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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Jason Industries Inc | NASDAQ:JASN | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.2401 | 0.2402 | 0.2499 | 0 | 01:00:00 |
|
Delaware
|
|
46-2888322
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification Number)
|
|
|
|
833 East Michigan Street, Suite 900
Milwaukee, Wisconsin
|
|
53202
|
(Address of principal executive offices)
|
|
(Zip Code)
|
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
Common Stock, $0.0001 par value per share
|
JASN
|
The NASDAQ Stock Market LLC
|
Large accelerated filer
¨
|
Accelerated filer
¨
|
Non-accelerated filer
ý
|
Smaller reporting company
ý
|
|
Emerging growth company
¨
|
|
||
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 28, 2019
|
|
June 29, 2018
|
|
June 28, 2019
|
|
June 29, 2018
|
||||||||
Net sales
|
$
|
138,303
|
|
|
$
|
168,424
|
|
|
$
|
280,281
|
|
|
$
|
335,678
|
|
Cost of goods sold
|
114,305
|
|
|
131,302
|
|
|
227,703
|
|
|
262,884
|
|
||||
Gross profit
|
23,998
|
|
|
37,122
|
|
|
52,578
|
|
|
72,794
|
|
||||
Selling and administrative expenses
|
26,400
|
|
|
28,888
|
|
|
51,621
|
|
|
56,412
|
|
||||
Loss on disposals of property, plant and equipment - net
|
—
|
|
|
11
|
|
|
8
|
|
|
245
|
|
||||
Restructuring
|
1,212
|
|
|
1,464
|
|
|
2,785
|
|
|
2,066
|
|
||||
Operating (loss) income
|
(3,614
|
)
|
|
6,759
|
|
|
(1,836
|
)
|
|
14,071
|
|
||||
Interest expense
|
(8,362
|
)
|
|
(8,403
|
)
|
|
(16,593
|
)
|
|
(16,430
|
)
|
||||
Equity income
|
38
|
|
|
335
|
|
|
122
|
|
|
435
|
|
||||
Other (loss) income - net
|
(371
|
)
|
|
484
|
|
|
(347
|
)
|
|
555
|
|
||||
Loss before income taxes
|
(12,309
|
)
|
|
(825
|
)
|
|
(18,654
|
)
|
|
(1,369
|
)
|
||||
Tax provision (benefit)
|
807
|
|
|
(470
|
)
|
|
1,518
|
|
|
(376
|
)
|
||||
Net loss
|
(13,116
|
)
|
|
(355
|
)
|
|
(20,172
|
)
|
|
(993
|
)
|
||||
Redemption premium and accretion of dividends on preferred stock
|
828
|
|
|
765
|
|
|
1,640
|
|
|
2,492
|
|
||||
Net loss available to common shareholders of Jason Industries
|
$
|
(13,944
|
)
|
|
$
|
(1,120
|
)
|
|
$
|
(21,812
|
)
|
|
$
|
(3,485
|
)
|
|
|
|
|
|
|
|
|
||||||||
Net loss per share available to common shareholders of Jason Industries:
|
|
|
|
|
|
|
|
||||||||
Basic and diluted
|
$
|
(0.49
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
(0.77
|
)
|
|
$
|
(0.13
|
)
|
|
|
|
|
|
|
|
|
||||||||
Weighted average number of common shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic and diluted
|
28,439
|
|
|
27,677
|
|
|
28,204
|
|
|
27,505
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 28, 2019
|
|
June 29, 2018
|
|
June 28, 2019
|
|
June 29, 2018
|
||||||||
Net loss
|
$
|
(13,116
|
)
|
|
$
|
(355
|
)
|
|
$
|
(20,172
|
)
|
|
$
|
(993
|
)
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Employee retirement plan adjustments, net of tax
|
15
|
|
|
6
|
|
|
30
|
|
|
9
|
|
||||
Foreign currency translation adjustments
|
952
|
|
|
(5,009
|
)
|
|
(614
|
)
|
|
(2,594
|
)
|
||||
Net change in unrealized (losses) gains on cash flow hedges, net of tax benefit (expense) of $295, ($125), $500, and ($656), respectively
|
(913
|
)
|
|
383
|
|
|
(1,550
|
)
|
|
2,010
|
|
||||
Total other comprehensive income (loss)
|
54
|
|
|
(4,620
|
)
|
|
(2,134
|
)
|
|
(575
|
)
|
||||
Comprehensive loss
|
$
|
(13,062
|
)
|
|
$
|
(4,975
|
)
|
|
$
|
(22,306
|
)
|
|
$
|
(1,568
|
)
|
|
|
||||||
|
June 28, 2019
|
|
December 31, 2018
|
||||
Assets
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
27,911
|
|
|
$
|
58,169
|
|
Accounts receivable - net of allowances for doubtful accounts of $1,555 at June 28, 2019 and $1,812 at December 31, 2018
|
70,179
|
|
|
60,559
|
|
||
Inventories
|
67,408
|
|
|
63,747
|
|
||
Other current assets
|
12,112
|
|
|
13,664
|
|
||
Total current assets
|
177,610
|
|
|
196,139
|
|
||
Property, plant and equipment - net of accumulated depreciation of $125,198 at June 28, 2019 and $112,406 at December 31, 2018
|
128,068
|
|
|
134,869
|
|
||
Right-of-use operating lease assets
|
41,957
|
|
|
—
|
|
||
Goodwill
|
45,961
|
|
|
44,065
|
|
||
Other intangible assets - net
|
112,049
|
|
|
116,529
|
|
||
Other assets - net
|
10,888
|
|
|
11,995
|
|
||
Total assets
|
$
|
516,533
|
|
|
$
|
503,597
|
|
|
|
|
|
||||
Liabilities and Shareholders
’ (Deficit)
Equity
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Current portion of long-term debt
|
$
|
6,576
|
|
|
$
|
6,544
|
|
Current portion of operating lease liabilities
|
7,686
|
|
|
—
|
|
||
Accounts payable
|
48,784
|
|
|
47,497
|
|
||
Accrued compensation and employee benefits
|
12,063
|
|
|
14,452
|
|
||
Accrued interest
|
80
|
|
|
89
|
|
||
Other current liabilities
|
15,021
|
|
|
17,281
|
|
||
Total current liabilities
|
90,210
|
|
|
85,863
|
|
||
Long-term debt
|
385,417
|
|
|
387,244
|
|
||
Long-term operating lease liabilities
|
35,839
|
|
|
—
|
|
||
Deferred income taxes
|
16,817
|
|
|
17,725
|
|
||
Other long-term liabilities
|
16,365
|
|
|
20,548
|
|
||
Total liabilities
|
544,648
|
|
|
511,380
|
|
||
|
|
|
|
||||
Commitments and contingencies (Note 16)
|
|
|
|
||||
|
|
|
|
||||
Shareholders
’ (Deficit)
Equity
|
|
|
|
||||
Preferred stock, $0.0001 par value (5,000,000 shares authorized, 42,247 shares issued and outstanding at June 28, 2019, including 826 shares declared on May 1, 2019 and issued on July 1, 2019, and 40,612 shares issued and outstanding at December 31, 2018, including 794 shares declared on November 1, 2018 and issued on January 1, 2019)
|
42,247
|
|
|
40,612
|
|
||
Jason Industries common stock, $0.0001 par value (120,000,000 shares authorized; issued and outstanding: 28,098,640 shares at June 28, 2019 and 27,394,978 shares at December 31, 2018)
|
3
|
|
|
3
|
|
||
Additional paid-in capital
|
155,096
|
|
|
155,533
|
|
||
Retained deficit
|
(199,756
|
)
|
|
(180,360
|
)
|
||
Accumulated other comprehensive loss
|
(25,705
|
)
|
|
(23,571
|
)
|
||
Total shareholders
’ (deficit)
equity
|
(28,115
|
)
|
|
(7,783
|
)
|
||
Total liabilities and shareholders
’ (deficit)
equity
|
$
|
516,533
|
|
|
$
|
503,597
|
|
Jason Industries, Inc.
Condensed Consolidated Statements of Cash Flows
(In thousands) (Unaudited)
|
|||||||
|
Six Months Ended
|
||||||
|
June 28, 2019
|
|
June 29, 2018
|
||||
Cash flows from operating activities
|
|
|
|
||||
Net loss
|
$
|
(20,172
|
)
|
|
$
|
(993
|
)
|
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
|
|
|
|
||||
Depreciation
|
14,702
|
|
|
13,543
|
|
||
Amortization of intangible assets
|
5,970
|
|
|
8,310
|
|
||
Amortization of deferred financing costs and debt discount
|
1,475
|
|
|
1,468
|
|
||
Non-cash operating lease expense
|
4,080
|
|
|
—
|
|
||
Equity income
|
(122
|
)
|
|
(435
|
)
|
||
Deferred income taxes
|
(588
|
)
|
|
(1,090
|
)
|
||
Loss on disposals of property, plant and equipment - net
|
8
|
|
|
245
|
|
||
Dividends from joint venture
|
728
|
|
|
—
|
|
||
Share-based compensation
|
1,670
|
|
|
784
|
|
||
Net increase (decrease) in cash, net of acquisitions, due to changes in:
|
|
|
|
||||
Accounts receivable
|
(7,457
|
)
|
|
(11,262
|
)
|
||
Inventories
|
(481
|
)
|
|
1,428
|
|
||
Other current assets
|
(300
|
)
|
|
514
|
|
||
Accounts payable
|
976
|
|
|
2,636
|
|
||
Accrued compensation and employee benefits
|
(3,173
|
)
|
|
99
|
|
||
Accrued interest
|
(9
|
)
|
|
(197
|
)
|
||
Accrued income taxes
|
(59
|
)
|
|
(2,360
|
)
|
||
Operating lease liabilities, net
|
(4,114
|
)
|
|
—
|
|
||
Other - net
|
(2,019
|
)
|
|
(1,550
|
)
|
||
Total adjustments
|
11,287
|
|
|
12,133
|
|
||
Net cash (used in) provided by operating activities
|
(8,885
|
)
|
|
11,140
|
|
||
Cash flows from investing activities
|
|
|
|
||||
Proceeds from disposals of property, plant and equipment
|
216
|
|
|
84
|
|
||
Payments for property, plant and equipment
|
(6,334
|
)
|
|
(6,939
|
)
|
||
Acquisitions of business, net of cash acquired
|
(10,474
|
)
|
|
—
|
|
||
Acquisitions of patents
|
(19
|
)
|
|
(25
|
)
|
||
Net cash used in investing activities
|
(16,611
|
)
|
|
(6,880
|
)
|
||
Cash flows from financing activities
|
|
|
|
||||
Payments of deferred financing costs
|
(308
|
)
|
|
(609
|
)
|
||
Payments of First and Second Lien term loans
|
(1,550
|
)
|
|
(4,050
|
)
|
||
Proceeds from other long-term debt
|
2,591
|
|
|
2,241
|
|
||
Payments of other long-term debt
|
(3,925
|
)
|
|
(3,956
|
)
|
||
Payments of finance lease obligation
|
(160
|
)
|
|
—
|
|
||
Value added tax paid from building sale
|
(707
|
)
|
|
—
|
|
||
Other financing activities - net
|
(567
|
)
|
|
(16
|
)
|
||
Net cash used in financing activities
|
(4,626
|
)
|
|
(6,390
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
(136
|
)
|
|
(525
|
)
|
||
Net decrease in cash and cash equivalents
|
(30,258
|
)
|
|
(2,655
|
)
|
||
Cash and cash equivalents, beginning of period
|
58,169
|
|
|
48,887
|
|
||
Cash and cash equivalents, end of period
|
$
|
27,911
|
|
|
$
|
46,232
|
|
|
|
|
|
||||
|
|
|
|
||||
Supplemental disclosure of cash flow information
|
|
|
|
||||
Cash paid during the period for:
|
|
|
|
||||
Interest
|
$
|
15,126
|
|
|
$
|
15,159
|
|
Income taxes, net of refunds
|
$
|
2,107
|
|
|
$
|
3,562
|
|
Non-cash lease activities:
|
|
|
|
||||
Right-of-use operating assets obtained in exchange for operating lease obligations
|
$
|
2,674
|
|
|
$
|
—
|
|
Right-of-use finance assets obtained in exchange for finance lease obligations
|
$
|
147
|
|
|
$
|
—
|
|
Non-cash investing activities:
|
|
|
|
||||
Property, plant and equipment acquired through additional liabilities
|
$
|
834
|
|
|
$
|
822
|
|
Non-cash financing activities:
|
|
|
|
||||
Non-cash preferred stock created from dividends declared
|
$
|
1,635
|
|
|
$
|
1,511
|
|
Exchange of preferred stock for common stock of Jason Industries, Inc.
|
$
|
—
|
|
|
$
|
12,136
|
|
For the three months ended June 28, 2019:
|
Preferred Stock
|
|
Common Stock
|
|
Additional
Paid-In Capital |
|
Retained
Deficit |
|
Accumulated
Other Comprehensive Loss |
|
Total
Shareholders' (Deficit) Equity |
||||||||||||
Balance at March 29, 2019
|
$
|
41,421
|
|
|
$
|
3
|
|
|
$
|
155,203
|
|
|
$
|
(186,640
|
)
|
|
$
|
(25,759
|
)
|
|
$
|
(15,772
|
)
|
Dividends declared
|
826
|
|
|
—
|
|
|
(828
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
794
|
|
|
—
|
|
|
—
|
|
|
794
|
|
||||||
Tax withholding related to vesting of restricted stock units
|
—
|
|
|
—
|
|
|
(73
|
)
|
|
—
|
|
|
—
|
|
|
(73
|
)
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(13,116
|
)
|
|
—
|
|
|
(13,116
|
)
|
||||||
Employee retirement plan adjustments, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
15
|
|
||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
952
|
|
|
952
|
|
||||||
Net changes in unrealized (losses) gains on cash flow hedges, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(913
|
)
|
|
(913
|
)
|
||||||
Balance at June 28, 2019
|
$
|
42,247
|
|
|
$
|
3
|
|
|
$
|
155,096
|
|
|
$
|
(199,756
|
)
|
|
$
|
(25,705
|
)
|
|
$
|
(28,115
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
For the three months ended June 29, 2018:
|
Preferred Stock
|
|
Common Stock
|
|
Additional
Paid-In Capital |
|
Retained
Deficit |
|
Accumulated
Other Comprehensive Loss |
|
Total
Shareholders' (Deficit) Equity |
||||||||||||
Balance at March 30, 2018
|
$
|
38,277
|
|
|
$
|
3
|
|
|
$
|
155,397
|
|
|
$
|
(167,838
|
)
|
|
$
|
(16,143
|
)
|
|
$
|
9,696
|
|
Dividends declared
|
763
|
|
|
—
|
|
|
(765
|
)
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
553
|
|
|
—
|
|
|
—
|
|
|
553
|
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(355
|
)
|
|
—
|
|
|
(355
|
)
|
||||||
Employee retirement plan adjustments, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
6
|
|
||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,009
|
)
|
|
(5,009
|
)
|
||||||
Net changes in unrealized gains on cash flow hedges, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
383
|
|
|
383
|
|
||||||
Balance at June 29, 2018
|
$
|
39,040
|
|
|
$
|
3
|
|
|
$
|
155,185
|
|
|
$
|
(168,193
|
)
|
|
$
|
(20,763
|
)
|
|
$
|
5,272
|
|
For the six months ended June 28, 2019:
|
Preferred Stock
|
|
Common Stock
|
|
Additional
Paid-In Capital |
|
Retained
Deficit |
|
Accumulated
Other Comprehensive Loss |
|
Total
Shareholders’ (Deficit) Equity |
||||||||||||
Balance at December 31, 2018
|
$
|
40,612
|
|
|
$
|
3
|
|
|
$
|
155,533
|
|
|
$
|
(180,360
|
)
|
|
$
|
(23,571
|
)
|
|
$
|
(7,783
|
)
|
Cumulative impact of accounting changes
|
—
|
|
|
—
|
|
|
—
|
|
|
776
|
|
|
—
|
|
|
776
|
|
||||||
Dividends declared
|
1,635
|
|
|
—
|
|
|
(1,640
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
1,670
|
|
|
—
|
|
|
—
|
|
|
1,670
|
|
||||||
Tax withholding related to vesting of restricted stock units
|
—
|
|
|
—
|
|
|
(467
|
)
|
|
—
|
|
|
—
|
|
|
(467
|
)
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(20,172
|
)
|
|
—
|
|
|
(20,172
|
)
|
||||||
Employee retirement plan adjustments, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30
|
|
|
30
|
|
||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(614
|
)
|
|
(614
|
)
|
||||||
Net changes in unrealized gains on cash flow hedges, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,550
|
)
|
|
(1,550
|
)
|
||||||
Balance at June 28, 2019
|
$
|
42,247
|
|
|
$
|
3
|
|
|
$
|
155,096
|
|
|
$
|
(199,756
|
)
|
|
$
|
(25,705
|
)
|
|
$
|
(28,115
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
For the six months ended June 29, 2018:
|
Preferred Stock
|
|
Common Stock
|
|
Additional
Paid-In Capital |
|
Retained
Deficit |
|
Accumulated
Other Comprehensive Loss |
|
Total
Shareholders’
(Deficit) Equity
|
||||||||||||
Balance at December 31, 2017
|
$
|
49,665
|
|
|
$
|
3
|
|
|
$
|
143,788
|
|
|
$
|
(167,710
|
)
|
|
$
|
(20,062
|
)
|
|
$
|
5,684
|
|
Cumulative impact of accounting changes
|
—
|
|
|
—
|
|
|
—
|
|
|
510
|
|
|
(126
|
)
|
|
384
|
|
||||||
Dividends declared
|
1,511
|
|
|
—
|
|
|
(1,516
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
||||||
Share-based compensation
|
—
|
|
|
—
|
|
|
784
|
|
|
—
|
|
|
—
|
|
|
784
|
|
||||||
Tax withholding related to vesting of restricted stock units
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(993
|
)
|
|
—
|
|
|
(993
|
)
|
||||||
Employee retirement plan adjustments, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
9
|
|
||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,594
|
)
|
|
(2,594
|
)
|
||||||
Net changes in unrealized gains on cash flow hedges, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,010
|
|
|
2,010
|
|
||||||
Exchange of preferred stock for common stock of Jason Industries, Inc.
|
(12,136
|
)
|
|
—
|
|
|
12,136
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Balance at June 29, 2018
|
$
|
39,040
|
|
|
$
|
3
|
|
|
$
|
155,185
|
|
|
$
|
(168,193
|
)
|
|
$
|
(20,763
|
)
|
|
$
|
5,272
|
|
1.
|
Description of Business and Basis of Presentation
|
2.
|
Revision of Previously Reported Financial Information
|
|
Three Months Ended June 29, 2018
|
||||||||||
|
As Reported
|
|
Adjustments
|
|
As Revised
|
||||||
Tax benefit
|
$
|
(238
|
)
|
|
$
|
(232
|
)
|
|
$
|
(470
|
)
|
Net loss
|
$
|
(587
|
)
|
|
$
|
232
|
|
|
$
|
(355
|
)
|
Net loss available to common shareholders of Jason Industries
|
$
|
(1,352
|
)
|
|
$
|
232
|
|
|
$
|
(1,120
|
)
|
|
|
|
|
|
|
||||||
Net loss per share available to common shareholders of Jason Industries:
|
|
|
|
|
|
||||||
Basic and diluted
|
$
|
(0.05
|
)
|
|
$
|
0.01
|
|
|
$
|
(0.04
|
)
|
|
|
|
|
|
|
||||||
Comprehensive loss
|
$
|
(5,207
|
)
|
|
232
|
|
|
$
|
(4,975
|
)
|
|
|
|
|
|
|
|
||||||
|
Six Months Ended June 29, 2018
|
||||||||||
|
As Reported
|
|
Adjustments
|
|
As Revised
|
||||||
Tax provision (benefit)
|
$
|
37
|
|
|
$
|
(413
|
)
|
|
$
|
(376
|
)
|
Net loss
|
$
|
(1,406
|
)
|
|
$
|
413
|
|
|
$
|
(993
|
)
|
Net loss available to common shareholders of Jason Industries
|
$
|
(3,898
|
)
|
|
$
|
413
|
|
|
$
|
(3,485
|
)
|
|
|
|
|
|
|
||||||
Net loss per share available to common shareholders of Jason Industries:
|
|
|
|
|
|
||||||
Basic and diluted
|
$
|
(0.14
|
)
|
|
$
|
0.01
|
|
|
(0.13
|
)
|
|
|
|
|
|
|
|
||||||
Comprehensive loss
|
$
|
(1,981
|
)
|
|
413
|
|
|
$
|
(1,568
|
)
|
3.
|
Acquisition
|
|
|
|
Preliminary Purchase Price Allocation
|
||
Accounts receivable
|
$
|
2,415
|
|
Inventories
|
3,334
|
|
|
Other current assets
|
18
|
|
|
Property, plant and equipment
|
2,344
|
|
|
Right-of-use operating lease assets
|
222
|
|
|
Goodwill
|
2,033
|
|
|
Other intangible assets
|
2,670
|
|
|
Current liabilities
|
(1,911
|
)
|
|
Other long-term liabilities
|
(125
|
)
|
|
Total purchase price
|
$
|
11,000
|
|
|
Gross Carrying Amount
|
|
Weighted Average Useful Life (years)
|
||
Customer relationships
|
$
|
1,750
|
|
|
10
|
Trademarks
|
400
|
|
|
1
|
|
Non-compete agreements
|
520
|
|
|
5
|
|
|
$
|
2,670
|
|
|
|
4.
|
Net Sales
|
|
Three Months Ended June 28, 2019
|
||||||||||||||
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Total
|
||||||||
United States
|
$
|
22,602
|
|
|
$
|
49,610
|
|
|
$
|
24,863
|
|
|
$
|
97,075
|
|
Europe
|
28,711
|
|
|
—
|
|
|
—
|
|
|
28,711
|
|
||||
Mexico
|
2,538
|
|
|
—
|
|
|
8,720
|
|
|
11,258
|
|
||||
Other
|
1,143
|
|
|
116
|
|
|
—
|
|
|
1,259
|
|
||||
Total
|
$
|
54,994
|
|
|
$
|
49,726
|
|
|
$
|
33,583
|
|
|
$
|
138,303
|
|
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended June 29, 2018
|
||||||||||||||
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Total
|
||||||||
United States
|
$
|
17,993
|
|
|
$
|
67,944
|
|
|
$
|
34,463
|
|
|
$
|
120,400
|
|
Europe
|
34,317
|
|
|
1,608
|
|
|
—
|
|
|
35,925
|
|
||||
Mexico
|
2,049
|
|
|
—
|
|
|
8,955
|
|
|
11,004
|
|
||||
Other
|
1,095
|
|
|
—
|
|
|
—
|
|
|
1,095
|
|
||||
Total
|
$
|
55,454
|
|
|
$
|
69,552
|
|
|
$
|
43,418
|
|
|
$
|
168,424
|
|
|
Six Months Ended June 28, 2019
|
||||||||||||||
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Total
|
||||||||
United States
|
$
|
39,561
|
|
|
$
|
106,141
|
|
|
$
|
51,001
|
|
|
$
|
196,703
|
|
Europe
|
58,418
|
|
|
—
|
|
|
—
|
|
|
58,418
|
|
||||
Mexico
|
4,750
|
|
|
—
|
|
|
18,235
|
|
|
22,985
|
|
||||
Other
|
2,002
|
|
|
173
|
|
|
—
|
|
|
2,175
|
|
||||
Total
|
$
|
104,731
|
|
|
$
|
106,314
|
|
|
$
|
69,236
|
|
|
$
|
280,281
|
|
|
|
|
|
|
|
|
|
||||||||
|
Six Months Ended June 29, 2018
|
||||||||||||||
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Total
|
||||||||
United States
|
$
|
35,781
|
|
|
$
|
135,348
|
|
|
$
|
67,844
|
|
|
$
|
238,973
|
|
Europe
|
67,555
|
|
|
3,631
|
|
|
—
|
|
|
71,186
|
|
||||
Mexico
|
4,070
|
|
|
—
|
|
|
19,423
|
|
|
23,493
|
|
||||
Other
|
2,026
|
|
|
—
|
|
|
—
|
|
|
2,026
|
|
||||
Total
|
$
|
109,432
|
|
|
$
|
138,979
|
|
|
$
|
87,267
|
|
|
$
|
335,678
|
|
|
Three Months Ended June 28, 2019
|
||||||||||||||
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Total
|
||||||||
Direct
|
$
|
32,056
|
|
|
$
|
48,104
|
|
|
$
|
33,583
|
|
|
$
|
113,743
|
|
Distribution
|
22,938
|
|
|
1,622
|
|
|
—
|
|
|
24,560
|
|
||||
Total
|
$
|
54,994
|
|
|
$
|
49,726
|
|
|
$
|
33,583
|
|
|
$
|
138,303
|
|
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended June 29, 2018
|
||||||||||||||
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Total
|
||||||||
Direct
|
$
|
29,464
|
|
|
$
|
67,481
|
|
|
$
|
43,418
|
|
|
$
|
140,363
|
|
Distribution
|
25,990
|
|
|
2,071
|
|
|
—
|
|
|
28,061
|
|
||||
Total
|
$
|
55,454
|
|
|
$
|
69,552
|
|
|
$
|
43,418
|
|
|
$
|
168,424
|
|
|
Six Months Ended June 28, 2019
|
||||||||||||||
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Total
|
||||||||
Direct
|
$
|
57,760
|
|
|
$
|
102,644
|
|
|
$
|
69,236
|
|
|
$
|
229,640
|
|
Distribution
|
46,971
|
|
|
3,670
|
|
|
—
|
|
|
50,641
|
|
||||
Total
|
$
|
104,731
|
|
|
$
|
106,314
|
|
|
$
|
69,236
|
|
|
$
|
280,281
|
|
|
|
|
|
|
|
|
|
||||||||
|
Six Months Ended June 29, 2018
|
||||||||||||||
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Total
|
||||||||
Direct
|
$
|
60,212
|
|
|
$
|
135,654
|
|
|
$
|
87,267
|
|
|
$
|
283,133
|
|
Distribution
|
49,220
|
|
|
3,325
|
|
|
—
|
|
|
52,545
|
|
||||
Total
|
$
|
109,432
|
|
|
$
|
138,979
|
|
|
$
|
87,267
|
|
|
$
|
335,678
|
|
5.
|
Restructuring Costs
|
2016 Program
|
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Corporate
|
|
Total
|
||||||||||
Restructuring charges - three months ended June 28, 2019:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Severance costs
|
|
$
|
—
|
|
|
$
|
20
|
|
|
$
|
—
|
|
|
$
|
(9
|
)
|
|
$
|
11
|
|
Lease termination costs
(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other costs
|
|
40
|
|
|
341
|
|
|
(14
|
)
|
|
—
|
|
|
367
|
|
|||||
Total
|
|
$
|
40
|
|
|
$
|
361
|
|
|
$
|
(14
|
)
|
|
$
|
(9
|
)
|
|
$
|
378
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Restructuring charges - six months ended June 28, 2019:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Severance costs
|
|
$
|
(35
|
)
|
|
$
|
31
|
|
|
$
|
3
|
|
|
$
|
164
|
|
|
$
|
163
|
|
Lease termination costs
(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other costs
|
|
40
|
|
|
1,356
|
|
|
125
|
|
|
—
|
|
|
1,521
|
|
|||||
Total
|
|
$
|
5
|
|
|
$
|
1,387
|
|
|
$
|
128
|
|
|
$
|
164
|
|
|
$
|
1,684
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Restructuring charges - three months ended June 29, 2018:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Severance costs
|
|
$
|
98
|
|
|
$
|
308
|
|
|
$
|
104
|
|
|
$
|
—
|
|
|
$
|
510
|
|
Lease termination costs
(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other costs
|
|
(175
|
)
|
|
436
|
|
|
693
|
|
|
—
|
|
|
954
|
|
|||||
Total
|
|
$
|
(77
|
)
|
|
$
|
744
|
|
|
$
|
797
|
|
|
$
|
—
|
|
|
$
|
1,464
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Restructuring charges - six months ended June 29, 2018:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Severance costs
|
|
$
|
19
|
|
|
$
|
308
|
|
|
$
|
104
|
|
|
$
|
—
|
|
|
$
|
431
|
|
Lease termination costs
(1)
|
|
36
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
36
|
|
|||||
Other costs
|
|
(126
|
)
|
|
710
|
|
|
1,015
|
|
|
—
|
|
|
1,599
|
|
|||||
Total
|
|
$
|
(71
|
)
|
|
$
|
1,018
|
|
|
$
|
1,119
|
|
|
$
|
—
|
|
|
$
|
2,066
|
|
2016 Program
|
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Corporate
|
|
Total
|
||||||||||
Cumulative restructuring charges - period ended June 28, 2019:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Severance costs
|
|
$
|
4,744
|
|
|
$
|
973
|
|
|
$
|
1,080
|
|
|
$
|
752
|
|
|
$
|
7,549
|
|
Lease termination costs
(1)
|
|
428
|
|
|
—
|
|
|
172
|
|
|
—
|
|
|
600
|
|
|||||
Other costs
|
|
2,443
|
|
|
4,023
|
|
|
3,025
|
|
|
—
|
|
|
9,491
|
|
|||||
Total
|
|
$
|
7,615
|
|
|
$
|
4,996
|
|
|
$
|
4,277
|
|
|
$
|
752
|
|
|
$
|
17,640
|
|
|
Severance
costs
|
|
Lease
termination
costs
(1)
|
|
Other costs
|
|
Total
|
||||||||
Balance - December 31, 2018
|
$
|
457
|
|
|
$
|
—
|
|
|
$
|
325
|
|
|
$
|
782
|
|
Current period restructuring charges
|
163
|
|
|
—
|
|
|
1,521
|
|
|
1,684
|
|
||||
Cash payments
|
(618
|
)
|
|
—
|
|
|
(1,842
|
)
|
|
(2,460
|
)
|
||||
Foreign currency translation adjustments
|
(2
|
)
|
|
—
|
|
|
(4
|
)
|
|
(6
|
)
|
||||
Balance - June 28, 2019
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
||||||||
|
Severance
costs
|
|
Lease
termination
costs
(1)
|
|
Other costs
|
|
Total
|
||||||||
Balance - December 31, 2017
|
$
|
907
|
|
|
$
|
76
|
|
|
$
|
1,079
|
|
|
$
|
2,062
|
|
Current period restructuring charges
|
431
|
|
|
36
|
|
|
1,599
|
|
|
2,066
|
|
||||
Cash payments
|
(636
|
)
|
|
(64
|
)
|
|
(2,006
|
)
|
|
(2,706
|
)
|
||||
Foreign currency translations adjustments
|
(32
|
)
|
|
(2
|
)
|
|
(37
|
)
|
|
(71
|
)
|
||||
Balance - June 29, 2018
|
$
|
670
|
|
|
$
|
46
|
|
|
$
|
635
|
|
|
$
|
1,351
|
|
(1)
|
Commencing on January 1, 2019, the Company recognizes lease termination costs in accordance with Accounting Standards Codification (“ASC”) 842,
“Leases”
(“ASC 842”) which addresses termination costs related to both financing and operating lease obligations. Prior to January 1, 2019, the Company recognized such costs in accordance with ASC 420,
“Exit and Disposal Cost Obligations”
related to operating leases. Prior period results continue to be reported under the accounting standards in effect for those periods.
|
Other Restructuring Actions
|
|
Industrial
|
|
Engineered Components
|
|
Fiber Solutions
|
|
Corporate
|
|
Total
|
||||||||||
Restructuring charges - three months ended June 28, 2019:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Severance costs
|
|
$
|
735
|
|
|
$
|
—
|
|
|
$
|
75
|
|
|
$
|
—
|
|
|
$
|
810
|
|
Other costs
|
|
—
|
|
|
24
|
|
|
—
|
|
|
—
|
|
|
24
|
|
|||||
Total
|
|
$
|
735
|
|
|
$
|
24
|
|
|
$
|
75
|
|
|
$
|
—
|
|
|
$
|
834
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Restructuring charges - six months ended June 28, 2019:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Severance costs
|
|
$
|
934
|
|
|
$
|
—
|
|
|
$
|
140
|
|
|
$
|
—
|
|
|
$
|
1,074
|
|
Other costs
|
|
3
|
|
|
24
|
|
|
—
|
|
|
—
|
|
|
27
|
|
|||||
Total
|
|
$
|
937
|
|
|
$
|
24
|
|
|
$
|
140
|
|
|
$
|
—
|
|
|
$
|
1,101
|
|
|
Severance
costs |
|
Other costs
|
|
Total
|
||||||
Balance - December 31, 2018
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Current period restructuring charges
|
1,074
|
|
|
27
|
|
|
1,101
|
|
|||
Cash payments
|
(330
|
)
|
|
(27
|
)
|
|
(357
|
)
|
|||
Foreign currency translation adjustments
|
8
|
|
|
—
|
|
|
8
|
|
|||
Balance - June 28, 2019
|
$
|
752
|
|
|
$
|
—
|
|
|
$
|
752
|
|
6.
|
Inventories
|
|
June 28, 2019
|
|
December 31, 2018
|
||||
Raw material
|
$
|
34,359
|
|
|
$
|
31,501
|
|
Work-in-process
|
3,789
|
|
|
3,672
|
|
||
Finished goods
|
29,260
|
|
|
28,574
|
|
||
Total inventories
|
$
|
67,408
|
|
|
$
|
63,747
|
|
7.
|
Leases
|
|
Three Months Ended
|
|
Six Months Ended
|
||||
|
June 28, 2019
|
|
June 28, 2019
|
||||
Finance lease expense:
|
|
|
|
||||
Depreciation of right-of-use assets
|
$
|
13
|
|
|
$
|
53
|
|
Interest on lease liabilities
|
15
|
|
|
26
|
|
||
Operating lease expense
|
2,766
|
|
|
5,484
|
|
||
Other lease expense
|
151
|
|
|
330
|
|
||
Total
|
$
|
2,945
|
|
|
$
|
5,893
|
|
|
|
|
|
|
|
June 28, 2019
|
||
Finance Leases
|
|
|
||
Property, plant and equipment - net
|
|
$
|
269
|
|
|
|
|
||
Current portion of long-term debt
|
|
$
|
308
|
|
Long-term debt
|
|
298
|
|
|
Total finance lease liabilities
|
|
$
|
606
|
|
|
|
|
||
Operating Leases
|
|
|
||
Right-of-use operating lease assets
|
|
$
|
41,957
|
|
|
|
|
||
Current portion of operating lease liabilities
|
|
$
|
7,686
|
|
Long-term operating lease liabilities
|
|
35,839
|
|
|
Total operating lease liabilities
|
|
$
|
43,525
|
|
|
June 28, 2019
|
||
Weighted-average remaining lease term
(in years)
|
|
||
Finance leases
|
2.30
|
|
|
Operating leases
|
7.47
|
|
|
Weighted-average discount rate
|
|
||
Finance leases
|
8.2
|
%
|
|
Operating leases
|
7.2
|
%
|
|
Cash paid for amounts included in the measurement of lease liabilities for the six months ended June 28, 2019
|
|
||
Operating cash flows from finance leases
|
$
|
17
|
|
Operating cash flows from operating leases
|
5,560
|
|
|
Financing cash flows from finance leases
|
160
|
|
|
Finance Leases
|
|
Operating Leases
|
||||
July 2019 to June 2020
|
$
|
350
|
|
|
$
|
10,419
|
|
July 2020 to June 2021
|
239
|
|
|
8,905
|
|
||
July 2021 to June 2022
|
50
|
|
|
7,081
|
|
||
July 2022 to June 2023
|
18
|
|
|
5,661
|
|
||
July 2023 to June 2024
|
2
|
|
|
4,560
|
|
||
Thereafter
|
—
|
|
|
20,497
|
|
||
Total future undiscounted lease payments
|
659
|
|
|
57,123
|
|
||
Less: imputed interest
|
(53
|
)
|
|
(13,598
|
)
|
||
Total lease obligations
|
$
|
606
|
|
|
$
|
43,525
|
|
2019
|
|
$
|
10,654
|
|
2020
|
|
8,849
|
|
|
2021
|
|
7,296
|
|
|
2022
|
|
6,045
|
|
|
2023
|
|
4,654
|
|
|
Thereafter
|
|
21,691
|
|
|
|
|
$
|
59,189
|
|
8.
|
Goodwill and Other Intangible Assets
|
Balance as of December 31, 2018
|
$
|
44,065
|
|
Foreign currency impact
|
(137
|
)
|
|
Acquisitions
(1)
|
2,033
|
|
|
Balance as of June 28, 2019
|
$
|
45,961
|
|
|
June 28, 2019
|
|
December 31, 2018
|
||||||||||||||||||||
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
|
||||||||||||
Patents
|
$
|
2,053
|
|
|
$
|
(1,192
|
)
|
|
$
|
861
|
|
|
$
|
2,038
|
|
|
$
|
(1,018
|
)
|
|
$
|
1,020
|
|
Customer relationships
|
107,185
|
|
|
(34,414
|
)
|
|
72,771
|
|
|
105,539
|
|
|
(30,634
|
)
|
|
74,905
|
|
||||||
Trademarks and other intangibles
|
55,852
|
|
|
(17,435
|
)
|
|
38,417
|
|
|
56,405
|
|
|
(15,801
|
)
|
|
40,604
|
|
||||||
Total other intangible assets - net
|
$
|
165,090
|
|
|
$
|
(53,041
|
)
|
|
$
|
112,049
|
|
|
$
|
163,982
|
|
|
$
|
(47,453
|
)
|
|
$
|
116,529
|
|
2019
|
|
$
|
12,216
|
|
2020
|
|
12,085
|
|
|
2021
|
|
11,843
|
|
|
2022
|
|
11,670
|
|
|
2023
|
|
11,661
|
|
|
Thereafter
|
|
59,724
|
|
|
|
|
$
|
119,199
|
|
9.
|
Debt and Hedging Instruments
|
|
June 28, 2019
|
|
December 31, 2018
|
||||
First Lien Term Loans
|
$
|
290,990
|
|
|
$
|
292,540
|
|
Second Lien Term Loans
|
89,887
|
|
|
89,887
|
|
||
Debt discount on Term Loans
|
(2,211
|
)
|
|
(2,669
|
)
|
||
Deferred financing costs on Term Loans
|
(3,303
|
)
|
|
(4,052
|
)
|
||
Foreign debt
|
16,005
|
|
|
17,469
|
|
||
Finance lease obligations and other debt
(1)
|
625
|
|
|
613
|
|
||
Total debt
|
391,993
|
|
|
393,788
|
|
||
Less: Current portion
(1)
|
(6,576
|
)
|
|
(6,544
|
)
|
||
Total Long-Term Debt
|
$
|
385,417
|
|
|
$
|
387,244
|
|
(1)
|
Subsequent to January 1, 2019, the Company recognizes and measures new or modified leases in accordance with ASC 842. Prior to January 1, 2019, the Company recognized and measured leases in accordance with ASC 840,
“Leases”
and prior period results continue to be reported under the accounting standards in effect for those periods. See Note
7
, “
Leases
” for further information.
|
|
June 28, 2019
|
|
December 31, 2018
|
||||
Germany
|
$
|
13,813
|
|
|
$
|
15,002
|
|
Mexico
|
1,643
|
|
|
2,000
|
|
||
India
|
549
|
|
|
467
|
|
||
Total foreign debt
|
$
|
16,005
|
|
|
$
|
17,469
|
|
|
June 28, 2019
|
|
December 31, 2018
|
||||
Interest rate swaps:
|
|
|
|
||||
Recorded in other current assets
|
$
|
—
|
|
|
$
|
1,325
|
|
Recorded in other assets - net
|
—
|
|
|
542
|
|
||
Recorded in other current liabilities
|
(184
|
)
|
|
—
|
|
||
Total net (liability) asset derivatives designated as hedging instruments
|
$
|
(184
|
)
|
|
$
|
1,867
|
|
10.
|
Share-Based Compensation
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 28, 2019
|
|
June 29, 2018
|
|
June 28, 2019
|
|
June 29, 2018
|
||||||||
Restricted stock units
|
$
|
594
|
|
|
$
|
444
|
|
|
$
|
1,368
|
|
|
$
|
568
|
|
Adjusted EBITDA vesting awards
|
200
|
|
|
109
|
|
|
302
|
|
|
216
|
|
||||
Total share-based compensation expense
|
$
|
794
|
|
|
$
|
553
|
|
|
$
|
1,670
|
|
|
$
|
784
|
|
|
|
|
|
|
|
|
|
||||||||
Total income tax benefit recognized
|
$
|
89
|
|
|
$
|
137
|
|
|
$
|
303
|
|
|
$
|
194
|
|
|
|
|
|
|
Performance Share Units
|
||||||||
|
Restricted Stock Units
|
|
Adjusted EBITDA Vesting Awards
|
||||||||||
|
Units
(thousands)
|
|
Weighted-Average Grant-Date Fair Value
|
|
Units
(thousands) |
|
Weighted-Average Grant-Date Fair Value
|
||||||
Outstanding at December 31, 2018
|
3,150
|
|
|
$
|
2.89
|
|
|
908
|
|
|
$
|
1.30
|
|
Granted
|
705
|
|
|
1.64
|
|
|
705
|
|
|
1.64
|
|
||
Issued
|
(1,176
|
)
|
|
2.65
|
|
|
—
|
|
|
—
|
|
||
Deferred
|
176
|
|
|
2.98
|
|
|
—
|
|
|
—
|
|
||
Forfeited
|
(173
|
)
|
|
2.97
|
|
|
(23
|
)
|
|
1.44
|
|
||
Outstanding at June 28, 2019
|
2,682
|
|
|
$
|
2.67
|
|
|
1,590
|
|
|
$
|
1.45
|
|
11.
|
Earnings per Share
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
(share amounts in thousands)
|
June 28, 2019
|
|
June 29, 2018
|
|
June 28, 2019
|
|
June 29, 2018
|
||||||||
Net loss per share attributable to Jason Industries common shareholders
|
|
|
|
|
|
|
|
||||||||
Basic and diluted loss per share
|
$
|
(0.49
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
(0.77
|
)
|
|
$
|
(0.13
|
)
|
|
|
|
|
|
|
|
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net loss available to common shareholders of Jason Industries
|
$
|
(13,944
|
)
|
|
$
|
(1,120
|
)
|
|
$
|
(21,812
|
)
|
|
$
|
(3,485
|
)
|
|
|
|
|
|
|
|
|
||||||||
Denominator:
|
|
|
|
|
|
|
|
||||||||
Basic and diluted weighted-average shares outstanding
|
28,439
|
|
|
27,677
|
|
|
28,204
|
|
|
27,505
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Weighted average number of anti-dilutive shares excluded from denominator:
|
|
|
|
|
|
|
|
||||||||
Warrants to purchase Jason Industries common stock
(1)
|
13,994
|
|
|
13,994
|
|
|
13,994
|
|
|
13,994
|
|
||||
Conversion of Series A 8% Perpetual Convertible Preferred
(2)
|
3,406
|
|
|
3,147
|
|
|
3,373
|
|
|
3,227
|
|
||||
Restricted stock units
|
2,741
|
|
|
1,991
|
|
|
2,751
|
|
|
1,512
|
|
||||
Performance share units
|
1,590
|
|
|
1,306
|
|
|
1,272
|
|
|
1,311
|
|
||||
Total
|
21,731
|
|
|
20,438
|
|
|
21,390
|
|
|
20,044
|
|
(1)
|
Public warrants (“warrants”) consist of warrants to purchase shares of Jason Industries common stock which were previously quoted on Nasdaq under the symbol “JASNW” until their expiration on June 30, 2019. Each outstanding warrant entitled the holder to purchase one share of the Company’s common stock at a price of
$12.00
per share.
|
(2)
|
Includes the impact of
826
additional Series A Preferred Stock shares from a stock dividend declared on
May 1, 2019
to be paid in additional shares of Series A Preferred Stock on
July 1, 2019
. The Company included the preferred stock within the condensed consolidated balance sheets as of the declaration date. Conversion is presented at the voluntary conversion ratio of approximately
81.18
common shares for each preferred share.
|
12.
|
Income Taxes
|
13.
|
Shareholders
’
(Deficit) Equity
|
For the three months ended June 28, 2019:
|
Employee retirement plan adjustments
|
|
Foreign currency translation adjustments
|
|
Net unrealized (losses) gains on cash flow hedges
|
|
Total
|
||||||||
Balance at March 29, 2019
|
$
|
(1,816
|
)
|
|
$
|
(24,717
|
)
|
|
$
|
774
|
|
|
$
|
(25,759
|
)
|
Other comprehensive loss before reclassifications
|
—
|
|
|
952
|
|
|
(703
|
)
|
|
249
|
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
15
|
|
|
—
|
|
|
(210
|
)
|
|
(195
|
)
|
||||
Balance at June 28, 2019
|
$
|
(1,801
|
)
|
|
$
|
(23,765
|
)
|
|
$
|
(139
|
)
|
|
$
|
(25,705
|
)
|
|
|
|
|
|
|
|
|
||||||||
For the three months ended June 29, 2018:
|
Employee retirement plan adjustments
|
|
Foreign currency translation adjustments
|
|
Net unrealized gains on cash flow hedges
|
|
Total
|
||||||||
Balance at March 30, 2018
|
$
|
(1,651
|
)
|
|
$
|
(16,181
|
)
|
|
$
|
1,689
|
|
|
$
|
(16,143
|
)
|
Other comprehensive loss before reclassifications
|
—
|
|
|
(5,009
|
)
|
|
474
|
|
|
(4,535
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
6
|
|
|
—
|
|
|
(91
|
)
|
|
(85
|
)
|
||||
Balance at June 29, 2018
|
$
|
(1,645
|
)
|
|
$
|
(21,190
|
)
|
|
$
|
2,072
|
|
|
$
|
(20,763
|
)
|
|
|
|
|
|
|
|
|
||||||||
For the six months ended June 28, 2019:
|
Employee retirement plan adjustments
|
|
Foreign currency translation adjustments
|
|
Net unrealized (losses) gains on cash flow hedges
|
|
Total
|
||||||||
Balance at December 31, 2018
|
$
|
(1,831
|
)
|
|
$
|
(23,151
|
)
|
|
$
|
1,411
|
|
|
$
|
(23,571
|
)
|
Other comprehensive loss before reclassifications
|
—
|
|
|
(614
|
)
|
|
(1,007
|
)
|
|
(1,621
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
30
|
|
|
—
|
|
|
(543
|
)
|
|
(513
|
)
|
||||
Balance at June 28, 2019
|
$
|
(1,801
|
)
|
|
$
|
(23,765
|
)
|
|
$
|
(139
|
)
|
|
$
|
(25,705
|
)
|
|
|
|
|
|
|
|
|
||||||||
For the six months ended June 29, 2018:
|
Employee retirement plan adjustments
|
|
Foreign currency translation adjustments
|
|
Net unrealized gains on cash flow hedges
|
|
Total
|
||||||||
Balance at December 31, 2017
|
$
|
(1,517
|
)
|
|
$
|
(18,596
|
)
|
|
$
|
51
|
|
|
$
|
(20,062
|
)
|
Cumulative impact of accounting changes
|
(137
|
)
|
|
—
|
|
|
11
|
|
|
(126
|
)
|
||||
Other comprehensive income before reclassifications
|
—
|
|
|
(2,594
|
)
|
|
1,949
|
|
|
(645
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
9
|
|
|
—
|
|
|
61
|
|
|
70
|
|
||||
Balance at June 29, 2018
|
$
|
(1,645
|
)
|
|
$
|
(21,190
|
)
|
|
$
|
2,072
|
|
|
$
|
(20,763
|
)
|
Payment Date
|
|
Record Date
|
|
Amount Per Share
|
|
Total Dividends Paid
|
|
Preferred Shares Issued
|
January 1, 2019
|
|
November 15, 2018
|
|
$20.00
|
|
$796
|
|
794
|
April 1, 2019
|
|
February 15, 2019
|
|
$20.00
|
|
$812
|
|
809
|
14.
|
Business Segments, Geographic and Customer Information
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 28, 2019
|
|
June 29, 2018
|
|
June 28, 2019
|
|
June 29, 2018
|
||||||||
Industrial
|
$
|
54,994
|
|
|
$
|
55,454
|
|
|
$
|
104,731
|
|
|
$
|
109,432
|
|
Engineered Components
|
49,726
|
|
|
69,552
|
|
|
106,314
|
|
|
138,979
|
|
||||
Fiber Solutions
|
33,583
|
|
|
43,418
|
|
|
69,236
|
|
|
87,267
|
|
||||
Net Sales
|
$
|
138,303
|
|
|
$
|
168,424
|
|
|
$
|
280,281
|
|
|
$
|
335,678
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 28, 2019
|
|
June 29, 2018
|
|
June 28, 2019
|
|
June 29, 2018
|
||||||||
Segment Adjusted EBITDA
|
|
|
|
|
|
|
|
||||||||
Industrial
|
$
|
5,927
|
|
|
$
|
8,437
|
|
|
$
|
12,768
|
|
|
$
|
16,236
|
|
Engineered Components
|
3,552
|
|
|
10,433
|
|
|
9,288
|
|
|
19,436
|
|
||||
Fiber Solutions
|
4,262
|
|
|
6,044
|
|
|
7,828
|
|
|
11,822
|
|
||||
Total segment Adjusted EBITDA
|
$
|
13,741
|
|
|
$
|
24,914
|
|
|
$
|
29,884
|
|
|
$
|
47,494
|
|
Interest expense
|
(162
|
)
|
|
(244
|
)
|
|
(354
|
)
|
|
(491
|
)
|
||||
Depreciation and amortization
|
(11,154
|
)
|
|
(10,938
|
)
|
|
(20,358
|
)
|
|
(21,642
|
)
|
||||
Loss on disposal of property, plant and equipment - net
|
—
|
|
|
(11
|
)
|
|
(8
|
)
|
|
(245
|
)
|
||||
Restructuring
|
(1,221
|
)
|
|
(1,464
|
)
|
|
(2,621
|
)
|
|
(2,066
|
)
|
||||
Integration and other restructuring costs
|
(510
|
)
|
|
(712
|
)
|
|
(600
|
)
|
|
(1,068
|
)
|
||||
Total segment income before income taxes
|
694
|
|
|
11,545
|
|
|
5,943
|
|
|
21,982
|
|
||||
Corporate general and administrative expenses
|
(2,772
|
)
|
|
(3,550
|
)
|
|
(4,857
|
)
|
|
(6,417
|
)
|
||||
Corporate interest expense
|
(8,200
|
)
|
|
(8,159
|
)
|
|
(16,239
|
)
|
|
(15,939
|
)
|
||||
Corporate depreciation
|
(157
|
)
|
|
(108
|
)
|
|
(314
|
)
|
|
(211
|
)
|
||||
Corporate restructuring
|
9
|
|
|
—
|
|
|
(164
|
)
|
|
—
|
|
||||
Corporate transaction-related expenses
|
(1,089
|
)
|
|
—
|
|
|
(1,429
|
)
|
|
—
|
|
||||
Corporate integration and other restructuring costs
|
—
|
|
|
—
|
|
|
76
|
|
|
—
|
|
||||
Corporate share-based compensation
|
(794
|
)
|
|
(553
|
)
|
|
(1,670
|
)
|
|
(784
|
)
|
||||
Loss before income taxes
|
$
|
(12,309
|
)
|
|
$
|
(825
|
)
|
|
$
|
(18,654
|
)
|
|
$
|
(1,369
|
)
|
|
June 28, 2019
|
|
December 31, 2018
|
||||
Industrial
|
$
|
249,158
|
|
|
$
|
230,185
|
|
Engineered Components
|
150,312
|
|
|
145,409
|
|
||
Fiber Solutions
|
126,656
|
|
|
124,822
|
|
||
Total segments
|
526,126
|
|
|
500,416
|
|
||
Corporate and eliminations
|
(9,593
|
)
|
|
3,181
|
|
||
Consolidated total assets
|
$
|
516,533
|
|
|
$
|
503,597
|
|
15.
|
Fair Value Measurements
|
•
|
Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs or significant value-drivers are observable in active markets.
|
•
|
Level 3 — Model-derived valuations in which one or more significant inputs or significant value-drivers are unobservable.
|
16.
|
Commitments and Contingencies
|
17.
|
Subsequent Events
|
•
|
the Company’s future financial performance;
|
•
|
changes in the market for the Company’s products;
|
•
|
the Company’s expansion plans and opportunities; and
|
•
|
other statements preceded by, followed by or that include the words “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “target” or similar expressions.
|
•
|
the level of demand for the Company’s products;
|
•
|
competition in the Company’s markets;
|
•
|
volatility in the prices of raw materials and the Company’s ability to pass along increased costs;
|
•
|
the Company’s ability to grow and manage growth profitably;
|
•
|
the Company’s ability to access additional capital;
|
•
|
changes in applicable laws or regulations;
|
•
|
the Company’s ability to attract and retain qualified personnel;
|
•
|
the impact of proposed and potential regulations related to the U.S. Tax Cuts and Jobs Act;
|
•
|
the possibility that the Company may be adversely affected by other economic, business, and/or competitive factors; and
|
•
|
other risks and uncertainties indicated in this report, as well as those disclosed in the Company’s other filings with the Securities and Exchange Commission (the “SEC”), including those discussed under “Risk Factors” in Part I, Item 1A of the Company’s Annual Report on Form 10-K/A for the year ended
December 31, 2018
, which may be amended or supplemented in Part II, Item 1A, “Risk Factors,” of the Company’s subsequently filed Quarterly Reports on Form 10-Q (including this report).
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 28, 2019
|
|
June 29, 2018
|
|
June 28, 2019
|
|
June 29, 2018
|
||||||||
Net sales
|
$
|
138,303
|
|
|
$
|
168,424
|
|
|
$
|
280,281
|
|
|
$
|
335,678
|
|
Cost of goods sold
|
114,305
|
|
|
131,302
|
|
|
227,703
|
|
|
262,884
|
|
||||
Gross profit
|
23,998
|
|
|
37,122
|
|
|
52,578
|
|
|
72,794
|
|
||||
Selling and administrative expenses
|
26,400
|
|
|
28,888
|
|
|
51,621
|
|
|
56,412
|
|
||||
Loss on disposals of property, plant and equipment - net
|
—
|
|
|
11
|
|
|
8
|
|
|
245
|
|
||||
Restructuring
|
1,212
|
|
|
1,464
|
|
|
2,785
|
|
|
2,066
|
|
||||
Operating (loss) income
|
(3,614
|
)
|
|
6,759
|
|
|
(1,836
|
)
|
|
14,071
|
|
||||
Interest expense
|
(8,362
|
)
|
|
(8,403
|
)
|
|
(16,593
|
)
|
|
(16,430
|
)
|
||||
Equity income
|
38
|
|
|
335
|
|
|
122
|
|
|
435
|
|
||||
Other (loss) income - net
|
(371
|
)
|
|
484
|
|
|
(347
|
)
|
|
555
|
|
||||
Loss before income taxes
|
(12,309
|
)
|
|
(825
|
)
|
|
(18,654
|
)
|
|
(1,369
|
)
|
||||
Tax provision (benefit)
|
807
|
|
|
(470
|
)
|
|
1,518
|
|
|
(376
|
)
|
||||
Net loss
|
$
|
(13,116
|
)
|
|
$
|
(355
|
)
|
|
$
|
(20,172
|
)
|
|
$
|
(993
|
)
|
Redemption premium and accretion of dividends on preferred stock
|
828
|
|
|
765
|
|
|
1,640
|
|
|
2,492
|
|
||||
Net loss available to common shareholders of Jason Industries
|
$
|
(13,944
|
)
|
|
$
|
(1,120
|
)
|
|
$
|
(21,812
|
)
|
|
$
|
(3,485
|
)
|
|
|
|
|
|
|
|
|
||||||||
Total other comprehensive income (loss)
|
$
|
54
|
|
|
$
|
(4,620
|
)
|
|
$
|
(2,134
|
)
|
|
$
|
(575
|
)
|
|
Three Months Ended
|
|
Increase/(Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Consolidated
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
138,303
|
|
|
$
|
168,424
|
|
|
$
|
(30,121
|
)
|
|
(17.9
|
)%
|
Net loss
|
(13,116
|
)
|
|
(355
|
)
|
|
12,761
|
|
|
3,594.6
|
|
|||
Net loss as a % of net sales
|
9.5
|
%
|
|
0.2
|
%
|
|
930 bps
|
|||||||
Adjusted EBITDA
|
10,969
|
|
|
21,364
|
|
|
(10,395
|
)
|
|
(48.7
|
)
|
|||
Adjusted EBITDA % of net sales
|
7.9
|
%
|
|
12.7
|
%
|
|
(480) bps
|
|||||||
|
|
|
|
|
|
|
|
|||||||
|
Six Months Ended
|
|
Increase/(Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Consolidated
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
280,281
|
|
|
$
|
335,678
|
|
|
$
|
(55,397
|
)
|
|
(16.5
|
)%
|
Net loss
|
(20,172
|
)
|
|
(993
|
)
|
|
19,179
|
|
|
1,931.4
|
|
|||
Net loss as a % of net sales
|
7.2
|
%
|
|
0.5
|
%
|
|
670 bps
|
|||||||
Adjusted EBITDA
|
25,027
|
|
|
41,077
|
|
|
(16,050
|
)
|
|
(39.1
|
)
|
|||
Adjusted EBITDA % of net sales
|
8.9
|
%
|
|
12.2
|
%
|
|
(330) bps
|
(1)
|
Adjusted EBITDA and Adjusted EBITDA as a % of net sales are financial measures that are not presented in accordance with GAAP. See “Key Measures the Company Uses to Evaluate Its Performance” below for a reconciliation of Adjusted EBITDA to net loss.
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
(in thousands)
|
June 28, 2019
|
|
June 29, 2018
|
|
June 28, 2019
|
|
June 29, 2018
|
||||||||
|
|
|
(Revised)
|
|
|
|
(Revised)
|
||||||||
Net loss
|
$
|
(13,116
|
)
|
|
$
|
(355
|
)
|
|
$
|
(20,172
|
)
|
|
$
|
(993
|
)
|
Interest expense
|
8,362
|
|
|
8,403
|
|
|
16,593
|
|
|
16,430
|
|
||||
Tax provision (benefit)
|
807
|
|
|
(470
|
)
|
|
1,518
|
|
|
(376
|
)
|
||||
Depreciation and amortization
|
11,311
|
|
|
11,046
|
|
|
20,672
|
|
|
21,853
|
|
||||
EBITDA
|
7,364
|
|
|
18,624
|
|
|
18,611
|
|
|
36,914
|
|
||||
Adjustments:
|
|
|
|
|
|
|
|
||||||||
Restructuring
(1)
|
1,212
|
|
|
1,464
|
|
|
2,785
|
|
|
2,066
|
|
||||
Transaction-related expenses
(2)
|
1,089
|
|
|
—
|
|
|
1,429
|
|
|
—
|
|
||||
Integration and other restructuring costs
(3)
|
510
|
|
|
712
|
|
|
524
|
|
|
1,068
|
|
||||
Share-based compensation
(4)
|
794
|
|
|
553
|
|
|
1,670
|
|
|
784
|
|
||||
Loss on disposals of property, plant and equipment - net
(5)
|
—
|
|
|
11
|
|
|
8
|
|
|
245
|
|
||||
Total adjustments
|
3,605
|
|
|
2,740
|
|
|
6,416
|
|
|
4,163
|
|
||||
Adjusted EBITDA
|
$
|
10,969
|
|
|
$
|
21,364
|
|
|
$
|
25,027
|
|
|
$
|
41,077
|
|
(1)
|
Restructuring includes costs associated with exit or disposal activities as defined by GAAP related to facility consolidation, including one-time employee termination benefits, costs to close facilities and relocate employees, and costs to terminate contracts other than financing leases in 2018 and financing and operating leases in 2019. See Note
5
, “
Restructuring Costs
” of the accompanying condensed consolidated financial statements for further information.
|
(2)
|
Transaction-related expenses primarily consist of professional fees and other expenses related to acquisitions, divestitures and financing activities.
|
(3)
|
During the three and
six months ended June 28, 2019
, integration and other restructuring costs includes $0.3 million of integration costs related to an acquisition in the industrial segment and $0.2 million of lease expense for a facility vacated in connection with plant consolidations in the fiber solutions segment.
|
(4)
|
Represents share-based compensation expense for awards under the Company’s 2014 Omnibus Incentive Plan. See Note
10
, “
Share-Based Compensation
” of the accompanying condensed consolidated financial statements for further information.
|
(5)
|
Loss on disposals of property, plant and equipment - net for the
six months ended
June 29, 2018
includes a loss of $0.2 million from the disposition of equipment in connection with the consolidation of two U.S. facilities in the engineered components segment.
|
|
Three Months Ended
|
|
Increase/ (Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Industrial
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
54,994
|
|
|
$
|
55,454
|
|
|
$
|
(460
|
)
|
|
(0.8
|
)%
|
Adjusted EBITDA
|
5,927
|
|
|
8,437
|
|
|
(2,510
|
)
|
|
(29.7
|
)
|
|||
Adjusted EBITDA % of net sales
|
10.8
|
%
|
|
15.2
|
%
|
|
(440) bps
|
|||||||
Engineered Components
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
49,726
|
|
|
$
|
69,552
|
|
|
$
|
(19,826
|
)
|
|
(28.5
|
)%
|
Adjusted EBITDA
|
3,552
|
|
|
10,433
|
|
|
(6,881
|
)
|
|
(66.0
|
)
|
|||
Adjusted EBITDA % of net sales
|
7.1
|
%
|
|
15.0
|
%
|
|
(790) bps
|
|||||||
Fiber Solutions
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
33,583
|
|
|
$
|
43,418
|
|
|
$
|
(9,835
|
)
|
|
(22.7
|
)%
|
Adjusted EBITDA
|
4,262
|
|
|
6,044
|
|
|
(1,782
|
)
|
|
(29.5
|
)
|
|||
Adjusted EBITDA % of net sales
|
12.7
|
%
|
|
13.9
|
%
|
|
(120) bps
|
|||||||
Corporate
|
|
|
|
|
|
|
|
|||||||
Adjusted EBITDA
|
$
|
(2,772
|
)
|
|
$
|
(3,550
|
)
|
|
$
|
778
|
|
|
21.9
|
%
|
Consolidated
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
138,303
|
|
|
$
|
168,424
|
|
|
$
|
(30,121
|
)
|
|
(17.9
|
)%
|
Adjusted EBITDA
|
10,969
|
|
|
21,364
|
|
|
(10,395
|
)
|
|
(48.7
|
)
|
|||
Adjusted EBITDA % of net sales
|
7.9
|
%
|
|
12.7
|
%
|
|
(480) bps
|
|||||||
|
|
|
|
|
|
|
|
|||||||
|
Six Months Ended
|
|
Increase/ (Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Industrial
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
104,731
|
|
|
$
|
109,432
|
|
|
$
|
(4,701
|
)
|
|
(4.3
|
)%
|
Adjusted EBITDA
|
12,768
|
|
|
16,236
|
|
|
(3,468
|
)
|
|
(21.4
|
)
|
|||
Adjusted EBITDA % of net sales
|
12.2
|
%
|
|
14.8
|
%
|
|
(260) bps
|
|||||||
Engineered Components
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
106,314
|
|
|
$
|
138,979
|
|
|
$
|
(32,665
|
)
|
|
(23.5
|
)%
|
Adjusted EBITDA
|
9,288
|
|
|
19,436
|
|
|
$
|
(10,148
|
)
|
|
(52.2
|
)
|
||
Adjusted EBITDA % of net sales
|
8.7
|
%
|
|
14.0
|
%
|
|
(530) bps
|
|||||||
Fiber Solutions
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
69,236
|
|
|
$
|
87,267
|
|
|
$
|
(18,031
|
)
|
|
(20.7
|
)%
|
Adjusted EBITDA
|
7,828
|
|
|
11,822
|
|
|
(3,994
|
)
|
|
(33.8
|
)
|
|||
Adjusted EBITDA % of net sales
|
11.3
|
%
|
|
13.5
|
%
|
|
(220) bps
|
|||||||
Corporate
|
|
|
|
|
|
|
|
|||||||
Adjusted EBITDA
|
$
|
(4,857
|
)
|
|
$
|
(6,417
|
)
|
|
$
|
1,560
|
|
|
24.3
|
%
|
Consolidated
|
|
|
|
|
|
|
|
|||||||
Net sales
|
$
|
280,281
|
|
|
$
|
335,678
|
|
|
$
|
(55,397
|
)
|
|
(16.5
|
)%
|
Adjusted EBITDA
|
25,027
|
|
|
41,077
|
|
|
$
|
(16,050
|
)
|
|
(39.1
|
)
|
||
Adjusted EBITDA % of net sales
|
8.9
|
%
|
|
12.2
|
%
|
|
(330) bps
|
|
Three Months Ended
|
|
Increase/ (Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Net sales
|
$
|
54,994
|
|
|
$
|
55,454
|
|
|
$
|
(460
|
)
|
|
(0.8
|
)%
|
Adjusted EBITDA
|
5,927
|
|
|
8,437
|
|
|
(2,510
|
)
|
|
(29.7
|
)
|
|||
Adjusted EBITDA % of net sales
|
10.8
|
%
|
|
15.2
|
%
|
|
(440) bps
|
|
Six Months Ended
|
|
Increase/ (Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Net sales
|
$
|
104,731
|
|
|
$
|
109,432
|
|
|
$
|
(4,701
|
)
|
|
(4.3
|
)%
|
Adjusted EBITDA
|
12,768
|
|
|
16,236
|
|
|
(3,468
|
)
|
|
(21.4
|
)
|
|||
Adjusted EBITDA % of net sales
|
12.2
|
%
|
|
14.8
|
%
|
|
(260) bps
|
|
Three Months Ended
|
|
Increase/ (Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Net sales
|
$
|
49,726
|
|
|
$
|
69,552
|
|
|
$
|
(19,826
|
)
|
|
(28.5
|
)%
|
Adjusted EBITDA
|
3,552
|
|
|
10,433
|
|
|
(6,881
|
)
|
|
(66.0
|
)
|
|||
Adjusted EBITDA % of net sales
|
7.1
|
%
|
|
15.0
|
%
|
|
(790) bps
|
|
Six Months Ended
|
|
Increase/ (Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Net sales
|
$
|
106,314
|
|
|
$
|
138,979
|
|
|
$
|
(32,665
|
)
|
|
(23.5
|
)%
|
Adjusted EBITDA
|
9,288
|
|
|
19,436
|
|
|
(10,148
|
)
|
|
(52.2
|
)
|
|||
Adjusted EBITDA % of net sales
|
8.7
|
%
|
|
14.0
|
%
|
|
(530) bps
|
|
Three Months Ended
|
|
Increase/ (Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Net sales
|
$
|
33,583
|
|
|
$
|
43,418
|
|
|
$
|
(9,835
|
)
|
|
(22.7
|
)%
|
Adjusted EBITDA
|
4,262
|
|
|
6,044
|
|
|
(1,782
|
)
|
|
(29.5
|
)
|
|||
Adjusted EBITDA % of net sales
|
12.7
|
%
|
|
13.9
|
%
|
|
(120) bps
|
|
Six Months Ended
|
|
Increase/ (Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Net sales
|
$
|
69,236
|
|
|
$
|
87,267
|
|
|
$
|
(18,031
|
)
|
|
(20.7
|
)%
|
Adjusted EBITDA
|
7,828
|
|
|
11,822
|
|
|
(3,994
|
)
|
|
(33.8
|
)
|
|||
Adjusted EBITDA % of net sales
|
11.3
|
%
|
|
13.5
|
%
|
|
(220) bps
|
|
Three Months Ended
|
|
Increase/ (Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Adjusted EBITDA
|
$
|
(2,772
|
)
|
|
$
|
(3,550
|
)
|
|
$
|
778
|
|
|
21.9
|
%
|
|
Six Months Ended
|
|
Increase/ (Decrease)
|
|||||||||||
(in thousands, except percentages)
|
June 28, 2019
|
|
June 29, 2018
|
|
$
|
|
%
|
|||||||
Adjusted EBITDA
|
$
|
(4,857
|
)
|
|
$
|
(6,417
|
)
|
|
$
|
1,560
|
|
|
24.3
|
%
|
|
June 28, 2019
|
|
December 31, 2018
|
||||
Interest rate swaps:
|
|
|
|
||||
Recorded in other current assets
|
$
|
—
|
|
|
$
|
1,325
|
|
Recorded in other assets - net
|
—
|
|
|
542
|
|
||
Recorded in other current liabilities
|
(184
|
)
|
|
—
|
|
||
Total net asset derivatives designated as hedging instruments
|
$
|
(184
|
)
|
|
$
|
1,867
|
|
(in thousands)
|
June 28, 2019
|
|
December 31, 2018
|
|
June 29, 2018
|
||||||
Accounts receivable - net
|
$
|
70,179
|
|
|
60,559
|
|
|
$
|
79,436
|
|
|
Inventories
|
67,408
|
|
|
63,747
|
|
|
68,424
|
|
|||
Accounts payable
|
(48,784
|
)
|
|
(47,497
|
)
|
|
(55,652
|
)
|
|||
NOWC
|
$
|
88,803
|
|
|
$
|
76,809
|
|
|
$
|
92,208
|
|
(in thousands)
|
June 28, 2019
|
|
December 31, 2018
|
|
June 29, 2018
|
||||||
Working Capital
|
$
|
87,400
|
|
|
$
|
110,276
|
|
|
$
|
114,452
|
|
Less: Cash and cash equivalents
|
(27,911
|
)
|
|
(58,169
|
)
|
|
(46,232
|
)
|
|||
Less: Other current assets
|
(12,112
|
)
|
|
(13,664
|
)
|
|
(16,344
|
)
|
|||
Add: Current portion long-term debt
|
6,576
|
|
|
6,544
|
|
|
6,652
|
|
|||
Add: Current portion operating lease liabilities
|
7,686
|
|
|
—
|
|
|
—
|
|
|||
Add: Accrued compensation and employee benefits
|
12,063
|
|
|
14,452
|
|
|
17,322
|
|
|||
Add: Accrued interest
|
80
|
|
|
89
|
|
|
79
|
|
|||
Add: Other current liabilities
|
15,021
|
|
|
17,281
|
|
|
16,279
|
|
|||
NOWC
|
$
|
88,803
|
|
|
$
|
76,809
|
|
|
$
|
92,208
|
|
|
Six Months Ended
|
||||||
(in thousands)
|
June 28, 2019
|
|
June 29, 2018
|
||||
Net cash (used in) provided by operating activities
|
$
|
(8,885
|
)
|
|
$
|
11,140
|
|
Net cash used in investing activities
|
(16,611
|
)
|
|
(6,880
|
)
|
||
Net cash used in financing activities
|
(4,626
|
)
|
|
(6,390
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
(136
|
)
|
|
(525
|
)
|
||
Net decrease in cash and cash equivalents
|
(30,258
|
)
|
|
(2,655
|
)
|
||
Cash and cash equivalents at beginning of period
|
58,169
|
|
|
48,887
|
|
||
Cash and cash equivalents at end of period
|
$
|
27,911
|
|
|
$
|
46,232
|
|
|
|
|
|
||||
Depreciation and amortization
|
$
|
20,672
|
|
|
$
|
21,853
|
|
Capital expenditures
|
6,334
|
|
|
6,939
|
|
2019 Fiscal Month
|
|
Total Number of Shares Purchased
(a)
|
|
Average Price Paid per Share ($)
|
|
Total Number of Shares Purchased as Part of Publicly Plans or Programs
Announced
(b)
|
|
Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs
|
March 30 to May 3
|
|
49,443
|
|
1.47
|
|
—
|
|
N/A
|
May 4 to May 31
|
|
—
|
|
—
|
|
—
|
|
N/A
|
June 1 to June 28
|
|
—
|
|
—
|
|
—
|
|
N/A
|
Total
|
|
49,443
|
|
1.47
|
|
—
|
|
|
(a)
|
Represents shares of common stock that employees surrendered to satisfy withholding taxes in connection with the vesting of restricted stock unit awards. The 2014 Omnibus Incentive Plan and the award agreements permit participants to satisfy all or a portion of the statutory federal, state and local withholding tax obligations arising in connection with plan awards by electing to (1) have the Company reduce the number of shares otherwise deliverable or (2) deliver shares already owned, in each case having a value equal to the amount to be withheld. During the
six months ended June 28, 2019
, the Company withheld
296,408
shares that employees presented to the Company to satisfy withholding taxes in connection with the vesting of restricted stock unit awards.
|
(b)
|
The Company is not currently participating in a share repurchase program.
|
Exhibit Number
|
|
Description
|
|
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|
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|
|
|
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|
|
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Labels Linkbase Document
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
JASON INDUSTRIES, INC.
|
|
|
Dated: August 12, 2019
|
/s/ Brian K. Kobylinski
|
|
Brian K. Kobylinski
President, Chief Executive Officer and Chairman of the Board of Directors
(Principal Executive Officer)
|
Dated: August 12, 2019
|
/s/ Chad M. Paris
|
|
|
Chad M. Paris
Senior Vice President and Chief Financial Officer
(Principal Accounting Officer)
|
|
1 Year Jason Industries Chart |
1 Month Jason Industries Chart |
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