Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 25, 2021 | Feb. 18, 2022 | Jun. 26, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 25, 2021 | ||
Current Fiscal Year End Date | --12-25 | ||
Document Transition Report | false | ||
Entity File Number | 1-6770 | ||
Entity Registrant Name | MUELLER INDUSTRIES, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 25-0790410 | ||
Entity Address, Address Line One | 150 Schilling Boulevard | ||
Entity Address, Address Line Two | Suite 100 | ||
Entity Address, City or Town | Collierville | ||
Entity Address, State or Province | TN | ||
Entity Address, Postal Zip Code | 38017 | ||
City Area Code | 901 | ||
Local Phone Number | 753-3200 | ||
Title of 12(b) Security | Common Stock, $0.01 Par Value | ||
Trading Symbol | MLI | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
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 | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2,461,602,567 | ||
Entity Common Stock, Shares Outstanding | 57,301,881 | ||
Documents Incorporated by Reference | Portions of the following document are incorporated by reference into this Report: Registrant’s Definitive Proxy Statement for the 2022 Annual Meeting of Stockholders, scheduled to be mailed on or about March 31, 2022 (Part III). | ||
Entity Central Index Key | 0000089439 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 25, 2021 | |
Audit Information [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Location | Memphis, Tennessee |
Auditor Firm ID | 42 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Income Statement [Abstract] | |||
Net sales | $ 3,769,345 | $ 2,398,043 | $ 2,430,616 |
Cost of goods sold | 2,938,989 | 1,966,161 | 2,035,610 |
Depreciation and amortization | 45,390 | 44,843 | 42,693 |
Selling, general, and administrative expense | 184,052 | 159,483 | 162,358 |
Litigation settlement, net | 0 | (22,053) | 0 |
Gain on sale of businesses | (57,760) | 0 | 0 |
Gain on sale of assets, net | 0 | 0 | (963) |
Impairment charges | 2,829 | 3,771 | 0 |
Insurance recovery | 0 | 0 | (485) |
Operating income | 655,845 | 245,838 | 191,403 |
Interest expense | (7,709) | (19,247) | (25,683) |
Redemption premium | (5,674) | 0 | 0 |
Environmental expense | (5,053) | (4,454) | (1,321) |
Pension plan termination expense | 0 | (17,835) | 0 |
Other income, net | 3,730 | 4,887 | 1,684 |
Income before income taxes | 641,139 | 209,189 | 166,083 |
Income tax expense | (165,858) | (55,321) | (35,257) |
Loss from unconsolidated affiliates, net of foreign tax | (157) | (10,219) | (24,594) |
Consolidated net income | 475,124 | 143,649 | 106,232 |
Net income attributable to noncontrolling interests | (6,604) | (4,156) | (5,260) |
Net income attributable to Mueller Industries, Inc. | $ 468,520 | $ 139,493 | $ 100,972 |
Weighted average shares for basic earnings per share (in shares) | 56,011 | 55,821 | 55,798 |
Effect of dilutive stock-based awards (in shares) | 787 | 569 | 545 |
Adjusted weighted average shares for diluted earnings per share (in shares) | 56,798 | 56,390 | 56,343 |
Basic earnings per share (in dollars per share) | $ 8.36 | $ 2.50 | $ 1.81 |
Diluted earnings per share (in dollars per share) | 8.25 | 2.47 | 1.79 |
Dividends per share (in dollars per share) | $ 0.52 | $ 0.40 | $ 0.40 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Consolidated net income | $ 475,124 | $ 143,649 | $ 106,232 |
Other comprehensive (loss) income, net of tax: | |||
Foreign currency translation | (6,730) | 10,350 | 7,409 |
Net change with respect to derivative instruments and hedging activities, net of tax of $47, $(146), and $(195) | (181) | 508 | 690 |
Net change in pension and postretirement obligation adjustments, net of tax of $(1,379), $(1,560), and $(671) | 5,703 | 4,652 | 3,112 |
Attributable to unconsolidated affiliates, net of tax of $(284), $38, and $244 | 978 | (132) | (839) |
Total other comprehensive (loss) income, net | (230) | 15,378 | 10,372 |
Consolidated comprehensive income | 474,894 | 159,027 | 116,604 |
Comprehensive income attributable to noncontrolling interests | (4,838) | (5,647) | (4,610) |
Comprehensive income attributable to Mueller Industries, Inc. | $ 470,056 | $ 153,380 | $ 111,994 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Derivative instruments, tax | $ 47 | $ (146) | $ (195) |
Pension & OPEB obligations, tax | (1,379) | (1,560) | (671) |
Attributable to unconsolidated affiliates, tax | $ (284) | $ 38 | $ 244 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 87,924 | $ 119,075 |
Accounts receivable, less allowance for doubtful accounts of $2,590 in 2021 and $1,538 in 2020 | 471,859 | 357,532 |
Inventories | 430,244 | 315,002 |
Other current assets | 28,976 | 33,752 |
Total current assets | 1,019,003 | 825,361 |
Property, plant, and equipment, net | 385,562 | 376,572 |
Operating lease right-of-use assets | 23,510 | 29,301 |
Goodwill, net | 171,330 | 167,764 |
Intangible assets, net | 61,714 | 77,207 |
Investment in unconsolidated affiliates | 61,133 | 37,976 |
Other noncurrent assets | 6,684 | 14,387 |
Total Assets | 1,728,936 | 1,528,568 |
Current liabilities: | ||
Current portion of debt | 811 | 41,283 |
Accounts payable | 180,793 | 147,741 |
Accrued wages and other employee costs | 49,629 | 46,299 |
Current portion of operating lease liabilities | 6,015 | 6,259 |
Other current liabilities | 145,191 | 98,061 |
Total current liabilities | 382,439 | 339,643 |
Long-term debt, less current portion | 1,064 | 286,593 |
Pension liabilities | 5,572 | 13,552 |
Postretirement benefits other than pensions | 11,961 | 13,289 |
Environmental reserves | 17,678 | 21,256 |
Deferred income taxes | 14,347 | 16,842 |
Noncurrent operating lease liabilities | 17,099 | 21,602 |
Other noncurrent liabilities | 21,813 | 14,731 |
Total liabilities | 471,973 | 727,508 |
Mueller Industries, Inc. stockholders' equity: | ||
Preferred stock - $1.00 par value; shares authorized 5,000,000; none outstanding | 0 | 0 |
Common stock - $.01 par value; shares authorized 100,000,000; issued 80,183,004; outstanding 57,295,961 in 2021 and 57,087,432 in 2020 | 802 | 802 |
Additional paid-in capital | 286,208 | 280,051 |
Retained earnings | 1,458,489 | 1,019,694 |
Accumulated other comprehensive loss | (53,347) | (54,883) |
Treasury common stock, at cost | (470,034) | (468,919) |
Total Mueller Industries, Inc. stockholders' equity | 1,222,118 | 776,745 |
Noncontrolling interests | 34,845 | 24,315 |
Total equity | 1,256,963 | 801,060 |
Commitments and contingencies | 0 | 0 |
Total Liabilities and Equity | $ 1,728,936 | $ 1,528,568 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,590 | $ 1,538 |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, issued (in shares) | 80,183,004 | 80,183,004 |
Common stock, outstanding (in shares) | 57,295,961 | 57,087,432 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Operating activities: | |||
Consolidated net income | $ 475,124 | $ 143,649 | $ 106,232 |
Reconciliation of consolidated net income to net cash provided by operating activities: | |||
Depreciation | 39,120 | 38,715 | 37,337 |
Amortization of intangibles | 6,270 | 6,128 | 5,356 |
Amortization of debt issuance costs | 265 | 319 | 318 |
Loss from unconsolidated affiliates | 157 | 10,219 | 24,594 |
Insurance proceeds - noncapital related | 0 | 0 | 485 |
Redemption premium | 5,674 | 0 | 0 |
Change in the fair value of contingent consideration | 0 | 0 | 3,625 |
Insurance recovery | 0 | 0 | (485) |
Stock-based compensation expense | 9,822 | 8,570 | 8,744 |
Provision for doubtful accounts receivable | 1,216 | 1,208 | (80) |
Non-cash pension plan termination expense | 0 | 11,642 | 0 |
(Gain) loss on disposals of assets | (769) | 132 | (963) |
Gain on sale of businesses | (57,760) | 0 | 0 |
Impairment charges | 2,829 | 3,771 | 0 |
Deferred income tax expense (benefit) | 7,413 | (4,046) | (428) |
Changes in assets and liabilities, net of effects of businesses acquired and sold: | |||
Receivables | (124,708) | (76,404) | 6,585 |
Inventories | (119,514) | 5,207 | 39,561 |
Other assets | 919 | 20,609 | (15,639) |
Current liabilities | 73,755 | 74,097 | (7,076) |
Other liabilities | (5,467) | (1,142) | (7,944) |
Other, net | (2,645) | 2,399 | 322 |
Net cash provided by operating activities | 311,701 | 245,073 | 200,544 |
Investing activities: | |||
Proceeds from sale of assets, net of cash transferred | 2,302 | 181 | 3,240 |
Acquisition of businesses, net of cash acquired | (30,206) | (72,648) | 3,465 |
Proceeds from sale of business, net of cash sold | 81,884 | 0 | 0 |
Capital expenditures | (31,833) | (43,885) | (31,162) |
Payment received for (issuance of) notes receivable | (9,270) | 0 | |
Payment received for (issuance of) notes receivable | 8,539 | ||
Investments in unconsolidated affiliates | (1,613) | 0 | (16,000) |
Net cash provided by (used in) investing activities | 29,073 | (125,622) | (40,457) |
Financing activities: | |||
Dividends paid to stockholders of Mueller Industries, Inc. | (29,137) | (22,341) | (22,325) |
Dividends paid to noncontrolling interests | (9,722) | 0 | (846) |
Issuance of long-term debt | 595,000 | 190,038 | 100,658 |
Repayments of long-term debt | (920,610) | (246,898) | (206,718) |
Repayment of debt by consolidated joint ventures, net | (5,113) | (259) | (4,305) |
Repurchase of common stock | (4,864) | (5,574) | (1,763) |
Payment of contingent consideration | (1,250) | (7,000) | (3,170) |
Net cash received (used) to settle stock-based awards | 85 | (230) | (1,225) |
Debt issuance costs | (1,111) | 0 | 0 |
Net cash used in financing activities | (376,722) | (92,264) | (139,694) |
Effect of exchange rate changes on cash | (1,052) | 2,147 | 511 |
(Decrease) increase in cash, cash equivalents, and restricted cash | (37,000) | 29,334 | 20,904 |
Cash, cash equivalents, and restricted cash at the beginning of the year | 127,376 | 98,042 | 77,138 |
Cash, cash equivalents, and restricted cash at the end of the year | $ 90,376 | $ 127,376 | $ 98,042 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive loss | Treasury stock | Noncontrolling interests |
Balance at beginning of year (in shares) at Dec. 29, 2018 | 80,183 | 23,480 | |||||
Balance at beginning of year at Dec. 29, 2018 | $ 802 | $ 276,849 | $ 824,737 | $ (79,792) | $ (474,240) | $ 14,904 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Acquisition (issuance) of shares under incentive stock option plans | (644) | 1,908 | |||||
Stock-based compensation expense | 8,744 | ||||||
Issuance of restricted stock | (6,340) | $ 6,340 | |||||
Net income attributable to Mueller Industries, Inc. | $ 100,972 | 100,972 | |||||
Dividends paid or payable to stockholders of Mueller Industries, Inc. | (22,639) | ||||||
Total other comprehensive income attributable to Mueller Industries, Inc. | 10,372 | 11,022 | |||||
Issuance of shares under incentive stock option plans (in shares) | (94) | ||||||
Repurchase of common stock (in shares) | 162 | ||||||
Repurchase of common stock | $ (4,251) | ||||||
Issuance of restricted stock (in shares) | (314) | ||||||
Purchase of Mueller Middle East | 0 | ||||||
Dividends paid to noncontrolling interests | (846) | ||||||
Net income attributable to noncontrolling interests | (5,260) | 5,260 | |||||
Foreign currency translation | 7,409 | (650) | |||||
Balance at end of year (in shares) at Dec. 28, 2019 | 80,183 | 23,234 | |||||
Balance at end of year at Dec. 28, 2019 | $ 802 | 278,609 | 903,070 | (68,770) | $ (470,243) | 18,668 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Acquisition (issuance) of shares under incentive stock option plans | (745) | 515 | |||||
Stock-based compensation expense | 8,570 | ||||||
Issuance of restricted stock | (6,383) | $ 6,383 | |||||
Net income attributable to Mueller Industries, Inc. | 139,493 | 139,493 | |||||
Dividends paid or payable to stockholders of Mueller Industries, Inc. | (22,869) | ||||||
Total other comprehensive income attributable to Mueller Industries, Inc. | 15,378 | 13,887 | |||||
Issuance of shares under incentive stock option plans (in shares) | (71) | ||||||
Repurchase of common stock (in shares) | 248 | ||||||
Repurchase of common stock | $ (5,574) | ||||||
Issuance of restricted stock (in shares) | (315) | ||||||
Dividends paid to noncontrolling interests | 0 | ||||||
Net income attributable to noncontrolling interests | (4,156) | 4,156 | |||||
Foreign currency translation | 10,350 | 1,491 | |||||
Balance at end of year (in shares) at Dec. 26, 2020 | 80,183 | 23,096 | |||||
Balance at end of year at Dec. 26, 2020 | 801,060 | $ 802 | 280,051 | 1,019,694 | (54,883) | $ (468,919) | 24,315 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Acquisition (issuance) of shares under incentive stock option plans | 720 | (636) | |||||
Stock-based compensation expense | 9,822 | ||||||
Issuance of restricted stock | (4,385) | $ 4,385 | |||||
Net income attributable to Mueller Industries, Inc. | 468,520 | 468,520 | |||||
Dividends paid or payable to stockholders of Mueller Industries, Inc. | (29,725) | ||||||
Total other comprehensive income attributable to Mueller Industries, Inc. | (230) | 1,536 | |||||
Issuance of shares under incentive stock option plans (in shares) | (88) | ||||||
Repurchase of common stock (in shares) | 97 | ||||||
Repurchase of common stock | $ (4,864) | ||||||
Issuance of restricted stock (in shares) | (218) | ||||||
Purchase of Mueller Middle East | 15,414 | ||||||
Dividends paid to noncontrolling interests | (9,722) | ||||||
Net income attributable to noncontrolling interests | (6,604) | 6,604 | |||||
Foreign currency translation | (6,730) | (1,766) | |||||
Balance at end of year (in shares) at Dec. 25, 2021 | 80,183 | 22,887 | |||||
Balance at end of year at Dec. 25, 2021 | $ 1,256,963 | $ 802 | $ 286,208 | $ 1,458,489 | $ (53,347) | $ (470,034) | $ 34,845 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 25, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Nature of Operations The principal business of Mueller Industries, Inc. is the manufacture and sale of copper tube and fittings; line sets; PEX plastic tube and fittings; steel nipples; brass rod, bar, and shapes; aluminum and brass forgings; aluminum impact extrusions; compressed gas valves; refrigeration valves and fittings; pressure vessels; coaxial heat exchangers; and insulated flexible duct systems. The Company also resells brass and plastic plumbing valves, plastic fittings, malleable iron fittings, faucets, and plumbing specialty products. The Company markets its products to the HVAC, plumbing, refrigeration, hardware, and other industries. Mueller’s operations are located throughout the United States and in Canada, Mexico, Great Britain, South Korea, the Middle East, and China. Fiscal Years The Company’s fiscal year consists of 52 weeks ending on the last Saturday of December. These dates were December 25, 2021, December 26, 2020, and December 28, 2019. Basis of Presentation The Consolidated Financial Statements include the accounts of Mueller Industries, Inc. and its majority-owned subsidiaries. The noncontrolling interests represent a private ownership interest of 40 percent of Jungwoo Metal Ind. Co., LTD (Jungwoo-Mueller). In addition, as of December 25, 2021 this includes a 45 percent ownership interest of Mueller Middle East BSC (Mueller Middle East). Certain prior year balances have been reclassified to conform to current year presentation. Revenue Recognition Given the nature of the Company’s business and product offerings, sales transactions with customers are generally comprised of a single performance obligation that involves delivery of the products identified in the contracts with customers. Performance obligations are generally satisfied at the point in time of shipment and payment is generally due within sixty days. Variable consideration is estimated for future rebates on certain product lines and product returns. The Company records variable consideration as an adjustment to the transaction price in the period it is incurred. Since variable consideration is settled within a short period of time, the time value of money is not significant. The cost of shipping product to customers is expensed as incurred as a component of cost of goods sold. The Company’s Domestic Piping Systems Group engages in certain transactions where it acts as an agent. Revenue from these transactions is recorded on a net basis. See “ Note 3 – Segment Information ” for additional information on disaggregation of revenue from contracts with customers. Acquisitions Accounting for acquisitions requires the Company to recognize separately from goodwill the assets acquired and liabilities assumed at their acquisition date fair values. Goodwill is measured as the excess of the purchase price over the net amount allocated to the identifiable assets acquired and liabilities assumed. While management uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. The operating results generated by the acquired businesses are included in the Consolidated Statements of Income from their respective dates of acquisition. Acquisition related costs are expensed as incurred. See “ Note 2 – Acquisitions & Dispositions ” for additional information. Cash Equivalents and Restricted Cash Temporary investments with original maturities of three months or less are considered to be cash equivalents. These investments are stated at cost. At December 25, 2021 and December 26, 2020, temporary investments consisted of money market mutual funds, commercial paper, bank repurchase agreements, and U.S. and foreign government securities totaling approximately $1.4 million and $13.3 million, respectively. Amounts included in restricted cash relate to required deposits in brokerage accounts that facilitate the Company’s hedging activities as well as imprest funds for the Company’s self-insured workers’ compensation program. See “ Note 4 – Cash, Cash Equivalents, and Restricted Cash ” for additional information. Allowance for Doubtful Accounts The Company routinely grants credit to many of its customers without collateral. The risk of credit loss in trade receivables is substantially mitigated by the credit evaluation process. The Company provides an allowance for receivables that may not be fully collected. In circumstances where the Company is aware of a customer’s inability to meet their financial obligations (e.g., bankruptcy filings or substantial credit rating downgrades), it records an allowance for doubtful accounts against amounts due to reduce the net recognized receivable to the amount it believes most likely will be collected. For all other customers, the Company recognizes an allowance for doubtful accounts based on its historical collection experience and the impact of current economic conditions. If circumstances change (e.g., greater than expected defaults or an unexpected material change in a major customer’s ability to meet their financial obligations), the Company could change its estimate of the recoverability of amounts due by a material amount. Historically, credit losses have been within management’s expectations. The balance for uncollectible accounts was $2.6 million and $1.5 million as of December 25, 2021 and December 26, 2020, respectively. Inventories The Company’s inventories are valued at the lower-of-cost-or-market. The material component of its U.S. copper tube and copper fittings inventories is valued on a LIFO basis and the non-material components of U.S. copper tube and copper fittings inventories are valued on a FIFO basis. The material component of its U.K. and Canadian copper tube inventories are valued on a FIFO basis. The material component of its brass rod and forgings inventories are valued on a FIFO basis. Certain inventories are valued on an average cost basis. Elements of cost in finished goods inventory in addition to the cost of material include depreciation, amortization, utilities, maintenance, production wages, and transportation costs. The market price of copper cathode and scrap is subject to volatility. During periods when open market prices decline below net book value, the Company may need to provide an allowance to reduce the carrying value of its inventory. In addition, certain items in inventory may be considered obsolete and, as such, the Company may establish an allowance to reduce the carrying value of those items to their net realizable value. Changes in these estimates related to the value of inventory, if any, may result in a materially adverse impact on the Company’s reported financial position or results of operations. The Company recognizes the impact of any changes in estimates, assumptions, and judgments in income in the period in which it is determined. See “ Note 5 – Inventories ” for additional information. Leases The Company leases certain manufacturing facilities, distribution centers, office space, and equipment. Leases with an initial term of twelve months or less are not recorded on the balance sheet; expense for these leases is recognized on a straight line-basis over the term of the lease. Most of the Company’s leases include one or more options to renew up to five years and have remaining terms of one The Company has certain vehicle leases that are financing; however, these leases are deemed immaterial for disclosure. See “ Note 8 – Leases ” for additional information. Property, Plant, and Equipment Property, plant, and equipment is stated at cost less accumulated depreciation. Expenditures for major additions and improvements are capitalized, while minor replacements, maintenance, and repairs are charged to expense as incurred. Depreciation of buildings, machinery, and equipment is provided on the straight-line method over the estimated useful lives ranging from 20 to 40 years for buildings and five The Company continually evaluates these assets to determine whether events or changes in circumstances have occurred that may warrant revision of the estimated useful life or whether the remaining balance should be evaluated for possible impairment. See “ Note 9 – Property, Plant, and Equipment, Net ” for additional information. Goodwill Goodwill is recognized for the excess of the purchase price over the fair value of tangible and identifiable intangible net assets of businesses acquired. Several factors give rise to goodwill in business acquisitions, such as the expected benefit from synergies of the combination and the existing workforce of the acquired business. Goodwill is evaluated annually for possible impairment as of the first day of the fourth quarter unless circumstances indicate the need to accelerate the timing of the evaluation. In the evaluation of goodwill impairment, management performs a qualitative assessment to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the qualitative assessment is not conclusive, management compares the fair value of a reporting unit with its carrying amount and will recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to the reporting unit. Fair value for the Company’s reporting units is determined using a combination of the income and market approaches (level 3 within the fair value hierarchy), incorporating market participant considerations and management’s assumptions on revenue growth rates, operating margins, discount rates and expected capital expenditures. The market approach measures the fair value of a business through the analysis of publicly traded companies or recent sales of similar businesses. The income approach uses a discounted cash flow model to estimate the fair value of reporting units based on expected cash flows (adjusted for capital investment required to support operations) and a terminal value. This cash flow stream is discounted to its present value to arrive at a fair value for each reporting unit. Future earnings are estimated using the Company’s most recent annual projections, applying a growth rate to future periods. Those projections are directly impacted by the condition of the markets in which the Company’s businesses participate. The discount rate selected for the reporting units is generally based on rates of return available for comparable companies at the date of valuation. Fair value determinations may include both internal and third-party valuations. See “ Note 10 – Goodwill and Other Intangible Assets ” for additional information. Investments in Unconsolidated Affiliates Tecumseh The Company owns a 50 percent interest in an unconsolidated affiliate that acquired Tecumseh Products Company (Tecumseh). The Company also owns a 50 percent interest in a second unconsolidated affiliate that provides financing to Tecumseh. These investments are recorded using the equity method of accounting, as the Company can exercise significant influence but does not own a majority equity interest or otherwise control the respective entities. Under the equity method of accounting, these investments are stated at initial cost and are adjusted for subsequent additional investments and the Company’s proportionate share of earnings or losses and distributions. The Company records its proportionate share of the investees’ net income or loss, net of foreign taxes, one quarter in arrears as income (loss) from unconsolidated affiliates, net of foreign tax, in the Consolidated Statements of Income. The Company’s proportionate share of the investees’ other comprehensive income (loss), net of income taxes, is recorded in the Consolidated Statements of Comprehensive Income and Consolidated Statements of Changes in Equity. The U.S. tax effect of the Company’s proportionate share of Tecumseh’s income or loss is recorded in income tax expense in the Consolidated Statements of Income. In general, the equity investment in unconsolidated affiliates is equal to the current equity investment plus the investees’ net accumulated losses. Retail Distribution The Company acquired a 17 percent noncontrolling equity interest in a limited liability company in the retail distribution business by contributing the outstanding common stock of Die-Mold in exchange for the equity method interest. The transaction was recorded as a deconsolidation of a subsidiary and the recognition of an equity method investment at fair value, as described in “ Note 2 - Acquisitions and Dispositions. ” This investment is recorded using the equity method of accounting. The Company records its proportionate share of the investees’ net income or loss one month in arrears as income (loss) from unconsolidated affiliates in the Consolidated Statements of Income. The Company’s proportionate share of the investees’ other comprehensive income (loss), net of income taxes, is recorded in the Consolidated Statements of Comprehensive Income and Consolidated Statements of Changes in Equity. The investments in unconsolidated affiliates are assessed periodically for impairment and written down when the carrying amount is not considered fully recoverable. See “ Note 11 – Investments in Unconsolidated Affiliates ” for additional information. Self-Insurance Accruals The Company is primarily self-insured for workers’ compensation claims and benefits paid under certain employee health care programs. Accruals are primarily based on estimated undiscounted cost of claims, which includes incurred but not reported claims, and are classified as accrued wages and other employee costs. Pension and Other Postretirement Benefit Plans The Company sponsors several qualified and nonqualified pension and other postretirement benefit plans in the U.S. and certain foreign locations. The Company recognizes the overfunded or underfunded status of the plans as an asset or liability in the Consolidated Balance Sheets with changes in the funded status recorded through comprehensive income in the year in which those changes occur. The obligations for these plans are determined by actuaries and affected by the assumptions, including discount rates, expected long-term return on plan assets for defined benefit pension plans, and certain employee-related factors, such as retirement age and mortality. The Company evaluates its assumptions periodically and makes adjustments as necessary. The expected return on plan assets is determined using the market value of plan assets. Differences between assumed and actual returns are amortized to the market value of assets on a straight-line basis over the average remaining service period of the plan participants using the corridor approach. The corridor approach defers all actuarial gains and losses resulting from variances between actual results and actuarial assumptions. These unrecognized gains and losses are amortized when the net gains and losses exceed 10 percent of the greater of the market value of the plan assets or the projected benefit obligation. The amount in excess of the corridor is amortized over the average remaining service period of the plan participants. For 2021, the average remaining service period for the pension plans was 11.5 years. We determine the discount rate (which is required to be the rate at which the projected benefit obligation could be effectively settled as of the measurement date) with the assistance of actuaries, who calculate the yield available on high quality corporate bonds of a term that reflects the maturity and duration of expected benefit payments. See “ Note 13 – Benefit Plans ” for additional information. Environmental Reserves and Environmental Expenses The Company recognizes an environmental liability when it is probable the liability exists and the amount is reasonably estimable. The Company estimates the duration and extent of its remediation obligations based upon reports of outside consultants, internal and third party estimates and analyses of cleanup costs and ongoing monitoring costs, communications with regulatory agencies, and changes in environmental law. If the Company were to determine that its estimates of the duration or extent of its environmental obligations were no longer accurate, it would adjust environmental liabilities accordingly in the period that such determination is made. Estimated future expenditures for environmental remediation are not discounted to their present value. Environmental expenses that relate to ongoing operations are included as a component of cost of goods sold. Environmental expenses related to non-operating properties are presented below operating income in the Consolidated Statements of Income. See “ Note 14 – Commitments and Contingencies ” for additional information. Earnings Per Share Basic earnings per share is computed based on the weighted average number of common shares outstanding. Diluted earnings per share reflects the increase in weighted average common shares outstanding that would result from the assumed exercise of outstanding stock options and vesting of restricted stock awards calculated using the treasury stock method. There were no stock-based awards excluded from the computation of diluted earnings per share for the year ended December 25, 2021 and approximately 10 thousand excluded for the year ended December 26, 2020 because they were antidilutive. Income Taxes Deferred income tax assets and liabilities are recognized when differences arise between the treatment of certain items for financial statement and tax purposes. Realization of certain components of deferred tax assets is dependent upon the occurrence of future events. The Company records valuation allowances to reduce its deferred tax assets to the amount it believes is more likely than not to be realized. These valuation allowances can be impacted by changes in tax laws, changes to statutory tax rates, and future taxable income levels and are based on the Company’s judgment, estimates, and assumptions regarding those future events. In the event the Company was to determine that it would not be able to realize all or a portion of the net deferred tax assets in the future, it would increase the valuation allowance through a charge to income tax expense in the period that such determination is made. Conversely, if it was to determine that it would be able to realize its deferred tax assets in the future, in excess of the net carrying amounts, the Company would decrease the recorded valuation allowance through a decrease to income tax expense in the period that such determination is made. The Company provides for uncertain tax positions and the related interest and penalties, if any, based upon management’s assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. Tax benefits for uncertain tax positions that are recognized in the financial statements are measured as the largest amount of benefit, determined on a cumulative probability basis, that is more likely than not to be realized upon ultimate settlement. To the extent the Company prevails in matters for which a liability for an uncertain tax position is established or is required to pay amounts in excess of the liability, the Company’s effective tax rate in a given financial statement period may be affected. These estimates are highly subjective and could be affected by changes in business conditions and other factors. Changes in any of these factors could have a material impact on future income tax expense. See “ Note 15 – Income Taxes ” for additional information. Taxes Collected from Customers and Remitted to Governmental Authorities Taxes assessed by a governmental authority that are directly imposed on a revenue producing transaction between the Company and its customers, primarily value added taxes in foreign jurisdictions, are accounted for on a net (excluded from revenues and costs) basis. Stock-Based Compensation The Company has in effect stock incentive plans under which stock-based awards have been granted to certain employees and members of its Board of Directors. Stock-based compensation expense is recognized in the Consolidated Statements of Income as a component of selling, general, and administrative expense based on the grant date fair value of the awards. See “ Note 17 – Stock-Based Compensation ” for additional information. Concentrations of Credit and Market Risk Concentrations of credit risk with respect to accounts receivable are limited due to the large number of customers comprising the Company’s customer base, and their dispersion across different geographic areas and different industries, including HVAC, plumbing, refrigeration, hardware, automotive, OEMs, and others. The Company minimizes its exposure to base metal price fluctuations through various strategies. Generally, it prices an equivalent amount of copper raw material, under flexible pricing arrangements it maintains with its suppliers, at the time it determines the selling price of finished products to its customers. Derivative Instruments and Hedging Activities The Company’s earnings and cash flows are subject to fluctuations due to changes in commodity prices, foreign currency exchange rates, and interest rates. The Company uses derivative instruments such as commodity futures contracts, foreign currency forward contracts, and interest rate swaps to manage these exposures. All derivatives are recognized in the Consolidated Balance Sheets at their fair value. On the date the derivative contract is entered into, it is either a) designated as a hedge of (i) a forecasted transaction or the variability of cash flow to be paid (cash flow hedge) or (ii) the fair value of a recognized asset or liability (fair value hedge), or b) not designated in a hedge accounting relationship, even though the derivative contract was executed to mitigate an economic exposure (economic hedge), as the Company does not enter into derivative contracts for trading purposes. Changes in the fair value of a derivative that is qualified, designated, and highly effective as a cash flow hedge are recorded in stockholders’ equity within accumulated other comprehensive income (AOCI), to the extent effective, until they are reclassified to earnings in the same period or periods during which the hedged transaction affects earnings. Changes in the fair value of undesignated derivative instruments executed as economic hedges are reported in current earnings. The Company documents all relationships between derivative instruments and hedged items, as well as the risk-management objective and strategy for undertaking various hedge transactions. This process includes linking all derivative instruments that are designated as fair value hedges to specific assets and liabilities in the Consolidated Balance Sheets and linking cash flow hedges to specific forecasted transactions or variability of cash flow. The Company also assesses, both at the hedge’s inception and on an ongoing basis, whether the designated derivative instruments that are used in hedging transactions are highly effective in offsetting changes in cash flow or fair values of hedged items. When a derivative instrument is determined not to be highly effective as a hedge or the underlying hedged transaction is no longer probable of occurring, hedge accounting is discontinued prospectively in accordance with the derecognition criteria for hedge accounting. The Company primarily executes derivative contracts with major financial institutions. These counterparties expose the Company to credit risk in the event of non-performance. The amount of such exposure is limited to the fair value of the contract plus the unpaid portion of amounts due to the Company pursuant to terms of the derivative instruments, if any. If a downgrade in the credit rating of these counterparties occurs, management believes that this exposure is mitigated by provisions in the derivative arrangements which allow for the legal right of offset of any amounts due to the Company from the counterparties with any amounts payable to the counterparties by the Company. As a result, management considers the risk of loss from counterparty default to be minimal. See “ Note 7 – Derivative Instruments and Hedging Activities ” for additional information. Fair Value of Financial Instruments The carrying amounts for cash and cash equivalents, accounts receivable, and accounts payable approximate fair value due to the short-term maturity of these instruments. The fair value of long-term debt at December 25, 2021 approximates the carrying value on that date. The estimated fair values were determined based on quoted market prices and the current rates offered for debt with similar terms and maturities. The fair value of long-term debt is classified as level 2 within the fair value hierarchy. This classification is defined as a fair value determined using market-based inputs other than quoted prices that are observable for the liability, either directly or indirectly. Foreign Currency Translation For foreign subsidiaries for which the functional currency is not the U.S. dollar, balance sheet accounts are translated at exchange rates in effect at the end of the year and income statement accounts are translated at average exchange rates for the year. Translation gains and losses are included in equity as a component of AOCI. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are recognized in selling, general, and administrative expense in the Consolidated Statements of Income. Included in the Consolidated Statements of Income were net transaction losses of $0.6 million in 2021, losses of $0.5 million in 2020, and gains of $0.2 million in 2019. Use of and Changes in Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States (U.S. GAAP) requires management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes. Management makes its best estimate of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared. Changes in estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Areas where the nature of the estimate makes it reasonably possible that actual results could materially differ from amounts estimated include but are not limited to: pension and other postretirement benefit plan obligations, tax liabilities, loss contingencies, litigation claims, environmental reserves, and impairment assessments of long-lived assets (including goodwill). Recently Adopted Accounting Standards In October 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2020-10, Codification Improvements: An Amendment of the FASB Accounting Standards Codification . The ASU facilitates updates to the Accounting Standards Codification for technical corrections such as conforming amendments, clarifications to guidance, simplifications to wording or structure of guidance, and other minor improvements. The Company adopted the ASU during the first quarter of 2021 using a retrospective approach. The adoption of the ASU did not have a material impact on the Company’s Consolidated Financial Statements. In January 2020, the FASB issued ASU No. 2020-01, Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 . The new guidance addresses accounting for the transition into and out of the equity method and measuring certain purchased options and forward contracts to acquire investments. The Company adopted the ASU during the first quarter of 2021 using a prospective approach. The adoption of the ASU did not have a material impact on the Company’s Consolidated Financial Statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes: Simplifying the Accounting for Income Taxes . The new guidance affects general principles within Topic 740, Income Taxes. The amendments of ASU 2019-12 are meant to simplify and reduce the cost of accounting for income taxes. The Company adopted the ASU during the first quarter of 2021 using a prospective approach. The adoption of the ASU did not have a material impact on the Company’s Consolidated Financial Statements. Recently Issued Accounting Standards In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): An Amendment of the FASB Accounting Standards Codification. The new guidance was issued in response to concerns about structural risks of interbank offered rates, and, particularly, the risk of cessation of the London Interbank Offered Rate (LIBOR). Regulators in numerous jurisdictions around the world have undertaken reference rate reform initiatives to identify alternative reference rates that are more observable or transaction based and less susceptible to manipulation. The ASU is effective in 2021 but can be applied through December 31, 2022. The updated guidance requires retrospective adoption, and early adoption is permitted. The Company does not expect the adoption of the ASU to have a material impact on its Consolidated Financial Statements. In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): An Amendment of the FASB Accounting Standards Codification. The new guidance was issued to improve accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to the (i) recognition of an acquired contract liability and (ii) payment terms and their effect on subsequent revenue recognized by the acquirer. The ASU is effective for fiscal years beginning after December 15, 2022 for public entities. The updated guidance requires prospective adoption, and early adoption is permitted. The Company does not expect adoption of the ASU to have a material impact on its Consolidated Financial Statements. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 12 Months Ended |
Dec. 25, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions and Dispositions | Acquisitions and Dispositions 2021 Acquisitions Mueller Middle East On December 7, 2021, the Company entered into an agreement providing for the purchase of an additional 15 percent equity interest in Mueller Middle East for a total of 55 percent, for approximately $20.0 million. The total purchase price consisted of $15.8 million in cash paid at closing (net of cash acquired), a gain recognized on the settlement of preexisting relationships of $2.6 million, a contingent consideration arrangement of $1.0 million, and the fair value of the Company’s existing investment in the joint venture of $0.7 million. Mueller Middle East, which manufactures copper tube, is headquartered in Bahrain. This business complements the Company’s existing copper tube businesses in the Piping Systems segment. Prior to entering into this agreement, the Company was the technical and marketing lead with a 40 percent ownership in a joint venture with Cayan Ventures and Bahrain Mumtalakat Holding Company and accounted for this investment under the equity method of accounting. The Company began consolidating this business for financial reporting purposes in December 2021. Mueller Middle East manufactures and sells copper coils to certain Mueller subsidiaries. Total sales to Mueller subsidiaries were approximately $48.2 million and $37.4 million for the period in 2021 prior to consolidation and 2020, respectively. H&C Flex On December 20, 2020, the Company entered into an asset purchase agreement with Hart & Cooley LLC. The transaction closed on January 29, 2021, whereby the Company purchased the Hart & Cooley flexible duct business, which included inventory, manufacturing equipment, and related assets for approximately $15.3 million. The total purchase price consisted of $14.0 million in cash paid at closing and a contingent consideration arrangement of $1.3 million, which was paid in Q3 2021. The Company treated this as a business combination. The acquired business, H&C Flex, is a manufacturer and distributor of insulated HVAC flexible duct systems. It is reported within and complements the Company’s existing businesses in the Climate segment. 2020 Acquisitions Kessler On August 3, 2020, the Company entered into an asset purchase agreement with Wieland-Kessler LLC, whereby the Company purchased the Kessler distribution business, which included inventory, manufacturing equipment, and related assets. The total purchase price was $57.2 million in cash paid at closing. The Company treated this as a business combination. The acquired business, Kessler Sales and Distribution, LLC (Kessler), is a distributor of residential and commercial plumbing products. It is reported within and complements the Company’s existing businesses in the Piping Systems segment. For the years ended December 25, 2021 and December 26, 2020, the Company’s total net sales included $207.9 million and $55.0 million, respectively, of revenue recognized by Kessler from the date of acquisition. Shoals On January 17, 2020, the Company entered into a stock purchase agreement pursuant to which the Company acquired all of the outstanding stock of Shoals Tubular, Inc. (Shoals) for approximately $15.3 million in cash at closing, net of working capital adjustments. Shoals is a manufacturer of brazed manifolds, headers, and distributor assemblies used primarily by manufacturers of residential heating and air conditioning units. The acquired business is reported within and complements the Company’s existing businesses in the Climate segment. This business was sold in Q3 2021. Purchase Price Allocations These acquisitions were accounted for using the acquisition method of accounting whereby the total purchase price was allocated to tangible and intangible assets acquired and liabilities assumed based on respective fair values. The following table summarizes the allocation of the purchase price to acquire these businesses, which were financed by available cash balances, as well as the assets acquired and liabilities assumed at the respective acquisition dates. During the year, immaterial adjustments were made to the Kessler provisional purchase price allocation resulting in an increase in intangible assets of $1.5 million, a decrease in property, plant, and equipment of $1.4 million, and a decrease in goodwill of $0.1 million. The purchase price allocations for Mueller Middle East and H&C Flex are provisional as of December 25, 2021 and subject to change upon the completion of the final valuation of long-lived assets, the noncontrolling interest, and contingent consideration during the measurement period. (In thousands) Mueller Middle East H&C Flex Kessler Shoals Total consideration $ 20,017 $ 15,279 $ 57,233 $ 15,321 Allocated to: Accounts receivable 10,669 — — 660 Inventories 4,733 4,511 25,106 1,809 Other current assets 1,747 — — 26 Property, plant, and equipment 22,476 10,813 2,211 3,700 Operating lease right-of-use assets 936 — 10,526 — Goodwill 12,098 — 11,600 (1) 1,870 (1) Intangible assets — — 16,600 7,480 Total assets acquired 52,659 15,324 66,043 15,545 Accounts payable 4,600 — — 217 Current portion of operating lease liabilities — — 1,692 — Other current liabilities 11,489 45 — 7 Noncurrent operating lease liabilities 1,030 — 7,118 — Other noncurrent liabilities 109 — — — Total liabilities assumed 17,228 45 8,810 224 Noncontrolling interest 15,414 — — — Net assets acquired $ 20,017 $ 15,279 $ 57,233 $ 15,321 (1) Tax-deductible goodwill The following details the total intangible assets identified in the allocation of the purchase price at the respective acquisition dates: (In thousands) Estimated Useful Life Kessler Shoals Intangible asset type: Customer relationships 20 years $ 12,640 $ 4,290 Non-compete agreements 3-5 years — 150 Patents and technology 10-15 years — 2,620 Trade names, licenses, and other 5-10 years 3,960 420 Total intangible assets $ 16,600 $ 7,480 2021 Dispositions Copper Bar On October 25, 2021, the Company sold its Copper Bar business for approximately $10.1 million. This business manufactured copper bar products used primarily by OEMs in the U.S. and was included in the Industrial Metals segment. The carrying value of the assets disposed totaled $3.6 million, consisting primarily of inventories and long-lived assets. As a result of the transaction, the Company recognized a pre-tax gain of $6.5 million on the sale of the business in the Consolidating Financial Statements. Die-Mold On September 2, 2021, the Company entered into a contribution agreement with a limited liability company in the retail distribution business, pursuant to which the Company exchanged the outstanding common stock of Die-Mold for a 17 percent equity interest in the limited liability company. Die-Mold manufactures PEX and other plumbing-related fittings and plastic injection tooling in Canada and sells these products in Canada and the U.S. and was included in the Piping Systems Segment. Die-Mold reported net sales of $10.9 million and operating income of $2.2 million for the year ended December 25, 2021 compared to net sales of $13.5 million and operating income of $2.3 million in the year ended December 26, 2020. As a result of the transaction, the Company recognized a gain of $4.7 million based on the excess of the fair value of the consideration received (the 17 percent equity interest) over the carrying value of Die-Mold. The Company utilized a combination of income and market comparable companies approaches using an EBITDA multiple to determine the fair value of the consideration received of $22.8 million, which is recognized within the Investments in unconsolidated affiliates line of the Consolidated Balance Sheet. The excess of the fair value of the deconsolidated subsidiary over its carrying value resulted in the gain. Fabricated Tube Products and Shoals Tubular, Inc. On July 28, 2021, the Company entered into a purchase agreement with J.W. Harris Co., Inc. and Lincoln Electric Holdings, Inc., pursuant to which the Company sold the assets of Fabricated Tube Products (FTP) and all of the outstanding stock of STI for approximately $75.7 million. These businesses manufacture and fabricate valves and assemblies, brazed manifolds, headers, and distributor assemblies used primarily by manufacturers of residential heating and air conditioning units in the U.S. and were included in the Climate segment. They reported combined net sales of $37.0 million and operating income of $5.5 million for the year ended December 25, 2021 compared to combined net sales of $51.5 million and operating income of $6.4 million in the year ended December 26, 2020. The carrying value of the assets disposed totaled $32.7 million, consisting primarily of accounts receivable, inventories, and long-lived assets. The carrying value of the liabilities disposed totaled $3.6 million, consisting primarily of accounts payable. As a result of the transaction, the Company recognized a pre-tax gain of $46.6 million on the sale of these businesses in the Consolidating Financial Statements. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 25, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company’s reportable segments are Piping Systems, Industrial Metals, and Climate. Each of the reportable segments is composed of certain operating segments that are aggregated primarily by the nature of products offered as follows: Piping Systems Piping Systems is composed of the following operating segments: Domestic Piping Systems Group, Great Lakes Copper, Heatlink Group, European Operations, Trading Group, Jungwoo-Mueller (the Company’s South Korean joint venture), and Mueller Middle East (our Bahraini joint venture). The Domestic Piping Systems Group manufactures and distributes copper tube, fittings, and line sets. These products are manufactured in the U.S., sold in the U.S., and exported to markets worldwide. Outside the U.S., Great Lakes Copper manufactures copper tube and line sets in Canada and sells the products primarily in the U.S. and Canada. Heatlink Group produces a complete line of products for PEX plumbing and radiant systems in Canada and sells these products in Canada and the U.S. European Operations manufacture copper tube in the U.K. which is sold primarily in Europe. The Trading Group manufactures pipe nipples and resells brass and plastic plumbing valves, malleable iron fittings, faucets, and plumbing specialty products in the U.S. and Mexico. Jungwoo-Mueller manufactures copper-based joining products that are sold worldwide. Mueller Middle East manufactures copper tube and serves markets in the Middle East and Northern Africa. The Piping Systems segment’s products are sold primarily to plumbing, refrigeration, and air-conditioning wholesalers, hardware wholesalers and co-ops, building product retailers, and air-conditioning OEMs. As disclosed in “ Note 2 – Acquisitions & Dispositions ,” during September 2021 the Company exchanged the outstanding common stock of Die-Mold for an equity interest in a limited liability company in the retail distribution business, resulting in the deconsolidation of Die-Mold and the recognition of a $4.7 million gain. This gain is reported within Corporate and Eliminations. The results of Die-Mold, prior to deconsolidation, were included within the Piping Systems segment. During 2020, the segment recognized fixed asset impairment charges for certain manufacturing equipment of $3.8 million. During 2019, the segment recognized a gain of $1.2 million on the sale of real property. Industrial Metals Industrial Metals is composed of the following operating segments: Brass Rod, Impacts & Micro Gauge, and Brass Value-Added Products. These businesses manufacture brass rod, impact extrusions, and forgings, as well as a wide variety of end products including plumbing brass, automotive components, valves, fittings, and gas assemblies. These products are manufactured in the U.S. and sold primarily to OEMs in the U.S., many of which are in the industrial, transportation, construction, heating, ventilation, and air-conditioning, plumbing, refrigeration, and energy markets. During 2021, the segment recognized a gain of $6.5 million on the sale of the Copper Bar business. During 2019, the segment recognized a loss of $0.3 million on the sale of real property and an insurance recovery gain of $0.5 million related to the losses incurred due to the 2017 fire at the brass rod mill in Port Huron, Michigan. Climate Climate is composed of the following operating segments: Refrigeration Products, Westermeyer, Turbotec, Flex Duct, and Linesets, Inc. These domestic businesses manufacture and fabricate valves, assemblies, high pressure components, coaxial heat exchangers, insulated HVAC flexible duct systems, line sets, brazed manifolds, headers, and distributor assemblies primarily for the heating, ventilation, air-conditioning, and refrigeration markets in the U.S. As disclosed in “ Note 2 – Acquisitions & Dispositions ,” during July 2021 the Company sold the assets of FTP and all of the outstanding stock of STI, resulting in a gain of $46.6 million. This gain is reported within Corporate and Eliminations. The results of FTP and STI, prior to the sale, were included within the Climate segment. During 2021 the segment recognized impairment charges on goodwill and long-lived assets of $2.8 million. Performance of segments is generally evaluated by their operating income. Summarized product line, geographic, and segment information is shown in the following tables. Geographic sales data indicates the location from which products are shipped. Unallocated expenses include general corporate expenses, plus certain charges or credits not included in segment activity. During 2021, 2020, and 2019, no single customer exceeded 10 percent of worldwide sales. The following tables represent a disaggregation of revenue from contracts with customers, along with the reportable segment for each category: For the Year Ended December 25, 2021 (In thousands) Piping Systems Industrial Metals Climate Total Tube and fittings $ 2,055,639 $ — $ — $ 2,055,639 Brass rod and forgings — 565,870 — 565,870 OEM components, tube & assemblies 32,557 48,572 137,564 218,693 Valves and plumbing specialties 511,834 — — 511,834 Flex duct and other HVAC components — — 357,850 357,850 Other — 88,921 — 88,921 $ 2,600,030 $ 703,363 $ 495,414 $ 3,798,807 Intersegment sales (29,462) Net sales $ 3,769,345 For the Year Ended December 26, 2020 (In thousands) Piping Systems Industrial Metals Climate Total Tube and fittings $ 1,232,724 $ — $ — $ 1,232,724 Brass rod and forgings — 356,547 — 356,547 OEM components, tube & assemblies 56,176 42,127 138,551 236,854 Valves and plumbing specialties 294,102 — — 294,102 Flex duct and other HVAC components — — 231,580 231,580 Other — 73,485 — 73,485 $ 1,583,002 $ 472,159 $ 370,131 $ 2,425,292 Intersegment sales (27,249) Net sales $ 2,398,043 Disaggregation of revenue from contracts with customers (continued): For the Year Ended December 28, 2019 (In thousands) Piping Systems Industrial Metals Climate Total Tube and fittings $ 1,271,558 $ — $ — $ 1,271,558 Brass rod and forgings — 425,573 — 425,573 OEM components, tube & assemblies 29,103 48,104 133,651 210,858 Valves and plumbing specialties 241,795 — — 241,795 Flex duct and other HVAC components — — 222,565 222,565 Other — 80,695 — 80,695 $ 1,542,456 $ 554,372 $ 356,216 $ 2,453,044 Intersegment sales (22,428) Net sales $ 2,430,616 Summarized segment information is as follows: For the Year Ended December 25, 2021 (In thousands) Piping Systems Industrial Metals Climate Corporate and Eliminations Total Net sales $ 2,600,030 $ 703,363 $ 495,414 $ (29,462) $ 3,769,345 Cost of goods sold 1,996,610 605,715 367,343 (30,679) 2,938,989 Depreciation and amortization 23,384 6,929 10,379 4,698 45,390 Selling, general, and administrative expense 93,749 11,698 29,327 49,278 184,052 Gain on sale of businesses — (6,454) — (51,306) (57,760) Impairment charges — — 2,829 — 2,829 Operating income 486,287 85,475 85,536 (1,453) 655,845 Interest expense (7,709) Redemption premium (5,674) Environmental expense (5,053) Other income, net 3,730 Income before income taxes $ 641,139 Segment information (continued): For the Year Ended December 26, 2020 (In thousands) Piping Systems Industrial Metals Climate Corporate and Eliminations Total Net sales $ 1,583,002 $ 472,159 $ 370,131 $ (27,249) $ 2,398,043 Cost of goods sold 1,311,697 398,000 276,274 (19,810) 1,966,161 Depreciation and amortization 23,071 7,528 10,249 3,995 44,843 Selling, general, and administrative expense 78,744 12,566 26,806 41,367 159,483 Litigation settlement, net — — — (22,053) (22,053) Impairment charges 3,771 — — — 3,771 Operating income 165,719 54,065 56,802 (30,748) 245,838 Interest expense (19,247) Pension plan termination expense (17,835) Environmental expense (4,454) Other income, net 4,887 Income before income taxes $ 209,189 For the Year Ended December 28, 2019 (In thousands) Piping Systems Industrial Metals Climate Corporate and Eliminations Total Net sales $ 1,542,456 $ 554,372 $ 356,216 $ (22,428) $ 2,430,616 Cost of goods sold 1,313,980 473,010 273,850 (25,230) 2,035,610 Depreciation and amortization 22,621 7,489 9,298 3,285 42,693 Selling, general, and administrative expense 75,170 12,359 30,385 44,444 162,358 Gain on sale of assets, net (1,194) 275 (44) — (963) Insurance recovery — (485) — — (485) Operating income 131,879 61,724 42,727 (44,927) 191,403 Interest expense (25,683) Environmental expense (1,321) Other income, net 1,684 Income before income taxes $ 166,083 Summarized geographic information is as follows: (In thousands) 2021 2020 2019 Net sales: United States $ 2,791,571 $ 1,765,810 $ 1,775,321 United Kingdom 330,908 207,754 230,791 Canada 469,652 293,776 285,720 Asia 83,217 58,256 64,363 Mexico 93,997 72,447 74,421 $ 3,769,345 $ 2,398,043 $ 2,430,616 Long-lived assets: 2021 2020 2019 United States $ 272,903 $ 289,508 $ 286,727 United Kingdom 36,529 30,872 18,776 Canada 26,422 29,582 31,429 Asia 48,742 26,107 25,637 Mexico 966 503 559 $ 385,562 $ 376,572 $ 363,128 (In thousands) 2021 2020 2019 Expenditures for long-lived assets (including those resulting from business acquisitions): Piping Systems $ 43,429 $ 39,209 $ 15,505 Industrial Metals 5,744 5,968 9,101 Climate 12,428 5,521 3,845 General Corporate 3,521 448 2,711 $ 65,122 $ 51,146 $ 31,162 Segment assets: Piping Systems $ 1,160,272 $ 977,937 $ 796,262 Industrial Metals 173,290 152,683 161,904 Climate 250,107 258,668 249,853 General Corporate 145,267 139,280 162,921 $ 1,728,936 $ 1,528,568 $ 1,370,940 |
Cash, Cash Equivalents, and Res
Cash, Cash Equivalents, and Restricted Cash | 12 Months Ended |
Dec. 25, 2021 | |
Cash and Cash Equivalents [Abstract] | |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted Cash (In thousands) 2021 2020 Cash & cash equivalents $ 87,924 $ 119,075 Restricted cash included within other current assets 2,349 8,198 Restricted cash included within other assets 103 103 Total cash, cash equivalents, and restricted cash $ 90,376 $ 127,376 |
Inventories
Inventories | 12 Months Ended |
Dec. 25, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories (In thousands) 2021 2020 Raw materials and supplies $ 130,133 $ 85,927 Work-in-process 64,989 49,361 Finished goods 245,226 186,785 Valuation reserves (10,104) (7,071) Inventories $ 430,244 $ 315,002 Inventories valued using the LIFO method totaled $18.5 million at December 25, 2021 and $17.3 million at December 26, 2020. At December 25, 2021 and December 26, 2020, the approximate FIFO cost of such inventories was $140.4 million and $108.1 million, respectively. Additionally, the Company values certain inventories on an average cost basis. At the end of 2021 and 2020, the FIFO value of inventory consigned to others was $11.0 million and $6.4 million, respectively. |
Consolidated Financial Statemen
Consolidated Financial Statement Details | 12 Months Ended |
Dec. 25, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidated Financial Statement Details | Consolidated Financial Statement Details Other Current Liabilities Included in other current liabilities as of December 25, 2021 and December 26, 2020 were the following: (i) accrued discounts, allowances, and customer rebates of $82.2 million and $56.0 million, respectively, (ii) current taxes payable of $35.7 million and $6.3 million, respectively, (iii) current environmental liabilities of $9.7 million and $2.7 million, respectively, and (iv) net loss positions on derivative contracts of $0.5 million and $6.3 million, respectively. In addition, as of December 26, 2020 this included (i) accruals for ex cise tax of $6.4 million resulting from the termination of the U.S. defined benefit pension plan and (ii) accrued interest of $5.4 million. Other Income, Net (In thousands) 2021 2020 2019 Net periodic benefit income $ 1,903 $ 3,013 $ 465 Interest income 353 1,101 722 Other 1,474 773 497 Other income, net $ 3,730 $ 4,887 $ 1,684 |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 12 Months Ended |
Dec. 25, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging ActivitiesThe Company’s earnings and cash flows are subject to fluctuations due to changes in commodity prices, foreign currency exchange rates, and interest rates. The Company uses derivative instruments such as commodity futures contracts, foreign currency forward contracts, and interest rate swaps to manage these exposures. Commodity Futures Contracts Copper and brass represent the largest component of the Company’s variable costs of production. The cost of these materials is subject to global market fluctuations caused by factors beyond the Company’s control. The Company occasionally enters into forward fixed-price arrangements with certain customers; the risk of these arrangements is generally managed with commodity futures contracts. These futures contracts have been designated as cash flow hedges. At December 25, 2021, the Company held open futures contracts to purchase approximately $40.6 million of copper over the next 15 months related to fixed price sales orders. The fair value of those futures contracts was a $1.1 million net gain position, which was determined by obtaining quoted market prices (level 1 within the fair value hierarchy). In the next 12 months, the Company will reclassify into earnings realized gains or losses relating to cash flow hedges. At December 25, 2021, this amount was approximately $0.7 million of deferred net gains, net of tax. The Company may also enter into futures contracts to protect the value of inventory against market fluctuations. At December 25, 2021, the Company held open futures contracts to sell approximately $15.0 million of copper over the next seven months related to copper inventory. The fair value of those futures contracts was a $0.4 million net loss position, which was determined by obtaining quoted market prices (level 1 within the fair value hierarchy). The Company presents its derivative assets and liabilities in the Consolidated Balance Sheets on a net basis by counterparty. The following table summarizes the location and fair value of the derivative instruments and disaggregates the net derivative assets and liabilities into gross components on a contract-by-contract basis: Asset Derivatives Liability Derivatives Fair Value Fair Value (In thousands) Balance Sheet Location 2021 2020 Balance Sheet Location 2021 2020 Commodity contracts - gains Other current assets $ 1,150 $ 1,213 Other current liabilities $ — $ 68 Commodity contracts - losses Other current assets (46) (8) Other current liabilities (353) (5,863) Total derivatives (1) $ 1,104 $ 1,205 $ (353) $ (5,795) (1) Does not include the impact of cash collateral provided to counterparties . The following table summarizes the effects of derivative instruments on the Consolidated Statements of Income: (In thousands) Location 2021 2020 Undesignated derivatives: Gain (loss) on commodity contracts (nonqualifying) Cost of goods sold $ 217 $ (8,893) The following tables summarize amounts recognized in and reclassified from AOCI during the period: Year Ended December 25, 2021 (In thousands) Gain (Loss) Recognized in AOCI (Effective Portion), Net of Tax Classification Gains (Losses) Gain Reclassified from AOCI (Effective Portion), Net of Tax Cash flow hedges: Commodity contracts $ 2,389 Cost of goods sold $ (2,542) Other (28) Other — Total $ 2,361 Total $ (2,542) Year Ended December 26, 2020 (In thousands) Loss Recognized in AOCI (Effective Portion), Net of Tax Classification Gains (Losses) Loss Reclassified from AOCI (Effective Portion), Net of Tax Cash flow hedges: Commodity contracts $ (4,579) Cost of goods sold $ 5,091 Other (4) Other — Total $ (4,583) Total $ 5,091 The Company primarily enters into International Swaps and Derivatives Association master netting agreements with major financial institutions that permit the net settlement of amounts owed under their respective derivative contracts. Under these master netting agreements, net settlement generally permits the Company or the counterparty to determine the net amount payable for contracts due on the same date and in the same currency for similar types of derivative transactions. The master netting agreements generally also provide for net settlement of all outstanding contracts with the counterparty in the case of an event of default or a termination event. The Company does not offset fair value amounts for derivative instruments and fair value amounts recognized for the right to reclaim cash collateral. At December 25, 2021 and December 26, 2020, the Company had recorded restricted cash in other current assets of $2.0 million and $7.6 million, respectively, as collateral related to open derivative contracts under the master netting arrangements. |
Leases
Leases | 12 Months Ended |
Dec. 25, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company leases certain facilities, vehicles, and equipment which expire on various dates through 2032. The following table includes supplemental information with regards to the Company’s operating leases: (In thousands, except lease term and discount rate) December 25, 2021 December 26, 2020 Operating lease right-of-use assets $ 23,510 $ 29,301 Current portion of operating lease liabilities 6,015 6,259 Noncurrent operating lease liabilities 17,099 21,602 Total operating lease liabilities $ 23,114 $ 27,861 Weighted average discount rate 3.67% 3.91% Weighted average remaining lease term (in years) 5.51 5.99 Some of the Company’s leases include variable lease costs such as taxes, insurance, etc. These costs are immaterial for disclosure. The following table presents certain information related to operating lease costs and cash paid during the period: For the Year Ended (In thousands) December 25, 2021 December 26, 2020 Operating lease costs $ 8,365 $ 7,039 Short term lease costs 4,607 4,734 Total lease costs $ 12,972 $ 11,773 Cash paid for amounts included in the measurement of lease liabilities $ 7,869 $ 7,040 Maturities of the Company’s operating leases are as follows: (In thousands) Amount 2022 $ 6,760 2023 4,579 2024 3,402 2025 2,518 2026 2,312 2027 and thereafter 4,898 Total lease payments 24,469 Less imputed interest (1,355) Total lease obligations 23,114 Less current obligations (6,015) Noncurrent lease obligations $ 17,099 |
Property, Plant, and Equipment,
Property, Plant, and Equipment, Net | 12 Months Ended |
Dec. 25, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment, Net | Property, Plant, and Equipment, Net (In thousands) 2021 2020 Land and land improvements $ 34,050 $ 33,602 Buildings 238,033 218,319 Machinery and equipment 657,673 658,613 Construction in progress 34,311 28,631 964,067 939,165 Less accumulated depreciation (578,505) (562,593) Property, plant, and equipment, net $ 385,562 $ 376,572 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 25, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill The changes in the carrying amount of goodwill by segment were as follows: (In thousands) Piping Systems Industrial Metals Climate Total Goodwill $ 172,175 $ 8,854 $ 21,652 $ 202,681 Accumulated impairment charges (40,552) (8,853) — (49,405) Balance at December 28, 2019: 131,623 1 21,652 153,276 Additions 11,710 — 1,964 13,674 Currency translation 814 — — 814 Balance at December 26, 2020: 144,147 1 23,616 167,764 Additions 12,098 — — 12,098 Reductions (1) (4,402) — (1,964) (6,366) Impairment charges — — (2,087) (2,087) Currency translation (79) — — (79) Balance at December 25, 2021: Goodwill 192,316 8,854 21,652 222,822 Accumulated impairment charges (40,552) (8,853) (2,087) (51,492) Goodwill, net $ 151,764 $ 1 $ 19,565 $ 171,330 (1) Includes disposals of Die-Mold and STI businesses. Reporting units with recorded goodwill include Domestic Piping Systems Group, B&K LLC, Great Lakes, Heatlink Group, European Operations, Jungwoo-Mueller, Mueller Middle East, Westermeyer, Turbotec, and Flex Duct . Several factors give rise to goodwill in the Company’s acquisitions, such as the expected benefit from synergies of the combination and the existing workforce of the acquired businesses. With the exception of the Turbotec reporting unit, there were no impairment charges resulting from the 2021, 2020, or 2019 annual impairment tests as the estimated fair value of each of the reporting units exceeded its carrying value. During the third quarter of 2021, the Company recognized an impairment charge of $2.1 million related to Turbotec, reported within the Climate segment. Other Intangible Assets The carrying amount of intangible assets at December 25, 2021 was as follows: (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 55,108 $ (13,803) $ 41,305 Non-compete agreements 2,474 (2,458) 16 Patents and technology 18,396 (6,501) 11,895 Trade names and licenses 13,654 (5,598) 8,056 Other 1,676 (1,234) 442 Other intangible assets $ 91,308 $ (29,594) $ 61,714 The carrying amount of intangible assets at December 26, 2020 was as follows: (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 61,068 $ (11,676) $ 49,392 Non-compete agreements 2,689 (2,527) 162 Patents and technology 22,585 (5,672) 16,913 Trade names and licenses 14,631 (4,476) 10,155 Other 1,676 (1,091) 585 Other intangible assets $ 102,649 $ (25,442) $ 77,207 Amortization expense for intangible assets was $6.3 million in 2021, $6.1 million in 2020, and $5.4 million in 2019. Future amortization expense is estimated as follows: (In thousands) Amount 2022 $ 5,607 2023 5,295 2024 5,069 2025 4,943 2026 4,789 Thereafter 36,011 Expected amortization expense $ 61,714 |
Investment in Unconsolidated Af
Investment in Unconsolidated Affiliates | 12 Months Ended |
Dec. 25, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated Affiliates | Investments in Unconsolidated Affiliates Tecumseh The Company owns a 50 percent interest in an unconsolidated affiliate that acquired Tecumseh. The Company also owns a 50 percent interest in a second unconsolidated affiliate that provides financing to Tecumseh. Tecumseh is a global manufacturer of hermetically sealed compressors for residential and specialty air conditioning, household refrigerators and freezers, and commercial refrigeration applications, including air conditioning and refrigeration compressors, as well as condensing units, heat pumps, and complete refrigeration systems. The following tables present summarized financial information derived from the Company’s equity method investees’ combined consolidated financial statements, which are prepared in accordance with U.S. GAAP. (In thousands) 2021 2020 Current assets $ 214,550 $ 167,451 Noncurrent assets 76,406 78,241 Current liabilities 169,155 120,202 Noncurrent liabilities 46,059 50,020 Net sales $ 452,917 $ 384,919 Gross profit 57,028 50,347 Net loss (3,330) (20,892) The Company’s loss from unconsolidated affiliates, net of foreign tax, for 2021 and 2020 included net losses of $1.7 million and $10.4 million, respectively, for Tecumseh. Retail Distribution On September 2, 2021, the Company acquired a 17 percent noncontrolling equity interest in a limited liability company in the retail distribution business by contributing the outstanding common stock of Die-Mold in exchange for the equity method interest. The Company’s loss from unconsolidated affiliates, net of foreign tax, for 2021 included net gains of $0.8 million for the retail distribution business. |
Debt
Debt | 12 Months Ended |
Dec. 25, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt (In thousands) 2021 2020 Subordinated Debentures with interest at 6.00%, due 2027 $ — $ 284,479 Revolving Credit Facility with interest at 1.25%, due 2021 — 35,000 Jungwoo-Mueller credit facility with interest at 1.90%, due 2021 — 5,811 2001 Series IRB's with interest at 1.14%, due 2021 — 250 Other 2,940 2,555 2,940 328,095 Less debt issuance costs (1,065) (219) Less current portion of debt (811) (41,283) Long-term debt $ 1,064 $ 286,593 Credit Agreement On March 31, 2021, the Company entered into a Credit Agreement to replace its prior credit agreement that would have matured on December 6, 2 021. The Company’s total borrowing capacity under the Credit Agreement is $500.0 million. The Credit Agreement provides for an unsecured $400.0 million revolving credit facility, which matures on March 31, 2026, and a term loan facility of $100.0 million, with an original maturity date of March 31, 2022. The term loan was fully repaid in 2021, reducing the total borrowing capacity under the Credit Agreement to $400.0 million. Borrowings under the Revolving Credit Facility bear interest, at the Company’s option, at the Eurocurrency Rate which is determined by the underlying currency of the Credit Extension or the Base Rate as defined by the Credit Agreement, plus a variable premium. Advances may be based upon the one, three, or six-month interest period. The variable premium is based upon the Company’s debt to total capitalization ratio, and can range from 112.5 to 162.5 basis points for Eurocurrency Rate loans and 12.5 to 62.5 basis points for Base Rate loans. At December 25, 2021, the premium was 115.0 basis points for Eurocurrency Rate loans and 15.0 basis points for Base Rate loans. Additionally, a commitment fee is payable quarterly on the total commitment less any outstanding loans or issued letters of credit, and varies from 15.0 to 30.0 basis points based upon the Company’s debt to total capitalization ratio. Availability of funds under the Revolving Credit Facility is reduced by the amount of certain outstanding letters of credit, which are used to secure the Company’s payment of insurance deductibles, certain retiree health benefits, and other corporate obligations, totaling approximately $28.9 million at December 25, 2021. Terms of the letters of credit are generally renewable annually. Subordinated Debentures During the first quarter of 2021, the Company announced the redemption of its Subordinated Debentures due 2027. The full redemption of outstanding debentures occurred on April 15, 2021 for a total of $291.4 million in principal plus accrued interest and a redemption premium of $5.7 million that was expensed during the second quarter. Jungwoo-Mueller Jungwoo-Mueller has several secured revolving credit arrangements with a total borrowing capacity of KRW 20.0 billion (or approximately $16.8 million). Borrowings are secured by the real property and equipment of Jungwoo-Mueller. Covenants contained in the Company’s financing obligations require, among other things, the maintenance of minimum levels of tangible net worth and the satisfaction of certain minimum financial ratios. At December 25, 2021, the Company was in compliance with all debt covenants. Aggregate annual maturities of the Company’s debt are as follows: (In thousands) Amount 2022 $ 811 2023 222 2024 222 2025 185 2026 — Thereafter 1,500 Long-term debt $ 2,940 Net interest expense consisted of the following: (In thousands) 2021 2020 2019 Interest expense $ 8,096 $ 19,510 $ 25,957 Capitalized interest (387) (263) (274) $ 7,709 $ 19,247 $ 25,683 Interest paid in 2021, 2020, and 2019 was $13.9 million, $19.8 million, and $25.4 million, respectively. |
Benefit Plans
Benefit Plans | 12 Months Ended |
Dec. 25, 2021 | |
Retirement Benefits [Abstract] | |
Benefit Plans | Benefit Plans Pension and Other Postretirement Plans The Company sponsors several qualified and nonqualified pension plans and other postretirement benefit plans for certain employees. The following tables provide a reconciliation of the changes in the most significant plans’ benefit obligations and the fair value of the plans’ assets for 2021 and 2020, and a statement of the plans’ aggregate funded status: Pension Benefits Other Benefits (In thousands) 2021 2020 2021 2020 Change in benefit obligation: Obligation at beginning of year $ 90,809 $ 182,164 $ 12,782 $ 12,653 Service cost — — 258 212 Interest cost 1,272 3,260 281 430 Actuarial (gain) loss (4,062) 10,790 (812) 422 Plan amendments — — — (26) Benefit payments (2,832) (9,214) (634) (716) Curtailment — — — (183) Settlement (1) — (99,585) — — Foreign currency translation adjustment (904) 3,394 (50) (10) Obligation at end of year 84,283 90,809 11,825 12,782 Change in fair value of plan assets: Fair value of plan assets at beginning of year 78,480 183,486 — — Actual return on plan assets 4,791 13,313 — — Employer contributions — — 634 716 Benefit payments (2,832) (9,214) (634) (716) Settlement (1) — (99,585) — — Surplus assets (1) — (12,386) — — Foreign currency translation adjustment (961) 2,866 — — Fair value of plan assets at end of year 79,478 78,480 — — Funded (underfunded) status at end of year $ (4,805) $ (12,329) $ (11,825) $ (12,782) (1) In November 2019, the Company’s Board of Directors approved the termination of the U.S. defined benefit pension plan. Settlement accounting criteria was met in Q4 2020, therefore, all resulting settlement charges occurred in 2020. The plan termination resulted in incremental benefit payments of approximately $100.0 million and termination costs of $17.8 million, which consisted of an $11.6 million non-cash settlement charge and $6.2 million in federal excise tax on surplus assets returned to the Company of approximately $12.4 million, as of December 26, 2020. The following represents amounts recognized in AOCI (before the effect of income taxes): Pension Benefits Other Benefits (In thousands) 2021 2020 2021 2020 Unrecognized net actuarial loss (gain) $ 19,629 $ 26,476 $ (1,893) $ (1,187) Unrecognized prior service credit — — (1,930) (2,401) The Company sponsors one pension plan in the U.K. which comprised 100 percent of the above benefit obligation at December 25, 2021 and December 26, 2020, and 100 percent of the above plan assets at December 25, 2021 and December 26, 2020. As of December 25, 2021, $0.8 million of the actuarial net loss and the remainder of the prior service credit will, through amortization, be recognized as components of net periodic benefit cost in 2022. The aggregate status of all overfunded plans is recognized as an asset and the aggregate status of all underfunded plans is recognized as a liability in the Consolidated Balance Sheets. The amounts recognized as a liability are classified as current or long-term on a plan-by-plan basis. Liabilities are classified as current to the extent the actuarial present value of benefits payable within the next 12 months exceeds the fair value of plan assets, with all remaining amounts classified as long-term. As of December 25, 2021 and December 26, 2020, the total funded status of the plans recognized in the Consolidated Balance Sheets was as follows: Pension Benefits Other Benefits (In thousands) 2021 2020 2021 2020 Current liability $ — $ — $ (962) $ (948) Long-term liability (4,805) (12,329) (10,863) (11,834) Total (underfunded) funded status $ (4,805) $ (12,329) $ (11,825) $ (12,782) The components of net periodic benefit cost (income) are as follows: (In thousands) 2021 2020 2019 Pension benefits: Interest cost $ 1,272 $ 3,260 $ 5,972 Expected return on plan assets (3,671) (5,704) (8,103) Amortization of net loss 1,536 2,305 1,950 Settlement charge — 11,642 — Net periodic benefit (income) cost $ (863) $ 11,503 $ (181) Other benefits: Service cost $ 258 $ 212 $ 260 Interest cost 281 430 609 Amortization of prior service credit (470) (519) (902) Amortization of net gain (103) (193) (88) Curtailment gain — (2,591) — Settlement charge — — (2) Net periodic benefit income $ (34) $ (2,661) $ (123) During 2020, the Company recognized a curtailment gain of $2.6 million related to one of its postretirement benefit plans. The components of net periodic benefit cost (income) other than the service cost component are included in other income, net in the Consolidated Statements of Income. The weighted average assumptions used in the measurement of the Company’s benefit obligations are as follows: Pension Benefits Other Benefits 2021 2020 2021 2020 Discount rate 1.90 % 1.40 % 3.73 % 2.92 % Expected long-term return on plan assets 4.96 % 4.69 % N/A N/A Rate of compensation increases N/A N/A 5.00 % 5.00 % Rate of inflation 3.70 % 3.20 % N/A N/A The weighted average assumptions used in the measurement of the Company’s net periodic benefit cost are as follows: Pension Benefits Other Benefits 2021 2020 2019 2021 2020 2019 Discount rate 1.40 % 1.93 % 3.72 % 2.92 % 3.70 % 4.56 % Expected long-term return on plan assets 4.69 % 3.84 % 5.05 % N/A N/A N/A Rate of compensation increases N/A N/A N/A 5.00 % 5.00 % 5.00 % Rate of inflation 3.20 % 3.20 % 3.40 % N/A N/A N/A The Company’s Mexican postretirement plans use the rate of compensation increase in the benefit formulas. Past service in the U.K. pension plan will be adjusted for the effects of inflation. All other pension and postretirement plans use benefit formulas based on length of service. The annual assumed rate of increase in the per capita cost of covered benefits (i.e., health care cost trend rate) is assumed to range from 4.5 to 6.4 percent for 2022, gradually decrease to 4.1 percent through 2040, and remain at that level thereafter. The health care cost trend rate assumption does not have a significant effect on the amounts reported. Pension Assets The weighted average asset allocation of the Company’s pension fund assets are as follows: Pension Plan Assets Asset category 2021 2020 Equity securities (includes equity mutual funds) 66 % 66 % Multi-asset securities 24 24 Cash and equivalents (includes money market funds) — 1 Alternative investments 10 9 Total 100 % 100 % At December 25, 2021, the long-term target allocation, by asset category, of assets of the Company’s defined benefit pension plans was: (i) equity securities and multi-asset securities, including equity index funds – not less than 70 percent; and (ii) alternative investments – not more than 10 percent. The pension plan obligations are long-term and, accordingly, the plan assets are invested for the long-term. Plan assets are monitored periodically. Based upon results, investment managers and/or asset classes are redeployed when considered necessary. None of the plans’ assets are expected to be returned to the Company during the next fiscal year. The assets of the plans do not include investments in securities issued by the Company. The estimated rates of return on plan assets are the expected future long-term rates of earnings on plan assets and are forward-looking assumptions that materially affect pension cost. Establishing the expected future rates of return on pension assets is a judgmental matter. The Company reviews the expected long-term rates of return on an annual basis and revises as appropriate. The expected long-term rate of return on plan assets was 4.96 percent for 2021 and 4.69 percent in 2020. The Company’s investments for its pension plans are reported at fair value. The following methods and assumptions were used to estimate the fair value of the Company’s plan asset investments: Cash and money market funds – Valued at cost, which approximates fair value. Mutual funds – Valued at the net asset value of shares held by the plans at December 25, 2021 and December 26, 2020, respectively, based upon quoted market prices. Limited partnerships – Limited partnerships comprise a diversified portfolio of real estate investments which are classified as Level 3 due to a lack of observable inputs existing at the measurement date. Accordingly, the estimated fair values may differ significantly from the values that would have been used had a ready market existed for these investments. Limited partnership investments are recorded at estimated fair value based on financial information received from the investment manager. The investment manager determines fair value based upon, among other things, property valuations received from valuation specialists at regular intervals. The following table sets forth by level, within the fair value hierarchy, the assets of the plans at fair value: Fair Value Measurements at December 25, 2021 (In thousands) Level 1 Level 2 Level 3 Total Cash and money market funds $ 292 $ — $ — $ 292 Mutual funds (1) — 71,465 — 71,465 Limited partnerships — — 7,721 7,721 Total $ 292 $ 71,465 $ 7,721 $ 79,478 Fair Value Measurements at December 26, 2020 (In thousands) Level 1 Level 2 Level 3 Total Cash and money market funds $ 492 $ — $ — $ 492 Mutual funds (2) — 71,084 — 71,084 Limited partnerships — — 6,904 6,904 Total $ 492 $ 71,084 $ 6,904 $ 78,480 (1) Approximately 78 percent of mutual funds are actively managed funds and approximately 22 percent of mutual funds are index funds. Additionally, 27 percent of the mutual funds’ assets are invested in non-U.S. multi-asset securities and 73 percent in non-U.S. equities. (2) Approximately 76 percent of mutual funds are actively managed funds and approximately 24 percent of mutual funds are index funds. Additionally, 27 percent of the mutual funds’ assets are invested in non-U.S. multi-asset securities and 73 percent in non-U.S. equities. The table below reflects the changes in the assets of the plan measured at fair value on a recurring basis using significant unobservable inputs (level 3 of fair value hierarchy) during the year ended December 25, 2021: (In thousands) Limited Partnerships Balance, December 26, 2020 $ 6,904 Net appreciation in fair value 817 Balance, December 25, 2021 $ 7,721 Contributions and Benefit Payments The Company does not expect to contribute to the U.K. pension plan, other than to reimburse expenses, and expects to contribute $1.0 million to its other postretirement benefit plans in 2022. The Company expects future benefits to be paid from the plans as follows: (In thousands) Pension Benefits Other Benefits 2022 $ 2,861 $ 962 2023 2,970 1,029 2024 3,082 1,029 2025 3,199 1,011 2026 3,320 1,016 2027-2031 18,586 4,511 Total $ 34,018 $ 9,558 Multiemployer Plan The Company contributes to the IAM National Pension Fund, National Pension Plan (IAM Plan), a multiemployer defined benefit plan. Participation in the IAM Plan was negotiated under the terms of two collective bargaining agreements in Port Huron, Michigan, the Local 218 IAM and Local 44 UAW that expire on May 7, 2023 and June 26, 2022, respectively. The Employer Identification Number for this plan is 51-6031295. The risks of participating in multiemployer plans are different from single-employer plans in the following aspects: (i) assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers; (ii) if a participating employer stops contributing to the plan, the underfunded obligations of the plan may be borne by the remaining participating employers; (iii) if the Company chooses to stop participating in the plan, the Company may be required to pay the plan an amount based on the underfunded status of the plan, referred to as a withdrawal liability. The Company makes contributions to the IAM Plan trusts that cover certain union employees; contributions by employees are not permitted. Contributions to the IAM Plan were approximately $1.3 million in 2021, $1.2 million in 2020, and $1.2 million in 2019. The Company’s contributions are less than five percent of total employer contributions made to the IAM Plan indicated in the most recently filed Form 5500. Under the Pension Protection Act of 2006, the IAM Plan’s actuary must certify the plan’s zone status annually. Plans in the red zone are generally less than 65 percent funded, plans in the yellow zone are less than 80 percent funded, and plans in the green zone are at least 80 percent funded. If a plan is determined to be in endangered status, red zone or yellow zone, the plan’s trustees must develop a formal plan of corrective action, a Financial Improvement Plan and/or a Rehabilitation Plan. For 2021 and 2020 the IAM Plan was well funded over 89 percent; but remained in the red zone due to the trustees’ election to voluntarily place the fund in critical status in 2019 to strengthen the its funding position. The fund has remained in critical status since that election and is not projected to emerge from critical status in the upcoming year. The plan seeks to strengthen its financial health by reducing and eliminating most adjustable benefits as allowed by federal law. 401(k) Plans The Company sponsors voluntary employee savings plans that qualify under Section 401(k) of the Internal Revenue Code of 1986. Compensation expense for the Company’s matching contribution to the 401(k) plans was $4.5 million in 2021, $4.0 million in 2020, and $4.2 million in 2019. The Company match is a cash contribution. Participants direct the investment of their account balances by allocating among a range of asset classes including mutual funds (equity, fixed income, and balanced funds) and money market funds. The plans do not allow direct investment in securities issued by the Company. UMWA Benefit Plans In October 1992, the Coal Industry Retiree Health Benefit Act of 1992 (1992 Act) was enacted. The 1992 Act mandates a method of providing for postretirement benefits to the United Mine Workers of America (UMWA) current and retired employees, including some retirees who were never employed by the Company. In October 1993, beneficiaries were assigned to the Company and the Company began its mandated contributions to the UMWA Combined Benefit Fund, a multiemployer trust. Beginning in 1994, the Company was required to make contributions for assigned beneficiaries under an additional multiemployer trust created by the 1992 Act, the UMWA 1992 Benefit Plan. The ultimate amount of the Company’s liability under the 1992 Act will vary due to factors which include, among other things, the validity, interpretation, and regulation of the 1992 Act, its joint and several obligation, the number of valid beneficiaries assigned, and the extent to which funding for this obligation will be satisfied by transfers of excess assets from the 1950 UMWA pension plan and transfers from the Abandoned Mine Reclamation Fund. Contributions to the plan were $134 thousand, $57 thousand, and $223 thousand for the years ended 2021, 2020, and 2019, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 25, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Environmental The Company is subject to federal, state, local, and foreign environmental laws and regulations. For all properties, the Company has provided and charged to expense $5.0 million in 2021, $4.2 million in 2020, and $1.7 million in 2019 for pending environmental matters. Environmental reserves totaled $27.4 million at December 25, 2021 and $24.0 million at December 26, 2020. As of December 25, 2021, the Company expects to spend $9.6 million in 2022, $3.1 million in 2023, $0.8 million in 2024, $0.9 million in 2025, $0.7 million in 2026, and $12.3 million thereafter for ongoing projects. Non-operating Properties Southeast Kansas Sites The Kansas Department of Health and Environment (KDHE) has contacted the Company regarding environmental contamination at three former smelter sites in Kansas (Altoona, East La Harpe, and Lanyon). The Company is not a successor to the companies that operated these smelter sites, but has explored possible settlement with KDHE and other potentially responsible parties (PRP) in order to avoid litigation. The Company in February 2022 reached a settlement with another PRP relating to these three sites. Under the terms of that agreement, the Company will pay $5.6 million, which was previously reserved, in exchange for the other PRP’s agreement to conduct or fund any required remediation with the geographic boundaries of the three sites (namely, the parcel(s) on which the former smelters were located), plus coverage of certain off-site areas (namely, contamination that migrated by surface water runoff or air emissions from the Altoona or East La Harpe site, and smelter materials located within 50 feet of the geographic boundary of each site). The settlement does not cover certain matters, including potential liability related to the remediation of the town of Iola which is not estimable at this time. The other PRP will also provide an indemnity that would cover third-party cleanup claims for those sites, subject to a time limit and a cap. Altoona. Another PRP conducted a site investigation of the Altoona site under a consent decree with KDHE and submitted a removal site evaluation report recommending a remedy. The remedial design plan, which covers both on-site and certain off-site cleanup costs, was approved by the KDHE in 2016. Construction of the remedy was completed in 2018. According to KDHE, repais to the remedy were scheduled to be conducted in the fall of 2021. East La Harpe. At the East La Harpe site, the Company and two other PRPs conducted a site study evaluation under KDHE supervision and prepared a site cleanup plan approved by KDHE. In 2016, the corporate parent (Peabody Energy) of a third party that the Company understands may owe indemnification obligations to one of the other PRPs (Blue Tee) in connection with the East La Harpe site filed for protection under Chapter 11 of the U.S. Bankruptcy Code. KDHE has extended the deadline for the PRPs to develop a repository design plan to allow for wetlands permitting to take place. In December 2018, KDHE provided a draft agreement which contemplates the use of funds KDHE obtained from two other parties (Peabody Energy and Blue Tee) to fund part of the remediation, and removes Blue Tee from the PRPs’ agreement with KDHE. The Company is currently negotiating the terms of the draft agreement, but pursuant to the terms of the settlement with the other PRP noted above, the Company expects the remediation to be conducted and paid for entirely by the other PRP. Lanyon. With respect to the Lanyon Site, in 2016, the Company received a general notice letter from the United States Environmental Protection Agency (EPA) asserting that the Company is a PRP, which the Company has denied. EPA issued an interim record of decision in 2017 and has been remediating properties at the site. According to EPA, 1,371 properties in total will be remediated, and the work will be completed in the fall of 2022. Shasta Area Mine Sites Mining Remedial Recovery Company (MRRC), a wholly owned subsidiary, owns certain inactive mines in Shasta County, California. MRRC has continued a program, begun in the late 1980s, of implementing various remedial measures, including sealing mine portals with concrete plugs in portals that were discharging water. The sealing program achieved significant reductions in the metal load in discharges from these adits; however, additional reductions are required pursuant to an order issued by the California Regional Water Quality Control Board (QCB). In response to a 1996 QCB Order, MRRC completed a feasibility study in 1997 describing measures designed to mitigate the effects of acid rock drainage. In December 1998, the QCB modified the 1996 order extending MRRC’s time to comply with water quality standards. In September 2002, the QCB adopted a new order requiring MRRC to adopt Best Management Practices (BMP) to control discharges of acid mine drainage, and again extended the time to comply with water quality standards until September 2007. During that time, implementation of BMP further reduced impacts of acid rock drainage; however, full compliance has not been achieved. The QCB is presently renewing MRRC’s discharge permit and will concurrently issue a new order. It is expected that the new 10-year permit will include an order requiring continued implementation of BMP through 2032 to address residual discharges of acid rock drainage. At this site, MRRC spent approximately $1.5 million from 2019 through 2021 for remediation, and currently estimates that it will spend between approximately $14.0 million and $16.0 million over the next 30 years and has accrued a reserve at the low end of this range. Lead Refinery Site U.S.S. Lead Refinery, Inc. (Lead Refinery), a non-operating wholly owned subsidiary of MRRC, has conducted corrective action and interim remedial activities (collectively, Site Activities) at Lead Refinery’s East Chicago, Indiana site pursuant to the Resource Conservation and Recovery Act since December 1996. Although the Site Activities have been substantially concluded, Lead Refinery is required to perform monitoring and maintenance-related activities pursuant to a post-closure permit issued by the Indiana Department of Environmental Management effective as of March 2, 2013. Lead Refinery spent approximately $0.5 million from 2019 through 2021 with respect to this site. Approximate costs to comply with the post-closure permit, including associated general and administrative costs, are estimated at between $1.6 million and $2.3 million over the next 15 years. The Company has recorded a reserve at the low end of this range. On April 9, 2009, pursuant to the Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), the U.S. Environmental Protection Agency (EPA) added the Lead Refinery site and surrounding properties to the National Priorities List (NPL). On July 17, 2009, Lead Refinery received a written notice from the EPA indicating that it may be a PRP under CERCLA due to the release or threat of release of hazardous substances including lead into properties surrounding the Lead Refinery NPL site. The EPA identified two other PRPs in connection with that matter. In November 2012, the EPA adopted a remedy for the surrounding properties and in September 2014, the EPA announced that it had entered into a settlement with the two other PRPs whereby they will pay approximately $26.0 million to fund the cleanup of approximately 300 properties surrounding the Lead Refinery NPL site (zones 1 and 3 of operable unit 1) and perform certain remedial action tasks. On November 8, 2016, the Company, its subsidiary Arava Natural Resources Company, Inc. (Arava), and Arava’s subsidiary MRRC each received general notice letters from the EPA asserting that they may be PRPs in connection with the Lead Refinery NPL site. The Company, Arava, and MRRC have denied liability for any remedial action and response costs associated with the Lead Refinery NPL site. In June 2017, the EPA requested that Lead Refinery conduct, and the Company fund, a remedial investigation and feasibility study of operable unit 2 of the Lead Refinery NPL site pursuant to a proposed administrative settlement agreement and order on consent. The Company and Lead Refinery entered into that agreement in September 2017. The Company has made a capital contribution to Lead Refinery to conduct the remedial investigation and feasibility study with respect to operable unit 2 and has provided financial assurance in the amount of $1.0 million. The remedial investigation and feasibility study remain ongoing. The EPA has also asserted its position that Mueller is a responsible party for the Lead Refinery NPL site, and accordingly is responsible for a share of remedial action and response costs at the site and in the adjacent residential area. In January 2018, the EPA issued two unilateral administrative orders (UAOs) directing the Company, Lead Refinery, and four other PRPs to conduct soil and interior remediation of certain residences at the Lead Refinery NPL site (zones 2 and 3 of operable unit 1). The Company and Lead Refinery have reached agreement with the four other PRPs to implement these two UAOs, with the Company agreeing to pay, on an interim basis, (i) an estimated $4.5 million (subject to potential change through a future reallocation process) of the approximately $25.0 million the PRPs estimated it would cost to implement the UAOs, which estimate is subject to change, and (ii) $2.0 million relating to past costs incurred by other PRPs for work conducted at the site, as well as the possibility of up to $0.7 million in further payments for ongoing work by those PRPs. As of year-end, the Company has made payments of approximately $7.6 million related to the aforementioned agreement with the other PRPs. The Company disputes that it was properly named in the UAOs, and has reserved its rights to petition the EPA for reimbursement of any costs incurred to comply with the UAOs upon the completion of the work required therein. The Company and Lead Refinery are also evaluating entry into an administrative settlement agreement and order on consent with the EPA, along with the four other PRPs, which would involve payment of certain past and future costs relating to operable unit 1, in exchange for certain releases and contribution protection for the Company, Lead Refinery and their respective affiliates relating to that operable unit. The Company reserved $3.3 million for this settlement at the end of 2021. In October 2017 and March 2018, separate groups of private plaintiffs sued the Company, Arava, MRRC, and Lead Refinery, along with other defendants, in two civil tort actions relating to the site. The Company, Arava, and MRRC have been voluntarily dismissed from both litigations without prejudice. Lead Refinery’s motion to dismiss one of the matters was granted without prejudice, but plaintiffs in that case have sought to amend their complaint. At this juncture, the Company is unable to determine the likelihood of a material adverse outcome or the amount or range of a potential loss in excess of the current reserve with respect to any remedial action or litigation relating to the Lead Refinery NPL site, either at Lead Refinery’s former operating site (operable unit 2) or the adjacent residential area (operable unit 1), including, but not limited to, EPA oversight costs for which EPA may attempt to seek reimbursement from the Company, and past costs for which other PRPs may attempt to seek contribution from the Company. Bonita Peak Mining District Following an August 2015 spill from the Gold King Mine into the Animas River near Silverton, Colorado, the EPA listed the Bonita Peak Mining District on the NPL. Said listing was finalized in September 2016. The Bonita Peak Mining District encompasses 48 mining sites within the Animas River watershed, including the Sunnyside Mine, the American Tunnel, and the Sunbank Group. On or about July 25, 2017, Washington Mining Company (Washington Mining) (a wholly-owned subsidiary of the Company’s wholly-owned subsidiary, Arava), received a general notice letter from the EPA stating that Washington Mining may be a PRP under CERCLA in connection with the Bonita Peak Mining District site and therefore responsible for the remediation of certain portions of the site, along with related costs incurred by the EPA. Shortly thereafter, the Company received a substantively identical letter asserting that it may be a PRP at the site and similarly responsible for the cleanup of certain portions of the site. The general notice letters identify one other PRP at the site, and do not require specific action by Washington Mining or the Company at this time. At this juncture, the Company is unable to determine the likelihood of a materially adverse outcome or the amount or range of a potential loss with respect to any remedial action related to the Bonita Peak Mining District NPL site. Operating Properties Mueller Copper Tube Products, Inc. In 1999, Mueller Copper Tube Products, Inc. (MCTP), a wholly owned subsidiary, commenced a cleanup and remediation of soil and groundwater at its Wynne, Arkansas plant to remove trichloroethylene, a cleaning solvent formerly used by MCTP. On August 30, 2000, MCTP received approval of its Final Comprehensive Investigation Report and Storm Water Drainage Investigation Report addressing the treatment of soils and groundwater from the Arkansas Department of Environmental Quality (ADEQ). The Company established a reserve for this project in connection with the acquisition of MCTP in 1998. Effective November 17, 2008, MCTP entered into a Settlement Agreement and Administrative Order by Consent to submit a Supplemental Investigation Work Plan (SIWP) and subsequent Final Remediation Work Plan (RWP) for the site. By letter dated January 20, 2010, ADEQ approved the SIWP as submitted, with changes acceptable to the Company. On December 16, 2011, MCTP entered into an amended Administrative Order by Consent to prepare and implement a revised RWP regarding final remediation for the Site. The remediation system was activated in February 2014. Costs to implement the work plans, including associated general and administrative costs, are estimated to approximate $0.7 million to $0.9 million over the next four years. The Company has recorded a reserve at the low end of this range. United States Department of Commerce Antidumping Review On December 24, 2008, the Department of Commerce (DOC) initiated an antidumping administrative review of the antidumping duty order covering circular welded non-alloy steel pipe and tube from Mexico for the November 1, 2007 through October 31, 2008 period of review. The DOC selected Mueller Comercial as a respondent in the review. On April 19, 2010, the DOC published the final results of the review and assigned Mueller Comercial an antidumping duty rate of 48.33 percent. On May 25, 2010, the Company appealed the final results to the U.S. Court of International Trade (CIT). On December 16, 2011, the CIT issued a decision remanding the Department’s final results. While the matter was still pending, the Company and the United States reached an agreement to settle the appeal. Subject to the conditions of the agreement, the Company anticipated that certain of its subsidiaries would incur antidumping duties on subject imports made during the period of review and, as such, established a reserve for this matter. After the lapse of the statutory period of time during which U.S. Customs and Border Protection (CBP) was required, but failed, to liquidate the entries at the settled rate, the Company released the reserve. Between October 30, 2015 and November 27, 2015, CBP sent a series of invoices to Southland Pipe Nipples Co., Inc. (Southland), requesting payment of approximately $3.0 million in duties and interest in connection with 795 import entries made during the November 1, 2007 through October 31, 2008 period. On January 26, 2016 and January 27, 2016, Southland filed protests with CBP in connection with these invoices, noting that CBP’s asserted claims were not made in accordance with applicable law, including statutory provisions governing deemed liquidation. The Company believes in the merits of the legal objections raised in Southland’s protests, and CBP’s response to Southland’s protests is currently pending. Given the procedural posture and issues raised by this legal dispute, the Company cannot estimate the amount of potential duty liability, if any, that may result from CBP’s asserted claims. Deepwater Horizon Economic and Property Damage Claim During 2020, Mueller Copper Tube Company, a wholly owned subsidiary of the Company, collected approximately $22.1 million related to its claim under the Deepwater Horizon Economic and Property Damage Settlement Program. The collected amount represent settlement proceeds received after the payment of fees and expenses. Guarantees Guarantees, in the form of letters of credit, are issued by the Company generally to assure the payment of insurance deductibles, certain retiree health benefits, and debt at certain unconsolidated affiliates. The terms of the guarantees are generally one year but are renewable annually as required. These letters are primarily backed by the Company’s revolving credit facility. The maximum payments that the Company could be required to make under its guarantees at December 25, 2021 were $28.9 million. Other The Company is involved in certain litigation as a result of claims that arose in the ordinary course of business, which management believes will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows. It may also realize the benefit of certain legal claims and litigation in the future; these gain contingencies are not recognized in the Consolidated Financial Statements. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 25, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of income before income taxes were taxed under the following jurisdictions: (In thousands) 2021 2020 2019 Domestic $ 518,080 $ 144,770 $ 112,812 Foreign 123,059 64,419 53,271 Income before income taxes $ 641,139 $ 209,189 $ 166,083 Income tax expense consists of the following: (In thousands) 2021 2020 2019 Current tax expense: Federal $ 107,804 $ 37,964 $ 19,066 Foreign 34,455 16,221 12,727 State and local 16,186 5,182 3,892 Current tax expense 158,445 59,367 35,685 Deferred tax expense (benefit): Federal (3,504) (5,991) 1,725 Foreign 2,572 90 (2,311) State and local 8,345 1,855 158 Deferred tax expense (benefit) 7,413 (4,046) (428) Income tax expense $ 165,858 $ 55,321 $ 35,257 The difference between the reported income tax expense and a tax determined by applying the applicable U.S. federal statutory income tax rate to income before income taxes is reconciled as follows: (In thousands) 2021 2020 2019 Expected income tax expense $ 134,639 $ 43,930 $ 34,892 State and local income tax, net of federal benefit 21,132 5,949 3,234 Effect of foreign statutory rates different from U.S. and other foreign adjustments 11,185 2,783 (882) Investment in unconsolidated affiliates (679) (387) 538 Other, net (419) 3,046 (2,525) Income tax expense $ 165,858 $ 55,321 $ 35,257 The Company continues to assert that the undistributed earnings of most of its foreign subsidiaries are permanently reinvested. No taxes have been accrued with respect to these undistributed earnings or any outside basis differences. The Company has elected to provide for the tax expense related to global intangible low-taxed income (GILTI) in the year the tax is incurred. The Company includes interest and penalties related to income tax matters as a component of income tax expense, none of w hich was material in 2021, 2020, and 2019. During 2021, the Internal Revenue Service completed its audit of the Company’s 2015 and 2017 tax returns, the results of which were immaterial to the Consolidated Financial Statements. The statute of limitations is open for the Company’s federal tax return for 2018 and all subsequent years. The statutes of limitations for most state returns are open for 2018 and all subsequent years, and some state and foreign returns are also open for some earlier tax years due to differing statute periods. While the Company believes that it is adequately reserved for possible audit adjustments, the final resolution of these examinations cannot be determined with certainty and could result in final settlements that differ from current estimates. The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below: (In thousands) 2021 2020 Deferred tax assets: Inventories $ 15,153 $ 13,910 Other postretirement benefits and accrued items 8,382 11,477 Other reserves 9,962 7,782 Foreign tax attributes 6,410 6,250 State tax attributes, net of federal benefit 12,043 21,178 Stock-based compensation 3,608 3,751 Right of use liability 4,988 6,034 Basis difference in unconsolidated affiliates 7,690 8,478 Total deferred tax assets 68,236 78,860 Less valuation allowance (26,624) (27,199) Deferred tax assets, net of valuation allowance 41,612 51,661 Deferred tax liabilities: Property, plant, and equipment 45,804 48,990 Right of use asset 5,099 6,157 Other liabilities 1,765 638 Total deferred tax liabilities 52,668 55,785 Net deferred tax liabilities $ (11,056) $ (4,124) As of December 25, 2021, after consideration of the federal impact, the Company had state income tax credit carryforwards of $1.7 million, all of which expire by 2024, and state net operating loss (NOL) carryforwards with potential tax benefits of $10.4 million, after consideration of the federal impact, expiring between 2022 and 2036. The state tax credit and NOL carryforwards were fully offset by valuation allowances. As of December 25, 2021, the Company had other foreign tax attributes with potential tax benefits of $4.6 million, which have an unlimited life and were fully offset by a valuation allowance. The Company also had other foreign tax attributes of $1.8 million, which have limited lives expiring between 2030 and 2038, which are offset by a valuation allowance of $0.6 million. The Company has also recorded a valuation allowance against deferred tax assets related to the book-tax differences in investments in unconsolidated affiliates. Income taxes paid were approximately $132.9 million in 2021, $49.3 million in 2020, and $41.8 million in 2019. |
Equity
Equity | 12 Months Ended |
Dec. 25, 2021 | |
Equity [Abstract] | |
Equity | EquityThe Company’s Board of Directors has extended, until July 2022, its authorization to repurchase up to 20 million shares of the Company’s common stock through open market transactions or through privately negotiated transactions. The Company has no obligation to purchase any shares and may cancel, suspend, or extend the time period for the purchase of shares at any time. Any purchases will be funded primarily through existing cash and cash from operations. The Company may hold any shares purchased in treasury or use a portion of the repurchased shares for its stock-based compensation plans, as well as for other corporate purposes. From its initial authorization in 1999 through December 25, 2021, the Company has repurchased approximately 6.5 million shares under this authorization. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 25, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company has in effect stock incentive plans under which stock-based awards have been granted to certain employees and members of its Board of Directors. Under these existing plans, the Company may grant stock options, restricted stock awards, and performance stock awards. Approximately 1.5 million shares were available for future stock incentive awards at December 25, 2021. During the years ended December 25, 2021, December 26, 2020, and December 28, 2019, the Company recognized stock-based compensation, as a component of selling, general, and administrative expense, in its Consolidated Statements of Income of $9.8 million, $8.6 million, and $8.7 million, respectively. The total compensation expense not yet recognized related to stock incentive awards at December 25, 2021 was $21.0 million, with an average expense recognition period of 2.7 years. The Company generally issues treasury shares when stock options are exercised, or when restricted stock awards or performance stock awards are granted. A summary of the activity and related information follows: Stock Options Restricted Stock Awards Performance Stock Awards (Shares in thousands) Shares Weighted Average Exercise Price Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Beginning of period 793 $ 26.81 706 $ 30.89 $ 495 $ 30.50 Granted 28 46.19 91 44.08 142 43.46 Exercised/Released (194) 24.20 (217) 32.39 — — Forfeited (12) 31.83 (3) 34.20 (13) 29.61 End of period 615 $ 28.42 577 $ 32.40 624 $ 33.46 Stock Options Stock options are generally granted to purchase shares of common stock at an exercise price equal to the average of the high and low market price of the Company’s stock on the grant date. Generally, the awards vest within five years from the grant date. Any unexercised options expire after not more than ten years. The fair value of each option is estimated as a single award and amortized into compensation expense on a straight-line or accrual basis over its vesting period based on its vesting schedule. The Company estimates the fair value of all stock option awards as of the grant date by applying the Black-Scholes-Merton option pricing model. The use of this valuation model in the determination of compensation expense involves certain assumptions that are judgmental and/or highly sensitive including the expected life of the option, stock price volatility, risk-free interest rate, and dividend yield. Additionally, forfeitures are not estimated at the time of valuation; they are recognized as they occur. The weighted average of key assumptions used in determining the fair value of options granted and a discussion of the methodology used to develop each assumption are as follows: 2021 2020 2019 Fair value of stock options on grant date $ 15.60 $ 6.81 $ 8.78 Expected term 7.9 years 7.9 years 7.8 years Expected price volatility 33.6 % 31.9 % 28.6 % Risk-free interest rate 1.3 % 0.6 % 2.4 % Dividend yield 1.1 % 1.7 % 1.4 % Expected term – This is the period of time estimated based on historical experience over which the options granted are expected to remain outstanding. An increase in the expected term will increase compensation expense. Expected price volatility – This is a measure of the amount by which a price has fluctuated or is expected to fluctuate. The Company uses actual historical changes in the market value of its stock to calculate the volatility assumption. Daily market value changes from the grant date over a past period representative of the expected term of the options are used. An increase in the expected price volatility rate will increase compensation expense. Risk-free interest rate – This is the U.S. Treasury rate for the week of the grant, having a term representative of the expected term of the options. An increase in the risk-free rate will increase compensation expense. Dividend yield – This rate is the annual dividends per share as a percentage of the Company’s stock price. An increase in the dividend yield will decrease compensation expense. The total intrinsic value of options exercised was $3.8 million, $2.4 million, and $1.6 million in 2021, 2020, and 2019, respectively. The total fair value of options that vested was $0.4 million, $0.7 million, and $1.0 million in 2021, 2020, and 2019. At December 25, 2021, the aggregate intrinsic value of all outstanding options was $18.5 million with a weighted average remaining contractual term of 4.9 years. Of the outstanding options, 402 thousand are currently exercisable with an aggregate intrinsic value of $12.8 million, a weighted average exercise price of $26.75, and a weighted average remaining contractual term of 4.3 years. Restricted Stock Awards The fair value of each restricted stock award equals the fair value of the Company’s stock on the grant date and is amortized into compensation expense on a straight-line or accrual basis over its vesting period based on its vesting schedule. The weighted average grant-date fair value of awards granted during 2021, 2020, and 2019 was $44.08, $29.00, and $28.64, respectively. The aggregate intrinsic value of outstanding and unvested awards was $33.7 million at December 25, 2021. The total fair value of awards that vested was $7.0 million, $5.6 million, and $5.6 million in 2021, 2020, and 2019, respectively. Performance Stock Awards Performance stock awards require achievement of certain performance criteria which are predefined by the Compensation Committee of the Board of Directors at the time of grant. The fair value of each performance stock award equals the fair value of the Company’s stock on the grant date. Performance stock awards are vested and released at the end of the performance period if the predefined performance criteria are achieved. For all performance stock awards, in the event the certified results equal the predefined performance criteria, the Company will grant the number of shares equal to the target award. In the event the certified results exceed the predefined performance criteria, additional shares up to the maximum award will be granted. In the event the certified results fall below the predefined performance criteria but above the minimum threshold, a reduced number of shares will be granted. If the certified results fall below the minimum threshold, no shares will be granted. In the period it becomes probable that the minimum threshold specified in the award will be achieved, the Company recognizes expense for the proportionate share of the total fair value of the performance stock awards related to the vesting period that has already lapsed for the shares expected to vest and be released. The remaining fair value of the shares expected to vest and be released is expensed on a straight-line basis over the balance of the vesting period. In the event the Company determines it is no longer probable that it will achieve the minimum threshold specified in the award, all of the previously recognized compensation expense is reversed in the period such a determination is made. The weighted average grant-date fair value of awards granted during 2021, 2020, and 2019 was $43.46, $29.61, and $29.11, respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 25, 2021 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) AOCI includes certain foreign currency translation adjustments from those subsidiaries not using the U.S. dollar as their functional currency, net deferred gains and losses on certain derivative instruments accounted for as cash flow hedges, adjustments to pension and other post-employment benefit liabilities, and other comprehensive income attributable to unconsolidated affiliates. The following table provides changes in AOCI by component, net of taxes and noncontrolling interest (amounts in parentheses indicate debits to AOCI): (In thousands) Cumulative Translation Adjustment Unrealized Gain (Loss) on Derivatives Pension/ Attributable to Unconsol. Affiliates Total Balance at December 28, 2019 $ (46,198) $ 476 $ (21,855) $ (1,193) $ (68,770) Other comprehensive income (loss) before reclassifications 8,859 (4,583) (3,639) (132) 505 Amounts reclassified from AOCI — 5,091 8,291 — 13,382 Balance at December 26, 2020 (37,339) 984 (17,203) (1,325) (54,883) Other comprehensive (loss) income before reclassifications (4,964) 2,361 4,899 978 3,274 Amounts reclassified from AOCI — (2,542) 804 — (1,738) Balance at December 25, 2021 $ (42,303) $ 803 $ (11,500) $ (347) $ (53,347) Reclassification adjustments out of AOCI were as follows: Amount reclassified from AOCI (In thousands) 2021 2020 2019 Affected Line Item Unrealized losses (gains) on derivatives: Commodity contracts $ (3,848) $ 6,337 $ (587) Cost of goods sold 1,306 (1,246) 101 Income tax expense (benefit) $ (2,542) $ 5,091 $ (486) Net of tax and noncontrolling interests Amortization of net loss (gain) and prior service cost on employee benefit plans $ — $ 11,642 $ — Pension plan termination expense 963 (998) 960 Other income, net (159) (2,353) (163) Income tax benefit $ 804 $ 8,291 $ 797 Net of tax and noncontrolling interests |
Quarterly Financial Information
Quarterly Financial Information (Unaudited) | 12 Months Ended |
Dec. 25, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information (Unaudited) | Quarterly Financial Information (Unaudited) (1) (In thousands, except per share data) First Second Third Fourth 2021 Net sales $ 818,148 $ 1,012,592 $ 982,248 $ 956,357 Gross profit (2) 149,730 212,880 237,983 229,763 Consolidated net income (3) 65,238 110,932 172,256 126,698 Net income attributable to Mueller Industries, Inc. 63,107 108,832 170,980 125,601 Basic earnings per share 1.13 1.95 3.05 2.24 Diluted earnings per share 1.11 1.92 3.01 2.21 Dividends per share 0.13 0.13 0.13 0.13 2020 Net sales $ 602,919 $ 500,168 $ 619,105 $ 675,851 Gross profit (2) 94,204 97,009 118,325 122,344 Consolidated net income (4) 33,951 28,487 43,957 37,254 Net income attributable to Mueller Industries, Inc. 32,415 27,956 42,702 36,420 Basic earnings per share 0.58 0.50 0.77 0.65 Diluted earnings per share 0.57 0.50 0.76 0.64 Dividends per share 0.10 0.10 0.10 0.10 (1) The sum of quarterly amounts may not equal the annual amounts reported due to rounding. In addition, the earnings per share amounts are computed independently for each quarter, while the full year is based on the weighted average shares outstanding. (2) Gross profit is net sales less cost of goods sold, which excludes depreciation and amortization. (3) Includes income earned by H&C Flex, acquired during Q1 2021, and Mueller Middle East, acquired during Q4 2021. |
Schedule Ii-Valuation And Quali
Schedule Ii-Valuation And Qualifying Accounts | 12 Months Ended |
Dec. 25, 2021 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule Ii-Valuation and Qualifying Accounts | MUELLER INDUSTRIES, INC. SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS Years Ended December 25, 2021, December 26, 2020, and December 28, 2019 Additions (In thousands) Balance at beginning of year Charged to costs and expenses Other additions Deductions Balance at end 2021 Allowance for doubtful accounts $ 1,538 $ 1,216 $ — $ 164 $ 2,590 Environmental reserves $ 24,001 $ 4,964 $ — $ 1,539 $ 27,426 Valuation allowance for deferred tax assets $ 27,199 $ 108 $ 642 $ 1,325 $ 26,624 2020 Allowance for doubtful accounts $ 770 $ 1,208 $ — $ 440 $ 1,538 Environmental reserves $ 20,866 $ 4,242 $ — $ 1,107 $ 24,001 Valuation allowance for deferred tax assets $ 23,130 $ 2,317 $ 1,898 $ 146 $ 27,199 2019 Allowance for doubtful accounts $ 836 $ (81) $ 263 $ 248 $ 770 Environmental reserves $ 23,619 $ 1,659 $ — $ 4,412 $ 20,866 Valuation allowance for deferred tax assets $ 25,311 $ 2,919 $ 290 $ 5,390 $ 23,130 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 25, 2021 | |
Accounting Policies [Abstract] | |
Fiscal Years | Fiscal Years The Company’s fiscal year consists of 52 weeks ending on the last Saturday of December. These dates were December 25, 2021, December 26, 2020, and December 28, 2019. |
Basis of Presentation | Basis of Presentation The Consolidated Financial Statements include the accounts of Mueller Industries, Inc. and its majority-owned subsidiaries. The noncontrolling interests represent a private ownership interest of 40 percent of Jungwoo Metal Ind. Co., LTD (Jungwoo-Mueller). In addition, as of December 25, 2021 this includes a 45 percent ownership interest of Mueller Middle East BSC (Mueller Middle East). Certain prior year balances have been reclassified to conform to current year presentation. |
Revenue Recognition | Revenue Recognition Given the nature of the Company’s business and product offerings, sales transactions with customers are generally comprised of a single performance obligation that involves delivery of the products identified in the contracts with customers. Performance obligations are generally satisfied at the point in time of shipment and payment is generally due within sixty days. Variable consideration is estimated for future rebates on certain product lines and product returns. The Company records variable consideration as an adjustment to the transaction price in the period it is incurred. Since variable consideration is settled within a short period of time, the time value of money is not significant. The cost of shipping product to customers is expensed as incurred as a component of cost of goods sold. |
Acquisitions | AcquisitionsAccounting for acquisitions requires the Company to recognize separately from goodwill the assets acquired and liabilities assumed at their acquisition date fair values. Goodwill is measured as the excess of the purchase price over the net amount allocated to the identifiable assets acquired and liabilities assumed. While management uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. The operating results generated by the acquired businesses are included in the Consolidated Statements of Income from their respective dates of acquisition. Acquisition related costs are expensed as incurred. |
Cash Equivalents and Restricted Cash | Cash Equivalents and Restricted Cash Temporary investments with original maturities of three months or less are considered to be cash equivalents. These investments are stated at cost. At December 25, 2021 and December 26, 2020, temporary investments consisted of money |
Allowance for Doubtful Accounts | Allowance for Doubtful AccountsThe Company routinely grants credit to many of its customers without collateral. The risk of credit loss in trade receivables is substantially mitigated by the credit evaluation process. The Company provides an allowance for receivables that may not be fully collected. In circumstances where the Company is aware of a customer’s inability to meet their financial obligations (e.g., bankruptcy filings or substantial credit rating downgrades), it records an allowance for doubtful accounts against amounts due to reduce the net recognized receivable to the amount it believes most likely will be collected. For all other customers, the Company recognizes an allowance for doubtful accounts based on its historical collection experience and the impact of current economic conditions. If circumstances change (e.g., greater than expected defaults or an unexpected material change in a major customer’s ability to meet their financial obligations), the Company could change its estimate of the recoverability of amounts due by a material amount. Historically, credit losses have been within management’s expectations. |
Inventories | Inventories The Company’s inventories are valued at the lower-of-cost-or-market. The material component of its U.S. copper tube and copper fittings inventories is valued on a LIFO basis and the non-material components of U.S. copper tube and copper fittings inventories are valued on a FIFO basis. The material component of its U.K. and Canadian copper tube inventories are valued on a FIFO basis. The material component of its brass rod and forgings inventories are valued on a FIFO basis. Certain inventories are valued on an average cost basis. Elements of cost in finished goods inventory in addition to the cost of material include depreciation, amortization, utilities, maintenance, production wages, and transportation costs. |
Leases | Leases The Company leases certain manufacturing facilities, distribution centers, office space, and equipment. Leases with an initial term of twelve months or less are not recorded on the balance sheet; expense for these leases is recognized on a straight line-basis over the term of the lease. Most of the Company’s leases include one or more options to renew up to five years and have remaining terms of one |
Property, Plant, and Equipment | Property, Plant, and Equipment Property, plant, and equipment is stated at cost less accumulated depreciation. Expenditures for major additions and improvements are capitalized, while minor replacements, maintenance, and repairs are charged to expense as incurred. Depreciation of buildings, machinery, and equipment is provided on the straight-line method over the estimated useful lives ranging from 20 to 40 years for buildings and five |
Goodwill | Goodwill Goodwill is recognized for the excess of the purchase price over the fair value of tangible and identifiable intangible net assets of businesses acquired. Several factors give rise to goodwill in business acquisitions, such as the expected benefit from synergies of the combination and the existing workforce of the acquired business. Goodwill is evaluated annually for possible impairment as of the first day of the fourth quarter unless circumstances indicate the need to accelerate the timing of the evaluation. In the evaluation of goodwill impairment, management performs a qualitative assessment to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the qualitative assessment is not conclusive, management compares the fair value of a reporting unit with its carrying amount and will recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to the reporting unit. |
Investment in Unconsolidated Affiliate | Investments in Unconsolidated Affiliates Tecumseh The Company owns a 50 percent interest in an unconsolidated affiliate that acquired Tecumseh Products Company (Tecumseh). The Company also owns a 50 percent interest in a second unconsolidated affiliate that provides financing to Tecumseh. These investments are recorded using the equity method of accounting, as the Company can exercise significant influence but does not own a majority equity interest or otherwise control the respective entities. Under the equity method of accounting, these investments are stated at initial cost and are adjusted for subsequent additional investments and the Company’s proportionate share of earnings or losses and distributions. The Company records its proportionate share of the investees’ net income or loss, net of foreign taxes, one quarter in arrears as income (loss) from unconsolidated affiliates, net of foreign tax, in the Consolidated Statements of Income. The Company’s proportionate share of the investees’ other comprehensive income (loss), net of income taxes, is recorded in the Consolidated Statements of Comprehensive Income and Consolidated Statements of Changes in Equity. The U.S. tax effect of the Company’s proportionate share of Tecumseh’s income or loss is recorded in income tax expense in the Consolidated Statements of Income. In general, the equity investment in unconsolidated affiliates is equal to the current equity investment plus the investees’ net accumulated losses. Retail Distribution The Company acquired a 17 percent noncontrolling equity interest in a limited liability company in the retail distribution business by contributing the outstanding common stock of Die-Mold in exchange for the equity method interest. The transaction was recorded as a deconsolidation of a subsidiary and the recognition of an equity method investment at fair value, as described in “ Note 2 - Acquisitions and Dispositions. ” This investment is recorded using the equity method of accounting. The Company records its proportionate share of the investees’ net income or loss one month in arrears as income (loss) from unconsolidated affiliates in the Consolidated Statements of Income. The Company’s proportionate share of the investees’ other comprehensive income (loss), net of income taxes, is recorded in the Consolidated Statements of Comprehensive Income and Consolidated Statements of Changes in Equity. |
Self-Insurance Accruals | Self-Insurance Accruals The Company is primarily self-insured for workers’ compensation claims and benefits paid under certain employee health care programs. Accruals are primarily based on estimated undiscounted cost of claims, which includes incurred but not reported claims, and are classified as accrued wages and other employee costs. |
Pension and Other Postretirement Benefit Plans | Pension and Other Postretirement Benefit Plans The Company sponsors several qualified and nonqualified pension and other postretirement benefit plans in the U.S. and certain foreign locations. The Company recognizes the overfunded or underfunded status of the plans as an asset or liability in the Consolidated Balance Sheets with changes in the funded status recorded through comprehensive income in the year in which those changes occur. The obligations for these plans are determined by actuaries and affected by the assumptions, including discount rates, expected long-term return on plan assets for defined benefit pension plans, and certain employee-related factors, such as retirement age and mortality. The Company evaluates its assumptions periodically and makes adjustments as necessary. The expected return on plan assets is determined using the market value of plan assets. Differences between assumed and actual returns are amortized to the market value of assets on a straight-line basis over the average remaining service period of the plan participants using the corridor approach. The corridor approach defers all actuarial gains and losses resulting from variances between actual results and actuarial assumptions. These unrecognized gains and losses are amortized when the net gains and losses exceed 10 percent of the greater of the market value of the plan assets or the projected benefit obligation. The amount in excess of the corridor is amortized over the average remaining service period of the plan participants. For 2021, the average remaining service period for the pension plans was 11.5 years. |
Environmental Reserves and Environmental Expenses | Environmental Reserves and Environmental Expenses The Company recognizes an environmental liability when it is probable the liability exists and the amount is reasonably estimable. The Company estimates the duration and extent of its remediation obligations based upon reports of outside consultants, internal and third party estimates and analyses of cleanup costs and ongoing monitoring costs, communications with regulatory agencies, and changes in environmental law. If the Company were to determine that its estimates of the duration or extent of its environmental obligations were no longer accurate, it would adjust environmental liabilities accordingly in the period that such determination is made. Estimated future expenditures for environmental remediation are not discounted to their present value. |
Earnings Per Share | Earnings Per ShareBasic earnings per share is computed based on the weighted average number of common shares outstanding. Diluted earnings per share reflects the increase in weighted average common shares outstanding that would result from the assumed exercise of outstanding stock options and vesting of restricted stock awards calculated using the treasury stock method. |
Income Taxes | Income Taxes Deferred income tax assets and liabilities are recognized when differences arise between the treatment of certain items for financial statement and tax purposes. Realization of certain components of deferred tax assets is dependent upon the occurrence of future events. The Company records valuation allowances to reduce its deferred tax assets to the amount it believes is more likely than not to be realized. These valuation allowances can be impacted by changes in tax laws, changes to statutory tax rates, and future taxable income levels and are based on the Company’s judgment, estimates, and assumptions regarding those future events. In the event the Company was to determine that it would not be able to realize all or a portion of the net deferred tax assets in the future, it would increase the valuation allowance through a charge to income tax expense in the period that such determination is made. Conversely, if it was to determine that it would be able to realize its deferred tax assets in the future, in excess of the net carrying amounts, the Company would decrease the recorded valuation allowance through a decrease to income tax expense in the period that such determination is made. The Company provides for uncertain tax positions and the related interest and penalties, if any, based upon management’s assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. Tax benefits for uncertain tax positions that are recognized in the financial statements are measured as the largest amount of benefit, determined on a cumulative probability basis, that is more likely than not to be realized upon ultimate settlement. To the extent the Company prevails in matters for which a liability for an uncertain tax position is established or is required to pay amounts in excess of the liability, the Company’s effective tax rate in a given financial statement period may be affected. |
Taxes Collected from Customers and Remitted to Governmental Authorities | Taxes Collected from Customers and Remitted to Governmental Authorities Taxes assessed by a governmental authority that are directly imposed on a revenue producing transaction between the Company and its customers, primarily value added taxes in foreign jurisdictions, are accounted for on a net (excluded from revenues and costs) basis. |
Stock-Based Compensation | Stock-Based CompensationThe Company has in effect stock incentive plans under which stock-based awards have been granted to certain employees and members of its Board of Directors. Stock-based compensation expense is recognized in the Consolidated Statements of Income as a component of selling, general, and administrative expense based on the grant date fair value of the awards. |
Concentrations of Credit and Market Risk | Concentrations of Credit and Market Risk Concentrations of credit risk with respect to accounts receivable are limited due to the large number of customers comprising the Company’s customer base, and their dispersion across different geographic areas and different industries, including HVAC, plumbing, refrigeration, hardware, automotive, OEMs, and others. The Company minimizes its exposure to base metal price fluctuations through various strategies. Generally, it prices an equivalent amount of copper raw material, under flexible pricing arrangements it maintains with its suppliers, at the time it determines the selling price of finished products to its customers. |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities The Company’s earnings and cash flows are subject to fluctuations due to changes in commodity prices, foreign currency exchange rates, and interest rates. The Company uses derivative instruments such as commodity futures contracts, foreign currency forward contracts, and interest rate swaps to manage these exposures. All derivatives are recognized in the Consolidated Balance Sheets at their fair value. On the date the derivative contract is entered into, it is either a) designated as a hedge of (i) a forecasted transaction or the variability of cash flow to be paid (cash flow hedge) or (ii) the fair value of a recognized asset or liability (fair value hedge), or b) not designated in a hedge accounting relationship, even though the derivative contract was executed to mitigate an economic exposure (economic hedge), as the Company does not enter into derivative contracts for trading purposes. Changes in the fair value of a derivative that is qualified, designated, and highly effective as a cash flow hedge are recorded in stockholders’ equity within accumulated other comprehensive income (AOCI), to the extent effective, until they are reclassified to earnings in the same period or periods during which the hedged transaction affects earnings. Changes in the fair value of undesignated derivative instruments executed as economic hedges are reported in current earnings. The Company documents all relationships between derivative instruments and hedged items, as well as the risk-management objective and strategy for undertaking various hedge transactions. This process includes linking all derivative instruments that are designated as fair value hedges to specific assets and liabilities in the Consolidated Balance Sheets and linking cash flow hedges to specific forecasted transactions or variability of cash flow. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts for cash and cash equivalents, accounts receivable, and accounts payable approximate fair value due to the short-term maturity of these instruments. |
Foreign Currency Translation | Foreign Currency TranslationFor foreign subsidiaries for which the functional currency is not the U.S. dollar, balance sheet accounts are translated at exchange rates in effect at the end of the year and income statement accounts are translated at average exchange rates for the year. Translation gains and losses are included in equity as a component of AOCI. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are recognized in selling, general, and administrative expense in the Consolidated Statements of Income. |
Use of and Changes in Estimates | Use of and Changes in Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States (U.S. GAAP) requires management to make estimates, assumptions, and judgments that affect the amounts reported in the financial statements and accompanying notes. Management makes its best estimate of the ultimate outcome for these items based on historical trends and other information available when the financial statements are prepared. Changes in estimates are recognized in accordance with the accounting rules for the estimate, which is typically in the period when new information becomes available to management. Areas where the nature of the estimate makes it reasonably possible that actual results could materially differ from amounts estimated include but are not limited to: pension and other postretirement benefit plan obligations, tax liabilities, loss contingencies, litigation claims, environmental reserves, and impairment assessments of long-lived assets (including goodwill). |
Recently Adopted and Issued Accounting Standards | Recently Adopted Accounting Standards In October 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2020-10, Codification Improvements: An Amendment of the FASB Accounting Standards Codification . The ASU facilitates updates to the Accounting Standards Codification for technical corrections such as conforming amendments, clarifications to guidance, simplifications to wording or structure of guidance, and other minor improvements. The Company adopted the ASU during the first quarter of 2021 using a retrospective approach. The adoption of the ASU did not have a material impact on the Company’s Consolidated Financial Statements. In January 2020, the FASB issued ASU No. 2020-01, Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 . The new guidance addresses accounting for the transition into and out of the equity method and measuring certain purchased options and forward contracts to acquire investments. The Company adopted the ASU during the first quarter of 2021 using a prospective approach. The adoption of the ASU did not have a material impact on the Company’s Consolidated Financial Statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes: Simplifying the Accounting for Income Taxes . The new guidance affects general principles within Topic 740, Income Taxes. The amendments of ASU 2019-12 are meant to simplify and reduce the cost of accounting for income taxes. The Company adopted the ASU during the first quarter of 2021 using a prospective approach. The adoption of the ASU did not have a material impact on the Company’s Consolidated Financial Statements. Recently Issued Accounting Standards In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848): An Amendment of the FASB Accounting Standards Codification. The new guidance was issued in response to concerns about structural risks of interbank offered rates, and, particularly, the risk of cessation of the London Interbank Offered Rate (LIBOR). Regulators in numerous jurisdictions around the world have undertaken reference rate reform initiatives to identify alternative reference rates that are more observable or transaction based and less susceptible to manipulation. The ASU is effective in 2021 but can be applied through December 31, 2022. The updated guidance requires retrospective adoption, and early adoption is permitted. The Company does not expect the adoption of the ASU to have a material impact on its Consolidated Financial Statements. In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): An Amendment of the FASB Accounting Standards Codification. The new guidance was issued to improve accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to the (i) recognition of an acquired contract liability and (ii) payment terms and their effect on subsequent revenue recognized by the acquirer. The ASU is effective for fiscal years beginning after December 15, 2022 for public entities. The updated guidance requires prospective adoption, and early adoption is permitted. The Company does not expect adoption of the ASU to have a material impact on its Consolidated Financial Statements. |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Final Valuation of the Long-Lived Assets | The following table summarizes the allocation of the purchase price to acquire these businesses, which were financed by available cash balances, as well as the assets acquired and liabilities assumed at the respective acquisition dates. During the year, immaterial adjustments were made to the Kessler provisional purchase price allocation resulting in an increase in intangible assets of $1.5 million, a decrease in property, plant, and equipment of $1.4 million, and a decrease in goodwill of $0.1 million. The purchase price allocations for Mueller Middle East and H&C Flex are provisional as of December 25, 2021 and subject to change upon the completion of the final valuation of long-lived assets, the noncontrolling interest, and contingent consideration during the measurement period. (In thousands) Mueller Middle East H&C Flex Kessler Shoals Total consideration $ 20,017 $ 15,279 $ 57,233 $ 15,321 Allocated to: Accounts receivable 10,669 — — 660 Inventories 4,733 4,511 25,106 1,809 Other current assets 1,747 — — 26 Property, plant, and equipment 22,476 10,813 2,211 3,700 Operating lease right-of-use assets 936 — 10,526 — Goodwill 12,098 — 11,600 (1) 1,870 (1) Intangible assets — — 16,600 7,480 Total assets acquired 52,659 15,324 66,043 15,545 Accounts payable 4,600 — — 217 Current portion of operating lease liabilities — — 1,692 — Other current liabilities 11,489 45 — 7 Noncurrent operating lease liabilities 1,030 — 7,118 — Other noncurrent liabilities 109 — — — Total liabilities assumed 17,228 45 8,810 224 Noncontrolling interest 15,414 — — — Net assets acquired $ 20,017 $ 15,279 $ 57,233 $ 15,321 (1) Tax-deductible goodwill |
Schedule of Intangible Assets Identified in the Allocation of the Purchase Price | The following details the total intangible assets identified in the allocation of the purchase price at the respective acquisition dates: (In thousands) Estimated Useful Life Kessler Shoals Intangible asset type: Customer relationships 20 years $ 12,640 $ 4,290 Non-compete agreements 3-5 years — 150 Patents and technology 10-15 years — 2,620 Trade names, licenses, and other 5-10 years 3,960 420 Total intangible assets $ 16,600 $ 7,480 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Segment Reporting [Abstract] | |
Net sales by Major Product Line | The following tables represent a disaggregation of revenue from contracts with customers, along with the reportable segment for each category: For the Year Ended December 25, 2021 (In thousands) Piping Systems Industrial Metals Climate Total Tube and fittings $ 2,055,639 $ — $ — $ 2,055,639 Brass rod and forgings — 565,870 — 565,870 OEM components, tube & assemblies 32,557 48,572 137,564 218,693 Valves and plumbing specialties 511,834 — — 511,834 Flex duct and other HVAC components — — 357,850 357,850 Other — 88,921 — 88,921 $ 2,600,030 $ 703,363 $ 495,414 $ 3,798,807 Intersegment sales (29,462) Net sales $ 3,769,345 For the Year Ended December 26, 2020 (In thousands) Piping Systems Industrial Metals Climate Total Tube and fittings $ 1,232,724 $ — $ — $ 1,232,724 Brass rod and forgings — 356,547 — 356,547 OEM components, tube & assemblies 56,176 42,127 138,551 236,854 Valves and plumbing specialties 294,102 — — 294,102 Flex duct and other HVAC components — — 231,580 231,580 Other — 73,485 — 73,485 $ 1,583,002 $ 472,159 $ 370,131 $ 2,425,292 Intersegment sales (27,249) Net sales $ 2,398,043 Disaggregation of revenue from contracts with customers (continued): For the Year Ended December 28, 2019 (In thousands) Piping Systems Industrial Metals Climate Total Tube and fittings $ 1,271,558 $ — $ — $ 1,271,558 Brass rod and forgings — 425,573 — 425,573 OEM components, tube & assemblies 29,103 48,104 133,651 210,858 Valves and plumbing specialties 241,795 — — 241,795 Flex duct and other HVAC components — — 222,565 222,565 Other — 80,695 — 80,695 $ 1,542,456 $ 554,372 $ 356,216 $ 2,453,044 Intersegment sales (22,428) Net sales $ 2,430,616 |
Summary of Segment Information | Summarized segment information is as follows: For the Year Ended December 25, 2021 (In thousands) Piping Systems Industrial Metals Climate Corporate and Eliminations Total Net sales $ 2,600,030 $ 703,363 $ 495,414 $ (29,462) $ 3,769,345 Cost of goods sold 1,996,610 605,715 367,343 (30,679) 2,938,989 Depreciation and amortization 23,384 6,929 10,379 4,698 45,390 Selling, general, and administrative expense 93,749 11,698 29,327 49,278 184,052 Gain on sale of businesses — (6,454) — (51,306) (57,760) Impairment charges — — 2,829 — 2,829 Operating income 486,287 85,475 85,536 (1,453) 655,845 Interest expense (7,709) Redemption premium (5,674) Environmental expense (5,053) Other income, net 3,730 Income before income taxes $ 641,139 Segment information (continued): For the Year Ended December 26, 2020 (In thousands) Piping Systems Industrial Metals Climate Corporate and Eliminations Total Net sales $ 1,583,002 $ 472,159 $ 370,131 $ (27,249) $ 2,398,043 Cost of goods sold 1,311,697 398,000 276,274 (19,810) 1,966,161 Depreciation and amortization 23,071 7,528 10,249 3,995 44,843 Selling, general, and administrative expense 78,744 12,566 26,806 41,367 159,483 Litigation settlement, net — — — (22,053) (22,053) Impairment charges 3,771 — — — 3,771 Operating income 165,719 54,065 56,802 (30,748) 245,838 Interest expense (19,247) Pension plan termination expense (17,835) Environmental expense (4,454) Other income, net 4,887 Income before income taxes $ 209,189 For the Year Ended December 28, 2019 (In thousands) Piping Systems Industrial Metals Climate Corporate and Eliminations Total Net sales $ 1,542,456 $ 554,372 $ 356,216 $ (22,428) $ 2,430,616 Cost of goods sold 1,313,980 473,010 273,850 (25,230) 2,035,610 Depreciation and amortization 22,621 7,489 9,298 3,285 42,693 Selling, general, and administrative expense 75,170 12,359 30,385 44,444 162,358 Gain on sale of assets, net (1,194) 275 (44) — (963) Insurance recovery — (485) — — (485) Operating income 131,879 61,724 42,727 (44,927) 191,403 Interest expense (25,683) Environmental expense (1,321) Other income, net 1,684 Income before income taxes $ 166,083 |
Geographic Information | Summarized geographic information is as follows: (In thousands) 2021 2020 2019 Net sales: United States $ 2,791,571 $ 1,765,810 $ 1,775,321 United Kingdom 330,908 207,754 230,791 Canada 469,652 293,776 285,720 Asia 83,217 58,256 64,363 Mexico 93,997 72,447 74,421 $ 3,769,345 $ 2,398,043 $ 2,430,616 Long-lived assets: 2021 2020 2019 United States $ 272,903 $ 289,508 $ 286,727 United Kingdom 36,529 30,872 18,776 Canada 26,422 29,582 31,429 Asia 48,742 26,107 25,637 Mexico 966 503 559 $ 385,562 $ 376,572 $ 363,128 |
Segment Information by Assets | (In thousands) 2021 2020 2019 Expenditures for long-lived assets (including those resulting from business acquisitions): Piping Systems $ 43,429 $ 39,209 $ 15,505 Industrial Metals 5,744 5,968 9,101 Climate 12,428 5,521 3,845 General Corporate 3,521 448 2,711 $ 65,122 $ 51,146 $ 31,162 Segment assets: Piping Systems $ 1,160,272 $ 977,937 $ 796,262 Industrial Metals 173,290 152,683 161,904 Climate 250,107 258,668 249,853 General Corporate 145,267 139,280 162,921 $ 1,728,936 $ 1,528,568 $ 1,370,940 |
Cash, Cash Equivalents, and R_2
Cash, Cash Equivalents, and Restricted Cash (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | (In thousands) 2021 2020 Cash & cash equivalents $ 87,924 $ 119,075 Restricted cash included within other current assets 2,349 8,198 Restricted cash included within other assets 103 103 Total cash, cash equivalents, and restricted cash $ 90,376 $ 127,376 |
Schedule of Cash, Cash Equivalents and Restricted Cash | (In thousands) 2021 2020 Cash & cash equivalents $ 87,924 $ 119,075 Restricted cash included within other current assets 2,349 8,198 Restricted cash included within other assets 103 103 Total cash, cash equivalents, and restricted cash $ 90,376 $ 127,376 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | (In thousands) 2021 2020 Raw materials and supplies $ 130,133 $ 85,927 Work-in-process 64,989 49,361 Finished goods 245,226 186,785 Valuation reserves (10,104) (7,071) Inventories $ 430,244 $ 315,002 |
Consolidated Financial Statem_2
Consolidated Financial Statement Details (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Other Income, Net | Other Income, Net (In thousands) 2021 2020 2019 Net periodic benefit income $ 1,903 $ 3,013 $ 465 Interest income 353 1,101 722 Other 1,474 773 497 Other income, net $ 3,730 $ 4,887 $ 1,684 |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments Designated as Cash Flow Hedges Reflected in the Financial Statements | The following table summarizes the location and fair value of the derivative instruments and disaggregates the net derivative assets and liabilities into gross components on a contract-by-contract basis: Asset Derivatives Liability Derivatives Fair Value Fair Value (In thousands) Balance Sheet Location 2021 2020 Balance Sheet Location 2021 2020 Commodity contracts - gains Other current assets $ 1,150 $ 1,213 Other current liabilities $ — $ 68 Commodity contracts - losses Other current assets (46) (8) Other current liabilities (353) (5,863) Total derivatives (1) $ 1,104 $ 1,205 $ (353) $ (5,795) (1) Does not include the impact of cash collateral provided to counterparties . |
Schedule of Fair Value Hedges | The following table summarizes the effects of derivative instruments on the Consolidated Statements of Income: (In thousands) Location 2021 2020 Undesignated derivatives: Gain (loss) on commodity contracts (nonqualifying) Cost of goods sold $ 217 $ (8,893) |
Summary of Activities Related to Derivative Instruments Classified as Cash Flow Hedges | The following tables summarize amounts recognized in and reclassified from AOCI during the period: Year Ended December 25, 2021 (In thousands) Gain (Loss) Recognized in AOCI (Effective Portion), Net of Tax Classification Gains (Losses) Gain Reclassified from AOCI (Effective Portion), Net of Tax Cash flow hedges: Commodity contracts $ 2,389 Cost of goods sold $ (2,542) Other (28) Other — Total $ 2,361 Total $ (2,542) Year Ended December 26, 2020 (In thousands) Loss Recognized in AOCI (Effective Portion), Net of Tax Classification Gains (Losses) Loss Reclassified from AOCI (Effective Portion), Net of Tax Cash flow hedges: Commodity contracts $ (4,579) Cost of goods sold $ 5,091 Other (4) Other — Total $ (4,583) Total $ 5,091 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Leases [Abstract] | |
Supplemental Information Regarding Operating Leases | The following table includes supplemental information with regards to the Company’s operating leases: (In thousands, except lease term and discount rate) December 25, 2021 December 26, 2020 Operating lease right-of-use assets $ 23,510 $ 29,301 Current portion of operating lease liabilities 6,015 6,259 Noncurrent operating lease liabilities 17,099 21,602 Total operating lease liabilities $ 23,114 $ 27,861 Weighted average discount rate 3.67% 3.91% Weighted average remaining lease term (in years) 5.51 5.99 |
Schedule of Operating Lease Cost and Payments | The following table presents certain information related to operating lease costs and cash paid during the period: For the Year Ended (In thousands) December 25, 2021 December 26, 2020 Operating lease costs $ 8,365 $ 7,039 Short term lease costs 4,607 4,734 Total lease costs $ 12,972 $ 11,773 Cash paid for amounts included in the measurement of lease liabilities $ 7,869 $ 7,040 |
Schedule of Maturities of Operating Leases | Maturities of the Company’s operating leases are as follows: (In thousands) Amount 2022 $ 6,760 2023 4,579 2024 3,402 2025 2,518 2026 2,312 2027 and thereafter 4,898 Total lease payments 24,469 Less imputed interest (1,355) Total lease obligations 23,114 Less current obligations (6,015) Noncurrent lease obligations $ 17,099 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment, Net (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment, Net | (In thousands) 2021 2020 Land and land improvements $ 34,050 $ 33,602 Buildings 238,033 218,319 Machinery and equipment 657,673 658,613 Construction in progress 34,311 28,631 964,067 939,165 Less accumulated depreciation (578,505) (562,593) Property, plant, and equipment, net $ 385,562 $ 376,572 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the Carrying Amount of Goodwill | The changes in the carrying amount of goodwill by segment were as follows: (In thousands) Piping Systems Industrial Metals Climate Total Goodwill $ 172,175 $ 8,854 $ 21,652 $ 202,681 Accumulated impairment charges (40,552) (8,853) — (49,405) Balance at December 28, 2019: 131,623 1 21,652 153,276 Additions 11,710 — 1,964 13,674 Currency translation 814 — — 814 Balance at December 26, 2020: 144,147 1 23,616 167,764 Additions 12,098 — — 12,098 Reductions (1) (4,402) — (1,964) (6,366) Impairment charges — — (2,087) (2,087) Currency translation (79) — — (79) Balance at December 25, 2021: Goodwill 192,316 8,854 21,652 222,822 Accumulated impairment charges (40,552) (8,853) (2,087) (51,492) Goodwill, net $ 151,764 $ 1 $ 19,565 $ 171,330 (1) Includes disposals of Die-Mold and STI businesses. |
Carrying Amount of Intangible Assets | The carrying amount of intangible assets at December 25, 2021 was as follows: (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 55,108 $ (13,803) $ 41,305 Non-compete agreements 2,474 (2,458) 16 Patents and technology 18,396 (6,501) 11,895 Trade names and licenses 13,654 (5,598) 8,056 Other 1,676 (1,234) 442 Other intangible assets $ 91,308 $ (29,594) $ 61,714 The carrying amount of intangible assets at December 26, 2020 was as follows: (In thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 61,068 $ (11,676) $ 49,392 Non-compete agreements 2,689 (2,527) 162 Patents and technology 22,585 (5,672) 16,913 Trade names and licenses 14,631 (4,476) 10,155 Other 1,676 (1,091) 585 Other intangible assets $ 102,649 $ (25,442) $ 77,207 |
Amortization Expense for Intangible Assets | Future amortization expense is estimated as follows: (In thousands) Amount 2022 $ 5,607 2023 5,295 2024 5,069 2025 4,943 2026 4,789 Thereafter 36,011 Expected amortization expense $ 61,714 |
Investment in Unconsolidated _2
Investment in Unconsolidated Affiliates (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summarized Financial Information Derived from the Company's Equity Method Investee's Consolidated Financial Statements | The following tables present summarized financial information derived from the Company’s equity method investees’ combined consolidated financial statements, which are prepared in accordance with U.S. GAAP. (In thousands) 2021 2020 Current assets $ 214,550 $ 167,451 Noncurrent assets 76,406 78,241 Current liabilities 169,155 120,202 Noncurrent liabilities 46,059 50,020 Net sales $ 452,917 $ 384,919 Gross profit 57,028 50,347 Net loss (3,330) (20,892) |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | (In thousands) 2021 2020 Subordinated Debentures with interest at 6.00%, due 2027 $ — $ 284,479 Revolving Credit Facility with interest at 1.25%, due 2021 — 35,000 Jungwoo-Mueller credit facility with interest at 1.90%, due 2021 — 5,811 2001 Series IRB's with interest at 1.14%, due 2021 — 250 Other 2,940 2,555 2,940 328,095 Less debt issuance costs (1,065) (219) Less current portion of debt (811) (41,283) Long-term debt $ 1,064 $ 286,593 |
Aggregate Annual Maturities of Debt | Aggregate annual maturities of the Company’s debt are as follows: (In thousands) Amount 2022 $ 811 2023 222 2024 222 2025 185 2026 — Thereafter 1,500 Long-term debt $ 2,940 |
Net interest Expense | Net interest expense consisted of the following: (In thousands) 2021 2020 2019 Interest expense $ 8,096 $ 19,510 $ 25,957 Capitalized interest (387) (263) (274) $ 7,709 $ 19,247 $ 25,683 |
Benefit Plans (Tables)
Benefit Plans (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Retirement Benefits [Abstract] | |
Reconciliation of the Changes in the Plans' Benefit Obligations and the Fair Value of the Plans Assets | The following tables provide a reconciliation of the changes in the most significant plans’ benefit obligations and the fair value of the plans’ assets for 2021 and 2020, and a statement of the plans’ aggregate funded status: Pension Benefits Other Benefits (In thousands) 2021 2020 2021 2020 Change in benefit obligation: Obligation at beginning of year $ 90,809 $ 182,164 $ 12,782 $ 12,653 Service cost — — 258 212 Interest cost 1,272 3,260 281 430 Actuarial (gain) loss (4,062) 10,790 (812) 422 Plan amendments — — — (26) Benefit payments (2,832) (9,214) (634) (716) Curtailment — — — (183) Settlement (1) — (99,585) — — Foreign currency translation adjustment (904) 3,394 (50) (10) Obligation at end of year 84,283 90,809 11,825 12,782 Change in fair value of plan assets: Fair value of plan assets at beginning of year 78,480 183,486 — — Actual return on plan assets 4,791 13,313 — — Employer contributions — — 634 716 Benefit payments (2,832) (9,214) (634) (716) Settlement (1) — (99,585) — — Surplus assets (1) — (12,386) — — Foreign currency translation adjustment (961) 2,866 — — Fair value of plan assets at end of year 79,478 78,480 — — Funded (underfunded) status at end of year $ (4,805) $ (12,329) $ (11,825) $ (12,782) (1) In November 2019, the Company’s Board of Directors approved the termination of the U.S. defined benefit pension plan. Settlement accounting criteria was met in Q4 2020, therefore, all resulting settlement charges occurred in 2020. The plan termination resulted in incremental benefit payments of approximately $100.0 million and termination costs of $17.8 million, which consisted of an $11.6 million non-cash settlement charge and $6.2 million in federal excise tax on surplus assets returned to the Company of approximately $12.4 million, as of December 26, 2020. |
Amounts Recognized in Accumulated OCI (Before the Effect of Income Taxes) | The following represents amounts recognized in AOCI (before the effect of income taxes): Pension Benefits Other Benefits (In thousands) 2021 2020 2021 2020 Unrecognized net actuarial loss (gain) $ 19,629 $ 26,476 $ (1,893) $ (1,187) Unrecognized prior service credit — — (1,930) (2,401) |
Funded Status of the Plans Recognized | As of December 25, 2021 and December 26, 2020, the total funded status of the plans recognized in the Consolidated Balance Sheets was as follows: Pension Benefits Other Benefits (In thousands) 2021 2020 2021 2020 Current liability $ — $ — $ (962) $ (948) Long-term liability (4,805) (12,329) (10,863) (11,834) Total (underfunded) funded status $ (4,805) $ (12,329) $ (11,825) $ (12,782) |
Components of Net Periodic Benefit Costs | The components of net periodic benefit cost (income) are as follows: (In thousands) 2021 2020 2019 Pension benefits: Interest cost $ 1,272 $ 3,260 $ 5,972 Expected return on plan assets (3,671) (5,704) (8,103) Amortization of net loss 1,536 2,305 1,950 Settlement charge — 11,642 — Net periodic benefit (income) cost $ (863) $ 11,503 $ (181) Other benefits: Service cost $ 258 $ 212 $ 260 Interest cost 281 430 609 Amortization of prior service credit (470) (519) (902) Amortization of net gain (103) (193) (88) Curtailment gain — (2,591) — Settlement charge — — (2) Net periodic benefit income $ (34) $ (2,661) $ (123) |
Weighted Average Assumptions Used in the Measurement of the Company's Benefit Obligation and Net Periodic Benefit Cost are as Follows | The weighted average assumptions used in the measurement of the Company’s benefit obligations are as follows: Pension Benefits Other Benefits 2021 2020 2021 2020 Discount rate 1.90 % 1.40 % 3.73 % 2.92 % Expected long-term return on plan assets 4.96 % 4.69 % N/A N/A Rate of compensation increases N/A N/A 5.00 % 5.00 % Rate of inflation 3.70 % 3.20 % N/A N/A The weighted average assumptions used in the measurement of the Company’s net periodic benefit cost are as follows: Pension Benefits Other Benefits 2021 2020 2019 2021 2020 2019 Discount rate 1.40 % 1.93 % 3.72 % 2.92 % 3.70 % 4.56 % Expected long-term return on plan assets 4.69 % 3.84 % 5.05 % N/A N/A N/A Rate of compensation increases N/A N/A N/A 5.00 % 5.00 % 5.00 % Rate of inflation 3.20 % 3.20 % 3.40 % N/A N/A N/A |
Weighted Average Asset Allocation of the Company’s Pension Fund Assets are as Follows | The weighted average asset allocation of the Company’s pension fund assets are as follows: Pension Plan Assets Asset category 2021 2020 Equity securities (includes equity mutual funds) 66 % 66 % Multi-asset securities 24 24 Cash and equivalents (includes money market funds) — 1 Alternative investments 10 9 Total 100 % 100 % |
Plan Assets at Fair Value Within the Fair Value Hierarchy, by Level | The following table sets forth by level, within the fair value hierarchy, the assets of the plans at fair value: Fair Value Measurements at December 25, 2021 (In thousands) Level 1 Level 2 Level 3 Total Cash and money market funds $ 292 $ — $ — $ 292 Mutual funds (1) — 71,465 — 71,465 Limited partnerships — — 7,721 7,721 Total $ 292 $ 71,465 $ 7,721 $ 79,478 Fair Value Measurements at December 26, 2020 (In thousands) Level 1 Level 2 Level 3 Total Cash and money market funds $ 492 $ — $ — $ 492 Mutual funds (2) — 71,084 — 71,084 Limited partnerships — — 6,904 6,904 Total $ 492 $ 71,084 $ 6,904 $ 78,480 (1) Approximately 78 percent of mutual funds are actively managed funds and approximately 22 percent of mutual funds are index funds. Additionally, 27 percent of the mutual funds’ assets are invested in non-U.S. multi-asset securities and 73 percent in non-U.S. equities. (2) Approximately 76 percent of mutual funds are actively managed funds and approximately 24 percent of mutual funds are index funds. Additionally, 27 percent of the mutual funds’ assets are invested in non-U.S. multi-asset securities and 73 percent in non-U.S. equities. |
Plan Assets Measured at Fair Value Using Significant Unobservable Inputs | The table below reflects the changes in the assets of the plan measured at fair value on a recurring basis using significant unobservable inputs (level 3 of fair value hierarchy) during the year ended December 25, 2021: (In thousands) Limited Partnerships Balance, December 26, 2020 $ 6,904 Net appreciation in fair value 817 Balance, December 25, 2021 $ 7,721 |
Future Benefit Plans Payments | The Company expects future benefits to be paid from the plans as follows: (In thousands) Pension Benefits Other Benefits 2022 $ 2,861 $ 962 2023 2,970 1,029 2024 3,082 1,029 2025 3,199 1,011 2026 3,320 1,016 2027-2031 18,586 4,511 Total $ 34,018 $ 9,558 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Income Tax Disclosure [Abstract] | |
Components of Income Before Income Taxes | The components of income before income taxes were taxed under the following jurisdictions: (In thousands) 2021 2020 2019 Domestic $ 518,080 $ 144,770 $ 112,812 Foreign 123,059 64,419 53,271 Income before income taxes $ 641,139 $ 209,189 $ 166,083 |
Components of Income Tax Expense | Income tax expense consists of the following: (In thousands) 2021 2020 2019 Current tax expense: Federal $ 107,804 $ 37,964 $ 19,066 Foreign 34,455 16,221 12,727 State and local 16,186 5,182 3,892 Current tax expense 158,445 59,367 35,685 Deferred tax expense (benefit): Federal (3,504) (5,991) 1,725 Foreign 2,572 90 (2,311) State and local 8,345 1,855 158 Deferred tax expense (benefit) 7,413 (4,046) (428) Income tax expense $ 165,858 $ 55,321 $ 35,257 |
Income Tax Reconciliation | The difference between the reported income tax expense and a tax determined by applying the applicable U.S. federal statutory income tax rate to income before income taxes is reconciled as follows: (In thousands) 2021 2020 2019 Expected income tax expense $ 134,639 $ 43,930 $ 34,892 State and local income tax, net of federal benefit 21,132 5,949 3,234 Effect of foreign statutory rates different from U.S. and other foreign adjustments 11,185 2,783 (882) Investment in unconsolidated affiliates (679) (387) 538 Other, net (419) 3,046 (2,525) Income tax expense $ 165,858 $ 55,321 $ 35,257 |
Components of Deferred Tax Assets and Liabilities | The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below: (In thousands) 2021 2020 Deferred tax assets: Inventories $ 15,153 $ 13,910 Other postretirement benefits and accrued items 8,382 11,477 Other reserves 9,962 7,782 Foreign tax attributes 6,410 6,250 State tax attributes, net of federal benefit 12,043 21,178 Stock-based compensation 3,608 3,751 Right of use liability 4,988 6,034 Basis difference in unconsolidated affiliates 7,690 8,478 Total deferred tax assets 68,236 78,860 Less valuation allowance (26,624) (27,199) Deferred tax assets, net of valuation allowance 41,612 51,661 Deferred tax liabilities: Property, plant, and equipment 45,804 48,990 Right of use asset 5,099 6,157 Other liabilities 1,765 638 Total deferred tax liabilities 52,668 55,785 Net deferred tax liabilities $ (11,056) $ (4,124) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of the Stock Option Activity | A summary of the activity and related information follows: Stock Options Restricted Stock Awards Performance Stock Awards (Shares in thousands) Shares Weighted Average Exercise Price Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Beginning of period 793 $ 26.81 706 $ 30.89 $ 495 $ 30.50 Granted 28 46.19 91 44.08 142 43.46 Exercised/Released (194) 24.20 (217) 32.39 — — Forfeited (12) 31.83 (3) 34.20 (13) 29.61 End of period 615 $ 28.42 577 $ 32.40 624 $ 33.46 |
Weighted Average Assumptions Used in Calculating Fair Value of Stock Options | The weighted average of key assumptions used in determining the fair value of options granted and a discussion of the methodology used to develop each assumption are as follows: 2021 2020 2019 Fair value of stock options on grant date $ 15.60 $ 6.81 $ 8.78 Expected term 7.9 years 7.9 years 7.8 years Expected price volatility 33.6 % 31.9 % 28.6 % Risk-free interest rate 1.3 % 0.6 % 2.4 % Dividend yield 1.1 % 1.7 % 1.4 % |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Equity [Abstract] | |
Changes in AOCI by Component, Net of taxes and Noncontrolling Interest | The following table provides changes in AOCI by component, net of taxes and noncontrolling interest (amounts in parentheses indicate debits to AOCI): (In thousands) Cumulative Translation Adjustment Unrealized Gain (Loss) on Derivatives Pension/ Attributable to Unconsol. Affiliates Total Balance at December 28, 2019 $ (46,198) $ 476 $ (21,855) $ (1,193) $ (68,770) Other comprehensive income (loss) before reclassifications 8,859 (4,583) (3,639) (132) 505 Amounts reclassified from AOCI — 5,091 8,291 — 13,382 Balance at December 26, 2020 (37,339) 984 (17,203) (1,325) (54,883) Other comprehensive (loss) income before reclassifications (4,964) 2,361 4,899 978 3,274 Amounts reclassified from AOCI — (2,542) 804 — (1,738) Balance at December 25, 2021 $ (42,303) $ 803 $ (11,500) $ (347) $ (53,347) |
Reclassification Adjustments Out of AOCI | Reclassification adjustments out of AOCI were as follows: Amount reclassified from AOCI (In thousands) 2021 2020 2019 Affected Line Item Unrealized losses (gains) on derivatives: Commodity contracts $ (3,848) $ 6,337 $ (587) Cost of goods sold 1,306 (1,246) 101 Income tax expense (benefit) $ (2,542) $ 5,091 $ (486) Net of tax and noncontrolling interests Amortization of net loss (gain) and prior service cost on employee benefit plans $ — $ 11,642 $ — Pension plan termination expense 963 (998) 960 Other income, net (159) (2,353) (163) Income tax benefit $ 804 $ 8,291 $ 797 Net of tax and noncontrolling interests |
Quarterly Financial Informati_2
Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 25, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly financial Information (Unaudited) | (In thousands, except per share data) First Second Third Fourth 2021 Net sales $ 818,148 $ 1,012,592 $ 982,248 $ 956,357 Gross profit (2) 149,730 212,880 237,983 229,763 Consolidated net income (3) 65,238 110,932 172,256 126,698 Net income attributable to Mueller Industries, Inc. 63,107 108,832 170,980 125,601 Basic earnings per share 1.13 1.95 3.05 2.24 Diluted earnings per share 1.11 1.92 3.01 2.21 Dividends per share 0.13 0.13 0.13 0.13 2020 Net sales $ 602,919 $ 500,168 $ 619,105 $ 675,851 Gross profit (2) 94,204 97,009 118,325 122,344 Consolidated net income (4) 33,951 28,487 43,957 37,254 Net income attributable to Mueller Industries, Inc. 32,415 27,956 42,702 36,420 Basic earnings per share 0.58 0.50 0.77 0.65 Diluted earnings per share 0.57 0.50 0.76 0.64 Dividends per share 0.10 0.10 0.10 0.10 (1) The sum of quarterly amounts may not equal the annual amounts reported due to rounding. In addition, the earnings per share amounts are computed independently for each quarter, while the full year is based on the weighted average shares outstanding. (2) Gross profit is net sales less cost of goods sold, which excludes depreciation and amortization. (3) Includes income earned by H&C Flex, acquired during Q1 2021, and Mueller Middle East, acquired during Q4 2021. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | Sep. 02, 2021 | |
Noncontrolling Interest [Line Items] | ||||
Temporary investments | $ 1,400 | $ 13,300 | ||
Allowance for doubtful accounts | $ 2,590 | $ 1,538 | ||
Operating lease renewal term | 5 years | |||
Specified percentage over which unrecognized gains and losses are amortized | 10.00% | |||
Average remaining service period for the pension plans | 11 years 6 months | |||
Stock-based awards excluded from the computation of diluted earnings per share (in shares) | 0 | 10,000 | ||
Foreign currency transaction gains (losses) | $ (600) | $ (500) | $ 200 | |
Retail Distribution Business | ||||
Noncontrolling Interest [Line Items] | ||||
Equity method investment, ownership percentage | 17.00% | |||
Minimum | ||||
Noncontrolling Interest [Line Items] | ||||
Operating lease, lease term | 1 year | |||
Maximum | ||||
Noncontrolling Interest [Line Items] | ||||
Operating lease, lease term | 15 years | |||
Tecumseh Products Holdings LLC | ||||
Noncontrolling Interest [Line Items] | ||||
Equity method investment, ownership percentage | 50.00% | |||
Second Unconsolidated Affiliate | ||||
Noncontrolling Interest [Line Items] | ||||
Equity method investment, ownership percentage | 50.00% | |||
Buildings | Minimum | ||||
Noncontrolling Interest [Line Items] | ||||
Property, plant and equipment, useful life | 20 years | |||
Buildings | Maximum | ||||
Noncontrolling Interest [Line Items] | ||||
Property, plant and equipment, useful life | 40 years | |||
Machinery and equipment | Minimum | ||||
Noncontrolling Interest [Line Items] | ||||
Property, plant and equipment, useful life | 5 years | |||
Machinery and equipment | Maximum | ||||
Noncontrolling Interest [Line Items] | ||||
Property, plant and equipment, useful life | 20 years | |||
Jungwoo Metal Ind. Co., LTD | ||||
Noncontrolling Interest [Line Items] | ||||
Non-controlling ownership interest | 40.00% | |||
Mueller Middle East BSC | ||||
Noncontrolling Interest [Line Items] | ||||
Non-controlling ownership interest | 45.00% |
Acquisitions and Dispositions -
Acquisitions and Dispositions - Narrative (Details) - USD ($) $ in Thousands | Dec. 07, 2021 | Oct. 25, 2021 | Sep. 02, 2021 | Jan. 29, 2021 | Aug. 03, 2020 | Jan. 17, 2020 | Sep. 25, 2021 | Dec. 26, 2020 | Dec. 25, 2021 | Dec. 26, 2020 | Jul. 28, 2021 |
Mueller Middle East | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Interest in joint venture | 15.00% | ||||||||||
Mueller Middle East | Joint Venture | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Interest in joint venture | 40.00% | ||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Copper Bar | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Gain (loss) on disposal of businesses | $ 6,500 | ||||||||||
Consideration for sale of businesses | $ 10,100 | ||||||||||
Assets | $ 3,600 | ||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Die-Mold | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Net sales of disposed of business | $ 10,900 | $ 13,500 | |||||||||
Operating income of disposed business | 2,200 | ||||||||||
Net income of disposed business | 2,300 | ||||||||||
Gain (loss) on disposal of businesses | $ 4,700 | ||||||||||
Consideration for sale of businesses | $ 22,800 | ||||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Fabricated Tube Products and Shoals Tubular, Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Net sales of disposed of business | 37,000 | 51,500 | |||||||||
Net income of disposed business | 5,500 | 6,400 | |||||||||
Gain (loss) on disposal of businesses | 46,600 | ||||||||||
Consideration for sale of businesses | 75,700 | ||||||||||
Assets | 32,700 | ||||||||||
Carrying value of the liabilities disposed | $ 3,600 | ||||||||||
Mueller Middle East | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Ownership interest acquired (as a percent) | 55.00% | ||||||||||
Total consideration paid | $ 20,017 | ||||||||||
Cash paid for acquisition | 15,800 | ||||||||||
Debt assumed | 2,600 | ||||||||||
Payment for contingent consideration liability | 1,000 | ||||||||||
Equity interest issued or issuable | $ 700 | ||||||||||
Asset acquisition, revenue from acquiree | 48,200 | $ 37,400 | |||||||||
Hart & Cooley Flexible Duct Business | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 15,300 | ||||||||||
Cash paid for acquisition | $ 14,000 | ||||||||||
Payment for contingent consideration liability | $ 1,300 | ||||||||||
Kessler | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 57,200 | ||||||||||
Asset acquisition, revenue from acquiree | $ 55,000 | 207,900 | |||||||||
Increase in intangible assets | 1,500 | ||||||||||
Decrease in property, plant, and equipment | (1,400) | ||||||||||
Goodwill, purchase accounting adjustments | $ (100) | ||||||||||
Shoals | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration paid | $ 15,321 | ||||||||||
Retail Distribution Business | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Interest in joint venture | 17.00% | ||||||||||
Ownership interest acquired (as a percent) | 17.00% |
Acquisitions and Dispositions_2
Acquisitions and Dispositions - Schedule of Recognized Identifiable Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 07, 2021 | Jan. 29, 2021 | Aug. 03, 2020 | Jan. 17, 2020 | Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 171,330 | $ 167,764 | $ 153,276 | ||||
Kessler | |||||||
Business Acquisition [Line Items] | |||||||
Total consideration | $ 57,233 | ||||||
Accounts receivable | 0 | ||||||
Inventories | 25,106 | ||||||
Other current assets | 0 | ||||||
Property, plant, and equipment | 2,211 | ||||||
Operating lease right-of-use assets | 10,526 | ||||||
Goodwill, tax deductible amount | 11,600 | ||||||
Intangible assets | 16,600 | ||||||
Total assets acquired | 66,043 | ||||||
Accounts payable | 0 | ||||||
Current portion of operating lease liabilities | 1,692 | ||||||
Other current liabilities | 0 | ||||||
Noncurrent operating lease liabilities | 7,118 | ||||||
Other noncurrent liabilities | 0 | ||||||
Total liabilities assumed | 8,810 | ||||||
Noncontrolling interest | 0 | ||||||
Net assets acquired | 57,233 | ||||||
Mueller Middle East | |||||||
Business Acquisition [Line Items] | |||||||
Other noncurrent liabilities | $ 109 | ||||||
Noncontrolling interest | 15,414 | ||||||
H&C Flex | |||||||
Business Acquisition [Line Items] | |||||||
Other noncurrent liabilities | $ 0 | ||||||
Noncontrolling interest | $ 0 | ||||||
Mueller Middle East | |||||||
Business Acquisition [Line Items] | |||||||
Total consideration | 20,017 | ||||||
Accounts receivable | 10,669 | ||||||
Inventories | 4,733 | ||||||
Other current assets | 1,747 | ||||||
Property, plant, and equipment | 22,476 | ||||||
Operating lease right-of-use assets | 936 | ||||||
Goodwill | 12,098 | ||||||
Intangible assets | 0 | ||||||
Total assets acquired | 52,659 | ||||||
Accounts payable | 4,600 | ||||||
Current portion of operating lease liabilities | 0 | ||||||
Other current liabilities | 11,489 | ||||||
Noncurrent operating lease liabilities | 1,030 | ||||||
Total liabilities assumed | 17,228 | ||||||
Net assets acquired | $ 20,017 | ||||||
H&C Flex | |||||||
Business Acquisition [Line Items] | |||||||
Total consideration | 15,279 | ||||||
Accounts receivable | 0 | ||||||
Inventories | 4,511 | ||||||
Other current assets | 0 | ||||||
Property, plant, and equipment | 10,813 | ||||||
Operating lease right-of-use assets | 0 | ||||||
Goodwill | 0 | ||||||
Intangible assets | 0 | ||||||
Total assets acquired | 15,324 | ||||||
Accounts payable | 0 | ||||||
Current portion of operating lease liabilities | 0 | ||||||
Other current liabilities | 45 | ||||||
Noncurrent operating lease liabilities | 0 | ||||||
Total liabilities assumed | 45 | ||||||
Net assets acquired | $ 15,279 | ||||||
Shoals | |||||||
Business Acquisition [Line Items] | |||||||
Total consideration | $ 15,321 | ||||||
Accounts receivable | 660 | ||||||
Inventories | 1,809 | ||||||
Other current assets | 26 | ||||||
Property, plant, and equipment | 3,700 | ||||||
Operating lease right-of-use assets | 0 | ||||||
Goodwill | 1,870 | ||||||
Intangible assets | 7,480 | ||||||
Total assets acquired | 15,545 | ||||||
Accounts payable | 217 | ||||||
Current portion of operating lease liabilities | 0 | ||||||
Other current liabilities | 7 | ||||||
Noncurrent operating lease liabilities | 0 | ||||||
Other noncurrent liabilities | 0 | ||||||
Total liabilities assumed | 224 | ||||||
Noncontrolling interest | 0 | ||||||
Net assets acquired | $ 15,321 |
Acquisitions and Dispositions_3
Acquisitions and Dispositions - Schedule of Intangible Assets Identified (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Aug. 03, 2020 | Jan. 17, 2020 | |
Kessler | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 16,600 | ||
Shoals | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 7,480 | ||
Customer relationships | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 20 years | ||
Customer relationships | Kessler | |||
Business Acquisition [Line Items] | |||
Intangible assets | 12,640 | ||
Customer relationships | Shoals | |||
Business Acquisition [Line Items] | |||
Intangible assets | 4,290 | ||
Non-compete agreements | Kessler | |||
Business Acquisition [Line Items] | |||
Intangible assets | 0 | ||
Non-compete agreements | Shoals | |||
Business Acquisition [Line Items] | |||
Intangible assets | 150 | ||
Patents and technology | Kessler | |||
Business Acquisition [Line Items] | |||
Intangible assets | 0 | ||
Patents and technology | Shoals | |||
Business Acquisition [Line Items] | |||
Intangible assets | 2,620 | ||
Trade names and licenses | Kessler | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 3,960 | ||
Trade names and licenses | Shoals | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 420 | ||
Minimum | Non-compete agreements | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 3 years | ||
Minimum | Patents and technology | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 10 years | ||
Minimum | Trade names and licenses | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 5 years | ||
Maximum | Non-compete agreements | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 5 years | ||
Maximum | Patents and technology | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 15 years | ||
Maximum | Trade names and licenses | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 10 years |
Segment Information - Narrative
Segment Information - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Revenue from External Customer [Line Items] | |||
Impairment charges | $ 2,829 | $ 3,771 | $ 0 |
Gain on sale of businesses | 57,760 | 0 | 0 |
Impairment of intangible assets | 2,800 | ||
Piping Systems | |||
Revenue from External Customer [Line Items] | |||
Impairment charges | 3,800 | ||
Gain on sale of real property | 1,200 | ||
Operating Segments | Piping Systems | |||
Revenue from External Customer [Line Items] | |||
Impairment charges | 0 | 3,771 | |
Gain on sale of businesses | 0 | ||
Gain (loss) on sale of assets | 1,194 | ||
Operating Segments | Industrial Metals | |||
Revenue from External Customer [Line Items] | |||
Impairment charges | 0 | $ 0 | |
Gain on sale of businesses | $ 6,454 | ||
Gain (loss) on sale of assets | (275) | ||
Insurance recovery | $ 500 |
Segment Information - Summary o
Segment Information - Summary of Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 25, 2021 | Sep. 25, 2021 | Jun. 26, 2021 | Mar. 27, 2021 | Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | $ 956,357 | $ 982,248 | $ 1,012,592 | $ 818,148 | $ 675,851 | $ 619,105 | $ 500,168 | $ 602,919 | $ 3,769,345 | $ 2,398,043 | $ 2,430,616 |
Cost of goods sold | 2,938,989 | 1,966,161 | 2,035,610 | ||||||||
Depreciation and amortization | 45,390 | 44,843 | 42,693 | ||||||||
Selling, general, and administrative expense | 184,052 | 159,483 | 162,358 | ||||||||
Gain on sale of manufacturing equipment | 769 | (132) | 963 | ||||||||
Gain on sale of businesses | (57,760) | 0 | 0 | ||||||||
Litigation settlement, net | 0 | (22,053) | 0 | ||||||||
Insurance recovery | 0 | 0 | (485) | ||||||||
Impairment charges | 2,829 | 3,771 | 0 | ||||||||
Operating income | 655,845 | 245,838 | 191,403 | ||||||||
Interest expense | (7,709) | (19,247) | (25,683) | ||||||||
Pension plan termination expense | 0 | (17,835) | 0 | ||||||||
Redemption premium | (5,674) | 0 | 0 | ||||||||
Environmental expense | (5,053) | (4,454) | (1,321) | ||||||||
Other income, net | 3,730 | 4,887 | 1,684 | ||||||||
Income before income taxes | 641,139 | 209,189 | 166,083 | ||||||||
Expenditures for long-lived assets | 65,122 | 51,146 | 31,162 | ||||||||
Segment assets | 1,728,936 | 1,528,568 | 1,728,936 | 1,528,568 | 1,370,940 | ||||||
Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 3,798,807 | 2,425,292 | 2,453,044 | ||||||||
Intersegment sales | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | (29,462) | (27,249) | (22,428) | ||||||||
Corporate and Eliminations | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | (29,462) | (27,249) | (22,428) | ||||||||
Cost of goods sold | (30,679) | (19,810) | (25,230) | ||||||||
Depreciation and amortization | 4,698 | 3,995 | 3,285 | ||||||||
Selling, general, and administrative expense | 49,278 | 41,367 | 44,444 | ||||||||
Gain on sale of assets, net | 0 | ||||||||||
Gain on sale of businesses | (51,306) | ||||||||||
Litigation settlement, net | (22,053) | ||||||||||
Insurance recovery | 0 | ||||||||||
Impairment charges | 0 | 0 | |||||||||
Operating income | (1,453) | (30,748) | (44,927) | ||||||||
Expenditures for long-lived assets | 3,521 | 448 | 2,711 | ||||||||
Segment assets | 145,267 | 139,280 | 145,267 | 139,280 | 162,921 | ||||||
Piping Systems | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Impairment charges | 3,800 | ||||||||||
Piping Systems | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 2,600,030 | 1,583,002 | 1,542,456 | ||||||||
Cost of goods sold | 1,996,610 | 1,311,697 | 1,313,980 | ||||||||
Depreciation and amortization | 23,384 | 23,071 | 22,621 | ||||||||
Selling, general, and administrative expense | 93,749 | 78,744 | 75,170 | ||||||||
Gain on sale of assets, net | (1,194) | ||||||||||
Gain on sale of businesses | 0 | ||||||||||
Litigation settlement, net | 0 | ||||||||||
Insurance recovery | 0 | ||||||||||
Impairment charges | 0 | 3,771 | |||||||||
Operating income | 486,287 | 165,719 | 131,879 | ||||||||
Expenditures for long-lived assets | 43,429 | 39,209 | 15,505 | ||||||||
Segment assets | 1,160,272 | 977,937 | 1,160,272 | 977,937 | 796,262 | ||||||
Industrial Metals | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 703,363 | 472,159 | 554,372 | ||||||||
Cost of goods sold | 605,715 | 398,000 | 473,010 | ||||||||
Depreciation and amortization | 6,929 | 7,528 | 7,489 | ||||||||
Selling, general, and administrative expense | 11,698 | 12,566 | 12,359 | ||||||||
Gain on sale of assets, net | 275 | ||||||||||
Gain on sale of businesses | (6,454) | ||||||||||
Litigation settlement, net | 0 | ||||||||||
Insurance recovery | (485) | ||||||||||
Impairment charges | 0 | 0 | |||||||||
Operating income | 85,475 | 54,065 | 61,724 | ||||||||
Expenditures for long-lived assets | 5,744 | 5,968 | 9,101 | ||||||||
Segment assets | 173,290 | 152,683 | 173,290 | 152,683 | 161,904 | ||||||
Climate | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 495,414 | 370,131 | 356,216 | ||||||||
Cost of goods sold | 367,343 | 276,274 | 273,850 | ||||||||
Depreciation and amortization | 10,379 | 10,249 | 9,298 | ||||||||
Selling, general, and administrative expense | 29,327 | 26,806 | 30,385 | ||||||||
Gain on sale of assets, net | (44) | ||||||||||
Gain on sale of businesses | 0 | ||||||||||
Litigation settlement, net | 0 | ||||||||||
Insurance recovery | 0 | ||||||||||
Impairment charges | 2,829 | 0 | |||||||||
Operating income | 85,536 | 56,802 | 42,727 | ||||||||
Expenditures for long-lived assets | 12,428 | 5,521 | 3,845 | ||||||||
Segment assets | $ 250,107 | $ 258,668 | 250,107 | 258,668 | 249,853 | ||||||
Tube and fittings | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 2,055,639 | 1,232,724 | 1,271,558 | ||||||||
Tube and fittings | Piping Systems | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 2,055,639 | 1,232,724 | 1,271,558 | ||||||||
Tube and fittings | Industrial Metals | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Tube and fittings | Climate | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Brass rod and forgings | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 565,870 | 356,547 | 425,573 | ||||||||
Brass rod and forgings | Piping Systems | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Brass rod and forgings | Industrial Metals | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 565,870 | 356,547 | 425,573 | ||||||||
Brass rod and forgings | Climate | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
OEM components, tube & assemblies | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 218,693 | 236,854 | 210,858 | ||||||||
OEM components, tube & assemblies | Piping Systems | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 32,557 | 56,176 | 29,103 | ||||||||
OEM components, tube & assemblies | Industrial Metals | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 48,572 | 42,127 | 48,104 | ||||||||
OEM components, tube & assemblies | Climate | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 137,564 | 138,551 | 133,651 | ||||||||
Valves and plumbing specialties | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 511,834 | 294,102 | 241,795 | ||||||||
Valves and plumbing specialties | Piping Systems | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 511,834 | 294,102 | 241,795 | ||||||||
Valves and plumbing specialties | Industrial Metals | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Valves and plumbing specialties | Climate | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Flex duct and other HVAC components | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 357,850 | 231,580 | 222,565 | ||||||||
Flex duct and other HVAC components | Piping Systems | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Flex duct and other HVAC components | Industrial Metals | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Flex duct and other HVAC components | Climate | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 357,850 | 231,580 | 222,565 | ||||||||
Other | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 88,921 | 73,485 | 80,695 | ||||||||
Other | Piping Systems | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Other | Industrial Metals | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | 88,921 | 73,485 | 80,695 | ||||||||
Other | Climate | Operating Segments | |||||||||||
Segment Reporting Information, Income (Loss) before Income Taxes [Abstract] | |||||||||||
Net sales | $ 0 | $ 0 | $ 0 |
Segment Information - Schedule
Segment Information - Schedule of Geographic Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 25, 2021 | Sep. 25, 2021 | Jun. 26, 2021 | Mar. 27, 2021 | Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | $ 956,357 | $ 982,248 | $ 1,012,592 | $ 818,148 | $ 675,851 | $ 619,105 | $ 500,168 | $ 602,919 | $ 3,769,345 | $ 2,398,043 | $ 2,430,616 |
Long-lived assets: | 385,562 | 376,572 | 385,562 | 376,572 | 363,128 | ||||||
United States | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 2,791,571 | 1,765,810 | 1,775,321 | ||||||||
Long-lived assets: | 272,903 | 289,508 | 272,903 | 289,508 | 286,727 | ||||||
United Kingdom | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 330,908 | 207,754 | 230,791 | ||||||||
Long-lived assets: | 36,529 | 30,872 | 36,529 | 30,872 | 18,776 | ||||||
Canada | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 469,652 | 293,776 | 285,720 | ||||||||
Long-lived assets: | 26,422 | 29,582 | 26,422 | 29,582 | 31,429 | ||||||
Asia | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 83,217 | 58,256 | 64,363 | ||||||||
Long-lived assets: | 48,742 | 26,107 | 48,742 | 26,107 | 25,637 | ||||||
Mexico | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 93,997 | 72,447 | 74,421 | ||||||||
Long-lived assets: | $ 966 | $ 503 | $ 966 | $ 503 | $ 559 |
Cash, Cash Equivalents, and R_3
Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 |
Cash and Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 87,924 | $ 119,075 | ||
Restricted cash included within other current assets | 2,349 | 8,198 | ||
Restricted cash included within other assets | 103 | 103 | ||
Total cash, cash equivalents, and restricted cash | $ 90,376 | $ 127,376 | $ 98,042 | $ 77,138 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 130,133 | $ 85,927 |
Work-in-process | 64,989 | 49,361 |
Finished goods | 245,226 | 186,785 |
Valuation reserves | (10,104) | (7,071) |
Inventories | $ 430,244 | $ 315,002 |
Inventories - Narrative (Detail
Inventories - Narrative (Details) - USD ($) $ in Millions | Dec. 25, 2021 | Dec. 26, 2020 |
Inventory Disclosure [Abstract] | ||
LIFO inventory amount | $ 18.5 | $ 17.3 |
FIFO cost of inventories | 140.4 | 108.1 |
FIFO value of inventory consigned to others | $ 11 | $ 6.4 |
Consolidated Financial Statem_3
Consolidated Financial Statement Details (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Other Current Liabilities [Abstract] | |||
Accrued discounts and allowances | $ 82,200 | $ 56,000 | |
Taxes payable, current | 35,700 | 6,300 | |
Environmental expense, non operating properties | 9,700 | 2,700 | |
Net loss positions on derivative contracts | 500 | 6,300 | |
Accruals for excise tax | 6,400 | ||
Accrued interest | 5,400 | ||
Other (Expense) Income, Net [Abstract] | |||
Net periodic benefit income | 1,903 | 3,013 | $ 465 |
Interest income | 353 | 1,101 | 722 |
Other | 1,474 | 773 | 497 |
Other income, net | $ 3,730 | $ 4,887 | $ 1,684 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 25, 2021 | Dec. 26, 2020 | |
Derivative [Line Items] | ||
Restricted cash in other current assets as collateral related to open derivative contracts | $ 2 | $ 7.6 |
Commodity Contract | ||
Derivative [Line Items] | ||
Deferred net gains (losses), net of tax, included in AOCI | 0.7 | |
Cash Flow Hedging | Commodity Contract | Long | ||
Derivative [Line Items] | ||
Open future contracts to purchase copper | $ 40.6 | |
Time period for open copper future contract | 15 months | |
Fair value of future contracts with gain (loss) position | $ 1.1 | |
Fair Value Hedging | Commodity Contract | Short | ||
Derivative [Line Items] | ||
Fair value of future contracts with gain (loss) position | (0.4) | |
Open future contracts to sell copper | $ 15 | |
Time period for open copper future contract sales | 7 months |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Summary of Location and Fair Value (Details) - Designated as Hedging Instrument - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 |
Derivatives, Fair Value [Line Items] | ||
Assets fair value | $ 1,104 | $ 1,205 |
Liabilities fair value | (353) | (5,795) |
Other current assets | Commodity contracts | ||
Derivatives, Fair Value [Line Items] | ||
Other current assets: Gain positions | 1,150 | 1,213 |
Other current assets: Loss positions | (46) | (8) |
Other current liabilities | Commodity contracts | ||
Derivatives, Fair Value [Line Items] | ||
Other current liability: Gain positions | 0 | 68 |
Other current liability: Loss positions | $ (353) | $ (5,863) |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Effects of Derivative Instruments on Statements of Income (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 25, 2021 | Dec. 26, 2020 | |
Commodity Contract | Not Designated as Hedging Instrument | Cost of goods sold | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (loss) on commodity contracts (nonqualifying) | $ 217 | $ (8,893) |
Derivative Instruments and He_6
Derivative Instruments and Hedging Activities - Amounts Recognized In and Reclassified From AOCI (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (Loss) Recognized in AOCI (Effective Portion), Net of Tax | $ (181) | $ 508 | $ 690 |
Cash Flow Hedging | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (Loss) Recognized in AOCI (Effective Portion), Net of Tax | 2,361 | (4,583) | |
Gain Reclassified from AOCI (Effective Portion), Net of Tax | (2,542) | 5,091 | |
Commodity contracts | Cash Flow Hedging | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (Loss) Recognized in AOCI (Effective Portion), Net of Tax | 2,389 | (4,579) | |
Commodity contracts | Cost of goods sold | Cash Flow Hedging | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain Reclassified from AOCI (Effective Portion), Net of Tax | (2,542) | 5,091 | |
Other | Cash Flow Hedging | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (Loss) Recognized in AOCI (Effective Portion), Net of Tax | (28) | (4) | |
Gain Reclassified from AOCI (Effective Portion), Net of Tax | $ 0 | $ 0 |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Operating Lease Information (Details) - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 |
Leases [Abstract] | ||
Operating lease right-of-use assets | $ 23,510 | $ 29,301 |
Current portion of operating lease liabilities | 6,015 | 6,259 |
Noncurrent operating lease liabilities | 17,099 | 21,602 |
Total lease obligations | $ 23,114 | $ 27,861 |
Weighted average discount rate (as a percent) | 3.67% | 3.91% |
Weighted average remaining lease term (in years) | 5 years 6 months 3 days | 5 years 11 months 26 days |
Leases - Schedule of Operating
Leases - Schedule of Operating Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 25, 2021 | Dec. 26, 2020 | |
Leases [Abstract] | ||
Operating lease costs | $ 8,365 | $ 7,039 |
Short term lease costs | 4,607 | 4,734 |
Total lease costs | 12,972 | 11,773 |
Cash paid for amounts included in the measurement of lease liabilities | $ 7,869 | $ 7,040 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Operating Leases (Details) - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 |
Leases [Abstract] | ||
2022 | $ 6,760 | |
2023 | 4,579 | |
2024 | 3,402 | |
2025 | 2,518 | |
2026 | 2,312 | |
2027 and thereafter | 4,898 | |
Total lease payments | 24,469 | |
Less imputed interest | (1,355) | |
Total lease obligations | 23,114 | $ 27,861 |
Less current obligations | (6,015) | (6,259) |
Noncurrent operating lease liabilities | $ 17,099 | $ 21,602 |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 964,067 | $ 939,165 | |
Less accumulated depreciation | (578,505) | (562,593) | |
Property, plant, and equipment, net | 385,562 | 376,572 | |
Depreciation | 39,120 | 38,715 | $ 37,337 |
Land and land improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 34,050 | 33,602 | |
Buildings | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 238,033 | 218,319 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 657,673 | 658,613 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 34,311 | $ 28,631 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Changes in Carrying Amount of Goodwill (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 25, 2021 | Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Goodwill [Roll Forward] | ||||
Goodwill | $ 202,681,000 | |||
Accumulated impairment charges, beginning of year | (49,405,000) | |||
Goodwill, net, beginning balance | $ 167,764,000 | 153,276,000 | ||
Additions | 12,098,000 | 13,674,000 | ||
Reductions (1) | (6,366,000) | |||
Impairment charges | $ (2,100,000) | (2,087,000) | ||
Currency translation | (79,000) | 814,000 | ||
Goodwill | 222,822,000 | $ 202,681,000 | ||
Accumulated impairment loss, end of year | (51,492,000) | (49,405,000) | ||
Goodwill, net, ending balance | 171,330,000 | 167,764,000 | 153,276,000 | |
Impairment charges, excluding Turbotec | 0 | 0 | 0 | |
Piping Systems | ||||
Goodwill [Roll Forward] | ||||
Goodwill | 172,175,000 | |||
Accumulated impairment charges, beginning of year | (40,552,000) | |||
Goodwill, net, beginning balance | 144,147,000 | 131,623,000 | ||
Additions | 12,098,000 | 11,710,000 | ||
Reductions (1) | (4,402,000) | |||
Impairment charges | 0 | |||
Currency translation | (79,000) | 814,000 | ||
Goodwill | 192,316,000 | 172,175,000 | ||
Accumulated impairment loss, end of year | (40,552,000) | (40,552,000) | ||
Goodwill, net, ending balance | 151,764,000 | 144,147,000 | 131,623,000 | |
Industrial Metals | ||||
Goodwill [Roll Forward] | ||||
Goodwill | 8,854,000 | |||
Accumulated impairment charges, beginning of year | (8,853,000) | |||
Goodwill, net, beginning balance | 1,000 | 1,000 | ||
Additions | 0 | 0 | ||
Reductions (1) | 0 | |||
Impairment charges | 0 | |||
Currency translation | 0 | 0 | ||
Goodwill | 8,854,000 | 8,854,000 | ||
Accumulated impairment loss, end of year | (8,853,000) | (8,853,000) | ||
Goodwill, net, ending balance | 1,000 | 1,000 | 1,000 | |
Climate | ||||
Goodwill [Roll Forward] | ||||
Goodwill | 21,652,000 | |||
Accumulated impairment charges, beginning of year | 0 | |||
Goodwill, net, beginning balance | 23,616,000 | 21,652,000 | ||
Additions | 0 | 1,964,000 | ||
Reductions (1) | (1,964,000) | |||
Impairment charges | (2,087,000) | |||
Currency translation | 0 | 0 | ||
Goodwill | 21,652,000 | 21,652,000 | ||
Accumulated impairment loss, end of year | (2,087,000) | 0 | ||
Goodwill, net, ending balance | $ 19,565,000 | $ 23,616,000 | $ 21,652,000 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of Other Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Carrying amount of intangible assets [Abstract] | |||
Net Carrying Amount | $ 61,714 | ||
Amortization | 6,300 | $ 6,100 | $ 5,400 |
Customer relationships | |||
Carrying amount of intangible assets [Abstract] | |||
Gross Carrying Amount | 55,108 | 61,068 | |
Accumulated Amortization | (13,803) | (11,676) | |
Net Carrying Amount | 41,305 | 49,392 | |
Non-compete agreements | |||
Carrying amount of intangible assets [Abstract] | |||
Gross Carrying Amount | 2,474 | 2,689 | |
Accumulated Amortization | (2,458) | (2,527) | |
Net Carrying Amount | 16 | 162 | |
Patents and technology | |||
Carrying amount of intangible assets [Abstract] | |||
Gross Carrying Amount | 18,396 | 22,585 | |
Accumulated Amortization | (6,501) | (5,672) | |
Net Carrying Amount | 11,895 | 16,913 | |
Trade names and licenses | |||
Carrying amount of intangible assets [Abstract] | |||
Gross Carrying Amount | 13,654 | 14,631 | |
Accumulated Amortization | (5,598) | (4,476) | |
Net Carrying Amount | 8,056 | 10,155 | |
Other | |||
Carrying amount of intangible assets [Abstract] | |||
Gross Carrying Amount | 1,676 | 1,676 | |
Accumulated Amortization | (1,234) | (1,091) | |
Net Carrying Amount | 442 | 585 | |
Other intangible assets | |||
Carrying amount of intangible assets [Abstract] | |||
Gross Carrying Amount | 91,308 | 102,649 | |
Accumulated Amortization | (29,594) | (25,442) | |
Net Carrying Amount | $ 61,714 | $ 77,207 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Schedule of Future Amortization Expense (Details) $ in Thousands | Dec. 25, 2021USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2022 | $ 5,607 |
2023 | 5,295 |
2024 | 5,069 |
2025 | 4,943 |
2026 | 4,789 |
Thereafter | 36,011 |
Expected amortization expense | $ 61,714 |
Investment in Unconsolidated _3
Investment in Unconsolidated Affiliates - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 25, 2021 | Sep. 25, 2021 | Jun. 26, 2021 | Mar. 27, 2021 | Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | Sep. 02, 2021 | |
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Net gain (loss) | $ 126,698 | $ 172,256 | $ 110,932 | $ 65,238 | $ 37,254 | $ 43,957 | $ 28,487 | $ 33,951 | $ 475,124 | $ 143,649 | $ 106,232 | |
Retail Distribution Business | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Interest in joint venture | 17.00% | |||||||||||
Net gain (loss) | $ 800 | |||||||||||
Tecumseh Products Holdings LLC | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Interest in joint venture | 50.00% | 50.00% | ||||||||||
Net gain (loss) | $ (1,700) | $ (10,400) | ||||||||||
Second Unconsolidated Affiliate | ||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||
Interest in joint venture | 50.00% | 50.00% |
Investment in Unconsolidated _4
Investment in Unconsolidated Affiliates - Summary of Financial Information of Equity Method Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 25, 2021 | Sep. 25, 2021 | Jun. 26, 2021 | Mar. 27, 2021 | Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Balance sheet data [Abstract] | |||||||||||
Current assets | $ 1,019,003 | $ 825,361 | $ 1,019,003 | $ 825,361 | |||||||
Current liabilities | 382,439 | 339,643 | 382,439 | 339,643 | |||||||
Income statement data [Abstract] | |||||||||||
Net sales | 956,357 | $ 982,248 | $ 1,012,592 | $ 818,148 | 675,851 | $ 619,105 | $ 500,168 | $ 602,919 | 3,769,345 | 2,398,043 | $ 2,430,616 |
Gross profit | 229,763 | 237,983 | 212,880 | 149,730 | 122,344 | 118,325 | 97,009 | 94,204 | |||
Net loss | 126,698 | $ 172,256 | $ 110,932 | $ 65,238 | 37,254 | $ 43,957 | $ 28,487 | $ 33,951 | 475,124 | 143,649 | $ 106,232 |
Tecumseh | |||||||||||
Balance sheet data [Abstract] | |||||||||||
Current assets | 214,550 | 167,451 | 214,550 | 167,451 | |||||||
Noncurrent assets | 76,406 | 78,241 | 76,406 | 78,241 | |||||||
Current liabilities | 169,155 | 120,202 | 169,155 | 120,202 | |||||||
Noncurrent liabilities | $ 46,059 | $ 50,020 | 46,059 | 50,020 | |||||||
Income statement data [Abstract] | |||||||||||
Net sales | 452,917 | 384,919 | |||||||||
Gross profit | 57,028 | 50,347 | |||||||||
Net loss | $ (3,330) | $ (20,892) |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 2,940 | $ 328,095 |
Less debt issuance costs | (1,065) | (219) |
Less current portion of debt | (811) | (41,283) |
Long-term debt | $ 1,064 | 286,593 |
Subordinated Debt | ||
Debt Instrument [Line Items] | ||
Debt, stated interest rate (as a percent) | 6.00% | |
Long-term debt, gross | $ 0 | 284,479 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt, stated interest rate (as a percent) | 1.25% | |
Long-term debt, gross | $ 0 | 35,000 |
Jungwoo Mueller Line of Credit Due 2021 | ||
Debt Instrument [Line Items] | ||
Debt, stated interest rate (as a percent) | 1.90% | |
Long-term debt, gross | $ 0 | 5,811 |
2001 Series IRB's With Interest at 1.23% Due 2021 | ||
Debt Instrument [Line Items] | ||
Debt, stated interest rate (as a percent) | 1.14% | |
Long-term debt, gross | $ 0 | 250 |
Other | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 2,940 | $ 2,555 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Apr. 15, 2021USD ($) | Dec. 25, 2021USD ($) | Dec. 26, 2020USD ($) | Dec. 28, 2019USD ($) | Dec. 25, 2021KRW (₩) | Mar. 31, 2021USD ($) |
Debt Instrument [Line Items] | ||||||
Interest paid | $ 13,900,000 | $ 19,800,000 | $ 25,400,000 | |||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility maximum borrowing capacity | 400,000,000 | $ 500,000,000 | ||||
Revolving Credit Facility | Term Loan Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility maximum borrowing capacity | 100,000,000 | |||||
Subordinated Debt | ||||||
Debt Instrument [Line Items] | ||||||
Repayments of debt | $ 291,400,000 | |||||
Redemption premium | $ 5,700,000 | |||||
Revolving Credit Facility | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility maximum borrowing capacity | $ 400,000,000 | |||||
Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding letters of credit | $ 28,900,000 | |||||
Credit Agreement | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility commitment fee | 0.15% | |||||
Credit Agreement | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility commitment fee | 0.30% | |||||
Credit Agreement | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.15% | |||||
Credit Agreement | LIBOR | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.125% | |||||
Credit Agreement | LIBOR | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.625% | |||||
Credit Agreement | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.15% | |||||
Credit Agreement | Base Rate | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.125% | |||||
Credit Agreement | Base Rate | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.625% | |||||
Jungwoo-Mueller | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility maximum borrowing capacity | $ 16,800,000 | ₩ 20,000,000,000 |
Debt - Aggregate Annual Maturit
Debt - Aggregate Annual Maturities (Details) $ in Thousands | Dec. 25, 2021USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
2022 | $ 811 |
2023 | 222 |
2024 | 222 |
2025 | 185 |
2026 | 0 |
Thereafter | 1,500 |
Long-term debt | $ 2,940 |
Debt - Net Interest Expense (De
Debt - Net Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Debt Disclosure [Abstract] | |||
Interest expense | $ 8,096 | $ 19,510 | $ 25,957 |
Capitalized interest | (387) | (263) | (274) |
Net interest expense | $ 7,709 | $ 19,247 | $ 25,683 |
Benefit Plans - Benefit Plan In
Benefit Plans - Benefit Plan Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Change in fair value of plan assets: | |||
Beginning balance | $ 78,480 | ||
Surplus assets | $ 12,400 | ||
Ending balance | 79,478 | 78,480 | |
Incremental benefit payments | 100,000 | ||
Actuarial net loss | $ 800 | ||
Payable maximum period to be considered current | 12 months | ||
Ultimate health care cost trend rate | 4.10% | ||
Minimum | |||
Change in fair value of plan assets: | |||
Annual assumed rate of increase in the per capita cost of covered benefits | 4.50% | ||
Maximum | |||
Change in fair value of plan assets: | |||
Annual assumed rate of increase in the per capita cost of covered benefits | 6.40% | ||
Pension Benefits | |||
Change in benefit obligation [Roll Forward] | |||
Obligation at beginning of year | $ 90,809 | 182,164 | |
Service cost | 0 | 0 | |
Interest cost | 1,272 | 3,260 | $ 5,972 |
Actuarial (gain) loss | (4,062) | 10,790 | |
Plan amendments | 0 | 0 | |
Benefit payments | (2,832) | (9,214) | |
Curtailment | 0 | 0 | |
Settlement | 0 | (99,585) | |
Foreign currency translation adjustment | (904) | 3,394 | |
Obligation at end of year | 84,283 | 90,809 | 182,164 |
Change in fair value of plan assets: | |||
Beginning balance | 78,480 | 183,486 | |
Actual return on plan assets | 4,791 | 13,313 | |
Employer contributions | 0 | 0 | |
Benefit payments | (2,832) | (9,214) | |
Settlement | 0 | (99,585) | |
Surplus assets | 0 | 12,386 | |
Foreign currency translation adjustment | (961) | 2,866 | |
Ending balance | 79,478 | 78,480 | 183,486 |
Funded (underfunded) status at end of year | (4,805) | (12,329) | |
Plan termination, termination costs | 17,800 | ||
Plan termination, federal excise tax | 6,200 | ||
Other Benefits | |||
Change in benefit obligation [Roll Forward] | |||
Obligation at beginning of year | 12,782 | 12,653 | |
Service cost | 258 | 212 | 260 |
Interest cost | 281 | 430 | 609 |
Actuarial (gain) loss | (812) | 422 | |
Plan amendments | 0 | (26) | |
Benefit payments | (634) | (716) | |
Curtailment | 0 | (183) | |
Settlement | 0 | 0 | |
Foreign currency translation adjustment | (50) | (10) | |
Obligation at end of year | 11,825 | 12,782 | 12,653 |
Change in fair value of plan assets: | |||
Beginning balance | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Employer contributions | 634 | 716 | |
Benefit payments | (634) | (716) | |
Settlement | 0 | 0 | |
Surplus assets | 0 | 0 | |
Foreign currency translation adjustment | 0 | 0 | |
Ending balance | 0 | 0 | $ 0 |
Funded (underfunded) status at end of year | $ (11,825) | $ (12,782) | |
Foreign Plan | Pension Benefits | |||
Change in fair value of plan assets: | |||
Percent of above benefit obligation on company sponsored UK pension plan | 100.00% | 100.00% | |
Percent above plan assets on company sponsored UK pension plan | 100.00% | 100.00% |
Benefit Plans - Amounts Recogni
Benefit Plans - Amounts Recognized in Accumulated OCI (Before the Effect of Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 25, 2021 | Dec. 26, 2020 | |
Pension Benefits | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Unrecognized net actuarial loss (gain) | $ 19,629 | $ 26,476 |
Unrecognized prior service credit | 0 | 0 |
Other Benefits | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Unrecognized net actuarial loss (gain) | (1,893) | (1,187) |
Unrecognized prior service credit | $ (1,930) | $ (2,401) |
Benefit Plans - Total Funded St
Benefit Plans - Total Funded Status of the Plans Recognized in the Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 |
Pension Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Current liability | $ 0 | $ 0 |
Long-term liability | (4,805) | (12,329) |
Total (underfunded) funded status | (4,805) | (12,329) |
Other Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Current liability | (962) | (948) |
Long-term liability | (10,863) | (11,834) |
Total (underfunded) funded status | $ (11,825) | $ (12,782) |
Benefit Plans - Components of N
Benefit Plans - Components of Net Periodic Benefit Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Components of net periodic benefit cost (income) [Abstract] | |||
Settlement charge | $ 0 | $ 11,642 | $ 0 |
Net periodic benefit (income) cost | (1,903) | (3,013) | (465) |
Pension Benefits | |||
Components of net periodic benefit cost (income) [Abstract] | |||
Interest cost | 1,272 | 3,260 | 5,972 |
Expected return on plan assets | (3,671) | (5,704) | (8,103) |
Amortization of net loss (gain) | 1,536 | 2,305 | 1,950 |
Settlement charge | 0 | 11,642 | 0 |
Service cost | 0 | 0 | |
Net periodic benefit (income) cost | (863) | 11,503 | (181) |
Other Benefits | |||
Components of net periodic benefit cost (income) [Abstract] | |||
Interest cost | 281 | 430 | 609 |
Amortization of net loss (gain) | (103) | (193) | (88) |
Settlement charge | 0 | 0 | (2) |
Service cost | 258 | 212 | 260 |
Amortization of prior service credit | (470) | (519) | (902) |
Curtailment gain | 0 | (2,591) | 0 |
Net periodic benefit (income) cost | $ (34) | $ (2,661) | $ (123) |
Benefit Plans - Weighted Averag
Benefit Plans - Weighted Average Assumptions Used in the Measurement of the Company's Benefit Obligation and Net Periodic Benefit Cost (Details) | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Pension Benefits | |||
Weighted average assumptions in benefit obligations calculations [Abstract] | |||
Discount rate | 1.90% | 1.40% | |
Expected long-term return on plan assets | 4.96% | 4.69% | |
Rate of inflation | 3.70% | 3.20% | |
Weighted average assumptions in net periodic benefit calculations [Abstract] | |||
Discount rate | 1.40% | 1.93% | 3.72% |
Expected long-term return on plan assets | 4.69% | 3.84% | 5.05% |
Rate of inflation | 3.20% | 3.20% | 3.40% |
Other Benefits | |||
Weighted average assumptions in benefit obligations calculations [Abstract] | |||
Discount rate | 3.73% | 2.92% | |
Rate of compensation increases | 5.00% | 5.00% | |
Weighted average assumptions in net periodic benefit calculations [Abstract] | |||
Discount rate | 2.92% | 3.70% | 4.56% |
Rate of compensation increases | 5.00% | 5.00% | 5.00% |
Benefit Plans - Pension Assets
Benefit Plans - Pension Assets by Percentage (Details) - Pension Benefits | 12 Months Ended | |
Dec. 25, 2021 | Dec. 26, 2020 | |
Asset category [Abstract] | ||
Total plan assets (as a percent) | 100.00% | 100.00% |
Expected long-term rate of return on plan assets | 4.96% | 4.69% |
Equity securities (includes equity mutual funds) | ||
Asset category [Abstract] | ||
Total plan assets (as a percent) | 66.00% | 66.00% |
Multi-asset securities | ||
Asset category [Abstract] | ||
Total plan assets (as a percent) | 24.00% | 24.00% |
Cash and money market funds | ||
Asset category [Abstract] | ||
Total plan assets (as a percent) | 0.00% | 1.00% |
Alternative investments | ||
Asset category [Abstract] | ||
Total plan assets (as a percent) | 10.00% | 9.00% |
Maximum | Equity securities (includes equity mutual funds) | ||
Asset category [Abstract] | ||
Total plan assets (as a percent) | 70.00% | |
Maximum | Alternative investments | ||
Asset category [Abstract] | ||
Total plan assets (as a percent) | 10.00% |
Benefit Plans - Pension Asset_2
Benefit Plans - Pension Assets by Fair Value Level (Details) - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | $ 79,478 | $ 78,480 |
Approximate percentage of mutual funds actively managed | 78.00% | 76.00% |
Approximate percentage of mutual funds indexed funds | 22.00% | 24.00% |
Percentage of mutual funds' assets invested in U.S equities | 27.00% | 27.00% |
Percent of mutual funds assets invested in non US equities | 73.00% | 73.00% |
Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | $ 292 | $ 492 |
Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 71,465 | 71,084 |
Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 7,721 | 6,904 |
Cash and money market funds | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 292 | 492 |
Cash and money market funds | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 292 | 492 |
Cash and money market funds | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 0 | 0 |
Cash and money market funds | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 0 | 0 |
Mutual Funds | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 71,465 | 71,084 |
Mutual Funds | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 0 | 0 |
Mutual Funds | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 71,465 | 71,084 |
Mutual Funds | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 0 | 0 |
Limited partnerships | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 7,721 | 6,904 |
Limited partnerships | Level 1 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 0 | 0 |
Limited partnerships | Level 2 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | 0 | 0 |
Limited partnerships | Level 3 | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Long-term asset | $ 7,721 | $ 6,904 |
Benefit Plans - Assets of the P
Benefit Plans - Assets of the Plan Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Details) $ in Thousands | 12 Months Ended |
Dec. 25, 2021USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | |
Beginning balance | $ 78,480 |
Ending balance | 79,478 |
Pension Benefits | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | |
Beginning balance | 78,480 |
Ending balance | 79,478 |
Fair Value, Inputs, Level 3 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | |
Beginning balance | 6,904 |
Ending balance | 7,721 |
Fair Value, Inputs, Level 3 | Pension Benefits | Limited Partner | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | |
Beginning balance | 6,904 |
Net appreciation in fair value | 817 |
Ending balance | $ 7,721 |
Benefit Plans - Contributions a
Benefit Plans - Contributions and Benefit Payments (Details) $ in Thousands | Dec. 25, 2021USD ($) |
Pension Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2022 | $ 2,861 |
2023 | 2,970 |
2024 | 3,082 |
2025 | 3,199 |
2026 | 3,320 |
2027-2031 | 18,586 |
Total | 34,018 |
Other Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Company's expected contribution to benefit plans in next fiscal year | 1,000 |
2022 | 962 |
2023 | 1,029 |
2024 | 1,029 |
2025 | 1,011 |
2026 | 1,016 |
2027-2031 | 4,511 |
Total | $ 9,558 |
Benefit Plans - Contributions_2
Benefit Plans - Contributions and Benefit Payments, Multiemployer Plan, 401(k) Plans and UMWA Benefit Plans (Details) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021USD ($)bargain_agreement | Dec. 26, 2020USD ($) | Dec. 28, 2019USD ($) | |
IAM Plan Trusts [Abstract] | |||
Number of collective bargaining agreements | bargain_agreement | 2 | ||
Multiemployer plan, contributions | $ 1,300 | $ 1,200 | $ 1,200 |
Maximum percentage of employer contributions (less than) | 5.00% | ||
Multiemployer plans, funded status (as a percent) | 89.00% | 89.00% | |
401 (k) Plan [Abstract] | |||
Compensation expense for the Company's matching contribution | $ 4,500 | $ 4,000 | 4,200 |
Contributions to UMWA 1992 Benefit Plan | $ 134 | $ 57 | $ 223 |
Commitments and Contingencies -
Commitments and Contingencies - Environmental (Details) $ in Millions | 1 Months Ended | 12 Months Ended | 36 Months Ended | |||||||
Feb. 28, 2022USD ($)MMcf | Jan. 31, 2018USD ($)unilateral_administrative_order | Sep. 30, 2014USD ($)property | Dec. 25, 2021USD ($) | Dec. 26, 2020USD ($) | Dec. 28, 2019USD ($) | Dec. 25, 2021USD ($) | Dec. 28, 2019USD ($) | Dec. 25, 2021smelter_site | Dec. 25, 2021potentially_responsible_party | |
Site Contingency [Line Items] | ||||||||||
Environmental expense | $ 5 | $ 4.2 | $ 1.7 | |||||||
Environmental reserves | 27.4 | $ 24 | $ 27.4 | |||||||
Expected environmental expenditures for 2022 | 9.6 | 9.6 | ||||||||
Expected environmental expenditures for 2023 | 3.1 | 3.1 | ||||||||
Expected environmental expenditures for 2024 | 0.8 | 0.8 | ||||||||
Expected environmental expenditures for 2025 | 0.9 | 0.9 | ||||||||
Expected environmental expenditures for 2026 | 0.7 | 0.7 | ||||||||
Expected environmental expenditures after 2026 | $ 12.3 | 12.3 | ||||||||
East La Harpe | ||||||||||
Site Contingency [Line Items] | ||||||||||
Number of parties involved in settlement negotiations | 3 | 2 | ||||||||
Southeast Kansas Sites | Subsequent Event | ||||||||||
Site Contingency [Line Items] | ||||||||||
Environmental reserves | $ 5.6 | |||||||||
Geographic boundary of sites | MMcf | 50 | |||||||||
Shasta Area Mine Sites | ||||||||||
Site Contingency [Line Items] | ||||||||||
Period of permit, implementation of Best Management Practices | 10 years | |||||||||
Environmental remediation expense spending | $ 1.5 | |||||||||
Estimated number of years until mitigation resolution | 30 years | |||||||||
Shasta Area Mine Sites | Minimum | ||||||||||
Site Contingency [Line Items] | ||||||||||
Mitigation estimates | $ 14 | |||||||||
Shasta Area Mine Sites | Maximum | ||||||||||
Site Contingency [Line Items] | ||||||||||
Mitigation estimates | 16 | |||||||||
Lead Refinery Site | ||||||||||
Site Contingency [Line Items] | ||||||||||
Environmental expense | 0.5 | |||||||||
Lead Refinery Site [Abstract] | ||||||||||
EPA's estimated cost of site remediation | $ 26 | |||||||||
Number of surrounding properties | property | 300 | |||||||||
Site contingency, financial guarantee | $ 1 | 1 | ||||||||
Lead Refinery Site | Non operating Properties | ||||||||||
Site Contingency [Line Items] | ||||||||||
Estimated number of years until mitigation resolution | 15 years | |||||||||
Lead Refinery Site | Minimum | ||||||||||
Site Contingency [Line Items] | ||||||||||
Mitigation estimates | $ 1.6 | |||||||||
Lead Refinery Site | Maximum | ||||||||||
Site Contingency [Line Items] | ||||||||||
Mitigation estimates | 2.3 | |||||||||
Lead Refinery NPL Site | ||||||||||
Site Contingency [Line Items] | ||||||||||
Environmental reserves | $ 4.5 | |||||||||
Lead Refinery Site [Abstract] | ||||||||||
Number of UAOs issued | unilateral_administrative_order | 2 | |||||||||
Site contingency, total costs | $ 25 | |||||||||
Site contingency, amount agreed upon to pay PRPs for past costs | 2 | |||||||||
Possible further payments for ongoing work by PRPs | $ 0.7 | |||||||||
Payments for unilateral administrative orders | 7.6 | |||||||||
Loss contingency accrual | 3.3 | $ 3.3 | ||||||||
Mueller Copper Tube Products, Inc. | Minimum | ||||||||||
Site Contingency [Line Items] | ||||||||||
Mitigation estimates | 0.7 | |||||||||
Mueller Copper Tube Products, Inc. | Maximum | ||||||||||
Site Contingency [Line Items] | ||||||||||
Mitigation estimates | $ 0.9 |
Commitments and Contingencies_2
Commitments and Contingencies - United States Department of Commerce Antidumping Review (Details) | 1 Months Ended | 12 Months Ended | ||||
Nov. 27, 2015USD ($) | Dec. 25, 2021USD ($) | Dec. 26, 2020USD ($) | Dec. 28, 2019USD ($) | Oct. 31, 2008numberOfImportEntries | Apr. 19, 2010 | |
Loss Contingencies [Line Items] | ||||||
Litigation settlement, net | $ 0 | $ (22,053,000) | $ 0 | |||
United States Department of Commerce Antidumping Review | ||||||
Loss Contingencies [Line Items] | ||||||
Assignment of antidumping duty rate on U.S. imports by Company subsidiaries | 48.33% | |||||
Payment request for interest and duties | $ 3,000,000 | |||||
Number of import entries | numberOfImportEntries | 795 | |||||
Deepwater Horizon Economic and Property Damage Claim | ||||||
Loss Contingencies [Line Items] | ||||||
Litigation settlement, net | $ (22,100,000) | |||||
Letter of Credit | ||||||
Loss Contingencies [Line Items] | ||||||
Letters of credit, guarantees, renewal period | 1 year | |||||
Letter of Credit | Revolving Credit Facility | ||||||
Loss Contingencies [Line Items] | ||||||
Outstanding letters of credit | $ 28,900,000 |
Income Taxes - Components of In
Income Taxes - Components of Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 518,080 | $ 144,770 | $ 112,812 |
Foreign | 123,059 | 64,419 | 53,271 |
Income before income taxes | $ 641,139 | $ 209,189 | $ 166,083 |
Income Taxes - Components of _2
Income Taxes - Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Current tax expense: | |||
Federal | $ 107,804 | $ 37,964 | $ 19,066 |
Foreign | 34,455 | 16,221 | 12,727 |
State and local | 16,186 | 5,182 | 3,892 |
Current tax expense | 158,445 | 59,367 | 35,685 |
Deferred tax expense (benefit): | |||
Federal | (3,504) | (5,991) | 1,725 |
Foreign | 2,572 | 90 | (2,311) |
State and local | 8,345 | 1,855 | 158 |
Deferred tax expense (benefit) | 7,413 | (4,046) | (428) |
Income tax expense | $ 165,858 | $ 55,321 | $ 35,257 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |||
Expected income tax expense | $ 134,639 | $ 43,930 | $ 34,892 |
State and local income tax, net of federal benefit | 21,132 | 5,949 | 3,234 |
Effect of foreign statutory rates different from U.S. and other foreign adjustments | 11,185 | 2,783 | (882) |
Investment in unconsolidated affiliates | (679) | (387) | 538 |
Other, net | (419) | 3,046 | (2,525) |
Income tax expense | $ 165,858 | $ 55,321 | $ 35,257 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Income Tax Disclosure [Abstract] | |||
State income tax credit carryforwards with expiration | $ 1.7 | ||
State net operating loss carryforwards with potential tax benefits | 10.4 | ||
Federal and foreign tax attributes with unlimited life | 4.6 | ||
Federal and foreign tax attributes, valuation allowance | 0.6 | ||
Federal and foreign tax attributes with potential tax benefits | 1.8 | ||
Income taxes paid | $ 132.9 | $ 49.3 | $ 41.8 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) $ in Thousands | Dec. 25, 2021 | Dec. 26, 2020 |
Deferred tax assets: | ||
Inventories | $ 15,153 | $ 13,910 |
Other postretirement benefits and accrued items | 8,382 | 11,477 |
Other reserves | 9,962 | 7,782 |
Foreign tax attributes | 6,410 | 6,250 |
State tax attributes, net of federal benefit | 12,043 | 21,178 |
Stock-based compensation | 3,608 | 3,751 |
Right of use liability | 4,988 | 6,034 |
Basis difference in unconsolidated affiliates | 7,690 | 8,478 |
Total deferred tax assets | 68,236 | 78,860 |
Less valuation allowance | (26,624) | (27,199) |
Deferred tax assets, net of valuation allowance | 41,612 | 51,661 |
Deferred tax liabilities: | ||
Property, plant, and equipment | 45,804 | 48,990 |
Right of use asset | 5,099 | 6,157 |
Other liabilities | 1,765 | 638 |
Total deferred tax liabilities | 52,668 | 55,785 |
Net deferred tax liabilities | $ (11,056) | $ (4,124) |
Equity (Details)
Equity (Details) | Dec. 25, 2021shares |
Equity [Abstract] | |
Authorization to repurchase shares of common stock (in shares) | 20,000,000 |
Shares repurchased (in shares) | 6,500,000 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 9.8 | $ 8.6 | $ 8.7 |
Compensation for stock awards not yet recognized | $ 21 | ||
Compensation recognition period | 2 years 8 months 12 days | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for future issuance (in shares) | 1,500 | ||
Total intrinsic value of options exercised | $ 3.8 | 2.4 | 1.6 |
Fair value of options vested | 0.4 | $ 0.7 | $ 1 |
Aggregate intrinsic value of all outstanding options | $ 18.5 | ||
Weighted average remaining contractual term of all outstanding options | 4 years 10 months 24 days | ||
Outstanding options, exercisable (in shares) | 402 | ||
Aggregate intrinsic value of current exercisable shares | $ 12.8 | ||
Weighted average exercise price (in dollars per share) | $ 26.75 | ||
Weighted average remaining contractual term | 4 years 3 months 18 days | ||
Weighted average grant-date fair value of options granted (in dollars per share) | $ 15.60 | $ 6.81 | $ 8.78 |
Stock Options | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options vesting period | 5 years | ||
Stock options expiration period | 10 years | ||
Restricted Stock Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of options vested | $ 7 | $ 5.6 | $ 5.6 |
Weighted average grant date fair value of awards granted (in dollars per share) | $ 44.08 | $ 29 | $ 28.64 |
Aggregate intrinsic value | $ 33.7 | ||
Performance Stock Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average grant date fair value of awards granted (in dollars per share) | $ 43.46 | ||
Aggregate intrinsic value | $ 36.5 | ||
Weighted average grant-date fair value of options granted (in dollars per share) | $ 43.46 | $ 29.61 | $ 29.11 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Award Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Stock Options | |||
Options outstanding [Roll Forward] | |||
Beginning balance (in shares) | 793 | ||
Granted (in shares) | 28 | ||
Exercised (in shares) | (194) | ||
Forfeited (in shares) | (12) | ||
Ending balance (in shares) | 615 | 793 | |
Weighted average exercise price [Roll Forward] | |||
Beginning balance (in dollars per share) | $ 26.81 | ||
Granted (in dollars per share) | 46.19 | ||
Exercised (in dollars per share) | 24.20 | ||
Forfeited (in dollars per share) | 31.83 | ||
Ending balance (in dollars per share) | $ 28.42 | $ 26.81 | |
Restricted Stock Awards | |||
Restricted stock [Roll Forward] | |||
Beginning balance (in shares) | 706 | ||
Granted (in shares) | 91 | ||
Exercised (in shares) | (217) | ||
Forfeited (in shares) | (3) | ||
Ending balance (in shares) | 577 | 706 | |
Weighted average grant date fair value [Abstract] | |||
Beginning balance (in dollars per share) | $ 30.89 | ||
Granted (in dollars per share) | 44.08 | $ 29 | $ 28.64 |
Exercised (in dollars per share) | 32.39 | ||
Forfeited (in dollars per share) | 34.20 | ||
Ending balance (in dollars per share) | $ 32.40 | $ 30.89 | |
Performance Stock Awards | |||
Restricted stock [Roll Forward] | |||
Beginning balance (in shares) | 495 | ||
Granted (in shares) | 142 | ||
Exercised (in shares) | 0 | ||
Forfeited (in shares) | (13) | ||
Ending balance (in shares) | 624 | 495 | |
Weighted average grant date fair value [Abstract] | |||
Beginning balance (in dollars per share) | $ 30.50 | ||
Granted (in dollars per share) | 43.46 | ||
Exercised (in dollars per share) | 0 | ||
Forfeited (in dollars per share) | 29.61 | ||
Ending balance (in dollars per share) | $ 33.46 | $ 30.50 |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions in Determining Fair Value of Options Granted (Details) - Stock Options - $ / shares | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of stock options on grant date (in dollars per share) | $ 15.60 | $ 6.81 | $ 8.78 |
Expected term (in years) | 7 years 10 months 24 days | 7 years 10 months 24 days | 7 years 9 months 18 days |
Expected price volatility (as a percent) | 33.60% | 31.90% | 28.60% |
Risk-free interest rate (as a percent) | 1.30% | 0.60% | 2.40% |
Dividend yield (as a percent) | 1.10% | 1.70% | 1.40% |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - Changes in AOCI by Component (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 25, 2021 | Dec. 26, 2020 | |
Changes in accumulated other comprehensive income [Roll Forward] | ||
Balance at beginning of year | $ 801,060 | |
Other comprehensive income (loss) before reclassifications | 3,274 | $ 505 |
Amounts reclassified from AOCI | (1,738) | 13,382 |
Balance at end of year | 1,256,963 | 801,060 |
Accumulated other comprehensive loss | ||
Changes in accumulated other comprehensive income [Roll Forward] | ||
Balance at beginning of year | (54,883) | (68,770) |
Balance at end of year | (53,347) | (54,883) |
Cumulative Translation Adjustment | ||
Changes in accumulated other comprehensive income [Roll Forward] | ||
Balance at beginning of year | (37,339) | (46,198) |
Other comprehensive income (loss) before reclassifications | (4,964) | 8,859 |
Amounts reclassified from AOCI | 0 | 0 |
Balance at end of year | (42,303) | (37,339) |
Unrealized Gain (Loss) on Derivatives | ||
Changes in accumulated other comprehensive income [Roll Forward] | ||
Balance at beginning of year | 984 | 476 |
Other comprehensive income (loss) before reclassifications | 2,361 | (4,583) |
Amounts reclassified from AOCI | (2,542) | 5,091 |
Balance at end of year | 803 | 984 |
Pension/ OPEB Liability Adjustment | ||
Changes in accumulated other comprehensive income [Roll Forward] | ||
Balance at beginning of year | (17,203) | (21,855) |
Other comprehensive income (loss) before reclassifications | 4,899 | (3,639) |
Amounts reclassified from AOCI | 804 | 8,291 |
Balance at end of year | (11,500) | (17,203) |
Attributable to Unconsol. Affiliates | ||
Changes in accumulated other comprehensive income [Roll Forward] | ||
Balance at beginning of year | (1,325) | (1,193) |
Other comprehensive income (loss) before reclassifications | 978 | (132) |
Amounts reclassified from AOCI | 0 | 0 |
Balance at end of year | $ (347) | $ (1,325) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Loss) - Reclassification Adjustments out of AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 25, 2021 | Sep. 25, 2021 | Jun. 26, 2021 | Mar. 27, 2021 | Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Reclassification Adjustments out of AOCI [Abstract] | |||||||||||
Income tax (benefit) expense | $ 165,858 | $ 55,321 | $ 35,257 | ||||||||
Net of tax and noncontrolling interests | $ (125,601) | $ (170,980) | $ (108,832) | $ (63,107) | $ (36,420) | $ (42,702) | $ (27,956) | $ (32,415) | (468,520) | (139,493) | (100,972) |
Pension plan termination expense | 0 | 11,642 | 0 | ||||||||
Other income, net | (3,730) | (4,887) | (1,684) | ||||||||
Pension Benefits | |||||||||||
Reclassification Adjustments out of AOCI [Abstract] | |||||||||||
Pension plan termination expense | 0 | 11,642 | 0 | ||||||||
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | Amount Reclassified from AOCI | |||||||||||
Reclassification Adjustments out of AOCI [Abstract] | |||||||||||
Income tax (benefit) expense | 1,306 | (1,246) | 101 | ||||||||
Net of tax and noncontrolling interests | (2,542) | 5,091 | (486) | ||||||||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent | Amount Reclassified from AOCI | |||||||||||
Reclassification Adjustments out of AOCI [Abstract] | |||||||||||
Income tax (benefit) expense | (159) | (2,353) | (163) | ||||||||
Net of tax and noncontrolling interests | 804 | 8,291 | 797 | ||||||||
Other income, net | 963 | (998) | 960 | ||||||||
Commodity Contract | Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | Amount Reclassified from AOCI | |||||||||||
Reclassification Adjustments out of AOCI [Abstract] | |||||||||||
Cost of goods sold | $ (3,848) | $ 6,337 | $ (587) |
Quarterly Financial Informati_3
Quarterly Financial Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 25, 2021 | Sep. 25, 2021 | Jun. 26, 2021 | Mar. 27, 2021 | Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | Mar. 28, 2020 | Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 956,357 | $ 982,248 | $ 1,012,592 | $ 818,148 | $ 675,851 | $ 619,105 | $ 500,168 | $ 602,919 | $ 3,769,345 | $ 2,398,043 | $ 2,430,616 |
Gross profit | 229,763 | 237,983 | 212,880 | 149,730 | 122,344 | 118,325 | 97,009 | 94,204 | |||
Consolidated net income | 126,698 | 172,256 | 110,932 | 65,238 | 37,254 | 43,957 | 28,487 | 33,951 | 475,124 | 143,649 | 106,232 |
Net income attributable to Mueller Industries, Inc. | $ 125,601 | $ 170,980 | $ 108,832 | $ 63,107 | $ 36,420 | $ 42,702 | $ 27,956 | $ 32,415 | $ 468,520 | $ 139,493 | $ 100,972 |
Basic earnings per share (in dollars per share) | $ 2.24 | $ 3.05 | $ 1.95 | $ 1.13 | $ 0.65 | $ 0.77 | $ 0.50 | $ 0.58 | $ 8.36 | $ 2.50 | $ 1.81 |
Diluted earnings per share (in dollars per share) | 2.21 | 3.01 | 1.92 | 1.11 | 0.64 | 0.76 | 0.50 | 0.57 | 8.25 | 2.47 | 1.79 |
Dividends per share (in dollars per share) | $ 0.13 | $ 0.13 | $ 0.13 | $ 0.13 | $ 0.10 | $ 0.10 | $ 0.10 | $ 0.10 | $ 0.52 | $ 0.40 | $ 0.40 |
Schedule II-Valuation And Qua_2
Schedule II-Valuation And Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 25, 2021 | Dec. 26, 2020 | Dec. 28, 2019 | |
Allowance for doubtful accounts | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of year | $ 1,538 | $ 770 | $ 836 |
Charged to costs and expenses | 1,216 | 1,208 | (81) |
Other additions | 0 | 0 | 263 |
Deductions | 164 | 440 | 248 |
Balance at end of year | 2,590 | 1,538 | 770 |
Environmental reserves | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of year | 24,001 | 20,866 | 23,619 |
Charged to costs and expenses | 4,964 | 4,242 | 1,659 |
Other additions | 0 | 0 | 0 |
Deductions | 1,539 | 1,107 | 4,412 |
Balance at end of year | 27,426 | 24,001 | 20,866 |
Valuation allowance for deferred tax assets | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of year | 27,199 | 23,130 | 25,311 |
Charged to costs and expenses | 108 | 2,317 | 2,919 |
Other additions | 642 | 1,898 | 290 |
Deductions | 1,325 | 146 | 5,390 |
Balance at end of year | $ 26,624 | $ 27,199 | $ 23,130 |