ACQUISITIONS (Tables)
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3 Months Ended |
Mar. 28, 2021 |
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| Business Combinations [Abstract] |
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| Schedule of Business Acquisitions, by Acquisition |
The Company completed the following previously announced acquisition in the three months ended March 28, 2021:
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| Company |
Segment |
Description |
Sea-Dog Corporation & Sea-Lect Plastics
(collectively, "Sea-Dog") |
Distribution & Manufacturing |
Distributor of a variety of marine and powersports hardware and accessories to distributors, wholesalers, retailer, and manufacturers
Manufacturer that provides plastic injection molding, design, product development and expert tooling to companies and government entities
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The Company completed the following seven previously announced acquisitions in the year ended December 31, 2020 (the "2020 Acquisitions"):
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| Company |
Segment |
Description |
| Maple City Woodworking Corporation |
Manufacturing |
Manufacturer of hardwood cabinet doors and fascia for the RV market based in Goshen, Indiana |
| SEI Manufacturing, Inc. |
Manufacturing |
Manufacturer of towers, T-Tops, hardtops, rails, gates and other aluminum exterior products for the marine market located in Cromwell, Indiana |
| Inland Plywood Company |
Manufacturing |
Supplier, laminator, and wholesale distributor of treated, untreated, and laminated plywood, medium density overlay panels, and other specialty products, primarily serving the marine market as well as the RV and industrial markets headquartered in Pontiac, Michigan with an additional facility in Cocoa, Florida |
| Synergy RV Transport |
Distribution |
Transportation and logistics service provider primarily for original equipment manufacturers ("OEMs") and dealers in the RV market located in Goshen, Indiana |
| Front Range Stone |
Manufacturing |
Fabricator and installer of natural stone, quartz, solid surface, and laminate countertops, primarily serving big box home improvement retailers, home builders and commercial contractors in the industrial market based in Englewood, Colorado |
| Geremarie Corporation |
Manufacturing |
Designer, manufacturer, and fabricator of a full suite of high-precision aluminum components serving the marine industry, in addition to the medical, aerospace, defense, commercial and industrial markets located in Lake Zurich, Illinois |
| Taco Metals, LLC |
Manufacturing |
Manufacturer of boating products including rub rail systems, canvas and tower components, sport fishing and outrigger systems, helm chairs and pedestals, and specialty hardware for OEMs in the recreational boating industry and the related aftermarket headquartered in Miami, Florida, with manufacturing facilities in Tennessee and Florida, and distribution centers in Tennessee, Florida, South Carolina, and Massachusetts |
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| Schedule of Assets Acquired and Liabilities Assumed |
The following table summarizes the fair values of the assets acquired and the liabilities assumed as of the date of acquisition for the 2021 Acquisitions and the 2020 Acquisitions:
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| (thousands) |
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2021 Acquisitions |
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2020 Acquisitions |
| Consideration |
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| Cash, net of cash acquired |
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$ |
29,539
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$ |
306,353 |
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Working capital holdback and other, net(1)
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543
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(128) |
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Contingent consideration(2)
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—
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4,763 |
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| Total consideration |
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30,082
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310,988 |
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| Assets Acquired |
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| Trade receivables |
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$ |
3,739
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$ |
15,302 |
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| Inventories |
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8,685
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25,353 |
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| Prepaid expenses & other |
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258
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725 |
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| Property, plant & equipment |
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4,118
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66,525 |
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| Operating lease right-of-use assets |
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3,961
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20,029 |
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| Identifiable intangible assets |
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11,935
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130,981 |
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| Liabilities Assumed |
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| Current portion of operating lease obligations |
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(1,068) |
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(2,721) |
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| Accounts payable & accrued liabilities |
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(2,547) |
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(12,402) |
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| Operating lease obligations |
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(2,893) |
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(17,308) |
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| Deferred tax liabilities |
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—
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(4,322) |
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| Total fair value of net assets acquired |
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26,188
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222,162 |
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Goodwill(3)
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3,894
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88,826 |
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$ |
30,082
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$ |
310,988 |
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(1) Certain acquisitions contain working capital holdbacks which are typically settled in a 90-day period following the close of the acquisition. This value represents the remaining amounts due to (from) sellers as of March 28, 2021.
(2) These amounts reflect the acquisition date fair value of contingent consideration based on future performance relating to certain acquisitions.
(3) Goodwill is tax-deductible for the 2021 Acquisitions and the 2020 Acquisitions, except Front Range Stone (approximately $10.1 million).
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| Schedule of identifiable intangible assets acquired |
The following table presents our estimates of identifiable intangible assets for the 2021 Acquisitions and the 2020 Acquisitions:
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| (thousands, except year info) |
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Estimated Useful Life (in years) |
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2021 Acquisitions |
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2020 Acquisitions |
| Customer relationships |
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10 |
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$ |
9,597
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$ |
99,897 |
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| Non-compete agreements |
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5 |
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393
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1,150 |
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| Patents |
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10 |
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—
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6,470 |
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| Trademarks |
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Indefinite |
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1,945
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23,464 |
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$ |
11,935
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$ |
130,981 |
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| Schedule of Pro Forma Information |
The pro forma information includes financing and interest expense charges based on incremental borrowings incurred in connection with each transaction. In addition, the pro forma information includes amortization expense, in the aggregate, related to intangible assets acquired in connection with the transactions of $0.1 million and $3.0 million for the first quarter ended March 28, 2021 and the first quarter ended March 29, 2020, respectively.
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First Quarter Ended |
| (thousands except per share data) |
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March 28, 2021 |
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March 29, 2020 |
| Revenue |
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$ |
857,009
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$ |
656,107 |
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| Net income |
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47,815
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24,136 |
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| Basic net income per common share |
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2.10
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1.05 |
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| Diluted net income per common share |
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2.05
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1.04 |
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