2, April 3, March 28, Dividend yield 0.00 % 0.00 % 0.00 % Expected weighted-average life (yrs.) 5.0 5.0 5.0 Risk-free interest rate 0.95 % 0.35 % 1.82 % Expected volatility 43.43 % 41.35 % 26.93 % The weighted average fair value per share of options granted was $76.65 in fiscal 2022, $52.78 in fiscal 2021 and $39.34 in fiscal 2020. The Company recorded $5,456 (net of taxes of $1,640) in compensation in fiscal 2022 related to option awards. As of April 2, 2022, there was $19,658 of unrecognized compensation costs related to options which is expected to be recognized over a weighted average period of 3.4 years. The total intrinsic value of options exercised in fiscal 2022, 2021 and 2020 was $11,915, $12,726 and $15,273, respectively. Of the total awards outstanding at April 2, 2022, 687,857 were either fully vested or are expected to vest. These shares have a weighted average exercise price of $141.03, an intrinsic value of $38,033 and a weighted average contractual term of 4.1 years. A summary of the status of the Company’s restricted stock outstanding as of April 2, 2022 and the changes during the year then ended is presented below. Number Of Weighted- Non-vested, April 3, 2021 246,850 $ 140.39 Granted 101,465 198.04 Vested (115,193 ) 132.91 Forfeitures (4,473 ) 142.68 Non-vested, April 2, 2022 228,649 $ 169.69 The weighted average fair value per share of restricted stock awards granted was $198.04 in fiscal 2022, $153.70 in fiscal 2021 and $145.72 in fiscal 2020. The Company recorded $12,939 (net of taxes of $3,890) in compensation in fiscal 2022 related to restricted stock awards. These awards were valued at the fair market value of the Company’s common stock on the date of issuance and are being amortized as expense over the applicable vesting period. The total fair value of restricted stock awards that vested during fiscal 2022, 2021, and 2020 was $22,094, $19,470 and $19,916, respectively. Unrecognized expense for restricted stock was $27,475 at April 2, 2022. This cost is expected to be recognized over a weighted average period of approximately 2.5 years. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Apr. 02, 2022 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 16. Commitments and Contingencies As of April 2, 2022, approximately 6% of the Company’s hourly employees in the U.S. and abroad were represented by labor unions. The Company enters into U.S. government contracts and subcontracts that are subject to audit by the U.S. government. In the opinion of the Company’s management, the results of such audits, if any, are not expected to have a material impact on the cash flows, financial condition or results of operations of the Company. For fiscal 2022, 2021 and 2020, there were no audits by the U.S. government, the results of which, in the opinion of the Company’s management, had a material impact on the cash flows, financial condition or results of operations of the Company. The Company is subject to federal, state and local environmental laws and regulations, including those governing discharges of pollutants into the air and water, the storage, handling and disposal of wastes and the health and safety of employees. The Company also may be liable under the Comprehensive Environmental Response, Compensation, and Liability Act or similar state laws for the costs of investigation and cleanup of contamination at facilities currently or formerly owned or operated by the Company, or at other facilities at which the Company may have disposed of hazardous substances. In connection with such contamination, the Company may also be liable for natural resource damages, U.S. government penalties and claims by third parties for personal injury and property damage. Agencies responsible for enforcing these laws have authority to impose significant civil or criminal penalties for non-compliance. The Company believes it is currently in material compliance with all applicable requirements of environmental laws. The Company does not anticipate material capital expenditures for environmental compliance in fiscal years 2023 or 2024. Investigation and remediation of contamination is ongoing at some of the Company’s sites. In particular, state agencies have been overseeing groundwater monitoring activities at the Company’s facility in Hartsville, South Carolina and a corrective action plan at the Company’s property in Clayton, Georgia. At Hartsville, the Company is monitoring low levels of contaminants in the groundwater caused by former operations. Plans are currently underway to conclude remediation and monitoring activities. In connection with the purchase of the Fairfield, Connecticut facility in 1996, the Company agreed to assume responsibility for completing clean-up efforts previously initiated by the prior owner. The Company submitted data to the state that the Company believes demonstrates that no further remedial action is necessary, although the state may require additional clean-up or monitoring. In connection with the purchase of the Company’s Clayton, Georgia property, the Company agreed to take assignment of the hazardous waste permit covering such facility and to assume certain responsibilities to implement a corrective action plan concerning the remediation of certain soil and groundwater contamination present at that facility. The corrective action plan is ongoing. Although there can be no assurance, the Company does not expect the costs associated with the above sites to be material. From time to time, we are involved in litigation and administrative proceedings which arise in the ordinary course of our business. We do not believe that any litigation or proceeding in which we are currently involved, either individually or in the aggregate, is likely to have a material adverse effect on our business, financial condition, operating results, cash flow or prospects. |
Other, Net
Other, Net | 12 Months Ended |
Apr. 02, 2022 | |
Other Income and Expenses [Abstract] | |
Other, Net | 17. Other, Net Other, net is comprised of the following: Fiscal Year Ended April 2, 2022 April 3, 2021 March 28, 2020 Plant consolidation and restructuring costs $ 1,061 $ 2,862 $ 1,087 Acquisition costs 30,601 — 901 Provision for doubtful accounts 460 480 263 Amortization of intangibles 34,692 10,217 9,612 Loss (gain) on disposal of assets 347 1,314 (1,227 ) Other expense (income) 1,210 1,775 (883 ) $ 68,371 $ 16,648 $ 9,753 |
Reportable Segments
Reportable Segments | 12 Months Ended |
Apr. 02, 2022 | |
Reportable Segments [Abstract] | |
Reportable Segments | 18. Reportable Segments The Company previously reported its financial results under four operating segments: Plain Bearings; Roller Bearings; Ball Bearings; and Engineered Products. During the third quarter of fiscal 2022, the Company completed the acquisition of Dodge, which has resulted in a change in the internal organization of the Company and how its chief operating decision maker makes operating decisions, assesses the performance of the business, and allocates resources. Accordingly, the Company's financial results are now reported in two new reportable operating segments: Aerospace/Defense and Industrial: Aerospace/Defense. Industrial. Financial information for fiscal 2021 and fiscal 2020 have been recast to conform to the new segment presentation. The accounting policies of the reportable segments are the same as those described in Note 2 “Summary of Significant Accounting Policies.” Segment performance is evaluated based on segment net sales and gross margin. Items not allocated to segment operating income include corporate administrative expenses and certain other amounts. Identifiable assets by reportable segment consist of those directly identified with the segment’s operations. Fiscal Year Ended April 2, April 3, March 28, Net External Sales Aerospace/Defense $ 381,468 $ 396,222 $ 507,417 Industrial 561,469 212,762 220,044 $ 942,937 $ 608,984 $ 727,461 Gross Margin Aerospace/Defense $ 155,127 $ 161,190 $ 210,442 Industrial 201,941 72,916 78,661 $ 357,068 $ 234,106 $ 289,103 Selling, General and Administrative Expenses Aerospace/Defense $ 28,997 $ 29,134 $ 36,597 Industrial 58,603 17,982 20,238 Corporate 71,034 58,884 65,730 $ 158,634 $ 106,000 $ 122,565 Operating Income Aerospace/Defense $ 117,858 $ 122,402 $ 165,698 Industrial 107,478 52,911 56,665 Corporate (95,273 ) (63,855 ) (65,578 ) $ 130,063 $ 111,458 $ 156,785 Total Assets Aerospace/Defense $ 776,505 $ 792,280 $ 788,060 Industrial 3,920,957 357,353 390,363 Corporate 147,955 284,627 143,489 $ 4,845,417 $ 1,434,260 $ 1,321,912 Capital Expenditures Aerospace/Defense $ 7,510 $ 8,672 $ 25,993 Industrial 19,312 2,951 11,129 Corporate 2,937 149 175 $ 29,759 $ 11,772 $ 37,297 Depreciation & Amortization Aerospace/Defense $ 19,055 $ 19,855 $ 19,262 Industrial 43,127 9,659 8,948 Corporate 3,350 3,230 3,210 $ 65,532 $ 32,744 $ 31,420 Geographic External Sales Domestic $ 833,409 $ 546,018 $ 651,381 Foreign 109,528 62,966 76,080 $ 942,937 $ 608,984 $ 727,461 Geographic Long-Lived Assets Domestic $ 372,995 $ 188,366 $ 190,215 Foreign 58,272 55,562 58,584 $ 431,267 $ 243,928 $ 248,799 |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Apr. 02, 2022 | |
Accounting Policies [Abstract] | |
General | General The consolidated financial statements include the accounts of RBC Bearings Incorporated, Roller Bearing Company of America, Inc. (“RBCA”) and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company has a fiscal year consisting of 52 or 53 weeks, ending on the Saturday closest to March 31. Based on this policy, fiscal year 2022 contained 52 weeks, fiscal year 2021 contained 53 weeks and fiscal year 2020 contained 52 weeks. The amounts are shown in thousands, unless otherwise indicated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates are used for, but not limited to, the accounting for the allowance for doubtful accounts, valuation of inventories, goodwill and intangible assets, depreciation and amortization, income taxes and tax reserves, purchase price allocation for acquired assets and liabilities, and the valuation of options. |
Revenue Recognition | Revenue Recognition A contract with a customer exists when there is commitment and approval from both parties involved, the rights of the parties are identified, payment terms are defined, the contract has commercial substance, and collectability of consideration is probable. The Company has determined that the contract with the customer is established when the customer purchase order is accepted or acknowledged. Long-term agreements (LTAs) are used by the Company and certain of its customers to reduce their supply uncertainty for a period of time, typically multiple years. While these LTAs define commercial terms including pricing, termination rights and other contractual requirements, they do not represent the contract with the customer for revenue recognition purposes. When the Company accepts or acknowledges the customer purchase order, the type of good or service is defined on a line-by-line basis. Individual performance obligations are established by virtue of the individual line items identified on the sales order acknowledgment at the time of issuance. The majority of the Company’s revenue relates to the sale of goods and contains a single performance obligation for each distinct good. The remainder of the Company’s revenue from customers is generated from services performed. These services include repair and refurbishment work performed on customer-controlled assets as well as design and test work. The performance obligations for these services are also identified on the sales order acknowledgement at the time of issuance on a line-by-line basis. Transaction price reflects the amount of consideration that the Company expects to be entitled to in exchange for transferred goods or services. A contract’s transaction price is allocated to each distinct performance obligation and revenue is recognized as the performance obligation is satisfied. For the majority of our contracts, the Company either provides distinct goods or services. Where both distinct goods and services are provided, we separate the contract into more than one performance obligation (i.e., a good or service is individually listed in a contract or sold individually to a customer). The Company generally sells products and services with observable standalone selling prices. The performance obligations for the majority of RBC’s product sales are satisfied at the point in time in which the products are shipped. The Company has determined that the customer obtains control upon shipment of the product based on the shipping terms (either when it ships from RBC’s dock or when the product arrives at the customer’s dock) and recognizes revenue accordingly. Once a product has shipped, the customer is able to direct the use of, and obtain substantially all of the remaining benefits from, the asset. The Company has determined performance obligations are satisfied over time for customer contracts where RBC provides services to customers and also for a limited number of product sales. RBC has determined revenue recognition over time is appropriate for our service revenue contracts as they create or enhance an asset that the customer controls throughout the duration of the contract. Revenue recognition over time is appropriate for customer contracts with product sales in which the product sold has no alternative use to RBC without significant economic loss and an enforceable right to payment exists, including a normal profit margin from the customer, in the event of contract termination. These types of contracts comprised less than 1% of total sales for the years ended April 2, 2022, April 3, 2021 and March 28, 2020, respectively. For both of these types of contracts, revenue is recognized over time based on the extent of progress towards completion of the performance obligation. The Company utilizes the cost-to-cost measure of progress for over-time revenue recognition contracts as we believe this measure best depicts the transfer of control to the customer, which occurs as we incur costs on contracts. Revenues, including profits, are recorded proportionally as costs are incurred. Costs to fulfill include labor, materials, subcontractors’ costs, and other direct and indirect costs. Contract costs are the incremental costs of obtaining and fulfilling a contract (i.e., costs that would not have been incurred if the contract had not been obtained) to provide goods and services to customers. Contract costs largely consist of design and development costs for molds, dies and other tools that RBC will own and that will be used in producing the products under the supply arrangements. These contract costs are amortized to expense on a systematic and rational basis over a period consistent with the transfer to the customer of the goods or services to which the asset relates. Costs incurred to obtain a contract are primarily related to sales commissions and are expensed as incurred as they are generally not tied to specific customer contracts. These costs are included within selling, general and administrative costs on the consolidated statements of operations. In certain contracts, the Company facilitates shipping and handling activities after control has transferred to the customer. The Company has elected to record all shipping and handling activities as costs to fulfill a contract. In situations where the shipping and handling costs have not been incurred at the time revenue is recognized, the estimated shipping and handling costs are accrued. |
Cash and Cash Equivalents and Marketable Securities | Cash and Cash Equivalents and Marketable Securities The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. The Company maintains its cash accounts with various banks and has not experienced any losses in such accounts. |
Accounts Receivable, Net and Concentration of Credit Risk | Accounts Receivable, Net and Concentration of Credit Risk Accounts receivable include amounts billed and currently due from customers. The amounts due are stated at their estimated net realizable value. The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments. The Company uses an expected credit loss model to estimate the credit losses expected over the life of an exposure (or pool of exposures). The estimate of expected credit losses considers historical information, current information and reasonable and supportable forecasts, including estimates of prepayments. Financial instruments with similar risk characteristics are grouped together when estimating expected credit losses. The Company will write-off accounts receivable after reasonable collection efforts have been made and the accounts are deemed uncollectible. The Company sells to a large number of OEMs and distributors who service the aftermarket. The Company’s credit risk associated with accounts receivable is minimized due to its customer base and wide geographic dispersion. The Company performs ongoing credit evaluations of its customers’ financial condition and generally does not require collateral or charge interest on outstanding amounts. The Company had no concentrations of credit risk with any one customer greater than approximately 15% of accounts receivables at April 2, 2022 and 7% at April 3, 2021. |
Inventory | Inventory Inventories are stated at the lower of cost or net realizable value. Cost is determined by the first-in, first-out method. The Company accounts for inventory under a full absorption method, and records adjustments to the value of inventory based upon past sales history and forecasted plans to sell our inventories. The physical condition, including age and quality, of the inventories is also considered in establishing its valuation. These adjustments are estimates, which could vary significantly, either favorably or unfavorably, from actual requirements if future economic conditions, customer inventory levels or competitive conditions differ from our expectations. |
Contract Assets (Unbilled Receivables) | Contract Assets (Unbilled Receivables) Pursuant to the over-time revenue recognition model, revenue may be recognized prior to the customer being invoiced. An unbilled receivable is recorded to reflect revenue that is recognized when (1) the cost-to-cost method is applied and (2) such revenue exceeds the amount invoiced to the customer. Contract assets are included within prepaid expenses and other current assets or other assets on the consolidated balance sheets. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are recorded at cost. Depreciation and amortization of property, plant and equipment, is provided for by the straight-line method over the estimated useful lives of the respective assets. Depreciation of assets is reported within depreciation and amortization. Expenditures for normal maintenance and repairs are charged to expense as incurred. The estimated useful lives of the Company’s property, plant and equipment are as follows: Buildings and improvements 20-30 years Machinery and equipment 3-15 years Leasehold improvements Shorter of the term of lease or estimated useful life |
Leases | Leases The Company adopted ASC 842, Leases, on March 31, 2019. The Company has elected not to apply the recognition requirements to short-term leases, and recognizes lease payments in the income statement on a straight-line basis over the lease term and variable payments in the period in which the obligation for those payments is incurred. The Company has elected the following practical expedients (which must be elected as a package and applied consistently to all leases): an entity need not reassess whether any expired or existing contracts are or contain leases; an entity need not reassess the lease classification for any expired or existing leases; and an entity need not reassess initial direct costs for any existing leases. The Company has also elected the practical expedient that permits the inclusion of lease and nonlease components as a single component and accounts for it as a lease; this election has been made for all asset classes. We also elected the hindsight practical expedient to determine the reasonably certain lease term for existing leases, which resulted in the extension of lease terms for certain existing leases. The Company determines if an arrangement is a lease at contract inception. For leases where the Company is the lessee, it recognizes lease assets and related lease liabilities at the lease commencement date based on the present value of lease payments over the lease term. The lease term is the noncancellable period for which a lessee has the right to use an underlying asset, including periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option and periods covered by an option to terminate the lease if the lessee is reasonably certain not to exercise that option. For renewal options, the Company performs an assessment at commencement if it is reasonably likely to exercise the option. The assessment is based on the Company’s intentions, past practices, estimates and factors that create an economic incentive for the Company. Generally, the Company is not reasonably certain to exercise the renewal option in a lease contract, with the exception of some of our leased manufacturing facilities. While some of the Company’s leases include options allowing early termination of the lease, the Company historically has not terminated its lease agreements early unless there is an economic, financial or business reason to do so; therefore, the Company does not typically consider the termination option in its lease term at commencement. Most of the Company’s leases do not provide an implicit interest rate. As a result, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense while the expense for finance leases is recognized as depreciation expense and interest expense using the accelerated interest method of recognition. Subsequent to the initial measurement, the right-of-use asset for a finance lease is equivalent to the initial measurement less accumulated amortization and any accumulated impairment losses. Generally, amortization of finance leases is recorded to cost of sales or selling, general and administrative expenses on a straight-line basis over the lease term. |
Goodwill and Indefinite-Lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets Goodwill (representing the excess of the amount paid to acquire a company over the estimated fair value of the net assets acquired) and indefinite-lived intangible assets are not amortized but instead are tested for impairment annually, or when events or circumstances indicate that the carrying value of such asset may not be recoverable. Separate tests are performed for goodwill and indefinite lived intangible assets. We completed a quantitative test of impairment on the indefinite lived intangible assets in February 2022 with no impairment noted in the current year. In addition, we also completed a quantitative test of impairment on goodwill as of November 1, 2021 in connection with the allocation of existing goodwill amongst our newly defined business reporting segments. No impairment was noted as a result of that interim impairment test. The determination of any goodwill impairment is made at the reporting unit level. The Company determines the fair value of a reporting unit and compares it to its carrying amount. If the carrying amount of the reporting unit exceeds its fair value, an impairment loss is recognized for any amount by which the carrying amount exceeds the reporting unit's fair value up to the value of goodwill. The Company applies the income approach (discounted cash flow method) in testing goodwill for impairment. The key assumptions used in the discounted cash flow method used to estimate fair value include discount rates, revenue growth rates, terminal growth rates and cash flow projections. Discount rates, revenue growth rates and cash flow projections are the most sensitive and susceptible to change as they require significant management judgment. Discount rates are determined by using a weighted average cost of capital (“WACC”). The WACC considers market and industry data as well as Company-specific risk factors for each reporting unit in determining the appropriate discount rate to be used. The discount rate utilized for each reporting unit for our fiscal 2022 test was 9.5% and is indicative of the return an investor would expect to receive for investing in such a business. Terminal growth rate determination follows common methodology of capturing the present value of perpetual cash flow estimates beyond the last projected period assuming a constant WACC and long-term growth rates. The terminal growth rate used for our fiscal 2022 test was 2.5%. The Company has determined that, to date, no impairment of goodwill exists and fair value of the reporting units exceeded the carrying value in total by approximately 53.9%. The fair value of the reporting units exceeds the carrying value by a minimum of 24.9% at each of the two reporting units. |
Contract Liabilities (Deferred Revenue) | Contract Liabilities (Deferred Revenue) The Company may receive a customer advance or deposit, or have an unconditional right to receive a customer advance, prior to revenue being recognized. Since the performance obligations related to such advances may not have been satisfied, a contract liability is established. Contract liabilities are included within accrued expenses and other current liabilities or other noncurrent liabilities on the consolidated balance sheets until the respective revenue is recognized. Advance payments are not considered a significant financing component as the timing of the transfer of the related goods or services is at the discretion of the customer. |
Income Taxes | Income Taxes The Company accounts for income taxes using the liability method, which requires it to recognize a current tax liability or asset for current taxes payable or refundable and a deferred tax liability or asset for the estimated future tax effects of temporary differences between the financial statement and tax reporting bases of assets and liabilities to the extent that they are realizable. Deferred tax expense (benefit) results from the net change in deferred tax assets and liabilities during the year. A valuation allowance is recorded to reduce deferred tax assets to the amount that is more likely than not to be realized. The Company is exposed to certain tax contingencies in the ordinary course of business and records those tax liabilities in accordance with the guidance for accounting for uncertain tax positions. Temporary differences relate primarily to the timing of deductions for depreciation, stock-based compensation, goodwill amortization relating to the acquisition of operating divisions, basis differences arising from acquisition accounting, pension and retirement benefits, and various accrued and prepaid expenses. Deferred tax assets and liabilities are recorded at the rates expected to be in effect when the temporary differences are expected to reverse. |
Net Income Per Common Share Available to Common Stockholders | Net Income Per Common Share Available to Common Stockholders Basic net income per share available to common stockholders is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding. Diluted net income per share available to common stockholders is computed by dividing net income available to common stockholders by the sum of the weighted-average number of common shares and dilutive common share equivalents then outstanding using the treasury stock method. Common share equivalents consist of the incremental common shares issuable upon the exercise of stock options and the conversion of MCPS to common shares. We exclude outstanding stock options, stock awards and the MCPS from the calculations if the effect would be anti-dilutive. The dilutive effect of the MCPS is calculated using the if-converted method. The if-converted method assumes that these securities were converted to shares of common stock at the later of the September 24, 2021 issuance date or the beginning of the reporting period to the extent that the effect is dilutive. If the effect is anti-dilutive, we calculate net income per share available to common stockholders by adjusting net income in the numerator for the effect of the cumulative MCPS dividends for the respective period. For the twelve months ended April 2, 2022, the effect of assuming the conversion of the 4,600,000 shares of MCPS into shares of common stock was anti-dilutive, and therefore excluded from the calculation of diluted earnings per share available to common stockholders. Accordingly, net income was reduced by cumulative MCPS dividends, as presented in our consolidated statement of operations, for purposes of calculating net income available to common stockholders. For the twelve months ended April 2, 2022, 179,289 employee stock options and 325 restricted shares were excluded from the calculation of diluted earnings per share available to common stockholders. For the twelve months ended April 3, 2021, 457,324 employee stock options and 35,780 restricted shares have been excluded from the calculation of diluted earnings per share available to common stockholders. At March 28, 2020, 350,540 employee stock options and 1,350 restricted shares have been excluded from the calculation of diluted earnings per share available to common stockholders. The inclusion of these employee stock options and restricted shares would have been anti-dilutive. The table below reflects the calculation of weighted-average shares outstanding for each period presented as well as the computation of basic and diluted net income per share available to common stockholders. Fiscal Year Ended April 2, April 3, March 28, Net income $ 65,065 $ 89,633 $ 126,036 Preferred stock dividends 12,011 — — Net income available to common stockholders $ 53,054 $ 89,633 $ 126,036 Denominator: Denominator for basic net income per share available to common stockholders — weighted-average shares outstanding 26,946,355 24,851,344 24,632,637 Effect of dilution due to employee stock awards 267,877 197,107 289,994 Denominator for diluted net income per share available to common stockholders — weighted-average shares outstanding 27,214,232 25,048,451 24,922,631 Basic net income per share available to common stockholders $ 1.97 $ 3.61 $ 5.12 Diluted net income per share available to common stockholders $ 1.95 $ 3.58 $ 5.06 |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company assesses the net realizable value of its long-lived assets and evaluates such assets for impairment whenever indicators of impairment are present. For amortizable long-lived assets to be held and used, if indicators of impairment are present, management determines whether the sum of the estimated undiscounted future cash flows is less than the carrying amount. The amount of asset impairment, if any, is based on the excess of the carrying amount over its fair value, which is estimated based on projected discounted future operating cash flows using a discount rate reflecting the Company’s average cost of funds. To date, no indicators of impairment exist other than those resulting in the restructuring charges already recorded. Long-lived assets to be disposed of by sale or other means are reported at the lower of carrying amount or fair value, less costs to sell. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions Assets and liabilities of the Company’s foreign operations are translated into U.S. dollars using the exchange rate in effect at the balance sheet date. Results of operations are translated using the average exchange rate prevailing throughout the period. The effects of exchange rate fluctuations on translating foreign currency assets and liabilities into U.S. dollars are included in accumulated other comprehensive income (loss), while gains and losses resulting from foreign currency transactions are included in other non-operating expense (income). |
Fair Value of Measurements | Fair Value of Measurements 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 (exit price). Inputs used to measure fair value are within a hierarchy consisting of three levels. Level 1 inputs represent unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 inputs represent unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3 inputs represent unobservable inputs for the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The carrying amounts reported in the balance sheet for cash and cash equivalents, short-term investments, accounts receivable, prepaids and other current assets, and accounts payable and accruals, and other current liabilities approximate their fair value due to their short-term nature. The carrying amounts of the Company’s borrowings under the Revolver, the Term Loan, Foreign Revolver and Foreign Term Loan approximate fair value, as these obligations have interest rates which vary in conjunction with current market conditions. The carrying value of the mortgage on our Schaublin building approximates fair value as the rates since entering into the mortgage in fiscal 2013 have not significantly changed. All borrowings have been classified as Level 2 in the valuation hierarchy. The Senior Notes are reported at carrying value on the consolidated balance sheets. The fair value of the Senior Notes as of April 2, 2022 was $463,750 and was computed based on quoted market prices (observable inputs). The Senior Notes are classified within Level 2 of the fair value hierarchy. |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) The components of comprehensive income (loss) that relate to the Company are net income, foreign currency translation adjustments and pension plan and postretirement benefits, all of which are presented in the consolidated statements of stockholders’ equity and comprehensive income (loss). The following summarizes the activity within each component of accumulated other comprehensive income (loss), net of taxes: Currency Pension and Postretirement Total Balance at April 3, 2021 $ 445 $ (10,854 ) $ (10,409 ) Other comprehensive income before reclassifications 415 — 415 Amounts recorded in/ reclassified from accumulated other comprehensive loss — 4,194 4,194 Net current period other comprehensive income 415 4,194 4,609 Balance at April 2, 2022 $ 860 $ (6,660 ) $ (5,800 ) |
Share-Based Compensation | Share-Based Compensation The Company recognizes compensation cost relating to all share-based payment transactions in the financial statements based upon the grant-date fair value of the instruments issued over the requisite service period. The fair value of each option grant was estimated on the date of grant using the Black-Scholes pricing model. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recent Accounting Standards Adopted In December 2019, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 840) Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. Recent Accounting Standards Yet to Be Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform Facilitation of the Effects of Reference Rate Reform on Financial Reporting Other new pronouncements issued but not effective until after April 2, 2022 are not expected to have a material impact on our financial position, results of operations or liquidity. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful lives | Buildings and improvements 20-30 years Machinery and equipment 3-15 years Leasehold improvements Shorter of the term of lease or estimated useful life |
Schedule of basic and diluted net income per common share | Fiscal Year Ended April 2, April 3, March 28, Net income $ 65,065 $ 89,633 $ 126,036 Preferred stock dividends 12,011 — — Net income available to common stockholders $ 53,054 $ 89,633 $ 126,036 Denominator: Denominator for basic net income per share available to common stockholders — weighted-average shares outstanding 26,946,355 24,851,344 24,632,637 Effect of dilution due to employee stock awards 267,877 197,107 289,994 Denominator for diluted net income per share available to common stockholders — weighted-average shares outstanding 27,214,232 25,048,451 24,922,631 Basic net income per share available to common stockholders $ 1.97 $ 3.61 $ 5.12 Diluted net income per share available to common stockholders $ 1.95 $ 3.58 $ 5.06 |
Schedule of accumulated other comprehensive income (loss) | Currency Pension and Postretirement Total Balance at April 3, 2021 $ 445 $ (10,854 ) $ (10,409 ) Other comprehensive income before reclassifications 415 — 415 Amounts recorded in/ reclassified from accumulated other comprehensive loss — 4,194 4,194 Net current period other comprehensive income 415 4,194 4,609 Balance at April 2, 2022 $ 860 $ (6,660 ) $ (5,800 ) |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregates total revenue by reportable segments | Fiscal Year Ended April 2, April 3, March 28, Aerospace/Defense $ 381,468 $ 396,222 $ 507,417 Industrial 561,469 212,762 220,044 $ 942,937 $ 608,984 $ 727,461 |
Schedule of disaggregates total revenue by geographic origin | Fiscal Year Ended April 2, April 3, March 28, United States $ 833,409 $ 546,018 $ 651,381 International 109,528 62,966 76,080 $ 942,937 $ 608,984 $ 727,461 |
Schedule of percentage of revenue recognized for performance obligations satisfied over time versus the amount of revenue recognized | Fiscal Year Ended April 2, April 3, March 28, Point-in-time 97 % 96 % 95 % Over time 3 % 4 % 5 % 100 % 100 % 100 % |
Allowance for Doubtful Accoun_2
Allowance for Doubtful Accounts (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Receivables [Abstract] | |
Schedule of allowance for doubtful accounts | Fiscal Year Ended Balance at Additions Other* Write-offs Balance at April 2, 2022 $ 1,792 $ 1,436 $ (140 ) $ (351 ) $2,737 April 3, 2021 1,627 480 (86 ) (229 ) 1,792 March 28, 2020 1,430 263 13 (79 ) 1,627 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | April 2, 2022 April 3, 2021 Raw materials $ 112,651 $ 57,764 Work in process 122,983 86,183 Finished goods 280,506 220,200 $ 516,140 $ 364,147 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | April 2, April 3, Land $ 24,188 $ 17,658 Buildings and improvements 170,131 90,668 Machinery and equipment 444,719 322,949 639,038 431,275 Less: accumulated depreciation (252,306 ) (223,011 ) $ 386,732 $ 208,264 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Leases [Abstract] | |
Schedule of impact of leasing on the consolidated balance sheets | Assets: Balance Sheet Classification April 2, 2022 April 3, 2021 Operating lease assets, net Operating lease assets, net $ 44,535 $ 35,664 Finance lease right of use assets, net Property, plant and equipment, net 51,591 — Total leased assets, net $ 96,126 $ 35,664 Liabilities: Current operating lease liabilities Current operating lease liabilities 8,059 5,726 Current finance lease liabilities Accrued expenses and other current liabilities 3,863 — Noncurrent operating lease liabilities Noncurrent operating lease liabilities 36,680 29,982 Noncurrent finance lease liabilities Other noncurrent liabilities 48,049 — Total lease liabilities $ 96,651 $ 35,708 |
Schedule of future undiscounted lease payments for the remaining lease terms of operating lease | Operating Within one year $ 8,214 One to two years 6,663 Two to three years 5,123 Three to four years 4,521 Four to five years 4,559 Thereafter 24,075 Total future undiscounted lease payments 53,155 Less: imputed interest (8,416 ) Total operating lease liabilities $ 44,739 |
Schedule of future undiscounted lease payments for the remaining lease terms of finance lease | Finance Within one year $ 3,927 One to two years 3,813 Two to three years 3,905 Three to four years 3,906 Four to five years 4,019 Thereafter 49,316 Total future undiscounted lease payments 68,886 Less: imputed interest (16,974 ) Total finance lease liabilities $ 51,912 |
Dodge Acquisition (Tables)
Dodge Acquisition (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Dodge Acquisition [Abstract] | |
Schedule of assets acquired and liabilities assumed were recorded based on their fair values at the date of acquisition | November 1, Cash and cash equivalents $ 81,868 Accounts receivable 83,532 Inventory 136,376 Prepaid expenses and other current assets 1,261 s Property, plant and equipment 165,109 Operating lease assets 9,768 Goodwill 1,624,793 Other intangible assets 1,385,082 Other noncurrent assets 3,672 Accounts payable 69,757 Accrued rebates 30,184 Accrued expenses and other current liabilities 46,699 Deferred tax liabilities 299,711 Other noncurrent liabilities 57,001 Net assets acquired 2,990,109 Less cash received 81,868 Net consideration $ 2,908,241 |
Schedule of cost reduction initiatives or anticipated integration costs related to the acquisitions | Fiscal Year Ended April 2, April 3, March 28, Net sales $ 1,327,559 $ 1,182,017 $ 1,322,910 Net income $ 123,418 $ 99,438 $ 104,980 Basic net income per share available to common stockholders $ 3.52 $ 2.69 $ 2.92 Diluted net income per share available to common stockholders $ 3.48 $ 2.67 $ 2.89 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill balances, by segment | Plain Roller Ball Engineered Products Aerospace/ Defense Industrial Total March 28, 2020 $ 79,597 $ 16,007 $ 5,623 $ 176,549 — — $ 277,776 Acquisition (3) — — — (383 ) — — (383 ) Translation adjustments — — — 143 — — 143 April 3, 2021 $ 79,597 $ 16,007 $ 5,623 $ 176,309 — — $ 277,536 Allocation in the third quarter of fiscal 2022 (1) (79,597 ) (16,007 ) (5,623 ) (176,309 ) 194,124 83,412 — Acquisition (2) — — — — — 1,624,793 1,624,793 Translation adjustments — — — — — (225 ) (225 ) April 2, 2022 — — — — $ 194,124 $ 1,707,980 $ 1,902,104 |
Schedule of intangible assets | April 2, 2022 April 3, 2021 Weighted Average Useful Lives Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Product approvals 24 $ 50,878 $ 16,680 $ 50,878 $ 14,691 Customer relationships and lists (1) 24 1,294,577 53,376 109,762 28,253 Trade names (1) 25 216,340 15,073 16,333 10,392 Distributor agreements 5 722 722 722 722 Patents and trademarks 16 12,342 6,607 11,612 6,211 Domain names 10 437 437 437 437 Other (1) 3 9,720 4,887 3,745 2,665 1,585,016 97,782 193,489 63,371 Non-amortizable repair station certifications n/a 24,281 — 24,281 — Total 24 $ 1,609,297 $ 97,782 $ 217,770 $ 63,371 |
Schedule of estimated amortization expense | 2023 $ 68,324 2024 68,318 2025 67,854 2026 64,700 2027 63,664 2028 and thereafter 1,154,374 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Disclosure Text Block Supplement [Abstract] | |
Schedule of accrued expenses and other current liabilities | April 2, April 3, Employee compensation and related benefits $ 34,697 $ 11,846 Taxes 11,706 2,896 Contract liabilities 19,556 16,998 Accrued rebates 35,234 2,674 Workers compensation and insurance 1,144 2,915 Acquisition costs 4,568 — Current finance lease liabilities 3,863 — Accrued preferred stock dividends 4,919 — Interest 10,987 37 Audit fees 599 89 Legal 450 380 Other 17,529 5,729 $ 145,252 $ 43,564 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of balances payable under all borrowing facilities | April 2, April 3, Revolver and term loan facilities $ 1,200,000 $ 11,657 Senior notes 500,000 — Debt issuance cost (20,895 ) (1,216 ) Other 9,236 5,666 Total debt 1,688,341 16,107 Less: current portion 1,543 2,612 Long-term debt $ 1,686,798 $ 13,495 |
Other Noncurrent Liabilities (T
Other Noncurrent Liabilities (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract] | |
Schedule of other noncurrent liabilities | April 2, April 3, Other postretirement benefits $ 16,306 $ 7,807 Noncurrent income tax liability 18,054 18,658 Deferred compensation 26,380 25,189 Contract liabilities 10,401 3,754 Noncurrent finance lease liabilities 48,049 — Other 1,219 8 $ 120,409 $ 55,416 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of income before income taxes for the Company’s domestic and foreign operations | Fiscal Year Ended April 2, April 3, March 28, Domestic $ 77,773 $ 105,434 $ 148,154 Foreign 9,946 4,625 5,985 Total income before income taxes $ 87,719 $ 110,059 $ 154,139 |
Schedule of provision for income taxes | Fiscal Year Ended April 2, April 3, March 28, Current tax expense: Federal $ 18,329 $ 15,171 $ 16,370 State 2,593 1,100 2,578 Foreign 2,933 2,646 2,653 23,855 18,917 21,601 Deferred tax expense: Federal (1,892 ) 336 6,210 State (278 ) 1,210 1,076 Foreign 969 (37 ) (784 ) (1,201 ) 1,509 6,502 Total income taxes $ 22,654 $ 20,426 $ 28,103 |
Schedule of provision for income taxes and amount computed by applying the U.S. statutory income tax rate to pre-tax income | Fiscal Year Ended April 2, April 3, March 28, Income taxes using U.S. federal statutory rate $ 18,421 $ 23,113 $ 32,369 State income taxes, net of federal benefit 1,931 2,083 2,851 Stock-based compensation (2,646 ) (2,056 ) (3,834 ) Foreign rate differential 1,603 1,638 613 Transition tax — — 135 Research and development credits (1,492 ) (1,258 ) (1,737 ) Company-owned life insurance (37 ) (1,173 ) 334 Foreign derived intangible income (FDII) (1,489 ) (1,088 ) (1,569 ) U.S. unrecognized tax positions 2,142 4 (146 ) Acquisition costs 1,654 — — Valuation allowance 2,273 200 147 Other - net 294 (1,037 ) (1,060 ) $ 22,654 $ 20,426 $ 28,103 |
Schedule of net deferred tax assets (liabilities) | April 2, April 3, Deferred tax assets: Pension and postretirement benefits $ 2,725 $ 1,021 Employee compensation accruals 8,186 7,080 Inventory 14,121 9,269 Operating lease liabilities 8,839 8,527 Finance lease liabilities 7,676 — Stock compensation 3,462 6,132 Tax loss and credit carryforwards 12,121 10,942 State tax 1,377 1,441 Other accrued liabilities 11,422 1,233 Other 2,344 919 Total gross deferred tax assets 72,273 46,564 Valuation allowance (8,655 ) (6,292 ) Total deferred tax assets $ 63,618 $ 40,272 Deferred tax liabilities: Property, plant and equipment $ (42,702 ) $ (20,744 ) Operating lease assets (8,884 ) (8,492 ) Other (2,860 ) (2,657 ) Intangible assets (324,431 ) (25,557 ) Total deferred tax liabilities $ (378,877 ) $ (57,450 ) Total net deferred liabilities $ (315,259 ) $ (17,178 ) |
Schedule of unrecognized tax benefits | April 2, April 3, March 28, Balance, beginning of year $ 14,617 $ 14,212 $ 13,479 Gross increases (decreases) – tax positions taken during a prior period 415 (166 ) 123 Gross increases – tax positions taken during the current period 3,888 2,016 1,702 Reductions due to lapse of the applicable statute of limitations (1,764 ) (1,445 ) (1,092 ) Balance, end of year $ 17,156 $ 14,617 $ 14,212 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Stockholders' Equity Note [Abstract] | |
Schedule of stock options outstanding | Number Of Weighted Average Weighted Average Contractual Life (Years) Intrinsic Value Outstanding, April 3, 2021 695,402 $ 124.24 4.4 $ 51,391 Awarded 155,150 197.78 Exercised (149,896 ) 120.24 Forfeitures (4,682 ) 145.20 Expirations (87 ) 128.00 Outstanding, April 2, 2022 695,887 $ 141.36 4.1 $ 38,257 Exercisable, April 2, 2022 230,513 $ 109.17 2.7 $ 19,911 |
Schedule of options was estimated at the date of grant using the Black-Scholes | Fiscal Year Ended April 2, April 3, March 28, Dividend yield 0.00 % 0.00 % 0.00 % Expected weighted-average life (yrs.) 5.0 5.0 5.0 Risk-free interest rate 0.95 % 0.35 % 1.82 % Expected volatility 43.43 % 41.35 % 26.93 % |
Schedule of restricted stock outstanding | Number Of Weighted- Non-vested, April 3, 2021 246,850 $ 140.39 Granted 101,465 198.04 Vested (115,193 ) 132.91 Forfeitures (4,473 ) 142.68 Non-vested, April 2, 2022 228,649 $ 169.69 |
Other, Net (Tables)
Other, Net (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Other Income and Expenses [Abstract] | |
Schedule of other, net | Fiscal Year Ended April 2, 2022 April 3, 2021 March 28, 2020 Plant consolidation and restructuring costs $ 1,061 $ 2,862 $ 1,087 Acquisition costs 30,601 — 901 Provision for doubtful accounts 460 480 263 Amortization of intangibles 34,692 10,217 9,612 Loss (gain) on disposal of assets 347 1,314 (1,227 ) Other expense (income) 1,210 1,775 (883 ) $ 68,371 $ 16,648 $ 9,753 |
Reportable Segments (Tables)
Reportable Segments (Tables) | 12 Months Ended |
Apr. 02, 2022 | |
Reportable Segments [Abstract] | |
Schedule of segment information | Fiscal Year Ended April 2, April 3, March 28, Net External Sales Aerospace/Defense $ 381,468 $ 396,222 $ 507,417 Industrial 561,469 212,762 220,044 $ 942,937 $ 608,984 $ 727,461 Gross Margin Aerospace/Defense $ 155,127 $ 161,190 $ 210,442 Industrial 201,941 72,916 78,661 $ 357,068 $ 234,106 $ 289,103 Selling, General and Administrative Expenses Aerospace/Defense $ 28,997 $ 29,134 $ 36,597 Industrial 58,603 17,982 20,238 Corporate 71,034 58,884 65,730 $ 158,634 $ 106,000 $ 122,565 Operating Income Aerospace/Defense $ 117,858 $ 122,402 $ 165,698 Industrial 107,478 52,911 56,665 Corporate (95,273 ) (63,855 ) (65,578 ) $ 130,063 $ 111,458 $ 156,785 Total Assets Aerospace/Defense $ 776,505 $ 792,280 $ 788,060 Industrial 3,920,957 357,353 390,363 Corporate 147,955 284,627 143,489 $ 4,845,417 $ 1,434,260 $ 1,321,912 Capital Expenditures Aerospace/Defense $ 7,510 $ 8,672 $ 25,993 Industrial 19,312 2,951 11,129 Corporate 2,937 149 175 $ 29,759 $ 11,772 $ 37,297 Depreciation & Amortization Aerospace/Defense $ 19,055 $ 19,855 $ 19,262 Industrial 43,127 9,659 8,948 Corporate 3,350 3,230 3,210 $ 65,532 $ 32,744 $ 31,420 Geographic External Sales Domestic $ 833,409 $ 546,018 $ 651,381 Foreign 109,528 62,966 76,080 $ 942,937 $ 608,984 $ 727,461 Geographic Long-Lived Assets Domestic $ 372,995 $ 188,366 $ 190,215 Foreign 58,272 55,562 58,584 $ 431,267 $ 243,928 $ 248,799 |
Organization and Business (Deta
Organization and Business (Details) | 12 Months Ended |
Apr. 02, 2022 | |
Accounting Policies [Abstract] | |
Current number of reportable segments | 2 |
Concentration credit risk, description | No one customer accounted for more than 11% of the Company’s net sales in fiscal 2022, 7% of net sales in fiscal 2021 and 9% of net sales in fiscal 2020. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Summary of Significant Accounting Policies (Details) [Line Items] | |||
Percentage on types of contracts | 1.00% | 1.00% | 1.00% |
Goodwill and indefinite-lived intangible assets, description | The discount rate utilized for each reporting unit for our fiscal 2022 test was 9.5% and is indicative of the return an investor would expect to receive for investing in such a business. Terminal growth rate determination follows common methodology of capturing the present value of perpetual cash flow estimates beyond the last projected period assuming a constant WACC and long-term growth rates. The terminal growth rate used for our fiscal 2022 test was 2.5%. The Company has determined that, to date, no impairment of goodwill exists and fair value of the reporting units exceeded the carrying value in total by approximately 53.9%. The fair value of the reporting units exceeds the carrying value by a minimum of 24.9% at each of the two reporting units. | ||
Series A Mandatory convertible preferred stock | 5.00% | ||
Common Stock [Member] | |||
Summary of Significant Accounting Policies (Details) [Line Items] | |||
Conversion share | 4,600,000 | ||
Employee Stock [Member] | |||
Summary of Significant Accounting Policies (Details) [Line Items] | |||
Number of shares excluded | 179,289 | 457,324 | 350,540 |
Senior Notes [Member] | |||
Summary of Significant Accounting Policies (Details) [Line Items] | |||
Fair value of the senior notes (in Dollars) | $ 463,750 | ||
Accounts Receivable [Member] | |||
Summary of Significant Accounting Policies (Details) [Line Items] | |||
Concentration risk, percentage | 15.00% | 7.00% | |
Restricted Stock [Member] | |||
Summary of Significant Accounting Policies (Details) [Line Items] | |||
Number of shares excluded | 325 | 35,780 | 1,350 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives | 12 Months Ended |
Apr. 02, 2022 | |
Buildings and Improvements [Member] | Minimum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Property, plant and equipment, useful life | 20 years |
Buildings and Improvements [Member] | Maximum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Property, plant and equipment, useful life | 30 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Property, plant and equipment, useful life | 15 years |
Leasehold Improvements [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Property, plant and equipment, useful life, description | Shorter of the term of lease or estimated useful life |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of basic and diluted net income per common share - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Schedule of basic and diluted net income per common share [Abstract] | |||
Net income | $ 65,065 | $ 89,633 | $ 126,036 |
Preferred stock dividends | 12,011 | ||
Net income available to common stockholders | $ 53,054 | $ 89,633 | $ 126,036 |
Denominator: | |||
Denominator for basic net income per share available to common stockholders — weighted-average shares outstanding | 26,946,355 | 24,851,344 | 24,632,637 |
Effect of dilution due to employee stock awards | 267,877 | 197,107 | 289,994 |
Denominator for diluted net income per share available to common stockholders — weighted-average shares outstanding | 27,214,232 | 25,048,451 | 24,922,631 |
Basic net income per share available to common stockholders | $ 1.97 | $ 3.61 | $ 5.12 |
Diluted net income per share available to common stockholders | $ 1.95 | $ 3.58 | $ 5.06 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of accumulated other comprehensive income (loss) - USD ($) $ in Thousands | 12 Months Ended | ||||
Apr. 02, 2022 | Apr. 03, 2021 | Apr. 03, 2021 | Mar. 28, 2020 | ||
Schedule of accumulated other comprehensive income (loss) [Abstract] | |||||
Balance at beginning, currency translation | $ 445 | ||||
Balance at beginning, pension and postretirement liability | (10,854) | ||||
Balance at beginning | (10,409) | ||||
Other comprehensive income before reclassifications, currency translation | 415 | ||||
Other comprehensive income before reclassifications, pension and postretirement liability | |||||
Other comprehensive income before reclassifications | 415 | ||||
Amounts recorded in/ reclassified from accumulated other comprehensive loss, currency translation | |||||
Amounts recorded in/ reclassified from accumulated other comprehensive loss, pension and postretirement liability | 4,194 | ||||
Amounts recorded in/ reclassified from accumulated other comprehensive loss | 4,194 | ||||
Net current period other comprehensive income, currency translation | 415 | $ 1,027 | $ 1,027 | $ 2,719 | |
Net current period other comprehensive income, pension and postretirement liability | [1] | 4,194 | (4,538) | $ (861) | |
Net current period other comprehensive income | 4,609 | ||||
Balance at ending, currency translation | 860 | 445 | 445 | ||
Balance at ending, pension and postretirement liability | (6,660) | (10,854) | (10,854) | ||
Balance at ending | $ (5,800) | $ (10,409) | $ (10,409) | ||
[1] | These adjustments were net of a tax expense of $1,110, tax benefit of $911 and tax benefit of $262 in fiscal 2022, 2021 and 2020, respectively. |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Aggregate amount of the transaction price allocated to remaining performance obligations | $ 283,612 | |
Performance obligations expected to be satisfied in the future | The Company expects to recognize revenue on approximately 61% and 87% of the remaining performance obligations over the next 12 and 24 months, respectively, with the remainder recognized thereafter. | |
Current contract assets | $ 3,882 | $ 5,584 |
Current contract liabilities | 19,556 | 16,998 |
Contract liabilities acquired through Dodge acquisition | 2,205 | |
Revenue recognized included in the contract liability | 13,586 | 10,355 |
Noncurrent contract liabilities | 10,401 | 3,754 |
Accrued rebates | $ 35,234 | $ 2,674 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers (Details) - Schedule of disaggregates total revenue by reportable segments - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Revenue, Major Customer [Line Items] | |||
Net sales | $ 942,937 | $ 608,984 | $ 727,461 |
Aerospace/Defense [Member] | |||
Revenue, Major Customer [Line Items] | |||
Net sales | 381,468 | 396,222 | 507,417 |
Industrial [Member] | |||
Revenue, Major Customer [Line Items] | |||
Net sales | $ 561,469 | $ 212,762 | $ 220,044 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers (Details) - Schedule of disaggregates total revenue by geographic origin - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 942,937 | $ 608,984 | $ 727,461 |
United States [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 833,409 | 546,018 | 651,381 |
International [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 109,528 | $ 62,966 | $ 76,080 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers (Details) - Schedule of percentage of revenue recognized for performance obligations satisfied over time versus the amount of revenue recognized | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Percentage of revenue | 100.00% | 100.00% | 100.00% |
Point-in-time [Member] | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Percentage of revenue | 97.00% | 96.00% | 95.00% |
Over time [Member] | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Percentage of revenue | 3.00% | 4.00% | 5.00% |
Allowance for Doubtful Accoun_3
Allowance for Doubtful Accounts (Details) - Schedule of allowance for doubtful accounts - USD ($) $ in Thousands | 12 Months Ended | |||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | ||
Schedule of allowance for doubtful accounts [Abstract] | ||||
Allowance for doubtful accounts, Balance at Beginning of Year | $ 1,792 | $ 1,627 | $ 1,430 | |
Allowance for doubtful accounts, Additions | 1,436 | 480 | 263 | |
Allowance for doubtful accounts, Other | [1] | (140) | (86) | 13 |
Allowance for doubtful accounts, Write-offs | (351) | (229) | (79) | |
Allowance for doubtful accounts, Balance at End of Year | $ 2,737 | $ 1,792 | $ 1,627 | |
[1] | Foreign currency, price discrepancies, customer returns, disposition and acquisition transactions. |
Inventory (Details) - Schedule
Inventory (Details) - Schedule of Inventory, Current - USD ($) $ in Thousands | Apr. 02, 2022 | Apr. 03, 2021 |
Schedule of Inventory, Current [Abstract] | ||
Raw materials | $ 112,651 | $ 57,764 |
Work in process | 122,983 | 86,183 |
Finished goods | 280,506 | 220,200 |
Inventory, Net, Total | $ 516,140 | $ 364,147 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 30,840 | $ 22,527 | $ 21,808 |
Finance Leases, buildings and improvements | 50,371 | ||
Finance Leases, machinery and equipment | 1,220 | ||
Finance Leases, accumulated amortization | 1,310 | ||
Finance Leases, depreciation expense | $ 1,310 |
Property, Plant and Equipment_3
Property, Plant and Equipment (Details) - Schedule of property, plant and equipment - USD ($) $ in Thousands | Apr. 02, 2022 | Apr. 03, 2021 |
Schedule of property, plant and equipment [Abstract] | ||
Land | $ 24,188 | $ 17,658 |
Buildings and improvements | 170,131 | 90,668 |
Machinery and equipment | 444,719 | 322,949 |
Property, plant and equipment, gross | 639,038 | 431,275 |
Less: accumulated depreciation | (252,306) | (223,011) |
Property, plant and equipment, net | $ 386,732 | $ 208,264 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | Nov. 01, 2021 | Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 |
Leases [Abstract] | ||||
Cash paid included in the measurement of operating lease liabilities | $ 7,826 | $ 6,869 | ||
Lease assets obtained in exchange for new operating lease liabilities | 11,639 | 1,637 | ||
Lease assets obtained in exchange for operating lease liabilities | 11,639 | |||
Lease assets obtained in exchange for operating lease liabilities through Dodge acquisition | $ 9,768 | |||
Lease modifications which resulted in newly obtained lease assets in exchange for new operating lease liabilities | 3,338 | 11,110 | ||
Cash paid included in the measurement of finance lease liabilities | 1,646 | |||
Lease assets obtained in exchange for finance lease liabilities | 52,902 | |||
Lease assets obtained in exchange for finance lease liabilities through Dodge acquisition | $ 39,030 | |||
Lease modifications which resulted in newly obtained lease assets in exchange for new finance lease liabilities | 0 | |||
Operating lease expense | 8,282 | $ 7,647 | $ 7,079 | |
Finance lease expense | 1,967 | |||
Amortization expense of finance lease assets | 1,310 | |||
Interest expense of finance lease assets | $ 657 | |||
Weighted-average remaining lease term, operating lease | 10 years 3 months 18 days | |||
Weighted average discount rate of operating leases | 3.70% | |||
Weighted-average remaining lease term. finance lease | 17 years 1 month 6 days | |||
Weighted average discount rate of finance lease | 3.30% |
Leases (Details) - Schedule o
Leases (Details) - Schedule of impact of leasing on the consolidated balance sheets - USD ($) $ in Thousands | Apr. 02, 2022 | Apr. 03, 2021 |
Schedule of impact of leasing on the consolidated balance sheets [Abstract] | ||
Operating lease assets, net | $ 44,535 | $ 35,664 |
Finance lease right of use assets, net | 51,591 | |
Total leased assets, net | 96,126 | 35,664 |
Liabilities: | ||
Current operating lease liabilities | 8,059 | 5,726 |
Current finance lease liabilities | 3,863 | |
Noncurrent operating lease liabilities | 36,680 | 29,982 |
Noncurrent finance lease liabilities | 48,049 | |
Total lease liabilities | $ 96,651 | $ 35,708 |
Leases (Details) - Schedule_2
Leases (Details) - Schedule of future undiscounted lease payments for the remaining lease terms of operating lease $ in Thousands | Apr. 02, 2022USD ($) |
Schedule of future undiscounted lease payments for the remaining lease terms of operating lease [Abstract] | |
Within one year | $ 8,214 |
One to two years | 6,663 |
Two to three years | 5,123 |
Three to four years | 4,521 |
Four to five years | 4,559 |
Thereafter | 24,075 |
Total future undiscounted lease payments | 53,155 |
Less: imputed interest | (8,416) |
Total operating lease liabilities | $ 44,739 |
Leases (Details) - Schedule_3
Leases (Details) - Schedule of future undiscounted lease payments for the remaining lease terms of finance lease $ in Thousands | Apr. 02, 2022USD ($) |
Schedule of future undiscounted lease payments for the remaining lease terms of finance lease [Abstract] | |
Within one year | $ 3,927 |
One to two years | 3,813 |
Two to three years | 3,905 |
Three to four years | 3,906 |
Four to five years | 4,019 |
Thereafter | 49,316 |
Total future undiscounted lease payments | 68,886 |
Less: imputed interest | (16,974) |
Total finance lease liabilities | $ 51,912 |
Dodge Acquisition (Details)
Dodge Acquisition (Details) - USD ($) $ in Thousands | Nov. 01, 2021 | Apr. 02, 2022 | Jul. 01, 2021 |
Dodge Acquisition (Details) [Line Items] | |||
Net of cash acquired | $ 2,908,241 | ||
Term loan facility, net of issuance costs | 1,285,761 | ||
Net proceeds from common stock and MCPS offerings | 1,050,811 | ||
Net proceeds from senior notes offering | 494,200 | ||
Cash on hand | $ 77,469 | ||
Purchase of capital stock, percentage | 100.00% | ||
Purchase price of bridge financing commitment | $ 2,800,000 | ||
Acquisition costs incurred | $ 22,598 | ||
Acquired goodwill which is deductible for tax purposes | 44,952 | ||
Identifiable intangible assets | 1,385,082 | ||
Dodge revenue for the period | 291,873 | ||
Dodge operating income for the period | 29,260 | ||
TSA costs | 8,003 | ||
Customer Relationships [Member] | |||
Dodge Acquisition (Details) [Line Items] | |||
Fair value of customer relationship | $ 1,185,000 | ||
Fair value term | 24 years | ||
Trade Name [Member] | |||
Dodge Acquisition (Details) [Line Items] | |||
Fair value of customer relationship | $ 200,000 | ||
Fair value term | 26 years |
Dodge Acquisition (Details) - S
Dodge Acquisition (Details) - Schedule of assets acquired and liabilities assumed were recorded based on their fair values at the date of acquisition $ in Thousands | Nov. 01, 2021USD ($) |
Schedule of assets acquired and liabilities assumed were recorded based on their fair values at the date of acquisition [Abstract] | |
Cash and cash equivalents | $ 81,868 |
Accounts receivable | 83,532 |
Inventory | 136,376 |
Prepaid expenses and other current assets | 1,261 |
Property, plant and equipment | 165,109 |
Operating lease assets | 9,768 |
Goodwill | 1,624,793 |
Other intangible assets | 1,385,082 |
Other noncurrent assets | 3,672 |
Accounts payable | 69,757 |
Accrued rebates | 30,184 |
Accrued expenses and other current liabilities | 46,699 |
Deferred tax liabilities | 299,711 |
Other noncurrent liabilities | 57,001 |
Net assets acquired | 2,990,109 |
Less cash received | 81,868 |
Net consideration | $ 2,908,241 |
Dodge Acquisition (Details) -_2
Dodge Acquisition (Details) - Schedule of cost reduction initiatives or anticipated integration costs related to the acquisitions - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Schedule of cost reduction initiatives or anticipated integration costs related to the acquisitions [Abstract] | |||
Net sales | $ 1,327,559 | $ 1,182,017 | $ 1,322,910 |
Net income | $ 123,418 | $ 99,438 | $ 104,980 |
Basic net income per share available to common stockholders | $ 3.52 | $ 2.69 | $ 2.92 |
Diluted net income per share available to common stockholders | $ 3.48 | $ 2.67 | $ 2.89 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Goodwill and Intangible Assets (Details) [Line Items] | |||
Amortization expense | $ 34,692 | $ 10,217 | $ 9,612 |
Trade Names [Member] | |||
Goodwill and Intangible Assets (Details) [Line Items] | |||
Acquisition | 200,000 | ||
Customer Relationships [Member] | |||
Goodwill and Intangible Assets (Details) [Line Items] | |||
Acquisition | 1,185,000 | ||
Software [Member] | |||
Goodwill and Intangible Assets (Details) [Line Items] | |||
Acquisition | $ 82 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets (Details) - Schedule of goodwill balances, by segment - USD ($) $ in Thousands | 12 Months Ended | ||||
Apr. 02, 2022 | Apr. 03, 2021 | ||||
Goodwill [Line Items] | |||||
Balance at beginning | $ 277,536 | $ 277,776 | |||
Allocation in the third quarter of fiscal 2022 | [1] | ||||
Acquisition | 1,624,793 | [2] | (383) | [3] | |
Translation adjustments | (225) | 143 | |||
Balance at end | 1,902,104 | 277,536 | |||
Plain [Member] | |||||
Goodwill [Line Items] | |||||
Balance at beginning | 79,597 | 79,597 | |||
Allocation in the third quarter of fiscal 2022 | [1] | (79,597) | |||
Acquisition | [2] | [3] | |||
Translation adjustments | |||||
Balance at end | 79,597 | ||||
Roller [Member] | |||||
Goodwill [Line Items] | |||||
Balance at beginning | 16,007 | 16,007 | |||
Allocation in the third quarter of fiscal 2022 | [1] | (16,007) | |||
Acquisition | [2] | [3] | |||
Translation adjustments | |||||
Balance at end | 16,007 | ||||
Ball [Member] | |||||
Goodwill [Line Items] | |||||
Balance at beginning | 5,623 | 5,623 | |||
Allocation in the third quarter of fiscal 2022 | [1] | (5,623) | |||
Acquisition | [2] | [3] | |||
Translation adjustments | |||||
Balance at end | 5,623 | ||||
Engineered Products [Member] | |||||
Goodwill [Line Items] | |||||
Balance at beginning | 176,309 | 176,549 | |||
Allocation in the third quarter of fiscal 2022 | [1] | (176,309) | |||
Acquisition | [2] | (383) | [3] | ||
Translation adjustments | 143 | ||||
Balance at end | 176,309 | ||||
Aerospace/ Defense [Member] | |||||
Goodwill [Line Items] | |||||
Allocation in the third quarter of fiscal 2022 | [1] | 194,124 | |||
Acquisition | [2] | [3] | |||
Translation adjustments | |||||
Balance at end | 194,124 | ||||
Industrial [Member] | |||||
Goodwill [Line Items] | |||||
Allocation in the third quarter of fiscal 2022 | [1] | 83,412 | |||
Acquisition | 1,624,793 | [2] | [3] | ||
Translation adjustments | (225) | ||||
Balance at end | $ 1,707,980 | ||||
[1] | Represents reallocation of goodwill as a result of our change in segments in the third quarter of fiscal 2022. See Note 18 for further details. | ||||
[2] | Goodwill associated with the acquisition of Dodge discussed further in Note 8. | ||||
[3] | Includes a reduction of goodwill recognized due to opening balance sheet adjustments made during the measurement period of the Company’s acquisition of Vianel Holding AG (“Swiss Tool”) on August 15, 2019. |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets (Details) - Schedule of intangible assets - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | ||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 1,585,016 | $ 193,489 | |
Accumulated Amortization | $ 97,782 | 63,371 | |
Non-amortizable repair station certifications, Weighted Average Useful Lives | n/a | ||
Non-amortizable repair station certifications, Gross Carrying Amount | $ 24,281 | 24,281 | |
Total, Weighted Average Useful Lives | 24 years | ||
Total, Gross Carrying Amount | $ 1,609,297 | 217,770 | |
Total, Accumulated Amortization | $ 97,782 | 63,371 | |
Product approvals [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | 24 years | ||
Gross Carrying Amount | $ 50,878 | 50,878 | |
Accumulated Amortization | $ 16,680 | 14,691 | |
Customer relationships and lists [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | [1] | 24 years | |
Gross Carrying Amount | [1] | $ 1,294,577 | 109,762 |
Accumulated Amortization | [1] | $ 53,376 | 28,253 |
Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | [1] | 25 years | |
Gross Carrying Amount | [1] | $ 216,340 | 16,333 |
Accumulated Amortization | [1] | $ 15,073 | 10,392 |
Distributor agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | 5 years | ||
Gross Carrying Amount | $ 722 | 722 | |
Accumulated Amortization | $ 722 | 722 | |
Patents and trademarks [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | 16 years | ||
Gross Carrying Amount | $ 12,342 | 11,612 | |
Accumulated Amortization | $ 6,607 | 6,211 | |
Domain names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | 10 years | ||
Gross Carrying Amount | $ 437 | 437 | |
Accumulated Amortization | $ 437 | 437 | |
Other [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | [1] | 3 years | |
Gross Carrying Amount | [1] | $ 9,720 | 3,745 |
Accumulated Amortization | [1] | $ 4,887 | $ 2,665 |
[1] | Includes $1,185,000 of customer relationships, $200,000 of trade names and $82 of software intangibles resulting from the Dodge acquisition. |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets (Details) - Schedule of estimated amortization expense $ in Thousands | Apr. 02, 2022USD ($) |
Schedule of estimated amortization expense [Abstract] | |
2023 | $ 68,324 |
2024 | 68,318 |
2025 | 67,854 |
2026 | 64,700 |
2027 | 63,664 |
2028 and thereafter | $ 1,154,374 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - Schedule of accrued expenses and other current liabilities - USD ($) $ in Thousands | 12 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Schedule of accrued expenses and other current liabilities [Abstract] | ||
Employee compensation and related benefits | $ 34,697 | $ 11,846 |
Taxes | 11,706 | 2,896 |
Contract liabilities | 19,556 | 16,998 |
Accrued rebates | 35,234 | 2,674 |
Workers compensation and insurance | 1,144 | 2,915 |
Acquisition costs | 4,568 | |
Current finance lease liabilities | 3,863 | |
Accrued preferred stock dividends | 4,919 | |
Interest | 10,987 | 37 |
Audit fees | 599 | 89 |
Legal | 450 | 380 |
Other | 17,529 | 5,729 |
Accrued expenses and other current liabilities | $ 145,252 | $ 43,564 |
Debt (Details)
Debt (Details) SFr in Thousands, $ in Thousands | Oct. 07, 2021USD ($) | Aug. 15, 2019USD ($) | Aug. 15, 2019CHF (SFr) | Apr. 02, 2022USD ($) | Apr. 03, 2021USD ($) | Mar. 28, 2020USD ($) | Nov. 01, 2021USD ($) | Aug. 15, 2019CHF (SFr) |
Debt Instrument [Line Items] | ||||||||
Commitment fee rate | 0.25% | |||||||
Credit fee rate | 1.75% | |||||||
Future principal payments for fiscal 2023 | $ 0 | |||||||
Future principal payments for fiscal 2024 | 30,000 | |||||||
Future principal payments for fiscal 2025 | 97,500 | |||||||
Future principal payments for fiscal 2026 | 130,000 | |||||||
Future principal payments for fiscal 2027 | 942,500 | |||||||
Line of credit facility | 1,200,000 | |||||||
Revolving credit facility | 496,450 | |||||||
Aggregate principal amount | $ 500,000 | 1,285,761 | $ 15,383 | |||||
Principal amount percentage | 4.375% | |||||||
Net proceeds from issuance of senior notes | $ 491,992 | |||||||
Debt issuance costs associated with senior notes | $ 8,008 | |||||||
Interest rate | 4.375% | |||||||
Debt instrument description | The Senior Notes will mature on October 15, 2029. The Company may redeem some or all of the Senior Notes at any time on or after October 15, 2024 at the redemption prices set forth in the Indenture, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. The Company may also redeem up to 40% of the Senior Notes using the proceeds of certain equity offerings completed before October 15, 2024, at a redemption price equal to 104.375% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, at any time prior to October 15, 2024, the Company may redeem some or all of the Senior Notes at a price equal to 100% of the principal amount, plus a “make–whole” premium, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Company sells certain of its assets or experiences specific kinds of changes in control, the Company must offer to purchase the Senior Notes. | |||||||
Schaublin [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage of bear interest | 1.00% | |||||||
Term Loan Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan | $ 1,300,000 | |||||||
Revolver [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Unamortized debt issuance costs written off | $ 73 | |||||||
Debt instrument, description of variable rate basis | Amounts outstanding under the Facilities generally bear interest at either, at the Company’s option, (a) a base rate determined by reference to the higher of (i) Wells Fargo’s prime lending rate, (ii) the federal funds effective rate plus 1/2 of 1.00% and (iii) the one-month LIBOR rate plus 1.00% or (b) the LIBOR rate plus a specified margin, depending on the type of borrowing being made. The applicable margin is based on the Company’s consolidated ratio of total net debt to consolidated EBITDA from time to time. Currently, the Company’s margin is 0.75% for base rate loans and 1.75% for LIBOR rate loans. The Facilities are subject to a “LIBOR” floor of 0.00% and contain “hard-wired” LIBOR replacement provisions as set forth in the New Credit Agreement. | |||||||
Revolving credit facility | $ 3,550 | |||||||
Domestic Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, description of variable rate basis | The New Credit Agreement requires the Company to comply with various covenants, including the following financial covenants beginning with the test period ending December 31, 2021: (a) a maximum Total Net Leverage Ratio of 5.50:1.00, which maximum Total Net Leverage Ratio shall decrease during certain subsequent test periods as set forth in the New Credit Agreement (provided that, no more than once during the term of the Facilities, such maximum ratio applicable at such time may be increased by the Borrower by 0.50:1.00 for a period of 12 months after the consummation of a material acquisition), and (b) a minimum Interest Coverage Ratio of 2.00:1.00. | |||||||
Foreign Term Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Foreign term loan outstanding amount | $ 16,202 | |||||||
Foreign Term Loan [Member] | Schaublin [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan | $ 15,383 | SFr 15,000 | ||||||
Foreign Revolver [Member] | Schaublin [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility | 15,383 | SFr 15,000 | ||||||
Amended Credit Agreement [Member] | Revolver [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility | 500,000 | |||||||
Unamortized debt issuance costs written off | 14,947 | |||||||
2015 Credit Agreement | Revolver [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Unamortized debt issuance costs written off | $ 890 | |||||||
Foreign credit agreements [Member] | Schaublin [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt issuance costs | $ 277 | SFr 270 | ||||||
Foreign credit agreements, description | The Foreign Credit Agreements require Schaublin to comply with various covenants, which are tested annually on March 31. These covenants include, among other things, a financial covenant to maintain a ratio of consolidated net debt to adjusted EBITDA not greater than 2.50 to 1 as of March 31, 2021 and thereafter. Schaublin is also required to maintain an economic equity of CHF 20,000 at all times. |
Debt (Details) - Schedule of ba
Debt (Details) - Schedule of balances payable under all borrowing facilities - USD ($) $ in Thousands | Apr. 02, 2022 | Apr. 03, 2021 |
Schedule of balances payable under all borrowing facilities [Abstract] | ||
Revolver and term loan facilities | $ 1,200,000 | $ 11,657 |
Senior notes | 500,000 | |
Debt issuance cost | (20,895) | (1,216) |
Other | 9,236 | 5,666 |
Total debt | 1,688,341 | 16,107 |
Less: current portion | 1,543 | 2,612 |
Long-term debt | $ 1,686,798 | $ 13,495 |
Other Noncurrent Liabilities (D
Other Noncurrent Liabilities (Details) - Schedule of other noncurrent liabilities - USD ($) $ in Thousands | 12 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Schedule of other noncurrent liabilities [Abstract] | ||
Other postretirement benefits | $ 16,306 | $ 7,807 |
Noncurrent income tax liability | 18,054 | 18,658 |
Deferred compensation | 26,380 | 25,189 |
Contract liabilities | 10,401 | 3,754 |
Noncurrent finance lease liabilities | 48,049 | |
Other | 1,219 | 8 |
Other Liabilities, Noncurrent | $ 120,409 | $ 55,416 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Employee Benefit Plans (Details) [Line Items] | |||
Plan assets | $ 26,022 | $ 27,238 | |
Accumulated benefit obligation | $ 22,838 | $ 25,380 | |
Discount rates | 3.30% | 2.70% | |
Benefit pension plan | $ 3,184 | $ 1,858 | |
Net periodic benefit cost | $ 42 | $ 529 | $ 276 |
Net periodic benefit discount rate | 2.70% | 2.80% | 3.50% |
Unfunded liabilities | $ 3,073 | ||
Employer contributions | 4,601 | $ 2,162 | $ 2,212 |
Postretirement benefit obligations | 10,000 | ||
Postretirement benefit current | $ 1,168 | ||
Schaublin Plan [Member] | |||
Employee Benefit Plans (Details) [Line Items] | |||
Number of employees | 143 | ||
Swiss Tool Plan [Member] | |||
Employee Benefit Plans (Details) [Line Items] | |||
Number of employees | 31 | ||
Schaublin and Swiss Tool, Sponsor Pension Plans [Member] | |||
Employee Benefit Plans (Details) [Line Items] | |||
Net periodic benefit cost | $ 1,660 | 1,123 | $ 1,101 |
Supplemental Executive Retirement Plan [Member] | |||
Employee Benefit Plans (Details) [Line Items] | |||
Compensation, description | the SERP was initially adopted in 1996, it allowed eligible employees to elect to defer, until termination of their employment, the receipt of up to 25% of their salary. In August 2008, the plan was modified to allow eligible employees to elect to defer up to 75% of their current salary and up to 100% of bonus compensation. As of April 2, 2022 and April 3, 2021, the SERP assets were $29,020 and $27,856, respectively, and are included within other assets on the consolidated balance sheets. As of April 2, 2022 and April 3, 2021, the SERP liabilities were $24,861 and $24,178, respectively, and are included within accrued expenses and other current liabilities and other noncurrent liabilities on the balance sheets. The Company also maintains a similar SERP for employees of the newly acquired Dodge division with SERP assets as of April 2, 2022 of $1,486 and SERP liabilities of $1,519. | ||
Postretirement Medical and Life Insurance Benefits [Member] | |||
Employee Benefit Plans (Details) [Line Items] | |||
Benefit obligation, description | The plans are unfunded and costs are paid as incurred. Postretirement benefit obligations were $2,291and $2,646 at April 2, 2022 and April 3, 2021, respectively. | ||
Accrued expenses and other current liabilities | $ 151 | $ 174 | |
Minimum [Member] | |||
Employee Benefit Plans (Details) [Line Items] | |||
Employer contribution percentage | 10.00% | ||
Maximum [Member] | |||
Employee Benefit Plans (Details) [Line Items] | |||
Employer contribution percentage | 100.00% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Income Taxes (Details) [Line Items] | |||
State net operating losses, percentage | 50.00% | ||
Valuation allowance increased | $ 2,363 | $ 2,042 | |
Net operating losses | $ 7,332 | ||
Expiration date | 2036 | ||
U.S.federal and state credits, description | the Company had U.S. federal and state credits in different jurisdictions at varying amounts up to $9,359 which will expire at various dates through 2036. At April 2, 2022, the Company had Canadian investment tax credits up to $210 which will expire at various dates through 2037. | ||
Undistributed foreign earnings | $ 40,711 | ||
Recognized expenses on interest and penalties | 61 | 86 | $ 213 |
Accrued interest and penalties | 1,431 | $ 1,492 | |
Decrease in federal and state credits and state tax | 1,734 | ||
Foreign Tax Authority [Member] | |||
Income Taxes (Details) [Line Items] | |||
Net operating losses | 3,367 | ||
State and Local Jurisdiction [Member] | |||
Income Taxes (Details) [Line Items] | |||
Net operating losses | $ 9,359 | ||
Expiration date | 2036 |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of income before income taxes for the Company’s domestic and foreign operations - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Income Taxes (Details) - Schedule of income before income taxes for the Company’s domestic and foreign operations [Line Items] | |||
Total income before income taxes | $ 87,719 | $ 110,059 | $ 154,139 |
Domestic [Member] | |||
Income Taxes (Details) - Schedule of income before income taxes for the Company’s domestic and foreign operations [Line Items] | |||
Total income before income taxes | 77,773 | 105,434 | 148,154 |
Foreign [Member] | |||
Income Taxes (Details) - Schedule of income before income taxes for the Company’s domestic and foreign operations [Line Items] | |||
Total income before income taxes | $ 9,946 | $ 4,625 | $ 5,985 |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of provision for income taxes - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Current tax expense: | |||
Federal | $ 18,329 | $ 15,171 | $ 16,370 |
State | 2,593 | 1,100 | 2,578 |
Foreign | 2,933 | 2,646 | 2,653 |
Total | 23,855 | 18,917 | 21,601 |
Deferred tax expense: | |||
Federal | (1,892) | 336 | 6,210 |
State | (278) | 1,210 | 1,076 |
Foreign | 969 | (37) | (784) |
Total | (1,201) | 1,509 | 6,502 |
Total income taxes | $ 22,654 | $ 20,426 | $ 28,103 |
Income Taxes (Details) - Sche_3
Income Taxes (Details) - Schedule of provision for income taxes and amount computed by applying the U.S. statutory income tax rate to pre-tax income - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Schedule of provision for income taxes and amount computed by applying the U.S. statutory income tax rate to pre-tax income [Abstract] | |||
Income taxes using U.S. federal statutory rate | $ 18,421 | $ 23,113 | $ 32,369 |
State income taxes, net of federal benefit | 1,931 | 2,083 | 2,851 |
Stock-based compensation | (2,646) | (2,056) | (3,834) |
Foreign rate differential | 1,603 | 1,638 | 613 |
Transition tax | 135 | ||
Research and development credits | (1,492) | (1,258) | (1,737) |
Company-owned life insurance | (37) | (1,173) | 334 |
Foreign derived intangible income (FDII) | (1,489) | (1,088) | (1,569) |
U.S. unrecognized tax positions | 2,142 | 4 | (146) |
Acquisition costs | 1,654 | ||
Valuation allowance | 2,273 | 200 | 147 |
Other - net | 294 | (1,037) | (1,060) |
Provision for income taxes | $ 22,654 | $ 20,426 | $ 28,103 |
Income Taxes (Details) - Sche_4
Income Taxes (Details) - Schedule of net deferred tax assets (liabilities) - USD ($) $ in Thousands | 12 Months Ended | |
Apr. 02, 2022 | Apr. 03, 2021 | |
Deferred tax assets: | ||
Pension and postretirement benefits | $ 2,725 | $ 1,021 |
Employee compensation accruals | 8,186 | 7,080 |
Inventory | 14,121 | 9,269 |
Operating lease liabilities | 8,839 | 8,527 |
Finance lease liabilities | 7,676 | |
Stock compensation | 3,462 | 6,132 |
Tax loss and credit carryforwards | 12,121 | 10,942 |
State tax | 1,377 | 1,441 |
Other accrued liabilities | 11,422 | 1,233 |
Other | 2,344 | 919 |
Total gross deferred tax assets | 72,273 | 46,564 |
Valuation allowance | (8,655) | (6,292) |
Total deferred tax assets | 63,618 | 40,272 |
Deferred tax liabilities: | ||
Property, plant and equipment | (42,702) | (20,744) |
Operating lease assets | (8,884) | (8,492) |
Other | (2,860) | (2,657) |
Intangible assets | (324,431) | (25,557) |
Total deferred tax liabilities | (378,877) | (57,450) |
Total net deferred liabilities | $ (315,259) | $ (17,178) |
Income Taxes (Details) - Sche_5
Income Taxes (Details) - Schedule of unrecognized tax benefits - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Schedule of unrecognized tax benefits [Abstract] | |||
Balance, beginning of year | $ 14,617 | $ 14,212 | $ 13,479 |
Gross increases (decreases) – tax positions taken during a prior period | 415 | (166) | 123 |
Gross increases – tax positions taken during the current period | 3,888 | 2,016 | 1,702 |
Reductions due to lapse of the applicable statute of limitations | (1,764) | (1,445) | (1,092) |
Balance, end of year | $ 17,156 | $ 14,617 | $ 14,212 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Sep. 24, 2021 | Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Stockholders' Equity (Details) [Line Items] | ||||
Preferred stock, shares authorized (in Shares) | 10,000,000 | 10,000,000 | ||
Preferred stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 | ||
Accrued dividends | $ 4,919 | |||
Common stock, shares authorized (in Shares) | 60,000,000 | 60,000,000 | ||
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 | ||
Common stock shares authorized (in Shares) | 1,500,000 | |||
Stock constituting voting interest, minimum | 10.00% | |||
Exercise price minimum percent of fair market value of common stock share | 110.00% | |||
Options must be exercised within date of grant | 5 years | |||
Stock-based compensation | $ 2,646 | $ 2,056 | $ 3,834 | |
2013 Long-Term Incentive Plan [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Shares of common stock were authorized for issuance (in Shares) | 1,500,000 | |||
Maximum option to purchase common stock, percentage | 10.00% | |||
Maximum fair market value limit to approve an award of incentive options | $ 100 | |||
Percentage of minimum fair value value of shares of common stock | 100.00% | |||
Outstanding options to purchase (in Shares) | 177,512 | |||
Outstanding options to purchase exercisable (in Shares) | 138,052 | |||
Restricted stock outstanding (in Shares) | 11,170,217,479 | |||
2017 Long-Term Incentive Plan [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Shares of common stock were authorized for issuance (in Shares) | 1,500,000 | |||
Option to be exercised within period, maximum, in years | 10 years | |||
Outstanding options to purchase (in Shares) | 518,375 | |||
Outstanding options to purchase exercisable (in Shares) | 92,461 | |||
Percentage of total authorized number of shares | 50.00% | |||
Restricted stock outstanding (in Shares) | 0 | |||
Preferred Stock [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Preferred stock, shares authorized (in Shares) | 10,000,000 | |||
Preferred stock, par value (in Dollars per share) | $ 0.01 | |||
Shares offered (in Shares) | 4,600,000 | |||
Percentage of series A mandatory convertible preferred stock | 5.00% | |||
Shares issued (in Shares) | 600,000 | |||
Net proceeds | $ 445,319 | |||
Annual rate, percentage | 5.00% | |||
Liquidation preference. per share (in Dollars per share) | $ 100 | |||
Dividends payment | $ 7,092 | |||
Liquidation, description | In the event of our voluntary or involuntary liquidation, winding-up or dissolution, no distribution of our assets may be made to holders of our common stock until we have paid holders of MCPS, each of which will be entitled to receive a liquidation preference in the amount of $100 per share plus accumulated and unpaid dividends. | |||
Preferred stock conversion, description | Unless earlier converted or redeemed, each share of MCPS will automatically convert, for settlement on or about October 15, 2024, into between 0.4413 and 0.5405 shares of common stock, subject to customary anti-dilution adjustments. | |||
Common Stock [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Shares offered (in Shares) | 3,450,000 | |||
Shares issued (in Shares) | 450,000 | |||
Net proceeds | $ 605,492 | |||
Common stock, shares authorized (in Shares) | 60,000,000 | |||
Common stock, par value (in Dollars per share) | $ 0.01 | |||
Offering price per share (in Dollars per share) | $ 185 | |||
Option Awards [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Weighted average fair value per share of options granted (in Dollars per share) | $ 76.65 | $ 52.78 | $ 39.34 | |
Stock-based compensation | $ 5,456 | |||
Net of taxes | 1,640 | |||
Unrecognized compensation costs related to options | $ 19,658 | |||
Weighted average period | 3 years 4 months 24 days | |||
Total intrinsic value of options exercised | $ 11,915 | $ 12,726 | $ 15,273 | |
Total Awards [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Total awards outstanding either fully vested or expected to vest (in Shares) | 687,857 | |||
Total awards outstanding, vested or expected to vest, weighted average exercise price (in Dollars per share) | $ 141.03 | |||
Total awards outstanding, vested or expected to vest, intrinsic value | $ 38,033 | |||
Total awards outstanding, vested or expected to vest, weighted average contractual term in years | 4 years 1 month 6 days | |||
Restricted Stock Awards [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Weighted average fair value per share of options granted (in Dollars per share) | $ 198.04 | $ 153.7 | $ 145.72 | |
Stock-based compensation | $ 12,939 | |||
Net of taxes | 3,890 | |||
Unrecognized compensation costs related to options | $ 27,475 | |||
Weighted average period | 2 years 6 months | |||
Total fair value of restricted stock vested | $ 22,094 | $ 19,470 | $ 19,916 | |
Series A Mandatory Convertible Preferred Stock [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Liquidation preference. per share (in Dollars per share) | $ 100 | |||
Aggregate liquidation preference | $ 464,919 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - Schedule of stock options outstanding $ / shares in Units, $ in Thousands | 12 Months Ended |
Apr. 02, 2022USD ($)$ / sharesshares | |
Number of Common Stock Options | |
Stockholders' Equity (Details) - Schedule of stock options outstanding [Line Items] | |
Outstanding, April 3, 2021 | shares | 695,402 |
Awarded | shares | 155,150 |
Exercised | shares | (149,896) |
Forfeitures | shares | (4,682) |
Expirations | shares | (87) |
Outstanding, April 2, 2022 | shares | 695,887 |
Exercisable, April 2, 2022 | shares | 230,513 |
Weighted Average Exercise Price | |
Stockholders' Equity (Details) - Schedule of stock options outstanding [Line Items] | |
Outstanding, April 3, 2021 | $ / shares | $ 124.24 |
Awarded | $ / shares | 197.78 |
Exercised | $ / shares | 120.24 |
Forfeitures | $ / shares | 145.2 |
Expirations | $ / shares | 128 |
Outstanding, April 2, 2022 | $ / shares | 141.36 |
Exercisable, April 2, 2022 | $ / shares | $ 109.17 |
Weighted Average Contractual Life (Years) | |
Stockholders' Equity (Details) - Schedule of stock options outstanding [Line Items] | |
Outstanding, April 3, 2021 | 4 years 4 months 24 days |
Outstanding, April 2, 2022 | 4 years 1 month 6 days |
Exercisable, April 2, 2022 | 2 years 8 months 12 days |
Intrinsic Value | |
Stockholders' Equity (Details) - Schedule of stock options outstanding [Line Items] | |
Outstanding, April 3, 2021 | $ | $ 51,391 |
Awarded | $ | |
Exercised | $ | |
Forfeitures | $ | |
Expirations | $ | |
Outstanding, April 2, 2022 | $ | 38,257 |
Exercisable, April 2, 2022 | $ | $ 19,911 |
Stockholders' Equity (Details_2
Stockholders' Equity (Details) - Schedule of options was estimated at the date of grant using the Black-Scholes | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Schedule of options was estimated at the date of grant using the Black-Scholes [Abstract] | |||
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected weighted-average life (yrs.) | 5 years | 5 years | 5 years |
Risk-free interest rate | 0.95% | 0.35% | 1.82% |
Expected volatility | 43.43% | 41.35% | 26.93% |
Stockholders' Equity (Details_3
Stockholders' Equity (Details) - Schedule of restricted stock outstanding | 12 Months Ended |
Apr. 02, 2022$ / sharesshares | |
Number of Restricted Stock Shares | |
Stockholders' Equity (Details) - Schedule of restricted stock outstanding [Line Items] | |
Non-vested | shares | 246,850 |
Granted | shares | 101,465 |
Vested | shares | (115,193) |
Forfeitures | shares | (4,473) |
Non-vested | shares | 228,649 |
Weighted- Average Grant Date Fair Value | |
Stockholders' Equity (Details) - Schedule of restricted stock outstanding [Line Items] | |
Non-vested | $ / shares | $ 140.39 |
Granted | $ / shares | 198.04 |
Vested | $ / shares | 132.91 |
Forfeitures | $ / shares | 142.68 |
Non-vested | $ / shares | $ 169.69 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 12 Months Ended |
Apr. 02, 2022 | |
Commitments and Contingencies [Abstract] | |
Employees represented by labor unions percentage | 6.00% |
Other, Net (Details) - Schedule
Other, Net (Details) - Schedule of other, net - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Schedule of other, net [Abstract] | |||
Plant consolidation and restructuring costs | $ 1,061 | $ 2,862 | $ 1,087 |
Acquisition costs | 30,601 | 901 | |
Provision for doubtful accounts | 460 | 480 | 263 |
Amortization of intangibles | 34,692 | 10,217 | 9,612 |
Loss (gain) on disposal of assets | 347 | 1,314 | (1,227) |
Other expense (income) | 1,210 | 1,775 | (883) |
Total other, net | $ 68,371 | $ 16,648 | $ 9,753 |
Reportable Segments (Details)
Reportable Segments (Details) | 12 Months Ended |
Apr. 02, 2022 | |
Reportable Segments [Abstract] | |
Current number of reportable segments | 2 |
Reportable Segments (Details) -
Reportable Segments (Details) - Schedule of segment information - USD ($) $ in Thousands | 12 Months Ended | ||
Apr. 02, 2022 | Apr. 03, 2021 | Mar. 28, 2020 | |
Net External Sales | |||
Net External Sales | $ 942,937 | $ 608,984 | $ 727,461 |
Gross Margin | |||
Gross Margin | 357,068 | 234,106 | 289,103 |
Selling, General and Administrative Expenses | |||
Selling, General and Administrative Expenses | 158,634 | 106,000 | 122,565 |
Operating Income | |||
Operating Income | 130,063 | 111,458 | 156,785 |
Total Assets | |||
Total Assets | 4,845,417 | 1,434,260 | 1,321,912 |
Capital Expenditures | |||
Capital Expenditures | 29,759 | 11,772 | 37,297 |
Depreciation & Amortization | |||
Depreciation & Amortization | 65,532 | 32,744 | 31,420 |
Geographic External Sales | |||
Geographic External Sales | 942,937 | 608,984 | 727,461 |
Geographic Long-Lived Assets | |||
Geographic Long-Lived Assets | 431,267 | 243,928 | 248,799 |
Aerospace/ Defense [Member] | |||
Net External Sales | |||
Net External Sales | 381,468 | 396,222 | 507,417 |
Gross Margin | |||
Gross Margin | 155,127 | 161,190 | 210,442 |
Selling, General and Administrative Expenses | |||
Selling, General and Administrative Expenses | 28,997 | 29,134 | 36,597 |
Operating Income | |||
Operating Income | 117,858 | 122,402 | 165,698 |
Total Assets | |||
Total Assets | 776,505 | 792,280 | 788,060 |
Capital Expenditures | |||
Capital Expenditures | 7,510 | 8,672 | 25,993 |
Depreciation & Amortization | |||
Depreciation & Amortization | 19,055 | 19,855 | 19,262 |
Industrial [Member] | |||
Net External Sales | |||
Net External Sales | 561,469 | 212,762 | 220,044 |
Gross Margin | |||
Gross Margin | 201,941 | 72,916 | 78,661 |
Selling, General and Administrative Expenses | |||
Selling, General and Administrative Expenses | 58,603 | 17,982 | 20,238 |
Operating Income | |||
Operating Income | 107,478 | 52,911 | 56,665 |
Total Assets | |||
Total Assets | 3,920,957 | 357,353 | 390,363 |
Capital Expenditures | |||
Capital Expenditures | 19,312 | 2,951 | 11,129 |
Depreciation & Amortization | |||
Depreciation & Amortization | 43,127 | 9,659 | 8,948 |
Corporate [Member] | |||
Selling, General and Administrative Expenses | |||
Selling, General and Administrative Expenses | 71,034 | 58,884 | 65,730 |
Operating Income | |||
Operating Income | (95,273) | (63,855) | (65,578) |
Total Assets | |||
Total Assets | 147,955 | 284,627 | 143,489 |
Capital Expenditures | |||
Capital Expenditures | 2,937 | 149 | 175 |
Depreciation & Amortization | |||
Depreciation & Amortization | 3,350 | 3,230 | 3,210 |
Domestic [Member] | |||
Geographic External Sales | |||
Geographic External Sales | 833,409 | 546,018 | 651,381 |
Geographic Long-Lived Assets | |||
Geographic Long-Lived Assets | 372,995 | 188,366 | 190,215 |
Foreign [Member] | |||
Geographic External Sales | |||
Geographic External Sales | 109,528 | 62,966 | 76,080 |
Geographic Long-Lived Assets | |||
Geographic Long-Lived Assets | $ 58,272 | $ 55,562 | $ 58,584 |