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☒
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ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Minnesota
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41-0919654
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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4400 West 78th Street
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Suite 520
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Minneapolis
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Minnesota
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55435
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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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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.33 1/3 Par Value
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APOG
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The NASDAQ Stock Market LLC
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Page
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•
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The Architectural Framing Systems segment designs, engineers, fabricates and finishes aluminum window, curtainwall, storefront and entrance systems comprising the exterior of buildings. For fiscal 2020, this segment accounted for approximately 49 percent of our net sales.
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•
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The Architectural Glass segment fabricates coated, high-performance glass used in custom window and wall systems. For fiscal 2020, this segment accounted for approximately 25 percent of our net sales.
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•
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The Architectural Services segment integrates technical services, project management, and field installation services to design, engineer, fabricate, and install building glass and curtainwall systems. For fiscal 2020, this segment accounted for approximately 20 percent of our net sales.
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•
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The Large-Scale Optical Technologies (LSO) segment manufactures value-added coated glass and acrylic products for custom framing, museum, and technical glass markets. For fiscal 2020, this segment accounted for approximately 6 percent of our net sales.
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•
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Building type - Our products and services are primarily used in commercial buildings (office buildings, hotels and retail centers) and institutional buildings (education facilities, health care facilities and government buildings), as well as in high-end multi-family residential buildings (a subset of residential construction).
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•
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Level of customization - Many of our projects involve a high degree of customization, as the product or service is designed to meet customer-specified requirements for aesthetics, performance and size, and local building codes.
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•
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Customers and distribution channels - Our customers are mainly glazing subcontractors and general contractors, with project design being influenced by architects and building owners. Our high-performance architectural glass is primarily sold using both a direct sales force and independent sales representatives. Our installation services are sold by a direct sales force in certain metropolitan areas in the U.S. Our window, curtainwall, storefront and entrance systems are sold using a combination of direct sales forces, independent sales representatives and distributors.
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•
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Geographic location - We primarily supply architectural glass products and aluminum framing systems, including window, curtainwall, storefront and entrance systems, to customers in North America. We are one of only a few architectural glass installation service companies in the U.S. to have a national presence and we have the ability to provide remote installation
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Name
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Age
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Positions with Apogee Enterprises and Past Experience
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Joseph F. Puishys
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61
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Chief Executive Officer and President of the Company since 2011. President of Honeywell's Environmental and Combustion Controls division from 2008 through 2011, President of Honeywell's Building Solutions from 2005 through 2008.
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James S. Porter
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59
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Chief Financial Officer since 2005 and Executive Vice President since 2015. Vice President of Strategy and Planning from 2002 through 2005.
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Curtis Dobler
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55
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Executive Vice President and Chief Human Resources Officer since April 2019. Executive Vice President and Chief Human Resources Officer at Associated Materials, Inc. from 2015 through 2019.
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Patricia A. Beithon
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66
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General Counsel and Corporate Secretary since 1999.
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Brent C. Jewell
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45
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President of Architectural Framing Systems Segment since August 2019. Senior Vice President, Business Development and Strategy from May 2018 to August 2019. Senior leadership positions at Valspar's General Industrial Americas and North America Wood Coatings divisions from 2010 to 2017.
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•
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diversion of management’s attention from existing business activities;
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•
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difficulties or delays in integrating and assimilating information and financial systems, operations and products of an acquired business or other business venture or in realizing projected efficiencies, growth prospects, cost savings and synergies;
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•
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potential loss of key employees, customers and suppliers of the acquired businesses or adverse effects on relationships with existing customers and suppliers;
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•
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adverse impact on overall profitability if the acquired business does not achieve the return on investment projected at the time of acquisition; and
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•
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with respect to the acquired assets and liabilities, inaccurate assessment of additional post-acquisition capital investments; undisclosed, contingent or other liabilities; problems executing backlog of material supply or installation projects; unanticipated costs; and an inability to recover or manage such liabilities and costs.
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Property Location
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Owned/ Leased
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Function
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Architectural Framing Systems segment
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Wausau, WI
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Owned
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Manufacturing/Administrative
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Stratford, WI
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Owned
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Manufacturing
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Reed City, MI
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Owned
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Manufacturing
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Walker, MI
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Leased
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Manufacturing/Administrative
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Dallas, TX
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Leased
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Manufacturing
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Toronto, ON Canada
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Leased
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Manufacturing/Warehouse/Administrative
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Brampton, ON Canada
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Leased
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Manufacturing/Warehouse/Administrative
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Springfield, MO
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Leased
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Manufacturing/Warehouse/Administrative
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Monett, MO
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Owned
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Manufacturing/Warehouse/Administrative
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Architectural Glass segment
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Owatonna, MN
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Owned
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Manufacturing/Administrative
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Statesboro, GA
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Owned
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Manufacturing/Warehouse
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Dallas, TX
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Leased
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Manufacturing/Warehouse
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Nazaré Paulista, Brazil
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Owned(1)
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Manufacturing/Administrative
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Architectural Services segment
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Minneapolis, MN
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Leased
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Administrative
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West Chester, OH
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Leased
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Manufacturing
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Mesquite, TX
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Leased
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Manufacturing
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Glen Burnie, MD
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Leased
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Manufacturing
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Orlando, FL
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Leased
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Manufacturing
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LSO segment
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McCook, IL
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Owned
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Manufacturing/Warehouse/Administrative
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Faribault, MN
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Owned
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Manufacturing/Administrative
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Other
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Minneapolis, MN
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Leased
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Administrative
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(1)
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This is an owned facility; however, the land is leased from the city.
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Fiscal Year
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First
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Second
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Third
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Fourth
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Total
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||||||||||
2020
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$
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0.1750
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$
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0.1750
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$
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0.1750
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$
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0.1875
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$
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0.7125
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2019
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0.1575
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0.1575
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0.1575
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0.1750
|
|
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0.6475
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|||||
2018
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0.1400
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0.1400
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0.1400
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0.1575
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0.5775
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Period
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Total Number of Shares Purchased (a)
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Average Price Paid per Share
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Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (b)
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Maximum Number of Shares that May Yet Be Purchased under the Plans or Programs (b)
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December 1, 2019 through December 28, 2019
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15,000
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$
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31.77
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15,000
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1,435,088
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December 29, 2019 through January 25, 2020
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90,000
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33.13
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90,000
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2,345,088
|
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January 26, 2020 through February 29, 2020
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57,177
|
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32.82
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50,000
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2,295,088
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Total
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162,177
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$
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32.95
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155,000
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2,295,088
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2015
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2016
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2017
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2018
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2019
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2020
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||||||||||||
Apogee
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$
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100.00
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$
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86.79
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$
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129.59
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$
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99.06
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$
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82.45
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$
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70.43
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S&P Small Cap 600 Growth Index
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100.00
|
|
|
91.76
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120.34
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|
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135.21
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|
145.19
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|
|
135.65
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Russell 2000 Index
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100.00
|
|
|
85.29
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|
|
116.43
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|
|
129.60
|
|
|
136.18
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|
|
128.31
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Fiscal Year
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||||||||||||||||||
(In thousands, except per share data and percentages)
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2020
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2019
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2018(1)
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2017(2)(3)
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2016
|
||||||||||
Results of Operations Data
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Net sales
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$
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1,387,439
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|
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$
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1,402,637
|
|
|
$
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1,326,173
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$
|
1,114,533
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|
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$
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981,189
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Gross profit
|
|
318,959
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|
|
293,565
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|
|
333,518
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|
292,023
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|
|
243,570
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|||||
Operating income
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87,848
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67,284
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114,284
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122,225
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|
|
97,393
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|||||
Net earnings
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61,914
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45,694
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79,488
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|
85,790
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65,342
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|||||
Earnings per share - basic
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2.34
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|
1.64
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|
2.79
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|
|
2.98
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|
|
2.25
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|||||
Earnings per share - diluted
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2.32
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1.63
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|
2.76
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|
|
2.97
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|
|
2.22
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|||||
Cash dividends per share
|
|
0.7125
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|
|
0.6475
|
|
|
0.5775
|
|
|
0.5150
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|
|
0.4550
|
|
|||||
Balance Sheet Data
|
|
|
|
|
|
|
|
|
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|
||||||||||
Total assets
|
|
1,128,991
|
|
|
1,068,168
|
|
|
1,022,320
|
|
|
784,658
|
|
|
657,440
|
|
|||||
Long-term debt
|
|
217,900
|
|
|
245,724
|
|
|
215,860
|
|
|
65,400
|
|
|
20,400
|
|
|||||
Shareholders' equity
|
|
516,778
|
|
|
496,317
|
|
|
511,355
|
|
|
470,577
|
|
|
406,195
|
|
|||||
Other Data
|
|
|
|
|
|
|
|
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|
|
||||||||||
Gross profit as a percentage of sales
|
|
23.0
|
%
|
|
20.9
|
%
|
|
25.1
|
%
|
|
26.2
|
%
|
|
24.8
|
%
|
|||||
Operating income as a percentage of sales
|
|
6.3
|
%
|
|
4.8
|
%
|
|
8.6
|
%
|
|
11.0
|
%
|
|
9.9
|
%
|
|||||
Return on average invested capital(4)
|
|
8.4
|
%
|
|
5.6
|
%
|
|
9.3
|
%
|
|
14.3
|
%
|
|
12.7
|
%
|
(1)
|
Includes the acquisition of EFCO in June 2017.
|
(2)
|
Fiscal 2017 contained 53 weeks. Each of the other periods presented contained 52 weeks.
|
(3)
|
Includes the acquisition of Sotawall in December 2016.
|
(4)
|
Return on average invested capital is a non-GAAP measure that we define as [operating income x 0.75]/average invested capital. We believe this measure is useful in understanding operational performance over time. This non-GAAP measure should be viewed in addition to, and not as an alternative to, the reported financial results of the company prepared in accordance with GAAP. Other companies may calculate this measure differently from us, thereby limiting the usefulness of the measure for comparison with others.
|
•
|
Consolidated net sales were $1.4 billion, a decrease of 1 percent over fiscal 2019.
|
•
|
Operating income was $87.8 million, an increase of 31 percent from $67.3 million in the prior year.
|
•
|
Diluted EPS was $2.32, compared to $1.63 in the prior year, an increase of 42 percent.
|
•
|
Adjusted operating income was $90.0 million, a decrease of 22.6 percent compared to the prior year, and adjusted diluted EPS was $2.38 in fiscal 2020, a decrease of 22.3 percent compared to the prior year. Refer to the table below for details of these adjusted amounts.
|
(Dollars in thousands)
|
|
2020
|
|
2019
|
|
2018
|
|
2020 vs. 2019
|
|
2019 vs. 2018
|
||||||||
Net sales
|
|
$
|
1,387,439
|
|
|
$
|
1,402,637
|
|
|
$
|
1,326,173
|
|
|
(1.1
|
)%
|
|
5.8
|
%
|
(Percentage of net sales)
|
|
2020
|
|
2019
|
|
2018
|
|||
Net sales
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Cost of sales
|
|
77.0
|
|
|
79.1
|
|
|
74.9
|
|
Gross profit
|
|
23.0
|
|
|
20.9
|
|
|
25.1
|
|
Selling, general and administrative expenses
|
|
16.7
|
|
|
16.1
|
|
|
16.5
|
|
Operating income
|
|
6.3
|
|
|
4.8
|
|
|
8.6
|
|
Interest and other expense, net
|
|
0.6
|
|
|
0.6
|
|
|
0.3
|
|
Earnings before income taxes
|
|
5.7
|
|
|
4.2
|
|
|
8.3
|
|
Income tax expense
|
|
1.3
|
|
|
0.9
|
|
|
2.3
|
|
Net earnings
|
|
4.5
|
%
|
|
3.3
|
%
|
|
6.0
|
%
|
Effective income tax rate
|
|
22.4
|
%
|
|
22.1
|
%
|
|
27.7
|
%
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
|
2020 vs. 2019
|
|
2019 vs. 2018
|
||||||||
Net sales
|
|
$
|
686,596
|
|
|
$
|
720,829
|
|
|
$
|
677,198
|
|
|
(4.7
|
)%
|
|
6.4
|
%
|
Operating income
|
|
36,110
|
|
|
49,660
|
|
|
59,031
|
|
|
(27.3
|
)%
|
|
(15.9
|
)%
|
|||
Operating margin
|
|
5.3
|
%
|
|
6.9
|
%
|
|
8.7
|
%
|
|
|
|
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
|
2020 vs. 2019
|
|
2019 vs. 2018
|
||||||||
Net sales
|
|
$
|
387,191
|
|
|
$
|
367,203
|
|
|
$
|
384,137
|
|
|
5.4
|
%
|
|
(4.4
|
)%
|
Operating income
|
|
20,760
|
|
|
16,503
|
|
|
32,764
|
|
|
25.8
|
%
|
|
(49.6
|
)%
|
|||
Operating margin
|
|
5.4
|
%
|
|
4.5
|
%
|
|
8.5
|
%
|
|
|
|
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
|
2020 vs. 2019
|
|
2019 vs. 2018
|
||||||||
Net sales
|
|
$
|
269,140
|
|
|
$
|
286,314
|
|
|
$
|
213,757
|
|
|
(6.0
|
)%
|
|
33.9
|
%
|
Operating income
|
|
23,582
|
|
|
30,509
|
|
|
10,420
|
|
|
(22.7
|
)%
|
|
192.8
|
%
|
|||
Operating margin
|
|
8.8
|
%
|
|
10.7
|
%
|
|
4.9
|
%
|
|
|
|
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
|
2020 vs. 2019
|
|
2019 vs. 2018
|
||||||||
Net sales
|
|
$
|
87,911
|
|
|
$
|
88,493
|
|
|
$
|
88,303
|
|
|
(0.7
|
)%
|
|
0.2
|
%
|
Operating income
|
|
22,642
|
|
|
23,003
|
|
|
22,000
|
|
|
(1.6
|
)%
|
|
4.6
|
%
|
|||
Operating margin
|
|
25.8
|
%
|
|
26.0
|
%
|
|
24.9
|
%
|
|
|
|
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
||||||
Operating Activities
|
|
|
|
|
|
|
||||||
Net cash provided by operating activities
|
|
$
|
107,262
|
|
|
$
|
96,423
|
|
|
$
|
127,463
|
|
Investing Activities
|
|
|
|
|
|
|
||||||
Capital expenditures
|
|
(51,428
|
)
|
|
(60,717
|
)
|
|
(53,196
|
)
|
|||
Proceeds on sale of property
|
|
5,307
|
|
|
12,333
|
|
|
1,394
|
|
|||
Acquisition of business and intangibles
|
|
—
|
|
|
—
|
|
|
(182,849
|
)
|
|||
Financing Activities
|
|
|
|
|
|
|
||||||
(Payments) borrowings on line of credit, net
|
|
(177,500
|
)
|
|
30,000
|
|
|
149,960
|
|
|||
Proceeds from issuance of term debt
|
|
150,000
|
|
|
—
|
|
|
—
|
|
|||
Repurchase and retirement of common stock
|
|
(25,140
|
)
|
|
(43,326
|
)
|
|
(33,676
|
)
|
|||
Dividends paid
|
|
(18,714
|
)
|
|
(17,864
|
)
|
|
(16,393
|
)
|
|
|
Payments Due by Fiscal Period
|
||||||||||||||||||||||||||
(In thousands)
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
2025
|
|
Thereafter
|
|
Total
|
||||||||||||||
Debt obligations
|
|
$
|
5,400
|
|
|
$
|
152,000
|
|
|
$
|
1,000
|
|
|
$
|
—
|
|
|
$
|
47,500
|
|
|
$
|
12,000
|
|
|
$
|
217,900
|
|
Operating leases (undiscounted)
|
|
12,742
|
|
|
11,037
|
|
|
10,147
|
|
|
8,151
|
|
|
6,319
|
|
|
12,364
|
|
|
60,760
|
|
|||||||
Purchase obligations
|
|
163,791
|
|
|
1,718
|
|
|
1,709
|
|
|
897
|
|
|
770
|
|
|
1,540
|
|
|
170,425
|
|
|||||||
Total cash obligations
|
|
$
|
181,933
|
|
|
$
|
164,755
|
|
|
$
|
12,856
|
|
|
$
|
9,048
|
|
|
$
|
54,589
|
|
|
$
|
25,904
|
|
|
$
|
449,085
|
|
•
|
We tested the effectiveness of controls over long-term contract revenue in the Architectural Services segment, including those over the estimates of total costs and profit for performance obligations.
|
•
|
We developed an expectation of the amount of total long-term contract revenue in the Architectural Services segment based on prior year margins applied to cost of sales in the current year and compared our expectation to the amount of long-term contract revenue ultimately recorded by management.
|
•
|
We evaluated management’s ability to estimate total costs and profit by comparing actual costs and profit to management’s historical estimates for performance obligations that have been fulfilled.
|
•
|
We tested the mathematical accuracy of management’s calculation of long-term contract revenue for the performance obligation.
|
•
|
We selected a sample of long-term contracts from the Architectural Services segment contract portfolio and performed the following procedures:
|
•
|
Evaluated whether the long-term contracts were properly included in management’s calculation of long-term contract revenue based on the terms and conditions of each contract, including whether continuous transfer of control to the customer occurred as progress was made toward fulfillment of the performance obligations.
|
•
|
Compared the transaction prices to the consideration expected to be received based on current rights and obligations under the long-term contracts and any modifications that were agreed upon with the customers.
|
•
|
Tested management’s identification of distinct performance obligations by evaluating whether the underlying services are highly interdependent and interrelated.
|
•
|
Tested the accuracy and completeness of the costs incurred to date for the performance obligations.
|
•
|
Evaluated the estimates of total cost and profit for the performance obligations by:
|
•
|
Observing the work sites and inspecting the progress to completion.
|
•
|
Comparing costs incurred to date to the costs management estimated to be incurred to date.
|
•
|
Evaluating management’s ability to achieve the estimates of total cost and profit by performing corroborating inquiries with the Company’s project managers and engineers, and comparing the estimates to management’s work plans, engineering specifications, and supplier contracts.
|
•
|
Comparing management’s estimates for the selected contracts to costs and profit of similar performance obligations, when applicable.
|
•
|
We tested the effectiveness of controls over management’s goodwill impairment evaluation, including those over the
|
•
|
We evaluated management’s ability to accurately forecast revenue, expenses and operating profit by comparing actual results to management’s historical forecasts.
|
•
|
We evaluated the reasonableness of management’s forecasts by comparing the forecasts to (1) historical results, (2) internal communications to management and the Board of Directors, (3) industry information, and (4) forecasted information included in Company press releases as well as in analyst and industry reports of the Company.
|
•
|
With the assistance of our fair value specialists, we evaluated the reasonableness of the (1) valuation methodology and (2) discount rate, including testing the source information underlying the determination of the discount rate, testing the mathematical accuracy of the calculation, and developing a range of independent estimates and comparing those to the discount rate selected by management.
|
•
|
We evaluated the allocation of the Company’s estimated fair value to its reporting units and the comparison of the Company’s estimated fair value to its market capitalization.
|
(In thousands, except per share data)
|
|
February 29, 2020
|
|
March 2, 2019
|
||||
Assets
|
|
|
|
|
||||
Current assets
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
14,952
|
|
|
$
|
17,087
|
|
Restricted cash
|
|
—
|
|
|
12,154
|
|
||
Receivables, net of allowance for doubtful accounts
|
|
196,806
|
|
|
192,767
|
|
||
Inventories
|
|
71,089
|
|
|
78,344
|
|
||
Costs and earnings on contracts in excess of billings
|
|
73,582
|
|
|
55,095
|
|
||
Other current assets
|
|
25,481
|
|
|
16,451
|
|
||
Total current assets
|
|
381,910
|
|
|
371,898
|
|
||
Property, plant and equipment, net
|
|
324,386
|
|
|
315,823
|
|
||
Operating lease right-of-use assets
|
|
52,892
|
|
|
—
|
|
||
Goodwill
|
|
185,516
|
|
|
185,832
|
|
||
Intangible assets
|
|
140,191
|
|
|
148,235
|
|
||
Other non-current assets
|
|
44,096
|
|
|
46,380
|
|
||
Total assets
|
|
$
|
1,128,991
|
|
|
$
|
1,068,168
|
|
Liabilities and Shareholders’ Equity
|
|
|
|
|
||||
Current liabilities
|
|
|
|
|
||||
Accounts payable
|
|
$
|
69,056
|
|
|
$
|
72,219
|
|
Accrued payroll and related benefits
|
|
40,119
|
|
|
41,119
|
|
||
Billings in excess of costs and earnings on uncompleted contracts
|
|
32,696
|
|
|
21,478
|
|
||
Operating lease liabilities
|
|
11,272
|
|
|
—
|
|
||
Current portion long-term debt
|
|
5,400
|
|
|
—
|
|
||
Other current liabilities
|
|
118,314
|
|
|
92,696
|
|
||
Total current liabilities
|
|
276,857
|
|
|
227,512
|
|
||
Long-term debt
|
|
212,500
|
|
|
245,724
|
|
||
Non-current operating lease liabilities
|
|
43,163
|
|
|
—
|
|
||
Non-current self-insurance reserves
|
|
22,831
|
|
|
21,433
|
|
||
Other non-current liabilities
|
|
56,862
|
|
|
77,182
|
|
||
Commitments and contingent liabilities (Note 11)
|
|
|
|
|
||||
Shareholders’ equity
|
|
|
|
|
||||
Common stock of $0.33-1/3 par value; authorized 50,000,000 shares; issued and outstanding 26,443,166 and 27,015,127 shares, respectively
|
|
8,814
|
|
|
9,005
|
|
||
Additional paid-in capital
|
|
154,016
|
|
|
151,842
|
|
||
Retained earnings
|
|
388,010
|
|
|
367,597
|
|
||
Common stock held in trust
|
|
(685
|
)
|
|
(755
|
)
|
||
Deferred compensation obligations
|
|
685
|
|
|
755
|
|
||
Accumulated other comprehensive loss
|
|
(34,062
|
)
|
|
(32,127
|
)
|
||
Total shareholders’ equity
|
|
516,778
|
|
|
496,317
|
|
||
Total liabilities and shareholders’ equity
|
|
$
|
1,128,991
|
|
|
$
|
1,068,168
|
|
|
|
Year-Ended
|
||||||||||
(In thousands, except per share data)
|
|
February 29, 2020
|
|
March 2, 2019
|
|
March 3, 2018
|
||||||
Net sales
|
|
$
|
1,387,439
|
|
|
$
|
1,402,637
|
|
|
$
|
1,326,173
|
|
Cost of sales
|
|
1,068,480
|
|
|
1,109,072
|
|
|
992,655
|
|
|||
Gross profit
|
|
318,959
|
|
|
293,565
|
|
|
333,518
|
|
|||
Selling, general and administrative expenses
|
|
231,111
|
|
|
226,281
|
|
|
219,234
|
|
|||
Operating income
|
|
87,848
|
|
|
67,284
|
|
|
114,284
|
|
|||
Interest and other expense, net
|
|
8,098
|
|
|
8,622
|
|
|
4,404
|
|
|||
Earnings before income taxes
|
|
79,750
|
|
|
58,662
|
|
|
109,880
|
|
|||
Income tax expense
|
|
17,836
|
|
|
12,968
|
|
|
30,392
|
|
|||
Net earnings
|
|
$
|
61,914
|
|
|
$
|
45,694
|
|
|
$
|
79,488
|
|
Earnings per share - basic
|
|
$
|
2.34
|
|
|
$
|
1.64
|
|
|
$
|
2.79
|
|
Earnings per share - diluted
|
|
$
|
2.32
|
|
|
$
|
1.63
|
|
|
$
|
2.76
|
|
Weighted average basic shares outstanding
|
|
26,474
|
|
|
27,802
|
|
|
28,534
|
|
|||
Weighted average diluted shares outstanding
|
|
26,729
|
|
|
28,082
|
|
|
28,804
|
|
|
|
Year-Ended
|
||||||||||
(In thousands)
|
|
February 29,
2020 |
|
March 2,
2019 |
|
March 3,
2018 |
||||||
Net earnings
|
|
$
|
61,914
|
|
|
$
|
45,694
|
|
|
$
|
79,488
|
|
Other comprehensive (loss) earnings:
|
|
|
|
|
|
|
||||||
Unrealized gain (loss) on marketable securities, net of $67, $17 and $(29) of tax expense (benefit), respectively
|
|
257
|
|
|
64
|
|
|
(95
|
)
|
|||
Unrealized (loss) gain on foreign currency hedge, net of $(129), $(172) and $47 of tax (benefit) expense, respectively
|
|
(423
|
)
|
|
(565
|
)
|
|
156
|
|
|||
Unrealized (loss) gain on pension obligation, net of $(124), $72 and $87 of tax (benefit) expense, respectively
|
|
(405
|
)
|
|
229
|
|
|
284
|
|
|||
Foreign currency translation adjustments
|
|
(1,364
|
)
|
|
(7,065
|
)
|
|
6,692
|
|
|||
Other comprehensive (loss) earnings
|
|
(1,935
|
)
|
|
(7,337
|
)
|
|
7,037
|
|
|||
Total comprehensive earnings
|
|
$
|
59,979
|
|
|
$
|
38,357
|
|
|
$
|
86,525
|
|
|
|
Year-Ended
|
||||||||||
(In thousands)
|
|
February 29,
2020 |
|
March 2,
2019 |
|
March 3,
2018 |
||||||
Operating Activities
|
|
|
|
|
|
|
||||||
Net earnings
|
|
$
|
61,914
|
|
|
$
|
45,694
|
|
|
$
|
79,488
|
|
Adjustments to reconcile net earnings to net cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
46,795
|
|
|
49,798
|
|
|
54,843
|
|
|||
Share-based compensation
|
|
6,607
|
|
|
6,286
|
|
|
6,205
|
|
|||
Deferred income taxes
|
|
10,463
|
|
|
(5,506
|
)
|
|
3,195
|
|
|||
(Gain) loss on disposal of assets
|
|
(2,197
|
)
|
|
(2,475
|
)
|
|
1,037
|
|
|||
Impairment on intangible assets
|
|
—
|
|
|
3,141
|
|
|
—
|
|
|||
Proceeds from new markets tax credit transaction, net of deferred costs
|
|
—
|
|
|
8,850
|
|
|
—
|
|
|||
Noncash lease expense
|
|
12,420
|
|
|
—
|
|
|
—
|
|
|||
Other, net
|
|
(1,516
|
)
|
|
(2,179
|
)
|
|
(1,431
|
)
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
||||||
Receivables
|
|
(4,217
|
)
|
|
18,164
|
|
|
18,172
|
|
|||
Inventories
|
|
7,142
|
|
|
5,114
|
|
|
10,387
|
|
|||
Costs and earnings on contracts in excess of billings
|
|
(18,468
|
)
|
|
(48,712
|
)
|
|
1,134
|
|
|||
Accounts payable and accrued expenses
|
|
(375
|
)
|
|
7,600
|
|
|
(25,627
|
)
|
|||
Billings in excess of costs and earnings on uncompleted contracts
|
|
11,314
|
|
|
9,026
|
|
|
(16,541
|
)
|
|||
Refundable and accrued income taxes
|
|
(8,726
|
)
|
|
3,680
|
|
|
315
|
|
|||
Operating lease liability
|
|
(10,829
|
)
|
|
—
|
|
|
—
|
|
|||
Other, net
|
|
(3,065
|
)
|
|
(2,058
|
)
|
|
(3,714
|
)
|
|||
Net cash provided by operating activities
|
|
107,262
|
|
|
96,423
|
|
|
127,463
|
|
|||
Investing Activities
|
|
|
|
|
|
|
||||||
Capital expenditures
|
|
(51,428
|
)
|
|
(60,717
|
)
|
|
(53,196
|
)
|
|||
Proceeds from sales of property, plant and equipment
|
|
5,307
|
|
|
12,333
|
|
|
1,394
|
|
|||
Purchases of marketable securities
|
|
(7,012
|
)
|
|
(9,213
|
)
|
|
(10,244
|
)
|
|||
Sales/maturities of marketable securities
|
|
7,768
|
|
|
6,110
|
|
|
10,476
|
|
|||
Acquisition of business and intangibles
|
|
—
|
|
|
—
|
|
|
(182,849
|
)
|
|||
Other, net
|
|
(1,673
|
)
|
|
(2,209
|
)
|
|
851
|
|
|||
Net cash used by investing activities
|
|
(47,038
|
)
|
|
(53,696
|
)
|
|
(233,568
|
)
|
|||
Financing Activities
|
|
|
|
|
|
|
||||||
Borrowings on line of credit
|
|
229,000
|
|
|
363,000
|
|
|
385,700
|
|
|||
Proceeds from issuance of term debt
|
|
150,000
|
|
|
—
|
|
|
—
|
|
|||
Payments on line of credit
|
|
(406,500
|
)
|
|
(333,000
|
)
|
|
(235,740
|
)
|
|||
Repurchase and retirement of common stock
|
|
(25,140
|
)
|
|
(43,326
|
)
|
|
(33,676
|
)
|
|||
Dividends paid
|
|
(18,714
|
)
|
|
(17,864
|
)
|
|
(16,393
|
)
|
|||
Other, net
|
|
(3,160
|
)
|
|
(1,136
|
)
|
|
(1,557
|
)
|
|||
Net cash (used) provided by financing activities
|
|
(74,514
|
)
|
|
(32,326
|
)
|
|
98,334
|
|
|||
(Decrease) increase in cash, cash equivalents and restricted cash
|
|
(14,290
|
)
|
|
10,401
|
|
|
(7,771
|
)
|
|||
Effect of exchange rates on cash
|
|
1
|
|
|
(519
|
)
|
|
(167
|
)
|
|||
Cash, cash equivalents and restricted cash at beginning of year
|
|
29,241
|
|
|
19,359
|
|
|
27,297
|
|
|||
Cash, cash equivalents and restricted cash at end of year
|
|
$
|
14,952
|
|
|
$
|
29,241
|
|
|
$
|
19,359
|
|
Noncash Activity
|
|
|
|
|
|
|
||||||
Capital expenditures in accounts payable
|
|
$
|
2,169
|
|
|
$
|
1,703
|
|
|
$
|
1,784
|
|
Deferred payments on acquisition of business
|
|
—
|
|
|
—
|
|
|
7,500
|
|
(In thousands, except per share data)
|
|
Common Shares Outstanding
|
|
Common Stock
|
|
Additional Paid-In Capital
|
|
Retained Earnings
|
|
Common Stock Held in Trust
|
|
Deferred Compensation Obligation
|
|
Accumulated Other Comprehensive (Loss) Income
|
|
Total Shareholders' Equity
|
|||||||||||||||
Balance at March 4, 2017
|
|
28,680
|
|
|
$
|
9,560
|
|
|
$
|
150,111
|
|
|
$
|
341,996
|
|
|
$
|
(875
|
)
|
|
$
|
875
|
|
|
$
|
(31,090
|
)
|
|
$
|
470,577
|
|
Net earnings
|
|
—
|
|
|
—
|
|
|
—
|
|
|
79,488
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
79,488
|
|
|||||||
Unrealized loss on marketable securities, net of $29 tax benefit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(95
|
)
|
|
(95
|
)
|
|||||||
Unrealized gain on foreign currency hedge, net of $47 tax expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
156
|
|
|
156
|
|
|||||||
Unrealized gain on pension obligation, net of $87 tax expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
284
|
|
|
284
|
|
|||||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,692
|
|
|
6,692
|
|
|||||||
Issuance of stock, net of cancellations
|
|
128
|
|
|
43
|
|
|
(186
|
)
|
|
208
|
|
|
(47
|
)
|
|
47
|
|
|
—
|
|
|
65
|
|
|||||||
Share-based compensation
|
|
—
|
|
|
—
|
|
|
6,205
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,205
|
|
|||||||
Exercise of stock options
|
|
102
|
|
|
34
|
|
|
800
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
834
|
|
|||||||
Share repurchases
|
|
(702
|
)
|
|
(234
|
)
|
|
(3,886
|
)
|
|
(29,556
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(33,676
|
)
|
|||||||
Other share retirements
|
|
(50
|
)
|
|
(17
|
)
|
|
(281
|
)
|
|
(2,484
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,782
|
)
|
|||||||
Cash dividends ($0.5775 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,393
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,393
|
)
|
|||||||
Balance at March 3, 2018
|
|
28,158
|
|
|
$
|
9,386
|
|
|
$
|
152,763
|
|
|
$
|
373,259
|
|
|
$
|
(922
|
)
|
|
$
|
922
|
|
|
$
|
(24,053
|
)
|
|
$
|
511,355
|
|
Net earnings
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45,694
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45,694
|
|
|||||||
Cumulative effect adjustment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,999
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,999
|
|
|||||||
Unrealized gain on marketable securities, net of $17 tax expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
64
|
|
|
64
|
|
|||||||
Unrealized loss on foreign currency hedge, net of $172 tax benefit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(565
|
)
|
|
(565
|
)
|
|||||||
Unrealized gain on pension obligation, net of $72 tax expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
229
|
|
|
229
|
|
|||||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,065
|
)
|
|
(7,065
|
)
|
|||||||
Reclassification of tax effects
|
|
—
|
|
|
—
|
|
|
—
|
|
|
737
|
|
|
—
|
|
|
—
|
|
|
(737
|
)
|
|
—
|
|
|||||||
Issuance of stock, net of cancellations
|
|
135
|
|
|
45
|
|
|
80
|
|
|
145
|
|
|
167
|
|
|
(167
|
)
|
|
—
|
|
|
270
|
|
|||||||
Share-based compensation
|
|
—
|
|
|
—
|
|
|
6,286
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,286
|
|
|||||||
Exercise of stock options
|
|
19
|
|
|
6
|
|
|
177
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
183
|
|
|||||||
Share repurchases
|
|
(1,258
|
)
|
|
(419
|
)
|
|
(7,204
|
)
|
|
(35,703
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(43,326
|
)
|
|||||||
Other share retirements
|
|
(39
|
)
|
|
(13
|
)
|
|
(260
|
)
|
|
(1,670
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,943
|
)
|
|||||||
Cash dividends ($0.6475 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17,864
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17,864
|
)
|
|||||||
Balance at March 2, 2019
|
|
27,015
|
|
|
$
|
9,005
|
|
|
$
|
151,842
|
|
|
$
|
367,597
|
|
|
$
|
(755
|
)
|
|
$
|
755
|
|
|
$
|
(32,127
|
)
|
|
$
|
496,317
|
|
Net earnings
|
|
—
|
|
|
—
|
|
|
—
|
|
|
61,914
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
61,914
|
|
|||||||
Unrealized gain on marketable securities, net of $67 tax expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
257
|
|
|
257
|
|
|||||||
Unrealized loss on foreign currency hedge, net of $129 tax benefit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(423
|
)
|
|
(423
|
)
|
|||||||
Unrealized loss on pension obligation, net of $124 tax benefit
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(405
|
)
|
|
(405
|
)
|
|||||||
Foreign currency translation adjustments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,364
|
)
|
|
(1,364
|
)
|
|||||||
Issuance of stock, net of cancellations
|
|
174
|
|
|
57
|
|
|
(124
|
)
|
|
225
|
|
|
70
|
|
|
(70
|
)
|
|
—
|
|
|
158
|
|
|||||||
Share-based compensation
|
|
—
|
|
|
—
|
|
|
6,607
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,607
|
|
|||||||
Share repurchases
|
|
(687
|
)
|
|
(229
|
)
|
|
(3,963
|
)
|
|
(20,948
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,140
|
)
|
|||||||
Other share retirements
|
|
(59
|
)
|
|
(19
|
)
|
|
(346
|
)
|
|
(2,064
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,429
|
)
|
|||||||
Cash dividends ($0.7125 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(18,714
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(18,714
|
)
|
|||||||
Balance at February 29, 2020
|
|
26,443
|
|
|
$
|
8,814
|
|
|
$
|
154,016
|
|
|
$
|
388,010
|
|
|
$
|
(685
|
)
|
|
$
|
685
|
|
|
$
|
(34,062
|
)
|
|
$
|
516,778
|
|
1.
|
Summary of Significant Accounting Policies and Related Data
|
•
|
We have made an accounting policy election to account for shipping and handling activities that occur after control of the related goods transfers to the customer as fulfillment activities, instead of assessing such activities as performance obligations.
|
•
|
We have made an accounting policy election to exclude from the transaction price all sales taxes related to revenue-producing transactions that are collected from the customer for a government authority.
|
•
|
We generally expense incremental costs of obtaining a contract when incurred because the amortization period would be less than one year. These costs primarily relate to sales commissions and are included in selling, general and administrative expenses.
|
•
|
We have not adjusted contract price for a significant financing component, as we expect the period between when our goods and services are transferred to the customer and when the customer pays for those goods and services to be less than a year.
|
(In thousands)
|
|
Estimated fair value
|
|
Estimated useful life (in years)
|
||
Customer relationships
|
|
$
|
34,800
|
|
|
16
|
Tradename
|
|
32,400
|
|
|
Indefinite
|
|
Backlog
|
|
4,300
|
|
|
1.5
|
|
|
|
$
|
71,500
|
|
|
|
|
|
Three Months Ended
|
|
Twelve Months Ended
|
||||
(In thousands, except per share data)
|
|
March 3, 2018
|
|
March 3, 2018
|
||||
Net sales
|
|
$
|
353,453
|
|
|
$
|
1,398,733
|
|
Net earnings
|
|
23,157
|
|
|
81,653
|
|
||
Earnings per share
|
|
|
|
|
||||
Basic
|
|
0.82
|
|
|
2.86
|
|
||
Diluted
|
|
0.81
|
|
|
2.83
|
|
3.
|
Revenue, Receivables and Contract Assets and Liabilities
|
(In thousands)
|
|
February 29, 2020
|
|
March 2, 2019
|
||||
Recognized at shipment
|
|
$
|
610,049
|
|
|
$
|
623,357
|
|
Recognized over time
|
|
777,390
|
|
|
779,280
|
|
||
Total
|
|
$
|
1,387,439
|
|
|
$
|
1,402,637
|
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Trade accounts
|
|
$
|
141,126
|
|
|
$
|
145,693
|
|
Construction contracts
|
|
20,808
|
|
|
19,050
|
|
||
Contract retainage
|
|
37,341
|
|
|
32,396
|
|
||
Total receivables
|
|
199,275
|
|
|
197,139
|
|
||
Less: allowance for doubtful accounts
|
|
(2,469
|
)
|
|
(4,372
|
)
|
||
Receivables, net
|
|
$
|
196,806
|
|
|
$
|
192,767
|
|
(In thousands)
|
|
February 29, 2020
|
|
March 2, 2019
|
||||
Contract assets
|
|
$
|
110,923
|
|
|
$
|
87,491
|
|
Contract liabilities
|
|
35,954
|
|
|
24,083
|
|
(In thousands)
|
|
February 29, 2020
|
|
March 2, 2019
|
||||
Revenue recognized related to contract liabilities from prior year-end
|
|
$
|
23,221
|
|
|
$
|
10,380
|
|
Revenue recognized related to prior satisfaction of performance obligations
|
|
15,641
|
|
|
5,898
|
|
(In thousands)
|
|
February 29, 2020
|
||
Within one year
|
|
$
|
437,000
|
|
Within two years
|
|
394,500
|
|
|
Beyond
|
|
155,900
|
|
|
Total
|
|
$
|
987,400
|
|
4.
|
Supplemental Balance Sheet Information
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Raw materials
|
|
$
|
36,611
|
|
|
$
|
43,890
|
|
Work-in-process
|
|
17,520
|
|
|
15,533
|
|
||
Finished goods
|
|
16,958
|
|
|
18,921
|
|
||
Total inventories
|
|
$
|
71,089
|
|
|
$
|
78,344
|
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Warranties
|
|
$
|
12,822
|
|
|
$
|
12,475
|
|
Accrued project losses
|
|
48,962
|
|
|
37,085
|
|
||
Income and other taxes
|
|
5,952
|
|
|
8,026
|
|
||
Accrued self-insurance reserves
|
|
8,307
|
|
|
9,537
|
|
||
Other
|
|
42,271
|
|
|
25,573
|
|
||
Total other current liabilities
|
|
$
|
118,314
|
|
|
$
|
92,696
|
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Deferred benefit from New Markets Tax Credit transactions
|
|
$
|
15,717
|
|
|
$
|
26,458
|
|
Retirement plan obligations
|
|
8,294
|
|
|
7,633
|
|
||
Deferred compensation plan
|
|
8,452
|
|
|
10,408
|
|
||
Other
|
|
24,399
|
|
|
32,683
|
|
||
Total other non-current liabilities
|
|
$
|
56,862
|
|
|
$
|
77,182
|
|
5.
|
Financial Instruments
|
(In thousands)
|
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Estimated Fair Value
|
||||||||
February 29, 2020
|
|
$
|
11,692
|
|
|
$
|
275
|
|
|
$
|
—
|
|
|
$
|
11,967
|
|
March 2, 2019
|
|
12,481
|
|
|
59
|
|
|
108
|
|
|
12,432
|
|
(In thousands)
|
|
Amortized Cost
|
|
Estimated Fair Value
|
||||
Due within one year
|
|
$
|
807
|
|
|
$
|
809
|
|
Due after one year through five years
|
|
6,825
|
|
|
6,998
|
|
||
Due after five years through 10 years
|
|
4,060
|
|
|
4,160
|
|
||
Total
|
|
$
|
11,692
|
|
|
$
|
11,967
|
|
(In thousands)
|
|
Quoted Prices in
Active Markets (Level 1) |
|
Other Observable Inputs (Level 2)
|
|
Total Fair Value
|
||||||
February 29, 2020
|
|
|
|
|
|
|
||||||
Assets:
|
|
|
|
|
|
|
||||||
Money market funds
|
|
$
|
2,689
|
|
|
$
|
—
|
|
|
$
|
2,689
|
|
Commercial paper
|
|
—
|
|
|
1,500
|
|
|
1,500
|
|
|||
Municipal and corporate bonds
|
|
—
|
|
|
11,967
|
|
|
11,967
|
|
|||
Liabilities:
|
|
|
|
|
|
|
||||||
Foreign currency forward/option contract
|
|
—
|
|
|
340
|
|
|
340
|
|
|||
Interest rate swap contract
|
|
—
|
|
|
561
|
|
|
561
|
|
|||
March 2, 2019
|
|
|
|
|
|
|
||||||
Assets:
|
|
|
|
|
|
|
||||||
Money market funds
|
|
$
|
2,015
|
|
|
$
|
—
|
|
|
$
|
2,015
|
|
Commercial paper
|
|
—
|
|
|
300
|
|
|
300
|
|
|||
Municipal and corporate bonds
|
|
—
|
|
|
12,432
|
|
|
12,432
|
|
|||
Liabilities:
|
|
|
|
|
|
|
||||||
Foreign currency forward/option contract
|
|
—
|
|
|
470
|
|
|
470
|
|
6.
|
Property, Plant and Equipment
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Land
|
|
$
|
5,381
|
|
|
$
|
7,101
|
|
Buildings and improvements
|
|
210,171
|
|
|
196,057
|
|
||
Machinery and equipment
|
|
418,240
|
|
|
375,700
|
|
||
Office equipment and furniture
|
|
60,409
|
|
|
56,366
|
|
||
Construction in progress
|
|
17,496
|
|
|
40,846
|
|
||
Total property, plant and equipment
|
|
711,697
|
|
|
676,070
|
|
||
Less accumulated depreciation
|
|
(387,311
|
)
|
|
(360,247
|
)
|
||
Net property, plant and equipment
|
|
$
|
324,386
|
|
|
$
|
315,823
|
|
7.
|
Goodwill and Other Intangible Assets
|
(In thousands)
|
|
Architectural Framing Systems
|
|
Architectural Glass
|
|
Architectural Services
|
|
Large-Scale
Optical
|
|
Total
|
||||||||||
Balance at March 3, 2018
|
|
$
|
143,308
|
|
|
$
|
25,971
|
|
|
$
|
1,120
|
|
|
$
|
10,557
|
|
|
$
|
180,956
|
|
Goodwill adjustments for purchase accounting
|
|
6,267
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,267
|
|
|||||
Foreign currency translation
|
|
(1,129
|
)
|
|
(262
|
)
|
|
—
|
|
|
—
|
|
|
(1,391
|
)
|
|||||
Balance at March 2, 2019
|
|
148,446
|
|
|
25,709
|
|
|
1,120
|
|
|
10,557
|
|
|
185,832
|
|
|||||
Foreign currency translation
|
|
(263
|
)
|
|
(53
|
)
|
|
—
|
|
|
—
|
|
|
(316
|
)
|
|||||
Balance at February 29, 2020
|
|
$
|
148,183
|
|
|
$
|
25,656
|
|
|
$
|
1,120
|
|
|
$
|
10,557
|
|
|
$
|
185,516
|
|
(In thousands)
|
|
Gross Carrying Amount
|
|
Accumulated
Amortization
|
|
Impairment
|
|
Foreign
Currency
Translation
|
|
Net
|
||||||||||
February 29, 2020
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Definite-lived intangible assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Customer relationships
|
|
$
|
120,239
|
|
|
$
|
(33,121
|
)
|
|
$
|
—
|
|
|
$
|
(592
|
)
|
|
$
|
86,526
|
|
Other intangibles
|
|
41,069
|
|
|
(32,516
|
)
|
|
—
|
|
|
(189
|
)
|
|
8,364
|
|
|||||
Total definite-lived intangible assets
|
|
161,308
|
|
|
(65,637
|
)
|
|
—
|
|
|
(781
|
)
|
|
94,890
|
|
|||||
Indefinite-lived intangible assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Trademarks
|
|
45,421
|
|
|
—
|
|
|
—
|
|
|
(120
|
)
|
|
45,301
|
|
|||||
Total intangible assets
|
|
$
|
206,729
|
|
|
$
|
(65,637
|
)
|
|
$
|
—
|
|
|
$
|
(901
|
)
|
|
$
|
140,191
|
|
March 2, 2019
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Definite-lived intangible assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Customer relationships
|
|
$
|
122,816
|
|
|
$
|
(26,637
|
)
|
|
$
|
—
|
|
|
$
|
(2,578
|
)
|
|
$
|
93,601
|
|
Other intangibles
|
|
41,697
|
|
|
(31,634
|
)
|
|
—
|
|
|
(850
|
)
|
|
9,213
|
|
|||||
Total definite-lived intangible assets
|
|
164,513
|
|
|
(58,271
|
)
|
|
—
|
|
|
(3,428
|
)
|
|
102,814
|
|
|||||
Indefinite-lived intangible assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Trademarks
|
|
49,078
|
|
|
—
|
|
|
(3,141
|
)
|
|
(516
|
)
|
|
45,421
|
|
|||||
Total intangible assets
|
|
$
|
213,591
|
|
|
$
|
(58,271
|
)
|
|
$
|
(3,141
|
)
|
|
$
|
(3,944
|
)
|
|
$
|
148,235
|
|
(In thousands)
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
2025
|
||||||||||
Estimated amortization expense
|
|
$
|
7,935
|
|
|
$
|
7,930
|
|
|
$
|
7,765
|
|
|
$
|
7,590
|
|
|
$
|
7,376
|
|
8.
|
Debt
|
(In thousands)
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
2025
|
|
Thereafter
|
|
Total
|
||||||||||||||
Maturities
|
|
$
|
5,400
|
|
|
$
|
152,000
|
|
|
$
|
1,000
|
|
|
$
|
—
|
|
|
$
|
47,500
|
|
|
$
|
12,000
|
|
|
$
|
217,900
|
|
(In thousands, except percentages)
|
|
2020
|
|
2019
|
||||
Average daily borrowings during the year
|
|
$
|
241,036
|
|
|
$
|
207,358
|
|
Maximum borrowings outstanding during the year
|
|
282,000
|
|
|
249,000
|
|
||
Weighted average interest rate during the year
|
|
2.91
|
%
|
|
3.61
|
%
|
(In thousands)
|
|
February 29, 2020
|
|
March 2, 2019
|
|
March 3, 2018
|
||||||
Interest on debt
|
|
$
|
8,891
|
|
|
$
|
8,114
|
|
|
$
|
5,208
|
|
Other interest expense
|
|
326
|
|
|
335
|
|
|
300
|
|
|||
Interest expense
|
|
$
|
9,217
|
|
|
$
|
8,449
|
|
|
$
|
5,508
|
|
9.
|
Leases
|
(In thousands)
|
|
February 29, 2020
|
||
Operating lease cost
|
|
$
|
13,671
|
|
Short-term lease cost
|
|
2,121
|
|
|
Variable lease cost
|
|
2,969
|
|
|
Total lease cost
|
|
$
|
18,761
|
|
(In thousands)
|
|
February 29, 2020
|
||
Cash paid for amounts included in the measurement of operating lease liabilities
|
|
$
|
13,614
|
|
Lease assets obtained in exchange for new operating lease liabilities
|
|
$
|
15,948
|
|
Weighted-average remaining lease term - operating leases
|
|
5.8 years
|
|
|
Weighted-average discount rate - operating leases
|
|
3.6
|
%
|
(In thousands)
|
|
February 29, 2020
|
||
Fiscal 2021
|
|
$
|
12,742
|
|
Fiscal 2022
|
|
11,037
|
|
|
Fiscal 2023
|
|
10,147
|
|
|
Fiscal 2024
|
|
8,151
|
|
|
Fiscal 2025
|
|
6,319
|
|
|
Thereafter
|
|
12,364
|
|
|
Total lease payments
|
|
60,760
|
|
|
Less: Amounts representing interest
|
|
(6,325
|
)
|
|
Present value of lease liabilities
|
|
$
|
54,435
|
|
In thousands
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
|
Total
|
|||||||||
Total minimum payments
|
|
$
|
14,888
|
|
|
11,787
|
|
|
9,669
|
|
|
8,772
|
|
|
6,735
|
|
|
16,806
|
|
|
$
|
68,657
|
|
10.
|
Employee Benefit Plans
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Change in projected benefit obligation
|
|
|
|
|
||||
Benefit obligation beginning of period
|
|
$
|
13,310
|
|
|
$
|
13,834
|
|
Interest cost
|
|
492
|
|
|
506
|
|
||
Actuarial loss (gain)
|
|
1,567
|
|
|
(19
|
)
|
||
Benefits paid
|
|
(998
|
)
|
|
(1,011
|
)
|
||
Benefit obligation at measurement date
|
|
14,371
|
|
|
13,310
|
|
||
Change in plan assets
|
|
|
|
|
||||
Fair value of plan assets beginning of period
|
|
$
|
5,330
|
|
|
$
|
4,169
|
|
Actual return on plan assets
|
|
1,002
|
|
|
97
|
|
||
Company contributions
|
|
652
|
|
|
2,075
|
|
||
Benefits paid
|
|
(998
|
)
|
|
(1,011
|
)
|
||
Fair value of plan assets at measurement date
|
|
5,986
|
|
|
5,330
|
|
||
Underfunded status
|
|
$
|
(8,385
|
)
|
|
$
|
(7,980
|
)
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Other non-current assets
|
|
$
|
591
|
|
|
$
|
337
|
|
Current liabilities
|
|
(682
|
)
|
|
(684
|
)
|
||
Other non-current liabilities
|
|
(8,294
|
)
|
|
(7,633
|
)
|
||
Total
|
|
$
|
(8,385
|
)
|
|
$
|
(7,980
|
)
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Net actuarial loss
|
|
$
|
5,553
|
|
|
$
|
5,025
|
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Net actuarial (loss) gain
|
|
$
|
(405
|
)
|
|
$
|
229
|
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
||||||
Interest cost
|
|
$
|
492
|
|
|
$
|
506
|
|
|
$
|
531
|
|
Expected return on assets
|
|
(182
|
)
|
|
(40
|
)
|
|
(41
|
)
|
|||
Amortization of unrecognized net loss
|
|
219
|
|
|
226
|
|
|
228
|
|
|||
Net periodic benefit cost
|
|
$
|
529
|
|
|
$
|
692
|
|
|
$
|
718
|
|
Benefit Obligation Weighted-Average Assumptions
|
|
2020
|
|
2019
|
|
2018
|
|||
Discount rate
|
|
3.80
|
%
|
|
3.80
|
%
|
|
3.80
|
%
|
Net Periodic Benefit Expense Weighted-Average Assumptions
|
|
2020
|
|
2019
|
|
2018
|
|||
Discount rate
|
|
2.50
|
%
|
|
3.85
|
%
|
|
3.80
|
%
|
Expected long-term rate of return on assets
|
|
4.50
|
%
|
|
4.50
|
%
|
|
2.00
|
%
|
(In thousands)
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
2025
|
|
2026-2030
|
||||||||||||
Estimated future benefit payments
|
|
$
|
1,052
|
|
|
$
|
1,012
|
|
|
$
|
979
|
|
|
$
|
955
|
|
|
$
|
921
|
|
|
$
|
4,260
|
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Balance at beginning of period
|
|
$
|
16,737
|
|
|
$
|
22,517
|
|
Additional accruals
|
|
8,224
|
|
|
5,552
|
|
||
Claims paid
|
|
(9,332
|
)
|
|
(11,332
|
)
|
||
Balance at end of period
|
|
$
|
15,629
|
|
|
$
|
16,737
|
|
Inception date
|
|
Termination date
|
|
Proceeds received
|
|
Deferred costs
|
|
Net benefit
|
||||||
November 2013
|
|
November 2020
|
|
$
|
10.7
|
|
|
$
|
3.3
|
|
|
$
|
7.4
|
|
June 2016
|
|
May 2023
|
|
6.0
|
|
|
1.2
|
|
|
4.8
|
|
|||
August 2018
|
|
July 2025
|
|
6.6
|
|
|
1.3
|
|
|
5.3
|
|
|||
September 2018
|
|
August 2025
|
|
3.2
|
|
|
1.0
|
|
|
2.2
|
|
|||
Total
|
|
|
|
$
|
26.5
|
|
|
$
|
6.8
|
|
|
$
|
19.7
|
|
12.
|
Shareholders' Equity
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Net unrealized gain (loss) on marketable securities
|
|
$
|
222
|
|
|
$
|
(35
|
)
|
Foreign currency hedge
|
|
(832
|
)
|
|
(409
|
)
|
||
Pension liability adjustments
|
|
(4,257
|
)
|
|
(3,852
|
)
|
||
Foreign currency translation adjustments
|
|
(29,195
|
)
|
|
(27,831
|
)
|
||
Total accumulated other comprehensive loss
|
|
$
|
(34,062
|
)
|
|
$
|
(32,127
|
)
|
13.
|
Share-Based Compensation
|
|
|
Number of
Shares
|
|
Weighted
Average
Exercise Price
|
|
Weighted Average Remaining Contractual Life
|
|
Aggregate
Intrinsic Value at Year-End
|
|||||
Outstanding at March 2, 2019
|
|
100,341
|
|
|
$
|
8.34
|
|
|
|
|
|
||
Awards exercised
|
|
—
|
|
|
—
|
|
|
|
|
|
|||
Outstanding and exercisable at February 29, 2020
|
|
100,341
|
|
|
$
|
8.34
|
|
|
1.5 Years
|
|
$
|
2,192,451
|
|
|
|
Number of Shares and Units
|
|
Weighted Average Grant Date Fair Value
|
|||
March 2, 2019
|
|
286,613
|
|
|
$
|
47.00
|
|
Granted
|
|
196,453
|
|
|
37.14
|
|
|
Vested
|
|
(151,973
|
)
|
|
48.02
|
|
|
Canceled
|
|
(21,834
|
)
|
|
42.43
|
|
|
February 29, 2020
|
|
309,259
|
|
|
$
|
40.58
|
|
14.
|
Income Taxes
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
||||||
United States
|
|
$
|
97,297
|
|
|
$
|
60,042
|
|
|
$
|
111,980
|
|
International
|
|
(17,547
|
)
|
|
(1,380
|
)
|
|
(2,100
|
)
|
|||
Earnings before income taxes
|
|
$
|
79,750
|
|
|
$
|
58,662
|
|
|
$
|
109,880
|
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
||||||
Current
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
8,493
|
|
|
$
|
22,746
|
|
|
$
|
22,074
|
|
State and local
|
|
2,064
|
|
|
(4,437
|
)
|
|
3,106
|
|
|||
International
|
|
(2,720
|
)
|
|
(459
|
)
|
|
1,578
|
|
|||
Total current
|
|
7,837
|
|
|
17,850
|
|
|
26,758
|
|
|||
Deferred
|
|
|
|
|
|
|
||||||
Federal
|
|
9,513
|
|
|
(12,409
|
)
|
|
4,049
|
|
|||
State and local
|
|
2,152
|
|
|
6,275
|
|
|
351
|
|
|||
International
|
|
(1,202
|
)
|
|
628
|
|
|
(1,205
|
)
|
|||
Total deferred
|
|
10,463
|
|
|
(5,506
|
)
|
|
3,195
|
|
|||
Total non-current tax (benefit) expense
|
|
(464
|
)
|
|
624
|
|
|
439
|
|
|||
Total income tax expense
|
|
$
|
17,836
|
|
|
$
|
12,968
|
|
|
$
|
30,392
|
|
|
|
2020
|
|
2019
|
|
2018
|
|||
Statutory federal income tax rate
|
|
21.0
|
%
|
|
21.0
|
%
|
|
32.7
|
%
|
Tax rate change revaluation
|
|
—
|
|
|
—
|
|
|
(3.7
|
)
|
Manufacturing deduction
|
|
—
|
|
|
—
|
|
|
(2.2
|
)
|
State and local income taxes, net of federal tax benefit
|
|
4.0
|
|
|
2.7
|
|
|
1.8
|
|
Foreign tax rate differential
|
|
(0.3
|
)
|
|
0.8
|
|
|
(0.7
|
)
|
Tax credits - research & development
|
|
(1.6
|
)
|
|
(2.7
|
)
|
|
(0.9
|
)
|
Other, net
|
|
(0.7
|
)
|
|
0.3
|
|
|
0.7
|
|
Consolidated effective income tax rate
|
|
22.4
|
%
|
|
22.1
|
%
|
|
27.7
|
%
|
(In thousands)
|
|
2020
|
|
2019
|
||||
Deferred tax assets
|
|
|
|
|
||||
Accrued expenses
|
|
$
|
15,832
|
|
|
$
|
13,530
|
|
Deferred compensation
|
|
7,934
|
|
|
9,007
|
|
||
Liability for unrecognized tax benefits
|
|
1,941
|
|
|
2,547
|
|
||
Unearned income
|
|
5,238
|
|
|
4,557
|
|
||
Operating lease liabilities
|
|
6,640
|
|
|
—
|
|
||
Net operating losses and tax credits
|
|
11,093
|
|
|
9,913
|
|
||
Other
|
|
1,502
|
|
|
1,550
|
|
||
Total deferred tax assets
|
|
50,180
|
|
|
41,104
|
|
||
Less: valuation allowance
|
|
(8,727
|
)
|
|
(8,546
|
)
|
||
Deferred tax assets, net of valuation allowance
|
|
41,453
|
|
|
32,558
|
|
||
Deferred tax liabilities
|
|
|
|
|
||||
Goodwill and other intangibles
|
|
8,166
|
|
|
5,151
|
|
||
Depreciation
|
|
32,296
|
|
|
24,289
|
|
||
Operating lease, right-of-use assets
|
|
6,666
|
|
|
—
|
|
||
Total deferred tax liabilities
|
|
47,128
|
|
|
29,440
|
|
||
Net deferred tax (liabilities) assets
|
|
$
|
(5,675
|
)
|
|
$
|
3,118
|
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
||||||
Gross unrecognized tax benefits at beginning of year
|
|
$
|
5,111
|
|
|
$
|
4,705
|
|
|
$
|
4,075
|
|
Gross increases in tax positions for prior years
|
|
82
|
|
|
500
|
|
|
614
|
|
|||
Gross decreases in tax positions for prior years
|
|
(1,100
|
)
|
|
(377
|
)
|
|
(122
|
)
|
|||
Gross increases based on tax positions related to the current year
|
|
425
|
|
|
1,067
|
|
|
639
|
|
|||
Settlements
|
|
(15
|
)
|
|
(303
|
)
|
|
—
|
|
|||
Statute of limitations expiration
|
|
(432
|
)
|
|
(481
|
)
|
|
(519
|
)
|
|||
Revaluation impact
|
|
—
|
|
|
—
|
|
|
18
|
|
|||
Gross unrecognized tax benefits at end of year
|
|
$
|
4,071
|
|
|
$
|
5,111
|
|
|
$
|
4,705
|
|
15.
|
Earnings per Share
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
|||
Basic earnings per share - weighted average common shares outstanding
|
|
26,474
|
|
|
27,802
|
|
|
28,534
|
|
Weighted average effect of nonvested share grants and assumed exercise of stock options
|
|
255
|
|
|
280
|
|
|
270
|
|
Diluted earnings per share - weighted average common shares and potential common shares outstanding
|
|
26,729
|
|
|
28,082
|
|
|
28,804
|
|
Stock awards excluded from the calculation of earnings per share because the award price was greater than the average market price of the common shares
|
|
99
|
|
|
134
|
|
|
141
|
|
•
|
The Architectural Framing Systems segment designs, engineers, fabricates and finishes the aluminum frames used in customized aluminum and glass window, curtainwall, storefront and entrance systems comprising the outside skin and entrances of commercial, institutional and high-end multi-family residential buildings. We have aggregated six operating segments into this reporting segment based on their similar products, customers, distribution methods, production processes and economic characteristics.
|
•
|
The Architectural Glass segment fabricates coated, high-performance glass used globally in customized window and wall systems comprising the outside skin of commercial, institutional and high-end multi-family residential buildings.
|
•
|
The Architectural Services segment provides full-service installation of the walls of glass, windows and other curtainwall products making up the outside skin of commercial and institutional buildings.
|
•
|
The Large-Scale Optical Technologies (LSO) segment manufactures value-added glass and acrylic products for framing and display applications.
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
||||||
Net Sales
|
|
|
|
|
|
|
||||||
Architectural Framing Systems
|
|
$
|
686,596
|
|
|
$
|
720,829
|
|
|
$
|
677,198
|
|
Architectural Glass
|
|
387,191
|
|
|
367,203
|
|
|
384,137
|
|
|||
Architectural Services
|
|
269,140
|
|
|
286,314
|
|
|
213,757
|
|
|||
Large-Scale Optical
|
|
87,911
|
|
|
88,493
|
|
|
88,303
|
|
|||
Intersegment elimination
|
|
(43,399
|
)
|
|
(60,202
|
)
|
|
(37,222
|
)
|
|||
Total
|
|
$
|
1,387,439
|
|
|
$
|
1,402,637
|
|
|
$
|
1,326,173
|
|
Operating Income (Loss)
|
|
|
|
|
|
|
||||||
Architectural Framing Systems
|
|
$
|
36,110
|
|
|
$
|
49,660
|
|
|
$
|
59,031
|
|
Architectural Glass
|
|
20,760
|
|
|
16,503
|
|
|
32,764
|
|
|||
Architectural Services
|
|
23,582
|
|
|
30,509
|
|
|
10,420
|
|
|||
Large-Scale Optical
|
|
22,642
|
|
|
23,003
|
|
|
22,000
|
|
|||
Corporate and other
|
|
(15,246
|
)
|
|
(52,391
|
)
|
|
(9,931
|
)
|
|||
Total
|
|
$
|
87,848
|
|
|
$
|
67,284
|
|
|
$
|
114,284
|
|
Depreciation and Amortization
|
|
|
|
|
|
|
||||||
Architectural Framing Systems
|
|
$
|
25,432
|
|
|
$
|
28,937
|
|
|
$
|
31,764
|
|
Architectural Glass
|
|
13,570
|
|
|
13,009
|
|
|
14,525
|
|
|||
Architectural Services
|
|
1,305
|
|
|
1,234
|
|
|
1,325
|
|
|||
Large-Scale Optical
|
|
3,256
|
|
|
3,692
|
|
|
4,556
|
|
|||
Corporate and other
|
|
3,232
|
|
|
2,926
|
|
|
2,673
|
|
|||
Total
|
|
$
|
46,795
|
|
|
$
|
49,798
|
|
|
$
|
54,843
|
|
Capital Expenditures
|
|
|
|
|
|
|
||||||
Architectural Framing Systems
|
|
$
|
22,744
|
|
|
$
|
19,098
|
|
|
$
|
15,273
|
|
Architectural Glass
|
|
19,862
|
|
|
27,722
|
|
|
26,228
|
|
|||
Architectural Services
|
|
1,749
|
|
|
1,433
|
|
|
2,510
|
|
|||
Large-Scale Optical
|
|
3,153
|
|
|
6,989
|
|
|
3,307
|
|
|||
Corporate and other
|
|
3,920
|
|
|
5,475
|
|
|
5,878
|
|
|||
Total
|
|
$
|
51,428
|
|
|
$
|
60,717
|
|
|
$
|
53,196
|
|
Identifiable Assets
|
|
|
|
|
|
|
||||||
Architectural Framing Systems
|
|
$
|
604,870
|
|
|
$
|
617,001
|
|
|
$
|
618,455
|
|
Architectural Glass
|
|
291,104
|
|
|
281,817
|
|
|
250,407
|
|
|||
Architectural Services
|
|
107,538
|
|
|
59,227
|
|
|
53,424
|
|
|||
Large-Scale Optical
|
|
62,831
|
|
|
61,031
|
|
|
58,523
|
|
|||
Corporate and other
|
|
62,648
|
|
|
49,092
|
|
|
41,511
|
|
|||
Total
|
|
$
|
1,128,991
|
|
|
$
|
1,068,168
|
|
|
$
|
1,022,320
|
|
(In thousands)
|
|
2020
|
|
2019
|
|
2018
|
||||||
Net Sales
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
1,254,311
|
|
|
$
|
1,259,319
|
|
|
$
|
1,187,922
|
|
Canada
|
|
120,498
|
|
|
128,735
|
|
|
122,981
|
|
|||
Brazil
|
|
12,630
|
|
|
14,583
|
|
|
15,270
|
|
|||
Total
|
|
$
|
1,387,439
|
|
|
$
|
1,402,637
|
|
|
$
|
1,326,173
|
|
Long-Lived Assets
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
307,782
|
|
|
$
|
297,072
|
|
|
$
|
283,432
|
|
Canada
|
|
11,130
|
|
|
12,563
|
|
|
13,384
|
|
|||
Brazil
|
|
5,474
|
|
|
6,188
|
|
|
7,247
|
|
|||
Total
|
|
$
|
324,386
|
|
|
$
|
315,823
|
|
|
$
|
304,063
|
|
17.
|
Quarterly Data (Unaudited)
|
|
|
Quarter
|
|
|
||||||||||||||||
(In thousands, except per share data)
|
|
First
|
|
Second
|
|
Third
|
|
Fourth
|
|
Total
|
||||||||||
2020
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
355,365
|
|
|
$
|
357,058
|
|
|
$
|
337,916
|
|
|
$
|
337,100
|
|
|
$
|
1,387,439
|
|
Gross profit
|
|
80,967
|
|
|
86,207
|
|
|
74,310
|
|
|
77,475
|
|
|
318,959
|
|
|||||
Net earnings
|
|
15,443
|
|
|
19,279
|
|
|
15,234
|
|
|
11,958
|
|
|
61,914
|
|
|||||
Earnings per share - basic
|
|
0.58
|
|
|
0.73
|
|
|
0.58
|
|
|
0.45
|
|
|
2.34
|
|
|||||
Earnings per share - diluted
|
|
0.58
|
|
|
0.72
|
|
|
0.57
|
|
|
0.45
|
|
|
2.32
|
|
|||||
2019
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net sales
|
|
$
|
336,531
|
|
|
$
|
362,133
|
|
|
$
|
357,718
|
|
|
$
|
346,255
|
|
|
$
|
1,402,637
|
|
Gross profit
|
|
80,730
|
|
|
84,466
|
|
|
84,090
|
|
|
44,279
|
|
|
293,565
|
|
|||||
Net earnings (loss)
|
|
15,373
|
|
|
20,513
|
|
|
21,891
|
|
|
(12,083
|
)
|
(1)
|
45,694
|
|
|||||
Earnings (loss) per share - basic
|
|
0.55
|
|
|
0.73
|
|
|
0.79
|
|
|
(0.45
|
)
|
|
1.64
|
|
|||||
Earnings (loss) per share - diluted
|
|
0.54
|
|
|
0.72
|
|
|
0.78
|
|
|
(0.45
|
)
|
|
1.63
|
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS, CODE OF ETHICS AND CORPORATE GOVERNANCE
|
ITEM 11.
|
EXECUTIVE AND DIRECTOR COMPENSATION
|
Plan Category
|
|
Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights
|
|
Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights
|
|
Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (Excluding Securities Reflected in the First Column)
|
|
||||
Equity compensation plans approved by security holders
|
|
182,543
|
|
(1) (2)
|
N/A
|
|
(3)
|
1,316,134
|
|
(4)
|
|
Equity compensation plans not approved by security holders
|
|
100,341
|
|
(5)
|
8.34
|
|
|
None
|
|
|
|
Total
|
|
282,884
|
|
|
$
|
8.34
|
|
|
1,316,134
|
|
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
|
a)
|
List of documents filed as a part of this report:
|
1.
|
Financial Statements - The consolidated financial statements listed below are set forth in Item 8 of Part II of this report.
|
2.
|
Financial Statement Schedules - Valuation and Qualifying Accounts
|
(In thousands)
|
|
Balance at Beginning of Period
|
|
Acquisitions
|
|
Charged to Costs and Expenses
|
|
Deductions from Reserves(1)
|
|
Other Changes(2)
|
|
Balance at End of
Period
|
||||||||||||
Allowances for doubtful receivables
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
For the year ended February 29, 2020
|
|
$
|
4,372
|
|
|
$
|
—
|
|
|
$
|
1,192
|
|
|
$
|
3,085
|
|
|
$
|
(10
|
)
|
|
$
|
2,469
|
|
For the year ended March 2, 2019
|
|
1,530
|
|
|
—
|
|
|
3,090
|
|
|
223
|
|
|
(25
|
)
|
|
4,372
|
|
||||||
For the year ended March 3, 2018
|
|
1,495
|
|
|
252
|
|
|
1,345
|
|
|
1,559
|
|
|
(3
|
)
|
|
1,530
|
|
3.
|
Exhibits - Exhibits marked with an asterisk (*) identify each management contract or compensatory plan or arrangement. Exhibits marked with a pound sign (#) are filed herewith. The remainder of the exhibits have heretofore been filed with the Securities and Exchange Commission and are incorporated herein by reference.
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
101
|
|
The following materials from Apogee Enterprises, Inc.'s Annual Report on Form 10-K for the year ended Ferbuary 29, 2020 are furnished herewith, formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets as of February 29, 2020 and March 2, 2019, (ii) the Consolidated Results of Operations for the three years ended February 29, 2020, March 2, 2019 and March 3, 2018, (iii) the Consolidated Statements of Comprehensive Earnings for the three years ended February 29, 2020, March 2, 2019 and March 3, 2018, (iv) the Consolidated Statements of Cash Flows for the three years ended February 29, 2020, March 2, 2019 and March 3, 2018, (v) the Consolidated Statements of Shareholders' Equity for the years ended February 29, 2020, March 2, 2019 and March 3, 2018 and (vi) the Notes to Consolidated Financial Statements.
|
104
|
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
|
APOGEE ENTERPRISES, INC.
|
|
|
|
/s/ Joseph F. Puishys
|
|
Joseph F. Puishys
|
|
President and Chief Executive Officer
|
|
Name of Subsidiary
|
|
State or Country of Incorporation
|
Prism Assurance, Ltd.
|
|
Vermont
|
Harmon, Inc.
|
|
Minnesota
|
Harmon Contract, Inc.
|
|
Minnesota
|
Viracon, Inc.
|
|
Minnesota
|
Viracon Georgia, Inc.(1)
|
|
Minnesota
|
Viracon Singapore Pte. Ltd(1)
|
|
Singapore
|
Glassec Vidros de Seguranca Ltda.(2)
|
|
Brazil
|
Tru Vue, Inc.
|
|
Illinois
|
Tru Vue Netherlands, B.V.(3)
|
|
Netherlands
|
Apogee Services, Inc.(4)
|
|
Minnesota
|
Apogee Wausau Group, Inc.
|
|
Wisconsin
|
Tubelite Inc.
|
|
Michigan
|
Alumicor Limited
|
|
Canada
|
Sotawall Limited
|
|
Canada
|
EFCO Corporation
|
|
Missouri
|
Velocity, A Viracon Company
|
|
Minnesota
|
|
|
|
|
|
|
/s/ Donald A. Nolan
|
|
|
Donald A. Nolan, Chairman
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Bernard P. Aldrich
|
|
|
Bernard P. Aldrich, Director
|
|
|
|
|
|
|
|
|
/s/ Christina M. Alvord
|
|
|
Christina M. Alvord, Director
|
|
|
|
|
|
|
|
|
/s/ Frank G. Heard
|
|
|
Frank G. Heard, Director
|
|
|
|
|
|
|
|
|
/s/ Lloyd E. Johnson
|
|
|
Lloyd E. Johnson, Director
|
|
|
|
|
|
|
|
|
/s/ Elizabeth M. Lilly
|
|
|
Elizabeth M. Lilly, Director
|
|
|
|
|
|
|
|
|
/s/ Herbert K. Parker
|
|
|
Herbert K. Parker, Director
|
|
|
|
|
|
|
|
|
/s/ Mark A. Pompa
|
|
|
Mark A. Pompa, Director
|
|
|
|
|
|
|
|
|
/s/ Patricia K. Wagner
|
|
|
Patricia K. Wagner, Director
|
|
|
1.
|
I have reviewed this annual report on Form 10-K of Apogee Enterprises, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
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evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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a)
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all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b)
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any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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/s/ Joseph F. Puishys
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Joseph F. Puishys
President and Chief Executive Officer
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1.
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I have reviewed this annual report on Form 10-K of Apogee Enterprises, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
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designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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/s/ James S. Porter
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|
James S. Porter
Executive Vice President and Chief Financial Officer
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(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Joseph F. Puishys
|
|
Joseph F. Puishys
President and Chief Executive Officer
|
|
April 24, 2020
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ James S. Porter
|
|
James S. Porter
Executive Vice President and Chief Financial Officer
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|
April 24, 2020
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