Delaware
|
36-2090085
|
(State or other jurisdiction of
|
(IRS Employer
|
incorporation or organization)
|
Identification No.)
|
7401 West Wilson Avenue
|
|
Chicago, Illinois
|
60706-4548
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
|
|
Name of each exchange
|
Title of each Class
|
|
on which registered
|
Common Stock, $0.50 Par Value
|
|
New York Stock Exchange
|
Large Accelerated filer
x
|
|
Accelerated filer
o
|
Non-accelerated filer
o
|
|
Smaller reporting company
o
|
Emerging Growth Company
o
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
|
|||||||
|
|
April 28,
2018 |
|
April 29,
2017 |
|
April 30,
2016 |
|||
Automotive
|
|
80.3
|
%
|
|
77.5
|
%
|
|
76.0
|
%
|
Interface
|
|
12.7
|
%
|
|
15.6
|
%
|
|
17.4
|
%
|
Power Products
|
|
7.0
|
%
|
|
6.9
|
%
|
|
6.6
|
%
|
Other
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
•
|
the jurisdictions in which profits are determined to be earned and taxed;
|
•
|
the resolution of issues arising from tax audits;
|
•
|
changes in the valuation of our deferred tax assets and liabilities, and in deferred tax valuation allowances;
|
•
|
adjustments to income taxes upon finalization of tax returns;
|
•
|
increases in expenses not deductible for tax purposes, including write-offs of acquired in-process research and development and impairments of goodwill and intangible assets;
|
•
|
changes in available tax credits;
|
•
|
changes in tax laws or interpretation, including changes in the U.S. to the taxation of non-U.S. income and expenses; and
|
•
|
changes in U.S. generally accepted accounting principles ("U.S. GAAP").
|
•
|
geographical and vertical market pricing mix;
|
•
|
changes in the mix of our prototyping and production-based business;
|
•
|
competitive pricing dynamics and customer mix;
|
•
|
pricing concessions; and
|
•
|
various manufacturing cost variables including product yields, package and assembly costs, provisions for excess and obsolete inventory and the absorption of manufacturing overhead.
|
•
|
successfully execute the integration or consolidation of the acquired operations into our existing businesses;
|
•
|
develop or modify the financial reporting and information systems of the acquired entity to ensure overall financial integrity and adequacy of internal control procedures;
|
•
|
finance the acquisition;
|
•
|
identify and take advantage of cost reduction opportunities; and
|
•
|
further penetrate new and existing markets with the product capabilities we may acquire.
|
•
|
cause a disruption in our ongoing business;
|
•
|
cause dilution of our stock;
|
•
|
distract our managers; or
|
•
|
unduly burden other resources in our company.
|
Location
|
|
Use
|
|
Owned/
Leased
|
|
Approximate
Square Footage
|
|
Corporate:
|
|
|
|
|
|
|
|
Chicago, Illinois
|
|
Corporate Headquarters
|
|
Owned
|
|
15,000
|
|
|
|
|
|
|
|
|
|
Automotive Segment:
|
|
|
|
|
|
|
|
Monterrey, Mexico
|
|
Manufacturing
|
|
Leased
|
|
241,000
|
|
Mriehel, Malta
|
|
Manufacturing
|
|
Leased
|
|
226,090
|
|
Carthage, Illinois
|
|
Manufacturing
|
|
Owned
|
|
134,889
|
|
Cairo, Egypt
|
|
Manufacturing
|
|
Leased
|
|
120,954
|
|
Fresnillo, Mexico
|
|
Manufacturing
|
|
Leased
|
|
120,000
|
|
Lontzen, Belgium
|
|
Manufacturing
|
|
Owned
|
|
102,257
|
|
Shanghai, China
|
|
Manufacturing
|
|
Leased
|
|
94,643
|
|
Nelson, Canada
|
|
Manufacturing and Design Center
|
|
Owned
|
|
66,000
|
|
McAllen, Texas
|
|
Warehousing
|
|
Leased
|
|
65,303
|
|
Southfield, Michigan
|
|
Sales and Engineering Design Center
|
|
Owned
|
|
64,000
|
|
Lontzen, Belgium
|
|
Warehousing
|
|
Owned
|
|
51,128
|
|
Zhenjiang, China
|
|
Manufacturing
|
|
Leased
|
|
23,560
|
|
Bangalore, India
|
|
Engineering Design Center
|
|
Leased
|
|
14,465
|
|
Wixom, Michigan
|
|
Sales and Engineering Design Center
|
|
Leased
|
|
9,000
|
|
Burnaby, Canada
|
|
Sales and Administrative
|
|
Leased
|
|
7,000
|
|
Beirut, Lebanon
|
|
Engineering Design Center
|
|
Leased
|
|
5,112
|
|
Gau-Algesheim, Germany
|
|
Sales and Engineering Design Center
|
|
Leased
|
|
4,047
|
|
London, UK
|
|
Sales and Administrative
|
|
Leased
|
|
1,629
|
|
Lontzen, Belgium
|
|
Administrative
|
|
Leased
|
|
1,100
|
|
|
|
|
|
|
|
|
|
Interface Segment:
|
|
|
|
|
|
|
|
Chicago, Illinois
|
|
Manufacturing
|
|
Owned
|
|
55,000
|
|
Monterrey, Mexico
|
|
Manufacturing
|
|
Leased
|
|
45,657
|
|
Mriehel, Malta
|
|
Manufacturing
|
|
Leased
|
|
32,500
|
|
Oklahoma City, Oklahoma
|
|
Manufacturing/Design Center
|
|
Leased
|
|
26,132
|
|
Wheaton, Illinois
|
|
Manufacturing
|
|
Leased
|
|
22,500
|
|
Shanghai, China
|
|
Manufacturing
|
|
Leased
|
|
9,000
|
|
Milan, Italy
|
|
Sales and Design
|
|
Leased
|
|
8,600
|
|
Harkingen, Switzerland
|
|
Sales and Engineering Design Center
|
|
Leased
|
|
4,166
|
|
Hong Kong
|
|
Sales and Administrative
|
|
Leased
|
|
1,885
|
|
Singapore
|
|
Sales and Administrative
|
|
Leased
|
|
1,250
|
|
Taiwan
|
|
Sales and Administrative
|
|
Leased
|
|
581
|
|
|
|
|
|
|
|
|
|
Power Products Segment:
|
|
|
|
|
|
|
|
Shanghai, China
|
|
Manufacturing
|
|
Leased
|
|
54,643
|
|
Rolling Meadows, Illinois
|
|
Manufacturing
|
|
Owned
|
|
52,000
|
|
Mriehel, Malta
|
|
Manufacturing
|
|
Leased
|
|
40,700
|
|
San Jose, California
|
|
Prototype and Design Center
|
|
Leased
|
|
2,925
|
|
|
|
|
|
|
|
|
|
Other Segment:
|
|
|
|
|
|
|
|
Chicago, Illinois
|
|
Manufacturing
|
|
Owned
|
|
48,000
|
|
Name
|
|
Age
|
|
Offices and Positions Held and Length of Service as Officer
|
Donald W. Duda
|
|
62
|
|
Chief Executive Officer since 2004 and President and Director since 2001.
|
Ronald L.G. Tsoumas
|
|
57
|
|
Chief Financial Officer of the Company since 2018; prior thereto, served as Controller for Methode since 2007.
|
Timothy R. Glandon
|
|
54
|
|
Vice President since 2006; General Manager, North American Automotive, from 2006 to 2015.
|
Andrea J. Barry
|
|
55
|
|
Chief Human Resources Officer of the Company since 2017; prior thereto, served as CHRO for Wirtz Beverage Group from 2013 to 2016.
|
Joseph E. Khoury
|
|
54
|
|
Senior Vice President since 2015; prior thereto, Vice President and General Manager, European Operations since 2004.
|
|
|
High
|
|
Low
|
|
Dividends Declared Per Share
|
||||||
Fiscal Year Ended April 28, 2018
|
|
|
|
|
|
|
|
|
|
|||
First Quarter
|
|
$
|
44.95
|
|
|
$
|
36.05
|
|
|
$
|
0.09
|
|
Second Quarter
|
|
46.75
|
|
|
36.75
|
|
|
0.09
|
|
|||
Third Quarter
|
|
48.44
|
|
|
39.00
|
|
|
0.11
|
|
|||
Fourth Quarter
|
|
42.10
|
|
|
36.95
|
|
|
0.11
|
|
|||
|
|
|
|
|
|
|
||||||
Fiscal Year Ended April 29, 2017
|
|
|
|
|
|
|
|
|
|
|||
First Quarter
|
|
$
|
35.91
|
|
|
$
|
27.13
|
|
|
$
|
0.09
|
|
Second Quarter
|
|
37.11
|
|
|
29.85
|
|
|
0.09
|
|
|||
Third Quarter
|
|
44.05
|
|
|
30.25
|
|
|
0.09
|
|
|||
Fourth Quarter
|
|
46.40
|
|
|
40.75
|
|
|
0.09
|
|
|
|
Fiscal Year Ended
|
||||||||||||||||||
(In Millions, Except Percentages and Per Share Amounts)
|
|
April 28, 2018 (1)
|
|
April 29, 2017 (2)
|
|
April 30, 2016 (3)
|
|
May 2, 2015 (4)
|
|
May 3, 2014 (53 weeks) (5)
|
||||||||||
Income Statement Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net Sales
|
|
$
|
908.3
|
|
|
$
|
816.5
|
|
|
$
|
809.1
|
|
|
$
|
881.1
|
|
|
$
|
772.8
|
|
Income before Income Taxes
|
|
123.8
|
|
|
115.9
|
|
|
110.9
|
|
|
120.8
|
|
|
75.9
|
|
|||||
Income Tax Expense (Benefit)
|
|
66.6
|
|
|
23.0
|
|
|
26.3
|
|
|
19.8
|
|
|
(20.3
|
)
|
|||||
Net Income
|
|
57.2
|
|
|
92.9
|
|
|
84.6
|
|
|
101.1
|
|
|
96.1
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Per Common Share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Basic Net Income
|
|
1.54
|
|
|
2.49
|
|
|
2.21
|
|
|
2.61
|
|
|
2.53
|
|
|||||
Diluted Net Income
|
|
1.52
|
|
|
2.48
|
|
|
2.20
|
|
|
2.58
|
|
|
2.51
|
|
|||||
Dividends
|
|
0.40
|
|
|
0.36
|
|
|
0.36
|
|
|
0.36
|
|
|
0.30
|
|
|||||
Book Value
|
|
16.82
|
|
|
14.53
|
|
|
12.61
|
|
|
11.82
|
|
|
10.21
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term Debt
|
|
53.4
|
|
|
27.0
|
|
|
57.0
|
|
|
5.0
|
|
|
48.0
|
|
|||||
Retained Earnings
|
|
472.0
|
|
|
427.0
|
|
|
358.6
|
|
|
356.5
|
|
|
269.2
|
|
|||||
Fixed Assets, Net
|
|
162.2
|
|
|
90.6
|
|
|
93.0
|
|
|
93.3
|
|
|
101.2
|
|
|||||
Total Assets
|
|
915.9
|
|
|
704.0
|
|
|
655.9
|
|
|
604.1
|
|
|
575.5
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Return on Average Equity
|
|
9.8
|
%
|
|
18.6
|
%
|
|
18.2
|
%
|
|
23.5
|
%
|
|
28.2
|
%
|
|||||
Pre-tax Income as a Percentage of Sales
|
|
13.6
|
%
|
|
14.2
|
%
|
|
13.7
|
%
|
|
13.7
|
%
|
|
9.8
|
%
|
|||||
Net Income as a Percentage of Sales
|
|
6.3
|
%
|
|
11.4
|
%
|
|
10.5
|
%
|
|
11.5
|
%
|
|
12.4
|
%
|
(Dollars in Millions)
|
|
April 28,
2018 |
|
April 29,
2017 |
|
Net Change ($)
|
|
Net Change (%)
|
|
|||||||
Net Sales
|
|
$
|
908.3
|
|
|
$
|
816.5
|
|
|
$
|
91.8
|
|
|
11.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Cost of Products Sold
|
|
668.7
|
|
|
598.2
|
|
|
70.5
|
|
|
11.8
|
%
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Gross Profit
|
|
239.6
|
|
|
218.3
|
|
|
21.3
|
|
|
9.8
|
%
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Selling and Administrative Expenses
|
|
115.7
|
|
|
105.2
|
|
|
10.5
|
|
|
10.0
|
%
|
|
|||
Amortization of Intangibles
|
|
5.6
|
|
|
2.3
|
|
|
3.3
|
|
|
143.5
|
%
|
|
|||
Interest (Income) Expense, Net
|
|
0.9
|
|
|
(0.4
|
)
|
|
1.3
|
|
|
N/M
|
|
*
|
|||
Other Income, Net
|
|
(6.4
|
)
|
|
(4.7
|
)
|
|
(1.7
|
)
|
|
36.2
|
%
|
|
|||
Income Tax Expense
|
|
66.6
|
|
|
23.0
|
|
|
43.6
|
|
|
189.6
|
%
|
|
|||
Net Income
|
|
$
|
57.2
|
|
|
$
|
92.9
|
|
|
$
|
(35.7
|
)
|
|
(38.4
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Percent of sales:
|
|
April 28,
2018 |
|
April 29,
2017 |
|
|
|
|
|
|||||||
Net Sales
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
|
|
|||||
Cost of Products Sold
|
|
73.6
|
%
|
|
73.3
|
%
|
|
|
|
|
|
|||||
Gross Margins
|
|
26.4
|
%
|
|
26.7
|
%
|
|
|
|
|
|
|||||
Selling and Administrative Expenses
|
|
12.7
|
%
|
|
12.9
|
%
|
|
|
|
|
|
|||||
Amortization of Intangibles
|
|
0.6
|
%
|
|
0.3
|
%
|
|
|
|
|
|
|||||
Interest (Income) Expense, Net
|
|
0.1
|
%
|
|
—
|
%
|
|
|
|
|
|
|||||
Other Income, Net
|
|
(0.7
|
)%
|
|
(0.6
|
)%
|
|
|
|
|
|
|||||
Income Tax Expense
|
|
7.3
|
%
|
|
2.8
|
%
|
|
|
|
|
|
|||||
Net Income
|
|
6.3
|
%
|
|
11.4
|
%
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|||||||
*N/M equals non-meaningful
|
|
|
|
|
|
|
|
|
|
(Dollars in Millions)
|
|
April 28,
2018 |
|
April 29,
2017 |
|
Net Change ($)
|
|
Net Change (%)
|
|||||||
Net Sales
|
|
$
|
728.7
|
|
|
$
|
632.2
|
|
|
$
|
96.5
|
|
|
15.3
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Cost of Products Sold
|
|
527.1
|
|
|
449.4
|
|
|
77.7
|
|
|
17.3
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Gross Profit
|
|
201.6
|
|
|
182.8
|
|
|
18.8
|
|
|
10.3
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Selling and Administrative Expenses
|
|
45.3
|
|
|
34.5
|
|
|
10.8
|
|
|
31.3
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Income from Operations
|
|
$
|
156.3
|
|
|
$
|
148.3
|
|
|
$
|
8.0
|
|
|
5.4
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Percent of sales:
|
|
April 28,
2018 |
|
April 29,
2017 |
|
|
|
|
|||||||
Net Sales
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
|
|||||
Cost of Products Sold
|
|
72.3
|
%
|
|
71.1
|
%
|
|
|
|
|
|||||
Gross Margins
|
|
27.7
|
%
|
|
28.9
|
%
|
|
|
|
|
|||||
Selling and Administrative Expenses
|
|
6.2
|
%
|
|
5.5
|
%
|
|
|
|
|
|||||
Income from Operations
|
|
21.4
|
%
|
|
23.5
|
%
|
|
|
|
|
(Dollars in Millions)
|
|
April 28,
2018 |
|
April 29,
2017 |
|
Net Change ($)
|
|
Net Change (%)
|
|
|||||||
Net Sales
|
|
$
|
115.8
|
|
|
$
|
127.4
|
|
|
$
|
(11.6
|
)
|
|
(9.1
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Cost of Products Sold
|
|
90.5
|
|
|
100.8
|
|
|
(10.3
|
)
|
|
(10.2
|
)%
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Gross Profit
|
|
25.3
|
|
|
26.6
|
|
|
(1.3
|
)
|
|
(4.9
|
)%
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Selling and Administrative Expenses
|
|
20.3
|
|
|
27.5
|
|
|
(7.2
|
)
|
|
(26.2
|
)%
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Income (Loss) from Operations
|
|
$
|
5.0
|
|
|
$
|
(0.9
|
)
|
|
$
|
5.9
|
|
|
N/M
|
|
*
|
|
|
|
|
|
|
|
|
|
|
|||||||
Percent of sales:
|
|
April 28,
2018 |
|
April 29,
2017 |
|
|
|
|
|
|||||||
Net Sales
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
|
|
|||||
Cost of Products Sold
|
|
78.2
|
%
|
|
79.1
|
%
|
|
|
|
|
|
|||||
Gross Margins
|
|
21.8
|
%
|
|
20.9
|
%
|
|
|
|
|
|
|||||
Selling and Administrative Expenses
|
|
17.5
|
%
|
|
21.6
|
%
|
|
|
|
|
|
|||||
Income (Loss) from Operations
|
|
4.3
|
%
|
|
(0.7
|
)%
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|||||||
* N/M equals non-meaningful
|
|
|
|
|
|
|
|
|
|
(Dollars in Millions)
|
|
April 28,
2018 |
|
April 29,
2017 |
|
Net Change ($)
|
|
Net Change (%)
|
|||||||
Net Sales
|
|
$
|
63.2
|
|
|
$
|
56.3
|
|
|
$
|
6.9
|
|
|
12.3
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Cost of Products Sold
|
|
46.0
|
|
|
41.2
|
|
|
4.8
|
|
|
11.7
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Gross Profit
|
|
17.2
|
|
|
15.1
|
|
|
2.1
|
|
|
13.9
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Selling and Administrative Expenses
|
|
3.2
|
|
|
3.6
|
|
|
(0.4
|
)
|
|
(11.1
|
)%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Income from Operations
|
|
$
|
14.0
|
|
|
$
|
11.5
|
|
|
$
|
2.5
|
|
|
21.7
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Percent of sales:
|
|
April 28,
2018 |
|
April 29,
2017 |
|
|
|
|
|||||||
Net Sales
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
|
|||||
Cost of Products Sold
|
|
72.8
|
%
|
|
73.2
|
%
|
|
|
|
|
|||||
Gross Margins
|
|
27.2
|
%
|
|
26.8
|
%
|
|
|
|
|
|||||
Selling and Administrative Expenses
|
|
5.1
|
%
|
|
6.4
|
%
|
|
|
|
|
|||||
Income from Operations
|
|
22.2
|
%
|
|
20.4
|
%
|
|
|
|
|
(Dollars in Millions)
|
|
April 28,
2018 |
|
April 29,
2017 |
|
Net Change ($)
|
|
Net Change (%)
|
|||||||
Net Sales
|
|
$
|
0.3
|
|
|
$
|
0.3
|
|
|
$
|
—
|
|
|
—
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Cost of Products Sold
|
|
3.8
|
|
|
6.5
|
|
|
(2.7
|
)
|
|
(41.5
|
)%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Gross Profit
|
|
(3.5
|
)
|
|
(6.2
|
)
|
|
2.7
|
|
|
(43.5
|
)%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Selling and Administrative Expenses
|
|
7.9
|
|
|
6.2
|
|
|
1.7
|
|
|
27.4
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Loss from Operations
|
|
$
|
(11.4
|
)
|
|
$
|
(12.4
|
)
|
|
$
|
1.0
|
|
|
(8.1
|
)%
|
(Dollars in Millions)
|
|
April 29,
2017 |
|
April 30,
2016 |
|
Net Change ($)
|
|
Net Change (%)
|
|||||||
Net Sales
|
|
$
|
632.2
|
|
|
$
|
614.3
|
|
|
$
|
17.9
|
|
|
2.9
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Cost of Products Sold
|
|
449.4
|
|
|
443.6
|
|
|
5.8
|
|
|
1.3
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Gross Profit
|
|
182.8
|
|
|
170.7
|
|
|
12.1
|
|
|
7.1
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Selling and Administrative Expenses
|
|
34.5
|
|
|
33.9
|
|
|
0.6
|
|
|
1.8
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Income from Operations
|
|
$
|
148.3
|
|
|
$
|
136.8
|
|
|
$
|
11.5
|
|
|
8.4
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Percent of sales:
|
|
April 29,
2017 |
|
April 30,
2016 |
|
|
|
|
|||||||
Net Sales
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
|
|||||
Cost of Products Sold
|
|
71.1
|
%
|
|
72.2
|
%
|
|
|
|
|
|||||
Gross Margins
|
|
28.9
|
%
|
|
27.8
|
%
|
|
|
|
|
|||||
Selling and Administrative Expenses
|
|
5.5
|
%
|
|
5.5
|
%
|
|
|
|
|
|||||
Income from Operations
|
|
23.5
|
%
|
|
22.3
|
%
|
|
|
|
|
(Dollars in Millions)
|
|
April 29,
2017 |
|
April 30,
2016 |
|
Net Change ($)
|
|
Net Change (%)
|
|
|||||||
Net Sales
|
|
$
|
127.4
|
|
|
$
|
140.8
|
|
|
$
|
(13.4
|
)
|
|
(9.5
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Cost of Products Sold
|
|
100.8
|
|
|
107.9
|
|
|
(7.1
|
)
|
|
(6.6
|
)%
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Gross Profit
|
|
26.6
|
|
|
32.9
|
|
|
(6.3
|
)
|
|
(19.1
|
)%
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Selling and Administrative Expenses
|
|
27.5
|
|
|
30.2
|
|
|
(2.7
|
)
|
|
(8.9
|
)%
|
|
|||
|
|
|
|
|
|
|
|
|
|
|||||||
Income (Loss) from Operations
|
|
$
|
(0.9
|
)
|
|
$
|
2.7
|
|
|
$
|
(3.6
|
)
|
|
N/M
|
|
*
|
|
|
|
|
|
|
|
|
|
|
|||||||
Percent of sales:
|
|
April 29,
2017 |
|
April 30,
2016 |
|
|
|
|
|
|||||||
Net Sales
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
|
|
|||||
Cost of Products Sold
|
|
79.1
|
%
|
|
76.6
|
%
|
|
|
|
|
|
|||||
Gross Margins
|
|
20.9
|
%
|
|
23.4
|
%
|
|
|
|
|
|
|||||
Selling and Administrative Expenses
|
|
21.6
|
%
|
|
21.4
|
%
|
|
|
|
|
|
|||||
Income (Loss) from Operations
|
|
(0.7
|
)%
|
|
1.9
|
%
|
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|||||||
*N/M equals non meaningful
|
|
|
|
|
|
|
|
|
|
(Dollars in Millions)
|
|
April 29,
2017 |
|
April 30,
2016 |
|
Net Change ($)
|
|
Net Change (%)
|
|||||||
Net Sales
|
|
$
|
56.3
|
|
|
$
|
53.5
|
|
|
$
|
2.8
|
|
|
5.2
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Cost of Products Sold
|
|
41.2
|
|
|
40.5
|
|
|
0.7
|
|
|
1.7
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Gross Profit
|
|
15.1
|
|
|
13.0
|
|
|
2.1
|
|
|
16.2
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Selling and Administrative Expenses
|
|
3.6
|
|
|
3.6
|
|
|
—
|
|
|
—
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Income from Operations
|
|
$
|
11.5
|
|
|
$
|
9.4
|
|
|
$
|
2.1
|
|
|
22.3
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Percent of sales:
|
|
April 29,
2017 |
|
April 30,
2016 |
|
|
|
|
|||||||
Net Sales
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
|
|||||
Cost of Products Sold
|
|
73.2
|
%
|
|
75.7
|
%
|
|
|
|
|
|||||
Gross Margins
|
|
26.8
|
%
|
|
24.3
|
%
|
|
|
|
|
|||||
Selling and Administrative Expenses
|
|
6.4
|
%
|
|
6.7
|
%
|
|
|
|
|
|||||
Income from Operations
|
|
20.4
|
%
|
|
17.6
|
%
|
|
|
|
|
(Dollars in Millions)
|
|
April 29,
2017 |
|
April 30,
2016 |
|
Net Change ($)
|
|
Net Change (%)
|
|||||||
Net Sales
|
|
$
|
0.3
|
|
|
$
|
0.3
|
|
|
$
|
—
|
|
|
—
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Cost of Products Sold
|
|
6.5
|
|
|
4.3
|
|
|
2.2
|
|
|
51.2
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Gross Profit
|
|
(6.2
|
)
|
|
(4.0
|
)
|
|
(2.2
|
)
|
|
55.0
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Selling and Administrative Expenses
|
|
6.2
|
|
|
4.8
|
|
|
1.4
|
|
|
29.2
|
%
|
|||
|
|
|
|
|
|
|
|
|
|||||||
Loss from Operations
|
|
$
|
(12.4
|
)
|
|
$
|
(8.8
|
)
|
|
$
|
(3.6
|
)
|
|
40.9
|
%
|
|
|
|
|
|
|
|
|
|
|||||||
Percent of sales:
|
|
April 29,
2017 |
|
April 30,
2016 |
|
|
|
|
|||||||
Net Sales
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
|
|
|||||
Cost of Products Sold
|
|
2,166.7
|
%
|
|
1,433.3
|
%
|
|
|
|
|
|||||
Gross Margins
|
|
(2,066.7
|
)%
|
|
(1,333.3
|
)%
|
|
|
|
|
|||||
Selling and Administrative Expenses
|
|
2,066.7
|
%
|
|
1,600.0
|
%
|
|
|
|
|
|||||
Loss from Operations
|
|
(4,133.3
|
)%
|
|
(2,933.3
|
)%
|
|
|
|
|
|
|
Fiscal Year Ended
|
||||||||||
|
|
April 28,
2018 |
|
April 29,
2017 |
|
April 30,
2016 |
||||||
Net Income
|
|
$
|
57.2
|
|
|
$
|
92.9
|
|
|
$
|
84.6
|
|
Depreciation and Amortization
|
|
28.1
|
|
|
24.3
|
|
|
23.9
|
|
|||
Changes in Operating Assets and Liabilities
|
|
42.8
|
|
|
19.3
|
|
|
(12.7
|
)
|
|||
Other Non-cash Items
|
|
(10.3
|
)
|
|
8.7
|
|
|
14.9
|
|
|||
Cash Flow from Operations
|
|
$
|
117.8
|
|
|
$
|
145.2
|
|
|
$
|
110.7
|
|
|
|
Payments Due By Period
|
||||||||||||||||||
|
|
Total
|
|
Less than
1 year
|
|
1-3 years
|
|
4-5 years
|
|
More than
5 years
|
||||||||||
Capital Leases
|
|
$
|
2.9
|
|
|
$
|
0.9
|
|
|
$
|
1.8
|
|
|
$
|
0.2
|
|
|
$
|
—
|
|
Operating Leases
|
|
20.3
|
|
|
6.7
|
|
|
10.9
|
|
|
1.9
|
|
|
0.8
|
|
|||||
Long-term Debt
|
|
51.0
|
|
|
0.8
|
|
|
36.3
|
|
|
8.5
|
|
|
5.4
|
|
|||||
Purchase Obligations
|
|
119.5
|
|
|
119.1
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
|||||
Deferred Compensation
|
|
7.5
|
|
|
1.2
|
|
|
2.2
|
|
|
1.3
|
|
|
2.8
|
|
|||||
Total
|
|
$
|
198.3
|
|
|
$
|
127.8
|
|
|
$
|
49.8
|
|
|
$
|
11.7
|
|
|
$
|
9.0
|
|
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
|
|
496,540
|
|
(1)
|
$
|
34.33
|
|
|
1,089,122
|
|
Equity Compensation Plans Not Approved by Security Holders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
|
496,540
|
|
|
$
|
34.33
|
|
|
1,089,122
|
|
|
METHODE ELECTRONICS, INC.
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(Registrant)
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By:
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/s/ RONALD L.G. TSOUMAS
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Ronald L.G. Tsoumas
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Chief Financial Officer
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(Principal Accounting and Financial Officer)
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Signature
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Title
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Date
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/s / WALTER J. ASPATORE
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Chairman of the Board
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June 21, 2018
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Walter J. Aspatore
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/s / CHRISTOPHER J. HORNUNG
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Vice Chairman of the Board
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June 21, 2018
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Christopher J. Hornung
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/s/ DONALD W. DUDA
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Chief Executive Officer, President & Director
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June 21, 2018
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Donald W. Duda
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(Principal Executive Officer)
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/s / RONALD L.G. TSOUMAS
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Chief Financial Officer
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June 21, 2018
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Ronald L.G. Tsoumas
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/s / MARTHA GOLDBERG ARONSON
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Director
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June 21, 2018
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Martha Goldberg Aronson
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/s/ BRIAN J. CADWALLADER
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Director
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June 21, 2018
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Brian J. Cadwallader
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/s/ DARREN M. DAWSON
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Director
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June 21, 2018
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Darren M. Dawson
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/s / ISABELLE C. GOOSSEN
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Director
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June 21, 2018
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Isabelle C. Goossen
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/s / PAUL G. SHELTON
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Director
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June 21, 2018
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Paul G. Shelton
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/s / LAWRENCE B. SKATOFF
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Director
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June 21, 2018
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Lawrence B. Skatoff
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April 28,
2018 |
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April 29,
2017 |
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ASSETS
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CURRENT ASSETS
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Cash and Cash Equivalents
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$
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246.1
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$
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294.0
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Accounts Receivable, Less Allowance (2018 - $0.5 and 2017 - $0.6)
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202.6
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165.3
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Inventories:
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Finished Products
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15.4
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10.9
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Work in Process
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14.6
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8.7
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Materials
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54.1
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38.3
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Total Inventories
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84.1
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57.9
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Prepaid and Refundable Income Taxes
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2.4
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0.6
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Prepaid Expenses and Other Current Assets
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14.8
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12.5
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TOTAL CURRENT ASSETS
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550.0
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530.3
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PROPERTY, PLANT AND EQUIPMENT
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Land
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0.8
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0.6
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Buildings and Building Improvements
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69.2
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48.2
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Machinery and Equipment
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364.7
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287.9
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Property, Plant and Equipment, Gross
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434.7
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336.7
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Less: Allowances for Depreciation
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272.5
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246.1
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PROPERTY, PLANT AND EQUIPMENT, NET
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162.2
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90.6
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OTHER ASSETS
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Goodwill
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59.2
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1.6
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Other Intangibles, Less Accumulated Amortization
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61.0
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6.6
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Cash Surrender Value of Life Insurance
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8.2
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7.8
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Deferred Income Taxes
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42.3
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40.4
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Pre-production Costs
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20.5
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15.5
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Other
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12.5
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11.2
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TOTAL OTHER ASSETS
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203.7
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83.1
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TOTAL ASSETS
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$
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915.9
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$
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704.0
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LIABILITIES AND SHAREHOLDERS’ EQUITY
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CURRENT LIABILITIES
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Accounts Payable
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$
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89.5
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$
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75.3
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Salaries, Wages and Payroll Taxes
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22.8
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18.7
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Other Accrued Expenses
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21.6
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17.7
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Short-term Debt
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4.4
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—
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Income Tax Payable
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18.7
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12.7
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TOTAL CURRENT LIABILITIES
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157.0
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124.4
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LONG-TERM DEBT
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53.4
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27.0
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LONG-TERM INCOME TAX PAYABLE
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42.6
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—
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OTHER LIABILITIES
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4.6
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2.6
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DEFERRED INCOME TAXES
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18.3
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—
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DEFERRED COMPENSATION
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10.0
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8.9
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SHAREHOLDERS’ EQUITY
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Common Stock, $0.50 par value, 100,000,000 shares authorized, 38,198,353 shares and 38,133,925 shares issued as of April 28, 2018 and April 29, 2017, respectively
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19.1
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19.1
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Additional Paid-in Capital
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136.5
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132.2
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Accumulated Other Comprehensive Loss
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13.9
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(25.7
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)
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Treasury Stock, 1,346,624 shares as of April 28, 2018 and April 29, 2017
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(11.5
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(11.5
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Retained Earnings
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472.0
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427.0
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TOTAL EQUITY
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630.0
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541.1
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TOTAL LIABILITIES AND EQUITY
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$
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915.9
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$
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704.0
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Fiscal Year Ended
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April 28,
2018 |
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April 29,
2017 |
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April 30,
2016 |
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Net Sales
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$
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908.3
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$
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816.5
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$
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809.1
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Cost of Products Sold
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668.7
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598.2
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596.2
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Gross Profit
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239.6
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218.3
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212.9
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Selling and Administrative Expenses
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115.7
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105.2
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100.8
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Amortization of Intangibles
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5.6
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2.3
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2.4
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Income from Operations
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118.3
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110.8
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109.7
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Interest (Income) Expense, Net
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0.9
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(0.4
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(0.7
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Other Income, Net
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(6.4
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)
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(4.7
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(0.5
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Income before Income Taxes
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123.8
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115.9
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110.9
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Income Tax Expense
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66.6
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23.0
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26.3
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Net Income
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$
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57.2
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$
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92.9
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$
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84.6
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Basic and Diluted Income per Share:
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Basic
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$
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1.54
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$
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2.49
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$
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2.21
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Diluted
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$
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1.52
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$
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2.48
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$
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2.20
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Cash Dividends per Share:
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Common Stock
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$
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0.40
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$
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0.36
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$
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0.36
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Fiscal Year Ended
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||||||||||
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April 28,
2018 |
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April 29,
2017 |
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April 30,
2016 |
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Net Income
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$
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57.2
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$
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92.9
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$
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84.6
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Other Comprehensive Income (Loss):
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Foreign Currency Translation Adjustments
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39.6
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(17.3
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)
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(0.1
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)
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Total Comprehensive Income
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96.8
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75.6
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84.5
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Common
Stock
Shares
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Common
Stock
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Additional
Paid-in
Capital
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Accumulated
Other Comprehensive
Income
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Treasury
Stock
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Retained Earnings
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Non-Controlling Interest
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Total Shareholders Equity
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Balance as of May 2, 2015
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39,702,036
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$
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19.9
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$
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102.2
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$
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(8.3
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)
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$
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(11.5
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)
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$
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356.5
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$
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0.2
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$
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459.0
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Earned Portion of Restricted Stock Awards
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430,245
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0.1
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—
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—
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—
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—
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—
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0.1
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Stock Award and Stock Option Amortization Expense
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—
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—
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7.4
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—
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—
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—
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—
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7.4
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Exercise of Options
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47,002
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0.1
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0.5
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—
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—
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(7.7
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)
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—
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(7.1
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)
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|||||||
Purchase of Common Stock
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(1,997,298
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)
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(1.0
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)
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—
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—
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—
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(61.3
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)
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—
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(62.3
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)
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Tax Benefit from Stock Option Exercises
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—
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—
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2.2
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—
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—
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—
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—
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2.2
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Foreign Currency Translation Adjustments
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—
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—
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—
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(0.1
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)
|
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—
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—
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(0.2
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)
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(0.3
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)
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Net Income for Year
|
—
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|
—
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—
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—
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—
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84.6
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—
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|
84.6
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|||||||
Cash Dividends on Common Stock
|
—
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|
—
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—
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—
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—
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(13.5
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)
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—
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(13.5
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)
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Balance as of April 30, 2016
|
38,181,985
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|
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$
|
19.1
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|
|
$
|
112.3
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|
|
$
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(8.4
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)
|
|
$
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(11.5
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)
|
|
$
|
358.6
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$
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—
|
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$
|
470.1
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|
Earned Portion of Restricted Stock Awards
|
146,192
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
—
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|
(1.2
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)
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|
—
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(1.1
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)
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|||||||
Stock Award and Stock Option Amortization Expense
|
—
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|
—
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|
12.4
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—
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|
—
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|
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—
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—
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12.4
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|||||||
Exercise of Options
|
147,829
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0.1
|
|
|
2.6
|
|
|
—
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|
|
—
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|
|
—
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|
|
—
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|
|
2.7
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|||||||
Purchase of Common Stock
|
(342,081
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)
|
|
(0.2
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)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.6
|
)
|
|
—
|
|
|
(9.8
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)
|
|||||||
Tax Benefit from Stock Option Exercises
|
—
|
|
|
—
|
|
|
4.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.9
|
|
|||||||
Foreign Currency Translation Adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
(17.3
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)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17.3
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)
|
|||||||
Net Income for Year
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
92.9
|
|
|
—
|
|
|
92.9
|
|
|||||||
Cash Dividends on Common Stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(13.7
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)
|
|
—
|
|
|
(13.7
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)
|
|||||||
Balance as of April 29, 2017
|
38,133,925
|
|
|
$
|
19.1
|
|
|
$
|
132.2
|
|
|
$
|
(25.7
|
)
|
|
$
|
(11.5
|
)
|
|
$
|
427.0
|
|
|
$
|
—
|
|
|
$
|
541.1
|
|
Earned Portion of Restricted Stock Awards
|
51,095
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|||||||
Stock Award and Stock Option Amortization Expense
|
—
|
|
|
—
|
|
|
4.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.0
|
|
|||||||
Exercise of Options
|
13,333
|
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|||||||
Adoption of ASU 2016-09
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.7
|
|
|
—
|
|
|
2.7
|
|
|||||||
Foreign Currency Translation Adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
39.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
39.6
|
|
|||||||
Net Income for Year
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
57.2
|
|
|
—
|
|
|
57.2
|
|
|||||||
Cash Dividends on Common Stock
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14.7
|
)
|
|
—
|
|
|
(14.7
|
)
|
|||||||
Balance as of April 28, 2018
|
38,198,353
|
|
|
$
|
19.1
|
|
|
$
|
136.5
|
|
|
$
|
13.9
|
|
|
$
|
(11.5
|
)
|
|
$
|
472.0
|
|
|
$
|
—
|
|
|
$
|
630.0
|
|
|
Fiscal Year Ended
|
||||||||||
|
April 28,
2018 |
|
April 29,
2017 |
|
April 30,
2016 |
||||||
OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|||
Net Income
|
$
|
57.2
|
|
|
$
|
92.9
|
|
|
$
|
84.6
|
|
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
|
|
|
|
|
|
|
|
|
|||
Gain on Sale of Fixed Assets
|
—
|
|
|
—
|
|
|
(0.7
|
)
|
|||
Gain on Sale of Licensing Agreement
|
(1.6
|
)
|
|
—
|
|
|
—
|
|
|||
Provision for Depreciation
|
22.5
|
|
|
22.0
|
|
|
21.5
|
|
|||
Amortization of Intangible Assets
|
5.6
|
|
|
2.3
|
|
|
2.4
|
|
|||
Stock-based Compensation
|
4.0
|
|
|
12.4
|
|
|
7.4
|
|
|||
Provision for Bad Debt
|
—
|
|
|
0.2
|
|
|
—
|
|
|||
Change in Deferred Income Taxes
|
(12.7
|
)
|
|
(3.9
|
)
|
|
8.2
|
|
|||
Changes in Operating Assets and Liabilities:
|
|
|
|
|
|
||||||
Accounts Receivable
|
2.8
|
|
|
5.6
|
|
|
(6.0
|
)
|
|||
Inventories
|
(7.2
|
)
|
|
7.4
|
|
|
4.5
|
|
|||
Prepaid Expenses and Other Assets
|
7.4
|
|
|
(4.8
|
)
|
|
0.1
|
|
|||
Accounts Payable and Other Expenses
|
39.8
|
|
|
11.1
|
|
|
(11.3
|
)
|
|||
NET CASH PROVIDED BY OPERATING ACTIVITIES
|
117.8
|
|
|
145.2
|
|
|
110.7
|
|
|||
|
|
|
|
|
|
||||||
INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|||
Purchases of Property, Plant and Equipment
|
(47.7
|
)
|
|
(22.4
|
)
|
|
(23.2
|
)
|
|||
Acquisition of Businesses
|
(130.9
|
)
|
|
—
|
|
|
—
|
|
|||
Acquisition of Technology Licenses
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|||
Sale of Business/Investment/Property
|
0.3
|
|
|
0.7
|
|
|
1.6
|
|
|||
NET CASH USED IN INVESTING ACTIVITIES
|
(179.0
|
)
|
|
(21.7
|
)
|
|
(21.6
|
)
|
|||
|
|
|
|
|
|
||||||
FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
|
|||
Taxes Paid Related to Net Share Settlement of Equity Awards
|
(0.3
|
)
|
|
(1.1
|
)
|
|
(7.7
|
)
|
|||
Purchase of Common Stock
|
—
|
|
|
(9.8
|
)
|
|
(62.3
|
)
|
|||
Proceeds from Exercise of Stock Options
|
0.3
|
|
|
2.7
|
|
|
0.6
|
|
|||
Tax Benefit from Stock Option Exercises
|
—
|
|
|
4.9
|
|
|
2.2
|
|
|||
Cash Dividends
|
(14.7
|
)
|
|
(13.7
|
)
|
|
(13.5
|
)
|
|||
Proceeds from Borrowings
|
81.4
|
|
|
—
|
|
|
71.0
|
|
|||
Repayment of Borrowings
|
(79.4
|
)
|
|
(30.0
|
)
|
|
(19.0
|
)
|
|||
NET CASH USED IN FINANCING ACTIVITIES
|
(12.7
|
)
|
|
(47.0
|
)
|
|
(28.7
|
)
|
|||
Effect of Foreign Currency Exchange Rate Changes on Cash
|
26.0
|
|
|
(10.3
|
)
|
|
(0.7
|
)
|
|||
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
|
(47.9
|
)
|
|
66.2
|
|
|
59.7
|
|
|||
Cash and Cash Equivalents at Beginning of Year
|
294.0
|
|
|
227.8
|
|
|
168.1
|
|
|||
CASH AND CASH EQUIVALENTS AT END OF YEAR
|
$
|
246.1
|
|
|
$
|
294.0
|
|
|
$
|
227.8
|
|
(Dollars in Millions)
|
|
Fair Value at Date of Acquisition
|
|
Amortization Period
|
||
Customer Relationships and Agreements - Significant Customer
|
|
$
|
12.3
|
|
|
17.0 years
|
Customer Relationships and Agreements - All Other Customers
|
|
2.8
|
|
|
11.5 years
|
|
Technology Licenses
|
|
2.1
|
|
|
8.5 years
|
|
Trade Names
|
|
2.0
|
|
|
8.5 years
|
|
Total
|
|
$
|
19.2
|
|
|
|
(Dollars in Millions)
|
|
Fair Value at Date of Acquisition
|
|
Amortization Period
|
||
Customer Relationships and Agreements - Automotive
|
|
$
|
22.6
|
|
|
11.0 years
|
Customer Relationships and Agreements - Commercial
|
|
9.6
|
|
|
13.0 years
|
|
Trade Names
|
|
6.2
|
|
|
7.5 years
|
|
Technology Licenses
|
|
1.7
|
|
|
5.5 years
|
|
Total
|
|
$
|
40.1
|
|
|
|
|
|
Year Ended
|
||||||
(Dollars in Millions)
|
|
April 28,
2018 |
|
April 29,
2017 |
||||
Revenues
|
|
$
|
947.3
|
|
|
$
|
910.0
|
|
Net Income
|
|
$
|
62.2
|
|
|
$
|
97.6
|
|
|
|
Fair Value of Reporting Unit
|
|
Carrying Value of Reporting Unit
|
|
Excess (Deficiency)
|
||||||
North American Automotive
|
|
$
|
708.5
|
|
|
$
|
215.3
|
|
|
$
|
493.2
|
|
European Automotive
|
|
$
|
386.5
|
|
|
$
|
302.1
|
|
|
$
|
84.4
|
|
Power Systems Group
|
|
$
|
44.0
|
|
|
$
|
13.1
|
|
|
$
|
30.9
|
|
Hetronic
|
|
$
|
77.5
|
|
|
$
|
32.0
|
|
|
$
|
45.5
|
|
|
|
Automotive
|
|
Interface
|
|
Power
Products
|
|
Total
|
||||||||
Balance as of May 2, 2015
|
|
$
|
—
|
|
|
$
|
0.7
|
|
|
$
|
1.0
|
|
|
$
|
1.7
|
|
Goodwill Acquired
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Impairment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Foreign Currency Translation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Balance as of April 30, 2016
|
|
—
|
|
|
0.7
|
|
|
1.0
|
|
|
1.7
|
|
||||
Goodwill Acquired
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Impairment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Foreign Currency Translation
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
||||
Balance as of April 29, 2017
|
|
—
|
|
|
0.6
|
|
|
1.0
|
|
|
1.6
|
|
||||
Goodwill Acquired
|
|
57.2
|
|
|
—
|
|
|
—
|
|
|
57.2
|
|
||||
Impairment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Foreign Currency Translation
|
|
0.3
|
|
|
0.1
|
|
|
—
|
|
|
0.4
|
|
||||
Balance as of April 28, 2018
|
|
$
|
57.5
|
|
|
$
|
0.7
|
|
|
$
|
1.0
|
|
|
$
|
59.2
|
|
|
As of April 28, 2018
|
||||||||||||
|
Gross
|
|
Accumulated
Amortization
|
|
Net
|
|
Wtd. Avg. Remaining
Amortization
Periods (Years)
|
||||||
Customer Relationships and Agreements
|
$
|
64.4
|
|
|
$
|
18.1
|
|
|
$
|
46.3
|
|
|
12.3
|
Trade Names, Patents and Technology Licenses
|
37.7
|
|
|
23.0
|
|
|
14.7
|
|
|
5.3
|
|||
Total
|
$
|
102.1
|
|
|
$
|
41.1
|
|
|
$
|
61.0
|
|
|
|
|
As of April 29, 2017
|
||||||||||||
|
Gross
|
|
Accumulated
Amortization
|
|
Net
|
|
Wtd. Avg. Remaining
Amortization
Periods (Years)
|
||||||
Customer Relationships and Agreements
|
$
|
16.3
|
|
|
$
|
15.6
|
|
|
$
|
0.7
|
|
|
6.8
|
Trade Names, Patents and Technology Licenses
|
25.8
|
|
|
19.9
|
|
|
5.9
|
|
|
1.4
|
|||
Covenants Not to Compete
|
0.1
|
|
|
0.1
|
|
|
—
|
|
|
0.4
|
|||
Total
|
$
|
42.2
|
|
|
$
|
35.6
|
|
|
$
|
6.6
|
|
|
|
2019
|
$
|
7.5
|
|
2020
|
$
|
5.5
|
|
2021
|
$
|
5.4
|
|
2022
|
$
|
5.4
|
|
2023
|
$
|
5.4
|
|
|
RSA Shares
|
|
RSU Shares
|
||
Unvested and Unissued at May 2, 2015
|
—
|
|
|
—
|
|
Awarded
|
1,185,000
|
|
|
576,000
|
|
Vested
|
(24,000
|
)
|
|
—
|
|
Forfeited and Canceled
|
—
|
|
|
—
|
|
Unvested and Unissued at April 30, 2016
|
1,161,000
|
|
|
576,000
|
|
Awarded
|
99,000
|
|
|
32,000
|
|
Vested
|
(27,000
|
)
|
|
(11,333
|
)
|
Forfeited and Canceled
|
(64,500
|
)
|
|
(28,667
|
)
|
Unvested and Unissued at April 29, 2017
|
1,168,500
|
|
|
568,000
|
|
Awarded
|
152,738
|
|
|
30,925
|
|
Vested
|
(24,000
|
)
|
|
(160,553
|
)
|
Forfeited and Canceled
|
(126,000
|
)
|
|
(56,000
|
)
|
Unvested and Unissued at April 28, 2018
|
1,171,238
|
|
|
382,372
|
|
Grant Fiscal Year
|
|
Number of Shares Unvested
|
|
Vesting Period
|
|
Weighted Average Value
|
|
Probable Unearned Compensation Expense at
April 28, 2018
|
|
Target Unearned Compensation Expense at
April 28, 2018
|
|||||||
2016, 2017 and 2018
|
|
363,413
|
|
(1)
|
Five-year RSA cliff, performance-based
|
|
$
|
34.11
|
|
|
$
|
5.5
|
|
|
$
|
11.0
|
|
2016, 2017 and 2018
|
|
382,372
|
|
|
Five-year RSU, 30% in fiscal 2018, 30% in fiscal 2019 and 40% in fiscal 2020
|
|
$
|
35.85
|
|
|
$
|
5.1
|
|
|
$
|
5.1
|
|
|
|
Summary of Option Activity
|
|||||
|
|
Shares
|
|
Wtd. Avg. Exercise Price
|
|||
Outstanding at May 2, 2015
|
|
242,667
|
|
|
$
|
24.50
|
|
Awarded
|
|
—
|
|
|
—
|
|
|
Exercised
|
|
(18,668
|
)
|
|
12.96
|
|
|
Canceled
|
|
(26,667
|
)
|
|
32.07
|
|
|
Outstanding at April 30, 2016
|
|
197,332
|
|
|
24.55
|
|
|
Awarded
|
|
—
|
|
|
—
|
|
|
Exercised
|
|
(125,332
|
)
|
|
17.40
|
|
|
Canceled
|
|
—
|
|
|
—
|
|
|
Outstanding at April 29, 2017
|
|
72,000
|
|
|
37.01
|
|
|
Awarded
|
|
—
|
|
|
—
|
|
|
Exercised
|
|
—
|
|
|
—
|
|
|
Canceled
|
|
—
|
|
|
—
|
|
|
Outstanding at April 28, 2018
|
|
72,000
|
|
|
$
|
37.01
|
|
Options Outstanding
at April 28, 2018 |
|||||||
Shares
|
|
Exercise Price
|
|
Avg. Remaining Life (Years)
|
|||
72,000
|
|
|
$
|
37.01
|
|
|
6.3
|
Options Exercisable
at April 28, 2018 |
|||||||
Shares
|
|
Exercise Price
|
|
Avg. Remaining Life (Years)
|
|||
72,000
|
|
|
$
|
37.01
|
|
|
6.3
|
|
|
2010 Stock Plan
|
||
|
|
Fiscal 2015 Awards
|
||
Average Expected Volatility
|
|
51.00
|
%
|
|
Average Risk-free Interest Rate
|
|
1.00
|
%
|
|
Dividend Yield
|
|
1.66
|
%
|
|
Expected Life of Options (in years)
|
|
4.12
|
|
|
Weighted-average Grant-date Fair Value
|
|
$
|
14.99
|
|
|
|
RSA Shares
|
|
Unvested and Unissued at May 2, 2015
|
|
66,667
|
|
Awarded
|
|
—
|
|
Vested
|
|
(33,333
|
)
|
Forfeited and Canceled
|
|
—
|
|
Unvested and Unissued at April 30, 2016
|
|
33,334
|
|
Awarded
|
|
—
|
|
Vested
|
|
(33,334
|
)
|
Forfeited and Canceled
|
|
—
|
|
Unvested and Unissued at April 29, 2017
|
|
—
|
|
Awarded
|
|
—
|
|
Vested
|
|
—
|
|
Forfeited and Canceled
|
|
—
|
|
Unvested and Unissued at April 28, 2018
|
|
—
|
|
|
|
Summary of Option Activity
|
|||||
|
|
Shares
|
|
Wtd. Avg.
Exercise Price
|
|||
Outstanding at May 2, 2015
|
|
108,000
|
|
|
$
|
24.21
|
|
Awarded
|
|
—
|
|
|
—
|
|
|
Exercised
|
|
(28,334
|
)
|
|
10.99
|
|
|
Canceled
|
|
—
|
|
|
—
|
|
|
Outstanding at April 30, 2016
|
|
79,666
|
|
|
28.91
|
|
|
Awarded
|
|
—
|
|
|
—
|
|
|
Exercised
|
|
(22,497
|
)
|
|
21.52
|
|
|
Canceled
|
|
—
|
|
|
—
|
|
|
Outstanding at April 29, 2017
|
|
57,169
|
|
|
31.82
|
|
|
Awarded
|
|
—
|
|
|
—
|
|
|
Exercised
|
|
(13,333
|
)
|
|
24.67
|
|
|
Canceled
|
|
(1,668
|
)
|
|
37.01
|
|
|
Outstanding at April 28, 2018
|
|
42,168
|
|
|
$
|
33.87
|
|
Options Outstanding
at April 28, 2018 |
|||||||
Shares
|
|
Exercise Price
|
|
Avg.
Remaining
Life (Years)
|
|||
5,000
|
|
|
$
|
10.55
|
|
|
2.2
|
37,168
|
|
|
$
|
37.01
|
|
|
6.3
|
42,168
|
|
|
$
|
33.87
|
|
|
|
Options Exercisable
at April 28, 2018 |
|||||||
Shares
|
|
Exercise Price
|
|
Avg.
Remaining
Life (Years)
|
|||
5,000
|
|
|
$
|
10.55
|
|
|
2.2
|
37,168
|
|
|
$
|
37.01
|
|
|
6.3
|
42,168
|
|
|
$
|
33.87
|
|
|
|
|
|
Fiscal 2015
Awards
|
||
Average Expected Volatility
|
|
51.00
|
%
|
|
Average Risk-free Interest Rate
|
|
1.00
|
%
|
|
Dividend Yield
|
|
1.66
|
%
|
|
Expected Life of Options (in years)
|
|
4.12
|
|
|
Weighted-average Grant-date Fair Value
|
|
$
|
14.99
|
|
|
|
Compensation Expense
|
||||||||||
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
2014 Incentive Plan:
|
|
|
|
|
|
|
||||||
RSAs
|
|
$
|
(1.0
|
)
|
|
$
|
6.6
|
|
|
$
|
3.6
|
|
RSUs
|
|
5.0
|
|
|
5.5
|
|
|
2.8
|
|
|||
Total 2014 Incentive Plan
|
|
4.0
|
|
|
12.1
|
|
|
6.4
|
|
|||
|
|
|
|
|
|
|
||||||
2010 Stock Plan:
|
|
|
|
|
|
|
||||||
RSUs
|
|
—
|
|
|
0.1
|
|
|
0.1
|
|
|||
Stock Options
|
|
—
|
|
|
0.1
|
|
|
0.3
|
|
|||
Total 2010 Stock Plan
|
|
—
|
|
|
0.2
|
|
|
0.4
|
|
|||
|
|
|
|
|
|
|
||||||
2007 Stock Plan:
|
|
|
|
|
|
|
||||||
Stock Options
|
|
—
|
|
|
0.1
|
|
|
0.6
|
|
|||
Total 2007 Stock Plan
|
|
—
|
|
|
0.1
|
|
|
0.6
|
|
|||
|
|
|
|
|
|
|
||||||
Total Compensation Expense
|
|
$
|
4.0
|
|
|
$
|
12.4
|
|
|
$
|
7.4
|
|
|
|
April 28,
2018 |
|
April 29,
2017 |
||||
Deferred Tax Liabilities:
|
|
|
|
|
|
|
||
Accelerated Tax Depreciation
|
|
$
|
6.3
|
|
|
$
|
2.0
|
|
Accelerated Book Amortization
|
|
11.4
|
|
|
—
|
|
||
Foreign Tax Withheld
|
|
4.8
|
|
|
4.2
|
|
||
Deferred Income
|
|
0.2
|
|
|
0.4
|
|
||
Deferred Tax Liabilities, Gross
|
|
22.7
|
|
|
6.6
|
|
||
Deferred Tax Assets:
|
|
|
|
|
|
|
||
Deferred Compensation and Stock Award Amortization
|
|
7.5
|
|
|
10.1
|
|
||
Inventory Valuation Differences
|
|
1.8
|
|
|
2.9
|
|
||
Property Valuation Differences
|
|
2.0
|
|
|
1.9
|
|
||
Accelerated Book Amortization
|
|
—
|
|
|
7.2
|
|
||
Environmental Reserves
|
|
0.2
|
|
|
0.5
|
|
||
Bad Debt Reserves
|
|
0.1
|
|
|
0.1
|
|
||
Vacation Accruals
|
|
1.0
|
|
|
1.0
|
|
||
Foreign Investment Tax Credit
|
|
29.3
|
|
|
17.9
|
|
||
Net Operating Loss Carryovers
|
|
5.8
|
|
|
4.7
|
|
||
Other Accruals
|
|
1.5
|
|
|
2.6
|
|
||
Deferred Tax Assets, Gross
|
|
49.2
|
|
|
48.9
|
|
||
Less Valuation Allowance
|
|
2.5
|
|
|
1.9
|
|
||
Deferred Tax Assets, Net of Valuation Allowance
|
|
46.7
|
|
|
47.0
|
|
||
Net Deferred Tax Assets
|
|
$
|
24.0
|
|
|
$
|
40.4
|
|
Balance Sheet Classification:
|
|
|
|
|
|
|
||
Non-current Asset
|
|
42.3
|
|
|
40.4
|
|
||
Non-current Liability
|
|
(18.3
|
)
|
|
—
|
|
||
Net Deferred Tax Assets
|
|
$
|
24.0
|
|
|
$
|
40.4
|
|
|
|
Fiscal Year Ended
|
||||||||||
|
|
April 28,
2018 |
|
April 29,
2017 |
|
April 30,
2016 |
||||||
Domestic Source
|
|
$
|
11.4
|
|
|
$
|
21.6
|
|
|
$
|
25.3
|
|
Foreign Source
|
|
112.4
|
|
|
94.3
|
|
|
85.6
|
|
|||
Income before Income Tax
|
|
$
|
123.8
|
|
|
$
|
115.9
|
|
|
$
|
110.9
|
|
|
|
Fiscal Year Ended
|
||||||||||
|
|
April 28,
2018 |
|
April 29,
2017 |
|
April 30,
2016 |
||||||
Current
|
|
|
|
|
|
|
|
|
|
|||
Federal
|
|
$
|
46.5
|
|
|
$
|
9.2
|
|
|
$
|
2.8
|
|
Foreign
|
|
18.8
|
|
|
17.0
|
|
|
14.7
|
|
|||
State
|
|
0.3
|
|
|
0.7
|
|
|
0.6
|
|
|||
Subtotal
|
|
65.6
|
|
|
26.9
|
|
|
18.1
|
|
|||
|
|
|
|
|
|
|
||||||
Deferred
|
|
|
|
|
|
|
||||||
Federal and State
|
|
11.6
|
|
|
(1.2
|
)
|
|
5.5
|
|
|||
Foreign
|
|
(10.6
|
)
|
|
(2.7
|
)
|
|
2.7
|
|
|||
Subtotal
|
|
1.0
|
|
|
(3.9
|
)
|
|
8.2
|
|
|||
Total Income Tax Expense
|
|
$
|
66.6
|
|
|
$
|
23.0
|
|
|
$
|
26.3
|
|
|
|
Fiscal Year Ended
|
|||||||||||||||||||
|
|
April 28,
2018 |
|
April 29,
2017 |
|
April 30,
2016 |
|||||||||||||||
Income Tax at Statutory Rate
|
|
$
|
37.7
|
|
|
30.5
|
%
|
|
$
|
40.5
|
|
|
35.0
|
%
|
|
$
|
38.9
|
|
|
35.0
|
%
|
Effect of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
State Income Taxes, Net of Federal Benefit
|
|
0.1
|
|
|
0.1
|
%
|
|
0.9
|
|
|
0.8
|
%
|
|
0.4
|
|
|
0.4
|
%
|
|||
U.S. Tax Reform Repatriation
|
|
48.5
|
|
|
39.2
|
%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|||
Foreign Operations with Lower Statutory Rates
|
|
(15.3
|
)
|
|
(12.4
|
)%
|
|
(14.5
|
)
|
|
(12.5
|
)%
|
|
(11.9
|
)
|
|
(10.7
|
)%
|
|||
Foreign Investment Tax Credit
|
|
(9.8
|
)
|
|
(7.9
|
)%
|
|
(4.7
|
)
|
|
(4.1
|
)%
|
|
(2.1
|
)
|
|
(1.9
|
)%
|
|||
Change in Tax Reserve
|
|
0.1
|
|
|
—
|
%
|
|
0.1
|
|
|
0.1
|
%
|
|
0.1
|
|
|
0.1
|
%
|
|||
Change in Valuation Allowance
|
|
0.4
|
|
|
0.3
|
%
|
|
0.3
|
|
|
0.3
|
%
|
|
0.1
|
|
|
0.1
|
%
|
|||
Tax Rate Change, Foreign
|
|
(1.5
|
)
|
|
(1.2
|
)%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|||
U.S. Tax Reform Re-measurements
|
|
5.2
|
|
|
4.2
|
%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|||
Other, Net
|
|
1.2
|
|
|
1.0
|
%
|
|
0.4
|
|
|
0.3
|
%
|
|
0.8
|
|
|
0.8
|
%
|
|||
Income Tax Provision (Benefit)
|
|
$
|
66.6
|
|
|
53.8
|
%
|
|
$
|
23.0
|
|
|
19.9
|
%
|
|
$
|
26.3
|
|
|
23.8
|
%
|
Balance as of April 29, 2017
|
|
$
|
1.3
|
|
Increases for Positions Related to the Prior Years
|
|
—
|
|
|
Increases for Positions Related to the Current Year
|
|
0.1
|
|
|
Decreases for Positions Related to the Prior Years
|
|
—
|
|
|
Lapsing of Statutes of Limitations
|
|
—
|
|
|
Balance as of April 28, 2018
|
|
$
|
1.4
|
|
|
|
Fiscal Year Ended
|
||||||||||
|
|
April 28,
2018 |
|
April 29,
2017 |
|
April 30,
2016 |
||||||
Numerator:
|
|
|
|
|
|
|
||||||
Net Income
|
|
$
|
57.2
|
|
|
$
|
92.9
|
|
|
$
|
84.6
|
|
|
|
|
|
|
|
|
||||||
Denominator:
|
|
|
|
|
|
|
|
|
||||
Denominator for Basic Earnings Per Share-Weighted Average Shares Outstanding and Vested/Unissued Restricted Stock Awards
|
|
37,281,630
|
|
|
37,283,096
|
|
|
38,333,484
|
|
|||
Dilutive Potential Common Shares-Employee Stock Options, Restricted Stock Awards and Restricted Stock Units
|
|
260,269
|
|
|
202,605
|
|
|
138,128
|
|
|||
Denominator for Diluted Earnings Per Share
|
|
37,541,899
|
|
|
37,485,701
|
|
|
38,471,612
|
|
|||
|
|
|
|
|
|
|
||||||
Basic and Diluted Income Per Share:
|
|
|
|
|
|
|
|
|
||||
Basic Income Per Share
|
|
$
|
1.54
|
|
|
$
|
2.49
|
|
|
$
|
2.21
|
|
Diluted Income Per Share
|
|
$
|
1.52
|
|
|
$
|
2.48
|
|
|
$
|
2.20
|
|
|
Year Ended April 28, 2018
|
||||||||||||||||||||||
|
Automotive
|
|
Interface
|
|
Power
Products
|
|
Other
|
|
Eliminations/Corporate
|
|
Consolidated
|
||||||||||||
Net Sales
|
$
|
738.4
|
|
|
$
|
116.1
|
|
|
$
|
63.4
|
|
|
$
|
0.3
|
|
|
$
|
(9.9
|
)
|
|
$
|
908.3
|
|
Transfers between Segments
|
(9.7
|
)
|
|
(0.3
|
)
|
|
(0.2
|
)
|
|
—
|
|
|
10.2
|
|
|
—
|
|
||||||
Net Sales to Unaffiliated Customers
|
$
|
728.7
|
|
|
$
|
115.8
|
|
|
$
|
63.2
|
|
|
$
|
0.3
|
|
|
$
|
0.3
|
|
|
$
|
908.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Income/(Loss) from Operations
|
$
|
156.3
|
|
|
$
|
5.0
|
|
|
$
|
14.0
|
|
|
$
|
(11.4
|
)
|
|
$
|
(45.6
|
)
|
|
$
|
118.3
|
|
Interest Expense, Net
|
|
|
|
|
|
|
|
|
|
|
0.9
|
|
|||||||||||
Other Income, Net
|
|
|
|
|
|
|
|
|
|
|
(6.4
|
)
|
|||||||||||
Income before Income Taxes
|
|
|
|
|
|
|
|
|
|
|
$
|
123.8
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Depreciation and Amortization
|
$
|
21.3
|
|
|
$
|
3.5
|
|
|
$
|
1.6
|
|
|
$
|
0.8
|
|
|
$
|
0.9
|
|
|
$
|
28.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Identifiable Assets
|
$
|
632.7
|
|
|
$
|
251.4
|
|
|
$
|
48.5
|
|
|
$
|
8.1
|
|
|
$
|
(24.8
|
)
|
|
$
|
915.9
|
|
|
Year Ended April 29, 2017
|
||||||||||||||||||||||
|
Automotive
|
|
Interface
|
|
Power
Products
|
|
Other
|
|
Eliminations/Corporate
|
|
Consolidated
|
||||||||||||
Net Sales
|
$
|
641.0
|
|
|
$
|
128.2
|
|
|
$
|
56.5
|
|
|
$
|
2.2
|
|
|
$
|
(11.4
|
)
|
|
$
|
816.5
|
|
Transfers between Segments
|
(8.8
|
)
|
|
(0.8
|
)
|
|
(0.2
|
)
|
|
(1.9
|
)
|
|
11.7
|
|
|
—
|
|
||||||
Net Sales to Unaffiliated Customers
|
$
|
632.2
|
|
|
$
|
127.4
|
|
|
$
|
56.3
|
|
|
$
|
0.3
|
|
|
$
|
0.3
|
|
|
$
|
816.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Income/(Loss) from Operations
|
$
|
148.3
|
|
|
$
|
(0.9
|
)
|
|
$
|
11.5
|
|
|
$
|
(12.4
|
)
|
|
$
|
(35.7
|
)
|
|
$
|
110.8
|
|
Interest Income, Net
|
|
|
|
|
|
|
|
|
|
|
(0.4
|
)
|
|||||||||||
Other Income, Net
|
|
|
|
|
|
|
|
|
|
|
(4.7
|
)
|
|||||||||||
Income before Income Taxes
|
|
|
|
|
|
|
|
|
|
|
$
|
115.9
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Depreciation and Amortization
|
$
|
15.5
|
|
|
$
|
4.2
|
|
|
$
|
2.8
|
|
|
$
|
1.0
|
|
|
$
|
0.8
|
|
|
$
|
24.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Identifiable Assets
|
$
|
462.3
|
|
|
$
|
202.5
|
|
|
$
|
46.2
|
|
|
$
|
5.2
|
|
|
$
|
(12.2
|
)
|
|
$
|
704.0
|
|
|
Year Ended April 30, 2016
|
||||||||||||||||||||||
|
Automotive
|
|
Interface
|
|
Power
Products
|
|
Other
|
|
Eliminations/Corporate
|
|
Consolidated
|
||||||||||||
Net Sales
|
$
|
623.1
|
|
|
$
|
142.6
|
|
|
$
|
54.1
|
|
|
$
|
0.6
|
|
|
$
|
(11.3
|
)
|
|
$
|
809.1
|
|
Transfers between Segments
|
(8.8
|
)
|
|
(1.8
|
)
|
|
(0.6
|
)
|
|
(0.3
|
)
|
|
11.5
|
|
|
—
|
|
||||||
Net Sales to Unaffiliated Customers
|
$
|
614.3
|
|
|
$
|
140.8
|
|
|
$
|
53.5
|
|
|
$
|
0.3
|
|
|
$
|
0.2
|
|
|
$
|
809.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Income/(Loss) from Operations
|
$
|
136.8
|
|
|
$
|
2.7
|
|
|
$
|
9.4
|
|
|
$
|
(8.8
|
)
|
|
$
|
(30.4
|
)
|
|
$
|
109.7
|
|
Interest Income, Net
|
|
|
|
|
|
|
|
|
|
|
(0.7
|
)
|
|||||||||||
Other Income, Net
|
|
|
|
|
|
|
|
|
|
|
(0.5
|
)
|
|||||||||||
Income before Income Taxes
|
|
|
|
|
|
|
|
|
|
|
$
|
110.9
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Depreciation and Amortization
|
$
|
15.6
|
|
|
$
|
4.3
|
|
|
$
|
2.3
|
|
|
$
|
0.6
|
|
|
$
|
1.1
|
|
|
$
|
23.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Identifiable Assets
|
$
|
418.4
|
|
|
$
|
184.8
|
|
|
$
|
46.4
|
|
|
$
|
5.0
|
|
|
$
|
1.3
|
|
|
$
|
655.9
|
|
|
|
Fiscal Year Ended
|
||||||||||
|
|
April 28,
2018 |
|
April 29,
2017 |
|
April 30,
2016 |
||||||
Net Sales:
|
|
|
|
|
|
|
|
|
|
|||
U.S.
|
|
$
|
487.5
|
|
|
$
|
506.9
|
|
|
$
|
491.9
|
|
Malta
|
|
184.0
|
|
|
155.5
|
|
|
167.1
|
|
|||
China
|
|
117.3
|
|
|
127.7
|
|
|
124.8
|
|
|||
Canada
|
|
54.4
|
|
|
—
|
|
|
—
|
|
|||
Belgium
|
|
26.2
|
|
|
—
|
|
|
—
|
|
|||
Other
|
|
38.9
|
|
|
26.4
|
|
|
25.3
|
|
|||
Total Net Sales
|
|
$
|
908.3
|
|
|
$
|
816.5
|
|
|
$
|
809.1
|
|
|
|
|
|
|
|
|
||||||
Property, Plant and Equipment, Net:
|
|
|
|
|
|
|
|
|
|
|||
U.S.
|
|
$
|
63.3
|
|
|
$
|
44.9
|
|
|
$
|
44.0
|
|
Malta
|
|
36.8
|
|
|
26.4
|
|
|
28.7
|
|
|||
Belgium
|
|
25.0
|
|
|
—
|
|
|
—
|
|
|||
Canada
|
|
13.9
|
|
|
—
|
|
|
—
|
|
|||
Egypt
|
|
10.7
|
|
|
8.4
|
|
|
8.2
|
|
|||
China
|
|
7.2
|
|
|
5.9
|
|
|
7.4
|
|
|||
Mexico
|
|
4.6
|
|
|
4.3
|
|
|
3.9
|
|
|||
Other
|
|
0.7
|
|
|
0.7
|
|
|
0.8
|
|
|||
Total Property, Plant and Equipment, Net
|
|
$
|
162.2
|
|
|
$
|
90.6
|
|
|
$
|
93.0
|
|
|
|
2018
|
|
2017
|
||||
Manufacturing Equipment
|
|
$
|
1.6
|
|
|
$
|
—
|
|
Accumulated Amortization
|
|
(0.2
|
)
|
|
—
|
|
||
Net Capital Leases
|
|
$
|
1.4
|
|
|
$
|
—
|
|
|
|
Capitalized Leases
|
|
Operating Leases
|
||||
Year:
|
|
|
|
|
||||
2019
|
|
$
|
0.9
|
|
|
$
|
6.7
|
|
2020
|
|
0.8
|
|
|
5.3
|
|
||
2021
|
|
0.5
|
|
|
3.3
|
|
||
2022
|
|
0.5
|
|
|
2.3
|
|
||
2023
|
|
0.2
|
|
|
1.4
|
|
||
Later Years
|
|
—
|
|
|
1.3
|
|
||
Net Minimum Lease Payments
|
|
2.9
|
|
|
$
|
20.3
|
|
|
Less Amount Representing Interest
|
|
(0.1
|
)
|
|
|
|||
Present Value of Net Minimum Lease Payments
|
|
2.8
|
|
|
|
|||
Less Current Portion
|
|
(0.9
|
)
|
|
|
|||
Long-term Obligations at April 28, 2018
|
|
$
|
1.9
|
|
|
|
|
|
Fiscal 2018
|
||||||||||||||
|
|
Quarter Ended
|
||||||||||||||
|
|
July 29, 2017
|
|
October 28, 2017
|
|
January 27, 2018
|
|
April 28, 2018
|
||||||||
Net Sales
|
|
$
|
201.2
|
|
|
$
|
230.1
|
|
|
$
|
228.0
|
|
|
$
|
249.0
|
|
Gross Profit
|
|
$
|
55.6
|
|
|
$
|
62.0
|
|
|
$
|
60.1
|
|
|
$
|
61.9
|
|
Net Income (Loss)
|
|
$
|
20.5
|
|
|
$
|
24.2
|
|
|
$
|
(24.3
|
)
|
|
$
|
36.8
|
|
Net Income (Loss) per Basic Common Share
|
|
$
|
0.55
|
|
|
$
|
0.65
|
|
|
$
|
(0.65
|
)
|
|
$
|
0.99
|
|
Net Income (Loss) per Diluted Common Share
|
|
$
|
0.55
|
|
|
$
|
0.64
|
|
|
$
|
(0.65
|
)
|
|
$
|
0.98
|
|
|
|
Fiscal 2017
|
||||||||||||||
|
|
Quarter Ended
|
||||||||||||||
|
|
July 30, 2016
|
|
October 29, 2016
|
|
January 28, 2017
|
|
April 29, 2017
|
||||||||
Net Sales
|
|
$
|
191.9
|
|
|
$
|
209.3
|
|
|
$
|
195.6
|
|
|
$
|
219.7
|
|
Gross Profit
|
|
$
|
54.1
|
|
|
$
|
55.6
|
|
|
$
|
53.4
|
|
|
$
|
55.2
|
|
Net Income
|
|
$
|
21.2
|
|
|
$
|
24.9
|
|
|
$
|
23.7
|
|
|
$
|
23.1
|
|
Net Income per Basic Common Share
|
|
$
|
0.57
|
|
|
$
|
0.66
|
|
|
$
|
0.64
|
|
|
$
|
0.62
|
|
Net Income per Diluted Common Share
|
|
$
|
0.57
|
|
|
$
|
0.66
|
|
|
$
|
0.63
|
|
|
$
|
0.62
|
|
|
|
Fiscal 2018
|
||||||||||||||
|
|
Quarter Ended
|
||||||||||||||
|
|
July 29, 2017
|
|
October 28, 2017
|
|
January 27, 2018
|
|
April 28, 2018
|
||||||||
Legal Fees Related to the Hetronic lawsuit
|
|
$
|
2.9
|
|
|
$
|
1.6
|
|
|
$
|
1.5
|
|
|
$
|
2.1
|
|
Acquisition-related Expenses
|
|
$
|
2.6
|
|
|
$
|
4.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Grant Income from Foreign Government for Maintaining Certain Employment Levels
|
|
$
|
—
|
|
|
$
|
(1.5
|
)
|
|
$
|
(3.6
|
)
|
|
$
|
(2.2
|
)
|
Compensation Expense Reversal Related to the Re-estimation of RSA Performance Level
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(6.0
|
)
|
|
$
|
—
|
|
Discrete Estimated Net Income Tax Charge with Respect to U.S. Tax Reform
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
56.8
|
|
|
$
|
(3.1
|
)
|
Foreign Investment Tax Credit
|
|
$
|
(0.4
|
)
|
|
$
|
(0.4
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
(8.7
|
)
|
|
|
Fiscal 2017
|
||||||||||||||
|
|
Quarter Ended
|
||||||||||||||
|
|
July 30, 2016
|
|
October 29, 2016
|
|
January 28, 2017
|
|
April 29, 2017
|
||||||||
Legal Fees Related to the Hetronic lawsuit
|
|
$
|
4.3
|
|
|
$
|
2.3
|
|
|
$
|
1.6
|
|
|
$
|
2.8
|
|
Shut-down Costs for Two Reporting Units
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2.2
|
|
Acquisition Expenses *
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1.5
|
|
Grant Income from Foreign Government for Maintaining Certain Employment Levels
|
|
$
|
—
|
|
|
$
|
(1.5
|
)
|
|
$
|
(1.5
|
)
|
|
$
|
(1.5
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
* Related to a Potential Acquisition We Elected Not to Undertake.
|
|
|
|
|
|
|
|
|
COL. A
|
COL. B
|
COL. C
|
|
COL. D.
|
|
COL. E
|
||||||||||||
|
|
Additions
|
|
|
|
|
||||||||||||
Description
|
Balance at
Beginning of
Period
|
Charged to Costs
and Expenses
|
|
Charged to Other
Accounts—
Describe
|
|
Deductions—
Describe
|
|
Balance at End of
Period
|
||||||||||
|
|
|
|
|
|
|
|
|
||||||||||
YEAR ENDED APRIL 28, 2018:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Reserves and allowances deducted from asset accounts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Allowance for uncollectible accounts
|
$
|
0.6
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
(2)
|
$
|
0.5
|
|
Deferred tax valuation allowance
|
$
|
1.9
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(0.6
|
)
|
(5)
|
$
|
2.5
|
|
|
|
|
|
|
|
|
|
|
||||||||||
YEAR ENDED APRIL 29, 2017:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Reserves and allowances deducted from asset accounts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Allowance for uncollectible accounts
|
$
|
0.5
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(2)
|
$
|
0.6
|
|
Deferred tax valuation allowance
|
$
|
1.3
|
|
|
|
|
|
|
|
$
|
(0.6
|
)
|
(5)
|
$
|
1.9
|
|
||
|
|
|
|
|
|
|
|
|
||||||||||
YEAR ENDED APRIL 30, 2016:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Reserves and allowances deducted from asset accounts:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Allowance for uncollectible accounts
|
$
|
0.5
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
(2)
|
$
|
0.5
|
|
Deferred tax valuation allowance
|
$
|
2.0
|
|
|
|
|
|
|
|
$
|
0.7
|
|
(5)
|
$
|
1.3
|
|
Exhibit
Number
|
|
Description
|
3.1
|
|
|
3.2
|
|
|
4.1
|
|
|
10.1*
|
|
|
10.2*
|
|
|
10.3*
|
|
|
10.4*
|
|
|
10.5*
|
|
|
10.6*
|
|
|
10.7*
|
|
|
10.8*
|
|
|
10.9*
|
|
|
10.10*
|
|
|
10.11*
|
|
|
10.12*
|
|
|
10.13*
|
|
|
10.14*
|
|
|
10.15*
|
|
|
10.16*
|
|
|
10.17*
|
|
|
10.18
|
|
|
10.19*
|
|
|
10.20*
|
|
|
10.21*
|
|
|
10.22*
|
|
|
21
|
|
|
23
|
|
|
31.1
|
|
|
31.2
|
|
|
32
|
|
|
101**
|
|
Interactive Data File
|
(i)
|
any one “person” or more than one person acting as a “group” becomes the “beneficial owner” (as such terms are used in the Securities Exchange Act of 1934) of more than fifty percent (50%) of the total voting power of common stock then outstanding; provided, however, that any acquisition by the Company, any entity controlled by the Company or any employee benefit plan (or related trust) sponsored or maintained by the Company or any entity controlled by the Company shall not constitute a Change in Control of the Company; or
|
(ii)
|
a majority of the members of the Company’s Board of Directors is replaced during any twelve (12) month period by directors whose appointment or election is not endorsed by a majority of the Company’s Board of Directors before the date of the appointment or election; or
|
(iii)
|
the consummation of a merger, consolidation or similar transaction involving the Company where, immediately after the consummation of such transaction, the stockholders of the Company immediately prior thereto do not own, directly or indirectly, either of the following, in each case, in substantially the same proportion as the ownership of the Company’s stockholders prior to such transaction: (A) outstanding voting securities representing more than 50% of the combined outstanding voting power of the surviving entity in such transaction or (B) more than 50% of the combined outstanding voting power of the parent of the surviving entity in such transaction; or
|
(iv)
|
the consummation of a sale, transfer or liquidation of all or substantially all of the assets of the Company and its subsidiaries.
|
(i)
|
The Company shall materially reduce the nature, scope or level of Executive’s responsibilities from the nature, scope or level of such responsibilities prior to the Change in Control (or prior to the Period Pending a Change in Control), or shall fail to provide Executive with adequate office facilities and support services to perform such responsibilities.
|
(ii)
|
The Company shall require Executive to move Executive’s principal business office more than 25 miles from Executive’s principal business office at the time of this Agreement, or assign to Executive duties that would reasonably require such move; provided, however, that if Executive’s principal business office is not located at the Company’s then current corporate headquarters, and the Company requires Executive to move Executive’s principal business office to such corporate headquarters, or assigns to Executive duties that would reasonably require such move, such actions shall not constitute “Good Reason” under this subsection (ii).
|
(iii)
|
The Company shall require Executive, or assign duties to Executive which would reasonably require Executive, to increase, by more than twenty-four, the number of normal working days (determined at the time of this Agreement) that Executive spends away from Executive’s principal business office during any consecutive twelve-month period.
|
(iv)
|
The Company shall reduce Executive’s Annual Salary below that in effect as of the date of this Agreement (or as of the Change in Control, if greater),
|
(v)
|
The Company shall materially reduce or fail to continue in effect any cash or stock-based incentive or bonus plan, retirement plan, welfare benefit plan, or other benefit plan, program or arrangement, unless the aggregate value (as computed by an independent employee benefits consultant selected by the Company) of all such incentive, bonus, retirement and benefit plans, programs and arrangements provided to Executive is not materially less than their aggregate value as of the date of this Agreement (or as of the Change in Control, if greater).
|
(vi)
|
If the Board of Directors fails to act in good faith with respect to the Company’s obligations hereunder, or the Company breaches its obligations hereunder.
|
Subsidiary
(1)
|
Jurisdiction of Incorporation
|
|
|
ABAS, Inc.
|
Delaware
|
Active Energy Solutions, Inc.
|
Delaware
|
Advanced Molding and Decoration S.A. de C.V.
|
Mexico
|
Dabir Surfaces, Inc.
|
Delaware
|
Floduval S.A.
|
Belgium
|
Hetronic International, Inc.
|
Delaware
|
Hetronic Italy S.R.L.
|
Italy
|
Hetronic Midwest, LLC
|
Delaware
|
Hetronic Swiss AG
|
Switzerland
|
Hetronic USA, Inc.
|
Delaware
|
IRU Resources S.A. De C.V.
|
Mexico
|
KBA, Inc.
|
Delaware
|
Magna-Lastic Devices, Inc.
|
Delaware
|
Methode Development Company
|
Delaware
|
Methode Data Solutions Group Europe, Ltd
|
Malta
|
Methode Electronics Asia Pte, Ltd.
|
Singapore
|
Methode Electronics Far East Pte., Ltd.
|
Singapore
|
Methode Electronics India, Private Ltd.
|
India
|
Methode Electronics International GmbH
|
Germany
|
Methode Electronics Malta Holdings Ltd.
|
Malta
|
Methode Electronics Malta Ltd.
|
Malta
|
Methode Electronics Malta Mriehel Limited
|
Malta
|
Methode Electronics Mediterranean Company Ltd.
|
Malta
|
Methode Electronics Middle East, S.A.L.
|
Lebanon
|
Methode Electronics (Shanghai) Co. Ltd.
|
China
|
Methode Electronics U.K. Ltd.
|
United Kingdom
|
Methode Mexico, S.A. de C.V.
|
Mexico
|
Methode Surface Treatment (Zhenjiang), Co., Ltd.
|
China
|
Pacific Insight Electronics Corp.
|
Canada
|
Pacific Insight Electronics USA Corp.
|
Michigan
|
Pacific Insight Mexico S.A. de C.V.
|
Mexico
|
Procoplast S.A.
|
Belgium
|
Proco-Immo S.A.
|
Belgium
|
Samaya Electronics Egypt, Ltd.
|
Egypt
|
TouchSensor Technologies, L.L.C.
|
Delaware
|
1.
|
Registration Statement (Form S-8 No. 333-200846) pertaining to the Methode Electronics, Inc. 2014 Omnibus Incentive Plan,
|
2.
|
Registration Statement (Form S-8 No. 333-170959) pertaining to the Methode Electronics, Inc. 2010 Stock Plan,
|
3.
|
Registration Statement (Form S-8 No. 333-146709) pertaining to the Methode Electronics, Inc. 2007 Stock Plan,
|
4.
|
Registration Statement (Form S-8 No. 333-121090) pertaining to the Methode Electronics, Inc. 2004 Stock Plan,
|
5.
|
Registration Statement (Form S-8 No. 333-71042) pertaining to the Methode Electronics, Inc. 2000 Stock Plan,
|
6.
|
Registration Statement (Form S-8 No. 333-48356) pertaining to the Methode Electronics, Inc. 401(k) Savings Plan,
|
1.
|
I have reviewed this report on Form 10-Q of Methode Electronics, 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;
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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
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d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrants fourth 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
|
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.
|
Dated:
|
June 21, 2018
|
|
|
|
|
||
|
/s/ Donald W. Duda
|
||
|
Chief Executive Officer
|
||
|
(principal executive officer)
|
1.
|
I have reviewed this report on Form 10-Q of Methode Electronics, 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)
|
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 registrant's most recent fiscal quarter (the registrants fourth 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
|
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.
|
Dated:
|
June 21, 2018
|
|
|
|
|
||
|
/s/ Ron L.G. Tsoumas
|
||
|
Chief Financial Officer
|
||
|
(principal financial officer)
|
Dated:
|
June 21, 2018
|
|
/s/ Donald W. Duda
|
|
Donald W. Duda
|
||
|
Chief Executive Officer
|
||
|
|
||
|
|
||
Dated:
|
June 21, 2018
|
|
/s/ Ron L.G. Tsoumas
|
|
Ron L.G. Tsoumas
|
||
|
Chief Financial Officer
|