x
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QUARTERLY 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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Delaware
|
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52-1604305
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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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|
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160 S. Industrial Blvd., Calhoun, Georgia
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|
30701
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer
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x
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Accelerated filer
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¨
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Emerging growth company
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¨
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Page No
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Part I.
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Item 1.
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Item 2.
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Item 3.
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Item 4.
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Part II.
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Item 1.
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Item 1A.
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Item 2.
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Item 3.
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Item 4.
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Item 5.
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Item 6.
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July 1,
2017 |
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December 31,
2016 |
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ASSETS
|
|
|
|
|||
Current assets:
|
|
|
|
|||
Cash and cash equivalents
|
$
|
130,238
|
|
|
121,665
|
|
Receivables, net
|
1,639,614
|
|
|
1,376,151
|
|
|
Inventories
|
1,865,941
|
|
|
1,675,751
|
|
|
Prepaid expenses
|
345,294
|
|
|
267,724
|
|
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Other current assets
|
29,636
|
|
|
30,221
|
|
|
Total current assets
|
4,010,723
|
|
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3,471,512
|
|
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Property, plant and equipment
|
6,958,650
|
|
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6,243,775
|
|
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Less: accumulated depreciation
|
3,066,399
|
|
|
2,873,427
|
|
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Property, plant and equipment, net
|
3,892,251
|
|
|
3,370,348
|
|
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Goodwill
|
2,417,058
|
|
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2,274,426
|
|
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Tradenames
|
624,999
|
|
|
580,147
|
|
|
Other intangible assets subject to amortization, net
|
253,302
|
|
|
254,459
|
|
|
Deferred income taxes and other non-current assets
|
391,158
|
|
|
279,704
|
|
|
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$
|
11,589,491
|
|
|
10,230,596
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|||
Current liabilities:
|
|
|
|
|||
Short-term debt and current portion of long-term debt
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$
|
1,754,077
|
|
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1,382,738
|
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Accounts payable and accrued expenses
|
1,466,658
|
|
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1,335,582
|
|
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Total current liabilities
|
3,220,735
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|
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2,718,320
|
|
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Deferred income taxes
|
389,259
|
|
|
361,416
|
|
|
Long-term debt, less current portion
|
1,174,440
|
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1,128,747
|
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Other long-term liabilities
|
323,851
|
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214,930
|
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Total liabilities
|
5,108,285
|
|
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4,423,413
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Commitments and contingencies (Note 13)
|
|
|
|
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Redeemable noncontrolling interest
|
26,713
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|
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23,696
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|
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Stockholders’ equity:
|
|
|
|
|||
Preferred stock, $.01 par value; 60 shares authorized; no shares issued
|
—
|
|
|
—
|
|
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Common stock, $.01 par value; 150,000 shares authorized; 81,688 and 81,519 shares issued in 2017 and 2016, respectively
|
817
|
|
|
815
|
|
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Additional paid-in capital
|
1,804,065
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|
1,791,540
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Retained earnings
|
5,494,149
|
|
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5,032,914
|
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Accumulated other comprehensive loss
|
(636,787
|
)
|
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(833,027
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)
|
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6,662,244
|
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5,992,242
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Less treasury stock at cost; 7,350 and 7,351 shares in 2017 and 2016, respectively
|
215,766
|
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215,791
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Total Mohawk Industries, Inc. stockholders' equity
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6,446,478
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5,776,451
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Nonredeemable noncontrolling interest
|
8,015
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7,036
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Total stockholders' equity
|
6,454,493
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5,783,487
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$
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11,589,491
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10,230,596
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Three Months Ended
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Six Months Ended
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|||||||||
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July 1,
2017 |
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July 2,
2016 |
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July 1,
2017 |
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July 2,
2016 |
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Net sales
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$
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2,453,038
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2,310,336
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4,673,683
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4,482,382
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Cost of sales
|
1,673,902
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1,554,748
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3,214,194
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3,087,115
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Gross profit
|
779,136
|
|
|
755,588
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|
1,459,489
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|
|
1,395,267
|
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Selling, general and administrative expenses
|
423,311
|
|
|
404,896
|
|
|
828,880
|
|
|
798,903
|
|
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Operating income
|
355,825
|
|
|
350,692
|
|
|
630,609
|
|
|
596,364
|
|
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Interest expense
|
8,393
|
|
|
10,351
|
|
|
16,595
|
|
|
22,652
|
|
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Other expense (income), net
|
3,002
|
|
|
(5,807
|
)
|
|
170
|
|
|
(2,378
|
)
|
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Earnings before income taxes
|
344,430
|
|
|
346,148
|
|
|
613,844
|
|
|
576,090
|
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Income tax expense
|
82,682
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|
90,034
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|
151,040
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|
147,859
|
|
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Net earnings including noncontrolling interests
|
261,748
|
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|
256,114
|
|
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462,804
|
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|
428,231
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Net income attributable to noncontrolling interests
|
1,067
|
|
|
926
|
|
|
1,569
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|
1,495
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Net earnings attributable to Mohawk Industries, Inc.
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$
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260,681
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255,188
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461,235
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426,736
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|||||
Basic earnings per share attributable to Mohawk Industries, Inc.
|
|
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|||||
Basic earnings per share attributable to Mohawk Industries, Inc.
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$
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3.51
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|
3.44
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|
6.21
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|
5.76
|
|
Weighted-average common shares outstanding—basic
|
74,327
|
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|
74,123
|
|
|
74,269
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|
74,049
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|||||
Diluted earnings per share attributable to Mohawk Industries, Inc.
|
|
|
|
|
|
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|
|||||
Diluted earnings per share attributable to Mohawk Industries, Inc.
|
$
|
3.48
|
|
|
3.42
|
|
|
6.17
|
|
|
5.73
|
|
Weighted-average common shares outstanding—diluted
|
74,801
|
|
|
74,574
|
|
|
74,773
|
|
|
74,526
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
|||||
Net earnings including noncontrolling interests
|
$
|
261,748
|
|
|
256,114
|
|
|
462,804
|
|
|
428,231
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|||||
Foreign currency translation adjustments
|
113,465
|
|
|
(43,054
|
)
|
|
197,088
|
|
|
77,714
|
|
|
Pension prior service cost and actuarial (loss) gain
|
(266
|
)
|
|
13
|
|
|
(848
|
)
|
|
(7
|
)
|
|
Other comprehensive income (loss)
|
113,199
|
|
|
(43,041
|
)
|
|
196,240
|
|
|
77,707
|
|
|
Comprehensive income
|
374,947
|
|
|
213,073
|
|
|
659,044
|
|
|
505,938
|
|
|
Comprehensive income attributable to noncontrolling interests
|
1,067
|
|
|
926
|
|
|
1,569
|
|
|
1,495
|
|
|
Comprehensive income attributable to Mohawk Industries, Inc.
|
$
|
373,880
|
|
|
212,147
|
|
|
657,475
|
|
|
504,443
|
|
|
Six Months Ended
|
|||||
|
July 1, 2017
|
|
July 2, 2016
|
|||
Cash flows from operating activities:
|
|
|
|
|||
Net earnings
|
$
|
462,804
|
|
|
428,231
|
|
Adjustments to reconcile net earnings to net cash provided by operating activities:
|
|
|
|
|||
Restructuring
|
16,353
|
|
|
9,524
|
|
|
Depreciation and amortization
|
214,785
|
|
|
201,408
|
|
|
Deferred income taxes
|
4,679
|
|
|
17,375
|
|
|
Loss (gain) on disposal of property, plant and equipment
|
915
|
|
|
(2,421
|
)
|
|
Stock-based compensation expense
|
23,430
|
|
|
23,547
|
|
|
Changes in operating assets and liabilities, net of effects of acquisitions:
|
|
|
|
|||
Receivables, net
|
(166,643
|
)
|
|
(201,249
|
)
|
|
Inventories
|
(93,248
|
)
|
|
(41,305
|
)
|
|
Other assets and prepaid expenses
|
(64,447
|
)
|
|
53,101
|
|
|
Accounts payable and accrued expenses
|
17,598
|
|
|
79,876
|
|
|
Other liabilities
|
(2,348
|
)
|
|
(3,348
|
)
|
|
Net cash provided by operating activities
|
413,878
|
|
|
564,739
|
|
|
Cash flows from investing activities:
|
|
|
|
|||
Additions to property, plant and equipment
|
(425,423
|
)
|
|
(276,914
|
)
|
|
Acquisitions, net of cash acquired
|
(250,468
|
)
|
|
—
|
|
|
Net cash used in investing activities
|
(675,891
|
)
|
|
(276,914
|
)
|
|
Cash flows from financing activities:
|
|
|
|
|||
Payments on Senior Credit Facilities
|
(259,086
|
)
|
|
(278,879
|
)
|
|
Proceeds from Senior Credit Facilities
|
240,674
|
|
|
266,534
|
|
|
Payments on Commercial Paper
|
(7,155,819
|
)
|
|
(13,888,260
|
)
|
|
Proceeds from Commercial Paper
|
7,799,905
|
|
|
14,294,098
|
|
|
Repayment of senior notes
|
—
|
|
|
(645,555
|
)
|
|
Payments of other debt and financing costs
|
(6,208
|
)
|
|
—
|
|
|
Payments on asset securitization borrowings
|
(500,000
|
)
|
|
—
|
|
|
Proceeds from asset securitization borrowings
|
150,000
|
|
|
—
|
|
|
Debt issuance costs
|
(567
|
)
|
|
(1,086
|
)
|
|
Change in outstanding checks in excess of cash
|
(538
|
)
|
|
(3,981
|
)
|
|
Shares redeemed for taxes
|
(12,255
|
)
|
|
(11,671
|
)
|
|
Proceeds and net tax benefit from stock transactions
|
1,202
|
|
|
4,133
|
|
|
Net cash provided by (used in) financing activities
|
257,308
|
|
|
(264,667
|
)
|
|
Effect of exchange rate changes on cash and cash equivalents
|
13,278
|
|
|
7,199
|
|
|
Net change in cash and cash equivalents
|
8,573
|
|
|
30,357
|
|
|
Cash and cash equivalents, beginning of period
|
121,665
|
|
|
81,692
|
|
|
Cash and cash equivalents, end of period
|
$
|
130,238
|
|
|
112,049
|
|
|
|
|
|
•
|
In connection with acquisition activity, the Company typically incurs costs associated with executing the transactions, integrating the acquired operations (which may include expenditures for consulting and the integration of systems and processes), and restructuring the combined company (which may include charges related to employees, assets and activities that will not continue in the combined company); and
|
•
|
In connection with the Company's cost-reduction/productivity initiatives, it typically incurs costs and charges associated with site closings and other facility rationalization actions and workforce reductions.
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||||
|
July 1, 2017
|
|
|
July 2, 2016
|
|
July 1, 2017
|
|
|
July 2, 2016
|
|||||
Cost of sales
|
|
|
|
|
|
|
|
|
|
|||||
Restructuring costs
(a)
|
$
|
12,165
|
|
|
|
2,798
|
|
|
15,063
|
|
|
|
7,824
|
|
Acquisition integration-related costs
|
863
|
|
|
|
(20
|
)
|
|
777
|
|
|
|
802
|
|
|
Restructuring and integration-related costs
|
$
|
13,028
|
|
|
|
2,778
|
|
|
15,840
|
|
|
|
8,626
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Selling, general and administrative expenses
|
|
|
|
|
|
|
|
|
|
|||||
Restructuring costs
(a)
|
$
|
1,163
|
|
|
|
1,473
|
|
|
1,290
|
|
|
|
1,700
|
|
Acquisition transaction-related costs
|
212
|
|
|
|
—
|
|
|
212
|
|
|
|
—
|
|
|
Acquisition integration-related costs
|
1,475
|
|
|
|
1,769
|
|
|
2,514
|
|
|
|
2,736
|
|
|
Restructuring, acquisition and integration-related costs
|
$
|
2,850
|
|
|
|
3,242
|
|
|
4,016
|
|
|
|
4,436
|
|
|
Lease
impairments
|
|
Asset write-downs
|
|
Severance
|
|
Other
restructuring
costs
|
|
Total
|
|||||||
Balance as of December 31, 2016
|
$
|
—
|
|
|
$
|
—
|
|
|
5,183
|
|
|
6,243
|
|
|
11,426
|
|
Provision - Global Ceramic segment
|
492
|
|
|
—
|
|
|
261
|
|
|
11
|
|
|
764
|
|
||
Provision - Flooring NA segment
|
316
|
|
|
6,849
|
|
|
—
|
|
|
6,191
|
|
|
13,356
|
|
||
Provision - Flooring ROW segment
|
—
|
|
|
584
|
|
|
644
|
|
|
1,005
|
|
|
2,233
|
|
||
Cash payments
|
(213
|
)
|
|
(124
|
)
|
|
(4,873
|
)
|
|
(12,231
|
)
|
|
(17,441
|
)
|
||
Non-cash items
|
—
|
|
|
(7,309
|
)
|
|
45
|
|
|
(88
|
)
|
|
(7,352
|
)
|
||
Balance as of July 1, 2017
|
$
|
595
|
|
|
$
|
—
|
|
|
1,260
|
|
|
1,131
|
|
|
2,986
|
|
|
July 1,
2017 |
|
December 31,
2016 |
|||
Customers, trade
|
$
|
1,651,769
|
|
|
1,386,306
|
|
Income tax receivable
|
10,139
|
|
|
8,616
|
|
|
Other
|
69,177
|
|
|
59,564
|
|
|
|
1,731,085
|
|
|
1,454,486
|
|
|
Less: allowance for discounts, returns, claims and doubtful accounts
|
91,471
|
|
|
78,335
|
|
|
Receivables, net
|
$
|
1,639,614
|
|
|
1,376,151
|
|
|
July 1,
2017 |
|
December 31,
2016 |
|||
Finished goods
|
$
|
1,300,104
|
|
|
1,127,573
|
|
Work in process
|
149,229
|
|
|
137,310
|
|
|
Raw materials
|
416,608
|
|
|
410,868
|
|
|
Total inventories
|
$
|
1,865,941
|
|
|
1,675,751
|
|
|
Global Ceramic segment
|
|
Flooring NA segment
|
|
Flooring ROW segment
|
|
Total
|
|||||
Balance as of December 31, 2016
|
|
|
|
|
|
|
|
|||||
Goodwill
|
$
|
1,482,226
|
|
|
869,764
|
|
|
1,249,861
|
|
|
3,601,851
|
|
Accumulated impairment losses
|
(531,930
|
)
|
|
(343,054
|
)
|
|
(452,441
|
)
|
|
(1,327,425
|
)
|
|
|
$
|
950,296
|
|
|
526,710
|
|
|
797,420
|
|
|
2,274,426
|
|
|
|
|
|
|
|
|
|
|||||
Goodwill recognized or adjusted during the period
|
$
|
59,829
|
|
|
—
|
|
|
—
|
|
|
59,829
|
|
Currency translation during the period
|
$
|
14,348
|
|
|
—
|
|
|
68,455
|
|
|
82,803
|
|
|
|
|
|
|
|
|
|
|||||
Balance as of July 1, 2017
|
|
|
|
|
|
|
|
|||||
Goodwill
|
$
|
1,556,403
|
|
|
869,764
|
|
|
1,318,316
|
|
|
3,744,483
|
|
Accumulated impairment losses
|
(531,930
|
)
|
|
(343,054
|
)
|
|
(452,441
|
)
|
|
(1,327,425
|
)
|
|
|
$
|
1,024,473
|
|
|
526,710
|
|
|
865,875
|
|
|
2,417,058
|
|
|
Tradenames
|
||
Balance as of December 31, 2016
|
$
|
580,147
|
|
Intangible assets acquired during the period
|
16,196
|
|
|
Currency translation during the period
|
28,656
|
|
|
Balance as of July 1, 2017
|
$
|
624,999
|
|
Gross carrying amounts:
|
Customer
relationships |
|
Patents
|
|
Other
|
|
Total
|
|||||
Balance as of December 31, 2016
|
$
|
569,980
|
|
|
234,022
|
|
|
6,330
|
|
|
810,332
|
|
Intangible assets recognized or adjusted during the period
|
3,175
|
|
|
—
|
|
|
—
|
|
|
3,175
|
|
|
Currency translation during the period
|
31,814
|
|
|
20,158
|
|
|
291
|
|
|
52,263
|
|
|
Balance as of July 1, 2017
|
$
|
604,969
|
|
|
254,180
|
|
|
6,621
|
|
|
865,770
|
|
|
|
|
|
|
|
|
|
|||||
Accumulated amortization:
|
Customer
relationships |
|
Patents
|
|
Other
|
|
Total
|
|||||
Balance as of December 31, 2016
|
$
|
334,276
|
|
|
220,598
|
|
|
999
|
|
|
555,873
|
|
Amortization during the period
|
12,945
|
|
|
6,404
|
|
|
32
|
|
|
19,381
|
|
|
Currency translation during the period
|
17,851
|
|
|
19,362
|
|
|
1
|
|
|
37,214
|
|
|
Balance as of July 1, 2017
|
$
|
365,072
|
|
|
246,364
|
|
|
1,032
|
|
|
612,468
|
|
|
|
|
|
|
|
|
|
|||||
Intangible assets subject to amortization, net
|
$
|
239,897
|
|
|
7,816
|
|
|
5,589
|
|
|
253,302
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
|||||
Amortization expense
|
$
|
9,322
|
|
|
9,494
|
|
|
19,381
|
|
|
19,058
|
|
|
July 1,
2017 |
|
December 31,
2016 |
|||
Outstanding checks in excess of cash
|
$
|
11,737
|
|
|
12,269
|
|
Accounts payable, trade
|
871,438
|
|
|
729,415
|
|
|
Accrued expenses
|
327,595
|
|
|
333,942
|
|
|
Product warranties
|
45,080
|
|
|
46,347
|
|
|
Accrued interest
|
15,257
|
|
|
20,396
|
|
|
Accrued compensation and benefits
|
195,551
|
|
|
193,213
|
|
|
Total accounts payable and accrued expenses
|
$
|
1,466,658
|
|
|
1,335,582
|
|
|
Foreign currency translation adjustments
|
|
Pensions
|
|
Total
|
||||
Balance as of December 31, 2016
|
$
|
(825,354
|
)
|
|
(7,673
|
)
|
|
(833,027
|
)
|
Current period other comprehensive income (loss) before reclassifications
|
197,088
|
|
|
(848
|
)
|
|
196,240
|
|
|
Balance as of July 1, 2017
|
$
|
(628,266
|
)
|
|
(8,521
|
)
|
|
(636,787
|
)
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
|||||
Foreign currency losses (income), net
|
$
|
5,008
|
|
|
(1,665
|
)
|
|
2,685
|
|
|
3,377
|
|
All other, net
|
(2,006
|
)
|
|
(4,142
|
)
|
|
(2,515
|
)
|
|
(5,755
|
)
|
|
Total other expense (income), net
|
$
|
3,002
|
|
|
(5,807
|
)
|
|
170
|
|
|
(2,378
|
)
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
|||||
Net earnings attributable to Mohawk Industries, Inc.
|
$
|
260,681
|
|
|
255,188
|
|
|
461,235
|
|
|
426,736
|
|
|
|
|
|
|
|
|
|
|||||
Weighted-average common shares outstanding-basic and diluted:
|
|
|
|
|
|
|
|
|||||
Weighted-average common shares outstanding—basic
|
74,327
|
|
|
74,123
|
|
|
74,269
|
|
|
74,049
|
|
|
Add weighted-average dilutive potential common shares—options to purchase common shares and RSUs, net
|
474
|
|
|
451
|
|
|
504
|
|
|
477
|
|
|
Weighted-average common shares outstanding-diluted
|
74,801
|
|
|
74,574
|
|
|
74,773
|
|
|
74,526
|
|
|
|
|
|
|
|
|
|
|
|||||
Earnings per share attributable to Mohawk Industries, Inc.
|
|
|
|
|
|
|
|
|||||
Basic
|
$
|
3.51
|
|
|
3.44
|
|
|
6.21
|
|
|
5.76
|
|
Diluted
|
$
|
3.48
|
|
|
3.42
|
|
|
6.17
|
|
|
5.73
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
|||||
Net sales:
|
|
|
|
|
|
|
|
|||||
Global Ceramic segment
|
$
|
902,670
|
|
|
829,794
|
|
|
1,687,639
|
|
|
1,603,520
|
|
Flooring NA segment
|
1,040,299
|
|
|
980,693
|
|
|
1,979,795
|
|
|
1,887,057
|
|
|
Flooring ROW segment
|
510,069
|
|
|
499,849
|
|
|
1,006,249
|
|
|
991,805
|
|
|
Intersegment sales
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
2,453,038
|
|
|
2,310,336
|
|
|
4,673,683
|
|
|
4,482,382
|
|
Operating income (loss):
|
|
|
|
|
|
|
|
|||||
Global Ceramic segment
|
$
|
152,557
|
|
|
140,606
|
|
|
268,593
|
|
|
240,383
|
|
Flooring NA segment
|
127,482
|
|
|
118,946
|
|
|
219,624
|
|
|
194,297
|
|
|
Flooring ROW segment
|
86,052
|
|
|
101,062
|
|
|
162,147
|
|
|
180,599
|
|
|
Corporate and intersegment eliminations
|
(10,266
|
)
|
|
(9,922
|
)
|
|
(19,755
|
)
|
|
(18,915
|
)
|
|
|
$
|
355,825
|
|
|
350,692
|
|
|
630,609
|
|
|
596,364
|
|
|
July 1,
2017 |
|
December 31,
2016 |
|||
Assets:
|
|
|
|
|||
Global Ceramic segment
|
$
|
4,736,068
|
|
|
4,024,859
|
|
Flooring NA segment
|
3,625,350
|
|
|
3,410,856
|
|
|
Flooring ROW segment
|
2,984,716
|
|
|
2,689,592
|
|
|
Corporate and intersegment eliminations
|
243,357
|
|
|
105,289
|
|
|
|
$
|
11,589,491
|
|
|
10,230,596
|
|
|
July 1, 2017
|
|
December 31, 2016
|
|||||||||
|
Fair Value
|
|
Carrying
Value
|
|
Fair Value
|
|
Carrying
Value
|
|||||
3.85% Senior Notes, payable February 1, 2023; interest payable semiannually
|
$
|
621,852
|
|
|
600,000
|
|
|
615,006
|
|
|
600,000
|
|
2.00% Senior Notes, payable January 14, 2022; interest payable annually
|
598,749
|
|
|
571,298
|
|
|
556,460
|
|
|
525,984
|
|
|
U.S. commercial paper
|
478,790
|
|
|
478,790
|
|
|
283,800
|
|
|
283,800
|
|
|
European commercial paper
|
1,066,042
|
|
|
1,066,042
|
|
|
536,503
|
|
|
536,503
|
|
|
2015 Senior Credit Facility
|
48,773
|
|
|
48,773
|
|
|
60,672
|
|
|
60,672
|
|
|
Securitization facility, due December 19, 2017
|
150,000
|
|
|
150,000
|
|
|
500,000
|
|
|
500,000
|
|
|
Capital leases and other
|
19,727
|
|
|
19,727
|
|
|
11,643
|
|
|
11,643
|
|
|
Unamortized debt issuance costs
|
(6,113
|
)
|
|
(6,113
|
)
|
|
(7,117
|
)
|
|
(7,117
|
)
|
|
Total debt
|
2,977,820
|
|
|
2,928,517
|
|
|
2,556,967
|
|
|
2,511,485
|
|
|
Less current portion of long term debt and commercial paper
|
1,754,077
|
|
|
1,754,077
|
|
|
1,382,738
|
|
|
1,382,738
|
|
|
Long-term debt, less current portion
|
$
|
1,223,743
|
|
|
1,174,440
|
|
|
1,174,229
|
|
|
1,128,747
|
|
Item 2.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
Item 4.
|
Controls and Procedures
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Item 3.
|
Defaults Upon Senior Securities
|
Item 4.
|
Mine Safety Disclosures
|
Item 5.
|
Other Information
|
Item 6.
|
Exhibits
|
No.
|
|
Description
|
|
|
|
31.1
|
|
Certification Pursuant to Rule 13a-14(a).
|
31.2
|
|
Certification Pursuant to Rule 13a-14(a).
|
32.1
|
|
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
32.2
|
|
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
95.1
|
|
Mine Safety Disclosure pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act
|
101.INS
|
|
XBRL Instance Document.
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document.
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
|
|
|
MOHAWK INDUSTRIES, INC.
|
|
|
|
|
(Registrant)
|
|
|
|
|
|
Dated:
|
August 4, 2017
|
By:
|
|
/s/ Jeffrey S. Lorberbaum
|
|
|
|
|
JEFFREY S. LORBERBAUM
|
|
|
|
|
Chairman and Chief Executive Officer
|
|
|
|
|
(principal executive officer)
|
|
|
|
|
|
Dated:
|
August 4, 2017
|
By:
|
|
/s/ Frank H. Boykin
|
|
|
|
|
FRANK H. BOYKIN
|
|
|
|
|
Chief Financial Officer
|
|
|
|
|
(principal financial officer)
|
1.
|
|
I have reviewed this quarterly report on Form 10-Q of Mohawk Industries, 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 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
|
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.
|
/s/ Jeffrey S. Lorberbaum
|
Jeffrey S. Lorberbaum
|
Chairman and Chief Executive Officer
|
1.
|
|
I have reviewed this quarterly report on Form 10-Q of Mohawk Industries, 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 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
|
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.
|
/s/ Frank H. Boykin
|
Frank H. Boykin
|
Chief Financial Officer
|
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.
|
/s/ Jeffrey S. Lorberbaum
|
Jeffrey S. Lorberbaum
|
Chairman and Chief Executive Officer
|
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.
|
/s/ Frank H. Boykin
|
Frank H. Boykin
|
Chief Financial Officer
|
Mine
(Federal Mine Safety and Health Administration (MSHA) ID)
|
Total # of Significant & Substantial violations under §104(a)
|
Total # of orders under §104(b)
|
Total # of unwarrantable failure citations and orders under §104(d)
|
Total # of violations under §110(b)(2)
|
Total # of orders under §107(a)
|
Total dollar value of proposed assessments from MSHA ($ in thousands)
|
Total # of mining related fatalities
|
Received Notice of Pattern of Violations under §104(e) (yes/no)?
|
Received Notice of Potential to have Pattern under §104(e) (yes/no)?
|
Total # of Legal Actions Pending with the Mine Safety and Health Review Commission as of the Last Day of Period
|
Legal Actions Initiated or Resolved During Period
|
TP Claims 1&2/Rosa Blanca (4100867)
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
No
|
No
|
—
|
—
|
Allamore Mill (4100869)
|
—
|
—
|
—
|
—
|
—
|
$1.2
|
—
|
No
|
No
|
—
|
—
|
Wild Horse Plant (4101527)
|
—
|
—
|
—
|
—
|
—
|
—
|
—
|
No
|
No
|
—
|
—
|