Cover
Cover - shares | 3 Months Ended | |
Apr. 01, 2023 | May 04, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 01, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-38000 | |
Entity Registrant Name | JELD-WEN Holding, Inc. | |
Entity Incorporation, State | DE | |
Entity Tax Identification Number | 93-1273278 | |
Entity Address, Street Name | 2645 Silver Crescent Drive | |
Entity Address, City | Charlotte | |
Entity Address, State | NC | |
Entity Address, Postal Zip Code | 28273 | |
City Area Code | 704 | |
Local Phone Number | 378-5700 | |
Title of each class | Common Stock (par value $0.01 per share) | |
Trading Symbol | JELD | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 84,971,801 | |
Entity Central Index Key | 0001674335 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Income Statement [Abstract] | ||
Net revenues | $ 1,222,617 | $ 1,171,022 |
Cost of sales | 990,549 | 967,724 |
Gross margin | 232,068 | 203,298 |
Selling, general and administrative | 185,507 | 192,996 |
Restructuring and asset related charges (Note 15) | 9,266 | 1 |
Operating income | 37,295 | 10,301 |
Interest expense, net | 21,221 | 18,354 |
Other income, net (Note 17) | (5,272) | (7,337) |
Income (loss) before taxes | 21,346 | (716) |
Income tax (benefit) (Note 10) | 6,212 | (188) |
Net income (loss) | $ 15,134 | $ (528) |
Weighted average common shares outstanding (Note 13): | ||
Basic (in shares) | 84,598,945 | 89,802,974 |
Diluted (in shares) | 85,149,088 | 89,802,974 |
Net income (loss) per share | ||
Basic (usd per share) | $ 0.18 | $ (0.01) |
Diluted (usd per share) | $ 0.18 | $ (0.01) |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 15,134 | $ (528) |
Other comprehensive income, net of tax: | ||
Foreign currency translation adjustments, net of tax expense (benefit) of $580, and $(10), respectively | 8,173 | (4,033) |
Interest rate hedge adjustments, net of tax (benefit) expense of $(1,049) and $2,304, respectively | (3,085) | 6,786 |
Defined benefit pension plans, net of tax expense of $23 and $150, respectively | 62 | 401 |
Total other comprehensive income, net of tax | 5,150 | 3,154 |
Comprehensive income | $ 20,284 | $ 2,626 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Foreign currency translation adjustments, tax expense (benefit) | $ 580 | $ (10) |
Interest rate hedge adjustments, tax expense (benefit) | (1,049) | 2,304 |
Defined benefit pension plans, tax expense | $ 23 | $ 150 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Apr. 01, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 202,552 | $ 219,405 |
Restricted cash | 1,439 | 1,463 |
Accounts receivable, net (Note 2) | 702,406 | 603,748 |
Inventories (Note 3) | 637,803 | 666,455 |
Other current assets | 80,313 | 78,787 |
Assets held for sale (Note 16) | 128,534 | 125,748 |
Total current assets | 1,753,047 | 1,695,606 |
Property and equipment, net (Note 4) | 758,142 | 762,486 |
Deferred tax assets | 200,830 | 195,180 |
Goodwill (Note 5) | 463,603 | 460,505 |
Intangible assets, net (Note 6) | 186,731 | 192,105 |
Operating lease assets, net | 166,887 | 167,880 |
Other assets | 31,282 | 27,599 |
Total assets | 3,560,522 | 3,501,361 |
Current liabilities | ||
Accounts payable | 348,410 | 320,682 |
Accrued payroll and benefits | 131,846 | 133,637 |
Accrued expenses and other current liabilities (Note 7) | 294,515 | 291,876 |
Current maturities of long-term debt (Note 9) | 29,109 | 34,391 |
Liabilities held for sale (Note 16) | 6,687 | 6,040 |
Total current liabilities | 810,567 | 786,626 |
Long-term debt (Note 9) | 1,721,241 | 1,713,238 |
Unfunded pension liability | 38,315 | 35,505 |
Operating lease liability | 133,046 | 135,822 |
Deferred credits and other liabilities | 100,898 | 97,898 |
Deferred tax liabilities | 8,696 | 8,724 |
Total liabilities | 2,812,763 | 2,777,813 |
Commitments and contingencies (Note 20) | ||
Shareholders’ equity | ||
Preferred Stock, par value $0.01 per share, 90,000,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Common Stock: 900,000,000 shares authorized, par value $0.01 per share, 84,916,876 and 84,347,712 shares issued and outstanding as of April 1, 2023 and December 31, 2022, respectively. | 849 | 843 |
Additional paid-in capital | 738,774 | 734,853 |
Retained earnings | 145,620 | 130,486 |
Accumulated other comprehensive loss | (137,484) | (142,634) |
Total shareholders’ equity | 747,759 | 723,548 |
Total liabilities and shareholders’ equity | $ 3,560,522 | $ 3,501,361 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Apr. 01, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 90,000,000 | 90,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, shares authorized (in shares) | 900,000,000 | 900,000,000 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued (in shares) | 84,916,876 | 84,347,712 |
Common stock, shares outstanding (in shares) | 84,916,876 | 84,347,712 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Preferred stock | Common stock | Additional paid-in capital | Other additional paid in capital | Other additional paid in capital Employee stock notes | Retained earnings | Accumulated other comprehensive income (loss) | Foreign currency adjustments | Unrealized gain on interest rate hedges | Net actuarial pension gain |
Balance at beginning of period (in shares) at Dec. 31, 2021 | 0 | ||||||||||
Balance at beginning of period at Dec. 31, 2021 | $ 0 | $ 902 | $ 720,124 | $ (673) | $ 215,611 | $ (93,746) | |||||
Balance at beginning of period (in shares) at Dec. 31, 2021 | 90,193,550 | ||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||
Shares issued for exercise/vesting of share-based compensation awards (in shares) | 824,074 | ||||||||||
Shares issued for exercise/vesting of share-based compensation awards | $ 8 | 979 | |||||||||
Shares repurchased (in shares) | (1,777,266) | ||||||||||
Shares repurchased | $ (18) | (41,323) | |||||||||
Shares surrendered for tax obligations for employee share-based transactions (in shares) | (103,904) | ||||||||||
Shares surrendered for tax obligations for employee share-based transactions | $ (1) | (2,378) | |||||||||
Amortization of share-based compensation | 9,664 | ||||||||||
Net income (loss) | $ (528) | (528) | |||||||||
Foreign currency adjustments | (4,033) | $ (4,033) | |||||||||
Unrealized (loss) gain on interest rate hedges | $ 6,786 | ||||||||||
Net actuarial pension gain | 401 | $ 401 | |||||||||
Balance at end of period at Mar. 26, 2022 | $ 811,775 | $ 891 | $ 727,716 | 728,389 | (673) | 173,760 | (90,592) | ||||
Balance at period end (in shares) at Mar. 26, 2022 | 89,136,454 | ||||||||||
Balance at beginning of period (in shares) at Dec. 31, 2022 | 0 | 0 | |||||||||
Balance at beginning of period at Dec. 31, 2022 | $ 723,548 | $ 0 | $ 843 | 735,526 | (673) | 130,486 | (142,634) | ||||
Balance at beginning of period (in shares) at Dec. 31, 2022 | 84,347,712 | 84,347,712 | |||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||
Shares issued for exercise/vesting of share-based compensation awards (in shares) | 604,028 | ||||||||||
Shares issued for exercise/vesting of share-based compensation awards | $ 7 | ||||||||||
Shares surrendered for tax obligations for employee share-based transactions (in shares) | (34,864) | ||||||||||
Shares surrendered for tax obligations for employee share-based transactions | $ (1) | (462) | |||||||||
Amortization of share-based compensation | 4,383 | ||||||||||
Net income (loss) | $ 15,134 | 15,134 | |||||||||
Foreign currency adjustments | 8,173 | $ 8,173 | |||||||||
Unrealized (loss) gain on interest rate hedges | $ (3,085) | ||||||||||
Net actuarial pension gain | $ 62 | $ 62 | |||||||||
Balance at period end (in shares) at Apr. 01, 2023 | 0 | ||||||||||
Balance at end of period at Apr. 01, 2023 | $ 747,759 | $ 849 | $ 738,774 | $ 739,447 | $ (673) | $ 145,620 | $ (137,484) | ||||
Balance at period end (in shares) at Apr. 01, 2023 | 84,916,876 | 84,916,876 |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares | Apr. 01, 2023 | Dec. 31, 2022 | Mar. 26, 2022 | Dec. 31, 2021 |
Statement of Stockholders' Equity [Abstract] | ||||
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
OPERATING ACTIVITIES | ||
Net income (loss) | $ 15,134 | $ (528) |
Adjustments to reconcile net income (loss) to cash used in operating activities: | ||
Depreciation and amortization | 32,790 | 32,565 |
Deferred income taxes | (4,268) | (2,449) |
Net (gain) loss on disposition of assets | (90) | 134 |
Adjustment to carrying value of assets | 2,171 | 0 |
Amortization of deferred financing costs | 786 | 726 |
Stock-based compensation | 4,383 | 9,664 |
Amortization of U.S. pension expense | 125 | 350 |
Recovery of cost from interest received on impaired notes | (1,394) | (7,027) |
Other items, net | (4,345) | 2,211 |
Net change in operating assets and liabilities, net of effect of acquisitions: | ||
Accounts receivable | (100,229) | (157,703) |
Inventories | 31,779 | (61,285) |
Other assets | (1,775) | (34,669) |
Accounts payable and accrued expenses | 27,572 | 45,531 |
Change in short term and long-term tax liabilities | (3,295) | (14,387) |
Net cash used in operating activities | (656) | (186,867) |
INVESTING ACTIVITIES | ||
Purchases of property and equipment | (21,432) | (15,382) |
Proceeds from sale of property and equipment | 398 | 39 |
Purchase of intangible assets | (2,179) | (998) |
Recovery of cost from interest received on impaired notes | 1,394 | 7,027 |
Cash received for notes receivable | 5 | 48 |
Cash received from insurance proceeds | 3,165 | 0 |
Change in securities for deferred compensation plan | (383) | 0 |
Net cash used in investing activities | (19,032) | (9,266) |
FINANCING ACTIVITIES | ||
Change in long-term debt | 341 | 110,623 |
Common stock issued for exercise of options | 7 | 987 |
Common stock repurchased | 0 | (40,216) |
Payments to tax authorities for employee share-based compensation | (447) | (111) |
Net cash (used in) provided by financing activities | (99) | 71,283 |
Effect of foreign currency exchange rates on cash | 2,910 | (4,940) |
Net decrease in cash and cash equivalents | (16,877) | (129,790) |
Cash, cash equivalents and restricted cash, beginning | 220,868 | 396,890 |
Cash, cash equivalents and restricted cash, ending | $ 203,991 | $ 267,100 |
Description of Company and Summ
Description of Company and Summary of Significant Accounting Policies | 3 Months Ended |
Apr. 01, 2023 | |
Accounting Policies [Abstract] | |
Description of Company and Summary of Significant Accounting Policies | Description of Company and Summary of Significant Accounting Policies Nature of Business – JELD-WEN Holding, Inc., along with its subsidiaries, is a vertically integrated global manufacturer and distributor of windows, doors, and other building products that derives substantially all its revenues from the sale of its door and window products. Unless otherwise specified or the context otherwise requires, all references in these notes to “JELD-WEN,” “we,” “us,” “our,” or the “Company” are to JELD-WEN Holding, Inc. and its subsidiaries. We have facilities located in the U.S., Canada, Europe, Australia, Asia, and Mexico. Our products are marketed primarily under the JELD-WEN brand name in the U.S. and Canada and under JELD-WEN and a variety of acquired brand names in Europe, Australia, and Asia. Our revenues are affected by the level of new housing starts and remodeling activity in each of our markets. Our sales typically follow seasonal new construction and repair and remodeling industry patterns. The peak season for home construction and remodeling in many of our markets generally corresponds with the second and third calendar quarters, and therefore, sales volume is typically higher during those quarters. Our first and fourth quarter sales volumes are generally lower due to reduced repair and remodeling activity and reduced activity in the building and construction industry as a result of colder and more inclement weather in certain areas of our geographic end markets. Basis of Presentation – The accompanying unaudited consolidated financial statements as of April 1, 2023 and for the three months ended April 1, 2023 and March 26, 2022, respectively, have been prepared in accordance with GAAP for interim financial information and pursuant to the rules and regulations of the SEC. In the opinion of management, the unaudited consolidated financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, consisting only of normal recurring adjustments, necessary for the fair statement of the Company’s financial position for the periods presented. The results for the three months ended April 1, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023, or any other period. The accompanying consolidated balance sheet as of December 31, 2022 was derived from audited financial statements included in our Annual Report on Form 10-K. The accompanying consolidated financial statements do not include all of the information and footnotes required by GAAP for annual financial statements. Accordingly, they should be read in conjunction with the audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022. All U.S. dollar and other currency amounts, except per share amounts, are presented in thousands unless otherwise noted. Fiscal Year – We operate on a fiscal calendar year, and each interim quarter is comprised of two 4-week periods and one 5-week period, with each week ending on a Saturday. Our fiscal year always begins on January 1 and ends on December 31. As a result, our first and fourth quarters may have more or fewer days included than a traditional 91-day fiscal quarter. Use of Estimates – The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates, assumptions, and allocations that affect amounts reported in the consolidated financial statements and related notes. Significant items that are subject to such estimates and assumptions include, but are not limited to, long-lived assets including goodwill and other intangible assets, employee benefit obligations, income tax uncertainties, contingent assets and liabilities, provisions for bad debt, inventory, warranty liabilities, legal claims, valuation of derivatives, environmental remediation, and claims relating to self-insurance. Actual results could differ due to the uncertainty inherent in the nature of these estimates. COVID-19 – The CARES Act in the U.S. and similar legislation in other jurisdictions includes measures that assisted companies in responding to the COVID-19 pandemic. These measures consisted primarily of cash assistance to support employment levels and deferment of remittance of certain non-income tax expense payments. The most significant impact was from the CARES Act in the U.S., which included a provision that allowed employers to defer the remittance of the employer portion of the social security tax relating to 2020. The deferred employment payment must be paid over two years. Original payment due dates were in 2021 and 2022, however updated guidance provided by the Internal Revenue Service in December 2021 allowed for these payments to be made during 2022 and 2023. The Company deferred $20.9 million of the employer portion of social security tax in 2020, of which $9.9 million was paid in the first quarter of 2022 and the remaining $11.0 million was paid in the fourth quarter of 2022. Recent Accounting Standards – In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of LIBOR or by another reference rate expected to be discontinued. In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope , to clarify the scope of ASU No. 2020-04. In December 2022, the FASB issued ASU No. 2022-06, Deferral of the Sunset Date of Topic 848, which extended the relief provisions under Topic 848 through December 31, 2024. In May 2020, we elected the expedient within ASC 848 which allows us to assume that our hedged interest payments are probable of occurring regardless of any expected modifications in their terms related to reference rate reform. In addition, ASC 848 allows for the option to change the method of assessing effectiveness upon a change in critical terms of the derivative or the hedged transactions and upon the end of relief under ASC 848. At this time, we have elected to continue the method of assessing effectiveness as documented in the original hedge documentation and apply the practical expedients related to probability to assume that the reference rate on the hypothetical derivative matches the reference rate on the hedging instrument. We plan to evaluate the remaining expedients for adoption, as applicable, when contracts are modified. We currently do not expect this guidance to have a material impact on our consolidated financial statements. Refer to Note 18 - Derivative Financial Instruments for additional disclosure information relating to our hedging activity. We have considered the applicability and impact of all ASUs. We have assessed ASUs not listed above and have determined that they were either not applicable or were not expected to have a material impact on our financial statements. |
Accounts Receivable
Accounts Receivable | 3 Months Ended |
Apr. 01, 2023 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts ReceivableWe sell our manufactured products to a large number of customers, primarily in the residential housing construction and remodel sectors, broadly dispersed across many domestic and foreign geographic regions. We assess the credit risk relating to our accounts receivable based on quantitative and qualitative factors, including historical credit collections within each region where we have operations. We perform ongoing credit evaluations of our customers to minimize credit risk. We do not usually require collateral for accounts receivable, but do require advance payment, guarantees, a security interest in the products sold to a customer, and/or letters of credit in certain situations. Customer accounts receivable converted to notes receivable are collateralized by inventory or other collateral. At April 1, 2023 and December 31, 2022, we had an allowance for credit losses of $18.1 million and $16.3 million, respectively. The increase in the allowance for credit losses in the three months ended April 1, 2023 is due to the credit losses incurred from the bankruptcy of a large Australasian customer, partially offset by a reduction in our allowance for credit losses in our North America segment due to improved collections. |
Inventories
Inventories | 3 Months Ended |
Apr. 01, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value. Finished goods and work-in-process inventories include material, labor, and manufacturing overhead costs. (amounts in thousands) April 1, 2023 December 31, 2022 Raw materials $ 475,610 $ 511,681 Work in process 29,921 31,310 Finished goods 132,272 123,464 Total inventories $ 637,803 $ 666,455 |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Apr. 01, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net (amounts in thousands) April 1, 2023 December 31, 2022 Property and equipment $ 2,151,549 $ 2,135,848 Accumulated depreciation (1,393,407) (1,373,362) Total property and equipment, net $ 758,142 $ 762,486 We recorded accelerated depreciation of our plant and equipment of $2.2 million during the three months ended April 1, 2023 within restructuring and asset related charges in the accompanying consolidated statements of operations. No accelerated depreciation was recorded during the three months ended March 26, 2022. The effect on our carrying value of property and equipment due to currency translations for foreign property and equipment, net, was an increase of $3.9 million as of April 1, 2023 compared to December 31, 2022, respectively. Depreciation expense was recorded as follows: Three Months Ended (amounts in thousands) April 1, 2023 March 26, 2022 Cost of sales $ 22,916 $ 22,512 Selling, general and administrative 1,964 1,708 Total depreciation expense $ 24,880 $ 24,220 |
Goodwill
Goodwill | 3 Months Ended |
Apr. 01, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The following table summarizes the changes in goodwill by reportable segment: (amounts in thousands) North Europe Australasia Total Balance as of December 31, 2022 $ 182,269 $ 199,684 $ 78,552 $ 460,505 Currency translation 11 3,889 (802) 3,098 Balance as of April 1, 2023 $ 182,280 $ 203,573 $ 77,750 $ 463,603 |
Intangible Assets, Net
Intangible Assets, Net | 3 Months Ended |
Apr. 01, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Intangible Assets, Net The cost and accumulated amortization values of our intangible assets were as follows: April 1, 2023 (amounts in thousands) Cost Accumulated Net Customer relationships and agreements $ 138,964 $ (83,241) $ 55,723 Software 121,305 (46,461) 74,844 Trademarks and trade names 53,420 (13,153) 40,267 Patents, licenses and rights 42,419 (26,522) 15,897 Total amortizable intangibles $ 356,108 $ (169,377) $ 186,731 December 31, 2022 (amounts in thousands) Cost Accumulated Net Customer relationships and agreements $ 137,914 $ (79,761) $ 58,153 Software 119,239 (43,208) 76,031 Trademarks and trade names 53,481 (12,563) 40,918 Patents, licenses and rights 42,821 (25,818) 17,003 Total amortizable intangibles $ 353,455 $ (161,350) $ 192,105 The effect on our carrying value of intangible assets due to currency translations for foreign intangible assets as of April 1, 2023 compared to December 31, 2022 was nominal. Intangible assets that become fully amortized are removed from the accounts in the period that they become fully amortized. Amortization expense was recorded as follows: Three Months Ended (amounts in thousands) April 1, 2023 March 26, 2022 Amortization expense $ 7,487 $ 8,145 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Apr. 01, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities (amounts in thousands) April 1, 2023 December 31, 2022 Accrued sales and advertising rebates $ 76,652 $ 93,337 Current portion of operating lease liability 43,546 42,494 Non-income related taxes 31,076 25,700 Accrued expenses 24,032 18,423 Current portion of warranty liability (Note 8) 23,114 23,079 Deferred revenue and customer deposits 23,104 24,753 Accrued freight 18,382 17,398 Accrued interest payable 17,508 4,038 Current portion of accrued claim costs relating to self-insurance programs 17,375 17,932 Accrued income taxes payable 9,900 12,848 Current portion of restructuring accrual ( Note 15 ) 3,985 5,038 Legal claims provision 3,477 3,490 Current portion of derivative liability (Note 18) 2,364 3,346 Total accrued expenses and other current liabilities $ 294,515 $ 291,876 The legal claims provision relates primarily to contingencies associated with the ongoing legal matters disclosed in Note 20 - Commitments and Contingencies . The accrued sales and advertising rebates, accrued interest payable, accrued freight, and non-income related taxes can fluctuate significantly period-over-period due to timing of payments. |
Warranty Liability
Warranty Liability | 3 Months Ended |
Apr. 01, 2023 | |
Product Warranties Disclosures [Abstract] | |
Warranty Liability | Warranty LiabilityWarranty terms vary from one year to lifetime on certain window and door components. Warranties are normally limited to servicing or replacing defective components for the original customer. Product defects arising within six months of sale are classified as manufacturing defects and are not included in the current period expense below. Some warranties are transferable to subsequent owners and are either limited to 10 years from the date of manufacture or require pro-rata payments from the customer. A provision for estimated warranty costs is recorded at the time of sale based on historical experience and is periodically adjusted to reflect actual experience. An analysis of our warranty liability is as follows: (amounts in thousands) April 1, 2023 March 26, 2022 Balance as of January 1 $ 54,337 $ 54,860 Current period charges 7,240 7,151 Experience adjustments 539 684 Payments (7,864) (7,742) Currency translation 108 (4) Balance at period end 54,360 54,949 Current portion (23,114) (23,387) Long-term portion $ 31,246 $ 31,562 The most significant component of our warranty liability as of April 1, 2023 and March 26, 2022 is in the North America segment. As of April 1, 2023, the warranty liability in the North America segment totaled $46.2 million after discounting future estimated cash flows at rates between 0.53% and 3%. Without discounting, the liability would have been higher by approximately $3.0 million. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Apr. 01, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Our long-term debt, net of original issue discount and unamortized debt issuance costs, consisted of the following: April 1, 2023 April 1, 2023 December 31, 2022 (amounts in thousands) Interest Rate Senior Secured Notes and Senior Notes 4.63% - 6.25% $ 1,050,000 $ 1,050,000 Term loans 1.30% - 7.09% 540,572 541,970 Revolving credit facilities 5.93% - 8.25% 63,000 55,000 Finance leases and other financing arrangements 1.25% - 7.16% 84,995 89,784 Mortgage notes 4.62% - 5.12% 22,624 22,472 Total Debt 1,761,191 1,759,226 Unamortized debt issuance costs and original issue discounts (10,841) (11,597) Current maturities of long-term debt (29,109) (34,391) Long-term debt $ 1,721,241 $ 1,713,238 Summaries of our significant changes to outstanding debt agreements as of April 1, 2023 are as follows: Senior Secured Notes and Senior Notes In May 2020, we issued $250.0 million of Senior Secured Notes bearing interest at 6.25% and maturing in May 2025 in a private placement for resale to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The proceeds were net of fees and expenses associated with debt issuance, including an underwriting fee of 1.25%. Interest is payable semiannually, in arrears, each May and November. In December 2017, we issued $800.0 million of unsecured Senior Notes in two tranches: $400.0 million bearing interest at 4.63% and maturing in December 2025, and $400.0 million bearing interest at 4.88% and maturing in December 2027 in a private placement for resale to qualified institutional buyers pursuant to Rule 144A under the Securities Act. Term Loans U.S. Facility - Initially executed in October 2014, we amended the Term Loan Facility in July 2021 to, among other things, extend the maturity date from December 2024 to July 2028 and provide additional covenant flexibility. Pursuant to the amendment, certain existing and new lenders advanced $550.0 million of replacement term loans, the proceeds of which were used to prepay in full the amount outstanding under the previously existing term loans. The replacement term loans bear interest at LIBOR (subject to a floor of 0.00%) plus a margin of 2.00% to 2.25% depending on JWI’s corporate credit ratings. In addition, the amendment also modifies certain other terms and provisions of the Term Loan Facility, and add language to address the replacement of LIBOR with a SOFR basis upon the June 30, 2023 cessation of the publication of LIBOR. Voluntary prepayments of the replacement term loans are permitted at any time, in certain minimum principal amounts, but were subject to a 1.00% premium during the first six months. The amendment requires 0.25% of the initial principal to be repaid quarterly until maturity. As a result of this amendment, we recognized debt extinguishment costs of $1.3 million, which included $1.0 million of unamortized debt issuance costs and original discount fees. As of the date of the amendment, the outstanding principal balance, net of original issue discount, was $548.6 million. As of April 1, 2023, the outstanding principal balance, net of original issue discount, was $539.3 million . In May 2020, we entered into interest rate swap agreements with a weighted average fixed rate of 0.395% paid against one-month LIBOR floored at 0.00% with outstanding notional amounts aggregating to $370.0 million corresponding to that amount of the debt outstanding under our Term Loan Facility. Absent any action, interest rate hedges will convert to a SOFR basis after June 30, 2023, although the Company plans to proactively amend these hedges to a SOFR basis prior to that date. The interest rate swap agreements are designated as cash flow hedges of a portion of the interest obligations on our Term Loan Facility borrowings and mature in December 2023. See Note 18 - Derivative Financial Instruments for additional information on our derivative assets and liabilities. Revolving Credit Facilities ABL Facility - In July 2021, we amended the ABL Facility to, among other things, extend the maturity date from December 2022 to July 2026, increase the aggregate commitment to $500.0 million, provide additional covenant flexibility, conform certain terms and provisions to the Term Loan Facility, and amend the interest rate grid applicable to the loans thereunder by adding language to address the replacement of LIBOR with a SOFR basis upon the June 30, 2023 cessation of the publication of LIBOR. Pursuant to the amendment, the amount allocated to U.S. borrowers was increased to $465.0 million. The amount allocated to Canadian borrowers was maintained at $35.0 million. Borrowings under the ABL Facility bear, at the borrower’s option, interest at either a base rate plus a margin of 0.25% to 0.50% depending on excess availability or LIBOR (subject to a floor of 0.00%) plus a margin of 1.25% to 1.50% depending on excess availability. As of April 1, 2023, we had $63.0 million of outstanding borrowings, $31.4 million in letters of credit and $401.2 million available under the ABL Facility. Australia Senior Secured Credit Facility - In June 2019, we amended the Australia Senior Secured Credit Facility, reallocating availability from the Australia Term Loan Facility and collapsing the floating rate revolving loan facility into an AUD 35.0 million interchangeable facility to be used for guarantees, asset financing, and loans of twelve months or less. The interchangeable facility does not have a set maturity date but is instead subject to an annual review each June. In May 2020, we amended the Australia Senior Secured Credit Facility to relax certain financial covenants. The amended non-term loan portion of the facility bore line fees of 0.70%, compared to line fees of 0.50% under the previous amendment. The amendment also provided for a supplemental AUD 30.0 million floating rate revolving loan facility. In December 2021, we amended the Australia Senior Secured Credit Facility to reinstate maintenance financial covenant ratios to pre-pandemic thresholds and renewed the facility through its next annual review. The amended facility includes line fees of 0.50%, compared to line fees of 0.70% under the previous amendment. As of April 1, 2023, we had AUD 22.5 million ($15.1 million) available under this facility. The Australia Senior Secured Credit Facility is secured by guarantees of JWA and its subsidiaries, fixed and floating charges on the assets of JWA group, and mortgages on certain real properties owned by the JWA group. The combined agreement requires that JWA maintain certain financial ratios, including a minimum consolidated interest coverage ratio and a maximum consolidated debt to EBITDA ratio. The agreement limits dividends and repayments of intercompany loans where the JWA group is the borrower and limits loans or other financial accommodations to non-obligor entities. At April 1, 2023, we had combined borrowing availability of $416.3 million under our revolving credit facilities. Mortgage Notes – In December 2007, we entered into thirty-year mortgage notes secured by land and buildings in Denmark with principal payments which began in 2018. As of April 1, 2023, we had DKK 154.6 million ($22.6 million) outstanding under these notes. Finance leases and other financing arrangements – In addition to finance leases, we include insurance premium financing arrangements and loans secured by equipment in this category. As of April 1, 2023, we had $85.0 million outstanding in this category, with maturities ranging from 2023 to 2030. As of April 1, 2023, we were in compliance with the terms of all of our credit facilities and the indentures governing the Senior Notes and Senior Secured Notes. |
Income Taxes
Income Taxes | 3 Months Ended |
Apr. 01, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The effective income tax rate for continuing operations was 29.1% and 26.3% for the three months ended April 1, 2023 and March 26, 2022, respectively. In accordance with ASC 740-270, we recorded a tax expense of $6.2 million and a tax benefit of $0.2 million from operations in the three months ended April 1, 2023 and March 26, 2022, respectively, by applying our estimated annual effective tax rate to year-to-date income for includable entities during the respective periods. Our estimated annual effective tax rate for both years includes the impact of the tax on GILTI. Entities that are currently generating losses and for which there is a full valuation allowance are excluded from the worldwide effective tax rate calculation and are calculated separately. The impact of significant discrete items is separately recognized in the quarter in which they occur. The tax expense for discrete items included in the tax provision for continuing operations for the three months ended April 1, 2023 was $1.0 million, comprised primarily of $1.2 million of tax expense attributable to share-based compensation, partially offset by $0.2 million of tax benefit attributable to uncertain tax positions related to Denmark and Germany taken in the previous years. Discrete tax items recorded in the three months ended March 26, 2022 were insignificant to the tax expense recorded in the respective period. Under ASC 740-10, we provide for uncertain tax positions and the related interest expense by adjusting unrecognized tax benefits and accrued interest accordingly. We recognize potential interest and penalties related to unrecognized tax benefits in income tax expense. We had unrecognized tax benefits without regard to accrued interest of $31.5 million and $29.3 million as of April 1, 2023 and December 31, 2022, respectively. The Company continually evaluates its global cash needs. As of April 1, 2023, the Company continues to make an indefinite reinvestment assertion on the future earnings of its foreign subsidiaries in excess of previously taxed earnings and no additional deferred tax expense is recorded. |
Segment Information
Segment Information | 3 Months Ended |
Apr. 01, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We report our segment information in the same way management internally organizes the business to assess performance and make decisions regarding allocation of resources in accordance with ASC 280-10- Segment Reporting . We have three reportable segments, organized and managed principally in geographic regions. Our reportable segments are North America, Europe, and Australasia. We report all other business activities in Corporate and unallocated costs. Factors considered in determining the three reportable segments include the nature of business activities, the management structure accountable directly to the CODM, the discrete financial information available and the information regularly reviewed by the CODM. Management reviews net revenues and Adjusted EBITDA to evaluate segment performance and allocate resources. We define Adjusted EBITDA as net income (loss), adjusted for the following items: (income) loss from discontinued operations, net of tax; income tax expense (benefit); depreciation and amortization; interest expense, net ; and certain special items consisting of non-recurring legal and professional expenses and settlements; restructuring and asset related charges; facility closure, consolidation, and other related costs and adjustments; M&A related costs; share-based compensation expense; non-cash foreign exchange transaction/translation (income) loss; and other special items. The following tables set forth certain information relating to our segments’ operations: (amounts in thousands) North Europe Australasia Total Operating Corporate Total Three Months Ended April 1, 2023 Total net revenues $ 768,122 $ 312,621 $ 145,670 $ 1,226,413 $ — $ 1,226,413 Intersegment net revenues (89) (132) (3,575) (3,796) — (3,796) Net revenues from external customers $ 768,033 $ 312,489 $ 142,095 $ 1,222,617 $ — $ 1,222,617 Three Months Ended March 26, 2022 Total net revenues $ 722,571 $ 323,306 $ 130,433 $ 1,176,310 $ — $ 1,176,310 Intersegment net revenues (228) (34) (5,026) (5,288) — (5,288) Net revenues from external customers $ 722,343 $ 323,272 $ 125,407 $ 1,171,022 $ — $ 1,171,022 (amounts in thousands) North Europe Australasia Total Operating Corporate Total Three Months Ended April 1, 2023 Net income (loss) $ 35,249 $ 7,299 $ 5,317 $ 47,865 $ (32,731) $ 15,134 Income tax expense (benefit) 14,533 1,415 2,348 18,296 (12,084) 6,212 Depreciation and amortization 17,798 7,433 4,447 29,678 3,112 32,790 Interest expense, net 2,834 128 869 3,831 17,390 21,221 Restructuring and asset related charges 7,812 1,267 — 9,079 187 9,266 Net other special items 972 95 (386) 681 8,231 8,912 Adjusted EBITDA $ 79,198 $ 17,637 $ 12,595 $ 109,430 $ (15,895) $ 93,535 Three Months Ended March 26, 2022 Net income (loss) $ 38,068 $ (631) $ 2,017 $ 39,454 $ (39,982) $ (528) Income tax expense (benefit) (1) 1,008 1,398 996 3,402 (3,590) (188) Depreciation and amortization 16,685 7,892 4,844 29,421 3,144 32,565 Interest expense, net 1,127 1,805 1,014 3,946 14,408 18,354 Restructuring and asset related charges — — 22 22 (21) 1 Net other special items 10,197 4,234 1,479 15,910 14,135 30,045 Adjusted EBITDA $ 67,085 $ 14,698 $ 10,372 $ 92,155 $ (11,906) $ 80,249 (1) Income tax expense (benefit) in Corporate and unallocated costs includes the tax impact of US Operations in the three months ended March 26, 2022. Reconciliations of net income to Adjusted EBITDA are as follows: Three Months Ended (amounts in thousands) April 1, 2023 March 26, 2022 Net income (loss) $ 15,134 $ (528) Income tax expense (benefit) 6,212 (188) Depreciation and amortization 32,790 32,565 Interest expense, net 21,221 18,354 Special items: Legal and professional expenses and settlements (1) 1,822 1,916 Restructuring and asset related charges (2) 9,266 1 Facility closure, consolidation, and other related costs and adjustments (3) 1,347 132 M&A related costs (4) 4,550 3,270 Share-based compensation expense (5) 4,383 9,664 Non-cash foreign exchange transaction/translation (income) loss (6) (3,066) 6,218 Other special items (7) (124) 8,845 Adjusted EBITDA $ 93,535 $ 80,249 . (1) Legal and professional expenses and settlements primarily related to litigation and transformation initiatives. (2) Represents severance, accelerated depreciation charges, and other expenses directly incurred as a result of restructuring events, including equipment relocation expenses. (3) Facility closure, consolidation, and other related costs and adjustments primarily related to winding down certain facilities closed in 2022. (4) M&A related costs consists primarily of legal and professional expenses related to the potential dispositions of Towanda and our Australasia segment. (5) Represents non-cash equity-based compensation expense related to the issuance of share-based awards. (6) Non-cash foreign exchange transaction/translation (income)/loss primarily consists of (gains)/losses associated with fair value adjustments of foreign currency derivatives and revaluation of intercompany balances. (7) Other special items not core to ongoing business activity in the three months ended March 26, 2022 primarily consists of $6.9 million in expenses related to fire damage and downtime at one of our facilities in our North America segment. |
Capital Stock
Capital Stock | 3 Months Ended |
Apr. 01, 2023 | |
Equity [Abstract] | |
Capital Stock | Capital Stock Preferred Stock - Our Board of Directors is authorized to issue Preferred Stock from time to time in one or more series and with such rights, privileges, and preferences as the Board of Directors shall from time to time determine. We have not issued any shares of Preferred Stock. Common Stock - Common Stock includes the basis of shares outstanding plus amounts recorded as additional paid-in capital. Shares outstanding exclude the shares issued to the Employee Benefit Trust that are considered similar to treasury shares and total 193,941 shares at both April 1, 2023 and December 31, 2022 with a total original issuance value of $12.4 million. We record share repurchases on their trade date and reduce shareholders’ equity and increase accounts payable. Repurchased shares are retired, and the excess of the repurchase price over the par value of the shares is charged to retained earnings. On July 27, 2021, our Board of Directors increased our previous repurchase authorization to a total of $400.0 million with no expiration date. On July 28, 2022, our Board of Directors authorized a new share repurchase program, replacing our previous share repurchase authorization, with an aggregate value of $200.0 million and no expiration date. As of April 1, 2023, there have been no share repurchases under this program. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Apr. 01, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The basic and diluted income per share calculations were determined based on the following share data : Three Months Ended April 1, 2023 March 26, 2022 Weighted average outstanding shares of Common Stock basic 84,598,945 89,802,974 Restricted stock units and options to purchase Common Stock 550,143 — Weighted average outstanding shares of Common Stock diluted 85,149,088 89,802,974 The following table provides the securities that could potentially dilute basic earnings per share in the future but were not included in the computation of diluted income per share as their inclusion would be anti-dilutive: Three Months Ended April 1, 2023 March 26, 2022 Common Stock options 1,669,638 1,668,613 Restricted stock units 782,751 1,086,958 Performance share units 192,940 390,084 |
Stock Compensation
Stock Compensation | 3 Months Ended |
Apr. 01, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock Compensation | Stock Compensation The activity under our incentive plans for the periods presented are reflected in the following tables: Three Months Ended April 1, 2023 March 26, 2022 Shares Weighted Average Exercise Price Per Share Shares Weighted Average Exercise Price Per Share Options granted 235,892 $ 13.29 310,554 $ 24.17 Options canceled 7,395 $ 26.33 37,770 $ 28.57 Options exercised — $ — 66,946 $ 12.55 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value RSUs granted 1,336,005 $ 13.21 845,395 $ 24.18 PSUs granted 292,064 $ 17.36 158,587 $ 29.24 Stock-based compensation expense was $4.4 million and $9.7 million for the three months ended April 1, 2023 and March 26, 2022, respectively. The three months ended April 1, 2023 had comparatively less expense than the three months ended March 26, 2022 primarily due to executive management turnover and lower outstanding performance shares in 2023. As of April 1, 2023, we had $27.7 million of total unrecognized compensation expense related to non-vested share-based compensation arrangements. This cost is expected to be recognized over the remaining weighted-average vesting period of 1.85 years. |
Restructuring and Asset Related
Restructuring and Asset Related Charges | 3 Months Ended |
Apr. 01, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Asset Related Charges | Restructuring and Asset Related ChargesWe engage in restructuring activities focused on improving productivity and operating margins. Restructuring costs primarily relate to costs associated with workforce reductions, plant consolidations and closure, and changes to the management structure to align with our operations. Other restructuring associated costs, primarily consist of equipment relocation costs. Asset related charges consist of accelerated depreciation of assets due to changes in asset useful lives. The following table summarizes the restructuring and asset related charges for the periods indicated: (amounts in thousands) North Europe Australasia Corporate Total Three Months Ended April 1, 2023 Restructuring charges $ 3,056 $ 1,087 $ — $ 187 $ 4,330 Other restructuring associated costs 2,585 180 — — 2,765 Asset related charges 2,171 — — — 2,171 Other restructuring associated costs and asset related charges 4,756 180 — — 4,936 Total restructuring and asset related charges $ 7,812 $ 1,267 $ — $ 187 $ 9,266 The following is a summary of the restructuring accruals recorded and charges incurred: (amounts in thousands) Balance as of January 1, 2023 $ 5,038 Current period charges 6,915 Payments (8,018) Currency translation 50 Balance as of April 1, 2023 $ 3,985 Restructuring accruals are expected to be paid within the next 12 months and are included within accrued expenses and other current liabilities in the consolidated balance sheet. Restructuring accruals recorded and charges incurred in the three months ended March 26, 2022 were immaterial. |
Held for Sale
Held for Sale | 3 Months Ended |
Apr. 01, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Held for Sale | Held for Sale During 2021, the Company ceased the appeal process for its litigation with Steves & Sons, Inc. (“Steves”) further described in Note 20 - Commitments and Contingencies. As a result, we are required to divest the Company’s Towanda, PA operations (“Towanda”). As of April 1, 2023 and December 31, 2022, the assets and liabilities associated with the sale of Towanda qualify as held for sale. Since the Company will continue manufacturing door skins for its internal needs, the divestiture decision did not represent a strategic shift thereby precluding the divestiture as qualifying as a discontinued operation. The assets and liabilities included within the summary below are expected to be disposed of within the next twelve months and are included in assets held for sale and liabilities held for sale in the accompanying balance sheet. The results of Towanda will continue to be reported within our North America operations until the divestiture is finalized. (amounts in thousands) April 1, 2023 December 31, 2022 Assets Inventory $ 16,749 $ 16,592 Other current assets 192 110 Property and equipment 44,271 41,600 Intangible assets 1,472 1,471 Goodwill 65,000 65,000 Operating lease assets 850 975 Assets held for sale $ 128,534 $ 125,748 Liabilities Accrued payroll and benefits $ 983 $ 852 Accrued expenses and other current liabilities 5,363 4,707 Current maturities of long term debt — 1 Operating lease liability 341 480 Liabilities held for sale $ 6,687 $ 6,040 |
Other Income, Net
Other Income, Net | 3 Months Ended |
Apr. 01, 2023 | |
Other Income and Expenses [Abstract] | |
Other Income, Net | Other Income, Net The table below summarizes the amounts included in other income, net in the accompanying consolidated statements of operations: Three Months Ended (amounts in thousands) April 1, 2023 March 26, 2022 Foreign currency (gains) losses, net $ (3,459) $ 1,711 Insurance reimbursement (1,215) — Pension expense (income) 1,788 (1,427) Recovery of cost from interest received on impaired notes (1,394) (7,027) Governmental assistance (147) (65) Other items (845) (529) Total Other Income, Net $ (5,272) $ (7,337) |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Apr. 01, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments Foreign currency derivatives – As a multinational corporation, we are exposed to the impact of foreign currency fluctuations. To the extent borrowings, sales, purchases, or other transactions are not executed in the local currency of the operating unit, we are exposed to foreign currency risk. In most of the countries in which we operate, the exposure to foreign currency movements is limited because the operating revenues and expenses of our business units are substantially denominated in the local currency. To mitigate the exposure, we may enter into a variety of foreign currency derivative contracts. To manage the effect of exchange fluctuations on forecasted sales, purchases, acquisitions, capital expenditures, and certain intercompany transactions that are denominated in foreign currencies, we have foreign currency derivative contracts with a total notional amount of $97.3 million as of April 1, 2023. We also are subject to currency translation risk associated with converting our foreign operations’ financial statements into U.S. dollars. To mitigate the impact to the consolidated earnings of the Company from the effect of the translation of certain subsidiaries’ local currency results into U.S. dollars, we have foreign currency derivative contracts with a total notional amount of $112.1 million as of April 1, 2023. We do not use derivative financial instruments for trading or speculative purposes. As of April 1, 2023, we have not elected hedge accounting for any foreign currency derivative contracts. We record mark-to-market changes in the values of these derivatives in other income, net. We recorded mark-to-market gains of $1.5 million and losses of $1.3 million relating to foreign currency derivatives in the three months ended April 1, 2023 and March 26, 2022, respectively. Interest rate derivatives – We are exposed to interest rate risk in connection with our variable rate long-term debt and we partially mitigate this risk through interest rate derivatives such as swaps and caps. In May 2020, we entered into interest rate swap agreements to manage this risk. The interest rate swap agreements have outstanding notional amounts aggregating to $370.0 million and mature in December 2023 with a weighted average fixed rate of 0.395% swapped against one-month USD LIBOR floored at 0.00%. Absent any action, interest rate hedges will convert to a SOFR basis after June 30, 2023, although the Company plans to proactively amend these hedges to a SOFR basis prior to that date. The interest rate swap agreements are designated as cash flow hedges and effectively fix the interest rate on a corresponding portion of the aggregate debt outstanding under our Term Loan Facility. No portion of these interest rate contracts were deemed ineffective during the three months ended April 1, 2023. We recorded pre-tax mark-to-market losses As of April 1, 2023, approximately $12.1 million is expected to be reclassified to interest income until the instruments mature in December 2023. Other derivative instruments – From time to time, we may enter into other types of derivative instruments immaterial to the business. Unless otherwise disclosed, these instruments are not designated as hedging instruments and mark-to-market adjustments are recorded in the statement of operations each period. The fair values of derivative instruments held are as follows: Derivative assets (amounts in thousands) Balance Sheet Location April 1, 2023 December 31, 2022 Derivatives designated as hedging instruments: Interest rate contracts Other current assets $ 12,101 $ 16,235 Derivatives not designated as hedging instruments: Foreign currency forward contracts Other current assets $ 4,472 $ 3,809 Other derivative instruments Other current assets 55 73 Derivatives liabilities (amounts in thousands) Balance Sheet Location April 1, 2023 December 31, 2022 Derivatives not designated as hedging instruments: Foreign currency forward contracts Accrued expenses and other current liabilities $ 2,174 $ 3,058 Other derivative instruments Accrued expenses and other current liabilities 190 288 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Apr. 01, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments We record financial assets and liabilities at fair value based on FASB guidance related to fair value measurements. The guidance requires fair value to be determined based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Three levels of inputs may be used to measure fair value: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Quoted market-based inputs or unobservable inputs that are corroborated by market data. Level 3 – Unobservable inputs that are not corroborated by market data. The recorded carrying amounts and fair values of these instruments were as follows: April 1, 2023 (amounts in thousands) Carrying Amount Total Level 1 Level 2 Level 3 Assets: Cash equivalents $ 1,714 $ 1,714 $ — $ 1,714 $ — Derivative assets, recorded in other current assets 16,628 16,628 — 16,628 — Deferred compensation plan assets, recorded in other assets 1,157 1,157 — 1,157 — Liabilities: Debt, recorded in long-term debt and current maturities of long-term debt $ 1,761,191 $ 1,657,803 $ — $ 1,657,803 $ — Derivative liabilities, recorded in accrued expenses and other current liabilities 2,364 2,364 — 2,364 — December 31, 2022 (amounts in thousands) Carrying Amount Total Level 1 Level 2 Level 3 Assets: Cash equivalents $ 6,078 $ 6,078 $ — $ 6,078 $ — Derivative assets, recorded in other current assets 20,117 20,117 — 20,117 — Deferred compensation plan assets, recorded in other assets 725 725 — 725 — Liabilities: Debt, recorded in long-term debt and current maturities of long-term debt $ 1,759,226 $ 1,555,367 $ — $ 1,555,367 $ — Derivative liabilities, recorded in accrued expenses and other current assets 3,346 3,346 — 3,346 — Derivative assets and liabilities reported in level 2 primarily include foreign currency derivative contracts and interest rate swap agreements. See Note 18- Derivative Financial Instruments for additional information about our derivative assets and liabilities. Deferred compensation plan assets reported in level 2 consist of mutual funds. There are no material non-financial assets or liabilities as of April 1, 2023 or December 31, 2022. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Apr. 01, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation – We are involved in various legal proceedings, claims, and government audits arising in the ordinary course of business. We record our best estimate of a loss when the loss is considered probable and the amount of such loss can be reasonably estimated. When a loss is probable and there is a range of estimated loss with no best estimate within the range, we record the minimum estimated liability related to the lawsuit or claim. As additional information becomes available, we reassess the potential liability and revise our accruals, if necessary. Because of uncertainties related to the resolution of lawsuits and claims, the ultimate outcome may differ materially from our estimates. Other than the matters described below, there were no proceedings or litigation matters involving the Company or its property as of April 1, 2023 that we believe would have a material adverse effect on our consolidated financial position or cash flows, although they could have a material adverse effect on our operating results for a particular reporting period. Steves & Sons, Inc. vs JELD-WEN, Inc. – We sell molded door skins to certain customers pursuant to long-term contracts, and these customers in turn use the molded door skins to manufacture interior doors and compete directly against us in the marketplace. We gave notice of termination of one of these contracts and, on June 29, 2016, the counterparty to the agreement, Steves and Sons, Inc. (“Steves”) filed a claim against JWI in the U.S. District Court for the Eastern District of Virginia, Richmond Division (the “Eastern District of Virginia”). The complaint alleged that our acquisition of CMI, a competitor in the molded door skins market, together with subsequent price increases and other alleged acts and omissions, violated antitrust laws, and constituted a breach of contract and breach of warranty. Specifically, the complaint alleged that our acquisition of CMI substantially lessened competition in the molded door skins market. The complaint sought declaratory relief, ordinary and treble damages, and injunctive relief, including divestiture of certain assets acquired in the CMI acquisition. In February 2018, a jury in the Eastern District of Virginia returned a verdict that was unfavorable to JWI with respect to Steves’ claims that our acquisition of CMI violated Section 7 of the Clayton Act, and found that JWI breached the supply agreement between the parties (the “Original Action”). The verdict awarded Steves $12.2 million for past damages under both the Clayton Act and breach of contract claims and $46.5 million in future lost profits under the Clayton Act claim. During the course of the proceedings in the Eastern District of Virginia, we discovered certain facts that led us to conclude that Steves, its principals, and certain former employees of the Company had misappropriated Company trade secrets, violated the terms of various agreements between the Company and those parties, and violated other laws. On May 11, 2018, a jury in the Eastern District of Virginia returned a verdict on our trade secrets claims against Steves and awarded damages in the amount of $1.2 million. The presiding judge entered a judgment in our favor for those damages, and the entire amount has been paid by Steves. On August 16, 2019, the presiding judge granted Steves’ request for an injunction, prohibiting us from pursuing certain claims against individual defendants pending in Bexar County, Texas (the “Steves Texas Trade Secret Theft Action”). On September 11, 2019, JELD-WEN filed a notice of appeal of the Eastern District of Virginia’s injunction to the Fourth Circuit Court of Appeals (the “Fourth Circuit”). On March 13, 2019, the presiding judge entered an Amended Final Judgment Order in the Original Action, awarding $36.5 million in past damages under the Clayton Act (representing a trebling of the jury’s verdict) and granting divestiture of certain assets acquired in the CMI acquisition, subject to appeal. The judgment also conditionally awarded damages in the event the judgment was overturned on appeal. Specifically, the court awarded $139.4 million as future antitrust damages in the event the divestiture order was overturned on appeal and $9.9 million as past contract damages in the event both the divestiture and antitrust claims were overturned on appeal. On April 12, 2019, Steves filed a petition requesting an award of its fees and a bill of costs, seeking $28.4 million in attorneys’ fees and $1.7 million in costs in connection with the Original Action. On November 19, 2019, the presiding judge entered an order for further relief awarding Steves an additional $7.1 million in damages for pricing differences from the date of the underlying jury verdict through May 31, 2019 (the “Pricing Action”). We also appealed that ruling. On April 14, 2020, Steves filed a motion for further supplemental relief for pricing differences from the date of the prior order and going forward through the end of the parties’ current supply agreement (the “Future Pricing Action”). We opposed that request for further relief. JELD-WEN filed a supersedeas bond and notice of appeal of the judgment, which was heard by the Fourth Circuit on May 29, 2020. On February 18, 2021, the Fourth Circuit issued its decision on appeal in the Original Action, affirming the Amended Final Judgment Order in part and vacating and remanding in part. The Fourth Circuit vacated the Eastern District of Virginia’s alternative $139.4 million lost-profits award, holding that award was premature because Steves has not suffered the purported injury on which its claim for future lost profits rests. The Fourth Circuit also vacated the Eastern District of Virginia’s judgment for Sam Steves, Edward Steves, and John Pierce on JELD-WEN’s trade secrets claims. The Fourth Circuit affirmed the Eastern District of Virginia’s finding of antitrust injury and its award of $36.5 million in past antitrust damages. It also affirmed the Eastern District of Virginia’s divestiture order, while clarifying that JELD-WEN retains the right to challenge the terms of any divestiture, including whether a sale to any particular buyer will serve the public interest, and made clear that the Eastern District of Virginia may need to revisit its divestiture order if the special master who has been appointed by the presiding judge cannot locate a satisfactory buyer. JELD-WEN then filed a motion for rehearing en banc with the Fourth Circuit that was denied on March 22, 2021. Following a thorough review, and consistent with our practice, we concluded that it is in the best interest of the Company and its stakeholders to move forward with the divestiture of Towanda and certain related assets. Although the Company did not seek Supreme Court review of the Fourth Circuit’s February 18, 2021 decision, the Company retains the legal right to challenge the divestiture process and the final divestiture order. We made estimates related to the divestiture in the preparation of our financial statements; however, there can be no guarantee that the divestiture will be consummated. The divestiture process is ongoing, and the special master is overseeing this process. Although the Company has decided to divest, we continue to believe that Steves’ claims lacked merit and that it was not entitled to the extraordinary remedy of divestiture. We continue to believe that the judgment in accordance with the verdict was improper under applicable law. During the pendency of the Original Action, on February 14, 2020, Steves filed a complaint and motion for preliminary injunction in the Eastern District of Virginia alleging that we breached the long-term supply agreement between the parties, including, among other claims, by incorrectly calculating the allocation of door skins owed to Steves (the “Allocation Action”). Steves sought an additional allotment of door skins and damages for violation of antitrust laws, tortious interference, and breach of contract. On April 10, 2020, the presiding judge granted Steves’ motion for preliminary injunction, and the parties settled the issues underlying the preliminary injunction on April 30, 2020 and the Company reserved the right to appeal the ruling in the Fourth Circuit. The Company believed all the claims lacked merit and moved to dismiss the antitrust and tortious interference claims. On June 2, 2020, we entered into a settlement agreement with Steves to resolve the Pricing Action, the Future Pricing Action, and the Allocation Action. As a result of the settlement, Steves filed a notice of satisfaction of judgment in the Pricing Action, withdrew its Future Pricing Action with prejudice, and filed a stipulated dismissal with prejudice in the Allocation Action. The Company also withdrew its appeal of the Pricing Action. The parties agreed to bear their own respective attorneys’ fees and costs in these actions. In partial consideration of the settlement, JWI and Steves entered into an amended supply agreement satisfactory to both parties that, by its terms, ended on September 10, 2021. This settlement had no effect on the Original Action between the parties except to agree that certain specific terms of the Amended Final Judgment Order in the Original Action would apply to the amended supply agreement during the pendency of the appeal of the Original Action. On April 2, 2021, JWI and Steves filed a stipulation regarding the amended supply agreement in the Original Action, stating that regardless of whether the case remains on appeal as of September 10, 2021, and absent further order of the court, the amended supply agreement would be extended until the divestiture of Towanda and certain related assets is complete and Steves’ new supply agreement with the company that acquires Towanda is in effect. We continue to believe the claims in the settled actions lacked merit and made no admission of liability in these matters. On October 7, 2021, we entered into a settlement agreement with Steves to resolve the following: (i) Steves’ past and any future claims for attorneys’ fees, expenses, and costs in connection with the Original Action, except that Steves and JWI each reserved the right to seek attorneys’ fees arising out of any challenge of the divestiture process or the final divestiture order; (ii) the Steves Texas Trade Secret Theft Action and the related Fourth Circuit appeal of the Eastern District of Virginia’s injunction in the Original Action; (iii) the past damages award in the Original Action; and (iv) any and all claims and counterclaims, known or unknown, that were asserted or could have been asserted against each other from the beginning of time through the date of the settlement agreement. As a result of the settlement, the parties filed a stipulated notice of satisfaction of the past antitrust damages judgment and a stipulated notice of settlement of Steves’ claim for attorneys’ fees, expenses, and costs against JWI in the Original Action, and Steves filed a notice of withdrawal of its motion for attorneys’ fees and expenses and bill of costs in the Original Action. The Company also filed a notice of dismissal with prejudice and agreed to take no judgment in the Steves Texas Trade Secret Theft Action, and the parties filed a joint agreement for dismissal of the injunction appeal in the Fourth Circuit. On November 3, 2021, we paid $66.4 million to Steves under the settlement agreement. Cambridge Retirement System v. JELD-WEN Holding, Inc., et al. – On February 19, 2020, Cambridge Retirement System filed a putative class action lawsuit in the Eastern District of Virginia against the Company, current and former Company executives, and various Onex-related entities alleging violations of Section 10(b) and Rule 10b-5 of the Exchange Act, as well as violations of Section 20(a) of the Exchange Act against the individual defendants and Onex-related entities (“Cambridge”). The lawsuit sought compensatory damages, equitable relief, and an award of attorneys’ fees and costs. On May 8, 2020, the Public Employees Retirement System of Mississippi and the Plumbers and Pipefitters National Pension Fund were named as co-lead plaintiffs and filed an amended complaint on June 22, 2020. On April 20, 2021, the parties reached an agreement in principle to resolve this securities class action. The agreement contemplated a full release of claims through the date of preliminary court approval of the settlement in exchange for a payment of $39.5 million, primarily funded by the Company’s D&O insurance carriers, except $5.0 million which was provisionally funded by the Company and remains subject to dispute with insurance carriers. On November 22, 2021, the Court granted final approval of the settlement agreement. The deadline to appeal the entry of the final approval order and judgment was December 22, 2021, and no party or class member filed an appeal. The Company continues to believe that the plaintiffs’ claims lacked merit and has denied any liability or wrongdoing for the claims made against the Company. In re JELD-WEN Holding, Inc. Derivative Litigation – On February 2, 2021, Jason Aldridge, on behalf of the Company, filed a derivative action in the U.S. District Court for the District of Delaware against certain current and former executives and directors of the Company, alleging that the individual defendants breached their fiduciary duties by allowing the wrongful acts alleged in the Steves and Cambridge actions, as well as violations of Section 14(a) and 20(a) of the Exchange Act, unjust enrichment, and waste of corporate assets among other allegations (the “Aldridge Action”). The lawsuit sought compensatory damages, equitable relief, and an award of attorneys’ fees and costs. The plaintiff filed an amended complaint on May 10, 2021. On June 21, 2021, prior to a response from the Company in the Aldridge Action, Shieta Black and the Board of Trustees of the City of Miami General Employees’ & Sanitation Employees’ Retirement Trust, on behalf of the Company, filed a derivative action in the U.S. District Court for the District of Delaware against certain current and former executives and directors of the Company and Onex Corporation (“Onex”), alleging that the defendants breached their fiduciary duties by allowing the wrongful acts alleged in the Steves and Cambridge actions, as well as insider trading, and unjust enrichment among other allegations (the “Black Action”). The lawsuit sought compensatory damages, corporate governance reforms, restitution, equitable relief, and an award of attorneys’ fees and costs. The court granted the Black and Aldridge plaintiffs in motion to consolidate the lawsuits on July 16, 2021. On June 20, 2022, the parties entered into a settlement agreement of the consolidated matters, which was approved by the Court on approval of the December 20, 2022, and the cases were dismissed with prejudice. As part of the settlement, the Company, as putative plaintiff, received approximately $10.5 million after attorneys’ fees and costs were deducted in January 2023. In re Interior Molded Doors Antitrust Litigation – On October 19, 2018, Grubb Lumber Company, on behalf of itself and others similarly situated, filed a putative class action lawsuit against us and one of our competitors in the doors market, Masonite Corporation (“Masonite”), in the Eastern District of Virginia. We subsequently received additional complaints from and on behalf of direct and indirect purchasers of interior molded doors. The suits were consolidated into two separate actions, a Direct Purchaser Action and an Indirect Purchaser Action. The suits alleged that Masonite and JELD-WEN violated Section 1 of the Sherman Act, and in the Indirect Purchaser Action, related state law antitrust and consumer protection laws, by engaging in a scheme to artificially raise, fix, maintain, or stabilize the prices of interior molded doors in the United States. The complaints sought ordinary and treble damages, declaratory relief, interest, costs, and attorneys’ fees. On August 31, 2020, JELD-WEN and Masonite entered into a settlement agreement with the putative Direct Purchaser class to resolve the Direct Purchaser Action. Each defendant agreed to pay a total of $30.8 million to the named plaintiffs and the settlement class in exchange for a full release of claims through the date of preliminary approval of the revised settlement, which the court granted on February 5, 2021. In addition, on September 4, 2020, JELD-WEN and Masonite entered into a separate settlement agreement with the putative Indirect Purchaser class to resolve the Indirect Purchaser Action. Each defendant agreed to pay $9.75 million to the named plaintiffs and the settlement class in exchange for a full release of claims through the execution date of the settlement agreement. The final fairness hearing in the Direct Purchaser Action was held on June 2, 2021, and the court entered a final approval order and judgment on June 3, 2021. On June 17, 2021, the Company made the settlement payment to the named plaintiffs and the settlement class in the Direct Purchaser Action. The deadline to appeal the entry of the final approval order and judgment was July 7, 2021, and no party or class member filed an appeal. The final fairness hearing in the Indirect Purchaser Action was held on July 26, 2021 and the court issued a final approval order and judgment on July 27, 2021. On August 10, 2021, the Company made the settlement payment to the named plaintiffs and the settlement class in the Indirect Purchaser Action. The deadline to appeal the entry of the final approval order and judgment was August 26, 2021, and no party or class member filed an appeal. The Company continues to believe that the plaintiffs’ claims lacked merit and has denied any liability or wrongdoing for the claims made against the Company. Canadian Antitrust Litigation – On May 15, 2020, Développement Émeraude Inc., on behalf of itself and others similarly situated, filed a putative class action lawsuit against the Company and Masonite in the Superior Court of the Province of Quebec, Canada, which was served on us on September 18, 2020 (“the Quebec Action”). The putative class consists of any person in Canada who, since October 2012, purchased one or more interior molded doors from the Company or Masonite. The suit alleges an illegal conspiracy between the Company and Masonite to agree on prices, the distribution of market shares and/or the production levels of interior molded doors and that the plaintiffs suffered damages in that they were charged and paid higher prices for interior molded doors than they would have had to pay but for the alleged anti-competitive conduct. The plaintiffs are seeking compensatory and punitive damages, attorneys’ fees and costs. On September 9, 2020, Kate O’Leary Swinkels, on behalf of herself and others similarly situated, filed a putative class action against the Company and Masonite in the Federal Court of Canada, which was served on us on September 29, 2020 (the “Federal Court Action”). The Federal Court Action makes substantially similar allegations to the Quebec Action and the putative class is represented by the same counsel. In February 2021, the plaintiff in the Federal Court Action issued a proposed Amended Statement of Claim that replaced the named plaintiff, Kate O’Leary Swinkels, with David Regan. The plaintiff has sought a stay of the Quebec Action while the Federal Court Action proceeds. We anticipate a hearing on the certification of the Federal Court Action in 2023. The Company believes both the Quebec Action and the Federal Court Action lack merit and intends to vigorously defend against them. We have evaluated the claims against us and recorded provisions based on management’s judgment about the probable outcome of the litigation and have included our estimates in accrued expenses in the accompanying balance sheets. See Note 7 - Accrued Expenses and Other Current Liabilities . While we expect a favorable resolution to these matters, the dispute resolution process could be lengthy, and if the plaintiffs were to prevail completely or substantially in the respective matters described above, such an outcome could have a material adverse effect on our operating results, consolidated financial position, or cash flows. Self-Insured Risk – We self-insure substantially all of our domestic business liability risks including general liability, product liability, warranty, personal injury, auto liability, workers’ compensation, and employee medical benefits. Excess insurance policies from independent insurance companies generally cover exposures between $5.0 million and $200.0 million for domestic product liability risk and exposures between $3.0 million and $200.0 million for auto, general liability, personal injury, and workers’ compensation. We have no stop loss insurance covering our self-insured employee medical plan and are responsible for all claims thereunder. We estimate our provision for self-insured losses based upon an evaluation of current claim exposure and historical loss experience. Actual self-insurance losses may vary significantly from these estimates. At April 1, 2023 and December 31, 2022, our accrued liability for self-insured risks was $92.0 million and $92.6 million, respectively. Indemnifications – At April 1, 2023, we had commitments related to certain representations made in contracts for the purchase or sale of businesses or property. These representations primarily relate to past actions such as responsibility for transfer taxes if they should be claimed, and the adequacy of recorded liabilities, warranty matters, employment benefit plans, income tax matters, or environmental exposures. These guarantees or indemnification responsibilities typically expire within one Other Financing Arrangements – At times we are required to provide letters of credit, surety bonds, or guarantees to meet various performance, legal, warranty, environmental, workers compensation, licensing, utility, and governmental requirements. Stand-by letters of credit are provided to certain customers and counterparties in the ordinary course of business as credit support for contractual performance guarantees, advanced payments received from customers, and future funding commitments. The stated values of these letters of credit agreements, surety bonds, and guarantees were $67.6 million at April 1, 2023 and December 31, 2022, respectively. Environmental Contingencies – We periodically incur environmental liabilities associated with remediating our current and former manufacturing sites as well as penalties for not complying with environmental rules and regulations. We record a liability for remediation costs when it is probable that we will be responsible for such costs and the costs can be reasonably estimated. These environmental liabilities are estimated based on current available facts and current laws and regulations. Accordingly, it is likely that adjustments to the estimated liabilities will be necessary as additional information becomes available. Short-term environmental liabilities and settlements are recorded in accrued expenses and other current liabilities deferred credits and other liabilities Everett, Washington WADOE Action – In 2007, we were identified by the WADOE as a PLP with respect to our former manufacturing site in Everett, Washington. In 2008, we entered into an Agreed Order with the WADOE to assess historic environmental contamination and remediation feasibility at the site. As part of the order, we agreed to develop a CAP, arising from the feasibility assessment. In December 2020, we submitted to the WADOE a draft feasibility assessment with an array of remedial alternatives, which we considered substantially complete. During 2021, several comment rounds were completed as well as the identification of the Port of Everett and W&W Everett Investment LLC as additional PLPs, with respect to this matter with each PLP being jointly and severally liable for the cleanup costs. The WADOE received the final feasibility assessment on December 31, 2021, containing various remedial alternatives with its preferred remedial alternatives totaling $23.4 million. Based on this study, we have determined our range of possible outcomes to be $11.8 million to $33.4 million. On March 1, 2022, we delivered a draft CAP to the WADOE consistent with its preferred alternatives, and on May 16, 2022, we received the WADOE’s initial comments on the draft CAP. On June 13, 2022, we responded to the WADOE’s comments, and on October 19, 2022, the WADOE identified Wick Family Properties as another PLP. On December 19, 2022, the WADOE provided the draft CAP to the Company and other PLPs. After further negotiation, the final CAP will ultimately be formalized in an Agreed Order or Consent Decree with the WADOE, the Company, and the other PLPs. We have made provisions within our financial statements within the range of possible outcomes; however, the contents and cost of the final CAP and allocation of the responsibility between the identified PLPs could vary materially from our estimates. Towanda, Pennsylvania Consent Order – In December 2020, we entered into a COA with the PaDEP to remove a pile of wood fiber waste from our site in Towanda, Pennsylvania, which we acquired in connection with our acquisition of CMI in 2012, by using it as fuel for a boiler at that site. The COA replaced a 2018 Consent Decree between PaDEP and us. Under the COA, we are required to achieve certain periodic removal objectives and ultimately remove the entire pile by August 31, 2025. There are currently $1.4 million in bonds posted in connection with these obligations. If we are unable to remove this pile by August 31, 2025, then the bonds will be forfeited, and we may be subject to penalties by PaDEP. We currently anticipate meeting all applicable removal deadlines; however, if our operations should change, additional alternatives would be evaluated to meet the prescribed removal timeline. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Apr. 01, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information Three Months Ended (amounts in thousands) April 1, 2023 March 26, 2022 Cash Operating Activities: Operating leases $ 16,490 $ 15,203 Interest payments on financing lease obligations 42 43 Cash paid for amounts included in the measurement of lease liabilities $ 16,532 $ 15,246 Cash Investing Activities: Purchases of securities for deferred compensation plan $ (420) $ — Sale of securities for deferred compensation plan 37 — Change in securities for deferred compensation plan $ (383) $ — Non-cash Investing Activities: Property, equipment, and intangibles purchased in accounts payable $ 4,077 $ 3,868 Property, equipment, and intangibles purchased with debt 869 1,423 Customer accounts receivable converted to notes receivable 38 — Cash Financing Activities: Borrowings on long-term debt 96,867 233,500 Payments of long-term debt (96,526) (122,877) Change in long-term debt $ 341 $ 110,623 Cash paid for amounts included in the measurement of finance lease liabilities $ 484 $ 495 Non-cash Financing Activities: Shares surrendered for tax obligations for employee share-based transactions in accrued liabilities $ 16 $ 2,268 Shares repurchased in accounts payable — 2,191 Accounts payable converted to installment notes 176 1,279 Other Supplemental Cash Flow Information: Cash taxes paid, net of refunds $ 13,785 $ 16,648 Cash interest paid 7,641 3,682 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Apr. 01, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On April 17, 2023, we entered into a share sale agreement with Aristotle Holding III Pty Limited, a subsidiary of Platinum Equity Advisors, LLC, to sell our Australasia segment for a purchase price of approximately AUD 688.0 million. The transaction is expected to close in the third quarter of 2023, subject to certain closing conditions and regulatory approvals, including approval by the Australian Foreign Investment Review Board. The share sale agreement specifies foreign exchange conversion rates into USD for AUD 230.0 million of the sales price. The conversion rates range from 0.6726 USD to 0.6749 USD to 1.0 AUD, depending on the sale completion date. On April 18, 2023, we entered into forward contracts to sell a total of AUD 420.0 million and receive USD at exchange rates ranging from 0.6751 USD to 0.6759 USD to 1.0 AUD. These forward contracts mature in the same quarter in which we expect to close the sale of our Australasia segment. |
Description of Company and Su_2
Description of Company and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Apr. 01, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation – The accompanying unaudited consolidated financial statements as of April 1, 2023 and for the three months ended April 1, 2023 and March 26, 2022, respectively, have been prepared in accordance with GAAP for interim financial information and pursuant to the rules and regulations of the SEC. In the opinion of management, the unaudited consolidated financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, consisting only of normal recurring adjustments, necessary for the fair statement of the Company’s financial position for the periods presented. The results for the three months ended April 1, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023, or any other period. The accompanying consolidated balance sheet as of December 31, 2022 was derived from audited financial statements included in our Annual Report on Form 10-K. The accompanying consolidated financial statements do not include all of the information and footnotes required by GAAP for annual financial statements. Accordingly, they should be read in conjunction with the audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022. All U.S. dollar and other currency amounts, except per share amounts, are presented in thousands unless otherwise noted. |
Fiscal Year | Fiscal Year – We operate on a fiscal calendar year, and each interim quarter is comprised of two 4-week periods and one 5-week period, with each week ending on a Saturday. Our fiscal year always begins on January 1 and ends on December 31. As a result, our first and fourth quarters may have more or fewer days included than a traditional 91-day fiscal quarter. |
Use of Estimates | Use of Estimates – The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates, assumptions, and allocations that affect amounts reported in the consolidated financial statements and related notes. Significant items that are subject to such estimates and assumptions include, but are not limited to, long-lived assets including goodwill and other intangible assets, employee benefit obligations, income tax uncertainties, contingent assets and liabilities, provisions for bad debt, inventory, warranty liabilities, legal claims, valuation of derivatives, environmental remediation, and claims relating to self-insurance. Actual results could differ due to the uncertainty inherent in the nature of these estimates. |
Recent Accounting Standards | Recent Accounting Standards – In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of LIBOR or by another reference rate expected to be discontinued. In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope , to clarify the scope of ASU No. 2020-04. In December 2022, the FASB issued ASU No. 2022-06, Deferral of the Sunset Date of Topic 848, which extended the relief provisions under Topic 848 through December 31, 2024. In May 2020, we elected the expedient within ASC 848 which allows us to assume that our hedged interest payments are probable of occurring regardless of any expected modifications in their terms related to reference rate reform. In addition, ASC 848 allows for the option to change the method of assessing effectiveness upon a change in critical terms of the derivative or the hedged transactions and upon the end of relief under ASC 848. At this time, we have elected to continue the method of assessing effectiveness as documented in the original hedge documentation and apply the practical expedients related to probability to assume that the reference rate on the hypothetical derivative matches the reference rate on the hedging instrument. We plan to evaluate the remaining expedients for adoption, as applicable, when contracts are modified. We currently do not expect this guidance to have a material impact on our consolidated financial statements. Refer to Note 18 - Derivative Financial Instruments for additional disclosure information relating to our hedging activity. We have considered the applicability and impact of all ASUs. We have assessed ASUs not listed above and have determined that they were either not applicable or were not expected to have a material impact on our financial statements. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | (amounts in thousands) April 1, 2023 December 31, 2022 Raw materials $ 475,610 $ 511,681 Work in process 29,921 31,310 Finished goods 132,272 123,464 Total inventories $ 637,803 $ 666,455 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | (amounts in thousands) April 1, 2023 December 31, 2022 Property and equipment $ 2,151,549 $ 2,135,848 Accumulated depreciation (1,393,407) (1,373,362) Total property and equipment, net $ 758,142 $ 762,486 Depreciation expense was recorded as follows: Three Months Ended (amounts in thousands) April 1, 2023 March 26, 2022 Cost of sales $ 22,916 $ 22,512 Selling, general and administrative 1,964 1,708 Total depreciation expense $ 24,880 $ 24,220 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table summarizes the changes in goodwill by reportable segment: (amounts in thousands) North Europe Australasia Total Balance as of December 31, 2022 $ 182,269 $ 199,684 $ 78,552 $ 460,505 Currency translation 11 3,889 (802) 3,098 Balance as of April 1, 2023 $ 182,280 $ 203,573 $ 77,750 $ 463,603 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The cost and accumulated amortization values of our intangible assets were as follows: April 1, 2023 (amounts in thousands) Cost Accumulated Net Customer relationships and agreements $ 138,964 $ (83,241) $ 55,723 Software 121,305 (46,461) 74,844 Trademarks and trade names 53,420 (13,153) 40,267 Patents, licenses and rights 42,419 (26,522) 15,897 Total amortizable intangibles $ 356,108 $ (169,377) $ 186,731 December 31, 2022 (amounts in thousands) Cost Accumulated Net Customer relationships and agreements $ 137,914 $ (79,761) $ 58,153 Software 119,239 (43,208) 76,031 Trademarks and trade names 53,481 (12,563) 40,918 Patents, licenses and rights 42,821 (25,818) 17,003 Total amortizable intangibles $ 353,455 $ (161,350) $ 192,105 |
Schedule of Finite-lived Intangible Assets Amortization Expense | Intangible assets that become fully amortized are removed from the accounts in the period that they become fully amortized. Amortization expense was recorded as follows: Three Months Ended (amounts in thousands) April 1, 2023 March 26, 2022 Amortization expense $ 7,487 $ 8,145 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | (amounts in thousands) April 1, 2023 December 31, 2022 Accrued sales and advertising rebates $ 76,652 $ 93,337 Current portion of operating lease liability 43,546 42,494 Non-income related taxes 31,076 25,700 Accrued expenses 24,032 18,423 Current portion of warranty liability (Note 8) 23,114 23,079 Deferred revenue and customer deposits 23,104 24,753 Accrued freight 18,382 17,398 Accrued interest payable 17,508 4,038 Current portion of accrued claim costs relating to self-insurance programs 17,375 17,932 Accrued income taxes payable 9,900 12,848 Current portion of restructuring accrual ( Note 15 ) 3,985 5,038 Legal claims provision 3,477 3,490 Current portion of derivative liability (Note 18) 2,364 3,346 Total accrued expenses and other current liabilities $ 294,515 $ 291,876 |
Warranty Liability (Tables)
Warranty Liability (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Product Warranties Disclosures [Abstract] | |
Schedule of Analysis of Warranty Liability | An analysis of our warranty liability is as follows: (amounts in thousands) April 1, 2023 March 26, 2022 Balance as of January 1 $ 54,337 $ 54,860 Current period charges 7,240 7,151 Experience adjustments 539 684 Payments (7,864) (7,742) Currency translation 108 (4) Balance at period end 54,360 54,949 Current portion (23,114) (23,387) Long-term portion $ 31,246 $ 31,562 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Our long-term debt, net of original issue discount and unamortized debt issuance costs, consisted of the following: April 1, 2023 April 1, 2023 December 31, 2022 (amounts in thousands) Interest Rate Senior Secured Notes and Senior Notes 4.63% - 6.25% $ 1,050,000 $ 1,050,000 Term loans 1.30% - 7.09% 540,572 541,970 Revolving credit facilities 5.93% - 8.25% 63,000 55,000 Finance leases and other financing arrangements 1.25% - 7.16% 84,995 89,784 Mortgage notes 4.62% - 5.12% 22,624 22,472 Total Debt 1,761,191 1,759,226 Unamortized debt issuance costs and original issue discounts (10,841) (11,597) Current maturities of long-term debt (29,109) (34,391) Long-term debt $ 1,721,241 $ 1,713,238 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reportable Segments, by Segment | The following tables set forth certain information relating to our segments’ operations: (amounts in thousands) North Europe Australasia Total Operating Corporate Total Three Months Ended April 1, 2023 Total net revenues $ 768,122 $ 312,621 $ 145,670 $ 1,226,413 $ — $ 1,226,413 Intersegment net revenues (89) (132) (3,575) (3,796) — (3,796) Net revenues from external customers $ 768,033 $ 312,489 $ 142,095 $ 1,222,617 $ — $ 1,222,617 Three Months Ended March 26, 2022 Total net revenues $ 722,571 $ 323,306 $ 130,433 $ 1,176,310 $ — $ 1,176,310 Intersegment net revenues (228) (34) (5,026) (5,288) — (5,288) Net revenues from external customers $ 722,343 $ 323,272 $ 125,407 $ 1,171,022 $ — $ 1,171,022 (amounts in thousands) North Europe Australasia Total Operating Corporate Total Three Months Ended April 1, 2023 Net income (loss) $ 35,249 $ 7,299 $ 5,317 $ 47,865 $ (32,731) $ 15,134 Income tax expense (benefit) 14,533 1,415 2,348 18,296 (12,084) 6,212 Depreciation and amortization 17,798 7,433 4,447 29,678 3,112 32,790 Interest expense, net 2,834 128 869 3,831 17,390 21,221 Restructuring and asset related charges 7,812 1,267 — 9,079 187 9,266 Net other special items 972 95 (386) 681 8,231 8,912 Adjusted EBITDA $ 79,198 $ 17,637 $ 12,595 $ 109,430 $ (15,895) $ 93,535 Three Months Ended March 26, 2022 Net income (loss) $ 38,068 $ (631) $ 2,017 $ 39,454 $ (39,982) $ (528) Income tax expense (benefit) (1) 1,008 1,398 996 3,402 (3,590) (188) Depreciation and amortization 16,685 7,892 4,844 29,421 3,144 32,565 Interest expense, net 1,127 1,805 1,014 3,946 14,408 18,354 Restructuring and asset related charges — — 22 22 (21) 1 Net other special items 10,197 4,234 1,479 15,910 14,135 30,045 Adjusted EBITDA $ 67,085 $ 14,698 $ 10,372 $ 92,155 $ (11,906) $ 80,249 (1) Income tax expense (benefit) in Corporate and unallocated costs includes the tax impact of US Operations in the three months ended March 26, 2022. |
Schedule of Reconciliation of Net Income (Loss) to Adjusted EBITDA | Reconciliations of net income to Adjusted EBITDA are as follows: Three Months Ended (amounts in thousands) April 1, 2023 March 26, 2022 Net income (loss) $ 15,134 $ (528) Income tax expense (benefit) 6,212 (188) Depreciation and amortization 32,790 32,565 Interest expense, net 21,221 18,354 Special items: Legal and professional expenses and settlements (1) 1,822 1,916 Restructuring and asset related charges (2) 9,266 1 Facility closure, consolidation, and other related costs and adjustments (3) 1,347 132 M&A related costs (4) 4,550 3,270 Share-based compensation expense (5) 4,383 9,664 Non-cash foreign exchange transaction/translation (income) loss (6) (3,066) 6,218 Other special items (7) (124) 8,845 Adjusted EBITDA $ 93,535 $ 80,249 . (1) Legal and professional expenses and settlements primarily related to litigation and transformation initiatives. (2) Represents severance, accelerated depreciation charges, and other expenses directly incurred as a result of restructuring events, including equipment relocation expenses. (3) Facility closure, consolidation, and other related costs and adjustments primarily related to winding down certain facilities closed in 2022. (4) M&A related costs consists primarily of legal and professional expenses related to the potential dispositions of Towanda and our Australasia segment. (5) Represents non-cash equity-based compensation expense related to the issuance of share-based awards. (6) Non-cash foreign exchange transaction/translation (income)/loss primarily consists of (gains)/losses associated with fair value adjustments of foreign currency derivatives and revaluation of intercompany balances. (7) Other special items not core to ongoing business activity in the three months ended March 26, 2022 primarily consists of $6.9 million in expenses related to fire damage and downtime at one of our facilities in our North America segment. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Shares Outstanding, Basic and Diluted | The basic and diluted income per share calculations were determined based on the following share data : Three Months Ended April 1, 2023 March 26, 2022 Weighted average outstanding shares of Common Stock basic 84,598,945 89,802,974 Restricted stock units and options to purchase Common Stock 550,143 — Weighted average outstanding shares of Common Stock diluted 85,149,088 89,802,974 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table provides the securities that could potentially dilute basic earnings per share in the future but were not included in the computation of diluted income per share as their inclusion would be anti-dilutive: Three Months Ended April 1, 2023 March 26, 2022 Common Stock options 1,669,638 1,668,613 Restricted stock units 782,751 1,086,958 Performance share units 192,940 390,084 |
Stock Compensation (Tables)
Stock Compensation (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock Option Activity Roll forward | The activity under our incentive plans for the periods presented are reflected in the following tables: Three Months Ended April 1, 2023 March 26, 2022 Shares Weighted Average Exercise Price Per Share Shares Weighted Average Exercise Price Per Share Options granted 235,892 $ 13.29 310,554 $ 24.17 Options canceled 7,395 $ 26.33 37,770 $ 28.57 Options exercised — $ — 66,946 $ 12.55 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value RSUs granted 1,336,005 $ 13.21 845,395 $ 24.18 PSUs granted 292,064 $ 17.36 158,587 $ 29.24 |
Schedule of RSU and PSU Activity Roll forward | The activity under our incentive plans for the periods presented are reflected in the following tables: Three Months Ended April 1, 2023 March 26, 2022 Shares Weighted Average Exercise Price Per Share Shares Weighted Average Exercise Price Per Share Options granted 235,892 $ 13.29 310,554 $ 24.17 Options canceled 7,395 $ 26.33 37,770 $ 28.57 Options exercised — $ — 66,946 $ 12.55 Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value RSUs granted 1,336,005 $ 13.21 845,395 $ 24.18 PSUs granted 292,064 $ 17.36 158,587 $ 29.24 |
Restructuring and Asset Relat_2
Restructuring and Asset Related Charges (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Asset Related Costs | The following table summarizes the restructuring and asset related charges for the periods indicated: (amounts in thousands) North Europe Australasia Corporate Total Three Months Ended April 1, 2023 Restructuring charges $ 3,056 $ 1,087 $ — $ 187 $ 4,330 Other restructuring associated costs 2,585 180 — — 2,765 Asset related charges 2,171 — — — 2,171 Other restructuring associated costs and asset related charges 4,756 180 — — 4,936 Total restructuring and asset related charges $ 7,812 $ 1,267 $ — $ 187 $ 9,266 |
Schedule of Restructuring Reserve by Type of Cost | The following is a summary of the restructuring accruals recorded and charges incurred: (amounts in thousands) Balance as of January 1, 2023 $ 5,038 Current period charges 6,915 Payments (8,018) Currency translation 50 Balance as of April 1, 2023 $ 3,985 |
Held for Sale (Tables)
Held for Sale (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Accompanying Balance Sheet | The assets and liabilities included within the summary below are expected to be disposed of within the next twelve months and are included in assets held for sale and liabilities held for sale in the accompanying balance sheet. The results of Towanda will continue to be reported within our North America operations until the divestiture is finalized. (amounts in thousands) April 1, 2023 December 31, 2022 Assets Inventory $ 16,749 $ 16,592 Other current assets 192 110 Property and equipment 44,271 41,600 Intangible assets 1,472 1,471 Goodwill 65,000 65,000 Operating lease assets 850 975 Assets held for sale $ 128,534 $ 125,748 Liabilities Accrued payroll and benefits $ 983 $ 852 Accrued expenses and other current liabilities 5,363 4,707 Current maturities of long term debt — 1 Operating lease liability 341 480 Liabilities held for sale $ 6,687 $ 6,040 |
Other Income, Net (Tables)
Other Income, Net (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Income, Net | The table below summarizes the amounts included in other income, net in the accompanying consolidated statements of operations: Three Months Ended (amounts in thousands) April 1, 2023 March 26, 2022 Foreign currency (gains) losses, net $ (3,459) $ 1,711 Insurance reimbursement (1,215) — Pension expense (income) 1,788 (1,427) Recovery of cost from interest received on impaired notes (1,394) (7,027) Governmental assistance (147) (65) Other items (845) (529) Total Other Income, Net $ (5,272) $ (7,337) |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The fair values of derivative instruments held are as follows: Derivative assets (amounts in thousands) Balance Sheet Location April 1, 2023 December 31, 2022 Derivatives designated as hedging instruments: Interest rate contracts Other current assets $ 12,101 $ 16,235 Derivatives not designated as hedging instruments: Foreign currency forward contracts Other current assets $ 4,472 $ 3,809 Other derivative instruments Other current assets 55 73 Derivatives liabilities (amounts in thousands) Balance Sheet Location April 1, 2023 December 31, 2022 Derivatives not designated as hedging instruments: Foreign currency forward contracts Accrued expenses and other current liabilities $ 2,174 $ 3,058 Other derivative instruments Accrued expenses and other current liabilities 190 288 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The recorded carrying amounts and fair values of these instruments were as follows: April 1, 2023 (amounts in thousands) Carrying Amount Total Level 1 Level 2 Level 3 Assets: Cash equivalents $ 1,714 $ 1,714 $ — $ 1,714 $ — Derivative assets, recorded in other current assets 16,628 16,628 — 16,628 — Deferred compensation plan assets, recorded in other assets 1,157 1,157 — 1,157 — Liabilities: Debt, recorded in long-term debt and current maturities of long-term debt $ 1,761,191 $ 1,657,803 $ — $ 1,657,803 $ — Derivative liabilities, recorded in accrued expenses and other current liabilities 2,364 2,364 — 2,364 — December 31, 2022 (amounts in thousands) Carrying Amount Total Level 1 Level 2 Level 3 Assets: Cash equivalents $ 6,078 $ 6,078 $ — $ 6,078 $ — Derivative assets, recorded in other current assets 20,117 20,117 — 20,117 — Deferred compensation plan assets, recorded in other assets 725 725 — 725 — Liabilities: Debt, recorded in long-term debt and current maturities of long-term debt $ 1,759,226 $ 1,555,367 $ — $ 1,555,367 $ — Derivative liabilities, recorded in accrued expenses and other current assets 3,346 3,346 — 3,346 — |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Apr. 01, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | Three Months Ended (amounts in thousands) April 1, 2023 March 26, 2022 Cash Operating Activities: Operating leases $ 16,490 $ 15,203 Interest payments on financing lease obligations 42 43 Cash paid for amounts included in the measurement of lease liabilities $ 16,532 $ 15,246 Cash Investing Activities: Purchases of securities for deferred compensation plan $ (420) $ — Sale of securities for deferred compensation plan 37 — Change in securities for deferred compensation plan $ (383) $ — Non-cash Investing Activities: Property, equipment, and intangibles purchased in accounts payable $ 4,077 $ 3,868 Property, equipment, and intangibles purchased with debt 869 1,423 Customer accounts receivable converted to notes receivable 38 — Cash Financing Activities: Borrowings on long-term debt 96,867 233,500 Payments of long-term debt (96,526) (122,877) Change in long-term debt $ 341 $ 110,623 Cash paid for amounts included in the measurement of finance lease liabilities $ 484 $ 495 Non-cash Financing Activities: Shares surrendered for tax obligations for employee share-based transactions in accrued liabilities $ 16 $ 2,268 Shares repurchased in accounts payable — 2,191 Accounts payable converted to installment notes 176 1,279 Other Supplemental Cash Flow Information: Cash taxes paid, net of refunds $ 13,785 $ 16,648 Cash interest paid 7,641 3,682 |
Description of Company and Su_3
Description of Company and Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Apr. 01, 2023 | Mar. 26, 2022 | Dec. 31, 2022 | Dec. 31, 2020 | |
Unusual or Infrequent Item, or Both [Line Items] | ||||
Deferred credits and other liabilities | $ 100,898 | $ 97,898 | ||
Cares Act, Deferral of Social Security Tax | ||||
Unusual or Infrequent Item, or Both [Line Items] | ||||
Deferred credits and other liabilities | $ 20,900 | |||
Repayments of deferred credits and other liabilities | $ 11,000 | $ 9,900 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Apr. 01, 2023 | Mar. 26, 2022 |
Receivables [Abstract] | ||
Allowance for credit losses | $ 18,100 | $ 16,300 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Apr. 01, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 475,610 | $ 511,681 |
Work in process | 29,921 | 31,310 |
Finished goods | 132,272 | 123,464 |
Total inventories | $ 637,803 | $ 666,455 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary (Details) - USD ($) $ in Thousands | Apr. 01, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Abstract] | ||
Property and equipment | $ 2,151,549 | $ 2,135,848 |
Accumulated depreciation | (1,393,407) | (1,373,362) |
Property and equipment, net (Note 4) | $ 758,142 | $ 762,486 |
Property and Equipment, Net - N
Property and Equipment, Net - Narrative (Details) - USD ($) | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Property, Plant and Equipment [Line Items] | ||
Gain due to currency translations for foreign assets | $ 3,900,000 | |
Property plant and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Impairment of assets | $ 2,200,000 | $ 0 |
Property and Equipment, Net - D
Property and Equipment, Net - Depreciation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Depreciation | ||
Total depreciation expense | $ 24,880 | $ 24,220 |
Cost of sales | ||
Depreciation | ||
Total depreciation expense | 22,916 | 22,512 |
Selling, general and administrative | ||
Depreciation | ||
Total depreciation expense | $ 1,964 | $ 1,708 |
Goodwill - Rollforward (Details
Goodwill - Rollforward (Details) $ in Thousands | 3 Months Ended |
Apr. 01, 2023 USD ($) | |
Goodwill | |
Beginning balance | $ 460,505 |
Currency translation | 3,098 |
Ending balance | 463,603 |
North America | |
Goodwill | |
Beginning balance | 182,269 |
Currency translation | 11 |
Ending balance | 182,280 |
Europe | |
Goodwill | |
Beginning balance | 199,684 |
Currency translation | 3,889 |
Ending balance | 203,573 |
Australasia | |
Goodwill | |
Beginning balance | 78,552 |
Currency translation | (802) |
Ending balance | $ 77,750 |
Intangible Assets, Net - Cost a
Intangible Assets, Net - Cost and Accumulated Amortization (Details) - USD ($) $ in Thousands | Apr. 01, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets | ||
Cost | $ 356,108 | $ 353,455 |
Accumulated Amortization | (169,377) | (161,350) |
Net Book Value | 186,731 | 192,105 |
Customer relationships and agreements | ||
Finite-Lived Intangible Assets | ||
Cost | 138,964 | 137,914 |
Accumulated Amortization | (83,241) | (79,761) |
Net Book Value | 55,723 | 58,153 |
Software | ||
Finite-Lived Intangible Assets | ||
Cost | 121,305 | 119,239 |
Accumulated Amortization | (46,461) | (43,208) |
Net Book Value | 74,844 | 76,031 |
Trademarks and trade names | ||
Finite-Lived Intangible Assets | ||
Cost | 53,420 | 53,481 |
Accumulated Amortization | (13,153) | (12,563) |
Net Book Value | 40,267 | 40,918 |
Patents, licenses and rights | ||
Finite-Lived Intangible Assets | ||
Cost | 42,419 | 42,821 |
Accumulated Amortization | (26,522) | (25,818) |
Net Book Value | $ 15,897 | $ 17,003 |
Intangible Assets, Net - Amorti
Intangible Assets, Net - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 7,487 | $ 8,145 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Apr. 01, 2023 | Dec. 31, 2022 | Mar. 26, 2022 |
Accounts Payable and Accrued Liabilities, Current | |||
Accrued sales and advertising rebates | $ 76,652 | $ 93,337 | |
Current portion of operating lease liability | 43,546 | 42,494 | |
Non-income related taxes | 31,076 | 25,700 | |
Accrued expenses | 24,032 | 18,423 | |
Current portion of warranty liability (Note 8) | 23,114 | 23,079 | $ 23,387 |
Deferred revenue and customer deposits | 23,104 | 24,753 | |
Accrued freight | 18,382 | 17,398 | |
Accrued interest payable | 17,508 | 4,038 | |
Current portion of accrued claim costs relating to self-insurance programs | 17,375 | 17,932 | |
Accrued income taxes payable | 9,900 | 12,848 | |
Current portion of restructuring accrual (Note 15) | 3,985 | 5,038 | |
Legal claims provision | 3,477 | 3,490 | |
Current portion of derivative liability (Note 18) | 2,364 | 3,346 | |
Total accrued expenses and other current liabilities | $ 294,515 | $ 291,876 |
Warranty Liability - Narrative
Warranty Liability - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Apr. 01, 2023 | Dec. 31, 2022 | Mar. 26, 2022 | Dec. 31, 2021 | |
Product Warranty Liability | ||||
Accrued warranty liability | $ 54,360 | $ 54,337 | $ 54,949 | $ 54,860 |
North America | ||||
Product Warranty Liability | ||||
Accrued warranty liability | 46,200 | |||
Product warranty, discount adjustment | $ 3,000 | |||
Minimum | ||||
Product Warranty Liability | ||||
Product warranty term | 1 year | |||
Minimum | North America | ||||
Product Warranty Liability | ||||
Product warranty discount rate (as a percent) | 0.53% | |||
Maximum | ||||
Product Warranty Liability | ||||
Product warranty term | 10 years | |||
Maximum | North America | ||||
Product Warranty Liability | ||||
Product warranty discount rate (as a percent) | 3% |
Warranty Liability - Rollforwar
Warranty Liability - Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 01, 2023 | Mar. 26, 2022 | Dec. 31, 2022 | |
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) | |||
Balance at beginning balance | $ 54,337 | $ 54,860 | |
Current period charges | 7,240 | 7,151 | |
Experience adjustments | 539 | 684 | |
Payments | (7,864) | (7,742) | |
Currency translation | 108 | (4) | |
Balance at period end | 54,360 | 54,949 | |
Current portion | (23,114) | (23,387) | $ (23,079) |
Long-term portion | $ 31,246 | $ 31,562 |
Long-Term Debt - Long Term Debt
Long-Term Debt - Long Term Debt (Details) $ in Thousands, kr in Millions | Apr. 01, 2023 USD ($) | Apr. 01, 2023 DKK (kr) | Dec. 31, 2022 USD ($) | Jul. 31, 2021 USD ($) |
Debt Instrument | ||||
Total Debt | $ 1,761,191 | $ 1,759,226 | ||
Unamortized debt issuance costs and original issue discounts | (10,841) | (11,597) | ||
Current maturities of long-term debt | (29,109) | (34,391) | ||
Long-term debt (Note 9) | 1,721,241 | 1,713,238 | ||
Senior Secured Notes and Senior Notes | ||||
Debt Instrument | ||||
Long-term debt, gross | $ 1,050,000 | 1,050,000 | ||
Senior Secured Notes and Senior Notes | Minimum | ||||
Debt Instrument | ||||
Effective interest rate, percent | 4.63% | 4.63% | ||
Senior Secured Notes and Senior Notes | Maximum | ||||
Debt Instrument | ||||
Effective interest rate, percent | 6.25% | 6.25% | ||
Term loans | Term Loan | ||||
Debt Instrument | ||||
Long-term debt, gross | $ 540,572 | 541,970 | ||
Unamortized debt issuance costs and original issue discounts | $ (1,000) | |||
Term loans | Term Loan | Minimum | ||||
Debt Instrument | ||||
Effective interest rate, percent | 1.30% | 1.30% | ||
Term loans | Term Loan | Maximum | ||||
Debt Instrument | ||||
Effective interest rate, percent | 7.09% | 7.09% | ||
Revolving credit facilities | ABL Facility | ||||
Debt Instrument | ||||
Long-term debt, gross | $ 63,000 | 55,000 | ||
Revolving credit facilities | ABL Facility | Minimum | ||||
Debt Instrument | ||||
Effective interest rate, percent | 5.93% | 5.93% | ||
Revolving credit facilities | ABL Facility | Maximum | ||||
Debt Instrument | ||||
Effective interest rate, percent | 8.25% | 8.25% | ||
Finance leases and other financing arrangements | ||||
Debt Instrument | ||||
Finance leases and other financing arrangements | $ 84,995 | 89,784 | ||
Finance leases and other financing arrangements | Minimum | ||||
Debt Instrument | ||||
Finance lease, rate | 1.25% | 1.25% | ||
Finance leases and other financing arrangements | Maximum | ||||
Debt Instrument | ||||
Finance lease, rate | 7.16% | 7.16% | ||
Mortgage notes | ||||
Debt Instrument | ||||
Long-term debt, gross | $ 22,600 | kr 154.6 | $ 22,472 | |
Mortgage notes | Minimum | ||||
Debt Instrument | ||||
Effective interest rate, percent | 4.62% | 4.62% | ||
Mortgage notes | Maximum | ||||
Debt Instrument | ||||
Effective interest rate, percent | 5.12% | 5.12% |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) kr in Millions | 1 Months Ended | ||||||||||
Jun. 30, 2019 AUD ($) | Dec. 31, 2021 | Jul. 31, 2021 USD ($) | May 31, 2020 AUD ($) | Dec. 31, 2007 | Apr. 01, 2023 USD ($) | Apr. 01, 2023 AUD ($) | Apr. 01, 2023 DKK (kr) | Dec. 31, 2022 USD ($) | May 31, 2020 USD ($) | Dec. 31, 2017 USD ($) tranche | |
Debt Instrument | |||||||||||
Unamortized debt issuance costs and original issue discounts | $ 10,841,000 | $ 11,597,000 | |||||||||
Interest Rate Swap | Cash flow hedge | Designated as Hedging Instrument | |||||||||||
Debt Instrument | |||||||||||
Derivative fixed interest rate (as a percent) | 0.395% | ||||||||||
Notional amount | $ 370,000,000 | ||||||||||
LIBOR | Minimum | Interest Rate Swap | Cash flow hedge | Designated as Hedging Instrument | |||||||||||
Debt Instrument | |||||||||||
Derivative variable interest rate (as a percent) | 0% | ||||||||||
Revolving Credit Facility | |||||||||||
Debt Instrument | |||||||||||
Borrowing availability | $ 416,300,000 | ||||||||||
U.S. Facility | Secured Debt | |||||||||||
Debt Instrument | |||||||||||
Debt instrument face amount | $ 550,000,000 | ||||||||||
U.S. Facility | Secured Debt | Corporate Credit Rating | |||||||||||
Debt Instrument | |||||||||||
Derivative variable interest rate (as a percent) | 0% | ||||||||||
U.S. Facility | Secured Debt | Corporate Credit Rating | Minimum | |||||||||||
Debt Instrument | |||||||||||
Debt instrument, variable rate, percent | 2% | ||||||||||
U.S. Facility | Secured Debt | Corporate Credit Rating | Maximum | |||||||||||
Debt Instrument | |||||||||||
Debt instrument, variable rate, percent | 2.25% | ||||||||||
ABL Facility | Revolving Credit Facility | |||||||||||
Debt Instrument | |||||||||||
Derivative variable interest rate (as a percent) | 0% | 0% | 0% | ||||||||
Maximum borrowing capacity | $ 500,000,000 | ||||||||||
ABL Facility | Revolving Credit Facility | US Borrowers | |||||||||||
Debt Instrument | |||||||||||
Maximum borrowing capacity | 465,000,000 | ||||||||||
ABL Facility | Revolving Credit Facility | Canadian Borrowers | |||||||||||
Debt Instrument | |||||||||||
Maximum borrowing capacity | $ 35,000,000 | ||||||||||
ABL Facility | Revolving Credit Facility | LIBOR | Minimum | |||||||||||
Debt Instrument | |||||||||||
Debt instrument, variable rate, percent | 1.25% | ||||||||||
ABL Facility | Revolving Credit Facility | LIBOR | Maximum | |||||||||||
Debt Instrument | |||||||||||
Debt instrument, variable rate, percent | 1.50% | ||||||||||
ABL Facility | Revolving Credit Facility | Base Rate | Minimum | |||||||||||
Debt Instrument | |||||||||||
Debt instrument, variable rate, percent | 0.25% | ||||||||||
ABL Facility | Revolving Credit Facility | Base Rate | Maximum | |||||||||||
Debt Instrument | |||||||||||
Debt instrument, variable rate, percent | 0.50% | ||||||||||
Senior Secured Notes and Senior Notes | |||||||||||
Debt Instrument | |||||||||||
Debt instrument face amount | $ 800,000,000 | ||||||||||
Number of tranches (in tranches) | tranche | 2 | ||||||||||
Long-term debt | $ 1,050,000,000 | 1,050,000,000 | |||||||||
Senior Secured Notes and Senior Notes | Senior Secured Notes Maturing May 2025 | |||||||||||
Debt Instrument | |||||||||||
Senior secured notes | $ 250,000,000 | ||||||||||
Debt instrument stated interest rate, percent | 6.25% | ||||||||||
Debt instrument discount rate, percent | 1.25% | ||||||||||
Senior Secured Notes and Senior Notes | Senior Note Maturing December 2025 | |||||||||||
Debt Instrument | |||||||||||
Debt instrument stated interest rate, percent | 4.63% | ||||||||||
Debt instrument face amount | $ 400,000,000 | ||||||||||
Senior Secured Notes and Senior Notes | Senior Note Maturing December 2027 | |||||||||||
Debt Instrument | |||||||||||
Debt instrument stated interest rate, percent | 4.88% | ||||||||||
Debt instrument face amount | $ 400,000,000 | ||||||||||
Secured Debt | |||||||||||
Debt Instrument | |||||||||||
Long-term debt | 22,600,000 | kr 154.6 | 22,472,000 | ||||||||
Debt instrument term | 30 years | ||||||||||
Term Loans | Term Loan | |||||||||||
Debt Instrument | |||||||||||
Premium payable percentage | 1% | ||||||||||
Repayment percentage | 0.25% | ||||||||||
Loss on extinguishment of debt | $ 1,300,000 | ||||||||||
Unamortized debt issuance costs and original issue discounts | 1,000,000 | ||||||||||
Long term debt principal amount outstanding | $ 548,600,000 | 539,300,000 | |||||||||
Long-term debt | 540,572,000 | 541,970,000 | |||||||||
Term Loans | Amended Floating Rate Revolving Loan Facility | Secured Debt | |||||||||||
Debt Instrument | |||||||||||
Increase in borrowing capacity | $ 30,000,000 | ||||||||||
Term Loans | Finance Leases and Other Financing Arrangements | |||||||||||
Debt Instrument | |||||||||||
Present value of lease liability | 85,000,000 | ||||||||||
Line of Credit | ABL Facility | |||||||||||
Debt Instrument | |||||||||||
Long-term debt | 63,000,000 | $ 55,000,000 | |||||||||
Line of Credit | ABL Facility | Revolving Credit Facility | |||||||||||
Debt Instrument | |||||||||||
Letters of credit | 31,400,000 | ||||||||||
Borrowing availability | 401,200,000 | ||||||||||
Line of Credit | Australia Senior Secured Credit Facility | Interchangeable Facility | |||||||||||
Debt Instrument | |||||||||||
Maximum borrowing capacity | $ 35,000,000 | ||||||||||
Borrowing availability | $ 15,100,000 | $ 22,500,000 | |||||||||
Line fee, percentage | 0.50% | 0.50% | 0.70% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | ||
Apr. 01, 2023 | Mar. 26, 2022 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |||
Effective tax rate (as a percent) | 29.10% | 26.30% | |
Income tax expense (benefit) | $ 6,212,000 | $ (188,000) | |
Discrete adjustments | 1,000,000 | ||
Increase for tax positions taken during the prior period | 1,200,000 | ||
Adjustments of comprised primarily tax | 200,000 | ||
Unrecognized tax benefits | 31,500,000 | $ 29,300,000 | |
Additional deferred tax expense | $ 0 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 3 Months Ended |
Apr. 01, 2023 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments (in segments) | 3 |
Segment Information - Reportabl
Segment Information - Reportable Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Segment Reporting Information [Line Items] | ||
Net revenues | $ 1,222,617 | $ 1,171,022 |
Net income (loss) | 15,134 | (528) |
Income tax expense (benefit) | 6,212 | (188) |
Depreciation and amortization | 32,790 | 32,565 |
Interest expense, net | 21,221 | 18,354 |
Restructuring and asset related charges (Note 15) | 9,266 | 1 |
Other restructuring associated costs and asset related charges, net | 4,936 | |
Net other special items | 8,912 | 30,045 |
Adjusted EBITDA | 93,535 | 80,249 |
North America | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 768,033 | 722,343 |
Europe | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 312,489 | 323,272 |
Australasia | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 142,095 | 125,407 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 1,226,413 | 1,176,310 |
Net income (loss) | 47,865 | 39,454 |
Income tax expense (benefit) | 18,296 | 3,402 |
Depreciation and amortization | 29,678 | 29,421 |
Interest expense, net | 3,831 | 3,946 |
Restructuring and asset related charges (Note 15) | 9,079 | 22 |
Net other special items | 681 | 15,910 |
Adjusted EBITDA | 109,430 | 92,155 |
Operating Segments | North America | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 768,122 | 722,571 |
Net income (loss) | 35,249 | 38,068 |
Income tax expense (benefit) | 14,533 | 1,008 |
Depreciation and amortization | 17,798 | 16,685 |
Interest expense, net | 2,834 | 1,127 |
Restructuring and asset related charges (Note 15) | 7,812 | 0 |
Other restructuring associated costs and asset related charges, net | 4,756 | |
Net other special items | 972 | 10,197 |
Adjusted EBITDA | 79,198 | 67,085 |
Operating Segments | Europe | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 312,621 | 323,306 |
Net income (loss) | 7,299 | (631) |
Income tax expense (benefit) | 1,415 | 1,398 |
Depreciation and amortization | 7,433 | 7,892 |
Interest expense, net | 128 | 1,805 |
Restructuring and asset related charges (Note 15) | 1,267 | 0 |
Net other special items | 95 | 4,234 |
Adjusted EBITDA | 17,637 | 14,698 |
Operating Segments | Australasia | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 145,670 | 130,433 |
Net income (loss) | 5,317 | 2,017 |
Income tax expense (benefit) | 2,348 | 996 |
Depreciation and amortization | 4,447 | 4,844 |
Interest expense, net | 869 | 1,014 |
Restructuring and asset related charges (Note 15) | 0 | 22 |
Other restructuring associated costs and asset related charges, net | 0 | |
Net other special items | (386) | 1,479 |
Adjusted EBITDA | 12,595 | 10,372 |
Intersegment net revenues | ||
Segment Reporting Information [Line Items] | ||
Net revenues | (3,796) | (5,288) |
Intersegment net revenues | North America | ||
Segment Reporting Information [Line Items] | ||
Net revenues | (89) | (228) |
Intersegment net revenues | Europe | ||
Segment Reporting Information [Line Items] | ||
Net revenues | (132) | (34) |
Intersegment net revenues | Australasia | ||
Segment Reporting Information [Line Items] | ||
Net revenues | (3,575) | (5,026) |
Corporate and Unallocated Costs | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 0 | 0 |
Net income (loss) | (32,731) | (39,982) |
Income tax expense (benefit) | (12,084) | (3,590) |
Depreciation and amortization | 3,112 | 3,144 |
Interest expense, net | 17,390 | 14,408 |
Restructuring and asset related charges (Note 15) | 187 | (21) |
Other restructuring associated costs and asset related charges, net | 0 | |
Net other special items | 8,231 | 14,135 |
Adjusted EBITDA | $ (15,895) | $ (11,906) |
Segment Information - Reconcili
Segment Information - Reconciliation of Net Income (Loss) to EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Segment Reporting [Abstract] | ||
Net income (loss) | $ 15,134 | $ (528) |
Income tax expense (benefit) | 6,212 | (188) |
Depreciation and amortization | 32,790 | 32,565 |
Interest expense, net | 21,221 | 18,354 |
Special items: | ||
Legal and professional expenses and settlements | 1,822 | 1,916 |
Restructuring and asset related charges | 9,266 | 1 |
Facility closure, consolidation, and other related costs and adjustments | 1,347 | 132 |
M&A related costs | 4,550 | 3,270 |
Share-based compensation expense | 4,383 | 9,664 |
Non-cash foreign exchange transaction/translation (income) loss(6) | (3,066) | 6,218 |
Other Special Items | (124) | 8,845 |
Adjusted EBITDA | $ 93,535 | 80,249 |
Miscellaneous cost | $ 6,900 |
Capital Stock (Details)
Capital Stock (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | ||||
Mar. 26, 2022 | Apr. 01, 2023 | Dec. 31, 2022 | Jul. 28, 2022 | Jul. 27, 2021 | |
Class of Stock | |||||
Shares held in employee trust (in shares) | 193,941 | 193,941 | |||
Shares held in employee trust | $ 12.4 | $ 12.4 | |||
Share authorized for repurchase | $ 200 | $ 400 | |||
Common stock | |||||
Class of Stock | |||||
Common shares repurchased (in shares) | 1,777,266 | ||||
Common shares repurchased (usd per share) | $ 23.26 |
Earnings Per Share - Basic and
Earnings Per Share - Basic and Diluted Income Per Share Calculations (Details) - shares | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Earnings Per Share [Abstract] | ||
Weighted average outstanding shares of Common Stock basic (in shares) | 84,598,945 | 89,802,974 |
Restricted stock units and options to purchase Common Stock (in shares) | 550,143 | 0 |
Weighted average outstanding shares of Common Stock diluted (in shares) | 85,149,088 | 89,802,974 |
Earnings Per Share - Potentiall
Earnings Per Share - Potentially Dilutive Securities (Details) - shares | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Common Stock options | ||
Incremental Weighted Average Shares Attributable to Dilutive Effect | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 1,669,638 | 1,668,613 |
Restricted stock units | ||
Incremental Weighted Average Shares Attributable to Dilutive Effect | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 782,751 | 1,086,958 |
Performance share units | ||
Incremental Weighted Average Shares Attributable to Dilutive Effect | ||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 192,940 | 390,084 |
Stock Compensation - Activity (
Stock Compensation - Activity (Details) - $ / shares | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Options granted (in shares) | 235,892 | 310,554 |
Options canceled (in shares) | 7,395 | 37,770 |
Options exercised (in shares) | 0 | 66,946 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||
Options granted (usd per share) | $ 13.29 | $ 24.17 |
Options canceled (usd per share) | 26.33 | 28.57 |
Options exercised (usd per share) | $ 0 | $ 12.55 |
RSUs | ||
Weighted Average Grant-Date Fair Value Per Share | ||
Equity instruments granted (in shares) | 1,336,005 | 845,395 |
Equity instruments granted, weighted average exercise price (usd per share) | $ 13.21 | $ 24.18 |
PSU's | ||
Weighted Average Grant-Date Fair Value Per Share | ||
Equity instruments granted (in shares) | 292,064 | 158,587 |
Equity instruments granted, weighted average exercise price (usd per share) | $ 17.36 | $ 29.24 |
Stock Compensation - Narrative
Stock Compensation - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock-based compensation | $ 4.4 | $ 9.7 |
Performance share units | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Stock compensation not yet recognized | $ 27.7 | |
Recognition period for stock compensation not yet recognized | 1 year 10 months 6 days |
Restructuring and Asset Relat_3
Restructuring and Asset Related Charges - Impairment by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Restructuring Cost and Reserve | ||
Restructuring charges | $ 4,330 | |
Other restructuring associated costs | 2,765 | |
Asset related charges | 2,171 | |
Other restructuring associated costs and asset related charges | 4,936 | |
Total restructuring and asset related charges | 9,266 | $ 1 |
Operating Segments | ||
Restructuring Cost and Reserve | ||
Total restructuring and asset related charges | 9,079 | 22 |
Operating Segments | North America | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 3,056 | |
Other restructuring associated costs | 2,585 | |
Asset related charges | 2,171 | |
Other restructuring associated costs and asset related charges | 4,756 | |
Total restructuring and asset related charges | 7,812 | 0 |
Operating Segments | Europe | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 1,087 | |
Other restructuring associated costs | 180 | |
Asset related charges | 0 | |
Other restructuring associated costs and asset related charges | 180 | |
Total restructuring and asset related charges | 1,267 | |
Operating Segments | Australasia | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 0 | |
Other restructuring associated costs | 0 | |
Asset related charges | 0 | |
Other restructuring associated costs and asset related charges | 0 | |
Total restructuring and asset related charges | 0 | 22 |
Corporate and Unallocated Costs | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 187 | |
Other restructuring associated costs | 0 | |
Asset related charges | 0 | |
Other restructuring associated costs and asset related charges | 0 | |
Total restructuring and asset related charges | $ 187 | $ (21) |
Restructuring and Asset Relat_4
Restructuring and Asset Related Charges - Restructuring Accrual (Details) $ in Thousands | 3 Months Ended |
Apr. 01, 2023 USD ($) | |
Restructuring Reserve | |
Restructuring reserve, beginning balance | $ 5,038 |
Current period charges | 6,915 |
Payments | (8,018) |
Currency translation | 50 |
Restructuring reserve, ending balance | $ 3,985 |
Restructuring and Asset Relat_5
Restructuring and Asset Related Charges - Narrative (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | ||
Jan. 26, 2023 | Apr. 01, 2023 | Apr. 01, 2023 | Mar. 26, 2022 | |
Restructuring Cost and Reserve | ||||
Capital expenditures | $ 4,077 | $ 3,868 | ||
Footprint And Operational Efficiencies | ||||
Restructuring Cost and Reserve | ||||
Restructuring expenses | $ 19,300 | $ 8,100 | ||
Capital expenditures | $ 3,000 | |||
Restructuring expected cost | $ 15,000 | 15,000 | ||
Restructuring cost incurred, cash outlay | $ 3,200 |
Held for Sale (Details)
Held for Sale (Details) - USD ($) $ in Thousands | Apr. 01, 2023 | Dec. 31, 2022 |
Liabilities | ||
Liabilities held for sale | $ 6,687 | $ 6,040 |
Disposal Group, Held-for-sale, Not Discontinued Operations | Towanda | ||
Assets | ||
Inventory | 16,749 | 16,592 |
Other current assets | 192 | 110 |
Property and equipment | 44,271 | 41,600 |
Intangible assets | 1,472 | 1,471 |
Goodwill | 65,000 | 65,000 |
Operating lease assets | 850 | 975 |
Assets held for sale | 128,534 | 125,748 |
Liabilities | ||
Accrued payroll and benefits | 983 | 852 |
Accrued expenses and other current liabilities | 5,363 | 4,707 |
Current maturities of long term debt | 0 | 1 |
Operating lease liability | 341 | 480 |
Liabilities held for sale | $ 6,687 | $ 6,040 |
Other Income, Net- Other Income
Other Income, Net- Other Income, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Other Income and Expenses [Abstract] | ||
Foreign currency (gains) losses, net | $ (3,459) | $ 1,711 |
Insurance reimbursement | (1,215) | 0 |
Pension expense (income) | 1,788 | (1,427) |
Recovery of cost from interest received on impaired notes | (1,394) | (7,027) |
Governmental assistance | (147) | (65) |
Other items | (845) | (529) |
Total Other Income, Net | $ (5,272) | $ (7,337) |
Derivative Financial Instrume_3
Derivative Financial Instruments - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Apr. 01, 2023 | Mar. 26, 2022 | May 31, 2020 | |
Notional Disclosures | |||
Realized gain (loss) on hedges | $ (0.3) | $ 8.9 | |
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | |
Amount expected to be reclassified to interest income over the next twelve months | $ 12.1 | ||
Foreign Exchange Contracts, Forecasted Transactions | Not Designated as Hedging Instrument | |||
Notional Disclosures | |||
Notional amount | 97.3 | ||
Foreign Exchange Contracts, Consolidated Earnings | Not Designated as Hedging Instrument | |||
Notional Disclosures | |||
Notional amount | 112.1 | ||
Foreign Currency Forward Contracts | Not Designated as Hedging Instrument | |||
Notional Disclosures | |||
Realized gain (loss) on hedges | 1.5 | $ (1.3) | |
Interest Rate Swap | Designated as Hedging Instrument | Cash flow hedge | |||
Notional Disclosures | |||
Notional amount | $ 370 | ||
Derivative fixed interest rate (as a percent) | 0.395% | ||
Gains (losses) reclassified | $ 3.8 | $ (0.2) | |
Interest Rate Swap | Designated as Hedging Instrument | Cash flow hedge | Minimum | LIBOR | |||
Notional Disclosures | |||
Derivative variable interest rate (as a percent) | 0% |
Derivative Financial Instrume_4
Derivative Financial Instruments - Fair Value (Details) - USD ($) $ in Thousands | Apr. 01, 2023 | Dec. 31, 2022 |
Derivatives designated as hedging instruments: | Interest rate contracts | Other current assets | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | ||
Derivative assets | $ 12,101 | $ 16,235 |
Derivatives not designated as hedging instruments: | Foreign currency forward contracts | Other current assets | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | ||
Derivative assets | 4,472 | 3,809 |
Derivatives not designated as hedging instruments: | Foreign currency forward contracts | Accrued expenses and other current liabilities | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | ||
Derivatives liabilities | 2,174 | 3,058 |
Derivatives not designated as hedging instruments: | Other derivative instruments | Other current assets | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | ||
Derivative assets | 55 | 73 |
Derivatives not designated as hedging instruments: | Other derivative instruments | Accrued expenses and other current liabilities | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | ||
Derivatives liabilities | $ 190 | $ 288 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Financial Assets and Liabilities (Details) - USD ($) $ in Thousands | Apr. 01, 2023 | Dec. 31, 2022 |
Assets: | ||
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration] | Other current assets | Other current assets |
Liabilities: | ||
Derivative liabilities, recorded in accrued expenses and other current liabilities | $ 2,364 | $ 3,346 |
Derivative Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other current liabilities (Note 7) | Accrued expenses and other current liabilities (Note 7) |
Carrying Amount | Recurring | ||
Assets: | ||
Cash equivalents | $ 1,714 | $ 6,078 |
Derivative assets, recorded in other current assets | 16,628 | 20,117 |
Deferred compensation plan assets, recorded in other assets | 1,157 | 725 |
Liabilities: | ||
Debt, recorded in long-term debt and current maturities of long-term debt | 1,761,191 | 1,759,226 |
Derivative liabilities, recorded in accrued expenses and other current liabilities | 2,364 | 3,346 |
Total Fair Value | Recurring | ||
Assets: | ||
Cash equivalents | 1,714 | 6,078 |
Derivative assets, recorded in other current assets | 16,628 | 20,117 |
Deferred compensation plan assets, recorded in other assets | 1,157 | 725 |
Liabilities: | ||
Debt, recorded in long-term debt and current maturities of long-term debt | 1,657,803 | 1,555,367 |
Derivative liabilities, recorded in accrued expenses and other current liabilities | 2,364 | 3,346 |
Total Fair Value | Recurring | Level 1 | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Derivative assets, recorded in other current assets | 0 | 0 |
Deferred compensation plan assets, recorded in other assets | 0 | 0 |
Liabilities: | ||
Debt, recorded in long-term debt and current maturities of long-term debt | 0 | 0 |
Derivative liabilities, recorded in accrued expenses and other current liabilities | 0 | 0 |
Total Fair Value | Recurring | Level 2 | ||
Assets: | ||
Cash equivalents | 1,714 | 6,078 |
Derivative assets, recorded in other current assets | 16,628 | 20,117 |
Deferred compensation plan assets, recorded in other assets | 1,157 | 725 |
Liabilities: | ||
Debt, recorded in long-term debt and current maturities of long-term debt | 1,657,803 | 1,555,367 |
Derivative liabilities, recorded in accrued expenses and other current liabilities | 2,364 | 3,346 |
Total Fair Value | Recurring | Level 3 | ||
Assets: | ||
Cash equivalents | 0 | 0 |
Derivative assets, recorded in other current assets | 0 | 0 |
Deferred compensation plan assets, recorded in other assets | 0 | 0 |
Liabilities: | ||
Debt, recorded in long-term debt and current maturities of long-term debt | 0 | 0 |
Derivative liabilities, recorded in accrued expenses and other current liabilities | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | ||||||||||
Nov. 03, 2021 | Apr. 20, 2021 | Sep. 04, 2020 | Aug. 31, 2020 | Nov. 19, 2019 | Apr. 12, 2019 | Mar. 13, 2019 | May 11, 2018 | Feb. 28, 2018 | Apr. 01, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Loss Contingencies | ||||||||||||
Legal settlement income | $ 10,500 | |||||||||||
Accrued self-insurance liability | 92,000 | $ 92,600 | ||||||||||
Financing bonds and letters of credit | $ 67,600 | $ 67,600 | ||||||||||
Environmental Loss Contingency, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other current liabilities (Note 7) | Accrued expenses and other current liabilities (Note 7) | ||||||||||
Environmental loss contingencies, current | $ 500 | $ 500 | ||||||||||
Environmental Loss Contingency, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Deferred credits and other liabilities | Deferred credits and other liabilities | ||||||||||
Environmental loss contingencies, non-current | $ 11,800 | $ 11,800 | ||||||||||
Preferred remedial alternatives totaling | $ 23,400 | |||||||||||
PaDEP | ||||||||||||
Loss Contingencies | ||||||||||||
Collateralized bond | $ 1,400 | |||||||||||
Minimum | ||||||||||||
Loss Contingencies | ||||||||||||
Indemnification | 1 year | |||||||||||
Environmental remedial feasibility alternative | 11,800 | |||||||||||
Minimum | Domestic Product Liability | ||||||||||||
Loss Contingencies | ||||||||||||
Concentration risk, auto, employee and general liability | $ 5,000 | |||||||||||
Minimum | Auto, General Liability, Personal Injury and Workers Compensation | ||||||||||||
Loss Contingencies | ||||||||||||
Concentration risk, auto, employee and general liability | $ 3,000 | |||||||||||
Maximum | ||||||||||||
Loss Contingencies | ||||||||||||
Indemnification | 3 years | |||||||||||
Environmental remedial feasibility alternative | $ 33,400 | |||||||||||
Maximum | Domestic Product Liability | ||||||||||||
Loss Contingencies | ||||||||||||
Concentration risk, auto, employee and general liability | $ 200,000 | |||||||||||
Maximum | Auto, General Liability, Personal Injury and Workers Compensation | ||||||||||||
Loss Contingencies | ||||||||||||
Concentration risk, auto, employee and general liability | $ 200,000 | |||||||||||
Steve and Sons | ||||||||||||
Loss Contingencies | ||||||||||||
Damages awarded to plaintiff | $ 7,100 | $ 36,500 | ||||||||||
Settlement proceeds awarded | $ 1,200 | |||||||||||
Steve and Sons | Attorney Fees | ||||||||||||
Loss Contingencies | ||||||||||||
Damages sought | $ 28,400 | |||||||||||
Steve and Sons | Legal Cost | ||||||||||||
Loss Contingencies | ||||||||||||
Damages sought | $ 1,700 | |||||||||||
Direct Purchaser Action | ||||||||||||
Loss Contingencies | ||||||||||||
Damages sought | $ 30,800 | |||||||||||
Indirect Purchaser Action | ||||||||||||
Loss Contingencies | ||||||||||||
Damages sought | $ 9,750 | |||||||||||
Past Damages | Steve and Sons | ||||||||||||
Loss Contingencies | ||||||||||||
Damages awarded to plaintiff | 9,900 | $ 12,200 | ||||||||||
Future Damages | Steve and Sons | ||||||||||||
Loss Contingencies | ||||||||||||
Damages awarded to plaintiff | $ 139,400 | $ 46,500 | ||||||||||
Loss contingency accrual, payments | $ 66,400 | |||||||||||
Preliminary Court Approval | ||||||||||||
Loss Contingencies | ||||||||||||
Settlement, amount awarded to other party | $ 39,500 | |||||||||||
Loss contingency accrual | $ 5,000 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 01, 2023 | Mar. 26, 2022 | |
Cash Operating Activities: | ||
Operating leases | $ 16,490 | $ 15,203 |
Interest payments on financing lease obligations | 42 | 43 |
Cash paid for amounts included in the measurement of lease liabilities | 16,532 | 15,246 |
Cash Investing Activities: | ||
Purchases of securities for deferred compensation plan | (420) | 0 |
Sale of securities for deferred compensation plan | 37 | 0 |
Change in securities for deferred compensation plan | (383) | 0 |
Non-cash Investing Activities: | ||
Property, equipment, and intangibles purchased in accounts payable | 4,077 | 3,868 |
Property, equipment, and intangibles purchased with debt | 869 | 1,423 |
Customer accounts receivable converted to notes receivable | 38 | 0 |
Cash Financing Activities: | ||
Borrowings on long-term debt | 96,867 | 233,500 |
Payments of long-term debt | (96,526) | (122,877) |
Change in long-term debt | 341 | 110,623 |
Cash paid for amounts included in the measurement of finance lease liabilities | 484 | 495 |
Non-cash Financing Activities: | ||
Shares surrendered for tax obligations for employee share-based transactions in accrued liabilities | 16 | 2,268 |
Shares repurchased in accounts payable | 0 | 2,191 |
Accounts payable converted to installment notes | 176 | 1,279 |
Other Supplemental Cash Flow Information: | ||
Cash taxes paid, net of refunds | 13,785 | 16,648 |
Cash interest paid | $ 7,641 | $ 3,682 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent event $ in Millions | Apr. 17, 2023 AUD ($) $ / $ | Apr. 18, 2023 AUD ($) $ / $ |
Subsequent Event | ||
Sales price | $ 230 | |
Forward contracts to sell a total | $ 420 | |
Aristotle Holding III Pty Limited | ||
Subsequent Event | ||
Purchase price | $ 688 | |
Minimum | ||
Subsequent Event | ||
Exchange rate (in USD per AUD) | $ / $ | 0.6726 | 0.6751 |
Maximum | ||
Subsequent Event | ||
Exchange rate (in USD per AUD) | $ / $ | 0.6749 | 0.6759 |