Delaware
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94-3196943
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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Common Stock, par value $0.01
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New York Stock Exchange, Inc.
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(Title of each class)
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(Name of each exchange on which registered)
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Large accelerated filer
x
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Accelerated filer
o
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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Emerging growth company
o
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•
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maintaining frequent contact with customers and private organizations that provide information to building code officials;
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•
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continuing to sponsor seminars to inform architects, engineers, contractors and building officials on appropriate use, proper installation and identification of the Company’s products;
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•
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continuing to invest in mobile, web and software applications for customers, utilizing social media, blog posts and videos to connect and engage with customers and to help them do their jobs more efficiently; and
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•
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continuing to diversify product offerings to be less dependent on United States residential housing.
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•
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complement the Company’s existing product lines;
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•
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can be marketed through the Company’s existing distribution channels;
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•
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might benefit from use of the Company’s brand names and expertise;
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•
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are responsive to needs of the Company’s customers;
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•
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expand the Company’s markets geographically; and
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•
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reduce the Company’s dependence on the United States residential construction market.
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•
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new connectors for wood framing applications;
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•
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new connectors for cold formed steel applications;
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•
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new screws, tools and products for deck, fascia and drywall applications;
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•
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new mechanical anchors and a new epoxy adhesive;
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•
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new fiber reinforced cementitious mortar product; and
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•
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new decorative hardware and connectors for outdoor living spaces.
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•
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Distributors.
The Company regularly evaluates its distribution coverage and the service levels provided by its distributors, and from time to time implements changes. The Company evaluates distributor product mix and conducts promotions to encourage distributors to add the Company’s products that complement the mix of product offerings in their markets.
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•
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Home Centers.
The Company intends to increase penetration of the DIY markets by continuing to solicit home centers and increase product offerings. The Company’s sales force maintains on-going contact with home centers to work with them in a broad range of areas, including inventory levels, retail display maintenance and product knowledge training. The Company’s strategy is to ensure that the home center retail stores are fully stocked with adequate supplies of the Company’s products carried by those stores. The Company has further developed extensive bar coding and merchandising aids and has devoted a portion of its research efforts to the development of DIY products. The Company’s sales to home centers increased year-over-year in
2017
,
2016
and
2015
.
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•
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Dealers.
In some markets, the Company sells its products directly to lumber dealers and cooperatives.
|
•
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OEM Relationships.
The Company works closely with manufacturers of engineered wood products and OEMs to develop and expand the application and sales of its engineered wood connector and fastener products. The Company has relationships with several of the largest manufacturers of engineered wood products.
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•
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International Sales
. The Company has established a presence in the European Community through acquisition of companies with existing customer bases and through servicing United States-based customers operating in Europe. The Company also distributes connector, anchor and epoxy products in Mexico, Chile, Australia, New Zealand, South Africa and the Middle East.
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1.
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The Company’s connectors are prefabricated metal products that attach wood, concrete, masonry or steel together. Connectors are essential for tying wood construction elements together and create safer and stronger buildings.
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2.
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The Company’s truss connector plates and software are marketed under the name Integrated Component Systems. Truss plates are toothed metal plates that join wood members together to form a truss. The Company continues to develop sophisticated software to assist truss and component manufacturers’ in modeling, designing trusses and selecting the appropriate truss plates for the applicable jobs.
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3.
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The Company’s fastener line includes various nails, screws and staples. Complementing these products is the Quik Drive auto-feed screw driving system used in numerous applications such as decking, subfloors, drywall and roofing.
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4.
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The Company’s lateral resistive systems are assemblies used to resist earthquake or wind forces and include Steel and Wood Shearwalls, Anchor Tiedown Systems (“ATS”) and steel moment frames.
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1.
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The Company’s concrete construction anchor products include adhesives, mechanical anchors, carbide drill bits and powder-actuated pins and tools used for numerous applications of anchoring or attaching elements onto concrete, brick, masonry and steel.
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2.
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The Company's concrete construction repair, protection and strengthening products include grouts, coatings, sealers, mortars, fiberglass and fiber-reinforced polymer systems and asphalt products.
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•
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Maintain our top-line growth and achieve a net sales compound annual growth rate of approximately 8% from fiscal 2016 through fiscal 2020 by gaining market share in certain products lines;
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•
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Carry out effective cost reduction measures in Europe and our concrete product line, justify certain expense categories for each new period, and by fiscal 2020, reduce our operating expenses as a percent of net sales to be below or at 27%;
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•
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Eliminate at least 25% to 30% of our product SKUs, implement Lean principles in our factories, and achieve an additional 30% reduction of our raw materials and finished goods inventory by fiscal 2020; and
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•
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Realize return from our investment in software initiatives.
|
•
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inadequate access to information and/or due diligence of acquired businesses;
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•
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diversion of management’s attention from other business concerns;
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•
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overvaluation of acquired businesses;
|
•
|
difficulties assimilating the operations and products of acquired businesses, including expensive and time consuming integration costs such as employee redeployment, relocation or severance, combining teams and processes in various functional areas, reorganization or closures of facilities, and relocation or disposition of excess equipment;
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•
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inaccurate accounting or public reporting arising from integration of the financial statements and disclosures of acquired businesses;
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•
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undisclosed existing or potential liabilities of acquired businesses;
|
•
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slow acceptance or rejection of acquired businesses’ products by our customers;
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•
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risks of entering markets in which we have little or no prior experience;
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•
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litigation involving activities, properties or products of acquired businesses;
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•
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increased cost of regulatory compliance and enforcement;
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•
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consumer and other claims related to products of acquired businesses; and
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•
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the potential loss of key employees of acquired businesses.
|
•
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depress or reverse economic development,
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•
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reduce the demand for construction,
|
•
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increase the cost and reduce the availability of fresh water,
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•
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destroy forests, increasing the cost and reducing the availability of wood products used in construction,
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•
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increase the cost and reduce the availability of raw materials and energy,
|
•
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increase the cost of capital,
|
•
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increase the cost and reduce the availability of insurance covering damage from natural disasters,
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•
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lead to claims regarding the content or adequacy of our public disclosures, and
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•
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lead to new laws and regulations that increase our expenses and reduce our sales.
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Number
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|
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|
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|
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||||
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|
Of
|
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Approximate Square Footage
|
||||||||
|
|
Properties
|
|
Owned
|
|
Leased
|
|
Total
|
||||
|
|
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(in thousands of square feet)
|
||||||||
North America
|
|
29
|
|
|
2,323
|
|
|
702
|
|
|
3,025
|
|
Europe
|
|
20
|
|
|
541
|
|
|
329
|
|
|
870
|
|
Asia/Pacific
|
|
11
|
|
|
175
|
|
|
78
|
|
|
253
|
|
Administrative and all other
|
|
3
|
|
|
368
|
|
|
—
|
|
|
368
|
|
Total
|
|
63
|
|
|
3,407
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|
|
1,109
|
|
|
4,516
|
|
|
Market Price
|
|
Dividends
Declared |
||||||||
Quarter
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High
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|
Low
|
|
|||||||
2017
|
|
|
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|
|
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|||
Fourth
|
$
|
60.92
|
|
|
$
|
48.63
|
|
|
$
|
—
|
|
Third
|
49.32
|
|
|
42.01
|
|
|
0.42
|
|
|||
Second
|
44.13
|
|
|
40.18
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|
|
0.21
|
|
|||
First
|
44.94
|
|
|
41.55
|
|
|
0.18
|
|
|||
2016
|
|
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|
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|||
Fourth
|
$
|
48.17
|
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$
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40.88
|
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$
|
0.18
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Third
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45.27
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|
39.32
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|
|
0.18
|
|
|||
Second
|
39.97
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37.25
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0.18
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|
|||
First
|
38.17
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30.49
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|
|
0.16
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(a)
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(b)
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(c)
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|
(d)
|
|
||||
Period
|
Total Number of Shares Purchased
|
|
Average Price Paid per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Approximate Value of Shares that May Yet Be Purchased Under the Plans or Programs
(1)
|
|
||||
October 1 - October 31, 2017
|
—
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|
|
N/A
|
|
|
—
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|
|
$201.5 million
|
|
|
November 1 - November 30, 2017
|
—
|
|
|
N/A
|
|
|
—
|
|
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$201.5 million
|
|
|
December 1 - December 31, 2017
|
677,500
|
|
|
$
|
59.04
|
|
|
677,500
|
|
|
$151.5 million
|
|
Total
|
677,500
|
|
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|
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(1)
|
Pursuant to the $275.0 million repurchase authorization that was publicly announced on August 1, 2017, and is scheduled to expire at the end of 2018. See “Note 1 — Stock Repurchase Program”
to the Company’s Consolidated Financial Statements.
|
|
Years Ended December 31,
|
||||||||||||||||||
(in thousands, except per-share data)
|
2017
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2016
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2015
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2014
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|
2013
|
||||||||||
Statement of Operations Data:
|
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|
|
|
|
|
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|
|
|
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|
|||||
Net sales
|
$
|
977,025
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|
|
$
|
860,661
|
|
|
$
|
794,059
|
|
|
$
|
752,148
|
|
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$
|
705,322
|
|
Cost of sales
|
530,761
|
|
|
448,211
|
|
|
435,140
|
|
|
410,118
|
|
|
391,791
|
|
|||||
Gross profit
|
446,264
|
|
|
412,450
|
|
|
358,919
|
|
|
342,030
|
|
|
313,531
|
|
|||||
Research and development and other engineering expense
|
47,616
|
|
|
46,248
|
|
|
46,196
|
|
|
39,018
|
|
|
36,843
|
|
|||||
Selling expense
|
114,903
|
|
|
98,343
|
|
|
90,663
|
|
|
92,031
|
|
|
85,102
|
|
|||||
General and administrative expense
|
144,738
|
|
|
129,162
|
|
|
113,428
|
|
|
111,500
|
|
|
108,070
|
|
|||||
Impairment of goodwill
|
—
|
|
|
—
|
|
|
—
|
|
|
530
|
|
|
—
|
|
|||||
Net loss (gain) on disposal of assets
|
(160
|
)
|
|
(780
|
)
|
|
(389
|
)
|
|
(325
|
)
|
|
2,038
|
|
|||||
Income from operations
|
139,167
|
|
|
139,477
|
|
|
109,021
|
|
|
99,276
|
|
|
81,478
|
|
|||||
Loss in equity method investment, before tax
|
(86
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Interest income (expense), net
|
(788
|
)
|
|
(577
|
)
|
|
(342
|
)
|
|
46
|
|
|
86
|
|
|||||
Gain on bargain purchase of a business
|
6,336
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Loss on disposal of a business
|
(211
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Income from operations
|
144,418
|
|
|
138,900
|
|
|
108,679
|
|
|
99,322
|
|
|
81,564
|
|
|||||
Provision for income taxes
|
51,801
|
|
|
49,166
|
|
|
40,791
|
|
|
35,791
|
|
|
30,593
|
|
|||||
Net income
|
$
|
92,617
|
|
|
$
|
89,734
|
|
|
$
|
67,888
|
|
|
$
|
63,531
|
|
|
$
|
50,971
|
|
Earnings per share of common stock:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Basic
|
$
|
1.95
|
|
|
$
|
1.87
|
|
|
$
|
1.39
|
|
|
$
|
1.30
|
|
|
$
|
1.05
|
|
Diluted
|
$
|
1.94
|
|
|
$
|
1.86
|
|
|
$
|
1.38
|
|
|
$
|
1.29
|
|
|
$
|
1.05
|
|
Cash dividends declared per share of common stock
|
$
|
0.810
|
|
|
$
|
0.700
|
|
|
$
|
0.620
|
|
|
$
|
0.545
|
|
|
$
|
0.375
|
|
|
December 31,
|
||||||||||||||||||
(in thousands)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Working capital
|
$
|
447,450
|
|
|
$
|
476,451
|
|
|
$
|
494,308
|
|
|
$
|
509,838
|
|
|
$
|
464,901
|
|
Property, plant and equipment, net
|
273,020
|
|
|
232,810
|
|
|
213,716
|
|
|
207,027
|
|
|
209,533
|
|
|||||
Goodwill
|
137,140
|
|
|
124,479
|
|
|
123,950
|
|
|
123,881
|
|
|
129,218
|
|
|||||
Total assets
|
1,037,523
|
|
|
979,974
|
|
|
961,309
|
|
|
973,065
|
|
|
953,613
|
|
|||||
Line of credit and long-term debt, including current portion
|
3,662
|
|
|
—
|
|
|
—
|
|
|
18
|
|
|
103
|
|
|||||
Total liabilities
|
152,745
|
|
|
114,132
|
|
|
111,485
|
|
|
109,600
|
|
|
112,334
|
|
|||||
Total stockholders’ equity
|
884,778
|
|
|
865,842
|
|
|
849,824
|
|
|
863,465
|
|
|
841,279
|
|
•
|
First, a continued focus on organic growth with a goal to achieve a net sales compound annual growth rate of approximately 8% (from $860.7 million reported in fiscal 2016) through fiscal 2020.
|
•
|
Second, rationalizing our cost structure to improve company-wide profitability by reducing total operating expenses, as a percent of net sales from 31.8% in fiscal 2016 to a range of 26.0% to 27.0% by fiscal 2020. We expect to achieve this initiative, aside from top-line growth, through cost reduction measures in Europe and our concrete product line, zero-based budgeting for certain expense categories and a commitment to remaining headcount neutral (except in the production and sales departments to meet demands from sales growth). Offsetting these reductions will be the Company’s ongoing investment in its software initiatives as well as the expenses associated with our ongoing SAP implementation.
|
•
|
Third, improving our working capital management and overall balance sheet discipline primarily through the reduction of inventory levels by aggressively eliminating 25 to 30% of the Company’s product SKUs and implementing Lean principles in many factories. We believe we can achieve an additional 30% reduction of our raw materials and finished goods inventory over the next three years without impacting day-to-day production and shipping procedures.
|
|
(1
|
)
|
When referred to above, the Company’s return on invested capital (“ROIC”) for a fiscal year is calculated based on (i) the net income of that year as presented in the Company’s consolidated statements of operations prepared pursuant to generally accepted accounting principles in the U.S. (“GAAP”), as divided by (ii) the average of the sum of the total stockholders’ equity and the total long-term liabilities at the beginning of and at the end of such year, as presented in the Company’s consolidated balance sheets prepared pursuant to GAAP for that applicable year. As such, the Company’s ROIC, a ratio or statistical measure, is calculated using exclusively financial measures presented in accordance with GAAP.
|
•
|
The Company currently anticipates that the market price of steel to rise during the first quarter of 2018.
|
•
|
The Company estimates that its full-year 2018 gross profit margin will be between approximately 45% and 46%.
|
•
|
The Company estimates that its full-year 2018 effective tax rate will be between 26% and 27%. The ultimate impact of the Tax Reform Act may differ materially from the Company’s estimates due to changes in the interpretations and assumptions made by the Company as well as additional regulatory guidance that may be issued and actions the Company may take as a result of the Tax Reform Act, such as cash repatriation to the United States. The Company will continue to assess the expected impacts of the new tax law and provide additional disclosures at appropriate times.
|
|
Years Ended December 31,
|
|||||||
|
2017
|
|
2016
|
|
2015
|
|||
Net sales
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Cost of sales
|
54.3
|
%
|
|
52.1
|
%
|
|
54.8
|
%
|
Gross profit
|
45.7
|
%
|
|
47.9
|
%
|
|
45.2
|
%
|
Research and development and other engineering
|
4.9
|
%
|
|
5.4
|
%
|
|
5.8
|
%
|
Selling expense
|
11.8
|
%
|
|
11.4
|
%
|
|
11.4
|
%
|
General and administrative expense
|
14.8
|
%
|
|
15.0
|
%
|
|
14.3
|
%
|
Net gain on disposal of assets
|
(0.1
|
)%
|
|
(0.1
|
)%
|
|
—
|
%
|
Income from operations
|
14.3
|
%
|
|
16.2
|
%
|
|
13.7
|
%
|
Income in equity method investment
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Interest income (expense), net
|
(0.1
|
)%
|
|
(0.1
|
)%
|
|
—
|
%
|
Gain on bargain purchase of a business
|
0.6
|
%
|
|
—
|
%
|
|
—
|
%
|
Loss on disposal of a business
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Income before taxes
|
14.8
|
%
|
|
16.1
|
%
|
|
13.7
|
%
|
Provision for income taxes
|
5.3
|
%
|
|
5.7
|
%
|
|
5.1
|
%
|
Net income
|
9.5
|
%
|
|
10.4
|
%
|
|
8.6
|
%
|
•
|
North America — Net sales increased
19%
to
$803.7 million
in
2017
from
$676.6 million
in
2015
.
|
•
|
Europe — Net sales increased
53%
to
$165.2 million
in
2017
from
$108.1 million
in
2015
, primarily due recent acquisitions.
|
•
|
Asia/Pacific — Net sales decreased
13%
to
$8.2 million
in
2017
from
$9.4 million
in
2015
, due to the closing of sales offices in China, Thailand and Dubai in the first quarter of
2015
.
|
•
|
North America — Gross profit margin remained at
47%
for both
2017
and
2015
.
|
•
|
Europe — Gross profit margin decreased to
36%
in
2017
from 38% in
2015
, primarily due recent acquisitions.
|
•
|
Product group — The gross profit margins, including some inter-segment expenses, that are eliminated in consolidation, and excluding other expenses not allocated according to product group, remained at 47% for both
2017
and
2015
for wood construction products and remained at 35% for both
2017
and
2015
for concrete construction products.
|
•
|
North America — Income from operations increased
21%
to
$132.9 million
in 2017 from
$109.4 million
in 2015. Operating profit margin
increased
to
17%
in
2017
from
16%
in
2015
.
|
•
|
Europe — Income from operations increased
16%
to
$4.4 million
in 2017 from
$3.8 million
in 2015. Operating profit margin
decreased
to
3%
in
2017
from
4%
in
2015
.
|
•
|
Asia/Pacific — Income from operations was
$1.2 million
in 2017 compared to a loss of
$3.4 million
in 2015.
|
|
|
|
Increase (Decrease) in Operating Segment
|
|
|
||||||||||||||||||
|
|
|
North America
|
|
|
|
Asia/
Pacific
|
|
Admin &
All Other
|
|
|
||||||||||||
(in thousands)
|
2016
|
|
|
Europe
|
|
|
|
2017
|
|||||||||||||||
Net sales
|
$
|
860,661
|
|
|
$
|
61,676
|
|
|
$
|
53,881
|
|
|
$
|
807
|
|
|
$
|
—
|
|
|
$
|
977,025
|
|
Cost of sales
|
448,211
|
|
|
41,245
|
|
|
38,946
|
|
|
2,255
|
|
|
104
|
|
|
530,761
|
|
||||||
Gross profit
|
412,450
|
|
|
20,431
|
|
|
14,935
|
|
|
(1,448
|
)
|
|
(104
|
)
|
|
446,264
|
|
||||||
Research and development and other engineering expense
|
46,248
|
|
|
201
|
|
|
1,224
|
|
|
6
|
|
|
(63
|
)
|
|
47,616
|
|
||||||
Selling expense
|
98,343
|
|
|
8,042
|
|
|
8,268
|
|
|
227
|
|
|
23
|
|
|
114,903
|
|
||||||
General and administrative expense
|
129,162
|
|
|
15,840
|
|
|
1,935
|
|
|
(653
|
)
|
|
(1,546
|
)
|
|
144,738
|
|
||||||
Gain on sale of assets
|
(780
|
)
|
|
769
|
|
|
(18
|
)
|
|
(67
|
)
|
|
(64
|
)
|
|
(160
|
)
|
||||||
Income from operations
|
139,477
|
|
|
(4,421
|
)
|
|
3,526
|
|
|
(961
|
)
|
|
1,546
|
|
|
139,167
|
|
||||||
Loss in equity method, before tax
|
—
|
|
|
(86
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(86
|
)
|
||||||
Interest expense, net
|
(577
|
)
|
|
89
|
|
|
(204
|
)
|
|
63
|
|
|
(159
|
)
|
|
(788
|
)
|
||||||
Gain on bargain purchase of a business
|
—
|
|
|
—
|
|
|
6,336
|
|
|
—
|
|
|
—
|
|
|
6,336
|
|
||||||
Loss on disposal of a business
|
—
|
|
|
—
|
|
|
(211
|
)
|
|
—
|
|
|
—
|
|
|
(211
|
)
|
||||||
Income before income taxes
|
138,900
|
|
|
(4,418
|
)
|
|
9,447
|
|
|
(898
|
)
|
|
1,387
|
|
|
144,418
|
|
||||||
Provision for income taxes
|
49,166
|
|
|
4,278
|
|
|
697
|
|
|
(302
|
)
|
|
(2,038
|
)
|
|
51,801
|
|
||||||
Net income
|
$
|
89,734
|
|
|
$
|
(8,696
|
)
|
|
$
|
8,750
|
|
|
$
|
(596
|
)
|
|
$
|
3,425
|
|
|
$
|
92,617
|
|
(in thousands)
|
North
America
|
|
Europe
|
|
Asia/
Pacific
|
|
Total
|
||||||||
December 31, 2016
|
$
|
742,021
|
|
|
$
|
111,274
|
|
|
$
|
7,366
|
|
|
$
|
860,661
|
|
December 31, 2017
|
803,697
|
|
|
165,155
|
|
|
8,173
|
|
|
977,025
|
|
||||
Increase
|
$
|
61,676
|
|
|
$
|
53,881
|
|
|
$
|
807
|
|
|
$
|
116,364
|
|
Percentage increase
|
8
|
%
|
|
48
|
%
|
|
11
|
%
|
|
14
|
%
|
|
North
America
|
|
Europe
|
|
Asia/
Pacific
|
|
Total
|
||||
Percentage of total 2016 net sales
|
86
|
%
|
|
13
|
%
|
|
1
|
%
|
|
100
|
%
|
Percentage of total 2017 net sales
|
82
|
%
|
|
17
|
%
|
|
1
|
%
|
|
100
|
%
|
(in thousands)
|
North
America
|
|
Europe
|
|
Asia/
Pacific
|
|
Admin &
All Other
|
|
Total
|
||||||||||
December 31, 2016
|
$
|
365,758
|
|
|
$
|
44,038
|
|
|
$
|
2,419
|
|
|
$
|
235
|
|
|
$
|
412,450
|
|
December 31, 2017
|
386,189
|
|
|
58,973
|
|
|
971
|
|
|
131
|
|
|
446,264
|
|
|||||
Increase (decrease)
|
$
|
20,431
|
|
|
$
|
14,935
|
|
|
$
|
(1,448
|
)
|
|
$
|
(104
|
)
|
|
$
|
33,814
|
|
Percentage increase (decrease)
|
6
|
%
|
|
34
|
%
|
|
*
|
|
*
|
|
8
|
%
|
|
North
America
|
|
Europe
|
|
Asia/
Pacific
|
|
Admin &
All Other
|
|
Total
|
||||
2016 gross profit percentage
|
49
|
%
|
|
40
|
%
|
|
33
|
%
|
|
*
|
|
48
|
%
|
2017 gross profit percentage
|
48
|
%
|
|
36
|
%
|
|
12
|
%
|
|
*
|
|
46
|
%
|
•
|
Net sales increased
8%
mostly due to increased average unit price in the United States and increased overall sales volumes. Canada's net sales increased primarily due to increased sales volumes on flat average net sales unit prices. Canada's net sales were not significantly affected by foreign currency translation. The recent North America acquisition increased net sales by $5.8 million.
|
•
|
Gross profit margin decreased to
48%
from
49%
due to increased material, factory and overhead expenses and labor expenses, which was partly offset by the effect of increased average net sales unit prices.
|
•
|
Research and development and engineering expense increased $0.2 million primarily due to increases of $1.5 million in personnel costs mainly related to the addition of staff and pay rate increases instituted on January 1, 2017, and $0.6 million in severance expenses, partly offset by a decreases of $1.4 million in consulting fees and $0.9 million in cash profit sharing expense.
|
•
|
Selling expense increased $8.0 million, primarily due to increases of $4.5 million in personnel costs mostly related to the addition of staff and pay rate increases instituted on January 1, 2017, $2.4 million in advertising expense mostly in point of purchase advertising, trade show and sale promotion costs, $0.8 million in severance expenses, $0.7 million in depreciation expense and $0.3 million in donation expense, partly offset by a decrease of $1.0 million in cash profit sharing costs on lower operating income.
|
•
|
General and administrative expense increased $15.8 million, primarily due to increases of $6.9 million in personnel costs, mostly related to the North America acquisition and the addition of staff and pay rate increases instituted on January 1, 2017, $6.4 million in legal and professional fees, mostly related to strategic initiatives such as software and systems integration and compensation and governance changes, $2.6 million mostly in software licensing, maintenance and hosting fees, $2.0 million in depreciation expense, $1.8 million in severance expenses, $0.6 million in intangible amortization expense and $0.5 million in stock-based compensation, partly offset by a decrease of $3.8 million in cash profit sharing expense as well as the benefit from $0.5 million in net foreign currency translation in the current period. The recent North America acquisition increased general and administrative expense by $6.5 million.
|
•
|
Income from operations decreased $4.4 million, mostly due to increased operating expenses, which were partially offset by higher gross profit. Severance expenses of $3.6 million were recorded in 2017.
|
•
|
Net sales increased
48%
primarily due acquired net sales of $42.1 million, which accounted for 78% of the total increase. Net sales were positively affected by approximately $1.4 million in foreign currency translations primarily related to the strengthening of the Euro, Polish zloty and Danish Kroner against the United States dollar.
|
•
|
Gross profit margin decreased to
36%
from
40%
primarily due to our recent Europe acquisitions. The acquired businesses in Europe had an average gross profit margin of 20% in 2017.
|
•
|
Research and development and engineering expense increased $1.2 million primarily due to increases of $0.6 million in severance expenses and $0.5 million in personnel costs mainly related to the addition of staff and pay rate increases instituted on January 1, 2017.
|
•
|
Selling expense increased $8.3 million primarily due to an increase of $5.4 million in personnel costs mostly related to acquisitions and the addition of staff, $1.2 million in severance expenses, $0.6 million mostly in advertising costs, $0.3 million in facility expenses and $0.2 million in agent commissions. The recent Europe acquisitions increased selling expense by $6.6 million.
|
•
|
General and administrative expense increased $1.9 million primarily due to increases of $2.4 million in personnel costs, mostly related to the addition of staff and pay rate increases instituted on January 1, 2017, $1.0 million in computer expenses mostly in software licensing and data processing fees, $0.6 million in cash profit sharing expense, $0.2 million in severance expenses, $0.2 million in stock based compensation and $0.2 million in professional fees, partly offset by a decrease in amortization expense of $0.5 million as well as the benefit from $2.9 million in net foreign currency translation in the current period. Recent Europe acquisitions increased general and administrative expense by $4.7 million.
|
•
|
Income from operations increased $3.5 million, mostly due to increased gross profits, which were partially offset by higher operating expenses, which included $2.0 million in severance expenses.
|
•
|
For information about the Company's Asia/Pacific segment, please refer to the table above setting forth changes in our operating results for the years ended
December 31, 2017
and
2016
.
|
•
|
General and administrative expenses decreased, primarily due to a decreases of $2.8 million in cash profit sharing expense, partly offset by an increase of $1.3 million in personnel costs.
|
|
|
|
Increase (Decrease) in Operating Segment
|
|
|
||||||||||||||||||
|
|
|
North America
|
|
|
|
Asia/
Pacific
|
|
Admin &
All Other
|
|
|
||||||||||||
(in thousands)
|
2015
|
|
|
Europe
|
|
|
|
2016
|
|||||||||||||||
Net sales
|
$
|
794,059
|
|
|
$
|
65,403
|
|
|
$
|
3,206
|
|
|
$
|
(2,007
|
)
|
|
$
|
—
|
|
|
$
|
860,661
|
|
Cost of sales
|
435,140
|
|
|
17,273
|
|
|
680
|
|
|
(4,174
|
)
|
|
(708
|
)
|
|
448,211
|
|
||||||
Gross profit
|
358,919
|
|
|
48,130
|
|
|
2,526
|
|
|
2,167
|
|
|
708
|
|
|
412,450
|
|
||||||
Research and development and other engineering expense
|
46,196
|
|
|
(33
|
)
|
|
191
|
|
|
(90
|
)
|
|
(16
|
)
|
|
46,248
|
|
||||||
Selling expense
|
90,663
|
|
|
6,370
|
|
|
1,920
|
|
|
(563
|
)
|
|
(47
|
)
|
|
98,343
|
|
||||||
General and administrative expense
|
113,428
|
|
|
14,622
|
|
|
3,337
|
|
|
(3,027
|
)
|
|
802
|
|
|
129,162
|
|
||||||
Gain on sale of assets
|
(389
|
)
|
|
(695
|
)
|
|
(24
|
)
|
|
263
|
|
|
65
|
|
|
(780
|
)
|
||||||
Income from operations
|
109,021
|
|
|
27,866
|
|
|
(2,898
|
)
|
|
5,584
|
|
|
(96
|
)
|
|
139,477
|
|
||||||
Interest expense, net
|
(342
|
)
|
|
(79
|
)
|
|
(256
|
)
|
|
(96
|
)
|
|
196
|
|
|
(577
|
)
|
||||||
Income before income taxes
|
108,679
|
|
|
27,787
|
|
|
(3,154
|
)
|
|
5,488
|
|
|
100
|
|
|
138,900
|
|
||||||
Provision for income taxes
|
40,791
|
|
|
8,547
|
|
|
(264
|
)
|
|
140
|
|
|
(48
|
)
|
|
49,166
|
|
||||||
Net income
|
$
|
67,888
|
|
|
$
|
19,240
|
|
|
$
|
(2,890
|
)
|
|
$
|
5,348
|
|
|
$
|
148
|
|
|
$
|
89,734
|
|
(in thousands)
|
North
America
|
|
Europe
|
|
Asia/
Pacific
|
|
Total
|
||||||||
December 31, 2015
|
$
|
676,618
|
|
|
$
|
108,068
|
|
|
$
|
9,373
|
|
|
$
|
794,059
|
|
December 31, 2016
|
742,021
|
|
|
111,274
|
|
|
7,366
|
|
|
860,661
|
|
||||
Increase (decrease)
|
$
|
65,403
|
|
|
$
|
3,206
|
|
|
$
|
(2,007
|
)
|
|
$
|
66,602
|
|
Percentage increase (decrease)
|
10
|
%
|
|
3
|
%
|
|
(21
|
)%
|
|
8
|
%
|
|
North
America
|
|
Europe
|
|
Asia/
Pacific
|
|
Total
|
||||
Percentage of total 2015 net sales
|
85
|
%
|
|
14
|
%
|
|
1
|
%
|
|
100
|
%
|
Percentage of total 2016 net sales
|
86
|
%
|
|
13
|
%
|
|
1
|
%
|
|
100
|
%
|
(in thousands)
|
North
America
|
|
Europe
|
|
Asia/
Pacific
|
|
Admin &
All Other
|
|
Total
|
||||||||||
December 31, 2015
|
$
|
317,628
|
|
|
$
|
41,512
|
|
|
$
|
251
|
|
|
$
|
(472
|
)
|
|
$
|
358,919
|
|
December 31, 2016
|
365,758
|
|
|
44,038
|
|
|
2,419
|
|
|
235
|
|
|
412,450
|
|
|||||
Increase
|
$
|
48,130
|
|
|
$
|
2,526
|
|
|
$
|
2,168
|
|
|
$
|
707
|
|
|
$
|
53,531
|
|
Percentage increase
|
15
|
%
|
|
6
|
%
|
|
*
|
|
*
|
|
15
|
%
|
|
North
America
|
|
Europe
|
|
Asia/
Pacific
|
|
Admin &
All Other
|
|
Total
|
||||
2015 gross profit percentage
|
47
|
%
|
|
38
|
%
|
|
3
|
%
|
|
*
|
|
45
|
%
|
2016 gross profit percentage
|
49
|
%
|
|
40
|
%
|
|
33
|
%
|
|
*
|
|
48
|
%
|
•
|
Net sales increased 10%, mostly due to increased unit sales volumes on improved economic activity as well as a slight increase in average net sales unit prices in both the United States and Canada. Canada's net sales were negatively affected by approximately $1.2 million in foreign currency translation, due to the weakening of the Canadian dollar against the United States dollar.
|
•
|
Gross profit margin increased to 49% from 47%, primarily as a result of a decrease in material costs, as a percentage of sales and an increase in average net sales unit price.
|
•
|
Research and development and engineering expense was flat in 2016 compared to 2015.
|
•
|
Selling expense increased $6.4 million, primarily due to increases of $4.4 million in personnel costs, mostly related to the addition of staff and pay rate increases instituted on January 1, 2016, $2.3 million in cash profit sharing expense and $0.5 million in advertising expense, partly offset by a decrease of $1.0 million in professional fees.
|
•
|
General and administrative
expense increased $14.6 million, primarily due to increases of $4.9 million in cash profit sharing expense, $2.5 million in legal and professional fees, $2.3 million in personnel costs, $1.8 million in computer and information technology expense, $1.1 million in stock-based compensation, and $0.5 million in facility rent and maintenance expense, as well as a $0.9 million increase in net foreign currency losses, partly offset by a decrease of $0.4 million in bad debt reserve.
|
•
|
Income from operations increased $27.9 million, mostly due to increased gross profits, which were partially offset by higher general and administrative and selling expenses.
|
•
|
Net sales increased 3%, mostly due to increased unit sales volumes, partly offset by a decrease in average net sales unit prices. Europe's net sales were negatively affected by approximately $3.1 million primarily due to the weakening of the British pound against the United States dollar.
|
•
|
Gross profit margin increased to 40% from 38%, primarily as a result of decreases in material costs and factory overhead costs, each as a percentage of sales.
|
•
|
Research and development and engineering expense increased $0.2 million in 2016 compared to 2015.
|
•
|
Selling expense increased $1.9 million, primarily due to increases of $1.2 million in personnel costs, mostly related to the addition of staff, and $0.2 million in cash profit sharing expense.
|
•
|
General and administrative
expense increased $3.3 million, primarily due to increases of $1.6 million in legal and professional fees related to acquisition activities, $0.6 million in personnel costs, and $0.4 million in contingent compensation related to prior acquisitions, partly offset by a decrease of $0.2 million in stock-based compensation and $0.2 million in bad debt reserves.
|
•
|
Income from operations decreased $2.9 million, mostly due to increased operating expenses, which were partially offset by increased gross profits.
|
•
|
Net sales decreased 21%, primarily due to the effects of the closing of sales offices in China, Thailand and Dubai late in the first quarter of 2015, which accounted for an approximately $4.1 million decrease in net sales.
|
•
|
Asia/Pacific — Selling expense decreased $0.6 million, primarily due to a decrease of $0.6 million in personnel costs related to closing three sales offices and downsizing one sales office in 2015.
|
•
|
Asia/Pacific — General and administrative
expense decreased $3.0 million, primarily due to decreases of $1.7 million in personnel costs, $0.6 million in facility rent and maintenance expense and $0.2 million in legal and professional fees, each related to the sales office closures in 2015.
|
•
|
Income from operations increased $5.6 million, mostly due to costs related to closing three sales offices and downsizing one sales office in 2015.
|
•
|
Administrative and All Other — General and administrative
expense increased, primarily due to increases of $1.3 million in stock-based compensation and $0.4 million in cash profit sharing expense.
|
•
|
Raw materials and purchased finished goods — principally valued at cost determined on a weighted average basis; and
|
•
|
In-process products and finished goods — cost of direct materials and labor plus attributable overhead based on a normal level of activity.
|
•
|
Future expected cash flows from customer relationships and acquired unpatented technologies and patents;
|
•
|
The acquired company’s brand and competitive position and assumptions about the period of time the acquired brand will continue to be used in the combined company’s product portfolio; and
|
•
|
Discount rates.
|
•
|
A 500 basis point hypothetical increase in the discount rate, holding all other assumptions constant, would not have decreased the fair value of the reporting unit below its carrying value, and thus it would not result in the reporting unit failing Step 1 of the goodwill impairment test;
|
•
|
A 210 basis point hypothetical decrease in the multiple rate, holding all other assumptions constant, would not have decreased the fair value of the reporting unit below its carrying value, and thus it would not result in the reporting unit failing Step 1 of the goodwill impairment test;
|
•
|
A 139 basis point hypothetical percentage decrease in the CAGR, holding all other assumptions constant, would not have decreased the fair value of the reporting unit below its carrying value and
|
•
|
A 37% hypothetical decrease in average annual pre-tax operating profit, holding all other assumptions constant, would not have decreased the fair value of the reporting unit below its carrying value.
|
|
|
At December 31,
|
||||||||||
(in thousands)
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
|
$
|
168,514
|
|
|
$
|
226,537
|
|
|
$
|
258,825
|
|
Property, plant and equipment, net
|
|
273,020
|
|
|
232,810
|
|
|
213,716
|
|
|||
Equity investment, goodwill and intangible assets
|
|
169,015
|
|
|
149,843
|
|
|
151,625
|
|
|||
Working capital
(1)
|
|
447,450
|
|
|
476,451
|
|
|
494,308
|
|
|
|
Years Ended December 31,
|
||||||||||
(in thousands)
|
|
2017
|
|
2016
|
|
2015
|
||||||
Net cash provided by (used in):
|
|
|
|
|
|
|
||||||
Operating activities
|
|
$
|
119,065
|
|
|
$
|
98,965
|
|
|
$
|
117,923
|
|
Investing activities
|
|
(75,815
|
)
|
|
(48,543
|
)
|
|
(37,828
|
)
|
|||
Financing activities
|
|
(106,671
|
)
|
|
(83,134
|
)
|
|
(71,608
|
)
|
•
|
In August 2016, we acquired all the stock of MS Decoupe (a former customer of one of our subsidiaries) for a net cost of approximately $5.4 million. Our preliminary measurement of MS Decoupe assets acquired included goodwill and intangible assets of $3.1 million. In January 2017, we acquired Gbo Fastening Systems for approximately $10.2 million and CG Visions for approximately $20.8 million subject to specified holdback provisions and post-closing adjustments. Our final measurement of Gbo Fastening Systems' assets acquired resulted in a $6.3 million gain on a bargain purchase of a business. Our final measurement of CG Visions assets acquired included goodwill and intangible assets of $20.4 million. See "Note 13 — Acquisitions and Dispositions" to the Company's Consolidated Financial Statements.
|
•
|
In December 2016, we acquired a 25.0% equity interest in Ruby Sketch Pty Ltd. (“Ruby Sketch”) for $2.5 million, for which we account for our ownership interest using the equity accounting method. See "Note 6 — Equity Investments" to the Company's Consolidated Financial Statements.
|
•
|
Our capital spending in 2016 was $42.0 million and was primarily used for the purchase and build-out of our West Chicago, Illinois, chemical facility, manufacturing equipment and software development. Our capital spending in 2017 was
$58.0
|
•
|
In April 2017, the Company’s Board of Directors raised the quarterly cash dividend by
16.7%
to
$0.21
per share. On
January 29, 2018
, the Board declared a cash dividend of
$0.21
per share, estimated to be
$9.8 million
in total. Such dividend is scheduled to be paid on
April 26, 2018
, to stockholders of record on
April 5, 2018
.
|
•
|
In February 2016, the Board authorized the Company to repurchase up to $50.0 million of the Company’s common stock in 2016. In August 2016, the Board increased and extended the $50.0 million repurchase authorization from February 2016 by authorizing the Company to repurchase up to $125.0 million of the Company's common stock through December 2017. In August 2017, the Board increased its previous $125.0 million share repurchase authorization by $150.0 million to $275.0 million and extended the authorization from December 2017 to December 2018.
|
•
|
In August 2016, the Company entered into a Supplemental Confirmation with Wells Fargo for a $50.0 million accelerated share repurchase program (the “2016 August ASR Program”), which has been completed. In June 2017, the Company entered into another Supplemental Confirmation for a $20.0 million accelerated share repurchase program with Wells Fargo (the “2017 June ASR Program”), which was completed in 2017. In December 2017, the Company entered into the $50 million 2017 December ASR Program with Wells Fargo. During February 2018, the Company received 182,171 shares of the Company's common stock pursuant to the 2017 December ASR Program, which constituted the final delivery thereunder. In total, the Company received 859,671 shares of the Company's common stock under the 2017 December ASR Program at an average price of $58.17 per share.
|
(in thousands)
|
Dividends Paid
|
|
Open Market Share Repurchases
|
|
Accelerated Share Repurchases
|
|
Total
|
|||||||
January 1 - December 31, 2017
|
$
|
36,981
|
|
|
$
|
—
|
|
|
70,000
|
|
|
$
|
106,981
|
|
January 1 - December 31, 2016
|
32,711
|
|
|
3,502
|
|
|
50,000
|
|
|
86,213
|
|
|||
January 1 - December 31, 2015
|
29,352
|
|
|
22,144
|
|
|
25,000
|
|
|
76,496
|
|
|||
Total
|
$
|
99,044
|
|
|
$
|
25,646
|
|
|
145,000
|
|
|
$
|
269,690
|
|
|
Payments Due by Period
|
||||||||||||||||||
|
Total
all
periods
|
|
Less
than 1
year
|
|
1 — 3
years
|
|
3 — 5
years
|
|
More
than 5
years
|
||||||||||
|
|
|
|
|
|||||||||||||||
Contractual Obligation (in thousands)
|
|
|
|
|
|||||||||||||||
Long-term debt interest obligations
(1)
|
$
|
1,600
|
|
|
$
|
450
|
|
|
$
|
900
|
|
|
$
|
250
|
|
|
$
|
—
|
|
Operating lease obligations
(2)
|
25,167
|
|
|
6,923
|
|
|
10,259
|
|
|
5,646
|
|
|
2,339
|
|
|||||
Capital lease obligations
(3)
|
3,749
|
|
|
1,055
|
|
|
2,214
|
|
|
480
|
|
|
—
|
|
|||||
Purchase obligations
(4)
|
45,452
|
|
|
42,833
|
|
|
1,358
|
|
|
1,261
|
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Total
|
$
|
75,968
|
|
|
$
|
51,261
|
|
|
$
|
14,731
|
|
|
$
|
7,637
|
|
|
$
|
2,339
|
|
|
|
|
|
Financial Statement Schedule
|
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
ASSETS
|
|
|
|
|
|
||
Current assets
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
168,514
|
|
|
$
|
226,537
|
|
Trade accounts receivable, net
|
135,958
|
|
|
112,423
|
|
||
Inventories
|
252,996
|
|
|
232,274
|
|
||
Other current assets
|
26,473
|
|
|
14,013
|
|
||
Total current assets
|
583,941
|
|
|
585,247
|
|
||
Property, plant and equipment, net
|
273,020
|
|
|
232,810
|
|
||
Goodwill
|
137,140
|
|
|
124,479
|
|
||
Equity investment (see Note 6)
|
2,549
|
|
|
2,500
|
|
||
Intangible assets, net
|
29,326
|
|
|
22,864
|
|
||
Other noncurrent assets
|
11,547
|
|
|
12,074
|
|
||
Total assets
|
$
|
1,037,523
|
|
|
$
|
979,974
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Capital lease obligations - current portion
|
$
|
1,055
|
|
|
$
|
—
|
|
Trade accounts payable
|
31,536
|
|
|
27,674
|
|
||
Accrued liabilities
|
84,204
|
|
|
60,477
|
|
||
Accrued profit sharing trust contributions
|
7,054
|
|
|
6,549
|
|
||
Accrued cash profit sharing and commissions
|
9,416
|
|
|
10,527
|
|
||
Accrued workers’ compensation
|
3,226
|
|
|
3,569
|
|
||
Total current liabilities
|
136,491
|
|
|
108,796
|
|
||
Capital lease obligations - net of current portion
|
2,607
|
|
|
—
|
|
||
Deferred income tax and other long-term liabilities
|
13,647
|
|
|
5,336
|
|
||
Total liabilities
|
152,745
|
|
|
114,132
|
|
||
Commitments and contingencies (see Note 9)
|
|
|
|
|
|
||
Stockholders’ equity
|
|
|
|
||||
Preferred stock, par value $0.01; authorized shares, 5,000; issued and outstanding shares, none
|
—
|
|
|
—
|
|
||
Common stock, par value $0.01; authorized shares, 160,000; issued and outstanding shares, 46,745 and 47,437 at December 31, 2017 and 2016, respectively
|
473
|
|
|
473
|
|
||
Additional paid-in capital
|
260,157
|
|
|
255,917
|
|
||
Retained earnings
|
676,644
|
|
|
642,422
|
|
||
Treasury stock
|
(40,000
|
)
|
|
—
|
|
||
Accumulated other comprehensive loss
|
(12,496
|
)
|
|
(32,970
|
)
|
||
Total stockholders’ equity
|
884,778
|
|
|
865,842
|
|
||
Total liabilities and stockholders’ equity
|
$
|
1,037,523
|
|
|
$
|
979,974
|
|
|
Years Ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Net sales
|
$
|
977,025
|
|
|
$
|
860,661
|
|
|
$
|
794,059
|
|
Cost of sales
|
530,761
|
|
|
448,211
|
|
|
435,140
|
|
|||
Gross profit
|
446,264
|
|
|
412,450
|
|
|
358,919
|
|
|||
Operating expenses:
|
|
|
|
|
|
|
|
|
|||
Research and development and other engineering
|
47,616
|
|
|
46,248
|
|
|
46,196
|
|
|||
Selling
|
114,903
|
|
|
98,343
|
|
|
90,663
|
|
|||
General and administrative
|
144,738
|
|
|
129,162
|
|
|
113,428
|
|
|||
Net gain on disposal of assets
|
(160
|
)
|
|
(780
|
)
|
|
(389
|
)
|
|||
|
307,097
|
|
|
272,973
|
|
|
249,898
|
|
|||
Income from operations
|
139,167
|
|
|
139,477
|
|
|
109,021
|
|
|||
Loss in equity method investment, before tax
|
(86
|
)
|
|
—
|
|
|
—
|
|
|||
Interest income
|
389
|
|
|
570
|
|
|
655
|
|
|||
Interest expense
|
(1,177
|
)
|
|
(1,147
|
)
|
|
(997
|
)
|
|||
Gain on bargain purchase of a business
|
6,336
|
|
|
—
|
|
|
—
|
|
|||
Loss on disposal of a business
|
(211
|
)
|
|
—
|
|
|
—
|
|
|||
Income before taxes
|
144,418
|
|
|
138,900
|
|
|
108,679
|
|
|||
Provision for income taxes
|
51,801
|
|
|
49,166
|
|
|
40,791
|
|
|||
Net income
|
$
|
92,617
|
|
|
$
|
89,734
|
|
|
$
|
67,888
|
|
Earnings per share of common stock:
|
|
|
|
|
|
|
|
|
|||
Basic
|
$
|
1.95
|
|
|
$
|
1.87
|
|
|
$
|
1.39
|
|
Diluted
|
$
|
1.94
|
|
|
$
|
1.86
|
|
|
$
|
1.38
|
|
Weighted average number of shares of common stock outstanding
|
|
|
|
|
|
|
|
|
|||
Basic
|
47,486
|
|
|
48,084
|
|
|
48,952
|
|
|||
Diluted
|
47,774
|
|
|
48,295
|
|
|
49,181
|
|
|
Year End December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Net income
|
$
|
92,617
|
|
|
$
|
89,734
|
|
|
$
|
67,888
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|||
Translation adjustment, net of tax expense of $0, ($222) and ($57) for 2017, 2016 and 2015, respectively
|
21,418
|
|
|
(3,920
|
)
|
|
(20,939
|
)
|
|||
Unamortized pension adjustments, net of tax benefit of $37, $88, and $82 for 2017, 2016 and 2015, respectively
|
(944
|
)
|
|
(474
|
)
|
|
(457
|
)
|
|||
Comprehensive income
|
$
|
113,091
|
|
|
$
|
85,340
|
|
|
$
|
46,492
|
|
|
|
|
|
|
Additional
Paid-in Capital |
|
|
|
Accumulated
Other Comprehensive Income (Loss) |
|
|
|
|
|||||||||||||
|
Common Stock
|
|
|
Retained
Earnings |
|
|
Treasury
Stock |
|
|
|||||||||||||||||
|
Shares
|
|
Par Value
|
|
|
|
|
|
Total
|
|||||||||||||||||
Balance at January 1, 2015
|
48,966
|
|
|
$
|
489
|
|
|
$
|
220,982
|
|
|
$
|
649,174
|
|
|
$
|
(7,180
|
)
|
|
$
|
—
|
|
|
$
|
863,465
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
67,888
|
|
|
—
|
|
|
—
|
|
|
67,888
|
|
||||||
Translation adjustment, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(20,939
|
)
|
|
—
|
|
|
(20,939
|
)
|
||||||
Pension adjustment, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(457
|
)
|
|
—
|
|
|
(457
|
)
|
||||||
Options exercised
|
331
|
|
|
3
|
|
|
9,717
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,720
|
|
||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
10,997
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,997
|
|
||||||
Tax benefit of options exercised
|
—
|
|
|
—
|
|
|
(318
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(318
|
)
|
||||||
Repurchase of common stock
|
(1,339
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(47,144
|
)
|
|
(47,144
|
)
|
||||||
Retirement of common stock
|
—
|
|
|
(13
|
)
|
|
—
|
|
|
(47,131
|
)
|
|
—
|
|
|
47,144
|
|
|
—
|
|
||||||
Cash dividends declared on common stock, $0.62 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(30,224
|
)
|
|
—
|
|
|
—
|
|
|
(30,224
|
)
|
||||||
Shares issued from release of restricted stock units
|
210
|
|
|
2
|
|
|
(3,718
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,716
|
)
|
||||||
Common stock issued at $34.32 per share
|
16
|
|
|
—
|
|
|
552
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
552
|
|
||||||
Balance at December 31, 2015
|
48,184
|
|
|
481
|
|
|
238,212
|
|
|
639,707
|
|
|
(28,576
|
)
|
|
—
|
|
|
849,824
|
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
89,734
|
|
|
—
|
|
|
—
|
|
|
89,734
|
|
||||||
Translation adjustment, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,920
|
)
|
|
—
|
|
|
(3,920
|
)
|
||||||
Pension adjustment, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(474
|
)
|
|
—
|
|
|
(474
|
)
|
||||||
Options exercised
|
270
|
|
|
3
|
|
|
7,973
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,976
|
|
||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
13,186
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,186
|
|
||||||
Tax benefit of options exercised
|
—
|
|
|
—
|
|
|
251
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
251
|
|
||||||
Repurchase of common stock
|
(1,244
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(53,502
|
)
|
|
(53,502
|
)
|
||||||
Retirement of common stock
|
|
|
(13
|
)
|
|
—
|
|
|
(53,489
|
)
|
|
|
|
53,502
|
|
|
—
|
|
||||||||
Cash dividends declared on common stock, $0.70 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(33,530
|
)
|
|
—
|
|
|
—
|
|
|
(33,530
|
)
|
||||||
Shares issued from release of restricted stock units
|
217
|
|
|
2
|
|
|
(4,020
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,018
|
)
|
||||||
Common stock issued at $32.45 per share
|
10
|
|
|
—
|
|
|
315
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
315
|
|
||||||
Balance at December 31, 2016
|
47,437
|
|
|
473
|
|
|
255,917
|
|
|
642,422
|
|
|
(32,970
|
)
|
|
—
|
|
|
865,842
|
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
92,617
|
|
|
—
|
|
|
|
|
|
92,617
|
|
||||||
Translation adjustment, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,418
|
|
|
—
|
|
|
21,418
|
|
||||||
Pension adjustment, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(944
|
)
|
|
—
|
|
|
(944
|
)
|
||||||
Options exercised
|
223
|
|
|
3
|
|
|
6,607
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,610
|
|
||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
12,565
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,565
|
|
||||||
Repurchase of common stock
|
(1,138
|
)
|
|
—
|
|
|
(10,000
|
)
|
|
—
|
|
|
—
|
|
|
(60,000
|
)
|
|
(70,000
|
)
|
||||||
Retirement of common stock
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
(19,995
|
)
|
|
—
|
|
|
20,000
|
|
|
—
|
|
||||||
Cash dividends declared on common stock, $0.81 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(38,400
|
)
|
|
—
|
|
|
—
|
|
|
(38,400
|
)
|
||||||
Shares issued from release of restricted stock units
|
214
|
|
|
2
|
|
|
(5,343
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,341
|
)
|
||||||
Common stock issued at $44.26 per share
|
9
|
|
|
—
|
|
|
411
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
411
|
|
||||||
Balance at December 31, 2017
|
46,745
|
|
|
$
|
473
|
|
|
$
|
260,157
|
|
|
$
|
676,644
|
|
|
$
|
(12,496
|
)
|
|
$
|
(40,000
|
)
|
|
$
|
884,778
|
|
|
Years Ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Cash flows from operating activities
|
|
|
|
|
|
|
|
|
|||
Net income
|
$
|
92,617
|
|
|
$
|
89,734
|
|
|
$
|
67,888
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|||
Gain on sale of assets
|
(160
|
)
|
|
(780
|
)
|
|
(389
|
)
|
|||
Depreciation and amortization
|
33,724
|
|
|
27,927
|
|
|
26,821
|
|
|||
Write-off of software development project
|
676
|
|
|
2,212
|
|
|
3,140
|
|
|||
Loss in equity method investment, before tax
|
86
|
|
|
—
|
|
|
—
|
|
|||
Gain (adjustment) on bargain purchase of a business
|
(6,336
|
)
|
|
—
|
|
|
—
|
|
|||
Loss on disposal of a business
|
211
|
|
|
—
|
|
|
—
|
|
|||
Gain on contingent consideration adjustment
|
—
|
|
|
—
|
|
|
(245
|
)
|
|||
Deferred income taxes
|
6,299
|
|
|
(869
|
)
|
|
2,537
|
|
|||
Noncash compensation related to stock plans
|
13,908
|
|
|
13,946
|
|
|
11,958
|
|
|||
Excess tax benefit of options exercised and restricted stock units vested
|
—
|
|
|
(273
|
)
|
|
(78
|
)
|
|||
Recovery (provision) of doubtful accounts
|
66
|
|
|
(83
|
)
|
|
440
|
|
|||
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
|
|
|
|
|
|
|
|
|
|||
Trade accounts receivable
|
(17,822
|
)
|
|
(7,548
|
)
|
|
(16,818
|
)
|
|||
Inventories
|
(6,580
|
)
|
|
(36,617
|
)
|
|
17,208
|
|
|||
Other current assets
|
(2,016
|
)
|
|
(2,180
|
)
|
|
6,274
|
|
|||
Other noncurrent assets
|
513
|
|
|
336
|
|
|
(1,301
|
)
|
|||
Trade accounts payable
|
1,157
|
|
|
5,785
|
|
|
(1,035
|
)
|
|||
Accrued liabilities
|
10,130
|
|
|
4,290
|
|
|
(1,432
|
)
|
|||
Accrued profit sharing trust contributions
|
498
|
|
|
757
|
|
|
417
|
|
|||
Accrued cash profit sharing and commissions
|
(1,246
|
)
|
|
2,064
|
|
|
2,530
|
|
|||
Long-term liabilities
|
(718
|
)
|
|
242
|
|
|
(2,930
|
)
|
|||
Accrued workers’ compensation
|
(343
|
)
|
|
(1,024
|
)
|
|
492
|
|
|||
Income taxes payable
|
(5,599
|
)
|
|
1,046
|
|
|
2,446
|
|
|||
Net cash provided by operating activities
|
119,065
|
|
|
98,965
|
|
|
117,923
|
|
|||
Cash flows from investing activities
|
|
|
|
|
|
|
|
|
|||
Capital expenditures
|
(58,041
|
)
|
|
(42,002
|
)
|
|
(34,186
|
)
|
|||
Assets acquisitions, net of cash acquired
|
(27,921
|
)
|
|
(5,361
|
)
|
|
(4,179
|
)
|
|||
Equity investments
|
—
|
|
|
(2,500
|
)
|
|
—
|
|
|||
Loan repayment by customer
|
—
|
|
|
—
|
|
|
244
|
|
|||
Proceeds from sale of property and equipment
|
681
|
|
|
1,320
|
|
|
293
|
|
|||
Proceeds from sale of a business
|
9,466
|
|
|
—
|
|
|
—
|
|
|||
Net cash used in investing activities
|
(75,815
|
)
|
|
(48,543
|
)
|
|
(37,828
|
)
|
|||
Cash flows from financing activities
|
|
|
|
|
|
|
|
|
|||
Repayment of long-term borrowings and capital leases
|
(354
|
)
|
|
—
|
|
|
(17
|
)
|
|||
Repayment of debt and line of credit borrowings
|
(400
|
)
|
|
—
|
|
|
—
|
|
|||
Deferred and contingent consideration paid for asset acquisitions
|
(205
|
)
|
|
(27
|
)
|
|
(1,177
|
)
|
|||
Debt issuance costs
|
—
|
|
|
(1,125
|
)
|
|
—
|
|
|||
Repurchase of common stock
|
(70,000
|
)
|
|
(53,502
|
)
|
|
(47,144
|
)
|
|||
Issuance of Company’s common stock
|
6,610
|
|
|
7,976
|
|
|
9,720
|
|
|||
Excess tax benefit of options exercised and restricted stock units vested
|
—
|
|
|
273
|
|
|
78
|
|
|||
Dividends paid
|
(36,981
|
)
|
|
(32,711
|
)
|
|
(29,352
|
)
|
|||
Cash paid on behalf of employees for shares withheld
|
(5,341
|
)
|
|
(4,018
|
)
|
|
(3,716
|
)
|
|||
Net cash used in financing activities
|
(106,671
|
)
|
|
(83,134
|
)
|
|
(71,608
|
)
|
|||
Effect of exchange rate changes on cash
|
5,398
|
|
|
424
|
|
|
(9,969
|
)
|
|||
Net decrease in cash and cash equivalents
|
(58,023
|
)
|
|
(32,288
|
)
|
|
(1,482
|
)
|
|||
Cash and cash equivalents at beginning of year
|
226,537
|
|
|
258,825
|
|
|
260,307
|
|
|||
Cash and cash equivalents at end of year
|
$
|
168,514
|
|
|
$
|
226,537
|
|
|
$
|
258,825
|
|
Supplemental Disclosure of Cash Flow Information
|
|||||||||||
Cash paid during the year for
|
|
|
|
|
|
|
|
|
|||
Interest
|
$
|
121
|
|
|
$
|
284
|
|
|
$
|
249
|
|
Income taxes
|
50,832
|
|
|
49,425
|
|
|
34,008
|
|
|||
Noncash activity during the year for
|
|
|
|
|
|
|
|
|
|||
Noncash capital expenditures
|
$
|
1,533
|
|
|
$
|
2,318
|
|
|
$
|
1,214
|
|
Capital lease obligations
|
3,750
|
|
|
—
|
|
|
—
|
|
|||
Contingent consideration for acquisition
|
1,314
|
|
|
—
|
|
|
—
|
|
|||
Issuance of Company's common stock for compensation
|
411
|
|
|
315
|
|
|
552
|
|
|||
Dividends declared but not paid
|
9,954
|
|
|
8,535
|
|
|
7,716
|
|
1.
|
Operations and Summary of Significant Accounting Policies
|
•
|
Raw materials and purchased finished goods for resale — principally valued at cost determined on a weighted average basis; and
|
•
|
In-process products and finished goods — cost of direct materials and labor plus attributable overhead based on a normal level of activity.
|
(in thousands)
|
At December 31,
|
|||||
|
2017
|
2016
|
||||
Money market funds
|
$
|
5,293
|
|
$
|
2,832
|
|
Software
|
3 to 5 years
|
Machinery and equipment
|
3 to 10 years
|
|
Fiscal Year Ended December 31,
|
||||||||||
(in thousands, except per-share amounts)
|
2017
|
|
2016
|
|
2015
|
||||||
Net income available to common stockholders
|
$
|
92,617
|
|
|
$
|
89,734
|
|
|
$
|
67,888
|
|
|
|
|
|
|
|
||||||
Basic weighted average shares outstanding
|
47,486
|
|
|
48,084
|
|
|
48,952
|
|
|||
Dilutive effect of potential common stock equivalents
|
288
|
|
|
211
|
|
|
229
|
|
|||
Diluted weighted average shares outstanding
|
47,774
|
|
|
48,295
|
|
|
49,181
|
|
|||
Net earnings per share:
|
|
|
|
|
|
|
|
|
|||
Basic
|
$
|
1.95
|
|
|
$
|
1.87
|
|
|
$
|
1.39
|
|
Diluted
|
$
|
1.94
|
|
|
$
|
1.86
|
|
|
$
|
1.38
|
|
|
Foreign Currency Translation
|
|
Pension Benefit
|
|
Total
|
||||||
(in thousands)
|
|
|
|||||||||
Balance at January 1, 2015
|
$
|
(6,613
|
)
|
|
$
|
(567
|
)
|
|
$
|
(7,180
|
)
|
Other comprehensive income before reclassification net of tax benefit (expense) of ($57) and $82, respectively
|
(20,708
|
)
|
|
(457
|
)
|
|
(21,165
|
)
|
|||
Amounts reclassified from accumulative other comprehensive income, net of $0 tax
|
(231
|
)
|
|
|
|
(231
|
)
|
||||
Balance at December 31, 2015
|
(27,552
|
)
|
|
(1,024
|
)
|
|
(28,576
|
)
|
|||
Other comprehensive loss net of tax benefit (expense) of ($222) and $87, respectively
|
(3,920
|
)
|
|
(474
|
)
|
|
(4,394
|
)
|
|||
Balance at December 31, 2016
|
(31,472
|
)
|
|
(1,498
|
)
|
|
(32,970
|
)
|
|||
Other comprehensive loss net of tax benefit (expense) of $0 and $36, respectively
|
21,273
|
|
|
(944
|
)
|
|
20,329
|
|
|||
Amounts reclassified from accumulative other comprehensive income, net of $0 tax
|
145
|
|
|
—
|
|
|
145
|
|
|||
Balance at December 31, 2017
|
$
|
(10,054
|
)
|
|
$
|
(2,442
|
)
|
|
$
|
(12,496
|
)
|
•
|
A 500 basis point hypothetical increase in the discount rate, holding all other assumptions constant, would not have decreased the fair value of the reporting unit below its carrying value, and thus it would not result in the reporting unit failing Step 1 of the goodwill impairment test;
|
•
|
A 210 basis point hypothetical decrease in the multiple rate, holding all other assumptions constant, would not have decreased the fair value of the reporting unit below its carrying value, and thus it would not result in the reporting unit failing Step 1 of the goodwill impairment test;
|
•
|
A 139 basis point hypothetical percentage decrease in the CAGR, holding all other assumptions constant, would not have decreased the fair value of the reporting unit below its carrying value and
|
•
|
A
37%
hypothetical decrease in average annual pre-tax operating profit, holding all other assumptions constant, would not have decreased the fair value of the reporting unit below its carrying value.
|
(in thousands)
|
North
America |
|
Europe
|
|
Asia
Pacific |
|
Total
|
||||||||
Balance as of January 1, 2016:
|
|
|
|
|
|
|
|
||||||||
Goodwill
|
$
|
96,500
|
|
|
$
|
50,135
|
|
|
$
|
1,396
|
|
|
$
|
148,031
|
|
Accumulated impairment losses
|
(10,666
|
)
|
|
(13,415
|
)
|
|
—
|
|
|
(24,081
|
)
|
||||
|
85,834
|
|
|
36,720
|
|
|
1,396
|
|
|
123,950
|
|
||||
Goodwill acquired
|
—
|
|
|
1,848
|
|
|
—
|
|
|
1,848
|
|
||||
Foreign exchange
|
93
|
|
|
(952
|
)
|
|
(21
|
)
|
|
(880
|
)
|
||||
Reclassifications
(1)
|
(439
|
)
|
|
—
|
|
|
—
|
|
|
(439
|
)
|
||||
Balance as of December 31, 2016:
|
|
|
|
|
|
|
0
|
|
|||||||
Goodwill
|
96,154
|
|
|
51,031
|
|
|
1,375
|
|
|
148,560
|
|
||||
Accumulated impairment losses
|
(10,666
|
)
|
|
(13,415
|
)
|
|
—
|
|
|
(24,081
|
)
|
||||
|
85,488
|
|
|
37,616
|
|
|
1,375
|
|
|
124,479
|
|
||||
Goodwill acquired
|
10,066
|
|
|
—
|
|
|
—
|
|
|
10,066
|
|
||||
Foreign exchange
|
198
|
|
|
2,472
|
|
|
114
|
|
|
2,784
|
|
||||
Reclassifications
(2)
|
3
|
|
|
(192
|
)
|
|
—
|
|
|
(189
|
)
|
||||
Balance as of December 31, 2017:
|
|
|
|
|
|
|
0
|
|
|||||||
Goodwill
|
106,421
|
|
|
53,311
|
|
|
1,489
|
|
|
161,221
|
|
||||
Accumulated impairment losses
|
(10,666
|
)
|
|
(13,415
|
)
|
|
—
|
|
|
(24,081
|
)
|
||||
|
$
|
95,755
|
|
|
$
|
39,896
|
|
|
$
|
1,489
|
|
|
$
|
137,140
|
|
(in thousands)
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
||||||
Patents
|
|
|
|||||||||
Balance at January 1, 2016
|
$
|
1,513
|
|
|
$
|
(379
|
)
|
|
$
|
1,134
|
|
Amortization
|
—
|
|
|
(149
|
)
|
|
(149
|
)
|
|||
Reclassification
(1)
|
212
|
|
|
—
|
|
|
212
|
|
|||
Foreign exchange
|
(7
|
)
|
|
—
|
|
|
(7
|
)
|
|||
Balance at December 31, 2016
|
1,718
|
|
|
(528
|
)
|
|
1,190
|
|
|||
Acquisition
|
800
|
|
|
—
|
|
|
800
|
|
|||
Amortization
|
—
|
|
|
(187
|
)
|
|
(187
|
)
|
|||
Foreign exchange
|
2
|
|
|
—
|
|
|
2
|
|
|||
Removal of fully amortized assets
|
(170
|
)
|
|
170
|
|
|
—
|
|
|||
Balance at December 31, 2017
|
$
|
2,350
|
|
|
$
|
(545
|
)
|
|
$
|
1,805
|
|
(in thousands)
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
||||||
Unpatented Technology
|
|
|
|||||||||
Balance at January 1, 2016
|
$
|
21,604
|
|
|
$
|
(8,656
|
)
|
|
$
|
12,948
|
|
Amortization
|
—
|
|
|
(2,058
|
)
|
|
(2,058
|
)
|
|||
Reclassifications
(1)
|
1,512
|
|
|
—
|
|
|
1,512
|
|
|||
Foreign exchange
|
(243
|
)
|
|
—
|
|
|
(243
|
)
|
|||
Removal of fully amortized assets
|
(1,711
|
)
|
|
1,711
|
|
|
—
|
|
|||
Balance at December 31, 2016
|
21,162
|
|
|
(9,003
|
)
|
|
12,159
|
|
|||
Amortization
|
—
|
|
|
(1,976
|
)
|
|
(1,976
|
)
|
|||
Foreign exchange
|
505
|
|
|
$
|
—
|
|
|
505
|
|
||
Balance at December 31, 2017
|
$
|
21,667
|
|
|
$
|
(10,979
|
)
|
|
$
|
10,688
|
|
(in thousands)
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
||||||
Non-Compete Agreements,
Trademarks and Other
|
|
|
|||||||||
|
|
||||||||||
Balance at January 1, 2016
|
$
|
10,578
|
|
|
(7,203
|
)
|
|
3,375
|
|
||
Acquisition
|
1,212
|
|
|
—
|
|
|
1,212
|
|
|||
Amortization
|
—
|
|
|
(2,040
|
)
|
|
(2,040
|
)
|
|||
Foreign exchange
|
(39
|
)
|
|
—
|
|
|
(39
|
)
|
|||
Reclassifications
(1)
|
119
|
|
|
—
|
|
|
119
|
|
|||
Removal of fully amortized assets
|
(5,143
|
)
|
|
5,143
|
|
|
—
|
|
|||
Balance at December 31, 2016
|
6,727
|
|
|
(4,100
|
)
|
|
2,627
|
|
|||
Acquisition
|
9,260
|
|
|
—
|
|
|
9,260
|
|
|||
Amortization
|
—
|
|
|
(2,495
|
)
|
|
(2,495
|
)
|
|||
Foreign exchange
|
16
|
|
|
—
|
|
|
16
|
|
|||
Removal of fully amortized asset
|
(3,778
|
)
|
|
3,778
|
|
|
—
|
|
|||
Balance at December 31, 2017
|
$
|
12,225
|
|
|
$
|
(2,817
|
)
|
|
$
|
9,408
|
|
(in thousands)
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Carrying
Amount
|
||||||
Customer Relationships
|
|
|
|||||||||
Balance at January 1, 2016
|
$
|
21,242
|
|
|
(13,152
|
)
|
|
8,090
|
|
||
Acquisition
|
—
|
|
|
—
|
|
|
—
|
|
|||
Amortization
|
—
|
|
|
(1,793
|
)
|
|
(1,793
|
)
|
|||
Reclassifications
(1)
|
46
|
|
|
—
|
|
|
46
|
|
|||
Foreign exchange
|
(71
|
)
|
|
—
|
|
|
(71
|
)
|
|||
Balance at December 31, 2016
|
21,217
|
|
|
(14,945
|
)
|
|
6,272
|
|
|||
Acquisition
|
1,091
|
|
|
—
|
|
|
1,091
|
|
|||
Amortization
|
—
|
|
|
(1,574
|
)
|
|
(1,574
|
)
|
|||
Reclassifications
(2)
|
626
|
|
|
—
|
|
|
626
|
|
|||
Foreign exchange
|
394
|
|
|
—
|
|
|
394
|
|
|||
Removal of fully amortized assets
|
(5,650
|
)
|
|
5,650
|
|
|
—
|
|
|||
Balance at December 31, 2017
|
$
|
17,678
|
|
|
$
|
(10,869
|
)
|
|
$
|
6,809
|
|
2018
|
$
|
5,352
|
|
2019
|
5,260
|
|
|
2020
|
5,230
|
|
|
2021
|
4,751
|
|
|
2022
|
2,859
|
|
|
Thereafter
|
5,258
|
|
|
|
$
|
28,710
|
|
|
December 31, 2016
|
||||||||||
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Net
Carrying Amount |
||||||
(in thousands)
|
|
|
|||||||||
Total Intangible Assets
|
|
|
|||||||||
North America
|
$
|
23,562
|
|
|
$
|
(13,811
|
)
|
|
$
|
9,751
|
|
Europe
|
27,880
|
|
|
(14,767
|
)
|
|
13,113
|
|
|||
Total
|
$
|
51,442
|
|
|
$
|
(28,578
|
)
|
|
$
|
22,864
|
|
|
At December 31, 2017
|
||||||||||
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Net
Carrying Amount |
||||||
(in thousands)
|
|
|
|||||||||
Total Intangible Assets
|
|
|
|||||||||
North America
|
$
|
30,775
|
|
|
$
|
(13,732
|
)
|
|
$
|
17,043
|
|
Europe
|
23,762
|
|
|
(11,479
|
)
|
|
12,283
|
|
|||
Total
|
$
|
54,537
|
|
|
$
|
(25,211
|
)
|
|
$
|
29,326
|
|
2.
|
Stock-Based Compensation
|
|
Fiscal Years Ended December 31,
|
||||||||||
(in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Stock-based compensation expense recognized in operating expenses
|
$
|
12,744
|
|
|
$
|
13,113
|
|
|
$
|
11,212
|
|
Tax benefit of stock-based compensation expense in provision for income taxes
|
4,575
|
|
|
4,757
|
|
|
3,987
|
|
|||
Stock-based compensation expense, net of tax
|
$
|
8,169
|
|
|
$
|
8,356
|
|
|
$
|
7,225
|
|
Fair value of shares vested
|
$
|
11,043
|
|
|
$
|
13,186
|
|
|
$
|
10,997
|
|
Proceeds to the Company from the exercise of stock-based compensation
|
$
|
6,610
|
|
|
$
|
7,976
|
|
|
$
|
9,720
|
|
Tax benefit from exercise of stock-based compensation, including shortfall tax benefits
|
$
|
—
|
|
|
$
|
(251
|
)
|
|
$
|
(318
|
)
|
|
Shares
(in thousands) |
|
Weighted-
Average Price |
|
Aggregate
Intrinsic Value * (in thousands) |
|||||
Unvested Restricted Stock Units (RSUs)
|
|
|
||||||||
Outstanding at January 1, 2017
|
615
|
|
|
$
|
31.81
|
|
|
$
|
26,915
|
|
Awarded
|
589
|
|
|
38.79
|
|
|
|
|
||
Vested
|
(336
|
)
|
|
32.85
|
|
|
|
|
||
Forfeited
|
(172
|
)
|
|
35.96
|
|
|
|
|
||
Outstanding at December 31, 2017
|
696
|
|
|
$
|
35.34
|
|
|
$
|
39,976
|
|
Outstanding and expected to vest at December 31, 2017
|
690
|
|
|
$
|
35.33
|
|
|
$
|
39,609
|
|
|
Shares
(in thousands) |
|
Weighted-
Average Exercise Price |
|
Weighted-
Average Remaining Contractual Life |
|
Aggregate
Intrinsic Value* (in thousands) |
|||||
Non-Qualified Stock Options
|
|
|
|
|||||||||
Outstanding at January 1, 2017
|
251
|
|
|
$
|
29.66
|
|
|
1.1
|
|
$
|
3,538
|
|
Exercised
|
(223
|
)
|
|
$
|
29.66
|
|
|
|
|
|
|
|
Forfeited
|
—
|
|
|
$
|
—
|
|
|
|
|
|
||
Outstanding and exercisable at December 31, 2017
|
28
|
|
|
$
|
29.66
|
|
|
0.1
|
|
$
|
780
|
|
3.
|
Trade Accounts Receivable, net
|
|
December 31,
|
||||||
(in thousands)
|
2017
|
|
2016
|
||||
Trade accounts receivable
|
$
|
139,910
|
|
|
$
|
116,368
|
|
Allowance for doubtful accounts
|
(996
|
)
|
|
(895
|
)
|
||
Allowance for sales discounts
|
(2,956
|
)
|
|
(3,050
|
)
|
||
|
$
|
135,958
|
|
|
$
|
112,423
|
|
4.
|
Inventories
|
|
December 31,
|
||||||
(in thousands)
|
2017
|
|
2016
|
||||
Raw materials
|
$
|
91,022
|
|
|
$
|
86,524
|
|
In-process products
|
26,849
|
|
|
20,902
|
|
||
Finished products
|
135,125
|
|
|
124,848
|
|
||
|
$
|
252,996
|
|
|
$
|
232,274
|
|
5.
|
Property, Plant and Equipment, net
|
|
December 31,
|
||||||
(in thousands)
|
2017
|
|
2016
|
||||
Land
|
$
|
33,087
|
|
|
$
|
32,127
|
|
Buildings and site improvements
|
212,817
|
|
|
183,882
|
|
||
Leasehold improvements
|
4,684
|
|
|
5,550
|
|
||
Machinery and equipment
|
300,334
|
|
|
248,861
|
|
||
|
550,922
|
|
|
470,420
|
|
||
Less accumulated depreciation and amortization
|
(299,907
|
)
|
|
(273,302
|
)
|
||
|
251,015
|
|
|
197,118
|
|
||
Capital projects in progress
|
22,005
|
|
|
35,692
|
|
||
|
$
|
273,020
|
|
|
$
|
232,810
|
|
|
December 31,
|
||||||
(in thousands)
|
2017
|
|
2016
|
||||
Sales incentive and advertising accruals
|
$
|
31,143
|
|
|
$
|
25,761
|
|
Vacation liability
|
8,993
|
|
|
7,432
|
|
||
Dividend payable
|
9,954
|
|
|
8,535
|
|
||
Labor related liabilities
|
16,970
|
|
|
8,431
|
|
||
Sales taxes payable and other
|
17,144
|
|
|
10,318
|
|
||
|
$
|
84,204
|
|
|
$
|
60,477
|
|
8.
|
Debt
|
|
Years Ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Interest costs incurred
|
$
|
1,249
|
|
|
$
|
1,167
|
|
|
$
|
1,133
|
|
Less: Interest capitalized
|
(72
|
)
|
|
(20
|
)
|
|
(136
|
)
|
|||
Interest expense
|
$
|
1,177
|
|
|
$
|
1,147
|
|
|
$
|
997
|
|
9.
|
Commitments and Contingencies
|
2018
|
$
|
6,923
|
|
2019
|
5,787
|
|
|
2020
|
4,472
|
|
|
2021
|
3,376
|
|
|
2022
|
2,270
|
|
|
Thereafter
|
2,339
|
|
|
Total
|
$
|
25,167
|
|
As of December 31, 2017
|
Debt Interest Obligations
|
|
Capital Lease Obligations
|
Purchase Obligations
|
|
Total
|
||||||||
2018
|
$
|
450
|
|
|
$
|
1,055
|
|
$
|
42,833
|
|
|
$
|
44,338
|
|
2019
|
450
|
|
|
1,089
|
|
679
|
|
|
2,218
|
|
||||
2020
|
450
|
|
|
1,125
|
|
679
|
|
|
2,254
|
|
||||
2021
|
250
|
|
|
480
|
|
679
|
|
|
1,409
|
|
||||
2022
|
—
|
|
|
—
|
|
582
|
|
|
582
|
|
||||
Thereafter
|
—
|
|
|
—
|
|
—
|
|
|
—
|
|
||||
Total
|
$
|
1,600
|
|
|
$
|
3,749
|
|
$
|
45,452
|
|
|
$
|
50,801
|
|
10.
|
Income Taxes
|
|
Years Ended December 31,
|
|||||||
(in thousands)
|
2017
|
|
2016
|
|
2015
|
|||
Federal tax rate
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
State taxes, net of federal benefit
|
3.2
|
%
|
|
3.4
|
%
|
|
3.3
|
%
|
Tax benefit of domestic manufacturing deduction
|
(2.0
|
)%
|
|
(2.5
|
)%
|
|
(2.3
|
)%
|
Mandatory deemed repatriation of foreign earnings
|
2.7
|
%
|
|
—
|
%
|
|
—
|
%
|
Change in U.S. tax rate applied to deferred taxes
|
(1.9
|
)%
|
|
—
|
%
|
|
—
|
%
|
Change in valuation allowance
|
1.3
|
%
|
|
(0.1
|
)%
|
|
1.3
|
%
|
Difference between United States statutory and foreign local tax rates
|
(0.8
|
)%
|
|
(0.3
|
)%
|
|
0.2
|
%
|
Change in uncertain tax position
|
—
|
%
|
|
(0.2
|
)%
|
|
0.3
|
%
|
Other
|
(1.6
|
)%
|
|
0.1
|
%
|
|
(0.3
|
)%
|
Effective income tax rate
|
35.9
|
%
|
|
35.4
|
%
|
|
37.5
|
%
|
|
|||||||
|
December 31,
|
||||||
(in thousands)
|
2017
|
|
2016
|
||||
Deferred asset taxes
|
|
|
|
|
|
||
State tax
|
$
|
1,390
|
|
|
$
|
2,518
|
|
Workers’ compensation
|
822
|
|
|
1,381
|
|
||
Health claims
|
487
|
|
|
755
|
|
||
Vacation liability
|
1,008
|
|
|
1,485
|
|
||
Allowance for doubtful accounts
|
104
|
|
|
123
|
|
||
Inventories
|
5,385
|
|
|
6,833
|
|
||
Sales incentive and advertising allowances
|
709
|
|
|
1,126
|
|
||
Acquisition costs
|
—
|
|
|
528
|
|
||
Unrealized foreign exchange gain or loss
|
291
|
|
|
678
|
|
||
Stock-based compensation
|
2,967
|
|
|
5,550
|
|
||
Foreign tax credit carryforwards
|
4,453
|
|
|
1,288
|
|
||
Uncertain tax positions’ unrecognized tax benefits
|
31
|
|
|
104
|
|
||
Foreign tax loss carry forward
|
6,892
|
|
|
6,841
|
|
||
Other
|
1,291
|
|
|
1,259
|
|
||
|
$
|
25,830
|
|
|
$
|
30,469
|
|
Less valuation allowances
|
(11,114
|
)
|
|
(6,868
|
)
|
||
|
14,716
|
|
|
23,601
|
|
||
|
|
|
|
||||
Deferred tax liabilities
|
|
|
|
|
|
||
Depreciation
|
$
|
(7,050
|
)
|
|
$
|
(6,138
|
)
|
Goodwill and other intangibles amortization
|
(11,331
|
)
|
|
(14,126
|
)
|
||
Tax effect on cumulative translation adjustment
|
(487
|
)
|
|
(667
|
)
|
||
Other
|
—
|
|
|
(744
|
)
|
||
|
(18,868
|
)
|
|
(21,675
|
)
|
||
|
|
|
|
||||
Total Deferred tax
|
$
|
(4,152
|
)
|
|
$
|
1,926
|
|
Reconciliation of Unrecognized Tax Benefits
|
2017
|
|
2016
|
|
2015
|
||||||
Balance at January 1
|
$
|
1,119
|
|
|
$
|
1,107
|
|
|
$
|
1,307
|
|
Additions based on tax positions related to prior years
|
660
|
|
|
204
|
|
|
310
|
|
|||
Reductions based on tax positions related to prior years
|
(1
|
)
|
|
—
|
|
|
(514
|
)
|
|||
Additions for tax positions of the current year
|
319
|
|
|
155
|
|
|
191
|
|
|||
Lapse of statute of limitations
|
(202
|
)
|
|
(347
|
)
|
|
(187
|
)
|
|||
Balance at December 31
|
$
|
1,895
|
|
|
$
|
1,119
|
|
|
$
|
1,107
|
|
11.
|
Retirement Plans
|
12.
|
Related Party Transactions
|
13.
|
Acquisitions and Dispositions
|
14.
|
Segment Information
|
(in thousands)
|
North
America |
|
Europe
|
|
Asia/
Pacific |
|
Administrative
& All Other |
|
Total
|
||||||||||
2017
|
|
|
|
|
|||||||||||||||
Net sales
|
$
|
803,697
|
|
|
$
|
165,155
|
|
|
$
|
8,173
|
|
|
$
|
—
|
|
|
$
|
977,025
|
|
Sales to other segments *
|
3,237
|
|
|
959
|
|
|
20,715
|
|
|
—
|
|
|
24,911
|
|
|||||
Income from operations
|
132,890
|
|
|
4,421
|
|
|
1,179
|
|
|
677
|
|
|
139,167
|
|
|||||
Depreciation and amortization
|
25,745
|
|
|
5,832
|
|
|
1,246
|
|
|
901
|
|
|
33,724
|
|
|||||
Gain on bargain purchase of a business
|
—
|
|
|
6,336
|
|
|
—
|
|
|
—
|
|
|
6,336
|
|
|||||
Significant non-cash charges
|
9,861
|
|
|
1,509
|
|
|
65
|
|
|
2,473
|
|
|
13,908
|
|
|||||
Provision for income taxes
|
47,434
|
|
|
2,124
|
|
|
419
|
|
|
1,824
|
|
|
51,801
|
|
|||||
Capital expenditures and business acquisitions, net of
cash acquired
|
70,040
|
|
|
11,411
|
|
|
4,511
|
|
|
—
|
|
|
85,962
|
|
|||||
Total assets
|
953,033
|
|
|
208,640
|
|
|
26,820
|
|
|
(150,970
|
)
|
|
1,037,523
|
|
(in thousands)
|
North
America
|
|
Europe
|
|
Asia/
Pacific
|
|
Administrative
& All Other
|
|
Total
|
||||||||||
2016
|
|
|
|
|
|||||||||||||||
Net sales
|
$
|
742,021
|
|
|
$
|
111,274
|
|
|
$
|
7,366
|
|
|
$
|
—
|
|
|
$
|
860,661
|
|
Sales to other segments *
|
2,512
|
|
|
570
|
|
|
28,690
|
|
|
—
|
|
|
31,772
|
|
|||||
Income (loss) from operations
|
137,311
|
|
|
895
|
|
|
2,140
|
|
|
(869
|
)
|
|
139,477
|
|
|||||
Depreciation and amortization
|
19,433
|
|
|
5,809
|
|
|
1,208
|
|
|
1,477
|
|
|
27,927
|
|
|||||
Significant non-cash charges
|
9,124
|
|
|
1,052
|
|
|
113
|
|
|
3,657
|
|
|
13,946
|
|
|||||
Provision for income taxes
|
45,547
|
|
|
1,428
|
|
|
721
|
|
|
1,470
|
|
|
49,166
|
|
|||||
Capital expenditures and business acquisitions, net of
cash acquired |
37,652
|
|
|
8,461
|
|
|
1,250
|
|
|
—
|
|
|
47,363
|
|
|||||
Total assets
|
853,826
|
|
|
165,121
|
|
|
25,118
|
|
|
(64,091
|
)
|
|
979,974
|
|
(in thousands)
|
North
America
|
|
Europe
|
|
Asia/
Pacific
|
|
Administrative
& All Other
|
|
Total
|
||||||||||
2015
|
|
|
|
|
|||||||||||||||
Net sales
|
$
|
676,618
|
|
|
$
|
108,068
|
|
|
$
|
9,373
|
|
|
$
|
—
|
|
|
$
|
794,059
|
|
Sales to other segments *
|
2,857
|
|
|
931
|
|
|
20,496
|
|
|
—
|
|
|
24,284
|
|
|||||
Income (loss) from operations
|
109,446
|
|
|
3,795
|
|
|
(3,445
|
)
|
|
(775
|
)
|
|
109,021
|
|
|||||
Depreciation and amortization
|
17,812
|
|
|
5,773
|
|
|
1,785
|
|
|
1,451
|
|
|
26,821
|
|
|||||
Significant non-cash charges
|
8,221
|
|
|
1,251
|
|
|
131
|
|
|
2,355
|
|
|
11,958
|
|
|||||
Provision for (benefit from) income taxes
|
36,999
|
|
|
1,692
|
|
|
581
|
|
|
1,519
|
|
|
40,791
|
|
|||||
Capital expenditures and business acquisitions, net of
cash acquired |
33,336
|
|
|
4,177
|
|
|
825
|
|
|
27
|
|
|
38,365
|
|
|||||
Total assets
|
748,241
|
|
|
168,305
|
|
|
24,366
|
|
|
20,397
|
|
|
961,309
|
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||||||||
(in thousands)
|
Net
Sales |
|
Long-Lived
Assets |
|
Net
Sales |
|
Long-Lived
Assets |
|
Net
Sales |
|
Long-Lived
Assets |
||||||||||||
United States
|
$
|
758,181
|
|
|
$
|
223,184
|
|
|
$
|
702,071
|
|
|
$
|
192,787
|
|
|
$
|
639,443
|
|
|
$
|
171,367
|
|
Canada
|
43,176
|
|
|
4,650
|
|
|
38,269
|
|
|
4,473
|
|
|
36,122
|
|
|
4,275
|
|
||||||
United Kingdom
|
23,157
|
|
|
1,459
|
|
|
20,905
|
|
|
1,183
|
|
|
22,924
|
|
|
1,357
|
|
||||||
Germany
|
21,821
|
|
|
14,153
|
|
|
20,751
|
|
|
12,582
|
|
|
19,974
|
|
|
13,358
|
|
||||||
France
|
36,677
|
|
|
9,152
|
|
|
33,062
|
|
|
8,349
|
|
|
31,147
|
|
|
8,621
|
|
||||||
Poland
|
20,409
|
|
|
2,471
|
|
|
6,633
|
|
|
1,830
|
|
|
6,417
|
|
|
893
|
|
||||||
Sweden
|
16,421
|
|
|
1,068
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Denmark
|
14,723
|
|
|
1,601
|
|
|
15,728
|
|
|
1,249
|
|
|
14,987
|
|
|
1,381
|
|
||||||
Norway
|
12,902
|
|
|
229
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Switzerland
|
5,593
|
|
|
8,748
|
|
|
6,549
|
|
|
8,469
|
|
|
5,538
|
|
|
9,071
|
|
||||||
Australia
|
5,501
|
|
|
268
|
|
|
4,741
|
|
|
239
|
|
|
3,121
|
|
|
274
|
|
||||||
Belgium
|
5,050
|
|
|
2,065
|
|
|
1,286
|
|
|
1,798
|
|
|
—
|
|
|
—
|
|
||||||
The Netherlands
|
4,834
|
|
|
110
|
|
|
4,909
|
|
|
21
|
|
|
4,773
|
|
|
15
|
|
||||||
New Zealand
|
2,604
|
|
|
130
|
|
|
2,474
|
|
|
163
|
|
|
2,154
|
|
|
142
|
|
||||||
Chile
|
2,314
|
|
|
61
|
|
|
1,572
|
|
|
56
|
|
|
902
|
|
|
91
|
|
||||||
Other countries
|
3,662
|
|
|
12,710
|
|
|
1,711
|
|
|
7,471
|
|
|
6,557
|
|
|
8,241
|
|
||||||
|
$
|
977,025
|
|
|
$
|
282,059
|
|
|
$
|
860,661
|
|
|
$
|
240,670
|
|
|
$
|
794,059
|
|
|
$
|
219,086
|
|
(in thousands)
|
2017
|
|
2016
|
|
2015
|
||||||
Wood Construction
|
$
|
833,200
|
|
|
$
|
732,414
|
|
|
$
|
674,274
|
|
Concrete Construction
|
143,102
|
|
|
128,247
|
|
|
119,481
|
|
|||
Other
|
723
|
|
|
—
|
|
|
304
|
|
|||
Total
|
$
|
977,025
|
|
|
$
|
860,661
|
|
|
$
|
794,059
|
|
15.
|
Subsequent Events
|
16.
|
Selected Quarterly Financial Data (Unaudited)
|
|
2017
|
|
2016
|
||||||||||||||||||||||||||||
|
Fourth
Quarter |
|
Third
Quarter |
|
Second
Quarter |
|
First
Quarter |
|
Fourth
Quarter |
|
Third
Quarter |
|
Second
Quarter |
|
First
Quarter |
||||||||||||||||
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Net sales
|
$
|
231,681
|
|
|
$
|
262,476
|
|
|
$
|
263,002
|
|
|
$
|
219,866
|
|
|
$
|
200,192
|
|
|
$
|
230,974
|
|
|
$
|
229,973
|
|
|
$
|
199,523
|
|
Cost of sales
|
128,983
|
|
|
142,591
|
|
|
139,477
|
|
|
119,710
|
|
|
105,226
|
|
|
117,499
|
|
|
118,486
|
|
|
107,000
|
|
||||||||
Gross profit
|
102,698
|
|
|
119,885
|
|
|
123,525
|
|
|
100,156
|
|
|
94,966
|
|
|
113,475
|
|
|
111,487
|
|
|
92,523
|
|
||||||||
Research and development and other engineering
|
12,565
|
|
|
8,679
|
|
|
13,264
|
|
|
13,108
|
|
|
12,441
|
|
|
10,932
|
|
|
11,452
|
|
|
11,423
|
|
||||||||
Selling
|
28,753
|
|
|
28,156
|
|
|
28,511
|
|
|
29,483
|
|
|
24,030
|
|
|
24,304
|
|
|
24,822
|
|
|
25,187
|
|
||||||||
General and administrative
|
36,688
|
|
|
36,501
|
|
|
36,563
|
|
|
34,986
|
|
|
32,376
|
|
|
32,543
|
|
|
34,945
|
|
|
29,298
|
|
||||||||
Gain (loss) on sale of assets
|
(13
|
)
|
|
(147
|
)
|
|
50
|
|
|
(50
|
)
|
|
(17
|
)
|
|
(81
|
)
|
|
(656
|
)
|
|
(26
|
)
|
||||||||
Income from operations
|
24,705
|
|
|
46,696
|
|
|
45,137
|
|
|
22,629
|
|
|
26,136
|
|
|
45,777
|
|
|
40,924
|
|
|
26,641
|
|
||||||||
Loss in equity method investment, before tax
|
(33
|
)
|
|
(13
|
)
|
|
(12
|
)
|
|
(28
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Interest (expense) income, net
|
(104
|
)
|
|
(296
|
)
|
|
(199
|
)
|
|
(189
|
)
|
|
(177
|
)
|
|
(82
|
)
|
|
(83
|
)
|
|
(235
|
)
|
||||||||
Gain (adjustment) on bargain purchase of a business
|
—
|
|
|
(2,052
|
)
|
|
—
|
|
|
8,388
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Gain (loss) on disposal of a business
|
(654
|
)
|
|
443
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Provision for
income taxes
|
10,829
|
|
|
16,581
|
|
|
16,712
|
|
|
7,679
|
|
|
8,565
|
|
|
15,898
|
|
|
14,640
|
|
|
10,063
|
|
||||||||
Net income
|
$
|
13,085
|
|
|
$
|
28,197
|
|
|
$
|
28,214
|
|
|
$
|
23,121
|
|
|
$
|
17,394
|
|
|
$
|
29,797
|
|
|
$
|
26,201
|
|
|
$
|
16,343
|
|
Earnings per share of common stock:
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.28
|
|
|
$
|
0.60
|
|
|
$
|
0.59
|
|
|
$
|
0.49
|
|
|
$
|
0.37
|
|
|
$
|
0.62
|
|
|
$
|
0.54
|
|
|
$
|
0.34
|
|
Diluted
|
0.27
|
|
|
0.59
|
|
|
0.59
|
|
|
0.48
|
|
|
0.36
|
|
|
0.62
|
|
|
0.54
|
|
|
0.34
|
|
||||||||
Cash dividends declared per
share of common stock
|
$
|
—
|
|
|
$
|
0.42
|
|
|
$
|
0.21
|
|
|
$
|
0.18
|
|
|
$
|
0.18
|
|
|
$
|
0.18
|
|
|
$
|
0.18
|
|
|
$
|
0.16
|
|
Column A
|
Column B
|
|
Column C
|
|
Column D
|
|
Column E
|
|||||||||||
|
|
|
Additions
|
|
|
|
|
|||||||||||
|
|
|
Charged
|
|
Charged
|
|
|
|
|
|||||||||
|
Balance at
|
|
to Costs
|
|
to Other
|
|
|
|
Balance
|
|||||||||
(in thousands)
|
Beginning
|
|
and
|
|
Accounts —
|
|
|
|
at End
|
|||||||||
Classification
|
of Year
|
|
Expenses
|
|
Write-offs
|
|
Deductions
|
|
of Year
|
|||||||||
Year to date December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Allowance for doubtful accounts
|
$
|
895
|
|
|
$
|
66
|
|
|
|
|
|
$
|
(35
|
)
|
|
$
|
996
|
|
Allowance for sales discounts
|
3,050
|
|
|
(94
|
)
|
|
—
|
|
|
—
|
|
|
2,956
|
|
||||
Allowance for deferred tax assets
|
6,868
|
|
|
5,765
|
|
|
|
|
|
1,519
|
|
|
11,114
|
|
||||
Year to date December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Allowance for doubtful accounts
|
1,142
|
|
|
(83
|
)
|
|
—
|
|
|
164
|
|
|
895
|
|
||||
Allowance for sales discounts
|
2,706
|
|
|
344
|
|
|
—
|
|
|
—
|
|
|
3,050
|
|
||||
Allowance for deferred tax assets
|
7,575
|
|
|
358
|
|
|
—
|
|
|
1,065
|
|
|
6,868
|
|
||||
Year to date December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Allowance for doubtful accounts
|
929
|
|
|
440
|
|
|
—
|
|
|
227
|
|
|
1,142
|
|
||||
Allowance for sales discounts
|
2,089
|
|
|
617
|
|
|
—
|
|
|
—
|
|
|
2,706
|
|
||||
Allowance for deferred tax assets
|
6,754
|
|
|
1,577
|
|
|
—
|
|
|
756
|
|
|
7,575
|
|
3.2
|
3.3
|
4.1
|
10.1
|
10.2
|
10.3
|
10.4
|
10.5
|
10.6
|
10.7
|
10.8
|
10.10
|
10.11
|
10.12
|
10.13
|
10.14
|
21.
|
23
|
31.1
|
31.2
|
32.
|
99.1
|
99.2
|
99.3
|
99.4
|
101
|
Financial statements from the annual report on Form 10-K of Simpson Manufacturing Co., Inc. for the year ended December 31, 2017, formatted in XBRL, are filed herewith and include: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Statement of Comprehensive Income, (iv) the Consolidated Statements of Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows and (vi) the Notes to Consolidated Financial Statements.
|
Dated:
|
February 28, 2018
|
|
Simpson Manufacturing Co., Inc.
|
|
|
|
(Registrant)
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|
|
By
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/s/Brian J. Magstadt
|
|
|
|
Brian J. Magstadt
|
|
|
|
Chief Financial Officer
|
|
|
|
and Duly Authorized Officer
|
|
|
|
of the Registrant
|
|
|
|
(principal accounting and financial officer)
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
Chief Executive Officer:
|
|
|
|
|
|
|
|
|
|
/s/Karen Colonias
|
|
President, Chief Executive
|
|
February 28, 2018
|
(Karen Colonias)
|
|
Officer and Director
|
|
|
|
|
(principal executive officer)
|
|
|
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|
|
|
|
Chief Financial Officer:
|
|
|
|
|
|
|
|
|
|
/s/Brian J. Magstadt
|
|
Chief Financial Officer,
|
|
February 28, 2018
|
(Brian J. Magstadt)
|
|
Treasurer and Secretary
|
|
|
|
|
(principal accounting and financial officer)
|
|
|
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|
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|
|
Directors:
|
|
|
|
|
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|
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/s/Peter N. Louras, Jr.
|
|
Chairman of the Board and Director
|
|
February 28, 2018
|
(Peter N. Louras, Jr.)
|
|
|
|
|
|
|
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|
|
/s/James S. Andrasick
|
|
Director
|
|
February 28, 2018
|
(James S. Andrasick)
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|
|
|
|
|
|
|
|
|
/s/Michael A. Bless
|
|
Director
|
|
February 28, 2018
|
(Michael A. Bless)
|
|
|
|
|
|
|
|
|
|
/s/Jennifer A. Chatman
|
|
Director
|
|
February 28, 2018
|
(Jennifer A. Chatman)
|
|
|
|
|
|
|
|
|
|
/s/Gary M. Cusumano
|
|
Director
|
|
February 28, 2018
|
(Gary M. Cusumano)
|
|
|
|
|
|
|
|
|
|
/s/Celeste Volz Ford
|
|
Director
|
|
February 28, 2018
|
(Celeste Volz Ford)
|
|
|
|
|
|
|
|
|
|
/s/Robin G. MacGillivray
|
|
Director
|
|
February 28, 2018
|
(Robin G. MacGillivray)
|
|
|
|
|
|
|
|
|
|
1.
|
Simpson Strong-Tie Company Inc., a California corporation
|
2.
|
Simpson Strong-Tie International, Inc., a California corporation
|
3.
|
Simpson Strong-Tie Canada, Limited, a Canadian corporation
|
4.
|
Simpson Strong-Tie Europe EURL, a French corporation
|
5.
|
Simpson Strong-Tie, S.A.S., a French corporation
|
6.
|
Simpson Strong-Tie Australia, Inc., a California corporation
|
7.
|
Simpson Strong-Tie A/S, a Danish corporation
|
8.
|
Simpson Strong-Tie GmbH, a German corporation
|
9.
|
Simpson Strong-Tie Sp. z.o.o., a Polish corporation
|
10.
|
Simpson France SCI, a French corporation
|
11.
|
Simpson Strong-Tie Australia Pty Limited, an Australian corporation
|
12.
|
Simpson Strong-Tie Asia Limited, a Hong Kong company
|
13.
|
Simpson Strong-Tie Asia Holding Limited, a Hong Kong company
|
14.
|
Simpson Strong-Tie (Zhangjiagang) Co., Ltd., a Chinese company
|
15.
|
Simpson Strong-Tie s.r.o., a Czech company
|
16.
|
Socom S.A.S., a French corporation
|
17.
|
Simpson Strong-Tie (New Zealand) Limited, a New Zealand company
|
18.
|
Simpson Strong-Tie Switzerland GmbH, a Switzerland company
|
19.
|
S&P Clever Reinforcement Company AG, a Switzerland company
|
20.
|
S&P Handels GmbH, an Austrian company
|
21.
|
S&P Clever Reinforcement GmbH, a Germany company
|
22.
|
S&P Clever Reinforcement Company Benelux B.V., a Dutch company
|
23.
|
S&P Polska Sp. z.o.o., a Polish corporation
|
24.
|
Clever Reinforcement Iberica - Materiais de Construção, Lda., a Portugal company
|
25.
|
S&P Reinforcement France, a French company
|
26.
|
Simpson Strong-Tie (Thailand) Co., Ltd, a Thai company
|
27.
|
Simpson Strong-Tie Vietnam Company Limited, a Vietnam company
|
28.
|
Simpson Strong-Tie South Africa (PTY) Ltd, a South Africa company
|
29.
|
Simpson Strong-Tie Chile Limitada, a Chile company
|
30.
|
S&P Reinforcement Nordic ApS, a Danish company
|
31.
|
Simpson Strong-Tie Structural Connectors Ireland Ltd, an Ireland company
|
32.
|
Multi Services Dêcoupe S.A., a Belgium company
|
33.
|
CG Visions, Inc., an Indiana corporation
|
34.
|
Gbo Fastening Systems AB, a Swedish corporation
|
35.
|
Christiania Spigerverk AS, a Norwegian company
|
36.
|
S&P Reinforcement Spain, S.L., a Spanish company
|
1.
|
I have reviewed this annual report on Form 10-K of Simpson Manufacturing Co., 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(s) 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(s) 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.
|
DATE:
|
February 28, 2018
|
|
|
By /s/Karen Colonias
|
|
|
Karen Colonias
|
||
|
|
Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of Simpson Manufacturing Co., 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(s) 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(s) 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.
|
DATE:
|
February 28, 2018
|
|
|
By /s/Brian J. Magstadt
|
|
|
Brian J. Magstadt
|
||
|
|
Chief Financial Officer
|
DATE:
|
February 28, 2018
|
|
|
By /s/Karen Colonias
|
|
|
Karen Colonias
|
||
|
|
Chief Executive Officer
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
By /s/Brian J. Magstadt
|
|
|
|
|
Brian J. Magstadt
|
|
|
|
|
Chief Financial Officer
|
|
|
|
|
|