Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Oct. 31, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0000042682 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 1-6747 | |
Entity Registrant Name | The Gorman-Rupp Company | |
Entity Incorporation, State or Country Code | OH | |
Entity Tax Identification Number | 34-0253990 | |
Entity Address, Address Line One | 600 South Airport Road | |
Entity Address, City or Town | Mansfield | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 44903 | |
City Area Code | 419 | |
Local Phone Number | 755-1011 | |
Title of 12(b) Security | Common Shares, without par value | |
Trading Symbol | GRC | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 26,094,865 |
Consolidated Statements of Inco
Consolidated Statements of Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Net sales | $ 153,792 | $ 102,110 | $ 375,026 | $ 284,152 |
Cost of products sold | 113,229 | 76,277 | 280,727 | 210,604 |
Gross profit | 40,563 | 25,833 | 94,299 | 73,548 |
Selling, general and administrative expenses | 22,076 | 14,173 | 62,125 | 42,064 |
Amortization expense | 3,176 | 118 | 4,498 | 356 |
Operating income | 15,311 | 11,542 | 27,676 | 31,128 |
Interest expense | (7,556) | 0 | (9,878) | 0 |
Other income (expense), net | (5,323) | (486) | (7,079) | (1,846) |
Income before income taxes | 2,432 | 11,056 | 10,719 | 29,282 |
Provision (benefit from income taxes | 211 | 2,274 | 1,951 | 5,974 |
Net income (loss) | $ 2,221 | $ 8,782 | $ 8,768 | $ 23,308 |
Earnings (loss) per share (in dollars per share) | $ 0.09 | $ 0.34 | $ 0.34 | $ 0.89 |
Cash dividends per share (in dollars per share) | $ 0.170 | $ 0.155 | $ 0.510 | $ 0.465 |
Average number of shares outstanding (in shares) | 26,094,865 | 26,126,640 | 26,088,329 | 26,117,262 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Net income (loss) | $ 2,221 | $ 8,782 | $ 8,768 | $ 23,308 |
Other comprehensive (loss) income, net of tax: | ||||
Cumulative translation adjustments | (2,855) | (1,427) | (5,719) | (1,849) |
Pension and postretirement medical liability adjustments | 3,981 | 726 | 6,067 | 3,089 |
Other comprehensive income (loss) | 1,126 | (701) | 348 | 1,240 |
Comprehensive income (loss) | $ 3,347 | $ 8,081 | $ 9,116 | $ 24,548 |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 10,288,000 | $ 125,194,000 |
Accounts receivable, net | 91,314,000 | 58,545,000 |
Inventories, net | 105,850,000 | 85,648,000 |
Prepaid and other | 18,123,000 | 7,795,000 |
Total current assets | 225,575,000 | 277,182,000 |
Property, plant and equipment, net | 127,798,000 | 104,293,000 |
Other assets | 9,398,000 | 6,193,000 |
Goodwill and other intangible assets, net | 508,053,000 | 33,086,000 |
Total assets | 870,824,000 | 420,754,000 |
Current liabilities: | ||
Accounts payable | 29,364,000 | 17,633,000 |
Payroll and employee related liabilities | 21,508,000 | 11,754,000 |
Commissions payable | 7,945,000 | 8,164,000 |
Deferred revenue and customer deposits | 6,504,000 | 9,200,000 |
Current portion of long-term debt | 17,500,000 | 0 |
Accrued expenses | 12,075,000 | 5,689,000 |
Total current liabilities | 94,896,000 | 52,440,000 |
Pension benefits | 8,636,000 | 9,342,000 |
Postretirement benefits | 26,897,000 | 27,359,000 |
Long-term debt, net of current portion | 411,080,000 | 0 |
Other long-term liabilities | 2,339,000 | 1,637,000 |
Total liabilities | 543,848,000 | 90,778,000 |
Equity: | ||
Common shares, without par value: Authorized – ‐‐35,000,000 shares; Outstanding – 26,094,865 shares at September 30, 2022 and 26,103,661 shares at December 31, 2021 (after deducting treasury shares of 953,931 and 945,135, respectively), at stated capital amounts | 5,097,000 | 5,099,000 |
Additional paid-in capital | 3,062,000 | 1,838,000 |
Retained earnings | 348,799,000 | 353,369,000 |
Accumulated other comprehensive loss | (29,982,000) | (30,330,000) |
Total equity | 326,976,000 | 329,976,000 |
Total liabilities and equity | $ 870,824,000 | $ 420,754,000 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Current Period Unaudited)-parentheticals (Parentheticals) - $ / shares $ / shares in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Common Stock, No Par Value (in dollars per share) | $ 0 | $ 0 |
Common Stock, Shares Authorized (in shares) | 35,000,000 | 35,000,000 |
Common Stock, Shares, Outstanding, Ending Balance (in shares) | 26,094,865 | 26,103,661 |
Treasury Stock, Shares, Total (in shares) | 953,931 | 945,135 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities: | ||
Net income | $ 8,768 | $ 23,308 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 14,161 | 8,908 |
Pension expense | 8,963 | 4,177 |
Stock based compensation | 2,107 | 1,790 |
Contributions to pension plan | (2,000) | (2,000) |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (13,514) | (8,644) |
Inventories, net | (10,994) | 342 |
Accounts payable | 3,437 | 6,692 |
Commissions payable | 319 | 1,099 |
Deferred revenue and customer deposits | (2,526) | 1,646 |
Income taxes | 206 | 1,341 |
Accrued expenses and other | (3,042) | (1,089) |
Benefit obligations | 6,623 | 3,965 |
Net cash provided by operating activities | 12,508 | 41,535 |
Cash used for investing activities: | ||
Capital additions | (11,268) | (5,617) |
Payment for acquisitions | (526,301) | 0 |
Other | (327) | (572) |
Net cash used for investing activities | (537,242) | (5,045) |
Cash provided by (used for) financing activities: | ||
Cash dividends | (13,306) | (12,145) |
Treasury share repurchases | (918) | (231) |
Proceeds from bank borrowings | 445,000 | 0 |
Payments to banks for borrowings | (4,375) | 0 |
Debt issuance fees | (15,217) | 0 |
Other | (97) | (689) |
Net cash provided by (used for) financing activities | 411,087 | (13,065) |
Effect of exchange rate changes on cash | (1,259) | (508) |
Net increase (decrease) in cash and cash equivalents | (114,906) | 22,917 |
Cash and cash equivalents: | ||
Beginning of period | 125,194 | 108,203 |
End of period | $ 10,288 | $ 131,120 |
Consolidated Statements of Equi
Consolidated Statements of Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Balances (in shares) at Dec. 31, 2020 | 26,101,992 | ||||
Balances at Dec. 31, 2020 | $ 5,099 | $ 693 | $ 340,098 | $ (30,377) | $ 315,513 |
Net income (loss) | 7,429 | 7,429 | |||
Other comprehensive income | (871) | (871) | |||
Stock based compensation, net | $ 3 | 551 | 52 | 606 | |
Stock based compensation, net (in shares) | 14,148 | ||||
Cash dividends - $0.155 per share | (4,047) | (4,047) | |||
Balances (in shares) at Mar. 31, 2021 | 26,116,140,000 | ||||
Balances at Mar. 31, 2021 | $ 5,102 | 1,244 | 343,532 | (31,248) | 318,630 |
Balances (in shares) at Dec. 31, 2020 | 26,101,992 | ||||
Balances at Dec. 31, 2020 | $ 5,099 | 693 | 340,098 | (30,377) | 315,513 |
Net income (loss) | 23,308 | ||||
Balances (in shares) at Sep. 30, 2021 | 26,126,640 | ||||
Balances at Sep. 30, 2021 | $ 5,104 | 2,157 | 351,352 | (29,137) | 329,476 |
Balances (in shares) at Mar. 31, 2021 | 26,116,140,000 | ||||
Balances at Mar. 31, 2021 | $ 5,102 | 1,244 | 343,532 | (31,248) | 318,630 |
Net income (loss) | 7,097 | 7,097 | |||
Other comprehensive income | 2,812 | 2,812 | |||
Stock based compensation, net | 465 | 465 | |||
Cash dividends - $0.155 per share | (4,048) | (4,048) | |||
Balances (in shares) at Jun. 30, 2021 | 26,116,140,000 | ||||
Balances at Jun. 30, 2021 | $ 5,102 | 1,709 | 346,581 | (28,436) | 324,956 |
Net income (loss) | 8,782 | 8,782 | |||
Other comprehensive income | (701) | (701) | |||
Stock based compensation, net | $ 2 | 448 | 39 | 489 | |
Stock based compensation, net (in shares) | 10,500 | ||||
Cash dividends - $0.155 per share | (4,050) | (4,050) | |||
Balances (in shares) at Sep. 30, 2021 | 26,126,640 | ||||
Balances at Sep. 30, 2021 | $ 5,104 | 2,157 | 351,352 | (29,137) | 329,476 |
Balances (in shares) at Dec. 31, 2021 | 26,103,661 | ||||
Balances at Dec. 31, 2021 | $ 5,099 | 1,838 | 353,369 | (30,330) | 329,976 |
Net income (loss) | 7,543 | 7,543 | |||
Other comprehensive income | 387 | ||||
Stock based compensation, net | 682 | ||||
Treasury share repurchases (in shares) | 24,546 | ||||
Treasury share repurchases | $ 5 | 882 | 91 | 918 | |
Cash dividends - $0.155 per share | (4,436) | (4,436) | |||
Balances (in shares) at Mar. 31, 2022 | 26,079,115 | ||||
Balances at Mar. 31, 2022 | $ 5,094 | 1,698 | 356,385 | (29,943) | 333,234 |
Balances (in shares) at Dec. 31, 2021 | 26,103,661 | ||||
Balances at Dec. 31, 2021 | $ 5,099 | 1,838 | 353,369 | (30,330) | 329,976 |
Net income (loss) | 8,768 | ||||
Balances (in shares) at Sep. 30, 2022 | 26,094,865 | ||||
Balances at Sep. 30, 2022 | $ 5,097 | 3,062 | 348,799 | (29,982) | 326,976 |
Balances (in shares) at Mar. 31, 2022 | 26,079,115 | ||||
Balances at Mar. 31, 2022 | $ 5,094 | 1,698 | 356,385 | (29,943) | 333,234 |
Net income (loss) | (996) | (996) | |||
Other comprehensive income | (1,165) | (1,165) | |||
Stock based compensation, net | 730 | 730 | |||
Cash dividends - $0.155 per share | (4,433) | (4,433) | |||
Balances (in shares) at Jun. 30, 2022 | 26,079,115 | ||||
Balances at Jun. 30, 2022 | $ 5,094 | 2,428 | 350,956 | (31,108) | 327,370 |
Net income (loss) | 2,221 | 2,221 | |||
Other comprehensive income | 1,126 | 1,126 | |||
Stock based compensation, net | $ 3 | 634 | 59 | 696 | |
Stock based compensation, net (in shares) | 15,750 | ||||
Cash dividends - $0.155 per share | (4,437) | (4,437) | |||
Balances (in shares) at Sep. 30, 2022 | 26,094,865 | ||||
Balances at Sep. 30, 2022 | $ 5,097 | $ 3,062 | $ 348,799 | $ (29,982) | $ 326,976 |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Unaudited) (Parentheticals) - $ / shares | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Common Stock, Dividends, Per Share, Cash Paid (in dollars per share) | $ 0.170 | $ 0.17 | $ 0.17 | $ 0.155 | $ 0.155 | $ 0.155 | $ 0.510 | $ 0.465 |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation of Financial Statements | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Basis of Accounting [Text Block] | NOTE 1 - BASIS OF PRESENTATION OF FINANCIAL STATEMENTS The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The Consolidated Financial Statements include the accounts of The Gorman-Rupp Company (the “Company” or “Gorman-Rupp”) and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results. In the opinion of management of the Company, all adjustments considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2022 are not necessarily indicative of results that may be expected for the year ending December 31, 2022. For further information, refer to the Consolidated Financial Statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, from which related information herein has been derived. Acquisitions The Company allocates the purchase price of its acquisitions to the assets acquired, liabilities assumed, and noncontrolling interests based upon their respective fair values at the acquisition date. The Company utilizes management estimates and inputs from an independent third-party valuation firm to assist in determining these fair values. The Company uses the income, market or cost approach (or a combination thereof) for the valuation as appropriate. The valuation inputs in these models and analyses are based on market participant assumptions. Management values property, plant and equipment using the cost approach supported where available by observable market data, which includes consideration of obsolescence. Management values acquired intangible assets using the relief from royalty method or excess earnings method, which are forms of the income approach supported by observable market data for peer companies. The significant assumptions used to estimate the value of the acquired intangible assets include discount rates and certain assumptions that form the basis of future cash flows (such as revenue growth rates, customer attrition rates, and royalty rates), which are considered Level 3 assets as the assumptions are unobservable inputs developed by the Company. Acquired inventories are recorded at fair value. For certain items, the carrying value is determined to be a reasonable approximation of fair value based on information available to the Company. The excess of the acquisition price over estimated fair values is recorded as goodwill. Goodwill is adjusted for any changes to acquisition date fair value amounts made within the measurement period. Acquisition-related transaction costs are recognized separately from the business combination and expensed as incurred. Refer to “Note 2 – Acquisitions” for additional details. Recently Issued Accounting Standards The Company considers the applicability and impact of all Accounting Standard Updates (“ASUs”). All recently issued ASUs were assessed and determined to be not applicable or are expected to have minimal impact on the Company’s Consolidated Financial Statements. |
Note 2 - Acquisitions
Note 2 - Acquisitions | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | NOTE 2 - ACQUISITIONS On May 31, 2022, the Company acquired the assets of Fill-Rite and Sotera (“Fill-Rite”), a division of Tuthill Corporation, for cash consideration of $526.3 million. The acquisition was funded with new debt consisting of $350.0 million from a senior secured term loan, $90.0 million from a subordinated unsecured loan, $5.0 million from the new revolving Credit Facility, and $81.3 million of cash on hand. Refer to “Note 10 – Financing Arrangements” for further details related to the financing completed as part of the transaction. The Company accounted for the Fill-Rite acquisition in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805 “Business Combinations”. The results of operations for Fill-Rite are included in the accompanying Consolidated Statements of Income from the acquisition date. Fill-Rite had $40.1 million in net sales and $3.6 million in operating income and $53.7 million in net sales and $3.7 million in operating income included in the Company’s consolidated financial statements for the three and nine months ended September 30, 2022, respectively. Operating income for the three months ended September 30, 2022 included $0.6 million of acquired customer backlog amortization and $3.0 million in amortization on customer relationships and developed technology. Operating income for the nine months ended September 30, 2022 included $1.4 million of inventory step-up amortization, $0.8 million of acquired customer backlog amortization, and $4.0 million in amortization on customer relationships and developed technology. Under the acquisition method of accounting, the assets and liabilities have been recorded at their respective estimated fair values as of the date of completion of the acquisition and included in the Company’s Consolidated Balance Sheets. These preliminary estimates may be revised during the measurement period as third-party valuations are finalized, additional information becomes available and as additional analyses are performed, and any such revisions could have a material impact on our results of operations and financial position. The following table presents the preliminary fair value of assets acquired and liabilities assumed and will be finalized upon completion of purchase accounting matters: Accounts receivable $ 21,273 Inventory 12,214 Customer backlog (amortized over 1 year) 2,600 Other current assets 914 Property, plant, and equipment 24,505 Customer relationships (amortized over 20 years) 200,900 Technology (amortized over 20 years) 39,800 Tradenames (unamortized) 10,700 Goodwill 228,725 Total assets acquired $ 541,631 Current liabilities assumed (15,330 ) Allocated purchase price $ 526,301 For tax purposes, the Fill-Rite acquisition was treated as an asset purchase. As such, the Company received a step-up in tax basis of the net Fill-Rite assets, equal to the purchase price, including goodwill which is deductible for tax purposes. The transaction costs related to the acquisition approximated $0.1 million and $7.0 million for the three and nine months ended September 30, 2022. These costs were expensed as incurred and recorded within selling, general, and administrative expenses The following is a supplemental presentation of our pro-forma net sales, operating income, net income, and earnings per share had the Fill-Rite acquisition occurred as of January 1, 2021 (in millions): Nine months ended September 30, 2022 2021 Net sales $ 440.1 $ 384.9 Operating income $ 43.9 $ 37.7 Net income $ 12.1 $ 11.8 Earnings per share $ 0.46 $ 0.45 The supplemental pro forma information presented above is being provided for information purposes only and may not necessarily reflect the future results of operations of the Company or what the results of operations would have been had the Company owned and operated Fill-Rite since January 1, 2021. The proforma results for the nine months ended 2021 include $3.4 million in non-recurring costs related to inventory step up amortization and customer backlog amortization. |
Note 3 - Revenue
Note 3 - Revenue | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | NOTE 3 REVENUE Disaggregation of Revenue The following tables disaggregate total net sales by major product category and geographic location: Product Category Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Pumps and pump systems $ 138,522 $ 86,770 $ 327,883 $ 241,038 Repair parts for pumps and pump systems and other 15,270 15,340 47,143 43,114 Total net sales $ 153,792 $ 102,110 $ 375,026 $ 284,152 Geographic Location Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 United States $ 115,478 $ 68,726 $ 272,943 $ 195,823 Foreign countries 38,314 33,384 102,083 88,329 Total net sales $ 153,792 $ 102,110 $ 375,026 $ 284,152 International sales represented approximately 25% and 33% of total net sales for the third quarters of 2022 and 2021, respectively, and were made to customers in many different countries around the world. On September 30, 2022, the Company had $266.7 million of remaining performance obligations, also referred to as backlog. The Company expects to recognize as revenue substantially all of its remaining performance obligations within one The Company’s contract assets and liabilities as of September 30, 2022 and December 31, 2021 were as follows: September 30, 2022 December 31, 2021 Contract assets $ - $ - Contract liabilities $ 6,504 $ 9,200 Revenue recognized for the nine months ended September 30, 2022 and 2021 that was included in the contract liabilities balance at the beginning of the periods was $8.9 million and $6.0 million, respectively. |
Note 4 - Inventories
Note 4 - Inventories | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | NOTE 4 - INVENTORIES LIFO inventories are stated at the lower of cost or market and all other inventories are stated at the lower of cost or net realizable value. Replacement cost approximates current cost and the excess over LIFO cost was approximately $79.9 million and $70.1 million at September 30, 2022 and December 31, 2021, respectively. Allowances for excess and obsolete inventory totaled $6.3 million and $6.0 million as of September 30, 2022 and December 31, 2021, respectively. An actual valuation of inventory under the LIFO method is made at the end of each year based on the inventory levels and costs at that time. Interim LIFO calculations are based on management’s estimate of expected year-end inventory levels and costs, and are subject to the final year-end LIFO inventory valuation. Inventories are comprised of the following: Inventories, net: September 30, 2022 December 31, 2021 Raw materials and in-process $ 35,030 $ 23,263 Finished parts 57,811 52,039 Finished products 13,009 10,346 Total net inventories $ 105,850 $ 85,648 |
Note 5 - Property, Plant and Eq
Note 5 - Property, Plant and Equipment | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 5 PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment, net consist of the following: September 30, 2022 December 31, 2021 Land $ 6,072 $ 5,813 Buildings 117,909 112,760 Machinery and equipment 208,997 188,123 332,978 306,696 Less accumulated depreciation (205,180 ) (202,403 ) Property, plant and equipment, net $ 127,798 $ 104,293 |
Note 6 - Product Warranties
Note 6 - Product Warranties | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Product Warranty Disclosure [Text Block] | NOTE 6 - PRODUCT WARRANTIES A liability is established for estimated future warranty and service claims based on historical claims experience and specific product failures. The Company expenses warranty costs directly to Cost of products sold. Changes in the Company’s product warranties liability are: September 30, 2022 2021 Balance at beginning of year $ 1,637 $ 1,361 Provision 1,085 1,317 Acquired 645 - Claims (1,238 ) (1,248 ) Balance at end of period $ 2,129 $ 1,430 |
Note 7 - Pension and Other Post
Note 7 - Pension and Other Postretirement Benefits | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Retirement Benefits [Text Block] | NOTE 7 - PENSION AND OTHER POSTRETIREMENT BENEFITS The Company sponsors a defined benefit pension plan (“Plan”) covering certain domestic employees. Benefits are based on each covered employee’s years of service and compensation. The Plan is funded in conformity with the funding requirements of applicable U.S. regulations. The Plan was closed to new participants effective January 1, 2008. Employees hired after this date, in eligible locations, participate in an enhanced 401(k) plan instead of the defined benefit pension plan. Employees hired prior to this date continue to accrue benefits. Additionally, the Company sponsors defined contribution pension plans made available to all domestic and Canadian employees. The Company funds the cost of these benefits as incurred. The Company also sponsors a non-contributory defined benefit postretirement health care plan that provides health benefits to certain domestic and Canadian retirees and eligible spouses and dependent children. The Company funds the cost of these benefits as incurred. The following tables present the components of net periodic benefit costs: Pension Benefits Postretirement Benefits Three Months Ended September 30, Three Months Ended September 30, 2022 2021 2022 2021 Service cost $ 496 $ 636 $ 287 $ 365 Interest cost 580 467 190 163 Expected return on plan assets (665 ) (907 ) - - Amortization of prior service cost - - (282 ) (282 ) Recognized actuarial loss 379 423 92 145 Settlement loss 4,759 388 - - Net periodic benefit cost (a) $ 5,549 $ 1,007 $ 287 $ 391 Pension Benefits Postretirement Benefits Nine Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Service cost $ 1,642 $ 2,034 $ 860 $ 1,096 Interest cost 1,745 1,252 570 490 Expected return on plan assets (2,169 ) (2,707 ) - - Amortization of prior service cost - - (847 ) (847 ) Recognized actuarial loss 1,314 1,482 276 435 Settlement loss 6,355 2,116 - - Net periodic benefit cost (a) $ 8,887 $ 4,177 $ 859 $ 1,174 (a) The components of net periodic benefit cost other than the service cost component are included in Other income (expense), net in the Consolidated Statements of Income. During the three and nine months ended September 30, 2022, the Company recorded a settlement loss relating to retirees that received lump-sum distributions from the Company’s defined benefit pension plan totaling $4.8 million and $6.4 million, respectively. The Company recorded settlement losses of $0.4 million and $2.1 million for the three and nine month periods ended September 30, 2021, respectively. These charges were the result of lump-sum distributions to retirees exceeding the Plan’s actuarial service and interest cost thresholds. As part of the agreement to purchase the assets of Fill-Rite, the Company is required to establish a defined benefit pension plan for certain Fill-Rite employees as of June 1, 2022. No pension or other postretirement benefit plan liabilities existing as of the acquisition date were assumed as part of the transaction. The obligation under the new plan as of September 30, 2022 is not material. |
Note 8 - Accumulated Other Comp
Note 8 - Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Comprehensive Income (Loss) Note [Text Block] | NOTE 8 ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The reclassifications out of Accumulated other comprehensive income (loss) as reported in the Consolidated Statements of Income are: Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Pension and other postretirement benefits: Recognized actuarial loss (a) $ 471 $ 568 $ 1,590 $ 1,917 Settlement loss (a) 4,759 388 6,355 2,116 Total before income tax $ 5,230 $ 956 $ 7,945 $ 4,033 Income tax (1,249 ) (230 ) (1,878 ) (944 ) Net of income tax $ 3,981 $ 726 $ 6,067 $ 3,089 (a) The recognized actuarial loss and the settlement loss are included in Other income (expense), net in the Consolidated Statements of Income. The components of Accumulated other comprehensive income (loss) as reported in the Consolidated Balance Sheets are: Currency Translation Adjustments Pension and Other Postretirement Benefits Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2021 $ (7,851 ) $ (22,479 ) $ (30,330 ) Reclassification adjustments - 7,945 7,945 Current period charge (5,719 ) - (5,719 ) Income tax benefit (charge) - (1,878 ) (1,878 ) Balance at September 30, 2022 $ (13,570 ) $ (16,412 ) $ (29,982 ) Currency Translation Adjustments Pension and Other Postretirement Benefits Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2020 $ (5,044 ) $ (25,333 ) $ (30,377 ) Reclassification adjustments - 4,033 4,033 Current period charge (1,849 ) - (1,849 ) Income tax benefit (charge) - (944 ) (944 ) Balance at September 30, 2021 $ (6,893 ) $ (22,244 ) $ (29,137 ) |
Note 9 - Common Share Repurchas
Note 9 - Common Share Repurchases | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 9 COMMON SHARE REPURCHASES The Company has a share repurchase program with the authorization to purchase up to $50.0 million of the Company’s common shares. During the nine-month period ended September 30, 2022 the Company repurchased 24,546 shares for $0.9 million. No shares were repurchased during the three-month period ending September 30, 2022 nor the nine-month period ended September 30, 2021. As of September 30, 2022, the Company had $48.1 million available for repurchase under the share repurchase program. |
Note 10 - Financing Arrangement
Note 10 - Financing Arrangements | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 10 FINANCING ARRANGEMENTS Debt consisted of: Senior Secured Credit Agreement September 30, 2022 Senior term loan facility $ 345,625 Credit facility 5,000 Subordinated Credit Agreement Subordinated credit facility 90,000 Total debt 440,625 Unamortized discount and debt issuance fees (12,045 ) Total debt, net 428,580 Less: current portion of long-term debt 17,500 Total long-term debt, net $ 411,080 Maturities of long-term debt in the next five fiscal years, and the remaining years thereafter, are as follows: 2022 (three months) 2023 2024 2025 2026 2027 Total $ 4,375 $ 17,500 $ 21,875 $ 30,625 $ 35,000 $ 331,250 $ 440,625 Senior Secured Credit Agreement On May 31, 2022, the Company entered into a Senior Secured Credit Agreement with several lenders, which provides a term loan of $350.0 million (“Senior Term Loan Facility”) and a revolving credit facility up to $100.0 million (“Credit Facility”). The Credit Facility has a letter of credit sublimit of up to $15.0 million, as a sublimit of the Credit Facility, and a swing line subfacility of up to $20.0 million, as a sublimit of the Credit Facility. The Company borrowed $5.0 million under the Credit Facility, which, along with the Senior Term Loan Facility, and cash-on-hand and the proceeds of the Subordinated Credit Facility described below, was used to purchase the assets of Fill-Rite as described in “Note 2 – Acquisitions”. The Company has agreed to secure all of its obligations under the Senior Secured Credit Agreement by granting a first priority lien on substantially all of its personal property, and each of Patterson Pump Company, AMT Pump Company, National Pump Company and Fill-Rite Company (collectively, the “Guarantors”) has agreed to guarantee the obligations of the Company under the Senior Secured Credit Agreement and to secure the obligations thereunder by granting a first priority lien in substantially all of such Guarantor’s personal property. The Senior Secured Credit Agreement has a maturity date of May 31, 2027, with the Senior Term Loan Facility requiring quarterly installment payments commencing on September 30, 2022 and continuing on the last day of each consecutive December, March, June and September thereafter. At the option of the Company, borrowings under the Senior Term Loan Facility and under the Credit Facility bear interest at either a base rate or at an Adjusted Term SOFR Rate, plus the applicable margin, which ranges from 0.75% to 1.75% for base rate loans and 1.75% to 2.75% for Adjusted Term SOFR Rate loans. The applicable margin is based on the Company’s senior leverage ratio. As of September 30, 2022, the applicable interest rate under the Senior Secured Credit Agreement was Adjusted Term SOFR plus 2.75%. The Senior Secured Credit Agreement requires the Company to maintain a consolidated senior secured net leverage ratio not to exceed 4.50 to 1.00 for each of the four consecutive fiscal quarter periods ending June 30, 2022, September 30, 2022, December 31, 2022 and March 31, 2023, decreasing to 4.00 to 1.00 for each of the four consecutive fiscal quarter periods ending June 30, 2023 and September 30, 2023, and decreasing to 3.50 to 1.00 for the four consecutive fiscal quarter period ending December 31, 2023 and each of the four consecutive fiscal quarter periods ending thereafter. The Senior Secured Credit Agreement requires the Company to maintain a consolidated total net leverage ratio not to exceed 5.75 to 1.00 for each of the four consecutive fiscal quarter periods ending June 30, 2022, September 30, 2022, December 31, 2022 and March 31, 2023, decreasing to 5.25 to 1.00 for each of the four consecutive fiscal quarter periods ending June 30, 2023 and September 30, 2023, and decreasing to 4.75 to 1.00 for the four consecutive fiscal quarter period ending December 31, 2023 and each of the four consecutive fiscal quarter periods ending thereafter. The Senior Secured Credit Agreement requires the Company to maintain a fixed charge coverage ratio (commencing with the fiscal quarter ending June 30, 2022) of not less than 1.20 to 1.00 for any four consecutive fiscal quarter period. The Senior Secured Credit Agreement contains customary affirmative and negative covenants, including among others, limitations on the Company and its subsidiaries with respect to incurrence of liens and indebtedness, disposition of assets, mergers, transactions with affiliates, and the ability to make or pay dividends in excess of certain thresholds. The Senior Credit Agreement also contains customary provisions requiring mandatory prepayments, including among others, annual prepayments (beginning with the fiscal year ending December 31, 2023) of a percentage of excess cash flow, prepayments of the net cash proceeds from any non-ordinary course sale of assets, and net cash proceeds of any non-permitted indebtedness. To reduce the exposure to changes in the market rate of interest, effective October 31, 2022, the Company entered into interest rate swap agreements for a portion of the Senior term loan facility. Terms of the interest rate swap agreements require the Company to receive a fixed interest rate and pay a variable interest rate. The interest rate swap agreements are expected to be designated as a cash flow hedge, and as a result, the mark-to-market gains or losses will be deferred and included as a component of accumulated other comprehensive income (loss) and reclassified to interest expense in the period during which the hedged transactions affect earnings. Subordinated Credit Agreement On May 31, 2022, the Company entered into an unsecured subordinated credit agreement (“Subordinated Credit Agreement”) with one lender, which provides for a term loan of $90.0 million (the “Subordinated Credit Facility”). Each of the Guarantors has agreed to guarantee the obligations of the Company under the Subordinated Credit Agreement. The proceeds from the Subordinated Credit Facility, along with cash-on-hand and the proceeds of the Senior Term Loan Facility described above, were used to purchase the assets of Fill-Rite as described in “Note 2 – Acquisitions”. The Subordinated Credit Agreement has a maturity date of December 1, 2027. If the Subordinated Credit Facility is prepaid prior to the second anniversary, such prepayment must be accompanied by a make-whole premium. If the Subordinated Credit Facility is prepaid after the second anniversary but prior to the third anniversary, such prepayment requires a prepayment fee of 2% At the option of the Company, borrowings under the Subordinated Credit Facility bear interest at either a base rate plus 8.0%, or at an Adjusted Term SOFR Rate plus 9.1%. As of September 30, 2022 borrowings under the Subordinated Credit Facility bear interest at an Adjusted Term SOFR Rate plus 9.1%. The Subordinated Credit Agreement requires the Company to maintain a consolidated senior secured net leverage ratio not to exceed 5.40 to 1.00 for each of the four consecutive fiscal quarter periods ending June 30, 2022, September 30, 2022, December 31, 2022 and March 31, 2023, decreasing to 4.80 to 1.00 for each of the four consecutive fiscal quarter periods ending June 30, 2023 and September 30, 2023, and decreasing to 4.20 to 1.00 for the four consecutive fiscal quarter period ending December 31, 2023 and each of the four consecutive fiscal quarter periods ending thereafter. The Subordinated Credit Agreement requires the Company to maintain a consolidated total net leverage ratio not to exceed 6.90 to 1.00 for each of the four consecutive fiscal quarter periods ending June 30, 2022, September 30, 2022, December 31, 2022 and March 31, 2023, decreasing to 6.30 to 1.00 for each of the four consecutive fiscal quarter periods ending June 30, 2023 and September 30, 2023, and decreasing to 5.70 to 1.00 for the four consecutive fiscal quarter period ending December 31, 2023 and each of the four consecutive fiscal quarter periods ending thereafter. The Subordinated Credit Agreement contains customary affirmative and negative covenants, including among others, limitations on the Company and its subsidiaries with respect to incurrence of liens and indebtedness, disposition of assets, mergers, transactions with affiliates, and the ability to make or pay dividends in excess of certain thresholds. The Subordinated Credit Agreement also contains customary provisions requiring mandatory prepayments, including among others, annual prepayments (beginning with the fiscal year ending December 31, 2023) of a percentage of excess cash flow, prepayments of the net cash proceeds from any non-ordinary course sale of assets, and net cash proceeds of any non-permitted indebtedness. Credit Facilities With the opening of the Senior Term Loan Facility, which included the revolving Credit Facility, the Company terminated as of May 31, 2022 its previously existing $20.0 million line of credit maturing in February 2024, $6.5 million unsecured bank line of credit maturing in May 2024, and $3.0 million bank guarantee dated June 2016. The Company incurred total issuance costs of approximately $15.2 million related to the Senior Secured Credit Agreement and Subordinated Credit Agreement. Of this amount, the Company determined that $12.8 million related to the Senior Term Loan facility and the Subordinated Credit Facility and $2.4 million related to the Credit Facility. The portion of the issuance costs related to the Credit Facility is included in Other assets in the Consolidated Balance Sheet. These costs are being amortized to interest expense over the respective terms. The Company was in compliance with all debt covenants as of September 30, 2022. |
Note 11 - Goodwill and Other In
Note 11 - Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | NOTE 11 GOODWILL AND OTHER INTANGIBLE ASSETS Changes in the carrying value of goodwill and other intangible asset during the nine months ended September 30, 2022: Historical Cost of Intangible Assets December 31, 2021 Acquisitions Foreign Currency September 30, 2022 Customer relationships $ 7,769 $ 200,900 $ (165 ) $ 208,504 Technology and drawings 6,750 39,800 (17 ) 46,533 Other intangibles 1,997 - - 1,997 Total finite-lived intangible assets 16,516 240,700 (182 ) 257,034 Trade names 2,528 10,700 (3 ) 13,225 Goodwill 27,243 228,725 (460 ) 255,508 Total $ 46,287 $ 480,125 $ (645 ) $ 525,767 The major components of Goodwill and other intangible assets are: September 30, 2022 December 31, 2021 Historical Cost Accumulated Amortization Historical Cost Accumulated Amortization Finite-lived intangible assets: Customer relationships $ 208,504 $ 10,721 $ 7,769 $ 7,255 Technology and drawings 46,533 5,179 6,750 4,305 Other intangibles 1,997 1,814 1,997 1,641 Total finite-lived intangible assets 257,034 17,714 16,516 13,201 Trade names and trademarks 13,225 - 2,528 - Goodwill 255,508 - 27,243 - Total $ 525,767 $ 17,714 $ 46,287 $ 13,201 Amortization expense was $3.1 million and $0.1 million for the third quarter of 2022 and 2021, respectively. Amortization expense was $4.5 million and $0.4 million for the nine months ended 2022 and 2021, respectively. The following table summarizes the future estimated amortization expense relating to our intangible assets as of September 30, 2022 (in thousands): 2022 (three months) 2023 2024 2025 2026 2027 Thereafter Total $ 3,208 $ 12,520 $ 12,394 $ 12,363 $ 12,318 $ 12,281 $ 174,236 $ 239,320 |
Note 2 - Acquisitions (Tables)
Note 2 - Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Accounts receivable $ 21,273 Inventory 12,214 Customer backlog (amortized over 1 year) 2,600 Other current assets 914 Property, plant, and equipment 24,505 Customer relationships (amortized over 20 years) 200,900 Technology (amortized over 20 years) 39,800 Tradenames (unamortized) 10,700 Goodwill 228,725 Total assets acquired $ 541,631 Current liabilities assumed (15,330 ) Allocated purchase price $ 526,301 |
Business Acquisition, Pro Forma Information [Table Text Block] | Nine months ended September 30, 2022 2021 Net sales $ 440.1 $ 384.9 Operating income $ 43.9 $ 37.7 Net income $ 12.1 $ 11.8 Earnings per share $ 0.46 $ 0.45 |
Note 3 - Revenue (Tables)
Note 3 - Revenue (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | Product Category Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Pumps and pump systems $ 138,522 $ 86,770 $ 327,883 $ 241,038 Repair parts for pumps and pump systems and other 15,270 15,340 47,143 43,114 Total net sales $ 153,792 $ 102,110 $ 375,026 $ 284,152 Geographic Location Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 United States $ 115,478 $ 68,726 $ 272,943 $ 195,823 Foreign countries 38,314 33,384 102,083 88,329 Total net sales $ 153,792 $ 102,110 $ 375,026 $ 284,152 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | September 30, 2022 December 31, 2021 Contract assets $ - $ - Contract liabilities $ 6,504 $ 9,200 |
Note 4 - Inventories (Tables)
Note 4 - Inventories (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | Inventories, net: September 30, 2022 December 31, 2021 Raw materials and in-process $ 35,030 $ 23,263 Finished parts 57,811 52,039 Finished products 13,009 10,346 Total net inventories $ 105,850 $ 85,648 |
Note 5 - Property, Plant and _2
Note 5 - Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | September 30, 2022 December 31, 2021 Land $ 6,072 $ 5,813 Buildings 117,909 112,760 Machinery and equipment 208,997 188,123 332,978 306,696 Less accumulated depreciation (205,180 ) (202,403 ) Property, plant and equipment, net $ 127,798 $ 104,293 |
Note 6 - Product Warranties (Ta
Note 6 - Product Warranties (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Product Warranty Liability [Table Text Block] | September 30, 2022 2021 Balance at beginning of year $ 1,637 $ 1,361 Provision 1,085 1,317 Acquired 645 - Claims (1,238 ) (1,248 ) Balance at end of period $ 2,129 $ 1,430 |
Note 7 - Pension and Other Po_2
Note 7 - Pension and Other Postretirement Benefits (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Costs of Retirement Plans [Table Text Block] | Pension Benefits Postretirement Benefits Three Months Ended September 30, Three Months Ended September 30, 2022 2021 2022 2021 Service cost $ 496 $ 636 $ 287 $ 365 Interest cost 580 467 190 163 Expected return on plan assets (665 ) (907 ) - - Amortization of prior service cost - - (282 ) (282 ) Recognized actuarial loss 379 423 92 145 Settlement loss 4,759 388 - - Net periodic benefit cost (a) $ 5,549 $ 1,007 $ 287 $ 391 Pension Benefits Postretirement Benefits Nine Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Service cost $ 1,642 $ 2,034 $ 860 $ 1,096 Interest cost 1,745 1,252 570 490 Expected return on plan assets (2,169 ) (2,707 ) - - Amortization of prior service cost - - (847 ) (847 ) Recognized actuarial loss 1,314 1,482 276 435 Settlement loss 6,355 2,116 - - Net periodic benefit cost (a) $ 8,887 $ 4,177 $ 859 $ 1,174 |
Note 8 - Accumulated Other Co_2
Note 8 - Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Pension and other postretirement benefits: Recognized actuarial loss (a) $ 471 $ 568 $ 1,590 $ 1,917 Settlement loss (a) 4,759 388 6,355 2,116 Total before income tax $ 5,230 $ 956 $ 7,945 $ 4,033 Income tax (1,249 ) (230 ) (1,878 ) (944 ) Net of income tax $ 3,981 $ 726 $ 6,067 $ 3,089 |
Comprehensive Income (Loss) [Table Text Block] | Currency Translation Adjustments Pension and Other Postretirement Benefits Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2021 $ (7,851 ) $ (22,479 ) $ (30,330 ) Reclassification adjustments - 7,945 7,945 Current period charge (5,719 ) - (5,719 ) Income tax benefit (charge) - (1,878 ) (1,878 ) Balance at September 30, 2022 $ (13,570 ) $ (16,412 ) $ (29,982 ) Currency Translation Adjustments Pension and Other Postretirement Benefits Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2020 $ (5,044 ) $ (25,333 ) $ (30,377 ) Reclassification adjustments - 4,033 4,033 Current period charge (1,849 ) - (1,849 ) Income tax benefit (charge) - (944 ) (944 ) Balance at September 30, 2021 $ (6,893 ) $ (22,244 ) $ (29,137 ) |
Note 10 - Financing Arrangeme_2
Note 10 - Financing Arrangements (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | Senior Secured Credit Agreement September 30, 2022 Senior term loan facility $ 345,625 Credit facility 5,000 Subordinated Credit Agreement Subordinated credit facility 90,000 Total debt 440,625 Unamortized discount and debt issuance fees (12,045 ) Total debt, net 428,580 Less: current portion of long-term debt 17,500 Total long-term debt, net $ 411,080 |
Schedule of Maturities of Long-Term Debt [Table Text Block] | 2022 (three months) 2023 2024 2025 2026 2027 Total $ 4,375 $ 17,500 $ 21,875 $ 30,625 $ 35,000 $ 331,250 $ 440,625 |
Note 11 - Goodwill and Other _2
Note 11 - Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | Historical Cost of Intangible Assets December 31, 2021 Acquisitions Foreign Currency September 30, 2022 Customer relationships $ 7,769 $ 200,900 $ (165 ) $ 208,504 Technology and drawings 6,750 39,800 (17 ) 46,533 Other intangibles 1,997 - - 1,997 Total finite-lived intangible assets 16,516 240,700 (182 ) 257,034 Trade names 2,528 10,700 (3 ) 13,225 Goodwill 27,243 228,725 (460 ) 255,508 Total $ 46,287 $ 480,125 $ (645 ) $ 525,767 September 30, 2022 December 31, 2021 Historical Cost Accumulated Amortization Historical Cost Accumulated Amortization Finite-lived intangible assets: Customer relationships $ 208,504 $ 10,721 $ 7,769 $ 7,255 Technology and drawings 46,533 5,179 6,750 4,305 Other intangibles 1,997 1,814 1,997 1,641 Total finite-lived intangible assets 257,034 17,714 16,516 13,201 Trade names and trademarks 13,225 - 2,528 - Goodwill 255,508 - 27,243 - Total $ 525,767 $ 17,714 $ 46,287 $ 13,201 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | 2022 (three months) 2023 2024 2025 2026 2027 Thereafter Total $ 3,208 $ 12,520 $ 12,394 $ 12,363 $ 12,318 $ 12,281 $ 174,236 $ 239,320 |
Note 2 - Acquisitions (Details
Note 2 - Acquisitions (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |||
May 31, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Payments to Acquire Businesses, Gross | $ 526,301,000 | $ 0 | |||
Amortization of Intangible Assets | $ 3,100,000 | $ 100,000 | 4,500,000 | 400,000 | |
Operating income | 43,900 | 37,700 | |||
Tuthill Corporation [Member] | |||||
Business Combination, Consideration Transferred, Total | $ 526,300,000 | ||||
Payments to Acquire Businesses, Gross | 81,300,000 | ||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 40,100,000 | 53,700,000 | |||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 3,600,000 | 3,700,000 | |||
Business Combination, Acquisition Related Costs | 100,000 | 7,000,000 | |||
Tuthill Corporation [Member] | Acquisition-related Costs [Member] | |||||
Operating income | $ 3,400,000 | ||||
Tuthill Corporation [Member] | Customer Backlog [Member] | |||||
Amortization of Intangible Assets | 600,000 | 800,000 | |||
Tuthill Corporation [Member] | Customer Relationships [Member] | |||||
Amortization of Intangible Assets | $ 3,000,000 | 4,000,000 | |||
Tuthill Corporation [Member] | Inventory Step Up [Member] | |||||
Amortization of Intangible Assets | $ 1,400,000 | ||||
Tuthill Corporation [Member] | Senior Term Loan Facility [Member] | |||||
Business Combination, Consideration Transferred, Liabilities Incurred | 350,000,000 | ||||
Tuthill Corporation [Member] | Subordinated Credit Facility [Member] | |||||
Business Combination, Consideration Transferred, Liabilities Incurred | 90,000,000 | ||||
Tuthill Corporation [Member] | Credit Facility [Member] | |||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 5,000,000 |
Note 2 - Acquisitions - Prelimi
Note 2 - Acquisitions - Preliminary Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Goodwill | $ 255,508 | $ 27,243 |
Tuthill Corporation [Member] | ||
Accounts receivable | 21,273 | |
Inventory | 12,214 | |
Other current assets | 914 | |
Property, plant, and equipment | 24,505 | |
Goodwill | 228,725 | |
Total assets acquired | 541,631 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Total | (15,330) | |
Allocated purchase price | 526,301 | |
Tuthill Corporation [Member] | Customer Backlog [Member] | ||
Intangible assets | 2,600 | |
Tuthill Corporation [Member] | Customer Relationships [Member] | ||
Intangible assets | 200,900 | |
Tuthill Corporation [Member] | Technology-Based Intangible Assets [Member] | ||
Intangible assets | 39,800 | |
Tuthill Corporation [Member] | Trade Names [Member] | ||
Intangible assets | $ 10,700 |
Note 2 - Acquisitions - Pro For
Note 2 - Acquisitions - Pro Forma Information (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Net sales | $ 440,100 | $ 384,900 |
Operating income | 43,900 | 37,700 |
Net income | $ 12,100 | $ 11,800 |
Earnings per share (in dollars per share) | $ 0.46 | $ 0.45 |
Note 3 - Revenue 1 (Details Tex
Note 3 - Revenue 1 (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Contract with Customer, Liability, Revenue Recognized | $ 8.9 | $ 6 | ||
Non-US [Member] | ||||
Percentage Revenue By Location | 25% | 33% |
Note 3 - Revenue 2 (Details Tex
Note 3 - Revenue 2 (Details Textual) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01 $ in Millions | Sep. 30, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Amount | $ 266.7 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period (Year) | 1 year |
Note 3 - Revenue - Disaggregati
Note 3 - Revenue - Disaggregation of Revenue by Major Categories and Geographic Location (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Net sales | $ 153,792 | $ 102,110 | $ 375,026 | $ 284,152 |
UNITED STATES | ||||
Net sales | 115,478 | 68,726 | 272,943 | 195,823 |
Non-US [Member] | ||||
Net sales | 38,314 | 33,384 | 102,083 | 88,329 |
Pumps and Pump Systems [Member] | ||||
Net sales | 138,522 | 86,770 | 327,883 | 241,038 |
Repair Parts for Pumps and Pump Systems and Other [Member] | ||||
Net sales | $ 15,270 | $ 15,340 | $ 47,143 | $ 43,114 |
Note 3 - Revenue - Contract Ass
Note 3 - Revenue - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Contract assets | $ 0 | $ 0 |
Contract liabilities | $ 6,504 | $ 9,200 |
Note 4 - Inventories (Details T
Note 4 - Inventories (Details Textual) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Inventory, LIFO Reserve | $ 79.9 | $ 70.1 |
Inventory Valuation Reserves | $ 6.3 | $ 6 |
Note 4 - Inventories - Inventor
Note 4 - Inventories - Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Raw materials and in-process | $ 35,030 | $ 23,263 |
Finished parts | 57,811 | 52,039 |
Finished products | 13,009 | 10,346 |
Total net inventories | $ 105,850 | $ 85,648 |
Note 5 - Property, Plant and _3
Note 5 - Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Property, plant and equipment, gross | $ 332,978 | $ 306,696 |
Less accumulated depreciation | (205,180) | (202,403) |
Property, plant and equipment, net | 127,798 | 104,293 |
Land [Member] | ||
Property, plant and equipment, gross | 6,072 | 5,813 |
Building [Member] | ||
Property, plant and equipment, gross | 117,909 | 112,760 |
Machinery and Equipment [Member] | ||
Property, plant and equipment, gross | $ 208,997 | $ 188,123 |
Note 6 - Product Warranties - P
Note 6 - Product Warranties - Product Warranties (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Balance at beginning of year | $ 1,637 | $ 1,361 |
Provision | 1,085 | 1,317 |
Acquired | 645 | 0 |
Claims | (1,238) | (1,248) |
Balance at end of period | $ 2,129 | $ 1,430 |
Note 7 - Pension and Other Po_3
Note 7 - Pension and Other Postretirement Benefits (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement | $ 4.8 | $ 0.4 | $ 6.4 | $ 2.1 |
Note 7 - Pension and Other Po_4
Note 7 - Pension and Other Postretirement Benefits - Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Settlement loss | $ (4,800) | $ (400) | $ (6,400) | $ (2,100) | |
Pension Plan [Member] | |||||
Service cost | 496 | 636 | 1,642 | 2,034 | |
Interest cost | 580 | 467 | 1,745 | 1,252 | |
Expected return on plan assets | (665) | (907) | (2,169) | (2,707) | |
Amortization of prior service cost | 0 | 0 | 0 | 0 | |
Recognized actuarial loss | 379 | 423 | 1,314 | 1,482 | |
Settlement loss | 4,759 | 388 | 6,355 | 2,116 | |
Net periodic benefit cost (a) | [1] | 5,549 | 1,007 | 8,887 | 4,177 |
Postemployment Retirement Benefits [Member] | |||||
Service cost | 287 | 365 | 860 | 1,096 | |
Interest cost | 190 | 163 | 570 | 490 | |
Expected return on plan assets | 0 | 0 | 0 | 0 | |
Amortization of prior service cost | (282) | (282) | (847) | (847) | |
Recognized actuarial loss | 92 | 145 | 276 | 435 | |
Settlement loss | 0 | 0 | 0 | 0 | |
Net periodic benefit cost (a) | [1] | $ 287 | $ 391 | $ 859 | $ 1,174 |
[1]The components of net periodic benefit cost other than the service cost component are included in Other income (expense), net in the Consolidated Statements of Income. |
Note 8 - Accumulated Other Co_3
Note 8 - Accumulated Other Comprehensive Income (Loss) - Reclassification Out of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Settlement loss (a) | $ (4,800) | $ (400) | $ (6,400) | $ (2,100) | |
Total before income tax | (2,432) | (11,056) | (10,719) | (29,282) | |
Income tax | 211 | 2,274 | 1,951 | 5,974 | |
Reclassification out of Accumulated Other Comprehensive Income [Member] | Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | |||||
Recognized actuarial loss (a) | [1] | 471 | 568 | 1,590 | 1,917 |
Settlement loss (a) | [1] | 4,759 | 388 | 6,355 | 2,116 |
Total before income tax | 5,230 | 956 | 7,945 | 4,033 | |
Income tax | (1,249) | (230) | (1,878) | (944) | |
Net of income tax | $ 3,981 | $ 726 | $ 6,067 | $ 3,089 | |
[1]The recognized actuarial loss and the settlement loss are included in Other income (expense), net in the Consolidated Statements of Income. |
Note 8 - Accumulated Other Co_4
Note 8 - Accumulated Other Comprehensive Income (Loss) - Accumulated Other Comprehensive Loss Reported in the Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Balances | $ 329,976 | $ 315,513 |
Balances | 326,976 | 329,476 |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||
Balances | (7,851) | (5,044) |
Reclassification adjustments | 0 | 0 |
Current period benefit (charge) | (5,719) | (1,849) |
Income tax charge (benefit) | 0 | 0 |
Balances | (6,893) | |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||
Balances | (22,479) | (25,333) |
Reclassification adjustments | 7,945 | 4,033 |
Current period benefit (charge) | 0 | 0 |
Income tax charge (benefit) | (1,878) | (944) |
Balances | (22,244) | |
AOCI Attributable to Parent [Member] | ||
Balances | (30,330) | (30,377) |
Reclassification adjustments | 7,945 | 4,033 |
Current period benefit (charge) | (5,719) | (1,849) |
Income tax charge (benefit) | (1,878) | (944) |
Balances | $ (29,982) | $ (29,137) |
Note 9 - Common Share Repurch_2
Note 9 - Common Share Repurchases (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | |
Stock Repurchased and Retired During Period, Value | $ 918 | |||
The Share Repurchase Program [Member] | ||||
Share Repurchase Program, Amount Authorized | $ 50,000 | $ 50,000 | ||
Stock Repurchased and Retired During Period, Shares (in shares) | 0 | 24,546 | 0 | |
Stock Repurchased and Retired During Period, Value | $ 900 | |||
Share Repurchase Program, Available for Repurchase, Amount | $ 48,100 | $ 48,100 |
Note 10 - Financing Arrangeme_3
Note 10 - Financing Arrangements (Details Textual) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended | |
May 31, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | |
Credit Facility [Member] | |||
Long-Term Line of Credit, Total | $ 5 | ||
Revolving Credit Facility [Member] | Credit Facility [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 100 | ||
Letter of Credit [Member] | Credit Facility [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 15 | ||
Swing Line Subfacility [Member] | Credit Facility [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 20 | ||
Line of Credit Maturing February 2024 [Member] | |||
Letters of Credit Outstanding, Amount | 20 | ||
Line of Credit Maturing May 2024 [Member] | |||
Letters of Credit Outstanding, Amount | 6.5 | ||
Bank Guarantee [Member] | |||
Letters of Credit Outstanding, Amount | 3 | ||
Senior Term Loan Facility [Member] | |||
Debt Instrument, Face Amount | $ 350 | ||
Debt Instrument, Covenant, Maximum Senior Secured Net Leverage Ratio | 4.50 | ||
Debt Instrument, Covenant, Minimum Fixed Charge Coverage Ratio | 1.20 | ||
Debt Issuance Costs, Net, Total | $ 12.8 | $ 12.8 | |
Senior Term Loan Facility [Member] | Credit Facility [Member] | Base Rate [Member] | Minimum [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||
Senior Term Loan Facility [Member] | Credit Facility [Member] | Base Rate [Member] | Maximum [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||
Senior Term Loan Facility [Member] | Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | ||
Senior Term Loan Facility [Member] | Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | Minimum [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||
Senior Term Loan Facility [Member] | Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | Maximum [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | ||
Senior Secured Credit Agreement for Periods Ending June 30, 2023 and September 30, 2023 [Member] | |||
Debt Instrument, Covenant, Maximum Senior Secured Net Leverage Ratio | 4 | ||
Debt Instrument, Covenant, Maximum Total Net Leverage Ratio | 5.25 | ||
Senior Secured Credit Agreement for Periods Ending December 31, 2023 and After [Member] | |||
Debt Instrument, Covenant, Maximum Senior Secured Net Leverage Ratio | 3.50 | ||
Debt Instrument, Covenant, Maximum Total Net Leverage Ratio | 4.75 | ||
Senior Secured Credit Agreement for Periods Ending June30, September 30, December 31, 2022 and March 31, 2023 [Member] | |||
Debt Instrument, Covenant, Maximum Total Net Leverage Ratio | 5.75 | ||
Subordinated Credit Facility [Member] | |||
Debt Instrument, Face Amount | $ 90 | ||
Subordinated Credit Facility [Member] | Minimum [Member] | |||
Debt Instrument, Prepayment Fee, Percent | 1% | ||
Subordinated Credit Facility [Member] | Maximum [Member] | |||
Debt Instrument, Prepayment Fee, Percent | 2% | ||
Subordinated Credit Facility [Member] | Base Rate [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 8% | ||
Subordinated Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 9.10% | 9.10% | |
Subordinated Credit Agreement for Periods Ending June30, September 30, December 31, 2022 and March 31, 2023 [Member] | |||
Debt Instrument, Covenant, Maximum Senior Secured Net Leverage Ratio | 5.40 | ||
Debt Instrument, Covenant, Maximum Total Net Leverage Ratio | 6.90 | ||
Subordinated Credit Agreement for Periods Ending June 30, 2023 and September 30, 2023 [Member] | |||
Debt Instrument, Covenant, Maximum Senior Secured Net Leverage Ratio | 4.80 | ||
Debt Instrument, Covenant, Maximum Total Net Leverage Ratio | 6.30 | ||
Subordinated Credit Agreement for Periods Ending December 31, 2023 and After [Member] | |||
Debt Instrument, Covenant, Maximum Senior Secured Net Leverage Ratio | 4.20 | ||
Debt Instrument, Covenant, Maximum Total Net Leverage Ratio | 5.70 | ||
Senior Secured Credit Agreement and Subordinated Credit Agreement [Member] | |||
Debt Issuance Costs, Net, Total | $ 15.2 | $ 15.2 | |
Credit Facility [Member] | |||
Debt Issuance Costs, Net, Total | $ 2.4 | $ 2.4 |
Note 10 - Financing Arrangeme_4
Note 10 - Financing Arrangements - Schedule of Debt (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Total debt | $ 440,625 | |
Unamortized discount and debt issuance fees | (12,045,000) | |
Total debt, net | 428,580,000 | |
Current portion of long-term debt | 17,500,000 | $ 0 |
Long-term debt, net of current portion | 411,080,000 | $ 0 |
Senior Term Loan Facility [Member] | ||
Total debt | 345,625,000 | |
Credit Facility [Member] | ||
Total debt | 5,000,000 | |
Subordinated Credit Facility [Member] | ||
Total debt | $ 90,000,000 |
Note 10 - Financing Arrangeme_5
Note 10 - Financing Arrangements - Schedule of Maturities of Long-term Debt (Details) | Sep. 30, 2022 USD ($) |
2022 | $ 4,375,000 |
2023 | 17,500,000 |
2024 | 21,875,000 |
2025 | 30,625,000 |
2026 | 35,000,000 |
2027 | 331,250,000 |
Total debt | $ 440,625 |
Note 11 - Goodwill and Other _3
Note 11 - Goodwill and Other Intangible Assets (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Amortization of Intangible Assets | $ 3.1 | $ 0.1 | $ 4.5 | $ 0.4 |
Note 11 - Goodwill and Other _4
Note 11 - Goodwill and Other Intangible Assets - Major Components of Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
Intangible Assets, Cost | $ 16,516 | |
Intangible assets, cost | 257,034 | $ 16,516 |
Intangible Assets, Acquisitions | 240,700 | |
Intangible assets, accumulated amortization | 17,714 | 13,201 |
Intangible Assets, Foreign Currency | (182) | |
Intangible Assets, Cost | 257,034 | |
Goodwill | 27,243 | |
Goodwill | 255,508 | 27,243 |
Goodwill, acquisitions | 228,725 | |
Goodwill, foreign currency | (460) | |
Goodwill | 255,508 | |
Intangible assets, including goodwill, cost | 46,287 | |
Intangible assets, including goodwill, cost | 525,767 | 46,287 |
Intangible Assets including goodwill, Acquisitions | 480,125 | |
Intangible Assets including goodwill, Foreign Currency | (645) | |
Intangible assets, including goodwill, cost | 525,767 | |
Trade Names [Member] | ||
Trade names | 2,528 | |
Trade names and trademarks | 13,225 | 2,528 |
Trade names, acquisitions | 10,700 | |
Trade names, foreign currency | (3) | |
Trade names | 13,225 | |
Customer Receipts [Member] | ||
Intangible Assets, Cost | 7,769 | |
Intangible assets, cost | 208,504 | 7,769 |
Intangible Assets, Acquisitions | 200,900 | |
Intangible Assets, Foreign Currency | (165) | |
Intangible Assets, Cost | 208,504 | |
Customer Relationships [Member] | ||
Intangible Assets, Cost | 7,769 | |
Intangible assets, cost | 208,504 | 7,769 |
Intangible assets, accumulated amortization | 10,721 | 7,255 |
Intangible Assets, Cost | 208,504 | |
Technology and Drawings [Member] | ||
Intangible Assets, Cost | 6,750 | |
Intangible assets, cost | 46,533 | 6,750 |
Intangible Assets, Acquisitions | 39,800 | |
Intangible assets, accumulated amortization | 5,179 | 4,305 |
Intangible Assets, Foreign Currency | (17) | |
Intangible Assets, Cost | 46,533 | |
Other Intangible Assets [Member] | ||
Intangible Assets, Cost | 1,997 | |
Intangible assets, cost | 1,997 | 1,997 |
Intangible Assets, Acquisitions | 0 | |
Intangible assets, accumulated amortization | 1,814 | $ 1,641 |
Intangible Assets, Foreign Currency | 0 | |
Intangible Assets, Cost | $ 1,997 |
Note 11 - Goodwill and Other _5
Note 11 - Goodwill and Other Intangible Assets - Schedule of Intangible Amortization Expense (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Finite-Lived Intangible Asset, Expected Amortization, Year One | $ 3,208 |
Finite-Lived Intangible Asset, Expected Amortization, Year Two | 12,520 |
Finite-Lived Intangible Asset, Expected Amortization, Year Three | 12,394 |
Finite-Lived Intangible Asset, Expected Amortization, Year Four | 12,363 |
Finite-Lived Intangible Asset, Expected Amortization, Year Five | 12,318 |
Finite-Lived Intangible Asset, Expected Amortization, Year Six | 12,281 |
Finite-Lived Intangible Asset, Expected Amortization, after Year Six | 174,236 |
Finite-Lived Intangible Assets, Net, Ending Balance | $ 239,320 |