Price Graph
Price
Yield
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Delaware
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36-3352497
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(State or other jurisdiction of incorporation or organization)
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(IRS Employer Identification Number)
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1400 Toastmaster Drive, Elgin, Illinois
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60120
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Name of each exchange on which registered
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Common stock, par value $0.01 per share
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The NASDAQ Stock Market LLC
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Large accelerated filer
x
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Accelerated filer
o
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Non-accelerated filer
o
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Smaller reporting company
o
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Emerging growth company
o
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Page
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PART I
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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PART II
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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PART III
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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PART IV
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Item 15.
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Item 16.
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•
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June 2017: The company completed its acquisition of all of the capital stock of Sveba Dahlen Group ("Sveba Dahlen"), a developer and manufacturer of ovens and baking equipment for the commercial foodservice and industrial baking industries headquartered in Fristad, Sweden, for a purchase price of
$81.4 million
, net of cash acquired.
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•
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August 2017: The company completed its acquisition of substantially all of the assets of QualServ Solutions LLC ("QualServ"), a global commercial kitchen design, manufacturing, engineering, project management and equipment solutions provider located in Fort Smith, Arkansas, for a purchase price of
$39.9 million
, net of cash acquired.
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•
|
October 2017: The company completed its acquisition of all of the capital stock of Globe Food Equipment Company ("Globe"), a leading brand in slicers and mixers for the commercial foodservice industry located in Dayton, Ohio, for a purchase price of
$105.0 million
, net of cash acquired.
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•
|
October 2017: The company completed its acquisition of all of the capital stock of L2F Inc. ("L2F"), an integrator of robotics and automation systems, located in Fremont, California for a purchase price of
$7.5 million
, net of cash acquired.
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•
|
March 2018: The company completed its acquisition of certain assets of JoeTap, a leading innovator of on-demand nitro and cold brew coffee dispensing equipment for the commercial foodservice industry for a purchase price of approximately
$3.2 million
.
|
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•
|
April 2018: The company completed its acquisition of all of the capital stock of Firex S.r.l. ("Firex"), a leading manufacturer of steam cooking equipment for the commercial foodservice industry located in Sedico, Italy, for a purchase price of approximately
$53.7 million
, net of cash acquired.
|
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•
|
May 2018: The company completed its acquisition of all of the issued share capital of Josper S.A. ("Josper"), a leading manufacturer of charcoal grill and oven cooking equipment for commercial foodservice and residential applications located in Pineda de Mar, Spain, for a purchase price of approximately
$39.3 million
, net of cash acquired.
|
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•
|
June 2018: The company completed its acquisition of all of the capital stock of the Taylor Company ("Taylor"), a world leader in beverage solutions, soft serve and ice cream dispensing equipment, frozen drink machines, and automated double-sided grills, located in Rockton, Illinois, for a purchase price of approximately
$1.0 billion
.
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•
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December 2018: The company completed its acquisition of all of the capital stock of the Crown Food Service Equipment, Ltd. ("Crown"), a leading design and manufacturer of steam cooking equipment for the commercial foodservice industry located in Toronto, Canada, for a purchase price of approximately
$42.0 million
, net of cash acquired.
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•
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May 2017: The company completed its acquisition of all of the capital stock of Burford Corp. ("Burford"). Burford is a leading manufacturer of industrial baking equipment for the food processing industry located in Maysville, Oklahoma, for a purchase price of approximately
$14.8 million
, net of cash acquired.
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•
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June 2017: The company completed its acquisition of all of the capital stock of CVP Systems, Inc. ("CVP Systems"), a leading manufacturer of high-speed packaging systems for the meat processing industry located in Downers Grove, Illinois, for a purchase price of approximately
$29.8 million
, net of cash acquired.
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•
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December 2017: The company completed its acquisition of all of the capital stock of Scanico A/S ("Scanico"), a leading manufacturer of industrial cooling and freezing equipment for the food processing industry located in Aalborg, Denmark, for a purchase price of
$34.5 million
, net of cash acquired.
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•
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February 2018: The company completed its acquisition of all of the capital stock of Hinds-Bock Corporation ("Hinds-Bock"), a leading manufacturer of solutions for filling and depositing bakery and food product located in Bothell, Washington, for a purchase price of
$25.4 million
, net of cash acquired.
|
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•
|
April 2018: The company completed its acquisition of all of the capital stock of Ve.Ma.C S.r.l. ("Ve.Ma.C"), a leading designer and manufacturer of handling, automation and robotics solutions for protein food processing lines located in Castelnuovo Rangone, Italy, for a purchase price of approximately
$10.5 million
, net of cash acquired.
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•
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October 2018: The company completed its acquisition of all of the capital stock of the M-TEK Corporation ("M-TEK"), a leading manufacturer of Modified Atmospheric Packaging (MAP) systems located in Elgin, Illinois, for a purchase price of approximately
$20.0 million
.
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•
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the company may be unable to obtain additional financing for working capital, capital expenditures, acquisitions and other general corporate purposes;
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•
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a significant portion of the company’s cash flow from operations must be dedicated to debt service, which reduces the amount of cash the company has available for other purposes;
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•
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the company may be more vulnerable in the event of a downturn in the company’s business or general economic and industry conditions;
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•
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the company may be disadvantaged competitively by its potential inability to adjust to changing market conditions, as a result of its significant level of indebtedness; and
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•
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the company may be restricted in its ability to make strategic acquisitions and to pursue new business opportunities.
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•
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pay dividends;
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•
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incur additional indebtedness;
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•
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create liens on the company’s assets;
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•
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engage in new lines of business;
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•
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make investments;
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•
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make capital expenditures and enter into leases; and
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•
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acquire or dispose of assets.
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•
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inability to operate acquired businesses or utilize acquired technologies profitably;
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•
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diversion of management’s attention from other business concerns;
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•
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potential assumption of unknown material liabilities;
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•
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failure to achieve financial or operating objectives;
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•
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unanticipated costs relating to acquisitions or to the integration of the acquired businesses;
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•
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loss of customers, suppliers, or key employees; and
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•
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the impact on the company's internal controls and compliance with the regulatory requirements under the Sarbanes-Oxley Act of 2002.
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•
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extensive regulations and oversight, tariffs and other trade barriers, including recently imposed tariffs with respect to certain products imported from China or exported to China;
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•
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withdrawal from or renegotiation of international trade agreements and other restrictions on trade between the United States and other countries;
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•
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effects of the United Kingdom's decision to exit the European Union and related potential disruption to trade;
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•
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reduced protection for intellectual property rights;
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•
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difficulties in staffing and managing foreign operations;
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•
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potentially adverse tax consequences;
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•
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limitations on ownership and on repatriation of earnings;
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•
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transportation delays and interruptions;
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•
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political, social, and economic instability and disruptions;
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•
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labor unrests;
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•
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potential for nationalization of enterprises; and
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•
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limitations on the company’s ability to enforce legal rights and remedies.
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•
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the lengthy, unpredictable sales cycle for commercial foodservice equipment, food processing equipment and residential kitchen equipment group;
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•
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the level of market acceptance of new or enhanced versions of the company’s products;
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•
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the company's failure to meet the performance estimates of securities analysts;
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•
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changes in buy/sell recommendations by securities analysts;
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•
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fluctuations in our operating results;
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•
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substantial sales of the company's common stock
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•
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general stock market conditions; or
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•
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other economic or external factors.
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Location
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Principal Function
|
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Square
Footage |
|
Owned/
Leased |
|
Lease
Expiration |
|
|
Commercial Foodservice:
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|||
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Fort Smith, AK
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Manufacturing, Warehousing and Offices
|
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440,200
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Leased
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Aug-24
|
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Brea, CA
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Manufacturing, Warehousing and Offices
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80,700
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Leased
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Sep-20
|
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Vacaville, CA
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Manufacturing, Warehousing and Offices
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81,200
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Leased
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May-27
|
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Windsor, CA
|
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Manufacturing, Warehousing and Offices
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75,000
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Leased
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Oct-22
|
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Elgin, IL
|
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Manufacturing, Warehousing and Offices
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207,000
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Owned
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N/A
|
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Mundelein, IL
|
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Manufacturing, Warehousing and Offices
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70,000
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Owned
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N/A
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Rockton, IL
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Manufacturing, Warehousing and Offices
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339,400
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Owned
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N/A
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South Beloit, IL
|
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Warehousing
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130,900
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Leased
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Jun-23
|
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Menominee, MI
|
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Manufacturing, Warehousing and Offices
|
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60,000
|
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Owned
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N/A
|
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Bow, NH
|
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Manufacturing, Warehousing and Offices
|
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100,000
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Owned
|
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N/A
|
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Concord, NH
|
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Warehousing
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39,000
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Leased
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Mar-19
|
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Pembroke, NH
|
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Warehousing
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111,900
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Leased
|
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Jul-24
|
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Fuquay-Varina, NC
|
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Manufacturing, Warehousing and Offices
|
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183,900
|
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Owned
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N/A
|
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Dayton, OH
|
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Manufacturing, Warehousing and Offices
|
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37,700
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Owned
|
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N/A
|
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Bethlehem, PA
|
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Manufacturing, Warehousing and Offices
|
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72,900
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Leased
|
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Dec-24
|
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Easton, PA
|
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Manufacturing, Warehousing and Offices
|
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156,700
|
|
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Owned
|
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N/A
|
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Smithville, TN
|
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Manufacturing, Warehousing and Offices
|
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268,000
|
|
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Owned
|
|
N/A
|
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Carrollton, TX
|
|
Manufacturing, Warehousing and Offices
|
|
132,400
|
|
|
Leased
|
|
Aug-22
|
|
Essex Junction, VT
|
|
Manufacturing, Warehousing and Offices
|
|
180,000
|
|
|
Owned
|
|
N/A
|
|
Redmond, WA
|
|
Manufacturing, Warehousing and Offices
|
|
42,400
|
|
|
Leased
|
|
May-22
|
|
New South Wales, Australia
|
|
Manufacturing, Warehousing and Offices
|
|
204,900
|
|
|
Owned
|
|
N/A
|
|
Toronto, Canada
|
|
Manufacturing, Warehousing and Offices
|
|
101,500
|
|
|
Owned
|
|
N/A
|
|
Shanghai, China
|
|
Manufacturing, Warehousing and Offices
|
|
74,000
|
|
|
Leased
|
|
Apr-20
|
|
Brøndby, Denmark
|
|
Manufacturing, Warehousing and Offices
|
|
50,900
|
|
|
Owned
|
|
N/A
|
|
Randers, Denmark
|
|
Manufacturing, Warehousing and Offices
|
|
50,100
|
|
|
Owned
|
|
N/A
|
|
Viljandi, Estonia
|
|
Manufacturing and Offices
|
|
47,000
|
|
|
Owned
|
|
N/A
|
|
Nusco, Italy
|
|
Manufacturing, Warehousing and Offices
|
|
260,600
|
|
|
Owned
|
|
N/A
|
|
Scandicci, Italy
|
|
Manufacturing, Warehousing and Offices
|
|
37,600
|
|
|
Leased
|
|
Apr-25
|
|
Sedico, Italy
|
|
Manufacturing, Warehousing and Offices
|
|
52,500
|
|
|
Leased
|
|
Feb-24
|
|
Laguna, the Philippines
|
|
Manufacturing, Warehousing and Offices
|
|
115,200
|
|
|
Owned
|
|
N/A
|
|
Wiślina, Poland
|
|
Manufacturing, Warehousing and Offices
|
|
77,500
|
|
|
Owned
|
|
N/A
|
|
Pineda de Mar, Spain
|
|
Manufacturing, Warehousing and Offices
|
|
50,100
|
|
|
Owned
|
|
N/A
|
|
Fristad, Sweden
|
|
Manufacturing, Warehousing and Offices
|
|
173,700
|
|
|
Owned
|
|
N/A
|
|
Lincoln, the United Kingdom
|
|
Manufacturing, Warehousing and Offices
|
|
100,000
|
|
|
Owned
|
|
N/A
|
|
Wrexham, the United Kingdom
|
|
Manufacturing, Warehousing and Offices
|
|
62,600
|
|
|
Owned
|
|
N/A
|
|
|
|
|
|
|
|
|
|
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|
|
Food Processing:
|
|
|
|
|
|
|
|
|
|
|
Gainesville, GA
|
|
Manufacturing, Warehousing and Offices
|
|
107,000
|
|
|
Owned
|
|
N/A
|
|
Chicago, IL
|
|
Manufacturing, Warehousing and Offices
|
|
64,400
|
|
|
Leased
|
|
Mar-19
|
|
Downers Grove, IL
|
|
Manufacturing, Warehousing and Offices
|
|
18,000
|
|
|
Leased
|
|
Jul-19
|
|
Elgin, IL
|
|
Manufacturing, Warehousing and Offices
|
|
25,000
|
|
|
Owned
|
|
N/A
|
|
Algona, IA
|
|
Manufacturing, Warehousing and Offices
|
|
70,100
|
|
|
Owned
|
|
N/A
|
|
Clayton, NC
|
|
Manufacturing, Warehousing and Offices
|
|
65,300
|
|
|
Leased
|
|
Oct-24
|
|
Maysville, OK
|
|
Manufacturing, Warehousing and Offices
|
|
36,700
|
|
|
Owned
|
|
N/A
|
|
Plano, TX
|
|
Manufacturing, Warehousing and Offices
|
|
339,100
|
|
|
Leased
|
|
Apr-22
|
|
Waynesboro, VA
|
|
Manufacturing, Warehousing and Offices
|
|
26,400
|
|
|
Owned
|
|
N/A
|
|
Bothell, WA
|
|
Manufacturing, Warehousing and Offices
|
|
23,600
|
|
|
Leased
|
|
May-25
|
|
Lodi, WI
|
|
Manufacturing, Warehousing and Offices
|
|
114,600
|
|
|
Owned
|
|
N/A
|
|
Aalborg, Denmark
|
|
Manufacturing, Warehousing and Offices
|
|
68,300
|
|
|
Leased
|
|
Dec-22
|
|
Mauron, France
|
|
Manufacturing, Warehousing and Offices
|
|
98,000
|
|
|
Leased
|
|
Jan-23
|
|
Reichenau, Germany
|
|
Manufacturing, Warehousing and Offices
|
|
57,900
|
|
|
Owned
|
|
N/A
|
|
Bangalore, India
|
|
Manufacturing, Warehousing and Offices
|
|
75,000
|
|
|
Leased
|
|
Feb-22
|
|
Castelnuovo Rangone, Italy
|
|
Manufacturing, Warehousing and Offices
|
|
26,900
|
|
|
Leased
|
|
Dec-20
|
|
Norwich, the United Kingdom
|
|
Manufacturing, Warehousing and Offices
|
|
30,000
|
|
|
Owned
|
|
N/A
|
|
Location
|
|
Principal Function
|
|
Square
Footage |
|
Owned/
Leased |
|
Lease
Expiration |
|
|
Residential Kitchen:
|
|
|
|
|
|
|
|
|
|
|
Chino, CA
|
|
Warehousing and Offices
|
|
100,000
|
|
|
Leased
|
|
Apr-21
|
|
Downey, CA
|
|
Manufacturing, Warehousing and Offices
|
|
122,500
|
|
|
Leased
|
|
Dec-19
|
|
Burford, GA
|
|
Warehousing and Offices
|
|
178,000
|
|
|
Leased
|
|
Jun-22
|
|
Greenville, MI
|
|
Manufacturing, Warehousing and Offices
|
|
225,000
|
|
|
Owned
|
|
N/A
|
|
Greenwood, MS
|
|
Manufacturing, Warehousing and Offices *
|
|
738,000
|
|
|
Owned
|
|
N/A
|
|
Brown Deer, WI
|
|
Manufacturing, Warehousing and Offices
|
|
165,400
|
|
|
Leased
|
|
May-22
|
|
Saint Ouen L'aumone , France
|
|
Manufacturing, Warehousing
|
|
30,400
|
|
|
Leased
|
|
Apr-21
|
|
Waterford, Ireland
|
|
Manufacturing, Warehousing and Offices
|
|
73,000
|
|
|
Leased
|
|
Jul-27
|
|
Adderbury, the United Kingdom
|
|
Warehousing and Offices
|
|
82,500
|
|
|
Leased
|
|
Aug-20
|
|
Ketley, the United Kingdom
|
|
Manufacturing and Offices
|
|
217,300
|
|
|
Owned
|
|
N/A
|
|
Leamington Spa, the United Kingdom
|
|
Manufacturing and Offices
|
|
270,200
|
|
|
Owned
|
|
N/A
|
|
Leamington Spa, the United Kingdom
|
|
Warehousing and Offices
|
|
100,300
|
|
|
Leased
|
|
Aug-19
|
|
Nottingham, the United Kingdom
|
|
Manufacturing and Offices
|
|
153,100
|
|
|
Owned
|
|
N/A
|
|
|
Total Number of Shares Purchased
|
|
Average Price Paid per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plan or Program
|
|
Maximum Number of Shares that May Yet be Purchased Under the Plan or Program (1)
|
|||||
|
September 30 to October 27, 2018
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
2,373,800
|
|
|
October 28 to November 24, 2018
|
—
|
|
|
—
|
|
|
—
|
|
|
2,373,800
|
|
|
|
November 25 to December 29, 2018
|
—
|
|
|
—
|
|
|
—
|
|
|
2,373,800
|
|
|
|
Quarter ended December 29, 2018
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
2,373,800
|
|
|
|
2018
|
|
|
2017
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||||
|
Income Statement Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Net sales
|
$
|
2,722,931
|
|
|
$
|
2,335,542
|
|
|
$
|
2,267,852
|
|
|
$
|
1,826,598
|
|
|
$
|
1,636,538
|
|
|
Cost of sales
|
1,718,791
|
|
|
1,422,801
|
|
|
1,366,672
|
|
|
1,120,093
|
|
|
995,953
|
|
|||||
|
Gross profit
|
1,004,140
|
|
|
912,741
|
|
|
901,180
|
|
|
706,505
|
|
|
640,585
|
|
|||||
|
Selling, general, and administrative expenses
|
538,842
|
|
|
468,219
|
|
|
471,638
|
|
|
378,366
|
|
|
339,507
|
|
|||||
|
Restructuring expenses
|
19,332
|
|
|
19,951
|
|
|
10,524
|
|
|
28,754
|
|
|
7,078
|
|
|||||
|
Gain on litigation settlement
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,519
|
)
|
|||||
|
Gain on sale of plant
|
—
|
|
|
(12,042
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Impairment of intangible asset
|
—
|
|
|
58,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Income from operations
|
445,966
|
|
|
378,613
|
|
|
419,018
|
|
|
299,385
|
|
|
300,519
|
|
|||||
|
Interest expense and deferred financing amortization, net
|
58,742
|
|
|
25,983
|
|
|
23,880
|
|
|
16,967
|
|
|
15,592
|
|
|||||
|
Net periodic pension benefit (other than service costs)
|
(38,114
|
)
|
|
(31,728
|
)
|
|
(27,207
|
)
|
|
(3,218
|
)
|
|
87
|
|
|||||
|
Other expense, net
|
1,825
|
|
|
829
|
|
|
1,040
|
|
|
4,469
|
|
|
4,050
|
|
|||||
|
Earnings before income taxes
|
423,513
|
|
|
383,529
|
|
|
421,305
|
|
|
281,167
|
|
|
280,790
|
|
|||||
|
Provision for income taxes
|
106,361
|
|
|
85,401
|
|
|
137,089
|
|
|
89,557
|
|
|
87,478
|
|
|||||
|
Net earnings
|
$
|
317,152
|
|
|
$
|
298,128
|
|
|
$
|
284,216
|
|
|
$
|
191,610
|
|
|
$
|
193,312
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Net earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Basic
|
$
|
5.71
|
|
|
$
|
5.26
|
|
|
$
|
4.98
|
|
|
$
|
3.36
|
|
|
$
|
3.41
|
|
|
Diluted
|
$
|
5.70
|
|
|
$
|
5.26
|
|
|
$
|
4.98
|
|
|
$
|
3.36
|
|
|
$
|
3.40
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Weighted average number of shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Basic
|
55,576
|
|
|
56,715
|
|
|
57,030
|
|
|
56,951
|
|
|
56,764
|
|
|||||
|
Diluted
|
55,604
|
|
|
56,719
|
|
|
57,085
|
|
|
56,973
|
|
|
56,784
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Working capital
|
$
|
502,642
|
|
|
$
|
458,236
|
|
|
$
|
323,290
|
|
|
$
|
285,191
|
|
|
$
|
285,817
|
|
|
Total assets
|
4,549,781
|
|
|
3,339,713
|
|
|
2,917,136
|
|
|
2,761,151
|
|
|
2,066,131
|
|
|||||
|
Total debt
|
1,892,105
|
|
|
1,028,881
|
|
|
732,126
|
|
|
766,061
|
|
|
598,167
|
|
|||||
|
Stockholders' equity
|
1,665,203
|
|
|
1,361,148
|
|
|
1,265,318
|
|
|
1,166,830
|
|
|
1,006,760
|
|
|||||
|
(1)
|
The company's fiscal year ends on the Saturday nearest to December 31.
|
|
(2)
|
The company has acquired numerous businesses in the periods presented. Please see Note 2 in the Notes to Consolidated Financial Statements for further information.
|
|
•
|
changing market conditions;
|
|
•
|
volatility in earnings resulting from goodwill impairment losses, which may occur irregularly and in varying amounts;
|
|
•
|
variability in financing costs;
|
|
•
|
quarterly variations in operating results;
|
|
•
|
dependence on key customers;
|
|
•
|
risks associated with the company's foreign operations, including market acceptance and demand for the company's products and the company's ability to manage the risk associated with the exposure to foreign currency exchange rate fluctuations;
|
|
•
|
the company's ability to protect its trademarks, copyrights and other intellectual property;
|
|
•
|
the impact of competitive products and pricing;
|
|
•
|
the impact of announced management and organizational changes;
|
|
•
|
the state of the residential construction, housing and home improvement markets;
|
|
•
|
the state of the credit markets, including mortgages, home equity loans and consumer credit;
|
|
•
|
the company's ability to maintain and grow the Viking reputation and brand image;
|
|
•
|
intense competition in the company's business segments including the impact of both new and established global competitors;
|
|
•
|
unfavorable tax law changes and tax authority rulings;
|
|
•
|
cybersecurity attacks and other breaches in security;
|
|
•
|
the continued ability to realize profitable growth through the sourcing and completion of strategic acquisitions;
|
|
•
|
the timely development and market acceptance of the company's products; and
|
|
•
|
the availability and cost of raw materials.
|
|
Fiscal Year Ended
(1)
|
||||||||||||||||||||
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
|
|
Sales
|
|
Percent
|
|
Sales
|
|
Percent
|
|
Sales
|
|
Percent
|
|||||||||
|
Business Segments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Commercial Foodservice
|
$
|
1,729,814
|
|
|
63.5
|
%
|
|
$
|
1,382,108
|
|
|
59.2
|
%
|
|
$
|
1,266,955
|
|
|
55.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Food Processing
|
389,594
|
|
|
14.3
|
|
|
352,717
|
|
|
15.1
|
|
|
342,235
|
|
|
15.1
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Residential Kitchen
|
603,523
|
|
|
22.2
|
|
|
600,717
|
|
|
25.7
|
|
|
658,662
|
|
|
29.0
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
Total
|
$
|
2,722,931
|
|
|
100.0
|
%
|
|
$
|
2,335,542
|
|
|
100.0
|
%
|
|
$
|
2,267,852
|
|
|
100.0
|
%
|
|
(1)
|
The company's fiscal year ends on the Saturday nearest to December 31.
|
|
|
Fiscal Year Ended
(1)
|
|||||||
|
|
2018
|
|
2017
|
|
2016
|
|||
|
Net sales
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
Cost of sales
|
63.1
|
|
|
60.9
|
|
|
60.3
|
|
|
Gross profit
|
36.9
|
|
|
39.1
|
|
|
39.7
|
|
|
Selling, general and administrative expenses
|
19.8
|
|
|
20.0
|
|
|
20.8
|
|
|
Restructuring
|
0.7
|
|
|
0.9
|
|
|
0.5
|
|
|
Gain on sale of plant
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
Impairment of intangible assets
|
—
|
|
|
2.5
|
|
|
—
|
|
|
Income from operations
|
16.4
|
|
|
16.2
|
|
|
18.4
|
|
|
Interest expense and deferred financing amortization, net
|
2.2
|
|
|
1.1
|
|
|
1.1
|
|
|
Net periodic pension benefit (other than service costs)
|
(1.4
|
)
|
|
(1.3
|
)
|
|
(1.2
|
)
|
|
Other expense, net
|
0.1
|
|
|
—
|
|
|
—
|
|
|
Earnings before income taxes
|
15.5
|
|
|
16.4
|
|
|
18.5
|
|
|
Provision for income taxes
|
3.9
|
|
|
3.7
|
|
|
6.0
|
|
|
Net earnings
|
11.6
|
%
|
|
12.7
|
%
|
|
12.5
|
%
|
|
(1)
|
The company's fiscal year ends on the Saturday nearest to December 31.
|
|
•
|
Net sales of the Commercial Foodservice Equipment Group
increased
by
$347.7 million
, or
25.2%
, to
$1,729.8 million
in fiscal
2018
as compared to
$1,382.1 million
in fiscal
2017
. Net sales from the
acquisitions of Sveba Dahlen, QualServ, L2F, Globe, Firex, Josper, Taylor, and Crown
which were acquired on June 30, 2017, August 31, 2017, October 6, 2017, October 17, 2017, April 27, 2018, May 10, 2018, June 22, 2018, and December 3, 2018, respectively, accounted for an increase of
$304.7 million
during fiscal
2018
. Excluding the impact of acquisitions, net sales of the Commercial Foodservice Equipment Group
increased
$43.0 million
, or
3.1%
, as compared to the prior year. Excluding the impact of foreign exchange and acquisitions, net sales
increased
$42.9 million
, or
3.1%
at the Commercial Foodservice Equipment Group. Domestically, the company realized a sales
increase
of
$207.5 million
, or
21.4%
, to
$1,176.0 million
, as compared to
$968.5 million
in the prior year. This includes an increase of
$166.6 million
from recent acquisitions. Excluding acquisitions, net sales
increased
$40.9 million
, or
4.2%
, related to increased sales with major chain restaurants and retail customers. International sales
increased
$140.2 million
, or
33.9%
, to
$553.8 million
, as compared to
$413.6 million
in the prior year. This includes the increase of
$138.1 million
from recent acquisitions and an increase of
$0.1 million
related to the
favorable
impact of exchange rates. Excluding acquisitions and foreign exchange, the net sales
increase
in international sales was
$2.0 million
, or
0.5%
.
|
|
•
|
Net sales of the Food Processing Equipment Group
increased
by
$36.9 million
, or
10.5%
, to
$389.6 million
in fiscal
2018
, as compared to
$352.7 million
in fiscal
2017
. Net sales from the
acquisitions of Burford, CVP Systems, Scanico, Hinds-Bock, Ve.Ma.C, and M-TEK
which were acquired on May 1, 2017, June 30, 2017, December 7, 2017, February 16, 2018, April 3, 2018, and October 1, 2018, respectively, accounted for an increase of
$70.5 million
. Excluding the impact of these acquisitions, net sales of the Food Processing Equipment Group
decreased
$33.6 million
, or
9.5%
. The adoption of ASC 606 increased net sales by approximately
$20.6 million
. Excluding the impact of foreign exchange, acquisitions, and ASC 606 net sales
decreased
$55.4 million
, or
15.7%
at the Food Processing Equipment Group. Domestically, the company realized a sales
increase
of
$7.0 million
, or
2.7%
, to
$263.7 million
, as compared to
$256.7 million
in the prior year. This includes an increase of
$33.2 million
from recent acquisitions. Excluding acquisitions, net sales
decreased
$26.2 million
, or
10.2%
. International sales
increased
$29.9 million
, or
31.1%
, to
$125.9 million
, as compared to
$96.0 million
in the prior year. This includes the increase of
$37.3 million
from the recent acquisitions and an increase of
$1.2 million
related to the
favorable
impact of exchange rates. Excluding acquisitions and foreign exchange, the net sales decrease in international sales was
$8.6 million
, or
9.0%
. Revenues for the Food Processing Equipment Group have been affected by the timing and deferral of certain larger projects.
|
|
•
|
Net sales of the Residential Kitchen Equipment Group
increased
by
$2.8 million
, or
0.5%
, to
$603.5 million
in fiscal
2018
, as compared to
$600.7 million
in fiscal
2017
. Excluding the impact of foreign exchange, net sales
decreased
$5.3 million
, or
0.9%
at the Residential Kitchen Equipment Group. Domestically, the company realized a sales
increase
of
$22.5 million
, or
6.5%
, to
$366.7 million
, as compared to
$344.2 million
in the prior year. Sales at Viking increased by approximately
15%
in fiscal 2018. International sales
decreased
$19.7 million
, or
7.7%
to
$236.8 million
, as compared to
$256.5 million
in the prior year. This includes a
favorable
impact of exchange rates of
$8.1 million
. Excluding foreign exchange, the net sales decrease in international sales was
$27.8 million
, or
10.8%
, related to slower conditions in the UK market. In addition, sales decreased at non-core businesses, acquired in connection with AGA, and have been impacted by restructuring initiatives. Restructuring initiatives at Grange, one of the non-core businesses, was substantially completed at the end of fiscal
2018
.
|
|
•
|
Gross profit at the Commercial Foodservice Equipment Group increased by
$106.6 million
, or
19.3%
, to
$658.5 million
in fiscal
2018
as compared to
$551.9 million
in fiscal
2017
. Gross profit from the
acquisitions of Sveba Dahlen, QualServ, L2F, Globe, Firex, Josper, Taylor, and Crown
accounted for approximately
$80.5 million
of the increase in gross profit during fiscal
2018
. Excluding acquisitions, the gross profit
increased
by approximately
$26.1 million
due to higher sales volume. The impact of foreign exchange rates
increased
gross profit by approximately
$0.6 million
. The gross profit margin rate decreased to
38.1%
as compared to
39.9%
in the prior year, primarily due to lower margins at recent acquisitions. The gross margin rate in fiscal
2018
excluding acquisitions and impact of foreign exchange was
40.5%
.
|
|
•
|
Gross profit at the Food Processing Equipment Group
decreased
by
$9.5 million
, or
6.6%
, to
$133.6 million
in fiscal
2018
as compared to
$143.1 million
in fiscal
2017
. Gross profit from the
acquisitions of Burford, CVP Systems, Scanico, Hinds-Bock, Ve.Ma.C, and M-TEK
accounted for approximately
$25.1 million
of the increase in gross profit during fiscal
2018
. The adoption of ASC 606 increased gross profit by approximately
$5.3 million
. Excluding the recent acquisitions and adoption of ASC 606, the gross profit decreased by approximately
$39.9 million
based on lower sales volumes. The impact of foreign exchange rates
increased
gross profit by approximately
$0.8 million
. The gross profit margin rate
decreased
to
34.3%
in fiscal
2018
as compared to
40.6%
in the prior year, reflecting the impact of lower volumes and unfavorable product mix resulting from lesser sales of protein equipment which generally have higher margins. The gross margin rate in fiscal
2018
excluding acquisitions, adoption of ASC 606, and impact of foreign exchange was
34.4%
.
|
|
•
|
Gross profit at the Residential Kitchen Equipment Group
decreased
by
$5.8 million
, or
2.6%
, to
$217.1 million
in fiscal
2018
as compared to
$222.9 million
in fiscal
2017
. The impact of foreign exchange rates
increased
gross profit by approximately
$2.5 million
. The gross margin rate
decreased
to
36.0%
in fiscal
2018
as compared to
37.1%
in the prior year, primarily related to the impact of domestic distribution changes and sales incentives for the Viking brand. The gross margin rate in fiscal
2018
excluding the impact of foreign exchange was
36.0%
.
|
|
•
|
Net sales of the Commercial Foodservice Equipment Group increased by $115.1 million or 9.1% to $1,382.1 million in fiscal 2017, as compared to $1,267.0 million in fiscal 2016. Net sales from the acquisitions of Follett, Sveba Dahlen, QualServ, L2F and Globe, which were acquired on May 31, 2016, June 30, 2017, August 31, 2017, October 6, 2017 and October 17, 2017, respectively, accounted for an increase of $140.2 million during fiscal 2017. Excluding the impact of acquisitions, net sales of the Commercial Foodservice Equipment Group decreased $25.1 million, or 2.0%, as compared to the prior year. Excluding the impact of foreign exchange and acquisitions, net sales decreased $22.5 million, or 1.8% at the Commercial Foodservice Equipment Group. Domestically, the company realized a sales increase of $81.9 million, or 9.2%, to $968.5 million, as compared to $886.6 million in the prior year. This includes an increase of $102.5 million from recent acquisitions. Excluding acquisitions, net sales decreased $20.6 million, or 2.3%. The domestic sales decrease reflects slower purchases from major restaurant chains as equipment upgrade and replacement purchases were delayed. International sales increased $33.2 million, or 8.7%, to $413.6 million, as compared to $380.4 million in the prior year. This includes the increase of $37.7 million from the recent acquisitions, offset by $2.6 million related to the unfavorable impact of exchange rates. Excluding acquisitions and foreign exchange, the net sales decrease in international sales was $1.9 million, or 0.5%. The decline in international sales reflects strong chain rollouts in the prior year that were not repeated and disruption in the Latin America market due in part to natural disasters in the region.
|
|
•
|
Net sales of the Food Processing Equipment Group increased by $10.5 million or 3.1% to $352.7 million in fiscal 2017, as compared to $342.2 million in fiscal 2016. Net sales from the acquisitions of Burford, CVP Systems and Scanico, which were acquired on May 1, 2017, June 30, 2017, and December 7, 2017, respectively, accounted for an increase of $21.7 million. Excluding the impact of these acquisitions, net sales of the Food Processing Equipment Group decreased $11.2 million, or 3.3%. Excluding the impact of foreign exchange and acquisitions, net sales decreased $12.1 million, or 3.5% at the Food Processing Equipment Group. Domestically, the company realized a sales increase of $9.1 million, or 3.7%, to $256.7 million, as compared to $247.6 million in the prior year. This includes an increase of $14.9 million from recent acquisitions. Excluding acquisitions, net sales decreased $5.8 million, or 2.3%. International sales increased $1.4 million, or 1.5%, to $96.0 million, as compared to $94.6 million in the prior year. This includes the increase of $6.8 million from the recent acquisitions and $0.9 million related to the favorable impact of exchange rates.
|
|
•
|
Net sales of the Residential Kitchen Equipment Group decreased by $58.0 million or 8.8% to $600.7 million in fiscal 2017, as compared to $658.7 million in fiscal 2016. Excluding the impact of foreign currency, net sales decreased $47.7 million, or 7.2% at the Residential Kitchen Equipment Group. Domestically, the company realized a sales decrease of $23.8 million, or 6.5%, to $344.2 million, as compared to $368.0 million in the prior year. Domestic sales declined primarily due to lower sales of Viking products, reflecting the residual impact of a product recall. International sales decreased $34.2 million, or 11.8% to $256.5 million, as compared to $290.7 million in the prior year, including a reduction of $10.3 million related to the unfavorable impact of exchange rates. Excluding foreign exchange, the net sales decrease in international sales was $23.9 million, or 8.2%. The sales decrease reflects the impact of product rationalization at the AGA Group in conjunction with acquisition integration initiatives and restructuring actions impacting sales related to non-core businesses within that group.
|
|
•
|
Gross profit at the Commercial Foodservice Equipment Group increased by $19.0 million, or 3.6%, to $551.9 million in fiscal 2017 as compared to $532.9 million in fiscal 2016. Gross profit from the acquisitions of Follett, Sveba Dahlen, QualServ, L2F, and Globe accounted for approximately $38.0 million of the increase in gross profit during fiscal 2017. Excluding the recent acquisitions, the gross profit decreased by approximately $19.0 million due to lower sales volume and product mix in comparison to the prior year. The impact of foreign exchange rates reduced gross profit by approximately $0.6 million. The gross profit margin rate decreased to 39.9% as compared to 42.1% in the prior year, primarily due to lower margins at recent acquisitions.
|
|
•
|
Gross profit at the Food Processing Equipment Group increased by $5.4 million, or 3.9%, to $143.1 million in fiscal 2017 as compared to $137.7 million in fiscal 2016. Gross profit from the acquisitions of Burford, CVP Systems, and Scanico accounted for approximately $8.9 million of the increase in gross profit during fiscal 2017. Excluding the recent acquisitions, the gross profit decreased by approximately $3.5 million based on lower sales volumes. The impact of foreign exchange rates increased gross profit by approximately $0.1 million. The gross profit margin rate increased to 40.6% in fiscal 2017 as compared to 40.2% in fiscal 2016. The increase in the gross margin rate reflects the favorable impact of ongoing cost efficiency initiatives.
|
|
•
|
Gross profit at the Residential Kitchen Equipment Group decreased by $9.8 million, or 4.2%, to
$222.9 million
in fiscal 2017 as compared to $232.7 million in fiscal 2016. The impact of foreign exchange rates reduced gross profit by approximately $4.0 million. The gross margin rate increased to 37.1% in fiscal 2017 as compared to 35.3% in fiscal 2016, due to the impact of improved margins at the AGA Group, U-Line and Lynx as a result of cost reduction and acquisition integration initiatives.
|
|
|
Amounts
Due Sellers
From
Acquisition
|
|
|
Debt
|
|
|
Estimated
Interest
on Debt
|
|
|
Operating
Leases
|
|
|
Total
Contractual
Cash
Obligations
|
|
|||||
|
Less than 1 year
|
$
|
3,000
|
|
|
$
|
3,207
|
|
|
$
|
78,660
|
|
|
$
|
23,118
|
|
|
$
|
107,985
|
|
|
1-3 years
|
1,056
|
|
|
1,888,461
|
|
|
124,964
|
|
|
35,673
|
|
|
2,050,154
|
|
|||||
|
4-5 years
|
—
|
|
|
353
|
|
|
8
|
|
|
21,158
|
|
|
21,519
|
|
|||||
|
After 5 years
|
—
|
|
|
84
|
|
|
1
|
|
|
19,881
|
|
|
19,966
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
$
|
4,056
|
|
|
$
|
1,892,105
|
|
|
$
|
203,633
|
|
|
$
|
99,830
|
|
|
$
|
2,199,624
|
|
|
•
|
Revenue growth rates relate to projected revenues from our long-range plans and vary from brand to brand. Adverse changes in the operating environment or our inability to grow revenues at the forecasted rates may result in a material impairment charge.
|
|
•
|
In determining royalty rates for the valuation of our trademarks, we considered factors that affect the assumed royalty rates that would hypothetically be paid for the use of the trademarks. The most significant factors in determining the assumed royalty rates include the overall role and importance of the trademarks in the particular industry, the profitability of the products utilizing the trademarks, and the position of the trademarked products in the given market segment.
|
|
•
|
In developing discount rates for the valuation of our trademarks, we used the market based weighted average cost of capital, adjusted for higher relative level of risks associated with doing business in other countries, as applicable, as well as the higher relative levels of risks associated with intangible assets.
|
|
|
Variable Rate Debt
|
||
|
|
|
||
|
2019
|
$
|
3,207
|
|
|
2020
|
349
|
|
|
|
2021
|
1,888,112
|
|
|
|
2022
|
269
|
|
|
|
2022 and thereafter
|
168
|
|
|
|
|
$
|
1,892,105
|
|
|
|
Page
|
|
|
|
|
|
|
|
|
|
|
The following consolidated financial statement schedule is included in response to Item 15
|
|
|
|
|
|
|
2018
|
|
2017
|
||||
|
ASSETS
|
|
|
|
|
|
||
|
Current assets:
|
|
|
|
|
|
||
|
Cash and cash equivalents
|
$
|
71,701
|
|
|
$
|
89,654
|
|
|
Accounts receivable, net of reserve for doubtful accounts of $13,608 and $13,182
|
398,660
|
|
|
328,421
|
|
||
|
Inventories, net
|
521,810
|
|
|
424,639
|
|
||
|
Prepaid expenses and other
|
50,940
|
|
|
55,427
|
|
||
|
Prepaid taxes
|
18,483
|
|
|
33,748
|
|
||
|
Total current assets
|
1,061,594
|
|
|
931,889
|
|
||
|
Property, plant and equipment, net of accumulated depreciation of $167,737 and $142,278
|
314,569
|
|
|
281,915
|
|
||
|
Goodwill
|
1,743,175
|
|
|
1,264,810
|
|
||
|
Other intangibles, net of amortization of $268,414 and $207,334
|
1,361,024
|
|
|
780,426
|
|
||
|
Long-term deferred tax assets
|
32,188
|
|
|
44,565
|
|
||
|
Other assets
|
37,231
|
|
|
36,108
|
|
||
|
Total assets
|
$
|
4,549,781
|
|
|
$
|
3,339,713
|
|
|
|
|
|
|
||||
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
||
|
Current liabilities:
|
|
|
|
|
|
||
|
Current maturities of long-term debt
|
$
|
3,207
|
|
|
$
|
5,149
|
|
|
Accounts payable
|
188,299
|
|
|
146,333
|
|
||
|
Accrued expenses
|
367,446
|
|
|
322,171
|
|
||
|
Total current liabilities
|
558,952
|
|
|
473,653
|
|
||
|
Long-term debt
|
1,888,898
|
|
|
1,023,732
|
|
||
|
Long-term deferred tax liability
|
113,896
|
|
|
87,815
|
|
||
|
Accrued pension benefits
|
253,119
|
|
|
334,511
|
|
||
|
Other non-current liabilities
|
69,713
|
|
|
58,854
|
|
||
|
Stockholders' equity:
|
|
|
|
|
|
||
|
Preferred stock, $0.01 par value; nonvoting; 2,000,000 shares authorized; none issued
|
—
|
|
|
—
|
|
||
|
Common stock, $0.01 par value; 62,592,707 and 62,619,865 shares issued in 2018 and 2017, respectively
|
145
|
|
|
145
|
|
||
|
Paid-in capital
|
377,419
|
|
|
374,922
|
|
||
|
Treasury stock, at cost; 6,889,241 shares in 2018 and 2017
|
(445,118
|
)
|
|
(445,118
|
)
|
||
|
Retained earnings
|
2,009,233
|
|
|
1,697,618
|
|
||
|
Accumulated other comprehensive loss
|
(276,476
|
)
|
|
(266,419
|
)
|
||
|
|
|
|
|
||||
|
Total stockholders' equity
|
1,665,203
|
|
|
1,361,148
|
|
||
|
|
|
|
|
||||
|
Total liabilities and stockholders' equity
|
$
|
4,549,781
|
|
|
$
|
3,339,713
|
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
Net sales
|
$
|
2,722,931
|
|
|
$
|
2,335,542
|
|
|
$
|
2,267,852
|
|
|
Cost of sales
|
1,718,791
|
|
|
1,422,801
|
|
|
1,366,672
|
|
|||
|
Gross profit
|
1,004,140
|
|
|
912,741
|
|
|
901,180
|
|
|||
|
Selling, general, and administrative expenses
|
538,842
|
|
|
468,219
|
|
|
471,638
|
|
|||
|
Restructuring expenses
|
19,332
|
|
|
19,951
|
|
|
10,524
|
|
|||
|
Gain on sale of plant
|
—
|
|
|
(12,042
|
)
|
|
—
|
|
|||
|
Impairment of intangible asset
|
—
|
|
|
58,000
|
|
|
—
|
|
|||
|
Income from operations
|
445,966
|
|
|
378,613
|
|
|
419,018
|
|
|||
|
Interest expense and deferred financing amortization, net
|
58,742
|
|
|
25,983
|
|
|
23,880
|
|
|||
|
Net periodic pension benefit (other than service costs)
|
(38,114
|
)
|
|
(31,728
|
)
|
|
(27,207
|
)
|
|||
|
Other expense, net
|
1,825
|
|
|
829
|
|
|
1,040
|
|
|||
|
Earnings before income taxes
|
423,513
|
|
|
383,529
|
|
|
421,305
|
|
|||
|
Provision for income taxes
|
106,361
|
|
|
85,401
|
|
|
137,089
|
|
|||
|
Net earnings
|
$
|
317,152
|
|
|
$
|
298,128
|
|
|
$
|
284,216
|
|
|
|
|
|
|
|
|
||||||
|
Net earnings per share:
|
|
|
|
|
|
|
|
|
|||
|
Basic
|
$
|
5.71
|
|
|
$
|
5.26
|
|
|
$
|
4.98
|
|
|
Diluted
|
$
|
5.70
|
|
|
$
|
5.26
|
|
|
$
|
4.98
|
|
|
|
|
|
|
|
|
||||||
|
Weighted average number of shares
|
|
|
|
|
|
|
|
|
|||
|
Basic
|
55,576
|
|
|
56,715
|
|
|
57,030
|
|
|||
|
Dilutive common stock equivalents
|
28
|
|
|
4
|
|
|
55
|
|
|||
|
Diluted
|
55,604
|
|
|
56,719
|
|
|
57,085
|
|
|||
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
|
|
|
|
|
|
||||||
|
Net earnings
|
$
|
317,152
|
|
|
$
|
298,128
|
|
|
$
|
284,216
|
|
|
|
|
|
|
|
|
||||||
|
Other comprehensive income:
|
|
|
|
|
|
||||||
|
Foreign currency translation adjustments
|
(43,050
|
)
|
|
46,690
|
|
|
(63,569
|
)
|
|||
|
Pension liability adjustment, net of tax
|
32,125
|
|
|
(29,669
|
)
|
|
(149,815
|
)
|
|||
|
Unrealized gain on interest rate swaps, net of tax
|
868
|
|
|
883
|
|
|
5,473
|
|
|||
|
Comprehensive income
|
$
|
307,095
|
|
|
$
|
316,032
|
|
|
$
|
76,305
|
|
|
|
Common
Stock
|
|
|
Paid-in
Capital
|
|
|
Treasury
Stock
|
|
|
Retained
Earnings
|
|
|
Accumulated
Other
Comprehensive
Income/(loss)
|
|
|
Total
Stockholders'
Equity
|
|
||||||
|
Balance, January 2, 2016
|
$
|
144
|
|
|
$
|
328,686
|
|
|
$
|
(200,862
|
)
|
|
$
|
1,115,274
|
|
|
$
|
(76,412
|
)
|
|
$
|
1,166,830
|
|
|
Net earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
284,216
|
|
|
—
|
|
|
284,216
|
|
||||||
|
Currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(63,569
|
)
|
|
(63,569
|
)
|
||||||
|
Change in unrecognized pension benefit costs, net of tax of $(30,717)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(149,815
|
)
|
|
(149,815
|
)
|
||||||
|
Unrealized gain on interest rate swap, net of tax of $3,649
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,473
|
|
|
5,473
|
|
||||||
|
Stock compensation
|
—
|
|
|
27,905
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27,905
|
|
||||||
|
Tax benefit on stock compensation
|
—
|
|
|
(1,304
|
)
|
|
|
|
|
—
|
|
|
—
|
|
|
(1,304
|
)
|
||||||
|
Purchase of treasury stock
|
—
|
|
|
—
|
|
|
(4,418
|
)
|
|
—
|
|
|
—
|
|
|
(4,418
|
)
|
||||||
|
Balance, December 31, 2016
|
$
|
144
|
|
|
$
|
355,287
|
|
|
$
|
(205,280
|
)
|
|
$
|
1,399,490
|
|
|
$
|
(284,323
|
)
|
|
$
|
1,265,318
|
|
|
Net earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
298,128
|
|
|
—
|
|
|
298,128
|
|
||||||
|
Currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46,690
|
|
|
46,690
|
|
||||||
|
Change in unrecognized pension benefit costs, net of tax of $(5,588)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(29,669
|
)
|
|
(29,669
|
)
|
||||||
|
Unrealized gain on interest rate swap, net of tax of $588
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
883
|
|
|
883
|
|
||||||
|
Stock compensation
|
—
|
|
|
6,237
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,237
|
|
||||||
|
Stock issuance
|
1
|
|
|
13,398
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,399
|
|
||||||
|
Purchase of treasury stock
|
—
|
|
|
—
|
|
|
(239,838
|
)
|
|
—
|
|
|
—
|
|
|
(239,838
|
)
|
||||||
|
Balance, December 30, 2017
|
$
|
145
|
|
|
$
|
374,922
|
|
|
$
|
(445,118
|
)
|
|
$
|
1,697,618
|
|
|
$
|
(266,419
|
)
|
|
$
|
1,361,148
|
|
|
Net earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
317,152
|
|
|
—
|
|
|
317,152
|
|
||||||
|
Adoption of ASU 2018-02
(1)
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,132
|
)
|
|
1,132
|
|
|
—
|
|
||||||
|
Adoption of ASU 2014-09
(2)
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,405
|
)
|
|
—
|
|
|
(4,405
|
)
|
||||||
|
Currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(43,050
|
)
|
|
(43,050
|
)
|
||||||
|
Change in unrecognized pension benefit costs, net of tax of $6,386
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,612
|
|
|
32,612
|
|
||||||
|
Unrealized gain on interest rate swap, net of tax of $(81)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(751
|
)
|
|
(751
|
)
|
||||||
|
Stock compensation
|
—
|
|
|
2,497
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,497
|
|
||||||
|
Balance, December 29, 2018
|
$
|
145
|
|
|
$
|
377,419
|
|
|
$
|
(445,118
|
)
|
|
$
|
2,009,233
|
|
|
$
|
(276,476
|
)
|
|
$
|
1,665,203
|
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
Cash flows from operating activities—
|
|
|
|
|
|
|
|
|
|||
|
Net earnings
|
$
|
317,152
|
|
|
$
|
298,128
|
|
|
$
|
284,216
|
|
|
Adjustments to reconcile net earnings to net cash provided by operating activities
|
|
|
|
|
|
|
|
||||
|
Depreciation and amortization
|
97,238
|
|
|
69,774
|
|
|
58,234
|
|
|||
|
Non-cash share-based compensation
|
2,497
|
|
|
6,237
|
|
|
27,905
|
|
|||
|
Deferred income taxes
|
20,489
|
|
|
(14,492
|
)
|
|
21,363
|
|
|||
|
Gain on sale of plant
|
—
|
|
|
(12,042
|
)
|
|
—
|
|
|||
|
Impairment of equipment
|
783
|
|
|
3,114
|
|
|
—
|
|
|||
|
Impairment of intangible asset
|
—
|
|
|
58,000
|
|
|
—
|
|
|||
|
Non-cash restructuring
|
5,637
|
|
|
—
|
|
|
—
|
|
|||
|
Changes in assets and liabilities, net of acquisitions
|
|
|
|
|
|
|
|||||
|
Accounts receivable, net
|
(25,347
|
)
|
|
26,180
|
|
|
(33,908
|
)
|
|||
|
Inventories, net
|
(28,378
|
)
|
|
(9,744
|
)
|
|
(22,246
|
)
|
|||
|
Prepaid expenses and other assets
|
18,145
|
|
|
(34,122
|
)
|
|
(11,550
|
)
|
|||
|
Accounts payable
|
13,611
|
|
|
(21,631
|
)
|
|
(7,730
|
)
|
|||
|
Accrued expenses and other liabilities
|
(52,913
|
)
|
|
(64,947
|
)
|
|
(22,174
|
)
|
|||
|
Net cash provided by operating activities
|
368,914
|
|
|
304,455
|
|
|
294,110
|
|
|||
|
Cash flows from investing activities—
|
|
|
|
|
|
|
|
|
|||
|
Additions to property and equipment
|
(36,040
|
)
|
|
(54,493
|
)
|
|
(24,817
|
)
|
|||
|
Proceeds on sale of plant
|
—
|
|
|
14,278
|
|
|
—
|
|
|||
|
Purchase of tradename
|
(5,399
|
)
|
|
—
|
|
|
—
|
|
|||
|
Acquisitions, net of cash acquired
|
(1,197,984
|
)
|
|
(305,251
|
)
|
|
(210,921
|
)
|
|||
|
Net cash used in investing activities
|
(1,239,423
|
)
|
|
(345,466
|
)
|
|
(235,738
|
)
|
|||
|
Cash flows from financing activities—
|
|
|
|
|
|
|
|
|
|||
|
Proceeds under Credit Facility
|
1,611,110
|
|
|
758,883
|
|
|
432,768
|
|
|||
|
Repayments under Credit Facility
|
(746,281
|
)
|
|
(462,112
|
)
|
|
(435,250
|
)
|
|||
|
Net repayments under foreign bank loan
|
(7,088
|
)
|
|
(1,062
|
)
|
|
(26,821
|
)
|
|||
|
Net repayments under other debt arrangement
|
(3
|
)
|
|
(35
|
)
|
|
(35
|
)
|
|||
|
Payments of deferred purchase price
|
(1,234
|
)
|
|
—
|
|
|
—
|
|
|||
|
Repurchase of treasury stock
|
—
|
|
|
(239,838
|
)
|
|
(4,418
|
)
|
|||
|
Debt issuance costs
|
(375
|
)
|
|
—
|
|
|
(6,310
|
)
|
|||
|
Excess tax benefit related to share-based compensation
|
—
|
|
|
—
|
|
|
(1,304
|
)
|
|||
|
Net cash provided by (used in) financing activities
|
856,129
|
|
|
55,836
|
|
|
(41,370
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Effect of exchange rates on cash and cash equivalents
|
(3,573
|
)
|
|
6,344
|
|
|
(4,045
|
)
|
|||
|
Changes in cash and cash equivalents—
|
|
|
|
|
|
|
|
|
|||
|
Net (decrease) increase in cash and cash equivalents
|
(17,953
|
)
|
|
21,169
|
|
|
12,957
|
|
|||
|
Cash and cash equivalents at beginning of year
|
89,654
|
|
|
68,485
|
|
|
55,528
|
|
|||
|
|
|
|
|
|
|
||||||
|
Cash and cash equivalents at end of year
|
$
|
71,701
|
|
|
$
|
89,654
|
|
|
$
|
68,485
|
|
|
|
|
|
|
|
|
||||||
|
Non-cash investing and financing activities:
|
|
|
|
|
|
||||||
|
Stock issuance related to acquisitions
|
$
|
—
|
|
|
$
|
13,399
|
|
|
$
|
—
|
|
|
(1)
|
NATURE OF OPERATIONS
|
|
|
(as initially reported)
May 1, 2017
|
|
Measurement
Period
Adjustments
|
|
(as adjusted)
May 1, 2017
|
||||||
|
Cash
|
$
|
2,514
|
|
|
$
|
—
|
|
|
$
|
2,514
|
|
|
Current assets
|
6,424
|
|
|
104
|
|
|
6,528
|
|
|||
|
Property, plant and equipment
|
656
|
|
|
(13
|
)
|
|
643
|
|
|||
|
Goodwill
|
7,289
|
|
|
997
|
|
|
8,286
|
|
|||
|
Other intangibles
|
4,900
|
|
|
1,840
|
|
|
6,740
|
|
|||
|
Current liabilities
|
(2,254
|
)
|
|
(665
|
)
|
|
(2,919
|
)
|
|||
|
Long term deferred tax liability
|
(1,840
|
)
|
|
224
|
|
|
(1,616
|
)
|
|||
|
Other non-current liabilities
|
—
|
|
|
(2,836
|
)
|
|
(2,836
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
17,689
|
|
|
$
|
(349
|
)
|
|
$
|
17,340
|
|
|
|
(as initially reported)
June 30, 2017
|
|
Measurement
Period
Adjustments
|
|
(as adjusted)
June 30, 2017
|
||||||
|
Cash
|
$
|
621
|
|
|
$
|
—
|
|
|
$
|
621
|
|
|
Current assets
|
5,973
|
|
|
(1,435
|
)
|
|
4,538
|
|
|||
|
Property, plant and equipment
|
238
|
|
|
(91
|
)
|
|
147
|
|
|||
|
Goodwill
|
20,297
|
|
|
(695
|
)
|
|
19,602
|
|
|||
|
Other intangibles
|
8,700
|
|
|
4,350
|
|
|
13,050
|
|
|||
|
Current liabilities
|
(1,532
|
)
|
|
(581
|
)
|
|
(2,113
|
)
|
|||
|
Long term deferred tax liability
|
(3,168
|
)
|
|
(443
|
)
|
|
(3,611
|
)
|
|||
|
Other non-current liabilities
|
—
|
|
|
(1,833
|
)
|
|
(1,833
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
31,129
|
|
|
$
|
(728
|
)
|
|
$
|
30,401
|
|
|
|
(as initially reported)
June 30, 2017
|
|
Measurement
Period
Adjustments
|
|
(as adjusted)
June 30, 2017
|
||||||
|
Cash
|
$
|
4,569
|
|
|
$
|
—
|
|
|
$
|
4,569
|
|
|
Current assets
|
22,686
|
|
|
(997
|
)
|
|
21,689
|
|
|||
|
Property, plant and equipment
|
9,128
|
|
|
(431
|
)
|
|
8,697
|
|
|||
|
Goodwill
|
33,785
|
|
|
4,330
|
|
|
38,115
|
|
|||
|
Other intangibles
|
34,175
|
|
|
225
|
|
|
34,400
|
|
|||
|
Other assets
|
1,170
|
|
|
(280
|
)
|
|
890
|
|
|||
|
Current portion of long-term debt
|
—
|
|
|
(14
|
)
|
|
(14
|
)
|
|||
|
Current liabilities
|
(11,782
|
)
|
|
(342
|
)
|
|
(12,124
|
)
|
|||
|
Long term debt
|
—
|
|
|
(140
|
)
|
|
(140
|
)
|
|||
|
Long term deferred tax liability
|
(7,751
|
)
|
|
(626
|
)
|
|
(8,377
|
)
|
|||
|
Other non-current liabilities
|
(42
|
)
|
|
(1,725
|
)
|
|
(1,767
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
85,938
|
|
|
$
|
—
|
|
|
$
|
85,938
|
|
|
|
(as initially reported)
August 31, 2017
|
|
Measurement
Period
Adjustments
|
|
(as adjusted)
August 31, 2017
|
||||||
|
Cash
|
$
|
1,130
|
|
|
$
|
—
|
|
|
$
|
1,130
|
|
|
Current assets
|
18,031
|
|
|
(64
|
)
|
|
17,967
|
|
|||
|
Property, plant and equipment
|
4,785
|
|
|
—
|
|
|
4,785
|
|
|||
|
Goodwill
|
14,590
|
|
|
(1,399
|
)
|
|
13,191
|
|
|||
|
Other intangibles
|
9,600
|
|
|
1,340
|
|
|
10,940
|
|
|||
|
Current liabilities
|
(6,810
|
)
|
|
(130
|
)
|
|
(6,940
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
41,326
|
|
|
(253
|
)
|
|
$
|
41,073
|
|
|
|
|
(as initially reported)
October 17, 2017
|
|
Measurement
Period
Adjustments
|
|
(as adjusted)
October 17, 2017
|
||||||
|
Cash
|
$
|
3,420
|
|
|
$
|
—
|
|
|
$
|
3,420
|
|
|
Current assets
|
17,197
|
|
|
(40
|
)
|
|
17,157
|
|
|||
|
Property, plant and equipment
|
1,120
|
|
|
—
|
|
|
1,120
|
|
|||
|
Goodwill
|
67,176
|
|
|
(7,182
|
)
|
|
59,994
|
|
|||
|
Other intangibles
|
43,444
|
|
|
14,086
|
|
|
57,530
|
|
|||
|
Current liabilities
|
(5,994
|
)
|
|
(398
|
)
|
|
(6,392
|
)
|
|||
|
Long term deferred tax liability
|
(16,456
|
)
|
|
(5,832
|
)
|
|
(22,288
|
)
|
|||
|
Other non-current liabilities
|
(1,907
|
)
|
|
(193
|
)
|
|
(2,100
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
108,000
|
|
|
$
|
441
|
|
|
$
|
108,441
|
|
|
|
(as initially reported)
December 7, 2017
|
|
Measurement
Period
Adjustments
|
|
(as adjusted)
December 7, 2017
|
||||||
|
Cash
|
$
|
6,766
|
|
|
$
|
—
|
|
|
$
|
6,766
|
|
|
Current assets
|
3,428
|
|
|
(75
|
)
|
|
3,353
|
|
|||
|
Property, plant and equipment
|
447
|
|
|
(27
|
)
|
|
420
|
|
|||
|
Goodwill
|
30,072
|
|
|
(4,741
|
)
|
|
25,331
|
|
|||
|
Other intangibles
|
11,491
|
|
|
6,749
|
|
|
18,240
|
|
|||
|
Current liabilities
|
(7,987
|
)
|
|
(117
|
)
|
|
(8,104
|
)
|
|||
|
Long term deferred tax liability
|
(3,305
|
)
|
|
(1,455
|
)
|
|
(4,760
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Consideration paid at closing
|
$
|
40,912
|
|
|
$
|
334
|
|
|
$
|
41,246
|
|
|
|
|
|
|
|
|
||||||
|
Contingent consideration
|
751
|
|
|
—
|
|
|
751
|
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
41,663
|
|
|
$
|
334
|
|
|
$
|
41,997
|
|
|
|
(as initially reported)
February 16, 2018
|
|
Measurement
Period
Adjustments
|
|
(as adjusted)
February 16, 2018
|
||||||
|
Cash
|
$
|
5
|
|
|
$
|
—
|
|
|
$
|
5
|
|
|
Current assets
|
5,301
|
|
|
(3
|
)
|
|
5,298
|
|
|||
|
Property, plant and equipment
|
3,557
|
|
|
—
|
|
|
3,557
|
|
|||
|
Goodwill
|
12,686
|
|
|
(1,166
|
)
|
|
11,520
|
|
|||
|
Other intangibles
|
8,081
|
|
|
1,119
|
|
|
9,200
|
|
|||
|
Long term deferred tax asset
|
—
|
|
|
115
|
|
|
115
|
|
|||
|
Current liabilities
|
(3,800
|
)
|
|
(465
|
)
|
|
(4,265
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
25,830
|
|
|
$
|
(400
|
)
|
|
$
|
25,430
|
|
|
|
(as initially reported)
April 3, 2018
|
|
Preliminary
Measurement
Period
Adjustments
|
|
(as adjusted)
April 3, 2018
|
||||||
|
Cash
|
$
|
1,833
|
|
|
$
|
—
|
|
|
$
|
1,833
|
|
|
Current assets
|
10,722
|
|
|
—
|
|
|
10,722
|
|
|||
|
Property, plant and equipment
|
389
|
|
|
—
|
|
|
389
|
|
|||
|
Goodwill
|
7,278
|
|
|
216
|
|
|
7,494
|
|
|||
|
Other intangibles
|
2,584
|
|
|
—
|
|
|
2,584
|
|
|||
|
Other assets
|
12
|
|
|
—
|
|
|
12
|
|
|||
|
Current portion of long-term debt
|
(1,901
|
)
|
|
—
|
|
|
(1,901
|
)
|
|||
|
Current liabilities
|
(8,076
|
)
|
|
(216
|
)
|
|
(8,292
|
)
|
|||
|
Long term deferred tax liability
|
(340
|
)
|
|
—
|
|
|
(340
|
)
|
|||
|
Other non-current liabilities
|
(212
|
)
|
|
—
|
|
|
(212
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
12,289
|
|
|
$
|
—
|
|
|
$
|
12,289
|
|
|
|
(as initially reported)
April 27, 2018
|
|
Preliminary
Measurement
Period
Adjustments
|
|
(as adjusted)
April 27, 2018
|
||||||
|
Cash
|
$
|
10,652
|
|
|
$
|
(37
|
)
|
|
$
|
10,615
|
|
|
Current assets
|
7,656
|
|
|
39
|
|
|
7,695
|
|
|||
|
Property, plant and equipment
|
2,447
|
|
|
—
|
|
|
2,447
|
|
|||
|
Goodwill
|
36,706
|
|
|
230
|
|
|
36,936
|
|
|||
|
Other intangibles
|
19,806
|
|
|
—
|
|
|
19,806
|
|
|||
|
Current portion of long-term debt
|
(1,210
|
)
|
|
—
|
|
|
(1,210
|
)
|
|||
|
Current liabilities
|
(4,099
|
)
|
|
(471
|
)
|
|
(4,570
|
)
|
|||
|
Long term deferred tax liability
|
(4,995
|
)
|
|
(12
|
)
|
|
(5,007
|
)
|
|||
|
Long-term debt
|
(1,069
|
)
|
|
—
|
|
|
(1,069
|
)
|
|||
|
Other non-current liabilities
|
(1,318
|
)
|
|
—
|
|
|
(1,318
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
64,576
|
|
|
$
|
(251
|
)
|
|
$
|
64,325
|
|
|
|
(as initially reported)
May 10, 2018
|
|
Preliminary
Measurement Period Adjustments |
|
(as adjusted)
May 10, 2018
|
||||||
|
Cash
|
$
|
3,308
|
|
|
$
|
—
|
|
|
$
|
3,308
|
|
|
Current assets
|
6,579
|
|
|
14
|
|
|
6,593
|
|
|||
|
Property, plant and equipment
|
4,739
|
|
|
—
|
|
|
4,739
|
|
|||
|
Goodwill
|
27,140
|
|
|
220
|
|
|
27,360
|
|
|||
|
Other intangibles
|
13,136
|
|
|
—
|
|
|
13,136
|
|
|||
|
Other assets
|
2
|
|
|
—
|
|
|
2
|
|
|||
|
Current portion of long-term debt
|
(217
|
)
|
|
—
|
|
|
(217
|
)
|
|||
|
Current liabilities
|
(5,146
|
)
|
|
(89
|
)
|
|
(5,235
|
)
|
|||
|
Long-term debt
|
(1,608
|
)
|
|
—
|
|
|
(1,608
|
)
|
|||
|
Long term deferred tax liability
|
(2,934
|
)
|
|
(391
|
)
|
|
(3,325
|
)
|
|||
|
Other non-current liabilities
|
(2,169
|
)
|
|
—
|
|
|
(2,169
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Consideration paid at closing
|
$
|
42,830
|
|
|
$
|
(246
|
)
|
|
$
|
42,584
|
|
|
|
|
|
|
|
|
||||||
|
Contingent consideration
|
3,454
|
|
|
—
|
|
|
3,454
|
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
46,284
|
|
|
$
|
(246
|
)
|
|
$
|
46,038
|
|
|
|
(as initially
reported)
June 22, 2018
|
|
Preliminary Measurement
Period
Adjustments
|
|
(as adjusted)
June 22, 2018
|
||||||
|
Cash
|
$
|
2,551
|
|
|
$
|
64
|
|
|
$
|
2,615
|
|
|
Current assets
|
71,162
|
|
|
(1,359
|
)
|
|
69,803
|
|
|||
|
Property, plant and equipment
|
21,187
|
|
|
9
|
|
|
21,196
|
|
|||
|
Goodwill
|
491,339
|
|
|
(102,657
|
)
|
|
388,682
|
|
|||
|
Other intangibles
|
484,210
|
|
|
99,500
|
|
|
583,710
|
|
|||
|
Other assets
|
—
|
|
|
361
|
|
|
361
|
|
|||
|
Long-term deferred tax asset
|
—
|
|
|
227
|
|
|
227
|
|
|||
|
Current liabilities
|
(48,417
|
)
|
|
(3,106
|
)
|
|
(51,523
|
)
|
|||
|
Other non-current liabilities
|
(8,161
|
)
|
|
(648
|
)
|
|
(8,809
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Net assets acquired and liabilities assumed
|
$
|
1,013,871
|
|
|
$
|
(7,609
|
)
|
|
$
|
1,006,262
|
|
|
|
(as initially
reported)
October 1, 2018
|
||
|
Current assets
|
$
|
2,745
|
|
|
Property, plant and equipment
|
2,497
|
|
|
|
Goodwill
|
11,610
|
|
|
|
Other intangibles
|
3,294
|
|
|
|
Current liabilities
|
(144
|
)
|
|
|
|
|
||
|
Net assets acquired and liabilities assumed
|
$
|
20,002
|
|
|
|
(as initially
reported)
December 3, 2018
|
||
|
Cash
|
$
|
495
|
|
|
Current assets
|
5,045
|
|
|
|
Property, plant and equipment
|
8,710
|
|
|
|
Goodwill
|
31,226
|
|
|
|
Current liabilities
|
(2,340
|
)
|
|
|
Long-term deferred tax liability
|
(668
|
)
|
|
|
|
|
||
|
Net assets acquired and liabilities assumed
|
$
|
42,468
|
|
|
|
Twelve Months Ended
|
||||||
|
|
December 29, 2018
|
|
December 30, 2017
|
||||
|
Net sales
|
$
|
2,913,713
|
|
|
$
|
2,911,834
|
|
|
Net earnings
|
322,997
|
|
|
269,031
|
|
||
|
|
|
|
|
||||
|
Net earnings per share:
|
|
|
|
|
|
||
|
Basic
|
$
|
5.81
|
|
|
$
|
4.74
|
|
|
Diluted
|
5.81
|
|
|
4.74
|
|
||
|
(a)
|
Basis of Presentation
|
|
(b)
|
Cash and Cash Equivalents
|
|
(c)
|
Accounts Receivable
|
|
|
2018
|
|
2017
|
||||
|
|
(dollars in thousands)
|
||||||
|
Raw materials and parts
|
$
|
245,976
|
|
|
$
|
180,559
|
|
|
Work in process
|
51,164
|
|
|
38,917
|
|
||
|
Finished goods
|
224,670
|
|
|
205,163
|
|
||
|
|
$
|
521,810
|
|
|
$
|
424,639
|
|
|
(e)
|
Property, Plant and Equipment
|
|
|
2018
|
|
2017
|
||||
|
|
(dollars in thousands)
|
||||||
|
Land
|
$
|
32,523
|
|
|
$
|
28,996
|
|
|
Building and improvements
|
196,743
|
|
|
175,678
|
|
||
|
Furniture and fixtures
|
64,586
|
|
|
54,362
|
|
||
|
Machinery and equipment
|
188,454
|
|
|
165,157
|
|
||
|
|
482,306
|
|
|
424,193
|
|
||
|
Less accumulated depreciation
|
(167,737
|
)
|
|
(142,278
|
)
|
||
|
|
$
|
314,569
|
|
|
$
|
281,915
|
|
|
Description
|
|
Life
|
|
Building and improvements
|
|
20 to 40 years
|
|
Furniture and fixtures
|
|
3 to 7 years
|
|
Machinery and equipment
|
|
3 to 10 years
|
|
(f)
|
Goodwill and Other Intangibles
|
|
|
Commercial
Foodservice
|
|
Food
Processing
|
|
Residential Kitchen
|
|
Total
|
||||||||
|
Balance as of December 31, 2016
|
$
|
542,090
|
|
|
$
|
134,680
|
|
|
$
|
415,952
|
|
|
$
|
1,092,722
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Goodwill acquired during the year
|
118,419
|
|
|
58,899
|
|
|
—
|
|
|
177,318
|
|
||||
|
Measurement period adjustments to goodwill acquired in prior year
|
(36,408
|
)
|
|
41
|
|
|
—
|
|
|
(36,367
|
)
|
||||
|
Exchange effect
|
7,350
|
|
|
4,658
|
|
|
19,129
|
|
|
31,137
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Balance as of December 30, 2017
|
$
|
631,451
|
|
|
$
|
198,278
|
|
|
$
|
435,081
|
|
|
$
|
1,264,810
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Goodwill acquired during the year
|
487,032
|
|
|
30,624
|
|
|
—
|
|
|
517,656
|
|
||||
|
Measurement period adjustments to goodwill acquired in prior year
|
(1,559
|
)
|
|
(5,679
|
)
|
|
—
|
|
|
(7,238
|
)
|
||||
|
Exchange effect
|
(14,857
|
)
|
|
(4,169
|
)
|
|
(13,027
|
)
|
|
(32,053
|
)
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
Balance as of December 29, 2018
|
$
|
1,102,067
|
|
|
$
|
219,054
|
|
|
$
|
422,054
|
|
|
$
|
1,743,175
|
|
|
|
December 29, 2018
|
|
December 30, 2017
|
||||||||||||||||
|
|
Estimated
Weighted Avg
Remaining
Life
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
|
Estimated
Weighted Avg
Remaining
Life
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
||||||
|
Amortized intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Customer relationships
|
9.5
|
|
$
|
644,145
|
|
|
$
|
(222,661
|
)
|
|
5.2
|
|
$
|
330,496
|
|
|
$
|
(171,005
|
)
|
|
Backlog
|
2.8
|
|
27,065
|
|
|
(24,755
|
)
|
|
0.8
|
|
19,689
|
|
|
(18,081
|
)
|
||||
|
Developed technology
|
5.9
|
|
39,624
|
|
|
(20,998
|
)
|
|
4.2
|
|
22,485
|
|
|
(18,248
|
)
|
||||
|
|
|
|
$
|
710,834
|
|
|
$
|
(268,414
|
)
|
|
|
|
$
|
372,670
|
|
|
$
|
(207,334
|
)
|
|
Indefinite-lived assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Trademarks and tradenames
|
|
|
$
|
918,604
|
|
|
|
|
|
|
|
$
|
615,090
|
|
|
|
|
||
|
2019
|
$
|
59,995
|
|
|
2020
|
59,079
|
|
|
|
2021
|
55,190
|
|
|
|
2022
|
51,184
|
|
|
|
2023
|
44,276
|
|
|
|
2024 and thereafter
|
172,696
|
|
|
|
|
$
|
442,420
|
|
|
(g)
|
Accrued Expenses
|
|
|
2018
|
|
2017
|
||||
|
|
(dollars in thousands)
|
||||||
|
Accrued payroll and related expenses
|
$
|
74,952
|
|
|
$
|
67,935
|
|
|
Accrued warranty
|
59,451
|
|
|
52,834
|
|
||
|
Contract liabilities
|
57,913
|
|
|
31,069
|
|
||
|
Accrued customer rebates
|
45,740
|
|
|
48,590
|
|
||
|
Accrued sales and other tax
|
19,452
|
|
|
20,881
|
|
||
|
Accrued professional fees
|
17,313
|
|
|
18,250
|
|
||
|
Accrued product liability and workers compensation
|
16,284
|
|
|
11,976
|
|
||
|
Accrued agent commission
|
11,969
|
|
|
11,035
|
|
||
|
Other accrued expenses
|
64,372
|
|
|
59,601
|
|
||
|
|
|
|
|
||||
|
|
$
|
367,446
|
|
|
$
|
322,171
|
|
|
(h)
|
Litigation Matters
|
|
(i)
|
Accumulated Other Comprehensive Income (Loss)
|
|
|
2018
|
|
2017
|
||||
|
|
(dollars in thousands)
|
||||||
|
Unrecognized pension benefit costs, net of tax of ($36,719) and ($43,592)
|
$
|
(170,938
|
)
|
|
$
|
(203,063
|
)
|
|
Unrealized gain on interest rate swap, net of tax of $2,543 and $4,243
|
7,233
|
|
|
6,365
|
|
||
|
Currency translation adjustments
|
(112,771
|
)
|
|
(69,721
|
)
|
||
|
|
|
|
|
||||
|
|
$
|
(276,476
|
)
|
|
$
|
(266,419
|
)
|
|
|
Currency Translation Adjustment
|
|
Pension Benefit Costs
|
|
Unrealized Gain/(Loss) Interest Rate Swap
|
|
Total
|
||||||||
|
Balance as of December 31, 2016
|
$
|
(116,411
|
)
|
|
$
|
(173,394
|
)
|
|
$
|
5,482
|
|
|
$
|
(284,323
|
)
|
|
Other comprehensive income before reclassification
|
46,690
|
|
|
(31,683
|
)
|
|
1,822
|
|
|
16,829
|
|
||||
|
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
2,014
|
|
|
(939
|
)
|
|
1,075
|
|
||||
|
Net current-period other comprehensive income
|
$
|
46,690
|
|
|
$
|
(29,669
|
)
|
|
$
|
883
|
|
|
$
|
17,904
|
|
|
Balance as of December 30, 2017
|
$
|
(69,721
|
)
|
|
$
|
(203,063
|
)
|
|
$
|
6,365
|
|
|
$
|
(266,419
|
)
|
|
Adoption of ASU 2018-02
(2)
|
—
|
|
|
(487
|
)
|
|
1,619
|
|
|
1,132
|
|
||||
|
Other comprehensive income before reclassification
|
(43,050
|
)
|
|
29,527
|
|
|
(1,166
|
)
|
|
(14,689
|
)
|
||||
|
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
3,085
|
|
|
415
|
|
|
3,500
|
|
||||
|
Net current-period other comprehensive income
|
$
|
(43,050
|
)
|
|
$
|
32,125
|
|
|
$
|
868
|
|
|
$
|
(10,057
|
)
|
|
Balance as of December 29, 2018
|
$
|
(112,771
|
)
|
|
$
|
(170,938
|
)
|
|
$
|
7,233
|
|
|
$
|
(276,476
|
)
|
|
|
Fair Value
Level 1
|
|
Fair Value
Level 2
|
|
Fair Value
Level 3
|
|
Total
|
||||||||
|
As of December 29, 2018
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Financial Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Interest rate swaps
|
$
|
—
|
|
|
$
|
13,487
|
|
|
$
|
—
|
|
|
$
|
13,487
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Financial Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Interest rate swaps
|
$
|
—
|
|
|
$
|
4,125
|
|
|
$
|
—
|
|
|
$
|
4,125
|
|
|
Contingent consideration
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,566
|
|
|
$
|
3,566
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
As of December 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Financial Assets:
|
|
|
|
|
|
|
|
||||||||
|
Interest rate swaps
|
$
|
—
|
|
|
$
|
10,266
|
|
|
$
|
—
|
|
|
$
|
10,266
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Financial Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Contingent consideration
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,780
|
|
|
$
|
1,780
|
|
|
(k)
|
Foreign Currency
|
|
(l)
|
Shipping and Handling Costs
|
|
(m)
|
Warranty Costs
|
|
|
2018
|
|
2017
|
||||
|
|
(dollars in thousands)
|
||||||
|
Beginning balance
|
$
|
52,834
|
|
|
$
|
40,851
|
|
|
Warranty reserve related to acquisitions
|
5,884
|
|
|
7,769
|
|
||
|
Warranty expense
|
62,314
|
|
|
58,398
|
|
||
|
Warranty claims paid
|
(61,581
|
)
|
|
(54,184
|
)
|
||
|
Ending balance
|
$
|
59,451
|
|
|
$
|
52,834
|
|
|
(n)
|
Research and Development Costs
|
|
(o)
|
Non-Cash Sh
a
re-Based Compensation
|
|
(p)
|
Earnings Per Share
|
|
(q)
|
Consolidated Statements of Cash Flows
|
|
(r)
|
New Accounting Pronouncements
|
|
(4)
|
REVENUE RECOGNITION
|
|
•
|
The company does not disclose information about remaining performance obligations that have original expected durations of one year or less.
|
|
•
|
The company generally expenses sales commissions when incurred because the amortization period would have been less than one year. These costs are recorded within selling, general and administrative expenses.
|
|
•
|
As the company’s standard payment terms are less than one year, the company does not assess whether a contract has a significant financing component.
|
|
•
|
The company treats shipping and handling activities performed after the customer obtains control of the good as a contract fulfillment activity.
|
|
•
|
Sales, use and value added taxes assessed by governmental authorities are excluded from the measurement of the transaction price within the company’s contracts with its customers.
|
|
|
Balance at
December 30, 2017 (as reported)
|
|
Adjustments due to ASC 606
|
|
Balance at
December 30, 2017 (as adjusted)
|
||||||
|
Balance Sheet
|
|
|
|
|
|
||||||
|
Assets
|
|
|
|
|
|
||||||
|
Accounts receivable
|
$
|
328,421
|
|
|
$
|
(122
|
)
|
|
$
|
328,299
|
|
|
Inventories, net
|
424,639
|
|
|
14,993
|
|
|
439,632
|
|
|||
|
Prepaid expenses and other
|
55,427
|
|
|
(4,018
|
)
|
|
51,409
|
|
|||
|
Long-term deferred tax assets
|
44,565
|
|
|
1,319
|
|
|
45,884
|
|
|||
|
|
|
|
|
|
|
||||||
|
Liabilities & Stockholders' Equity
|
|
|
|
|
|
||||||
|
Accrued expenses
|
$
|
322,171
|
|
|
$
|
16,557
|
|
|
$
|
338,728
|
|
|
Retained earnings
|
1,697,618
|
|
|
(4,405
|
)
|
|
1,693,213
|
|
|||
|
|
Twelve Months Ended December 29, 2018
|
||||||||||
|
|
As Reported
|
|
Balances without ASC 606
|
|
Effect of Change
|
||||||
|
Net sales
|
$
|
2,722,931
|
|
|
$
|
2,702,357
|
|
|
$
|
20,574
|
|
|
Cost of sales
|
1,718,791
|
|
|
1,703,488
|
|
|
15,303
|
|
|||
|
Provision for income taxes
|
106,361
|
|
|
105,132
|
|
|
1,229
|
|
|||
|
Net earnings
|
$
|
317,152
|
|
|
$
|
313,110
|
|
|
$
|
4,042
|
|
|
|
|
|
|
|
|
||||||
|
Basic earnings per share
|
$
|
5.71
|
|
|
$
|
5.63
|
|
|
|
||
|
Diluted earnings per share
|
$
|
5.70
|
|
|
$
|
5.63
|
|
|
|
||
|
|
Balance as of December 29, 2018
|
||||||||||
|
|
As Reported
|
|
Balances without ASC 606
|
|
Effect of Change
|
||||||
|
Assets
|
|
|
|
|
|
||||||
|
Inventories, net
|
$
|
521,810
|
|
|
$
|
520,631
|
|
|
$
|
1,179
|
|
|
Prepaid expenses and other
|
50,940
|
|
|
51,315
|
|
|
(375
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Liabilities
|
|
|
|
|
|
||||||
|
Accrued expenses
|
$
|
367,446
|
|
|
$
|
368,128
|
|
|
$
|
(682
|
)
|
|
Long-term deferred tax liability
|
113,896
|
|
|
113,841
|
|
|
55
|
|
|||
|
|
|
|
|
|
|
||||||
|
Equity
|
|
|
|
|
|
||||||
|
Retained earnings
|
$
|
2,009,233
|
|
|
$
|
2,009,411
|
|
|
$
|
(178
|
)
|
|
|
Commercial
Foodservice
|
|
Food Processing
|
|
Residential Kitchen
|
|
Total
|
||||||||
|
Twelve Months Ended December 29, 2018
|
|
|
|
|
|
|
|
|
|
|
|||||
|
United States and Canada
|
$
|
1,176,006
|
|
|
$
|
263,743
|
|
|
$
|
366,679
|
|
|
$
|
1,806,428
|
|
|
Asia
|
180,409
|
|
|
36,578
|
|
|
7,155
|
|
|
224,142
|
|
||||
|
Europe and Middle East
|
315,935
|
|
|
64,666
|
|
|
221,126
|
|
|
601,727
|
|
||||
|
Latin America
|
57,464
|
|
|
24,607
|
|
|
8,563
|
|
|
90,634
|
|
||||
|
Total
|
$
|
1,729,814
|
|
|
$
|
389,594
|
|
|
$
|
603,523
|
|
|
$
|
2,722,931
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Twelve Months Ended December 30, 2017
|
|
|
|
|
|
|
|
||||||||
|
United States and Canada
|
$
|
968,483
|
|
|
$
|
256,739
|
|
|
$
|
344,204
|
|
|
$
|
1,569,426
|
|
|
Asia
|
144,702
|
|
|
25,175
|
|
|
8,099
|
|
|
177,976
|
|
||||
|
Europe and Middle East
|
226,697
|
|
|
42,473
|
|
|
240,456
|
|
|
509,626
|
|
||||
|
Latin America
|
42,226
|
|
|
28,330
|
|
|
7,958
|
|
|
78,514
|
|
||||
|
Total
|
$
|
1,382,108
|
|
|
$
|
352,717
|
|
|
$
|
600,717
|
|
|
$
|
2,335,542
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Twelve Months Ended December 31, 2016
|
|
|
|
|
|
|
|
||||||||
|
United States and Canada
|
$
|
886,597
|
|
|
$
|
247,636
|
|
|
$
|
367,957
|
|
|
$
|
1,502,190
|
|
|
Asia
|
140,964
|
|
|
24,254
|
|
|
9,234
|
|
|
174,452
|
|
||||
|
Europe and Middle East
|
196,433
|
|
|
54,688
|
|
|
274,160
|
|
|
525,281
|
|
||||
|
Latin America
|
42,961
|
|
|
15,657
|
|
|
7,311
|
|
|
65,929
|
|
||||
|
Total
|
$
|
1,266,955
|
|
|
$
|
342,235
|
|
|
$
|
658,662
|
|
|
$
|
2,267,852
|
|
|
|
As of December 29, 2018
|
|
At Adoption
|
||||
|
Contract assets
|
$
|
14,048
|
|
|
$
|
16,753
|
|
|
Contract liabilities
|
$
|
57,913
|
|
|
$
|
47,647
|
|
|
Non-current contract liabilities
|
$
|
12,170
|
|
|
$
|
1,859
|
|
|
(5)
|
FINANCING ARRANGEMENTS
|
|
|
2018
|
|
2017
|
||||
|
|
(dollars in thousands)
|
||||||
|
Senior secured revolving credit line
|
$
|
1,887,764
|
|
|
$
|
1,022,935
|
|
|
Foreign loans
|
4,166
|
|
|
5,768
|
|
||
|
Other debt arrangement
|
175
|
|
|
178
|
|
||
|
Total debt
|
$
|
1,892,105
|
|
|
$
|
1,028,881
|
|
|
|
|
|
|
||||
|
Less current maturities of long-term debt
|
3,207
|
|
|
5,149
|
|
||
|
|
|
|
|
||||
|
Long-term debt
|
$
|
1,888,898
|
|
|
$
|
1,023,732
|
|
|
|
December 29, 2018
|
|
December 30, 2017
|
||||||||||||
|
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
||||||||
|
Total debt
|
$
|
1,892,105
|
|
|
$
|
1,892,105
|
|
|
$
|
1,028,881
|
|
|
$
|
1,028,881
|
|
|
2019
|
$
|
3,207
|
|
|
2020
|
349
|
|
|
|
2021
|
1,888,112
|
|
|
|
2022
|
269
|
|
|
|
2023 and thereafter
|
168
|
|
|
|
|
|
|
|
|
|
$
|
1,892,105
|
|
|
|
Shares
|
|
|
Weighted
Average
Grant-Date
Fair Value
|
|
|
|
Nonvested shares at December 31, 2016
|
616,125
|
|
|
$
|
91.76
|
|
|
|
|
|
|
|||
|
Granted
|
76,788
|
|
|
136.29
|
|
|
|
Vested
|
(418,125
|
)
|
|
86.70
|
|
|
|
Forfeited
|
(115,585
|
)
|
|
121.65
|
|
|
|
|
|
|
|
|||
|
Nonvested shares at December 30, 2017
|
159,203
|
|
|
$
|
104.44
|
|
|
|
|
|
|
|||
|
Granted
|
132,038
|
|
|
100.50
|
|
|
|
Vested
|
(6,203
|
)
|
|
126.09
|
|
|
|
Forfeited
|
(159,196
|
)
|
|
100.84
|
|
|
|
|
|
|
|
|||
|
Nonvested shares at December 29, 2018
|
125,842
|
|
|
$
|
103.29
|
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
Domestic
|
$
|
328,870
|
|
|
$
|
290,866
|
|
|
$
|
336,625
|
|
|
Foreign
|
94,643
|
|
|
92,663
|
|
|
84,680
|
|
|||
|
Total
|
$
|
423,513
|
|
|
$
|
383,529
|
|
|
$
|
421,305
|
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
Federal
|
$
|
66,359
|
|
|
$
|
48,688
|
|
|
$
|
94,621
|
|
|
State and local
|
16,035
|
|
|
9,076
|
|
|
13,107
|
|
|||
|
Foreign
|
23,967
|
|
|
27,637
|
|
|
29,361
|
|
|||
|
Total
|
$
|
106,361
|
|
|
$
|
85,401
|
|
|
$
|
137,089
|
|
|
|
|
|
|
|
|
||||||
|
Current
|
$
|
85,872
|
|
|
$
|
99,893
|
|
|
$
|
115,726
|
|
|
Deferred
|
20,489
|
|
|
(14,492
|
)
|
|
21,363
|
|
|||
|
Total
|
$
|
106,361
|
|
|
$
|
85,401
|
|
|
$
|
137,089
|
|
|
|
2018
|
|
2017
|
|
2016
|
|||
|
U.S. federal statutory tax rate
|
21.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
|
|
|
|
|
|
|
|||
|
State taxes, net of federal benefit
|
3.0
|
|
|
1.5
|
|
|
2.3
|
|
|
U.S. domestic manufacturers deduction
|
—
|
|
|
(2.1
|
)
|
|
(2.4
|
)
|
|
Permanent differences
|
0.2
|
|
|
(0.7
|
)
|
|
(1.6
|
)
|
|
Foreign income tax rate at rates other than U.S. statutory
|
1.3
|
|
|
(1.6
|
)
|
|
(1.1
|
)
|
|
Tax Cuts and Jobs Act of 2017 deferred tax changes
|
0.2
|
|
|
(10.0
|
)
|
|
—
|
|
|
Tax Cuts and Jobs Act of 2017 transition tax
|
(0.1
|
)
|
|
2.0
|
|
|
—
|
|
|
Change in valuation allowances
|
(0.5
|
)
|
|
(2.0
|
)
|
|
—
|
|
|
Tax on unremitted earnings
|
—
|
|
|
1.5
|
|
|
—
|
|
|
Other
|
—
|
|
|
(1.3
|
)
|
|
0.3
|
|
|
Consolidated effective tax
|
25.1
|
%
|
|
22.3
|
%
|
|
32.5
|
%
|
|
|
2018
|
|
2017
|
||||
|
|
(dollars in thousands)
|
||||||
|
Deferred tax assets:
|
|
|
|
|
|
||
|
Compensation related
|
$
|
3,776
|
|
|
$
|
3,129
|
|
|
Pension and post-retirement benefits
|
41,502
|
|
|
56,502
|
|
||
|
Inventory reserves
|
14,441
|
|
|
11,342
|
|
||
|
Accrued liabilities and reserves
|
13,835
|
|
|
9,813
|
|
||
|
Warranty reserves
|
10,641
|
|
|
7,232
|
|
||
|
Net operating loss carryforwards
|
36,629
|
|
|
37,911
|
|
||
|
Other
|
10,531
|
|
|
19,826
|
|
||
|
Gross deferred tax assets
|
131,355
|
|
|
145,755
|
|
||
|
Valuation allowance
|
(26,023
|
)
|
|
(23,190
|
)
|
||
|
Deferred tax assets
|
$
|
105,332
|
|
|
$
|
122,565
|
|
|
|
|
|
|
||||
|
Deferred tax liabilities:
|
|
|
|
|
|
||
|
Intangible assets
|
$
|
(167,197
|
)
|
|
$
|
(137,871
|
)
|
|
Depreciable assets
|
(13,617
|
)
|
|
(10,426
|
)
|
||
|
Other
|
(6,226
|
)
|
|
(17,518
|
)
|
||
|
|
|
|
|
||||
|
Deferred tax liabilities
|
$
|
(187,040
|
)
|
|
$
|
(165,815
|
)
|
|
|
|
|
|
||||
|
Net deferred tax assets (liabilities)
|
$
|
(81,708
|
)
|
|
$
|
(43,250
|
)
|
|
|
|
|
|
||||
|
Long-term deferred asset
|
32,188
|
|
|
44,565
|
|
||
|
Long-term deferred liability
|
(113,896
|
)
|
|
(87,815
|
)
|
||
|
Net deferred tax assets (liabilities)
|
$
|
(81,708
|
)
|
|
$
|
(43,250
|
)
|
|
Balance at December 31, 2016
|
$
|
20,289
|
|
|
|
|
|
|
|
Increases to current year tax positions
|
11,843
|
|
|
|
Increase to prior year tax positions
|
201
|
|
|
|
Decrease to prior year tax positions
|
(9
|
)
|
|
|
Settlements
|
(439
|
)
|
|
|
Lapse of statute of limitations
|
(1,955
|
)
|
|
|
|
|
|
|
|
Balance at December 30, 2017
|
$
|
29,930
|
|
|
|
|
|
|
|
Increases to current year tax positions
|
3,912
|
|
|
|
Increase to prior year tax positions
|
2,860
|
|
|
|
Decrease to prior year tax positions
|
(569
|
)
|
|
|
Lapse of statute of limitations
|
(4,221
|
)
|
|
|
|
|
||
|
Balance at December 29, 2018
|
$
|
31,912
|
|
|
(8)
|
FINANCIAL INSTRUMENTS
|
|
(a)
|
Foreign Exchange
|
|
(b)
|
Interest Rate
|
|
|
|
|
Twelve Months Ended
|
||||||
|
|
Location
|
|
Dec 29, 2018
|
|
|
Dec 30, 2017
|
|
||
|
Fair value
|
Other assets
|
|
$
|
9,362
|
|
|
$
|
10,266
|
|
|
Amount of gain/(loss) recognized in other comprehensive income
|
Other comprehensive income
|
|
$
|
(561
|
)
|
|
$
|
531
|
|
|
Gain/(loss) reclassified from accumulated other comprehensive income (effective portion)
|
Interest expense
|
|
$
|
415
|
|
|
$
|
(939
|
)
|
|
Gain/(loss) recognized in income (ineffective portion)
|
Other expense
|
|
$
|
72
|
|
|
$
|
54
|
|
|
(9)
|
LEASE COMMITMENTS
|
|
|
Total Operating Lease
Commitments
|
|
|
|
|
|
||
|
2019
|
$
|
23,118
|
|
|
2020
|
19,097
|
|
|
|
2021
|
16,576
|
|
|
|
2022
|
12,730
|
|
|
|
2023
|
8,428
|
|
|
|
2024 and thereafter
|
19,881
|
|
|
|
|
|
||
|
|
$
|
99,830
|
|
|
|
Commercial
Foodservice
|
|
|
Food
Processing
|
|
|
Residential Kitchen
|
|
|
Corporate
and Other
(3)
|
|
|
Total
|
|
|||||
|
2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net sales
|
$
|
1,729,814
|
|
|
$
|
389,594
|
|
|
$
|
603,523
|
|
|
$
|
—
|
|
|
$
|
2,722,931
|
|
|
Operating income
(4)
|
393,380
|
|
|
62,435
|
|
|
53,959
|
|
|
(63,808
|
)
|
|
445,966
|
|
|||||
|
Depreciation and amortization expense
|
52,598
|
|
|
12,734
|
|
|
30,064
|
|
|
1,842
|
|
|
97,238
|
|
|||||
|
Net capital expenditures
|
17,444
|
|
|
7,373
|
|
|
11,721
|
|
|
(498
|
)
|
|
36,040
|
|
|||||
|
Total assets
|
2,906,373
|
|
|
513,189
|
|
|
1,089,103
|
|
|
41,116
|
|
|
4,549,781
|
|
|||||
|
Long-lived assets
(2)
|
181,636
|
|
|
33,127
|
|
|
146,897
|
|
|
22,328
|
|
|
383,988
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net sales
|
$
|
1,382,108
|
|
|
$
|
352,717
|
|
|
$
|
600,717
|
|
|
$
|
—
|
|
|
$
|
2,335,542
|
|
|
Operating income
(4,5,6)
|
357,085
|
|
|
88,121
|
|
|
(377
|
)
|
|
(66,216
|
)
|
|
378,613
|
|
|||||
|
Depreciation and amortization expense
|
29,981
|
|
|
7,357
|
|
|
30,551
|
|
|
1,885
|
|
|
69,774
|
|
|||||
|
Net capital expenditures
|
41,457
|
|
|
5,519
|
|
|
7,637
|
|
|
(120
|
)
|
|
54,493
|
|
|||||
|
Total assets
|
1,693,820
|
|
|
450,932
|
|
|
1,140,668
|
|
|
54,293
|
|
|
3,339,713
|
|
|||||
|
Long-lived assets
(2)
|
148,565
|
|
|
25,346
|
|
|
167,486
|
|
|
21,191
|
|
|
362,588
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net sales
|
$
|
1,266,955
|
|
|
$
|
342,235
|
|
|
$
|
658,662
|
|
|
$
|
—
|
|
|
$
|
2,267,852
|
|
|
Operating income
(4)
|
350,483
|
|
|
87,039
|
|
|
62,326
|
|
|
(80,830
|
)
|
|
419,018
|
|
|||||
|
Depreciation and amortization expense
|
19,548
|
|
|
5,696
|
|
|
29,897
|
|
|
3,093
|
|
|
58,234
|
|
|||||
|
Net capital expenditures
|
11,958
|
|
|
5,667
|
|
|
6,961
|
|
|
231
|
|
|
24,817
|
|
|||||
|
Total assets
|
1,347,441
|
|
|
340,088
|
|
|
1,179,640
|
|
|
49,967
|
|
|
2,917,136
|
|
|||||
|
Long-lived assets
(2)
|
84,475
|
|
|
21,763
|
|
|
175,206
|
|
|
35,100
|
|
|
316,544
|
|
|||||
|
(1)
|
Non-operating expenses are not allocated to the reportable segments. Non-operating expenses consist of interest expense and deferred financing amortization, foreign exchange gains and losses and other income and expense items outside of income from operations.
|
|
(2)
|
Long-lived assets consist of property, plant and equipment, long-term deferred tax assets and other assets.
|
|
(3)
|
Includes corporate and other general company assets and operations.
|
|
(4)
|
Restructuring expenses are included in operating income of the segment to which they pertain. See note 13 for further details.
|
|
(5)
|
Gain on sale of plant is included in Commercial Foodservice.
|
|
(6)
|
Impairment of intangible assets is included in Residential Kitchen.
|
|
|
2018
|
|
2017
|
|
2016
|
||||||
|
United States and Canada
|
$
|
262,482
|
|
|
$
|
221,479
|
|
|
$
|
181,317
|
|
|
|
|
|
|
|
|
||||||
|
Asia
|
12,136
|
|
|
14,033
|
|
|
14,729
|
|
|||
|
Europe and Middle East
|
108,001
|
|
|
126,264
|
|
|
119,511
|
|
|||
|
Latin America
|
1,369
|
|
|
812
|
|
|
987
|
|
|||
|
Total International
|
121,506
|
|
|
141,109
|
|
|
135,227
|
|
|||
|
|
|
|
|
|
|
||||||
|
|
$
|
383,988
|
|
|
$
|
362,588
|
|
|
$
|
316,544
|
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||||||
|
|
U.S. Plans
|
|
Non-U.S. Plans
|
|
U.S. Plans
|
|
Non-U.S. Plans
|
||||||||
|
Net Periodic Pension Cost (Benefit):
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Service cost
|
$
|
365
|
|
|
$
|
3,754
|
|
|
$
|
402
|
|
|
$
|
4,013
|
|
|
Interest cost
|
1,082
|
|
|
32,173
|
|
|
1,240
|
|
|
32,748
|
|
||||
|
Expected return on assets
|
(967
|
)
|
|
(75,017
|
)
|
|
(821
|
)
|
|
(70,630
|
)
|
||||
|
Amortization of net (gain) loss
|
(129
|
)
|
|
4,056
|
|
|
(330
|
)
|
|
3,073
|
|
||||
|
Amortization of prior service cost
|
—
|
|
|
437
|
|
|
—
|
|
|
—
|
|
||||
|
Curtailment loss
|
—
|
|
|
906
|
|
|
—
|
|
|
3,305
|
|
||||
|
Pension settlement gain
|
—
|
|
|
(655
|
)
|
|
—
|
|
|
(313
|
)
|
||||
|
|
$
|
351
|
|
|
$
|
(34,346
|
)
|
|
$
|
491
|
|
|
$
|
(27,804
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
|
Change in Benefit Obligation:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Benefit obligation – beginning of year
|
$
|
31,908
|
|
|
$
|
1,615,244
|
|
|
$
|
31,949
|
|
|
$
|
1,478,493
|
|
|
Service cost
|
365
|
|
|
3,754
|
|
|
402
|
|
|
4,013
|
|
||||
|
Prior service cost
|
—
|
|
|
53,586
|
|
|
—
|
|
|
—
|
|
||||
|
Interest on benefit obligations
|
1,082
|
|
|
32,173
|
|
|
1,240
|
|
|
32,748
|
|
||||
|
Member contributions
|
—
|
|
|
290
|
|
|
—
|
|
|
345
|
|
||||
|
Actuarial (gain) loss
|
(850
|
)
|
|
(163,746
|
)
|
|
(760
|
)
|
|
21,058
|
|
||||
|
Pension settlement gain
|
—
|
|
|
(873
|
)
|
|
—
|
|
|
(4,017
|
)
|
||||
|
Net benefit payments
|
(946
|
)
|
|
(72,095
|
)
|
|
(923
|
)
|
|
(65,160
|
)
|
||||
|
Curtailment loss
|
—
|
|
|
906
|
|
|
—
|
|
|
3,305
|
|
||||
|
Exchange effect
|
—
|
|
|
(91,664
|
)
|
|
—
|
|
|
144,459
|
|
||||
|
Benefit obligation – end of year
|
$
|
31,559
|
|
|
$
|
1,377,575
|
|
|
$
|
31,908
|
|
|
$
|
1,615,244
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Change in Plan Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Plan assets at fair value – beginning of year
|
$
|
16,102
|
|
|
$
|
1,296,539
|
|
|
$
|
13,589
|
|
|
$
|
1,173,865
|
|
|
Company contributions
|
877
|
|
|
4,889
|
|
|
1,476
|
|
|
3,062
|
|
||||
|
Investment (loss) gain
|
(1,399
|
)
|
|
(12,600
|
)
|
|
1,960
|
|
|
72,342
|
|
||||
|
Member contributions
|
—
|
|
|
290
|
|
|
—
|
|
|
345
|
|
||||
|
Pension settlement loss
|
—
|
|
|
(161
|
)
|
|
—
|
|
|
(3,254
|
)
|
||||
|
Benefit payments and plan expenses
|
(946
|
)
|
|
(72,095
|
)
|
|
(923
|
)
|
|
(65,160
|
)
|
||||
|
Exchange effect
|
—
|
|
|
(75,481
|
)
|
|
—
|
|
|
115,339
|
|
||||
|
Plan assets at fair value – end of year
|
$
|
14,634
|
|
|
$
|
1,141,381
|
|
|
$
|
16,102
|
|
|
$
|
1,296,539
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Funded Status:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Unfunded benefit obligation
|
$
|
(16,925
|
)
|
|
$
|
(236,194
|
)
|
|
$
|
(15,806
|
)
|
|
$
|
(318,705
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
|
Amounts recognized in balance sheet at year end:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Accrued pension benefits
|
$
|
(16,925
|
)
|
|
$
|
(236,194
|
)
|
|
$
|
(15,806
|
)
|
|
$
|
(318,705
|
)
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||||||
|
|
U.S. Plans
|
|
Non-U.S. Plans
|
|
U.S. Plans
|
|
Non-U.S. Plans
|
||||||||
|
Pre-tax components in accumulated other comprehensive income at period end:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Net actuarial loss
|
$
|
4,985
|
|
|
$
|
202,672
|
|
|
$
|
3,340
|
|
|
$
|
243,315
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Pre-tax components recognized in other comprehensive income for the period:
|
|
|
|
|
|
|
|
||||||||
|
Current year actuarial (gain) loss
|
$
|
1,516
|
|
|
$
|
(88,992
|
)
|
|
$
|
(1,898
|
)
|
|
$
|
44,316
|
|
|
Actuarial gain (loss) recognized
|
129
|
|
|
(4,741
|
)
|
|
330
|
|
|
(7,041
|
)
|
||||
|
Prior service cost
|
—
|
|
|
53,586
|
|
|
—
|
|
|
—
|
|
||||
|
Prior service cost recognized
|
—
|
|
|
(437
|
)
|
|
—
|
|
|
—
|
|
||||
|
Pension settlement gain
|
—
|
|
|
(713
|
)
|
|
—
|
|
|
(763
|
)
|
||||
|
Pension settlement gain recognized
|
—
|
|
|
654
|
|
|
—
|
|
|
313
|
|
||||
|
Total amount recognized
|
$
|
1,645
|
|
|
$
|
(40,643
|
)
|
|
$
|
(1,568
|
)
|
|
$
|
36,825
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Accumulated Benefit Obligation
|
$
|
31,559
|
|
|
$
|
1,377,532
|
|
|
$
|
31,908
|
|
|
$
|
1,615,157
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Salary growth rate
|
n/a
|
|
|
0.8
|
%
|
|
n/a
|
|
|
0.6
|
%
|
||||
|
Assumed discount rate
|
4.1
|
%
|
|
2.7
|
%
|
|
3.5
|
%
|
|
2.3
|
%
|
||||
|
Expected return on assets
|
6.0
|
%
|
|
6.2
|
%
|
|
6.0
|
%
|
|
6.2
|
%
|
||||
|
|
Target Allocation
|
|
Percentage of Plan Assets
|
|||||
|
|
|
|
2018
|
|
2017
|
|||
|
Equity
|
48
|
%
|
|
42
|
%
|
|
55
|
%
|
|
Fixed income
|
40
|
|
|
49
|
|
|
35
|
|
|
Money market
|
4
|
|
|
1
|
|
|
3
|
|
|
Other (real estate investment trusts & commodities contracts)
|
8
|
|
|
8
|
|
|
7
|
|
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
|
Target Allocation
|
|
Percentage of Plan Assets
|
|||||
|
|
|
|
2018
|
|
|
2017
|
|
|
|
Equity
|
17
|
%
|
|
23
|
%
|
|
26
|
%
|
|
Fixed income
|
38
|
|
|
52
|
|
|
48
|
|
|
Alternatives/Other
|
32
|
|
|
9
|
|
|
12
|
|
|
Real Estate
|
13
|
|
|
14
|
|
|
11
|
|
|
Cash and cash equivalents
|
—
|
|
|
2
|
|
|
3
|
|
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||||||||||||||
|
Asset Category
|
|
Total
|
|
|
Quoted Prices in Active Markets for Identical Assets (Level 1)
|
|
|
Net Asset Value
|
|
|
Total
|
|
|
Quoted Prices in Active Markets for Identical Assets (Level 1)
|
|
|
Net Asset Value
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Short Term Investment Fund (a)
|
|
$
|
175
|
|
|
$
|
—
|
|
|
$
|
175
|
|
|
$
|
486
|
|
|
$
|
—
|
|
|
$
|
486
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Equity Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Large Cap
|
|
2,615
|
|
|
2,615
|
|
|
—
|
|
|
3,485
|
|
|
3,485
|
|
|
—
|
|
||||||
|
Mid Cap
|
|
329
|
|
|
329
|
|
|
—
|
|
|
474
|
|
|
474
|
|
|
—
|
|
||||||
|
Small Cap
|
|
326
|
|
|
326
|
|
|
—
|
|
|
475
|
|
|
475
|
|
|
—
|
|
||||||
|
International
|
|
2,937
|
|
|
2,937
|
|
|
—
|
|
|
4,507
|
|
|
4,507
|
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Fixed Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Government/Corporate
|
|
5,994
|
|
|
5,994
|
|
|
—
|
|
|
4,744
|
|
|
4,744
|
|
|
—
|
|
||||||
|
High Yield
|
|
1,102
|
|
|
1,102
|
|
|
—
|
|
|
809
|
|
|
809
|
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Alternative:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Global Real Estate Investment Trust
|
|
591
|
|
|
591
|
|
|
—
|
|
|
469
|
|
|
469
|
|
|
—
|
|
||||||
|
Commodities Contracts
|
|
565
|
|
|
565
|
|
|
—
|
|
|
653
|
|
|
653
|
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Total
|
|
$
|
14,634
|
|
|
$
|
14,459
|
|
|
$
|
175
|
|
|
$
|
16,102
|
|
|
$
|
15,616
|
|
|
$
|
486
|
|
|
(a)
|
Represents collective short term investment fund, composed of high-grade money market instruments with short maturities.
|
|
|
|
Fiscal 2018
|
||||||||||||||||||
|
Asset Category
|
|
Total
|
|
|
Quoted Prices
in Active
Markets for
Identical
Assets
(Level 1)
|
|
|
Significant
Observable
Inputs
(Level 2)
|
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
|
Net Asset Value
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cash and cash equivalents
|
|
$
|
28,434
|
|
|
$
|
4,325
|
|
|
$
|
2,656
|
|
|
$
|
—
|
|
|
$
|
21,453
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Equity Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
UK
|
|
155,687
|
|
|
78,938
|
|
|
—
|
|
|
—
|
|
|
76,749
|
|
|||||
|
International:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Developed
|
|
99,872
|
|
|
14,497
|
|
|
—
|
|
|
—
|
|
|
85,375
|
|
|||||
|
Emerging
|
|
7,488
|
|
|
591
|
|
|
—
|
|
|
—
|
|
|
6,897
|
|
|||||
|
Unquoted/Private Equity
|
|
1,752
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,752
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Fixed Income:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Government/Corporate:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
UK
|
|
468,608
|
|
|
11,860
|
|
|
6,779
|
|
|
—
|
|
|
449,969
|
|
|||||
|
International
|
|
75,980
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
75,980
|
|
|||||
|
Index Linked
|
|
47,873
|
|
|
3,614
|
|
|
—
|
|
|
—
|
|
|
44,259
|
|
|||||
|
Other
|
|
650
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
650
|
|
|||||
|
Convertible Bonds
|
|
188
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
188
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Real Estate:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Direct
|
|
148,551
|
|
|
—
|
|
|
148,551
|
|
|
—
|
|
|
—
|
|
|||||
|
Indirect
|
|
10,812
|
|
|
188
|
|
|
9,298
|
|
|
—
|
|
|
1,326
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Hedge Fund Strategy:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Equity Long/Short
|
|
73,783
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
73,783
|
|
|||||
|
Arbitrage & Event
|
|
73,261
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
73,261
|
|
|||||
|
Directional Trading & Fixed Income
|
|
44,091
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44,091
|
|
|||||
|
Cash & Other
|
|
21,719
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,719
|
|
|||||
|
Direct Sourcing
|
|
2,289
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,289
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Leveraged Loans
|
|
18,295
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18,295
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Alternative/Other
|
|
(137,952
|
)
|
|
5
|
|
|
—
|
|
|
86
|
|
|
(138,043
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Total
|
|
$
|
1,141,381
|
|
|
$
|
114,018
|
|
|
$
|
167,284
|
|
|
$
|
86
|
|
|
$
|
859,993
|
|
|
|
|
Fiscal 2017
|
||||||||||||||||||
|
Asset Category
|
|
Total
|
|
|
Quoted Prices
in Active Markets for Identical Assets (Level 1) |
|
|
Significant
Observable Inputs (Level 2) |
|
|
Significant
Unobservable Inputs (Level 3) |
|
|
Net Asset Value
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Cash and cash equivalents
|
|
$
|
42,857
|
|
|
$
|
8,135
|
|
|
$
|
15,851
|
|
|
$
|
—
|
|
|
$
|
18,871
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Equity Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
UK
|
|
178,093
|
|
|
98,408
|
|
|
—
|
|
|
—
|
|
|
79,685
|
|
|||||
|
International:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Developed
|
|
145,295
|
|
|
16,627
|
|
|
—
|
|
|
—
|
|
|
128,668
|
|
|||||
|
Emerging
|
|
7,261
|
|
|
385
|
|
|
—
|
|
|
—
|
|
|
6,876
|
|
|||||
|
Unquoted/Private Equity
|
|
3,687
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,687
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Fixed Income:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Government/Corporate:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
UK
|
|
347,840
|
|
|
12,247
|
|
|
14,417
|
|
|
—
|
|
|
321,176
|
|
|||||
|
International
|
|
46,065
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46,065
|
|
|||||
|
Index Linked
|
|
228,699
|
|
|
4,055
|
|
|
—
|
|
|
—
|
|
|
224,644
|
|
|||||
|
Other
|
|
3,750
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,750
|
|
|||||
|
Convertible Bonds
|
|
187
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
187
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Real Estate:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Direct
|
|
135,238
|
|
|
—
|
|
|
135,238
|
|
|
—
|
|
|
—
|
|
|||||
|
Indirect
|
|
11,128
|
|
|
191
|
|
|
—
|
|
|
—
|
|
|
10,937
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Hedge Fund Strategy:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Equity Long/Short
|
|
79,035
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
79,035
|
|
|||||
|
Arbitrage & Event
|
|
83,814
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
83,814
|
|
|||||
|
Directional Trading & Fixed Income
|
|
34,107
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
34,107
|
|
|||||
|
Cash & Other
|
|
48,440
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
48,440
|
|
|||||
|
Direct Sourcing
|
|
1,675
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,675
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Leveraged Loans
|
|
30,755
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,755
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Alternative/Other
|
|
(131,387
|
)
|
|
(4
|
)
|
|
—
|
|
|
101
|
|
|
(131,484
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Total
|
|
$
|
1,296,539
|
|
|
$
|
140,044
|
|
|
$
|
165,506
|
|
|
$
|
101
|
|
|
$
|
990,888
|
|
|
|
U.S.
Plans
|
|
Non-U.S.
Plans
|
||||
|
2019
|
$
|
1,686
|
|
|
$
|
59,200
|
|
|
2020
|
1,704
|
|
|
61,498
|
|
||
|
2021
|
1,741
|
|
|
62,360
|
|
||
|
2022
|
1,755
|
|
|
64,772
|
|
||
|
2023 through 2028
|
11,055
|
|
|
393,112
|
|
||
|
(b)
|
Defined Contribution Plans
|
|
|
|
1
st
|
|
2
nd
|
|
3
rd
|
|
4
th
|
|
Total Year
|
||||||||||
|
|
|
(dollars in thousands, except per share data)
|
|
|
||||||||||||||||
|
2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net sales
|
|
$
|
584,800
|
|
|
$
|
668,128
|
|
|
$
|
713,331
|
|
|
$
|
756,672
|
|
|
$
|
2,722,931
|
|
|
Gross profit
|
|
211,633
|
|
|
250,759
|
|
|
261,160
|
|
|
280,588
|
|
|
1,004,140
|
|
|||||
|
Income from operations
|
|
86,992
|
|
|
111,310
|
|
|
107,677
|
|
|
139,987
|
|
|
445,966
|
|
|||||
|
Net earnings
|
|
$
|
65,420
|
|
|
$
|
83,988
|
|
|
$
|
72,905
|
|
|
$
|
94,839
|
|
|
$
|
317,152
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Basic earnings per share (1)
|
|
$
|
1.18
|
|
|
$
|
1.51
|
|
|
$
|
1.31
|
|
|
$
|
1.71
|
|
|
$
|
5.71
|
|
|
Diluted earnings per share (1)
|
|
$
|
1.18
|
|
|
$
|
1.51
|
|
|
$
|
1.31
|
|
|
$
|
1.70
|
|
|
$
|
5.70
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net sales
|
|
$
|
530,297
|
|
|
$
|
579,343
|
|
|
$
|
593,043
|
|
|
$
|
632,859
|
|
|
$
|
2,335,542
|
|
|
Gross profit
|
|
209,450
|
|
|
234,608
|
|
|
228,519
|
|
|
240,164
|
|
|
912,741
|
|
|||||
|
Income from operations
|
|
92,741
|
|
|
113,524
|
|
|
109,444
|
|
|
62,904
|
|
|
378,613
|
|
|||||
|
Net earnings
|
|
$
|
70,702
|
|
|
$
|
77,569
|
|
|
$
|
74,671
|
|
|
$
|
75,186
|
|
|
$
|
298,128
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Basic earnings per share (1)
|
|
$
|
1.24
|
|
|
$
|
1.35
|
|
|
$
|
1.31
|
|
|
$
|
1.35
|
|
|
$
|
5.26
|
|
|
Diluted earnings per share (1)
|
|
$
|
1.24
|
|
|
$
|
1.35
|
|
|
$
|
1.31
|
|
|
$
|
1.35
|
|
|
$
|
5.26
|
|
|
(1)
|
Sum of quarters may not equal the total for the year due to changes in the number of shares outstanding during the year.
|
|
|
|
Severance/Benefits
|
|
Facilities/Operations
|
|
Other
|
|
Total
|
||||||||
|
Balance as of January 2, 2016
|
|
$
|
15,661
|
|
|
$
|
4,642
|
|
|
$
|
120
|
|
|
$
|
20,423
|
|
|
Expenses
|
|
9,816
|
|
|
1,160
|
|
|
10
|
|
|
10,986
|
|
||||
|
Exchange Effect
|
|
(749
|
)
|
|
(73
|
)
|
|
(32
|
)
|
|
(854
|
)
|
||||
|
Payments
|
|
(19,583
|
)
|
|
(3,697
|
)
|
|
(29
|
)
|
|
(23,309
|
)
|
||||
|
Balance as of December 31, 2016
|
|
$
|
5,145
|
|
|
$
|
2,032
|
|
|
$
|
69
|
|
|
$
|
7,246
|
|
|
Expenses
|
|
8,662
|
|
|
3,872
|
|
|
601
|
|
|
13,135
|
|
||||
|
Exchange Effect
|
|
533
|
|
|
358
|
|
|
11
|
|
|
902
|
|
||||
|
Payments
|
|
(10,642
|
)
|
|
(4,795
|
)
|
|
(524
|
)
|
|
(15,961
|
)
|
||||
|
Balance as of December 30, 2017
|
|
$
|
3,698
|
|
|
$
|
1,467
|
|
|
$
|
157
|
|
|
$
|
5,322
|
|
|
Expenses
|
|
6,367
|
|
|
3,771
|
|
|
5,001
|
|
|
15,139
|
|
||||
|
Exchange Effect
|
|
(49
|
)
|
|
(11
|
)
|
|
23
|
|
|
(37
|
)
|
||||
|
Payments/Utilization
|
|
(9,150
|
)
|
|
(5,171
|
)
|
|
(4,394
|
)
|
|
(18,715
|
)
|
||||
|
Balance as of December 29, 2018
|
|
$
|
866
|
|
|
$
|
56
|
|
|
$
|
787
|
|
|
$
|
1,709
|
|
|
|
Balance
Beginning
Of Period
|
|
|
Additions/
(Recoveries)
Charged
to Expense
|
|
|
Other Adjustments (1)
|
|
|
Write-Offs
During the
the Period
|
|
|
Balance
At End
Of Period
|
|
|||||
|
Allowance for doubtful accounts; deducted from accounts receivable on the balance sheets-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
2018
|
$
|
13,182
|
|
|
$
|
3,160
|
|
|
$
|
1,121
|
|
|
$
|
(3,855
|
)
|
|
$
|
13,608
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
2017
|
$
|
12,600
|
|
|
$
|
2,084
|
|
|
$
|
478
|
|
|
$
|
(1,979
|
)
|
|
$
|
13,182
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
2016
|
$
|
8,839
|
|
|
$
|
46
|
|
|
$
|
4,887
|
|
|
$
|
(1,171
|
)
|
|
$
|
12,600
|
|
|
|
Balance
Beginning Of Period |
|
|
Additions/
(Recoveries) Charged to Expense |
|
|
Write-Offs
During the the Period |
|
|
Balance
At End Of Period |
|
||||
|
Valuation allowance - Deferred tax assets
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
|
2018
|
$
|
23,190
|
|
|
$
|
2,833
|
|
|
$
|
—
|
|
|
$
|
26,023
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
2017
|
$
|
29,893
|
|
|
$
|
(6,703
|
)
|
|
$
|
—
|
|
|
$
|
23,190
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
2016
|
$
|
20,395
|
|
|
$
|
9,498
|
|
|
$
|
—
|
|
|
$
|
29,893
|
|
|
(i)
|
pertain to the maintenance of records that in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;
|
|
(ii)
|
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of our management and directors; and
|
|
(iii)
|
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.
|
|
(a)
|
1. Financial Statements
|
|
3.
|
Exhibits
|
|
2.1
|
|
3.1
|
|
3.2
|
|
3.3
|
|
3.4
|
|
4.1
|
Certificate of Designations dated October 30, 1987, and specimen stock certificate relating to the company Preferred Stock, incorporated by reference from the company’s Form 10-K, Exhibit (4), for the fiscal year ended December 31, 1988, filed on March 15, 1989.
|
|
10.1
|
|
10.2
|
|
10.3*
|
|
10.4*
|
|
10.5*
|
|
10.6*
|
|
10.7*
|
|
10.8*
|
|
10.9*
|
|
10.10*
|
|
10.11*
|
|
10.12*
|
|
10.13*
|
|
10.14*
|
|
10.15*
|
|
21
|
|
23.1
|
|
31.1
|
|
31.2
|
|
32.1
|
|
32.2
|
|
101
|
Financial statements on Form 10-K for the year ended
December 29, 2018
, filed on
February 27, 2019
, formatted in Extensive Business Reporting Language (XBRL); (i) consolidated balance sheets, (ii) consolidated statements of earnings, (iii) consolidated statements of cash flows, (iv) notes to the consolidated financial statements.
|
|
*
|
Designates management contract or compensation plan.
|
|
(c)
|
See the financial statement schedule included under Item 8.
|
|
|
BY:
|
/s/ Bryan E. Mittelman
|
|
|
|
Bryan E. Mittelman
|
|
|
|
Chief Financial Officer
|
|
Signatures
|
|
Title
|
|
|
|
|
|
PRINCIPAL EXECUTIVE OFFICER
|
|
|
|
|
|
|
|
/s/ Timothy J. FitzGerald
|
|
Chief Executive Officer and Director
|
|
Timothy J. FitzGerald
|
|
|
|
|
|
|
|
PRINCIPAL FINANCIAL AND
|
|
|
|
ACCOUNTING OFFICER
|
|
|
|
|
|
|
|
/s/ Bryan E. Mittelman
|
|
Chief Financial Officer,
|
|
Bryan E. Mittelman
|
|
Principal Financial Officer and
|
|
|
|
Principal Accounting Officer
|
|
DIRECTORS
|
|
|
|
|
|
|
|
/s/ Robert Lamb
|
|
Director
|
|
Robert Lamb
|
|
|
|
|
|
|
|
/s/ John R. Miller, III
|
|
Director
|
|
John R. Miller, III
|
|
|
|
|
|
|
|
/s/ Gordon O'Brien
|
|
Chairman of the Board, Director
|
|
Gordon O'Brien
|
|
|
|
|
|
|
|
/s/ Nassem Ziyad
|
|
Director
|
|
Nassem Ziyad
|
|
|
|
|
|
|
|
/s/ Cathy L. McCarthy
|
|
Director
|
|
Cathy L. McCarthy
|
|
|
|
|
|
|
|
/s/ Sarah Palisi Chapin
|
|
Director
|
|
Sarah Palisi Chapin
|
|
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|