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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Enersys | NYSE:ENS | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
5.58 | 6.04% | 97.94 | 94.74 | 92.24 | 94.21 | 178,774 | 01:00:00 |
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ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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23-3058564
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Large accelerated filer
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ý
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Accelerated filer
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¨
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Page
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Item 1.
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Restructuring
and Other Exit Charges
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Item 2.
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Item 3.
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Item 4.
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Item 1.
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Item 1A.
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Item 2.
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Item 4.
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Item 6.
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PART I –
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FINANCIAL INFORMATION
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ITEM 1.
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FINANCIAL STATEMENTS
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January 1, 2017
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March 31, 2016
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||||
Assets
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Current assets:
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Cash and cash equivalents
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$
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467,149
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$
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397,307
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Accounts receivable, net of allowance for doubtful accounts: January 1, 2017 - $12,594; March 31, 2016 - $11,393
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444,265
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490,799
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Inventories, net
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370,196
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331,081
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Prepaid and other current assets
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84,262
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77,052
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Total current assets
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1,365,872
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1,296,239
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Property, plant, and equipment, net
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341,715
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357,409
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Goodwill
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336,816
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353,547
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Other intangible assets, net
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156,771
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159,658
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Deferred taxes
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32,418
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33,530
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Other assets
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12,421
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14,105
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Total assets
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$
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2,246,013
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$
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2,214,488
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Liabilities and Equity
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Current liabilities:
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Short-term debt
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$
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35,879
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$
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22,144
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Accounts payable
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202,885
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228,442
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Accrued expenses
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224,009
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200,585
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Total current liabilities
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462,773
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451,171
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Long-term debt, net of unamortized debt issuance costs
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600,562
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606,221
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Deferred taxes
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45,243
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46,008
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Other liabilities
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77,952
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86,656
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Total liabilities
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1,186,530
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1,190,056
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Commitments and contingencies
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Redeemable noncontrolling interests
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—
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5,997
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Equity:
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Preferred Stock, $0.01 par value, 1,000,000 shares authorized, no shares issued or outstanding at January 1, 2017 and at March 31, 2016
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—
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—
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Common Stock, $0.01 par value per share, 135,000,000 shares authorized; 54,353,403 shares issued and 43,430,129 shares outstanding at January 1, 2017; 54,112,776 shares issued and 43,189,502 shares outstanding at March 31, 2016
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544
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541
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Additional paid-in capital
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459,065
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452,097
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Treasury stock, at cost, 10,923,274 shares held as of January 1, 2017 and as of March 31, 2016
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(439,800
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)
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(439,800
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)
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Retained earnings
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1,205,458
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1,097,642
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Accumulated other comprehensive loss
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(170,707
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)
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(97,349
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)
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Total EnerSys stockholders’ equity
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1,054,560
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1,013,131
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Nonredeemable noncontrolling interests
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4,923
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5,304
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Total equity
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1,059,483
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1,018,435
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Total liabilities and equity
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$
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2,246,013
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$
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2,214,488
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Quarter ended
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January 1, 2017
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December 27, 2015
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Net sales
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$
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563,697
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$
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573,573
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Cost of goods sold
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408,315
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427,691
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Inventory adjustment relating to exit activities - See Note 8
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(502
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)
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—
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Gross profit
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155,884
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145,882
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Operating expenses
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85,014
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87,217
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Restructuring and other exit (credits) charges - See Note 8
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(1,153
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)
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3,204
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Legal proceedings charge - See Note 7
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17,000
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—
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Operating earnings
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55,023
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55,461
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Interest expense
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5,646
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5,329
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Other (income) expense, net
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(1,247
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)
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1,142
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Earnings before income taxes
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50,624
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48,990
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Income tax expense
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13,529
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10,776
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Net earnings
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37,095
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38,214
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Net earnings (losses) attributable to noncontrolling interests
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860
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(264
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)
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Net earnings attributable to EnerSys stockholders
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$
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36,235
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$
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38,478
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Net earnings per common share attributable to EnerSys stockholders:
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Basic
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$
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0.83
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$
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0.87
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Diluted
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$
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0.82
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$
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0.86
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Dividends per common share
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$
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0.175
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$
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0.175
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Weighted-average number of common shares outstanding:
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Basic
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43,429,525
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44,394,925
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Diluted
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44,049,674
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44,976,204
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Nine months ended
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January 1, 2017
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December 27, 2015
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Net sales
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$
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1,740,348
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$
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1,704,775
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Cost of goods sold
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1,254,678
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1,253,539
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Inventory adjustment relating to exit activities - See Note 8
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2,157
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—
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Gross profit
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483,513
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451,236
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Operating expenses
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277,512
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261,286
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|
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Restructuring and other exit charges - See Note 8
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5,037
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7,051
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Legal proceedings charge - See Note 7
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17,000
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3,201
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Gain on sale of facility
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—
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(4,348
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)
|
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Operating earnings
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183,964
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184,046
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Interest expense
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16,820
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16,696
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Other (income) expense, net
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(496
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)
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2,573
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Earnings before income taxes
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167,640
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164,777
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Income tax expense
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43,133
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38,861
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Net earnings
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124,507
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125,916
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Net losses attributable to noncontrolling interests
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(1,937
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)
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(974
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)
|
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Net earnings attributable to EnerSys stockholders
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$
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126,444
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$
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126,890
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Net earnings per common share attributable to EnerSys stockholders:
|
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|
||||
Basic
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$
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2.92
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$
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2.85
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Diluted
|
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$
|
2.88
|
|
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$
|
2.76
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Dividends per common share
|
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$
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0.525
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$
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0.525
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Weighted-average number of common shares outstanding:
|
|
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|
||||
Basic
|
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43,375,474
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44,524,289
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Diluted
|
|
43,943,010
|
|
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45,912,659
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Quarter ended
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Nine months ended
|
||||||||||||
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January 1,
2017 |
|
December 27, 2015
|
|
January 1,
2017 |
|
December 27, 2015
|
||||||||
Net earnings
|
|
$
|
37,095
|
|
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$
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38,214
|
|
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$
|
124,507
|
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$
|
125,916
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
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|
|
||||||||
Net unrealized (loss) gain on derivative instruments, net of tax
|
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(2,017
|
)
|
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4,021
|
|
|
411
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|
|
(1,416
|
)
|
||||
Pension funded status adjustment, net of tax
|
|
198
|
|
|
292
|
|
|
747
|
|
|
930
|
|
||||
Foreign currency translation adjustment
|
|
(52,754
|
)
|
|
(13,099
|
)
|
|
(74,922
|
)
|
|
(20,754
|
)
|
||||
Total other comprehensive loss, net of tax
|
|
(54,573
|
)
|
|
(8,786
|
)
|
|
(73,764
|
)
|
|
(21,240
|
)
|
||||
Total comprehensive (loss) income
|
|
(17,478
|
)
|
|
29,428
|
|
|
50,743
|
|
|
104,676
|
|
||||
Comprehensive income (loss) attributable to noncontrolling interests
|
|
648
|
|
|
(823
|
)
|
|
(2,343
|
)
|
|
(2,399
|
)
|
||||
Comprehensive (loss) income attributable to EnerSys stockholders
|
|
$
|
(18,126
|
)
|
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$
|
30,251
|
|
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$
|
53,086
|
|
|
$
|
107,075
|
|
|
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Nine months ended
|
||||||
|
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January 1, 2017
|
|
December 27, 2015
|
||||
Cash flows from operating activities
|
|
|
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|
||||
Net earnings
|
|
$
|
124,507
|
|
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$
|
125,916
|
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Adjustments to reconcile net earnings to net cash provided by operating activities:
|
|
|
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|
||||
Depreciation and amortization
|
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40,468
|
|
|
41,915
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|
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Write-off of assets relating to restructuring and other exit charges
|
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1,435
|
|
|
398
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|
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Non-cash write-off of property, plant and equipment
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6,300
|
|
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—
|
|
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Derivatives not designated in hedging relationships:
|
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|
||||
Net losses
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202
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|
119
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Cash (settlements) proceeds
|
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(646
|
)
|
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386
|
|
||
Provision for doubtful accounts
|
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1,952
|
|
|
3,169
|
|
||
Deferred income taxes
|
|
(683
|
)
|
|
(3,248
|
)
|
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Non-cash interest expense
|
|
1,041
|
|
|
2,447
|
|
||
Stock-based compensation
|
|
14,556
|
|
|
14,883
|
|
||
Gain on sale of facility
|
|
—
|
|
|
(4,348
|
)
|
||
Gain on disposal of property, plant, and equipment
|
|
(10
|
)
|
|
(8
|
)
|
||
Legal proceedings accrual (reversal of legal accrual, net of fees )
|
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17,000
|
|
|
(799
|
)
|
||
Changes in assets and liabilities:
|
|
|
|
|
||||
Accounts receivable
|
|
22,843
|
|
|
53,969
|
|
||
Inventories
|
|
(55,888
|
)
|
|
(5,705
|
)
|
||
Prepaid and other current assets
|
|
(11,545
|
)
|
|
1,646
|
|
||
Other assets
|
|
857
|
|
|
(1,201
|
)
|
||
Accounts payable
|
|
(14,701
|
)
|
|
(1,244
|
)
|
||
Accrued expenses
|
|
13,856
|
|
|
2,498
|
|
||
Other liabilities
|
|
5,163
|
|
|
1,922
|
|
||
Net cash provided by operating activities
|
|
166,707
|
|
|
232,715
|
|
||
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|
||||
Cash flows from investing activities
|
|
|
|
|
||||
Capital expenditures
|
|
(36,008
|
)
|
|
(45,695
|
)
|
||
Purchase of businesses
|
|
(12,392
|
)
|
|
(39,079
|
)
|
||
Proceeds from sale of facility
|
|
—
|
|
|
9,179
|
|
||
Proceeds from disposal of property, plant, and equipment
|
|
568
|
|
|
866
|
|
||
Net cash used in investing activities
|
|
(47,832
|
)
|
|
(74,729
|
)
|
||
|
|
|
|
|
||||
Cash flows from financing activities
|
|
|
|
|
||||
Net increase in short-term debt
|
|
13,639
|
|
|
5,535
|
|
||
Proceeds from revolving credit borrowings
|
|
191,300
|
|
|
300,000
|
|
||
Repayments of revolving credit borrowings
|
|
(186,750
|
)
|
|
(288,000
|
)
|
||
Proceeds from long-term debt
|
|
—
|
|
|
300,000
|
|
||
Repayments of Convertible Notes
|
|
—
|
|
|
(172,266
|
)
|
||
Repayments of long-term debt
|
|
(11,250
|
)
|
|
(3,750
|
)
|
||
Debt issuance costs
|
|
—
|
|
|
(4,986
|
)
|
||
Option proceeds
|
|
5
|
|
|
139
|
|
||
Payment of taxes related to net share settlement of equity awards
|
|
(7,668
|
)
|
|
(15,348
|
)
|
||
Excess tax benefits from exercise of stock options and vesting of equity awards
|
|
—
|
|
|
4,175
|
|
||
Purchase of treasury stock
|
|
—
|
|
|
(120,637
|
)
|
||
Prepayment of accelerated stock repurchase
|
|
—
|
|
|
(60,000
|
)
|
||
Dividends paid to stockholders
|
|
(22,800
|
)
|
|
(23,322
|
)
|
||
Other
|
|
(77
|
)
|
|
(106
|
)
|
||
Net cash used in financing activities
|
|
(23,601
|
)
|
|
(78,566
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
|
(25,432
|
)
|
|
(2,224
|
)
|
||
Net increase in cash and cash equivalents
|
|
69,842
|
|
|
77,196
|
|
||
Cash and cash equivalents at beginning of period
|
|
397,307
|
|
|
268,921
|
|
||
Cash and cash equivalents at end of period
|
|
$
|
467,149
|
|
|
$
|
346,117
|
|
•
|
approximately
$780
of excess tax benefits was recorded through income tax expense for the
nine months
of
fiscal 2017
as a discrete item, adopted on a prospective basis;
|
•
|
excess tax benefits were included within operating cash flows adopted on a prospective basis;
|
•
|
cash paid by the Company when directly withholding shares to satisfy an employee's statutory tax obligations continued to be classified as a financing activity; and
|
•
|
no impact on prior periods due to adopting the guidance on a prospective basis.
|
|
|
January 1, 2017
|
|
March 31, 2016
|
||||
Raw materials
|
|
$
|
93,354
|
|
|
$
|
84,198
|
|
Work-in-process
|
|
113,220
|
|
|
104,085
|
|
||
Finished goods
|
|
163,622
|
|
|
142,798
|
|
||
Total
|
|
$
|
370,196
|
|
|
$
|
331,081
|
|
|
|
Total Fair Value
Measurement
January 1, 2017
|
|
Quoted Price in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Lead forward contracts
|
|
$
|
(3,015
|
)
|
|
$
|
—
|
|
|
$
|
(3,015
|
)
|
|
$
|
—
|
|
Foreign currency forward contracts
|
|
5
|
|
|
—
|
|
|
5
|
|
|
—
|
|
||||
Total derivatives
|
|
$
|
(3,010
|
)
|
|
$
|
—
|
|
|
$
|
(3,010
|
)
|
|
$
|
—
|
|
|
|
Total Fair Value
Measurement
March 31, 2016
|
|
Quoted Price in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Lead forward contracts
|
|
$
|
(499
|
)
|
|
$
|
—
|
|
|
$
|
(499
|
)
|
|
$
|
—
|
|
Foreign currency forward contracts
|
|
(988
|
)
|
|
—
|
|
|
(988
|
)
|
|
—
|
|
||||
Total derivatives
|
|
$
|
(1,487
|
)
|
|
$
|
—
|
|
|
$
|
(1,487
|
)
|
|
$
|
—
|
|
|
|
January 1, 2017
|
|
|
|
March 31, 2016
|
|
|
||||||||||||||||
|
|
Carrying
Amount
|
|
|
|
Fair Value
|
|
|
|
Carrying
Amount
|
|
|
|
Fair Value
|
|
|
||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Derivatives
(1)
|
|
$
|
5
|
|
|
|
|
$
|
5
|
|
|
|
|
$
|
—
|
|
|
|
|
$
|
—
|
|
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Notes
(2)
|
|
$
|
300,000
|
|
|
|
|
$
|
303,000
|
|
|
|
|
$
|
300,000
|
|
|
|
|
$
|
288,000
|
|
|
|
Derivatives
(1)
|
|
3,015
|
|
|
|
|
3,015
|
|
|
|
|
1,487
|
|
|
|
|
1,487
|
|
|
|
(1)
|
Represents lead and foreign currency forward contracts (see Note 4 for asset and liability positions of the lead and foreign currency forward contracts at
January 1, 2017
and
March 31, 2016
).
|
(2)
|
The fair value amount of the Notes at
January 1, 2017
and
March 31, 2016
represent the trading value of the Notes.
|
|
|
Derivatives and Hedging Activities Designated as Cash Flow Hedges
|
|
Derivatives and Hedging Activities Not Designated as Hedging Instruments
|
||||||||||||
|
|
January 1, 2017
|
|
March 31, 2016
|
|
January 1, 2017
|
|
March 31, 2016
|
||||||||
Prepaid and other current assets
|
|
|
|
|
|
|
|
|
||||||||
Foreign currency forward contracts
|
|
$
|
200
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total assets
|
|
$
|
200
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Accrued expenses
|
|
|
|
|
|
|
|
|
||||||||
Lead forward contracts
|
|
$
|
3,015
|
|
|
$
|
499
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency forward contracts
|
|
—
|
|
|
350
|
|
|
195
|
|
|
638
|
|
||||
Total liabilities
|
|
$
|
3,015
|
|
|
$
|
849
|
|
|
$
|
195
|
|
|
$
|
638
|
|
Derivatives Designated as Cash Flow Hedges
|
|
Pretax Gain (Loss) Recognized in AOCI on Derivative (Effective Portion)
|
|
Location of Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
|
|
Pretax Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
|
||||
Lead forward contracts
|
|
$
|
(2,362
|
)
|
|
Cost of goods sold
|
|
$
|
1,524
|
|
Foreign currency forward contracts
|
|
595
|
|
|
Cost of goods sold
|
|
(93
|
)
|
||
Total
|
|
$
|
(1,767
|
)
|
|
|
|
$
|
1,431
|
|
Derivatives Not Designated as Hedging Instruments
|
Location of Gain (Loss) Recognized in Income on Derivative
|
|
Pretax Gain (Loss)
|
||
Foreign currency forward contracts
|
Other (income) expense, net
|
|
$
|
(25
|
)
|
Total
|
|
|
$
|
(25
|
)
|
Derivatives Designated as Cash Flow Hedges
|
|
Pretax Gain (Loss) Recognized in AOCI on Derivative (Effective Portion)
|
|
Location of Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
|
|
Pretax Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
|
||||
Lead forward contracts
|
|
$
|
1,109
|
|
|
Cost of goods sold
|
|
$
|
(4,448
|
)
|
Foreign currency forward contracts
|
|
525
|
|
|
Cost of goods sold
|
|
(296
|
)
|
||
Total
|
|
$
|
1,634
|
|
|
|
|
$
|
(4,744
|
)
|
Derivatives Not Designated as Hedging Instruments
|
Location of Gain (Loss) Recognized in Income on Derivative
|
|
Pretax Gain (Loss)
|
||
Foreign currency forward contracts
|
Other (income) expense, net
|
|
$
|
175
|
|
Total
|
|
|
$
|
175
|
|
Derivatives Designated as Cash Flow Hedges
|
|
Pretax Gain (Loss) Recognized in AOCI on Derivative (Effective Portion)
|
|
Location of Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
|
|
Pretax Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
|
||||
Lead forward contracts
|
|
$
|
2,258
|
|
|
Cost of goods sold
|
|
$
|
2,800
|
|
Foreign currency forward contracts
|
|
873
|
|
|
Cost of goods sold
|
|
(319
|
)
|
||
Total
|
|
$
|
3,131
|
|
|
|
|
$
|
2,481
|
|
Derivatives Not Designated as Hedging Instruments
|
Location of Gain (Loss) Recognized in Income on Derivative
|
|
Pretax Gain (Loss)
|
||
Foreign currency forward contracts
|
Other (income) expense, net
|
|
$
|
(202
|
)
|
Total
|
|
|
$
|
(202
|
)
|
Derivatives Designated as Cash Flow Hedges
|
|
Pretax Gain (Loss) Recognized in AOCI on Derivative (Effective Portion)
|
|
Location of Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
|
|
Pretax Gain (Loss) Reclassified from AOCI into Income (Effective Portion)
|
||||
Lead forward contracts
|
|
$
|
(4,006
|
)
|
|
Cost of goods sold
|
|
$
|
(7,461
|
)
|
Foreign currency forward contracts
|
|
(2,048
|
)
|
|
Cost of goods sold
|
|
3,655
|
|
||
Total
|
|
$
|
(6,054
|
)
|
|
|
|
$
|
(3,806
|
)
|
Derivatives Not Designated as Hedging Instruments
|
Location of Gain (Loss) Recognized in Income on Derivative
|
|
Pretax Gain (Loss)
|
||
Foreign currency forward contracts
|
Other (income) expense, net
|
|
$
|
(119
|
)
|
Total
|
|
|
$
|
(119
|
)
|
|
|
Quarter ended
|
|
Nine months ended
|
||||||||||||
|
|
January 1, 2017
|
|
December 27, 2015
|
|
January 1, 2017
|
|
December 27, 2015
|
||||||||
Balance at beginning of period
|
|
$
|
48,112
|
|
|
$
|
40,140
|
|
|
$
|
48,422
|
|
|
$
|
39,810
|
|
Current period provisions
|
|
4,085
|
|
|
5,756
|
|
|
14,932
|
|
|
14,339
|
|
||||
Costs incurred
|
|
(4,250
|
)
|
|
(4,422
|
)
|
|
(12,492
|
)
|
|
(12,930
|
)
|
||||
Foreign currency translation adjustment
|
|
(1,720
|
)
|
|
(427
|
)
|
|
(4,635
|
)
|
|
(172
|
)
|
||||
Balance at end of period
|
|
$
|
46,227
|
|
|
$
|
41,047
|
|
|
$
|
46,227
|
|
|
$
|
41,047
|
|
|
|
Employee
Severance
|
|
Other
|
|
Total
|
||||||
Balance as of March 31, 2016
|
|
$
|
2,964
|
|
|
$
|
25
|
|
|
$
|
2,989
|
|
Accrued
|
|
2,417
|
|
|
768
|
|
|
3,185
|
|
|||
Costs incurred
|
|
(3,749
|
)
|
|
(546
|
)
|
|
(4,295
|
)
|
|||
Foreign currency impact and other
|
|
(133
|
)
|
|
(13
|
)
|
|
(146
|
)
|
|||
Balance as of January 1, 2017
|
|
$
|
1,499
|
|
|
$
|
234
|
|
|
$
|
1,733
|
|
|
|
January 1, 2017
|
|
March 31, 2016
|
||||||||||||
|
|
Principal
|
|
Unamortized Issuance Costs
|
|
Principal
|
|
Unamortized Issuance Costs
|
||||||||
5.00% Senior Notes due 2023
|
|
$
|
300,000
|
|
|
$
|
3,902
|
|
|
$
|
300,000
|
|
|
$
|
4,370
|
|
2011 Credit Facility, due 2018
|
|
305,800
|
|
|
1,336
|
|
|
312,500
|
|
|
1,909
|
|
||||
|
|
$
|
605,800
|
|
|
$
|
5,238
|
|
|
$
|
612,500
|
|
|
$
|
6,279
|
|
Less: Unamortized issuance costs
|
|
5,238
|
|
|
|
|
6,279
|
|
|
|
||||||
Long-term debt, net of unamortized issuance costs
|
|
$
|
600,562
|
|
|
|
|
$
|
606,221
|
|
|
|
|
|
United States Plans
|
|
International Plans
|
||||||||||||
Quarter ended
|
|
Quarter ended
|
||||||||||||||
January 1,
2017 |
|
December 27, 2015
|
|
January 1,
2017 |
|
December 27, 2015
|
||||||||||
Service cost
|
|
$
|
96
|
|
|
$
|
118
|
|
|
$
|
212
|
|
|
$
|
201
|
|
Interest cost
|
|
158
|
|
|
172
|
|
|
441
|
|
|
476
|
|
||||
Expected return on plan assets
|
|
(204
|
)
|
|
(213
|
)
|
|
(442
|
)
|
|
(563
|
)
|
||||
Amortization and deferral
|
|
76
|
|
|
111
|
|
|
238
|
|
|
310
|
|
||||
Curtailment loss
|
|
—
|
|
|
313
|
|
|
—
|
|
|
—
|
|
||||
Net periodic benefit cost
|
|
$
|
126
|
|
|
$
|
501
|
|
|
$
|
449
|
|
|
$
|
424
|
|
|
|
United States Plans
|
|
International Plans
|
||||||||||||
Nine months ended
|
|
Nine months ended
|
||||||||||||||
January 1,
2017 |
|
December 27, 2015
|
|
January 1,
2017 |
|
December 27, 2015
|
||||||||||
Service cost
|
|
$
|
278
|
|
|
$
|
364
|
|
|
$
|
658
|
|
|
$
|
617
|
|
Interest cost
|
|
498
|
|
|
510
|
|
|
1,402
|
|
|
1,447
|
|
||||
Expected return on plan assets
|
|
(612
|
)
|
|
(643
|
)
|
|
(1,424
|
)
|
|
(1,715
|
)
|
||||
Amortization and deferral
|
|
340
|
|
|
370
|
|
|
756
|
|
|
946
|
|
||||
Curtailment loss
|
|
—
|
|
|
313
|
|
|
—
|
|
|
—
|
|
||||
Net periodic benefit cost
|
|
$
|
504
|
|
|
$
|
914
|
|
|
$
|
1,392
|
|
|
$
|
1,295
|
|
Shares outstanding as of March 31, 2016
|
|
43,189,502
|
|
Shares issued towards equity-based compensation plans, net of equity awards surrendered for option price and taxes
|
|
240,627
|
|
Shares outstanding as of January 1, 2017
|
|
43,430,129
|
|
|
|
March 31, 2016
|
|
Before Reclassifications
|
|
Amounts Reclassified from AOCI
|
|
January 1, 2017
|
||||||||
Pension funded status adjustment
|
|
$
|
(21,861
|
)
|
|
$
|
—
|
|
|
$
|
747
|
|
|
$
|
(21,114
|
)
|
Net unrealized gain (loss) on derivative instruments
|
|
388
|
|
|
1,977
|
|
|
(1,566
|
)
|
|
799
|
|
||||
Foreign currency translation adjustment
|
|
(75,876
|
)
|
|
(74,516
|
)
|
|
—
|
|
|
(150,392
|
)
|
||||
Accumulated other comprehensive income (loss)
|
|
$
|
(97,349
|
)
|
|
$
|
(72,539
|
)
|
|
$
|
(819
|
)
|
|
$
|
(170,707
|
)
|
Components of AOCI
|
|
Amounts Reclassified from AOCI
|
|
Location of (Gain) Loss Recognized on Income Statement
|
||
Derivatives in Cash Flow Hedging Relationships:
|
|
|
|
|
||
Net unrealized gain on derivative instruments
|
|
$
|
(1,431
|
)
|
|
Cost of goods sold
|
Tax expense
|
|
528
|
|
|
|
|
Net unrealized gain on derivative instruments, net of tax
|
|
$
|
(903
|
)
|
|
|
|
|
|
|
|
||
Defined benefit pension costs:
|
|
|
|
|
||
Prior service costs and deferrals
|
|
$
|
314
|
|
|
Net periodic benefit cost, included in cost of goods sold and operating expenses - See Note 10
|
Tax benefit
|
|
(116
|
)
|
|
|
|
Net periodic benefit cost, net of tax
|
|
$
|
198
|
|
|
|
Components of AOCI
|
|
Amounts Reclassified from AOCI
|
|
Location of (Gain) Loss Recognized on Income Statement
|
||
Derivatives in Cash Flow Hedging Relationships:
|
|
|
|
|
||
Net unrealized loss on derivative instruments
|
|
$
|
4,744
|
|
|
Cost of goods sold
|
Tax benefit
|
|
(1,753
|
)
|
|
|
|
Net unrealized loss on derivative instruments, net of tax
|
|
$
|
2,991
|
|
|
|
|
|
|
|
|
||
Defined benefit pension costs:
|
|
|
|
|
||
Prior service costs and deferrals
|
|
$
|
421
|
|
|
Net periodic benefit cost, included in cost of goods sold and operating expenses - See Note 10
|
Tax benefit
|
|
(129
|
)
|
|
|
|
Net periodic benefit cost, net of tax
|
|
$
|
292
|
|
|
|
Components of AOCI
|
|
Amounts Reclassified from AOCI
|
|
Location of (Gain) Loss Recognized on Income Statement
|
||
Derivatives in Cash Flow Hedging Relationships:
|
|
|
|
|
||
Net unrealized gain on derivative instruments
|
|
$
|
(2,481
|
)
|
|
Cost of goods sold
|
Tax expense
|
|
915
|
|
|
|
|
Net unrealized gain on derivative instruments, net of tax
|
|
$
|
(1,566
|
)
|
|
|
|
|
|
|
|
||
Defined benefit pension costs:
|
|
|
|
|
||
Prior service costs and deferrals
|
|
$
|
1,096
|
|
|
Net periodic benefit cost, included in cost of goods sold and operating expenses - See Note 10
|
Tax benefit
|
|
(349
|
)
|
|
|
|
Net periodic benefit cost, net of tax
|
|
$
|
747
|
|
|
|
Components of AOCI
|
|
Amounts Reclassified from AOCI
|
|
Location of (Gain) Loss Recognized on Income Statement
|
||
Derivatives in Cash Flow Hedging Relationships:
|
|
|
|
|
||
Net unrealized loss on derivative instruments
|
|
$
|
3,806
|
|
|
Cost of goods sold
|
Tax benefit
|
|
(1,404
|
)
|
|
|
|
Net unrealized loss on derivative instruments, net of tax
|
|
$
|
2,402
|
|
|
|
|
|
|
|
|
||
Defined benefit pension costs:
|
|
|
|
|
||
Prior service costs and deferrals
|
|
$
|
1,316
|
|
|
Net periodic benefit cost, included in cost of goods sold and operating expenses - See Note 10
|
Tax benefit
|
|
(386
|
)
|
|
|
|
Net periodic benefit cost, net of tax
|
|
$
|
930
|
|
|
|
|
|
Equity Attributable to EnerSys Stockholders
|
|
Nonredeemable Noncontrolling Interests
|
|
Total Equity
|
||||||
Balance as of March 31, 2016
|
|
$
|
1,013,131
|
|
|
$
|
5,304
|
|
|
$
|
1,018,435
|
|
Total comprehensive income (loss):
|
|
|
|
|
|
|
||||||
Net earnings
|
|
126,444
|
|
|
84
|
|
|
126,528
|
|
|||
Net unrealized gain on derivative instruments, net of tax
|
|
411
|
|
|
—
|
|
|
411
|
|
|||
Pension funded status adjustment, net of tax
|
|
747
|
|
|
—
|
|
|
747
|
|
|||
Foreign currency translation adjustment
|
|
(74,516
|
)
|
|
(465
|
)
|
|
(74,981
|
)
|
|||
Total other comprehensive loss, net of tax
|
|
(73,358
|
)
|
|
(465
|
)
|
|
(73,823
|
)
|
|||
Total comprehensive income (loss)
|
|
53,086
|
|
|
(381
|
)
|
|
52,705
|
|
|||
Other changes in equity:
|
|
|
|
|
|
|
||||||
Cash dividends - common stock ($0.525 per share)
|
|
(22,800
|
)
|
|
—
|
|
|
(22,800
|
)
|
|||
Other, including activity related to equity awards
|
|
11,143
|
|
|
—
|
|
|
11,143
|
|
|||
Balance as of January 1, 2017
|
|
$
|
1,054,560
|
|
|
$
|
4,923
|
|
|
$
|
1,059,483
|
|
|
|
Redeemable Noncontrolling Interests
|
||
Balance as of March 31, 2016
|
|
$
|
5,997
|
|
Net loss
|
|
(2,021
|
)
|
|
Deconsolidation of joint venture
|
|
(4,035
|
)
|
|
Foreign currency translation adjustment
|
|
59
|
|
|
Balance as of January 1, 2017
|
|
$
|
—
|
|
|
|
Quarter ended
|
|
Nine months ended
|
||||||||||||
|
|
January 1, 2017
|
|
December 27, 2015
|
|
January 1, 2017
|
|
December 27, 2015
|
||||||||
Net earnings attributable to EnerSys stockholders
|
|
$
|
36,235
|
|
|
$
|
38,478
|
|
|
$
|
126,444
|
|
|
$
|
126,890
|
|
Weighted-average number of common shares outstanding:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
43,429,525
|
|
|
44,394,925
|
|
|
43,375,474
|
|
|
44,524,289
|
|
||||
Dilutive effect of:
|
|
|
|
|
|
|
|
|
||||||||
Common shares from exercise and lapse of equity awards, net of shares assumed reacquired
|
|
620,149
|
|
|
581,279
|
|
|
567,536
|
|
|
650,529
|
|
||||
3.375% Convertible Notes due 2038
(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
737,841
|
|
||||
Diluted weighted-average number of common shares outstanding
|
|
44,049,674
|
|
|
44,976,204
|
|
|
43,943,010
|
|
|
45,912,659
|
|
||||
Basic earnings per common share attributable to EnerSys stockholders
|
|
$
|
0.83
|
|
|
$
|
0.87
|
|
|
$
|
2.92
|
|
|
$
|
2.85
|
|
Diluted earnings per common share attributable to EnerSys stockholders
|
|
$
|
0.82
|
|
|
$
|
0.86
|
|
|
$
|
2.88
|
|
|
$
|
2.76
|
|
Anti-dilutive equity awards not included in diluted weighted-average common shares
|
|
62,470
|
|
|
—
|
|
|
232,542
|
|
|
—
|
|
•
|
Americas
, which includes North and South America, with segment headquarters in Reading, Pennsylvania, USA;
|
•
|
EMEA
, which includes Europe, the Middle East and Africa, with segment headquarters in Zug, Switzerland; and
|
•
|
Asia
, which includes Asia, Australia and Oceania, with segment headquarters in Singapore.
|
|
|
Quarter ended
|
|
Nine months ended
|
||||||||||||
|
|
January 1, 2017
|
|
December 27, 2015
|
|
January 1, 2017
|
|
December 27, 2015
|
||||||||
Net sales by segment to unaffiliated customers
|
|
|
|
|
|
|
|
|
||||||||
Americas
|
|
$
|
313,972
|
|
|
$
|
306,331
|
|
|
$
|
968,516
|
|
|
$
|
945,839
|
|
EMEA
|
|
186,069
|
|
|
196,829
|
|
|
563,765
|
|
|
582,896
|
|
||||
Asia
|
|
63,656
|
|
|
70,413
|
|
|
208,067
|
|
|
176,040
|
|
||||
Total net sales
|
|
$
|
563,697
|
|
|
$
|
573,573
|
|
|
$
|
1,740,348
|
|
|
$
|
1,704,775
|
|
Net sales by product line
|
|
|
|
|
|
|
|
|
||||||||
Reserve power
|
|
$
|
271,291
|
|
|
$
|
271,948
|
|
|
$
|
844,781
|
|
|
$
|
810,448
|
|
Motive power
|
|
292,406
|
|
|
301,625
|
|
|
895,567
|
|
|
894,327
|
|
||||
Total net sales
|
|
$
|
563,697
|
|
|
$
|
573,573
|
|
|
$
|
1,740,348
|
|
|
$
|
1,704,775
|
|
Intersegment sales
|
|
|
|
|
|
|
|
|
||||||||
Americas
|
|
$
|
6,319
|
|
|
$
|
6,334
|
|
|
$
|
19,304
|
|
|
$
|
23,041
|
|
EMEA
|
|
22,086
|
|
|
17,537
|
|
|
66,186
|
|
|
59,999
|
|
||||
Asia
|
|
6,285
|
|
|
8,205
|
|
|
18,070
|
|
|
20,937
|
|
||||
Total intersegment sales
(1)
|
|
$
|
34,690
|
|
|
$
|
32,076
|
|
|
$
|
103,560
|
|
|
$
|
103,977
|
|
Operating earnings by segment
|
|
|
|
|
|
|
|
|
||||||||
Americas
|
|
$
|
45,949
|
|
|
$
|
40,572
|
|
|
$
|
139,149
|
|
|
$
|
134,344
|
|
EMEA
|
|
20,435
|
|
|
16,525
|
|
|
57,268
|
|
|
54,218
|
|
||||
Asia
|
|
3,984
|
|
|
1,568
|
|
|
11,741
|
|
|
1,388
|
|
||||
Restructuring charges - Americas
|
|
—
|
|
|
(865
|
)
|
|
(892
|
)
|
|
(1,435
|
)
|
||||
Inventory adjustment relating to exit activities - EMEA
|
|
502
|
|
|
—
|
|
|
(2,157
|
)
|
|
—
|
|
||||
Restructuring and other exit credits (charges) - EMEA
|
|
1,153
|
|
|
(2,153
|
)
|
|
(3,663
|
)
|
|
(4,706
|
)
|
||||
Restructuring charges - Asia
|
|
—
|
|
|
(186
|
)
|
|
(482
|
)
|
|
(910
|
)
|
||||
Reversal of legal accrual, net of fees - Americas
|
|
—
|
|
|
—
|
|
|
—
|
|
|
799
|
|
||||
Legal proceedings charge - EMEA
|
|
(17,000
|
)
|
|
—
|
|
|
(17,000
|
)
|
|
(4,000
|
)
|
||||
Gain on sale of facility - Asia
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,348
|
|
||||
Total operating earnings
(2)
|
|
$
|
55,023
|
|
|
$
|
55,461
|
|
|
$
|
183,964
|
|
|
$
|
184,046
|
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
general cyclical patterns of the industries in which our customers operate;
|
•
|
the extent to which we cannot control our fixed and variable costs;
|
•
|
the raw materials in our products may experience significant fluctuations in market price and availability;
|
•
|
certain raw materials constitute hazardous materials that may give rise to costly environmental and safety claims;
|
•
|
legislation regarding the restriction of the use of certain hazardous substances in our products;
|
•
|
risks involved in our operations such as disruption of markets, changes in import and export laws, environmental regulations, currency restrictions and local currency exchange rate fluctuations;
|
•
|
our ability to raise our selling prices to our customers when our product costs increase;
|
•
|
the extent to which we are able to efficiently utilize our global manufacturing facilities and optimize our capacity;
|
•
|
general economic conditions in the markets in which we operate;
|
•
|
competitiveness of the battery markets and other energy solutions for industrial applications throughout the world;
|
•
|
our timely development of competitive new products and product enhancements in a changing environment and the acceptance of such products and product enhancements by customers;
|
•
|
our ability to adequately protect our proprietary intellectual property, technology and brand names;
|
•
|
litigation and regulatory proceedings to which we might be subject;
|
•
|
our expectations concerning indemnification obligations;
|
•
|
changes in our market share in the geographic business segments where we operate;
|
•
|
our ability to implement our cost reduction initiatives successfully and improve our profitability;
|
•
|
quality problems associated with our products;
|
•
|
our ability to implement business strategies, including our acquisition strategy, manufacturing expansion and restructuring plans;
|
•
|
our acquisition strategy may not be successful in locating advantageous targets;
|
•
|
our ability to successfully integrate any assets, liabilities, customers, systems and management personnel we acquire into our operations and our ability to realize related revenue synergies and cost savings within expected time frames;
|
•
|
potential goodwill impairment charges, future impairment charges and fluctuations in the fair values of reporting units or of assets in the event projected financial results are not achieved within expected time frames;
|
•
|
our debt and debt service requirements which may restrict our operational and financial flexibility, as well as imposing unfavorable interest and financing costs;
|
•
|
our ability to maintain our existing credit facilities or obtain satisfactory new credit facilities;
|
•
|
adverse changes in our short and long-term debt levels under our credit facilities;
|
•
|
our exposure to fluctuations in interest rates on our variable-rate debt;
|
•
|
our ability to attract and retain qualified management and personnel;
|
•
|
our ability to maintain good relations with labor unions;
|
•
|
credit risk associated with our customers, including risk of insolvency and bankruptcy;
|
•
|
our ability to successfully recover in the event of a disaster affecting our infrastructure;
|
•
|
terrorist acts or acts of war, could cause damage or disruption to our operations, our suppliers, channels to market or customers, or could cause costs to increase, or create political or economic instability; and
|
•
|
the operation, capacity and security of our information systems and infrastructure.
|
•
|
Americas
, which includes North and South America, with our segment headquarters in Reading, Pennsylvania, USA;
|
•
|
EMEA
, which includes Europe, the Middle East and Africa, with our segment headquarters in Zug, Switzerland; and
|
•
|
Asia,
which includes Asia, Australia and Oceania, with our segment headquarters in Singapore.
|
•
|
Reserve power products
are used for backup power for the continuous operation of critical applications in telecommunications systems, uninterruptible power systems, or “UPS” applications for computer and computer-controlled systems, and other specialty power applications, including medical and security systems, premium starting, lighting and ignition applications, in switchgear, electrical control systems used in electric utilities, large-scale energy storage, energy pipelines, in commercial aircraft, satellites, military aircraft, submarines, ships and tactical vehicles. Reserve power products also include thermally managed cabinets and enclosures for electronic equipment and batteries.
|
•
|
Motive power products
are used to provide power for electric industrial forklifts used in manufacturing, warehousing and other material handling applications as well as mining equipment, diesel locomotive starting and other rail equipment.
|
|
|
Quarter ended
January 1, 2017 |
|
Quarter ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Americas
|
|
$
|
314.0
|
|
|
55.7
|
%
|
|
$
|
306.3
|
|
|
53.4
|
%
|
|
$
|
7.7
|
|
|
2.5
|
%
|
EMEA
|
|
186.1
|
|
|
33.0
|
|
|
196.8
|
|
|
34.3
|
|
|
(10.7
|
)
|
|
(5.5
|
)
|
|||
Asia
|
|
63.6
|
|
|
11.3
|
|
|
70.5
|
|
|
12.3
|
|
|
(6.9
|
)
|
|
(9.6
|
)
|
|||
Total net sales
|
|
$
|
563.7
|
|
|
100.0
|
%
|
|
$
|
573.6
|
|
|
100.0
|
%
|
|
$
|
(9.9
|
)
|
|
(1.7
|
)%
|
|
|
Nine months ended
January 1, 2017 |
|
Nine months ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Americas
|
|
$
|
968.5
|
|
|
55.6
|
%
|
|
$
|
945.8
|
|
|
55.5
|
%
|
|
$
|
22.7
|
|
|
2.4
|
%
|
EMEA
|
|
563.8
|
|
|
32.4
|
|
|
582.9
|
|
|
34.2
|
|
|
(19.1
|
)
|
|
(3.3
|
)
|
|||
Asia
|
|
208.0
|
|
|
12.0
|
|
|
176.1
|
|
|
10.3
|
|
|
31.9
|
|
|
18.2
|
|
|||
Total net sales
|
|
$
|
1,740.3
|
|
|
100.0
|
%
|
|
$
|
1,704.8
|
|
|
100.0
|
%
|
|
$
|
35.5
|
|
|
2.1
|
%
|
|
|
Quarter ended
January 1, 2017 |
|
Quarter ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Reserve power
|
|
$
|
271.3
|
|
|
48.1
|
%
|
|
$
|
272.0
|
|
|
47.4
|
%
|
|
$
|
(0.7
|
)
|
|
(0.2
|
)%
|
Motive power
|
|
292.4
|
|
|
51.9
|
|
|
301.6
|
|
|
52.6
|
|
|
(9.2
|
)
|
|
(3.1
|
)
|
|||
Total net sales
|
|
$
|
563.7
|
|
|
100.0
|
%
|
|
$
|
573.6
|
|
|
100.0
|
%
|
|
$
|
(9.9
|
)
|
|
(1.7
|
)%
|
|
|
Nine months ended
January 1, 2017 |
|
Nine months ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Reserve power
|
|
$
|
844.7
|
|
|
48.5
|
%
|
|
$
|
810.5
|
|
|
47.5
|
%
|
|
$
|
34.2
|
|
|
4.2
|
%
|
Motive power
|
|
895.6
|
|
|
51.5
|
|
|
894.3
|
|
|
52.5
|
|
|
1.3
|
|
|
0.1
|
|
|||
Total net sales
|
|
$
|
1,740.3
|
|
|
100.0
|
%
|
|
$
|
1,704.8
|
|
|
100.0
|
%
|
|
$
|
35.5
|
|
|
2.1
|
%
|
|
|
Quarter ended
January 1, 2017 |
|
Quarter ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Gross Profit
|
|
$
|
155.9
|
|
|
27.7
|
%
|
|
$
|
145.8
|
|
|
25.4
|
%
|
|
$
|
10.1
|
|
|
6.9
|
%
|
|
|
Nine months ended
January 1, 2017 |
|
Nine months ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Gross Profit
|
|
$
|
483.5
|
|
|
27.8
|
%
|
|
$
|
451.2
|
|
|
26.5
|
%
|
|
$
|
32.3
|
|
|
7.2
|
%
|
|
|
Quarter ended
January 1, 2017 |
|
Quarter ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Operating expenses
|
|
$
|
85.0
|
|
|
15.1
|
%
|
|
$
|
87.1
|
|
|
15.2
|
%
|
|
$
|
(2.1
|
)
|
|
(2.5
|
)%
|
Restructuring and other exit (credits) charges
|
|
$
|
(1.2
|
)
|
|
(0.2
|
)%
|
|
$
|
3.2
|
|
|
0.5
|
%
|
|
$
|
(4.4
|
)
|
|
NM
|
|
Legal proceedings charge
|
|
$
|
17.0
|
|
|
3.0
|
%
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
17.0
|
|
|
NM
|
|
|
|
Nine months ended
January 1, 2017 |
|
Nine months ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Operating expenses
|
|
$
|
277.5
|
|
|
15.9
|
%
|
|
$
|
261.2
|
|
|
15.3
|
%
|
|
$
|
16.3
|
|
|
6.2
|
%
|
Restructuring and other exit charges
|
|
$
|
5.0
|
|
|
0.3
|
%
|
|
$
|
7.0
|
|
|
0.4
|
%
|
|
$
|
(2.0
|
)
|
|
(28.6
|
)%
|
Legal proceedings charge
|
|
$
|
17.0
|
|
|
1.0
|
%
|
|
$
|
3.2
|
|
|
0.2
|
%
|
|
$
|
13.8
|
|
|
NM
|
|
Gain on sale of facility
|
|
$
|
—
|
|
|
—
|
%
|
|
$
|
(4.3
|
)
|
|
(0.2
|
)%
|
|
$
|
4.3
|
|
|
NM
|
|
|
|
Quarter ended
January 1, 2017 |
|
Quarter ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total
Net Sales
(1)
|
|
In
Millions |
|
Percentage
of Total
Net Sales
(1)
|
|
In
Millions |
|
%
|
|||||||||
Americas
|
|
$
|
46.0
|
|
|
14.6
|
%
|
|
$
|
40.6
|
|
|
13.2
|
%
|
|
$
|
5.4
|
|
|
13.3
|
%
|
EMEA
|
|
20.4
|
|
|
11.0
|
|
|
16.5
|
|
|
8.4
|
|
|
3.9
|
|
|
23.7
|
|
|||
Asia
|
|
4.0
|
|
|
6.3
|
|
|
1.6
|
|
|
2.2
|
|
|
2.4
|
|
|
NM
|
|
|||
Subtotal
|
|
70.4
|
|
|
12.5
|
|
|
58.7
|
|
|
10.2
|
|
|
11.7
|
|
|
20.0
|
|
|||
Restructuring charges - Americas
|
|
—
|
|
|
—
|
|
|
(0.9
|
)
|
|
(0.3
|
)
|
|
0.9
|
|
|
NM
|
|
|||
Inventory adjustment relating to exit activities - EMEA
|
|
0.5
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
0.5
|
|
|
NM
|
|
|||
Restructuring and other exit credits (charges) - EMEA
|
|
1.2
|
|
|
0.6
|
|
|
(2.1
|
)
|
|
(1.1
|
)
|
|
3.3
|
|
|
NM
|
|
|||
Restructuring charges - Asia
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
(0.3
|
)
|
|
0.2
|
|
|
NM
|
|
|||
Legal proceedings charge - EMEA
|
|
(17.0
|
)
|
|
(9.1
|
)
|
|
—
|
|
|
—
|
|
|
(17.0
|
)
|
|
NM
|
|
|||
Total operating earnings
|
|
$
|
55.1
|
|
|
9.8
|
%
|
|
$
|
55.5
|
|
|
9.7
|
%
|
|
$
|
(0.4
|
)
|
|
(0.8
|
)%
|
|
|
Nine months ended
January 1, 2017 |
|
Nine months ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales (1) |
|
In
Millions |
|
Percentage
of Total Net Sales (1) |
|
In
Millions |
|
%
|
|||||||||
Americas
|
|
$
|
139.2
|
|
|
14.4
|
%
|
|
$
|
134.3
|
|
|
14.2
|
%
|
|
$
|
4.9
|
|
|
3.6
|
%
|
EMEA
|
|
57.1
|
|
|
10.2
|
|
|
54.2
|
|
|
9.3
|
|
|
2.9
|
|
|
5.6
|
|
|||
Asia
|
|
11.8
|
|
|
5.6
|
|
|
1.5
|
|
|
0.8
|
|
|
10.3
|
|
|
NM
|
|
|||
Subtotal
|
|
208.1
|
|
|
12.0
|
|
|
190.0
|
|
|
11.1
|
|
|
18.1
|
|
|
9.6
|
|
|||
Restructuring charges - Americas
|
|
(0.9
|
)
|
|
(0.1
|
)
|
|
(1.5
|
)
|
|
(0.2
|
)
|
|
0.6
|
|
|
(37.8
|
)
|
|||
Inventory adjustment relating to exit activities - EMEA
|
|
(2.1
|
)
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
(2.1
|
)
|
|
NM
|
|
|||
Restructuring and other exit charges - EMEA
|
|
(3.7
|
)
|
|
(0.6
|
)
|
|
(4.6
|
)
|
|
(0.8
|
)
|
|
0.9
|
|
|
(22.2
|
)
|
|||
Restructuring charges - Asia
|
|
(0.4
|
)
|
|
(0.2
|
)
|
|
(0.9
|
)
|
|
(0.5
|
)
|
|
0.5
|
|
|
(47.0
|
)
|
|||
Reversal of legal accrual, net of fees - Americas
|
|
—
|
|
|
—
|
|
|
0.8
|
|
|
0.1
|
|
|
(0.8
|
)
|
|
NM
|
|
|||
Legal proceedings charge - EMEA
|
|
(17.0
|
)
|
|
(3.0
|
)
|
|
(4.0
|
)
|
|
(0.7
|
)
|
|
(13.0
|
)
|
|
NM
|
|
|||
Gain on sale of facility - Asia
|
|
—
|
|
|
—
|
|
|
4.3
|
|
|
2.5
|
|
|
(4.3
|
)
|
|
NM
|
|
|||
Total operating earnings
|
|
$
|
184.0
|
|
|
10.6
|
%
|
|
$
|
184.1
|
|
|
10.8
|
%
|
|
$
|
(0.1
|
)
|
|
—
|
%
|
|
|
Quarter ended
January 1, 2017 |
|
Quarter ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Interest expense
|
|
$
|
5.6
|
|
|
1.0
|
%
|
|
$
|
5.3
|
|
|
0.9
|
%
|
|
$
|
0.3
|
|
|
6.0
|
%
|
|
|
Nine months ended
January 1, 2017 |
|
Nine months ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Interest expense
|
|
$
|
16.8
|
|
|
1.0
|
%
|
|
$
|
16.7
|
|
|
1.0
|
%
|
|
$
|
0.1
|
|
|
0.7
|
%
|
|
|
Quarter ended
January 1, 2017 |
|
Quarter ended
December 27, 2015 |
|
Increase (Decrease)
|
||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
||||||||
Other (income) expense, net
|
|
$
|
(1.1
|
)
|
|
(0.2
|
)%
|
|
$
|
1.2
|
|
|
0.2
|
%
|
|
$
|
(2.3
|
)
|
|
NM
|
|
|
Nine months ended
January 1, 2017 |
|
Nine months ended
December 27, 2015 |
|
Increase (Decrease)
|
||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
||||||||
Other (income) expense, net
|
|
$
|
(0.4
|
)
|
|
—
|
%
|
|
$
|
2.6
|
|
|
0.1
|
%
|
|
$
|
(3.0
|
)
|
|
NM
|
|
|
Quarter ended
January 1, 2017 |
|
Quarter ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Earnings before income taxes
|
|
$
|
50.6
|
|
|
9.0
|
%
|
|
$
|
49.0
|
|
|
8.6
|
%
|
|
$
|
1.6
|
|
|
3.3
|
%
|
|
|
Nine months ended
January 1, 2017 |
|
Nine months ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Earnings before income taxes
|
|
$
|
167.6
|
|
|
9.6
|
%
|
|
$
|
164.8
|
|
|
9.7
|
%
|
|
$
|
2.8
|
|
|
1.7
|
%
|
|
|
Quarter ended
January 1, 2017 |
|
Quarter ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Income tax expense
|
|
$
|
13.5
|
|
|
2.4
|
%
|
|
$
|
10.8
|
|
|
1.9
|
%
|
|
$
|
2.7
|
|
|
25.6
|
%
|
Effective tax rate
|
|
26.7%
|
|
22.0%
|
|
4.7%
|
|
|
Nine months ended
January 1, 2017 |
|
Nine months ended
December 27, 2015 |
|
Increase (Decrease)
|
|||||||||||||||
|
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
Percentage
of Total Net Sales |
|
In
Millions |
|
%
|
|||||||||
Income tax expense
|
|
$
|
43.1
|
|
|
2.4
|
%
|
|
$
|
38.9
|
|
|
2.3
|
%
|
|
$
|
4.2
|
|
|
11.0
|
%
|
Effective tax rate
|
|
25.7%
|
|
23.6%
|
|
2.1%
|
($ in Millions)
|
|||||||||||||||||||||||
Balance At
|
|
Trade
Receivables
|
|
Inventory
|
|
Accounts
Payable
|
|
Total
|
|
Quarter
Revenue
Annualized
|
|
Primary
Working
Capital %
|
|||||||||||
January 1, 2017
|
|
$
|
444.3
|
|
|
$
|
370.2
|
|
|
$
|
(202.9
|
)
|
|
$
|
611.6
|
|
|
$
|
2,254.8
|
|
|
27.1
|
%
|
March 31, 2016
|
|
490.8
|
|
|
331.0
|
|
|
(228.4
|
)
|
|
593.4
|
|
|
2,445.9
|
|
|
24.3
|
|
|||||
December 27, 2015
|
|
463.2
|
|
|
341.2
|
|
|
(214.3
|
)
|
|
590.1
|
|
|
2,294.3
|
|
|
25.7
|
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
Date
|
|
$’s Under
Contract
(in millions)
|
|
# Pounds
Purchased
(in millions)
|
|
Average
Cost/Pound
|
|
Approximate %
of Lead
Requirements
(1)
|
||||||
January 1, 2017
|
|
$
|
34.4
|
|
|
34.5
|
|
|
$
|
1.00
|
|
|
8
|
%
|
March 31, 2016
|
|
21.6
|
|
|
27.4
|
|
|
0.79
|
|
|
6
|
|
||
December 27, 2015
|
|
34.1
|
|
|
44.2
|
|
|
0.77
|
|
|
10
|
|
Transactions Hedged
|
|
$US
Equivalent
(in millions)
|
|
Average
Rate
Hedged
|
|
Approximate
% of Annual
Requirements
(1)
|
||||||
Sell Euros for U.S. dollars
|
|
$
|
14.2
|
|
|
$/€
|
|
1.06
|
|
|
7
|
%
|
Sell Euros for Polish zloty
|
|
6.1
|
|
|
PLN/€
|
|
4.41
|
|
|
8
|
|
|
Sell Euros for British pounds
|
|
12.6
|
|
|
£/€
|
|
0.81
|
|
|
64
|
|
|
Sell Malaysian Ringgit for Euros
|
|
2.5
|
|
|
MYR/€
|
|
4.71
|
|
|
78
|
|
|
Sell Australian dollars for U.S. dollars
|
|
1.5
|
|
|
$/AUD
|
|
0.75
|
|
|
11
|
|
|
Sell U.S. dollars for Mexican pesos
|
|
1.3
|
|
|
MXN/$
|
|
20.49
|
|
|
50
|
|
|
Sell British pounds for U.S. dollars
|
|
1.3
|
|
|
$/£
|
|
1.25
|
|
|
5
|
|
|
Sell Euros for Swedish Krona
|
|
0.6
|
|
|
SEK/€
|
|
9.86
|
|
|
7
|
|
|
Sell Australian dollars for British pounds
|
|
0.7
|
|
|
AUD/£
|
|
1.66
|
|
|
8
|
|
|
Total
|
|
$
|
40.8
|
|
|
|
|
|
|
|
ITEM 4.
|
CONTROLS AND PROCEDURES
|
PART II
|
OTHER INFORMATION
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Period
|
|
(a)
Total number of shares (or units) purchased
|
|
(b)
Average price paid per share (or unit)
|
|
(c)
Total number of shares (or units) purchased as part of publicly announced plans or programs
|
|
(d)
Maximum number (or approximate dollar value) of shares (or units) that may be purchased under the plans or
programs
(1)
|
||||||
October 3 – October 30, 2016
|
|
284
|
|
|
$
|
67.55
|
|
|
284
|
|
|
$
|
25,000,000
|
|
October 31 – November 27, 2016
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25,000,000
|
|
||
November 28 – January 1, 2017
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25,000,000
|
|
||
Total
|
|
284
|
|
|
$
|
67.55
|
|
|
284
|
|
|
|
(1
)
|
The Company's Board of Directors has authorized the Company to repurchase up to such number of shares as shall equal the dilutive effects of any equity-based award granted during such fiscal year under the 2010 Equity Incentive Plan and the number of shares exercised through stock option awards during such fiscal year.
|
Item 4.
|
Mine Safety Disclosures
|
ITEM 6.
|
EXHIBITS
|
Exhibit
Number |
|
Description of Exhibit
|
|
|
|
31.1
|
|
Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) Under the Securities Exchange Act of 1934 (filed herewith).
|
|
|
|
31.2
|
|
Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) Under the Securities Exchange Act of 1934 (filed herewith).
|
|
|
|
32.1
|
|
Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
|
|
|
|
101.INS
|
|
XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
ENERSYS (Registrant)
|
|
|
|
|
|
By
|
/s/ Michael J. Schmidtlein
|
|
|
Michael J. Schmidtlein
|
|
|
Chief Financial Officer
|
Exhibit
Number |
|
Description of Exhibit
|
|
|
|
31.1
|
|
Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) Under the Securities Exchange Act of 1934 (filed herewith).
|
|
|
|
31.2
|
|
Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) Under the Securities Exchange Act of 1934 (filed herewith).
|
|
|
|
32.1
|
|
Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
|
|
|
|
101.INS
|
|
XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document.
|
|
|
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101.SCH
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|
XBRL Taxonomy Extension Schema Document
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101.CAL
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|
XBRL Taxonomy Extension Calculation Linkbase Document
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101.DEF
|
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XBRL Taxonomy Extension Definition Linkbase Document
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101.LAB
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XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
1 Year Enersys Chart |
1 Month Enersys Chart |
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