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Share Name | Share Symbol | Market | Type |
---|---|---|---|
SPX Technologies Inc | NYSE:SPXC | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-2.24 | -1.65% | 133.92 | 136.44 | 133.855 | 136.34 | 352,919 | 00:16:53 |
|
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
38-1016240
|
(State or Other Jurisdiction of Incorporation or
Organization)
|
|
(I.R.S. Employer Identification No.)
|
Large accelerated filer
x
|
|
Accelerated filer
¨
|
|
|
|
Non-accelerated filer
¨
|
|
Smaller reporting company
¨
|
(Do not check if a smaller reporting company)
|
|
Emerging growth company
¨
|
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
||||||||
Revenues
|
$
|
349.7
|
|
|
$
|
371.4
|
|
|
$
|
690.3
|
|
|
$
|
732.0
|
|
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of products sold
|
273.6
|
|
|
280.3
|
|
|
526.1
|
|
|
551.0
|
|
||||
Selling, general and administrative
|
71.4
|
|
|
72.8
|
|
|
141.0
|
|
|
147.1
|
|
||||
Intangible amortization
|
0.1
|
|
|
0.9
|
|
|
0.3
|
|
|
1.8
|
|
||||
Special charges, net
|
0.5
|
|
|
2.4
|
|
|
1.0
|
|
|
2.9
|
|
||||
Impairment of intangible assets
|
—
|
|
|
—
|
|
|
—
|
|
|
4.0
|
|
||||
Gain (loss) on sale of dry cooling business
|
—
|
|
|
(1.2
|
)
|
|
—
|
|
|
16.7
|
|
||||
Operating income
|
4.1
|
|
|
13.8
|
|
|
21.9
|
|
|
41.9
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Other income (expense), net
|
(2.1
|
)
|
|
0.1
|
|
|
(2.8
|
)
|
|
1.3
|
|
||||
Interest expense
|
(4.6
|
)
|
|
(3.8
|
)
|
|
(8.6
|
)
|
|
(7.3
|
)
|
||||
Interest income
|
0.3
|
|
|
0.2
|
|
|
0.7
|
|
|
0.4
|
|
||||
Income (loss) from continuing operations before income taxes
|
(2.3
|
)
|
|
10.3
|
|
|
11.2
|
|
|
36.3
|
|
||||
Income tax provision
|
(6.0
|
)
|
|
(3.8
|
)
|
|
(9.2
|
)
|
|
(9.6
|
)
|
||||
Income (loss) from continuing operations
|
(8.3
|
)
|
|
6.5
|
|
|
2.0
|
|
|
26.7
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Loss from discontinued operations, net of tax
|
—
|
|
|
(3.1
|
)
|
|
—
|
|
|
(8.6
|
)
|
||||
Gain (loss) on disposition of discontinued operations, net of tax
|
(0.7
|
)
|
|
(0.4
|
)
|
|
6.4
|
|
|
(1.5
|
)
|
||||
Income (loss) from discontinued operations, net of tax
|
(0.7
|
)
|
|
(3.5
|
)
|
|
6.4
|
|
|
(10.1
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Net income (loss)
|
(9.0
|
)
|
|
3.0
|
|
|
8.4
|
|
|
16.6
|
|
||||
Less: Net loss attributable to redeemable noncontrolling interests
|
—
|
|
|
(1.0
|
)
|
|
—
|
|
|
(0.4
|
)
|
||||
Net income (loss) attributable to SPX Corporation common shareholders
|
(9.0
|
)
|
|
4.0
|
|
|
8.4
|
|
|
17.0
|
|
||||
Adjustment related to redeemable noncontrolling interest (Note 13)
|
—
|
|
|
(18.1
|
)
|
|
—
|
|
|
(18.1
|
)
|
||||
Net income (loss) attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest
|
$
|
(9.0
|
)
|
|
$
|
(14.1
|
)
|
|
$
|
8.4
|
|
|
$
|
(1.1
|
)
|
|
|
|
|
|
|
|
|
||||||||
Amounts attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income (loss) from continuing operations, net of tax
|
$
|
(8.3
|
)
|
|
$
|
(10.6
|
)
|
|
$
|
2.0
|
|
|
$
|
9.0
|
|
Income (loss) from discontinued operations, net of tax
|
(0.7
|
)
|
|
(3.5
|
)
|
|
6.4
|
|
|
(10.1
|
)
|
||||
Net income (loss)
|
$
|
(9.0
|
)
|
|
$
|
(14.1
|
)
|
|
$
|
8.4
|
|
|
$
|
(1.1
|
)
|
|
|
|
|
|
|
|
|
||||||||
Basic income (loss) per share of common stock:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income (loss) from continuing operations attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest
|
$
|
(0.19
|
)
|
|
$
|
(0.25
|
)
|
|
$
|
0.05
|
|
|
$
|
0.22
|
|
Income (loss) from discontinued operations attributable to SPX Corporation common shareholders
|
(0.02
|
)
|
|
(0.09
|
)
|
|
0.15
|
|
|
(0.25
|
)
|
||||
Net income (loss) per share attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest
|
$
|
(0.21
|
)
|
|
$
|
(0.34
|
)
|
|
$
|
0.20
|
|
|
$
|
(0.03
|
)
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average number of common shares outstanding — basic
|
42.388
|
|
|
41.594
|
|
|
42.249
|
|
|
41.443
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Diluted income (loss) per share of common stock:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income (loss) from continuing operations attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest
|
$
|
(0.19
|
)
|
|
$
|
(0.25
|
)
|
|
$
|
0.04
|
|
|
$
|
0.22
|
|
Income (loss) from discontinued operations attributable to SPX Corporation common shareholders
|
(0.02
|
)
|
|
(0.09
|
)
|
|
0.15
|
|
|
(0.25
|
)
|
||||
Net income (loss) per share attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest
|
$
|
(0.21
|
)
|
|
$
|
(0.34
|
)
|
|
$
|
0.19
|
|
|
$
|
(0.03
|
)
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average number of common shares outstanding — diluted
|
42.388
|
|
|
41.594
|
|
|
43.622
|
|
|
41.754
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Comprehensive income (loss)
|
$
|
(8.9
|
)
|
|
$
|
(0.6
|
)
|
|
$
|
7.5
|
|
|
$
|
(25.7
|
)
|
|
July 1,
2017 |
|
December 31,
2016 |
||||
ASSETS
|
|
|
|
|
|
||
Current assets:
|
|
|
|
|
|
||
Cash and equivalents
|
$
|
83.5
|
|
|
$
|
99.6
|
|
Accounts receivable, net
|
252.0
|
|
|
251.7
|
|
||
Inventories, net
|
168.3
|
|
|
145.7
|
|
||
Other current assets
|
35.1
|
|
|
30.6
|
|
||
Total current assets
|
538.9
|
|
|
527.6
|
|
||
Property, plant and equipment:
|
|
|
|
|
|
||
Land
|
15.4
|
|
|
15.4
|
|
||
Buildings and leasehold improvements
|
119.5
|
|
|
117.3
|
|
||
Machinery and equipment
|
334.1
|
|
|
329.8
|
|
||
|
469.0
|
|
|
462.5
|
|
||
Accumulated depreciation
|
(277.4
|
)
|
|
(267.0
|
)
|
||
Property, plant and equipment, net
|
191.6
|
|
|
195.5
|
|
||
Goodwill
|
344.1
|
|
|
340.4
|
|
||
Intangibles, net
|
118.4
|
|
|
117.9
|
|
||
Other assets
|
671.9
|
|
|
680.5
|
|
||
Deferred income taxes
|
64.5
|
|
|
50.6
|
|
||
TOTAL ASSETS
|
$
|
1,929.4
|
|
|
$
|
1,912.5
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
|
||
Accounts payable
|
$
|
140.8
|
|
|
$
|
137.6
|
|
Accrued expenses
|
291.2
|
|
|
304.3
|
|
||
Income taxes payable
|
1.3
|
|
|
1.7
|
|
||
Short-term debt
|
33.9
|
|
|
14.8
|
|
||
Current maturities of long-term debt
|
18.1
|
|
|
17.9
|
|
||
Total current liabilities
|
485.3
|
|
|
476.3
|
|
||
Long-term debt
|
315.4
|
|
|
323.5
|
|
||
Deferred and other income taxes
|
45.6
|
|
|
42.4
|
|
||
Other long-term liabilities
|
874.4
|
|
|
878.7
|
|
||
Total long-term liabilities
|
1,235.4
|
|
|
1,244.6
|
|
||
Commitments and contingent liabilities (Note 13)
|
|
|
|
|
|
||
Equity:
|
|
|
|
|
|
||
Common stock (51,050,116 and 42,499,436 issued and outstanding at July 1, 2017, respectively, 50,754,779 and 41,940,089 issued and outstanding at December 31, 2016, respectively)
|
0.5
|
|
|
0.5
|
|
||
Paid-in capital
|
1,301.5
|
|
|
1,307.9
|
|
||
Retained deficit
|
(823.2
|
)
|
|
(831.6
|
)
|
||
Accumulated other comprehensive income
|
234.2
|
|
|
235.1
|
|
||
Common stock in treasury (8,550,680 and 8,814,690 shares at July 1, 2017 and December 31, 2016, respectively)
|
(504.3
|
)
|
|
(520.3
|
)
|
||
Total equity
|
208.7
|
|
|
191.6
|
|
||
TOTAL LIABILITIES AND EQUITY
|
$
|
1,929.4
|
|
|
$
|
1,912.5
|
|
|
Six months ended
|
||||||
|
July 1,
2017 |
|
July 2,
2016 |
||||
Cash flows used in operating activities:
|
|
|
|
|
|
||
Net Income
|
$
|
8.4
|
|
|
$
|
16.6
|
|
Less: Income (loss) from discontinued operations, net of tax
|
6.4
|
|
|
(10.1
|
)
|
||
Income from continuing operations
|
2.0
|
|
|
26.7
|
|
||
Adjustments to reconcile income from continuing operations to net cash used in operating activities:
|
|
|
|
|
|
||
Special charges, net
|
1.0
|
|
|
2.9
|
|
||
Gain on sale of dry cooling business
|
—
|
|
|
(16.7
|
)
|
||
Impairment of intangible assets
|
—
|
|
|
4.0
|
|
||
Deferred and other income taxes
|
(3.8
|
)
|
|
1.7
|
|
||
Depreciation and amortization
|
12.6
|
|
|
13.2
|
|
||
Pension and other employee benefits
|
7.5
|
|
|
8.6
|
|
||
Long-term incentive compensation
|
6.8
|
|
|
6.1
|
|
||
Other, net
|
1.7
|
|
|
1.4
|
|
||
Changes in operating assets and liabilities, net of effects from divestiture:
|
|
|
|
|
|||
Accounts receivable and other assets
|
6.1
|
|
|
33.9
|
|
||
Inventories
|
(20.3
|
)
|
|
(17.5
|
)
|
||
Accounts payable, accrued expenses and other
|
(22.3
|
)
|
|
(76.8
|
)
|
||
Cash spending on restructuring actions
|
(1.0
|
)
|
|
(1.2
|
)
|
||
Net cash used in continuing operations
|
(9.7
|
)
|
|
(13.7
|
)
|
||
Net cash used in discontinued operations
|
(5.7
|
)
|
|
(25.7
|
)
|
||
Net cash used in operating activities
|
(15.4
|
)
|
|
(39.4
|
)
|
||
Cash flows from (used in) investing activities:
|
|
|
|
|
|||
Proceeds from asset sales
|
—
|
|
|
46.0
|
|
||
Capital expenditures
|
(4.8
|
)
|
|
(3.7
|
)
|
||
Net cash from (used in) continuing operations
|
(4.8
|
)
|
|
42.3
|
|
||
Net cash used in discontinued operations
|
—
|
|
|
(2.3
|
)
|
||
Net cash from (used in) investing activities
|
(4.8
|
)
|
|
40.0
|
|
||
Cash flows from (used in) financing activities:
|
|
|
|
|
|||
Borrowings under senior credit facilities
|
16.0
|
|
|
65.0
|
|
||
Repayments under senior credit facilities
|
(24.7
|
)
|
|
(65.0
|
)
|
||
Borrowings under trade receivables financing arrangement
|
40.0
|
|
|
20.0
|
|
||
Repayments under trade receivables financing arrangement
|
(19.0
|
)
|
|
(20.0
|
)
|
||
Net repayments under other financing arrangements
|
(2.7
|
)
|
|
(0.6
|
)
|
||
Minimum withholdings paid on behalf of employees for net share settlements, net of proceeds from the exercise of employee stock options and other
|
(1.8
|
)
|
|
(1.6
|
)
|
||
Net cash from (used in) continuing operations
|
7.8
|
|
|
(2.2
|
)
|
||
Net cash from (used in) discontinued operations
|
—
|
|
|
—
|
|
||
Net cash from (used in) financing activities
|
7.8
|
|
|
(2.2
|
)
|
||
Change in cash and equivalents due to changes in foreign currency exchange rates
|
(3.7
|
)
|
|
2.2
|
|
||
Net change in cash and equivalents
|
(16.1
|
)
|
|
0.6
|
|
||
Consolidated cash and equivalents, beginning of period
|
99.6
|
|
|
101.4
|
|
||
Consolidated cash and equivalents, end of period
|
$
|
83.5
|
|
|
$
|
102.0
|
|
(1)
|
BASIS OF PRESENTATION
|
(3)
|
DISCONTINUED OPERATIONS
|
|
Three months ended
|
|
Six months ended
|
||||
|
July 2,
2016 |
|
July 2,
2016 |
||||
Revenues
|
$
|
41.5
|
|
|
$
|
70.2
|
|
Costs and expenses:
|
|
|
|
|
|
||
Cost of products sold
|
37.8
|
|
|
66.6
|
|
||
Selling, general and administrative
|
8.2
|
|
|
16.1
|
|
||
Special charges (credits), net
|
(0.4
|
)
|
|
(0.6
|
)
|
||
Other expense, net
|
(0.2
|
)
|
|
(0.2
|
)
|
||
Loss before taxes
|
(4.3
|
)
|
|
(12.1
|
)
|
||
Income tax benefit
|
1.2
|
|
|
3.5
|
|
||
Loss from discontinued operations, net of tax
|
$
|
(3.1
|
)
|
|
$
|
(8.6
|
)
|
Non-cash items included in loss from discontinued operations:
|
|
||
Depreciation and amortization
|
$
|
1.0
|
|
Capital expenditures
|
0.6
|
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
||||||||
Balcke Dürr
|
|
|
|
|
|
|
|
||||||||
Loss from discontinued operations
|
$
|
(0.5
|
)
|
|
$
|
(4.3
|
)
|
|
$
|
(2.6
|
)
|
|
$
|
(12.1
|
)
|
Income tax benefit
|
0.1
|
|
|
1.2
|
|
|
9.4
|
|
|
3.5
|
|
||||
Income (loss) from discontinued operations, net
|
(0.4
|
)
|
|
(3.1
|
)
|
|
6.8
|
|
|
(8.6
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
All other
|
|
|
|
|
|
|
|
||||||||
Loss from discontinued operations
|
(0.4
|
)
|
|
(0.6
|
)
|
|
(0.9
|
)
|
|
(1.8
|
)
|
||||
Income tax benefit
|
0.1
|
|
|
0.2
|
|
|
0.5
|
|
|
0.3
|
|
||||
Loss from discontinued operations, net
|
(0.3
|
)
|
|
(0.4
|
)
|
|
(0.4
|
)
|
|
(1.5
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Total
|
|
|
|
|
|
|
|
||||||||
Loss from discontinued operations
|
(0.9
|
)
|
|
(4.9
|
)
|
|
(3.5
|
)
|
|
(13.9
|
)
|
||||
Income tax benefit
|
0.2
|
|
|
1.4
|
|
|
9.9
|
|
|
3.8
|
|
||||
Income (loss) from discontinued operations, net
|
$
|
(0.7
|
)
|
|
$
|
(3.5
|
)
|
|
$
|
6.4
|
|
|
$
|
(10.1
|
)
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
||||||||
Revenues:
(1)
|
|
|
|
|
|
|
|
|
|
|
|
||||
HVAC segment
|
$
|
120.3
|
|
|
$
|
121.9
|
|
|
$
|
230.4
|
|
|
$
|
233.5
|
|
Detection and Measurement segment
|
64.5
|
|
|
60.1
|
|
|
118.1
|
|
|
115.5
|
|
||||
Engineered Solutions segment
(2)
|
164.9
|
|
|
189.4
|
|
|
341.8
|
|
|
383.0
|
|
||||
Consolidated revenues
|
$
|
349.7
|
|
|
$
|
371.4
|
|
|
$
|
690.3
|
|
|
$
|
732.0
|
|
|
|
|
|
|
|
|
|
||||||||
Income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
||||
HVAC segment
|
$
|
15.4
|
|
|
$
|
17.1
|
|
|
$
|
31.9
|
|
|
$
|
33.0
|
|
Detection and Measurement segment
|
17.3
|
|
|
12.1
|
|
|
28.5
|
|
|
23.1
|
|
||||
Engineered Solutions segment
(2)
|
(12.0
|
)
|
|
3.0
|
|
|
(5.4
|
)
|
|
5.9
|
|
||||
Total income for segments
|
20.7
|
|
|
32.2
|
|
|
55.0
|
|
|
62.0
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Corporate expense
|
(11.3
|
)
|
|
(8.6
|
)
|
|
(22.7
|
)
|
|
(20.0
|
)
|
||||
Long-term incentive compensation expense
|
(3.6
|
)
|
|
(3.4
|
)
|
|
(6.8
|
)
|
|
(6.1
|
)
|
||||
Pension and postretirement expense
|
(1.2
|
)
|
|
(2.8
|
)
|
|
(2.6
|
)
|
|
(3.8
|
)
|
||||
Special charges, net
|
(0.5
|
)
|
|
(2.4
|
)
|
|
(1.0
|
)
|
|
(2.9
|
)
|
||||
Impairment of intangible assets
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.0
|
)
|
||||
Gain (loss) on sale of dry cooling business
|
—
|
|
|
(1.2
|
)
|
|
—
|
|
|
16.7
|
|
||||
Consolidated operating income
|
$
|
4.1
|
|
|
$
|
13.8
|
|
|
$
|
21.9
|
|
|
$
|
41.9
|
|
(1)
|
Under the percentage-of-completion method, we recognized revenues of
$65.8
and
$80.1
in the three months ended
July 1, 2017
and
July 2, 2016
, respectively. For the
six
months ended
July 1, 2017
and
July 2, 2016
, revenues under the percentage-of-completion method were
$144.6
and
$184.4
, respectively. Costs and estimated earnings in excess of billings on uncompleted contracts accounted for under the percentage-of-completion method were
$31.3
and
$33.9
as of
July 1, 2017
and
December 31, 2016
, respectively, and are reported as a component of ‘‘Accounts receivable, net’’ in the condensed consolidated balance sheets. Billings in excess of costs and estimated earnings on uncompleted contracts accounted for under the percentage-of-completion method were
$42.0
and
$53.3
as of
July 1, 2017
and
December 31, 2016
, respectively, and are reported as a component of ‘‘Accrued expenses’’ in the condensed consolidated balance sheets.
|
(2)
|
As further discussed in Note 13, during the second quarter of 2017, we made revisions to our expected revenues and profits on our large power projects in South Africa. As a result of these revisions, we reduced revenue and segment income by
$13.5
and
$22.9
, respectively, for the three and six months ended
July 1, 2017
.
|
(5)
|
SPECIAL CHARGES, NET
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
||||||||
HVAC segment
|
$
|
0.3
|
|
|
$
|
—
|
|
|
$
|
0.4
|
|
|
$
|
—
|
|
Detection and Measurement segment
|
—
|
|
|
—
|
|
|
0.3
|
|
|
0.2
|
|
||||
Engineered Solutions segment
|
0.2
|
|
|
2.4
|
|
|
0.2
|
|
|
2.7
|
|
||||
Corporate
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
||||
Total
|
$
|
0.5
|
|
|
$
|
2.4
|
|
|
$
|
1.0
|
|
|
$
|
2.9
|
|
|
Six months ended
|
||||||
|
July 1,
2017 |
|
July 2,
2016 |
||||
Balance at beginning of year
|
$
|
0.9
|
|
|
$
|
1.6
|
|
Special charges
(1)
|
1.0
|
|
|
0.3
|
|
||
Utilization — cash
|
(1.0
|
)
|
|
(1.2
|
)
|
||
Currency translation adjustment and other
|
—
|
|
|
(0.1
|
)
|
||
Balance at end of period
|
$
|
0.9
|
|
|
$
|
0.6
|
|
(1)
|
The
six
months ended
July 1, 2017
and
July 2, 2016
included
$0.0
and
$2.6
of non-cash charges, respectively, that did not impact the restructuring liability.
|
(6)
|
INVENTORIES, NET
|
|
July 1,
2017 |
|
December 31,
2016 |
||||
Finished goods
|
$
|
49.7
|
|
|
$
|
43.0
|
|
Work in process
|
59.8
|
|
|
50.0
|
|
||
Raw materials and purchased parts
|
70.9
|
|
|
64.9
|
|
||
Total FIFO cost
|
180.4
|
|
|
157.9
|
|
||
Excess of FIFO cost over LIFO inventory value
|
(12.1
|
)
|
|
(12.2
|
)
|
||
Total inventories, net
|
$
|
168.3
|
|
|
$
|
145.7
|
|
(7)
|
GOODWILL AND OTHER INTANGIBLE ASSETS
|
|
December 31,
2016 |
|
Impairments
|
|
Foreign
Currency
Translation
and Other
|
|
July 1,
2017 |
||||||||
HVAC segment
|
|
|
|
|
|
|
|
|
|
|
|
||||
Gross goodwill
|
$
|
258.5
|
|
|
$
|
—
|
|
|
$
|
3.3
|
|
|
$
|
261.8
|
|
Accumulated impairments
|
(144.2
|
)
|
|
—
|
|
|
(0.3
|
)
|
|
(144.5
|
)
|
||||
Goodwill
|
114.3
|
|
|
—
|
|
|
3.0
|
|
|
117.3
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Detection and Measurement segment
|
|
|
|
|
|
|
|
|
|
|
|
||||
Gross goodwill
|
214.4
|
|
|
—
|
|
|
1.4
|
|
|
215.8
|
|
||||
Accumulated impairments
|
(134.2
|
)
|
|
—
|
|
|
(1.1
|
)
|
|
(135.3
|
)
|
||||
Goodwill
|
80.2
|
|
|
—
|
|
|
0.3
|
|
|
80.5
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Engineered Solutions segment
|
|
|
|
|
|
|
|
|
|
|
|
||||
Gross goodwill
|
351.4
|
|
|
—
|
|
|
4.6
|
|
|
356.0
|
|
||||
Accumulated impairments
|
(205.5
|
)
|
|
—
|
|
|
(4.2
|
)
|
|
(209.7
|
)
|
||||
Goodwill
|
145.9
|
|
|
—
|
|
|
0.4
|
|
|
146.3
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Total
|
|
|
|
|
|
|
|
|
|
|
|
||||
Gross goodwill
|
824.3
|
|
|
—
|
|
|
9.3
|
|
|
833.6
|
|
||||
Accumulated impairments
|
(483.9
|
)
|
|
—
|
|
|
(5.6
|
)
|
|
(489.5
|
)
|
||||
Goodwill
|
$
|
340.4
|
|
|
$
|
—
|
|
|
$
|
3.7
|
|
|
$
|
344.1
|
|
|
July 1, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
|
Gross
Carrying
Value
|
|
Accumulated
Amortization
|
|
Net
Carrying
Value
|
|
Gross
Carrying
Value
|
|
Accumulated
Amortization
|
|
Net
Carrying
Value
|
||||||||||||
Intangible assets with determinable lives:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Customer relationships
|
$
|
1.4
|
|
|
$
|
(1.4
|
)
|
|
$
|
—
|
|
|
$
|
1.4
|
|
|
$
|
(1.4
|
)
|
|
$
|
—
|
|
Technology
|
2.1
|
|
|
(0.4
|
)
|
|
1.7
|
|
|
2.1
|
|
|
(0.4
|
)
|
|
1.7
|
|
||||||
Patents
|
4.5
|
|
|
(4.5
|
)
|
|
—
|
|
|
4.5
|
|
|
(4.5
|
)
|
|
—
|
|
||||||
Other
|
12.7
|
|
|
(7.7
|
)
|
|
5.0
|
|
|
12.7
|
|
|
(7.4
|
)
|
|
5.3
|
|
||||||
|
20.7
|
|
|
(14.0
|
)
|
|
6.7
|
|
|
20.7
|
|
|
(13.7
|
)
|
|
7.0
|
|
||||||
Trademarks with indefinite lives
|
111.7
|
|
|
—
|
|
|
111.7
|
|
|
110.9
|
|
|
—
|
|
|
110.9
|
|
||||||
Total
(1)
|
$
|
132.4
|
|
|
$
|
(14.0
|
)
|
|
$
|
118.4
|
|
|
$
|
131.6
|
|
|
$
|
(13.7
|
)
|
|
$
|
117.9
|
|
(1)
|
Changes in the gross carrying values of “Other Intangibles, Net” during the
six
months ended
July 1, 2017
related to foreign currency translation.
|
(8)
|
WARRANTY
|
|
Six months ended
|
||||||
|
July 1,
2017 |
|
July 2,
2016 |
||||
Balance at beginning of year
|
$
|
35.8
|
|
|
$
|
36.3
|
|
Provisions
|
5.2
|
|
|
6.6
|
|
||
Usage
|
(8.1
|
)
|
|
(8.2
|
)
|
||
Currency translation adjustment
|
0.2
|
|
|
(0.3
|
)
|
||
Balance at end of period
|
33.1
|
|
|
34.4
|
|
||
Less: Current portion of warranty
|
12.7
|
|
|
15.8
|
|
||
Non-current portion of warranty
|
$
|
20.4
|
|
|
$
|
18.6
|
|
(9)
|
EMPLOYEE BENEFIT PLANS
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
||||||||
Service cost
|
$
|
0.1
|
|
|
$
|
0.1
|
|
|
$
|
0.2
|
|
|
$
|
0.2
|
|
Interest cost
|
3.3
|
|
|
3.5
|
|
|
6.6
|
|
|
7.1
|
|
||||
Expected return on plan assets
|
(2.5
|
)
|
|
(3.2
|
)
|
|
(5.0
|
)
|
|
(6.4
|
)
|
||||
Recognized net actuarial loss
|
—
|
|
|
1.8
|
|
|
—
|
|
|
1.8
|
|
||||
Total net periodic pension benefit expense
|
$
|
0.9
|
|
|
$
|
2.2
|
|
|
$
|
1.8
|
|
|
$
|
2.7
|
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
||||||||
Service cost
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest cost
|
1.2
|
|
|
1.5
|
|
|
2.4
|
|
|
2.9
|
|
||||
Expected return on plan assets
|
(1.6
|
)
|
|
(1.8
|
)
|
|
(3.1
|
)
|
|
(3.5
|
)
|
||||
Net periodic pension benefit income
|
$
|
(0.4
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
(0.7
|
)
|
|
$
|
(0.6
|
)
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
||||||||
Service cost
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest cost
|
0.9
|
|
|
1.1
|
|
|
1.9
|
|
|
2.1
|
|
||||
Amortization of unrecognized prior service credits
|
(0.2
|
)
|
|
(0.2
|
)
|
|
(0.4
|
)
|
|
(0.4
|
)
|
||||
Net periodic postretirement benefit expense
|
$
|
0.7
|
|
|
$
|
0.9
|
|
|
$
|
1.5
|
|
|
$
|
1.7
|
|
(10)
|
INDEBTEDNESS
|
|
December 31,
2016 |
|
Borrowings
|
|
Repayments
|
|
Other
(4)
|
|
July 1,
2017 |
||||||||||
Revolving loans
|
$
|
—
|
|
|
$
|
16.0
|
|
|
$
|
(16.0
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Term loan
(1)
|
339.6
|
|
|
—
|
|
|
(8.7
|
)
|
|
0.2
|
|
|
331.1
|
|
|||||
Trade receivables financing arrangement
(2)
|
—
|
|
|
40.0
|
|
|
(19.0
|
)
|
|
—
|
|
|
21.0
|
|
|||||
Other indebtedness
(3)
|
16.6
|
|
|
21.4
|
|
|
(24.1
|
)
|
|
1.4
|
|
|
15.3
|
|
|||||
Total debt
|
356.2
|
|
|
$
|
77.4
|
|
|
$
|
(67.8
|
)
|
|
$
|
1.6
|
|
|
367.4
|
|
||
Less: short-term debt
|
14.8
|
|
|
|
|
|
|
|
|
33.9
|
|
||||||||
Less: current maturities of long-term debt
|
17.9
|
|
|
|
|
|
|
|
|
18.1
|
|
||||||||
Total long-term debt
|
$
|
323.5
|
|
|
|
|
|
|
|
|
$
|
315.4
|
|
(1)
|
The term loan is repayable in quarterly installments of
1.25%
of the original loan balance of
$350.0
. The remaining balance is repayable in full on September 24, 2020. Balances are net of unamortized debt issuance costs of
$1.4
and
$1.6
at
July 1, 2017
and
December 31, 2016
, respectively.
|
(2)
|
Under this arrangement, we can borrow, on a continuous basis, up to
$50.0
, as available. At
July 1, 2017
, we had
$22.9
of available borrowing capacity under this facility.
|
(3)
|
Primarily includes balances under a purchase card program of
$3.0
and
$3.9
, capital lease obligations of
$2.4
and
$1.7
, and borrowings under lines of credit in South Africa and China totaling $
9.2
and $
10.2
at
July 1, 2017
and
December 31, 2016
, respectively. The purchase card program allows for payment beyond the normal payment terms for goods and services acquired under the program. As this arrangement extends the payment of these purchases beyond their normal payment terms through third-party lending institutions, we have classified these amounts as short-term debt.
|
(4)
|
“Other” primarily includes debt assumed, foreign currency translation on any debt instruments denominated in currencies other than the U.S. dollar, and the impact of amortization of debt issuance costs associated with the term loan.
|
(11)
|
DERIVATIVE FINANCIAL INSTRUMENTS
|
(12)
|
SHAREHOLDERS’ EQUITY AND LONG-TERM INCENTIVE COMPENSATION
|
|
Three months ended
|
|
Six months ended
|
||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
||||
Weighted-average number of common shares used in basic income per share
|
42.388
|
|
|
41.594
|
|
|
42.249
|
|
|
41.443
|
|
Dilutive securities — Employee stock options, restricted stock shares and restricted stock units
|
—
|
|
|
—
|
|
|
1.373
|
|
|
0.311
|
|
Weighted-average number of common shares and dilutive securities used in diluted income per share
|
42.388
|
|
|
41.594
|
|
|
43.622
|
|
|
41.754
|
|
|
Foreign
Currency
Translation
Adjustment
|
|
Net Unrealized Gains
on Qualifying Cash
Flow Hedges
(1)
|
|
Pension and
Postretirement
Liability Adjustment
(2)
|
|
Total
|
||||||||
Balance at beginning of period
|
$
|
228.2
|
|
|
$
|
2.2
|
|
|
$
|
3.7
|
|
|
$
|
234.1
|
|
Other comprehensive income (loss) before reclassifications
|
1.1
|
|
|
(0.6
|
)
|
|
—
|
|
|
0.5
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
(0.3
|
)
|
|
(0.1
|
)
|
|
(0.4
|
)
|
||||
Current-period other comprehensive income (loss)
|
1.1
|
|
|
(0.9
|
)
|
|
(0.1
|
)
|
|
0.1
|
|
||||
Balance at end of period
|
$
|
229.3
|
|
|
$
|
1.3
|
|
|
$
|
3.6
|
|
|
$
|
234.2
|
|
(1)
|
Net of tax provision of
$0.8
and
$1.3
as of
July 1, 2017
and
April 1, 2017
, respectively.
|
(2)
|
Net of tax provision of
$2.6
and
$2.7
as of
July 1, 2017
and
April 1, 2017
, respectively. The balances as of
July 1, 2017
and
April 1, 2017
represent net unamortized prior service credits.
|
|
Foreign
Currency Translation Adjustment |
|
Net Unrealized Gains
on Qualifying Cash Flow Hedges (1) |
|
Pension and
Postretirement Liability Adjustment (2) |
|
Total
|
||||||||
Balance at beginning of period
|
$
|
229.7
|
|
|
$
|
1.5
|
|
|
$
|
3.9
|
|
|
$
|
235.1
|
|
Other comprehensive income (loss) before reclassifications
|
(0.4
|
)
|
|
0.5
|
|
|
—
|
|
|
0.1
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
(0.7
|
)
|
|
(0.3
|
)
|
|
(1.0
|
)
|
||||
Current-period other comprehensive loss
|
(0.4
|
)
|
|
(0.2
|
)
|
|
(0.3
|
)
|
|
(0.9
|
)
|
||||
Balance at end of period
|
$
|
229.3
|
|
|
$
|
1.3
|
|
|
$
|
3.6
|
|
|
$
|
234.2
|
|
(1)
|
Net of tax provision of
$0.8
and
$0.9
as of
July 1, 2017
and
December 31, 2016
, respectively.
|
(2)
|
Net of tax provision of
$2.6
and
$2.7
as of
July 1, 2017
and
December 31, 2016
. The balances as of
July 1, 2017
and
December 31, 2016
represent net unamortized prior service credits.
|
|
Foreign
Currency
Translation
Adjustment
|
|
Net Unrealized Losses
on Qualifying Cash Flow Hedges
(1)
|
|
Pension and Postretirement
Liability Adjustment
(2)
|
|
Total
|
||||||||
Balance at beginning of period
|
$
|
241.9
|
|
|
$
|
(0.6
|
)
|
|
$
|
4.3
|
|
|
$
|
245.6
|
|
Other comprehensive loss before reclassifications
|
(2.3
|
)
|
|
(1.5
|
)
|
|
—
|
|
|
(3.8
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
|
0.5
|
|
|
(0.1
|
)
|
|
0.4
|
|
||||
Current-period other comprehensive loss
|
(2.3
|
)
|
|
(1.0
|
)
|
|
(0.1
|
)
|
|
(3.4
|
)
|
||||
Balance at end of period
|
$
|
239.6
|
|
|
$
|
(1.6
|
)
|
|
$
|
4.2
|
|
|
$
|
242.2
|
|
(1)
|
Net of tax benefit of
$1.0
and
$0.4
as of
July 2, 2016
and
April 2, 2016
, respectively.
|
(2)
|
Net of tax provision of
$3.0
and
$3.1
as of
July 2, 2016
and
April 2, 2016
, respectively. The balances as of
July 2, 2016
and
April 2, 2016
include net unamortized prior service credits.
|
|
Foreign
Currency Translation Adjustment |
|
Net Unrealized Losses
on Qualifying Cash Flow Hedges (2) |
|
Pension and
Postretirement Liability Adjustment (3) |
|
Total
|
||||||||
Balance at beginning of period
|
$
|
280.6
|
|
|
$
|
(1.8
|
)
|
|
$
|
4.5
|
|
|
$
|
283.3
|
|
Other comprehensive loss before reclassifications
|
(0.6
|
)
|
|
(1.7
|
)
|
|
—
|
|
|
(2.3
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income (loss)
(1)
|
(40.4
|
)
|
|
1.9
|
|
|
(0.3
|
)
|
|
(38.8
|
)
|
||||
Current-period other comprehensive income (loss)
|
(41.0
|
)
|
|
0.2
|
|
|
(0.3
|
)
|
|
(41.1
|
)
|
||||
Balance at end of period
|
$
|
239.6
|
|
|
$
|
(1.6
|
)
|
|
$
|
4.2
|
|
|
$
|
242.2
|
|
(1)
|
In connection with the sale of our dry cooling business, we reclassified
$40.4
of other comprehensive income related to foreign currency translation to “Gain (loss) on sale of dry cooling business.”
|
(2)
|
Net of tax benefit of
$1.0
and
$0.8
as of
July 2, 2016
and
December 31, 2015
, respectively.
|
(3)
|
Net of tax provision of
$3.0
and
$3.1
as of
July 2, 2016
and
December 31, 2015
, respectively. The balances as of
July 2, 2016
and
December 31, 2015
include net unamortized prior service credits.
|
|
Amount Reclassified from AOCI
|
|
|
||||||
|
Three months ended
|
|
|
||||||
|
July 1, 2017
|
|
July 2, 2016
|
|
Affected Line Item in the Condensed
Consolidated Statements of Operations
|
||||
(Gains) losses on qualifying cash flow hedges:
|
|
|
|
|
|
|
|
||
FX forward contracts
|
$
|
—
|
|
|
$
|
—
|
|
|
Revenues
|
Commodity contracts
|
(0.7
|
)
|
|
0.9
|
|
|
Cost of products sold
|
||
Swaps
|
0.2
|
|
|
—
|
|
|
Interest expense
|
||
Pre-tax
|
(0.5
|
)
|
|
0.9
|
|
|
|
||
Income taxes
|
0.2
|
|
|
(0.4
|
)
|
|
|
||
|
$
|
(0.3
|
)
|
|
$
|
0.5
|
|
|
|
|
|
|
|
|
|
||||
Gains on pension and postretirement items:
|
|
|
|
|
|
|
|
||
Amortization of unrecognized prior service credits
|
$
|
(0.2
|
)
|
|
$
|
(0.2
|
)
|
|
Selling, general and administrative
|
Pre-tax
|
(0.2
|
)
|
|
(0.2
|
)
|
|
|
||
Income taxes
|
0.1
|
|
|
0.1
|
|
|
|
||
|
$
|
(0.1
|
)
|
|
$
|
(0.1
|
)
|
|
|
|
Amount Reclassified from AOCI
|
|
|
||||||
|
Six months ended
|
|
|
||||||
|
July 1, 2017
|
|
July 2, 2016
|
|
Affected Line Item in the Condensed
Consolidated Statements of Operations |
||||
(Gains) losses on qualifying cash flow hedges:
|
|
|
|
|
|
|
|
||
FX forward contracts
|
$
|
—
|
|
|
$
|
1.0
|
|
|
Revenues
|
Commodity contracts
|
(1.4
|
)
|
|
1.6
|
|
|
Cost of products sold
|
||
Swaps
|
0.3
|
|
|
—
|
|
|
Interest expense
|
||
Pre-tax
|
(1.1
|
)
|
|
2.6
|
|
|
|
||
Income taxes
|
0.4
|
|
|
(0.7
|
)
|
|
|
||
|
$
|
(0.7
|
)
|
|
$
|
1.9
|
|
|
|
|
|
|
|
|
|
||||
Gains on pension and postretirement items:
|
|
|
|
|
|
|
|
||
Amortization of unrecognized prior service credits
|
$
|
(0.4
|
)
|
|
$
|
(0.4
|
)
|
|
Selling, general and administrative
|
Pre-tax
|
(0.4
|
)
|
|
(0.4
|
)
|
|
|
||
Income taxes
|
0.1
|
|
|
0.1
|
|
|
|
||
|
$
|
(0.3
|
)
|
|
$
|
(0.3
|
)
|
|
|
|
|
|
|
|
|
|
|||
Gain on sale of dry cooling business:
|
|
|
|
|
|
|
|||
Recognition of foreign currency translation adjustment
associated with the sale of our dry cooling business |
$
|
—
|
|
|
$
|
(40.4
|
)
|
|
Gain (loss) on sale of dry cooling business
|
|
July 1, 2017
|
|
July 2, 2016
|
||||||||||||||||||||
|
SPX
Corporation
Shareholders’
Equity
|
|
Noncontrolling
Interests
|
|
Total
Equity
|
|
SPX
Corporation
Shareholders’
Equity
|
|
Noncontrolling
Interests
|
|
Total
Equity
|
||||||||||||
Equity, beginning of period
|
$
|
211.0
|
|
|
$
|
—
|
|
|
$
|
211.0
|
|
|
$
|
322.8
|
|
|
$
|
(37.5
|
)
|
|
$
|
285.3
|
|
Net income (loss)
|
(9.0
|
)
|
|
—
|
|
|
(9.0
|
)
|
|
4.0
|
|
|
(1.0
|
)
|
|
3.0
|
|
||||||
Net unrealized losses on qualifying cash flow hedges, net of tax benefit of $0.5 and $0.6 for the three months ended July 1, 2017 and July 2, 2016, respectively
|
(0.9
|
)
|
|
—
|
|
|
(0.9
|
)
|
|
(1.0
|
)
|
|
—
|
|
|
(1.0
|
)
|
||||||
Pension and postretirement liability adjustment, net of tax benefit of $0.1 for the three months ended July 2, 2017 and July 2, 2016
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
||||||
Foreign currency translation adjustments
|
1.1
|
|
|
—
|
|
|
1.1
|
|
|
(2.3
|
)
|
|
(0.2
|
)
|
|
(2.5
|
)
|
||||||
Total comprehensive income (loss), net
|
(8.9
|
)
|
|
—
|
|
|
(8.9
|
)
|
|
0.6
|
|
|
(1.2
|
)
|
|
(0.6
|
)
|
||||||
Incentive plan activity
|
3.6
|
|
|
—
|
|
|
3.6
|
|
|
1.9
|
|
|
—
|
|
|
1.9
|
|
||||||
Long-term incentive compensation expense
|
3.0
|
|
|
—
|
|
|
3.0
|
|
|
3.2
|
|
|
—
|
|
|
3.2
|
|
||||||
Restricted stock and restricted stock unit vesting, net of tax withholdings, and related tax benefit of $0.0 and $0.1 for the three months ended July 1, 2017 and July 2, 2016, respectively
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
||||||
Adjustment related to redeemable noncontrolling interest (see Note 13)
|
—
|
|
|
—
|
|
|
—
|
|
|
(56.0
|
)
|
|
38.7
|
|
|
(17.3
|
)
|
||||||
Equity, end of period
|
$
|
208.7
|
|
|
$
|
—
|
|
|
$
|
208.7
|
|
|
$
|
272.6
|
|
|
$
|
—
|
|
|
$
|
272.6
|
|
|
July 1, 2017
|
|
July 2, 2016
|
||||||||||||||||||||
|
SPX
Corporation Shareholders’ Equity |
|
Noncontrolling
Interests |
|
Total
Equity |
|
SPX
Corporation Shareholders’ Equity |
|
Noncontrolling
Interests |
|
Total
Equity |
||||||||||||
Equity, beginning of period
|
$
|
191.6
|
|
|
$
|
—
|
|
|
$
|
191.6
|
|
|
$
|
345.4
|
|
|
$
|
(37.1
|
)
|
|
$
|
308.3
|
|
Net income (loss)
|
8.4
|
|
|
—
|
|
|
8.4
|
|
|
17.0
|
|
|
(0.4
|
)
|
|
16.6
|
|
||||||
Net unrealized gains (losses) on qualifying cash flow hedges, net of tax benefit of $0.1 and $0.2 for the six months ended July 1, 2017 and July 2, 2016, respectively
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|
0.2
|
|
|
—
|
|
|
0.2
|
|
||||||
Pension and postretirement liability adjustment, net of tax benefit of $0.1 for the six months ended July 1, 2017 and July 2, 2016
|
(0.3
|
)
|
|
—
|
|
|
(0.3
|
)
|
|
(0.3
|
)
|
|
—
|
|
|
(0.3
|
)
|
||||||
Foreign currency translation adjustments
|
(0.4
|
)
|
|
—
|
|
|
(0.4
|
)
|
|
(41.0
|
)
|
|
(1.2
|
)
|
|
(42.2
|
)
|
||||||
Total comprehensive income (loss), net
|
7.5
|
|
|
—
|
|
|
7.5
|
|
|
(24.1
|
)
|
|
(1.6
|
)
|
|
(25.7
|
)
|
||||||
Incentive plan activity
|
7.4
|
|
|
—
|
|
|
7.4
|
|
|
4.6
|
|
|
—
|
|
|
4.6
|
|
||||||
Long-term incentive compensation expense
|
5.8
|
|
|
—
|
|
|
5.8
|
|
|
5.9
|
|
|
—
|
|
|
5.9
|
|
||||||
Restricted stock and restricted stock unit vesting, net of tax withholdings, and related tax provision of $0.0 and $1.5 for the six months ended July 1, 2017 and July 2, 2016, respectively
|
(3.6
|
)
|
|
—
|
|
|
(3.6
|
)
|
|
(3.2
|
)
|
|
—
|
|
|
(3.2
|
)
|
||||||
Adjustment related to redeemable noncontrolling interest (see Note 13)
|
—
|
|
|
—
|
|
|
—
|
|
|
(56.0
|
)
|
|
38.7
|
|
|
(17.3
|
)
|
||||||
Equity, end of period
|
$
|
208.7
|
|
|
$
|
—
|
|
|
$
|
208.7
|
|
|
$
|
272.6
|
|
|
$
|
—
|
|
|
$
|
272.6
|
|
(13)
|
CONTINGENT LIABILITIES AND OTHER MATTERS
|
(14)
|
INCOME TAXES
|
(15)
|
FAIR VALUE
|
•
|
Level 1 — Quoted prices for identical instruments in active markets.
|
•
|
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 whose inputs are observable or whose significant value drivers are observable.
|
•
|
Level 3 — Significant inputs to the valuation model are unobservable.
|
|
|
Six months ended July 1, 2017
|
||||||
|
|
Guarantees and Bonds Liability
|
|
Indemnification Assets
|
||||
Balance as of December 31, 2016
(1) (2)
|
|
$
|
9.9
|
|
|
$
|
4.8
|
|
Reduction/Amortization for the period
(3)
|
|
(1.1
|
)
|
|
(1.3
|
)
|
||
Impact of changes in foreign currency rates
|
|
0.9
|
|
|
0.5
|
|
||
Balance as of July 1, 2017
(2)
|
|
$
|
9.7
|
|
|
$
|
4.0
|
|
(1)
|
In connection with the sale, we estimated the fair value of the existing parent company guarantees and bank and surety bonds considering the probability of default by Balcke Dürr and an estimate of the amount we would be obligated to pay in the event of a default. Additionally, we estimated the fair value of the cash collateral provided by Balcke Dürr and guarantee provided by mutares AG based on the terms and conditions and relative risk associated with each of these securities (unobservable inputs - Level 3).
|
(2)
|
Balance associated with the guarantees and bonds is reflected within “Other long-term liabilities,” while the balance associated with the indemnification assets is reflected within “Other assets.”
|
(3)
|
We reduce the liability generally at the earlier of the completion of the related underlying project milestones or the expiration of the guarantees or bonds. We amortize the asset based on the expiration terms of each of the securities. We record the reduction of the liability and the amortization of the asset to “Other income (expense), net.”
|
|
Three months ended
|
|
Six months ended
|
||||||||||||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
% Change
|
|
July 1,
2017 |
|
July 2,
2016 |
|
% Change
|
||||||||||
Revenues
|
$
|
349.7
|
|
|
$
|
371.4
|
|
|
(5.8
|
)
|
|
$
|
690.3
|
|
|
$
|
732.0
|
|
|
(5.7
|
)
|
Gross profit
|
76.1
|
|
|
91.1
|
|
|
(16.5
|
)
|
|
164.2
|
|
|
181.0
|
|
|
(9.3
|
)
|
||||
% of revenues
|
21.8
|
%
|
|
24.5
|
%
|
|
|
|
|
23.8
|
%
|
|
24.7
|
%
|
|
|
|
||||
Selling, general and administrative expense
|
71.4
|
|
|
72.8
|
|
|
(1.9
|
)
|
|
141.0
|
|
|
147.1
|
|
|
(4.1
|
)
|
||||
% of revenues
|
20.4
|
%
|
|
19.6
|
%
|
|
|
|
|
20.4
|
%
|
|
20.1
|
%
|
|
|
|
||||
Intangible amortization
|
0.1
|
|
|
0.9
|
|
|
(88.9
|
)
|
|
0.3
|
|
|
1.8
|
|
|
(83.3
|
)
|
||||
Special charges, net
|
0.5
|
|
|
2.4
|
|
|
(79.2
|
)
|
|
1.0
|
|
|
2.9
|
|
|
(65.5
|
)
|
||||
Impairment of intangible assets
|
—
|
|
|
—
|
|
|
*
|
|
|
—
|
|
|
4.0
|
|
|
*
|
|
||||
Gain (loss) on sale of dry cooling business
|
—
|
|
|
(1.2
|
)
|
|
*
|
|
|
—
|
|
|
16.7
|
|
|
*
|
|
||||
Other income (expense), net
|
(2.1
|
)
|
|
0.1
|
|
|
*
|
|
|
(2.8
|
)
|
|
1.3
|
|
|
*
|
|
||||
Interest expense, net
|
(4.3
|
)
|
|
(3.6
|
)
|
|
19.4
|
|
|
(7.9
|
)
|
|
(6.9
|
)
|
|
14.5
|
|
||||
Income (loss) from continuing operations before income taxes
|
(2.3
|
)
|
|
10.3
|
|
|
*
|
|
|
11.2
|
|
|
36.3
|
|
|
*
|
|
||||
Income tax provision
|
(6.0
|
)
|
|
(3.8
|
)
|
|
*
|
|
|
(9.2
|
)
|
|
(9.6
|
)
|
|
*
|
|
||||
Income (loss) from continuing operations
|
(8.3
|
)
|
|
6.5
|
|
|
*
|
|
|
2.0
|
|
|
26.7
|
|
|
*
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Components of consolidated revenue decrease:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Organic decline
|
|
|
|
|
|
|
(2.7
|
)
|
|
|
|
|
|
|
|
(3.5
|
)
|
||||
Foreign currency
|
|
|
|
|
|
|
0.5
|
|
|
|
|
|
|
|
|
0.5
|
|
||||
Sale of dry cooling business
|
|
|
|
|
—
|
|
|
|
|
|
|
(0.9
|
)
|
||||||||
South Africa revenue revision
|
|
|
|
|
(3.6
|
)
|
|
|
|
|
|
(1.8
|
)
|
||||||||
Net revenue decrease
|
|
|
|
|
|
|
(5.8
|
)
|
|
|
|
|
|
|
|
(5.7
|
)
|
|
Three months ended
|
|
Six months ended
|
||||
|
July 2,
2016 |
|
July 2,
2016 |
||||
Revenues
|
$
|
41.5
|
|
|
$
|
70.2
|
|
Costs and expenses:
|
|
|
|
||||
Cost of products sold
|
37.8
|
|
|
66.6
|
|
||
Selling, general and administrative
|
8.2
|
|
|
16.1
|
|
||
Special charges (credits), net
|
(0.4
|
)
|
|
(0.6
|
)
|
||
Other expense, net
|
(0.2
|
)
|
|
(0.2
|
)
|
||
Loss before taxes
|
(4.3
|
)
|
|
(12.1
|
)
|
||
Income tax benefit
|
1.2
|
|
|
3.5
|
|
||
Loss from discontinued operations, net of tax
|
$
|
(3.1
|
)
|
|
$
|
(8.6
|
)
|
Non-cash items included in loss from discontinued operations:
|
|
||
Depreciation and amortization
|
$
|
1.0
|
|
Capital expenditures
|
0.6
|
|
|
Three months ended
|
|
Six months ended
|
||||||||||||
|
July 1,
2017 |
|
July 2,
2016 |
|
July 1,
2017 |
|
July 2,
2016 |
||||||||
Balcke Dürr
|
|
|
|
|
|
|
|
||||||||
Loss from discontinued operations
|
$
|
(0.5
|
)
|
|
$
|
(4.3
|
)
|
|
$
|
(2.6
|
)
|
|
$
|
(12.1
|
)
|
Income tax benefit
|
0.1
|
|
|
1.2
|
|
|
9.4
|
|
|
3.5
|
|
||||
Income (loss) from discontinued operations, net
|
(0.4
|
)
|
|
(3.1
|
)
|
|
6.8
|
|
|
(8.6
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
All other
|
|
|
|
|
|
|
|
||||||||
Loss from discontinued operations
|
(0.4
|
)
|
|
(0.6
|
)
|
|
(0.9
|
)
|
|
(1.8
|
)
|
||||
Income tax benefit
|
0.1
|
|
|
0.2
|
|
|
0.5
|
|
|
0.3
|
|
||||
Loss from discontinued operations, net
|
(0.3
|
)
|
|
(0.4
|
)
|
|
(0.4
|
)
|
|
(1.5
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Total
|
|
|
|
|
|
|
|
||||||||
Loss from discontinued operations
|
(0.9
|
)
|
|
(4.9
|
)
|
|
(3.5
|
)
|
|
(13.9
|
)
|
||||
Income tax benefit
|
0.2
|
|
|
1.4
|
|
|
9.9
|
|
|
3.8
|
|
||||
Income (loss) from discontinued operations, net
|
$
|
(0.7
|
)
|
|
$
|
(3.5
|
)
|
|
$
|
6.4
|
|
|
$
|
(10.1
|
)
|
|
Three months ended
|
|
Six months ended
|
||||||||||||||||||
|
July 1, 2017
|
|
July 2, 2016
|
|
% Change
|
|
July 1, 2017
|
|
July 2, 2016
|
|
% Change
|
||||||||||
Revenues
|
$
|
120.3
|
|
|
$
|
121.9
|
|
|
(1.3
|
)
|
|
$
|
230.4
|
|
|
$
|
233.5
|
|
|
(1.3
|
)
|
Income
|
15.4
|
|
|
17.1
|
|
|
(9.9
|
)
|
|
31.9
|
|
|
33.0
|
|
|
(3.3
|
)
|
||||
% of revenues
|
12.8
|
%
|
|
14.0
|
%
|
|
|
|
|
13.8
|
%
|
|
14.1
|
%
|
|
|
|
||||
Components of revenue decrease:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Organic decline
|
|
|
|
|
|
|
(0.7
|
)
|
|
|
|
|
|
|
|
(0.6
|
)
|
||||
Foreign currency
|
|
|
|
|
|
|
(0.6
|
)
|
|
|
|
|
|
|
|
(0.7
|
)
|
||||
Net revenue decrease
|
|
|
|
|
|
|
(1.3
|
)
|
|
|
|
|
|
|
|
(1.3
|
)
|
|
Three months ended
|
|
Six months ended
|
||||||||||||||||||
|
July 1, 2017
|
|
July 2, 2016
|
|
% Change
|
|
July 1, 2017
|
|
July 2, 2016
|
|
% Change
|
||||||||||
Revenues
|
$
|
64.5
|
|
|
$
|
60.1
|
|
|
7.3
|
|
|
$
|
118.1
|
|
|
$
|
115.5
|
|
|
2.3
|
|
Income
|
17.3
|
|
|
12.1
|
|
|
43.0
|
|
|
28.5
|
|
|
23.1
|
|
|
23.4
|
|
||||
% of revenues
|
26.8
|
%
|
|
20.1
|
%
|
|
|
|
|
24.1
|
%
|
|
20.0
|
%
|
|
|
|
||||
Components of revenue increase:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Organic growth
|
|
|
|
|
|
|
8.8
|
|
|
|
|
|
|
|
|
4.4
|
|
||||
Foreign currency
|
|
|
|
|
|
|
(1.5
|
)
|
|
|
|
|
|
|
|
(2.1
|
)
|
||||
Net revenue increase
|
|
|
|
|
|
|
7.3
|
|
|
|
|
|
|
|
|
2.3
|
|
|
Three months ended
|
|
Six months ended
|
||||||||||||||||||
|
July 1, 2017
|
|
July 2, 2016
|
|
% Change
|
|
July 1, 2017
|
|
July 2, 2016
|
|
% Change
|
||||||||||
Revenues
|
$
|
164.9
|
|
|
$
|
189.4
|
|
|
(12.9
|
)
|
|
$
|
341.8
|
|
|
$
|
383.0
|
|
|
(10.8
|
)
|
Income (loss)
|
(12.0
|
)
|
|
3.0
|
|
|
(500.0
|
)
|
|
(5.4
|
)
|
|
5.9
|
|
|
(191.5
|
)
|
||||
% of revenues
|
(7.3
|
)%
|
|
1.6
|
%
|
|
|
|
|
(1.6
|
)%
|
|
1.5
|
%
|
|
|
|
||||
Components of revenue decrease:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Organic decline
|
|
|
|
|
|
|
(7.5
|
)
|
|
|
|
|
|
|
|
(7.5
|
)
|
||||
Foreign currency
|
|
|
|
|
|
|
1.7
|
|
|
|
|
|
|
|
|
2.0
|
|
||||
Sale of dry cooling business
|
|
|
|
|
—
|
|
|
|
|
|
|
(1.7
|
)
|
||||||||
South Africa revenue revision
|
|
|
|
|
(7.1
|
)
|
|
|
|
|
|
(3.6
|
)
|
||||||||
Net revenue decrease
|
|
|
|
|
|
|
(12.9
|
)
|
|
|
|
|
|
|
|
(10.8
|
)
|
|
Three months ended
|
|
Six months ended
|
||||||||||||||||||
|
July 1, 2017
|
|
July 2, 2016
|
|
% Change
|
|
July 1, 2017
|
|
July 2, 2016
|
|
% Change
|
||||||||||
Total consolidated revenues
|
$
|
349.7
|
|
|
$
|
371.4
|
|
|
(5.8
|
)
|
|
$
|
690.3
|
|
|
$
|
732.0
|
|
|
(5.7
|
)
|
Corporate expense
|
11.3
|
|
|
8.6
|
|
|
31.4
|
|
|
22.7
|
|
|
20.0
|
|
|
13.5
|
|
||||
% of revenues
|
3.2
|
%
|
|
2.3
|
%
|
|
|
|
|
3.3
|
%
|
|
2.7
|
%
|
|
|
|
||||
Long-term incentive compensation expense
|
3.6
|
|
|
3.4
|
|
|
5.9
|
|
|
6.8
|
|
|
6.1
|
|
|
11.5
|
|
||||
Pension and postretirement expense
|
1.2
|
|
|
2.8
|
|
|
(57.1
|
)
|
|
2.6
|
|
|
3.8
|
|
|
(31.6
|
)
|
|
Six months ended
|
||||||
|
July 1, 2017
|
|
July 2, 2016
|
||||
Continuing operations:
|
|
|
|
|
|
||
Cash flows used in operating activities
|
$
|
(9.7
|
)
|
|
$
|
(13.7
|
)
|
Cash flows from (used in) investing activities
|
(4.8
|
)
|
|
42.3
|
|
||
Cash flows from (used in) financing activities
|
7.8
|
|
|
(2.2
|
)
|
||
Cash flows used in discontinued operations
|
(5.7
|
)
|
|
(28.0
|
)
|
||
Change in cash and equivalents due to changes in foreign currency exchange rates
|
(3.7
|
)
|
|
2.2
|
|
||
Net change in cash and equivalents
|
$
|
(16.1
|
)
|
|
$
|
0.6
|
|
|
December 31,
2016 |
|
Borrowings
|
|
Repayments
|
|
Other
(4)
|
|
July 1,
2017 |
||||||||||
Revolving loans
|
$
|
—
|
|
|
$
|
16.0
|
|
|
$
|
(16.0
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Term loan
(1)
|
339.6
|
|
|
—
|
|
|
(8.7
|
)
|
|
0.2
|
|
|
331.1
|
|
|||||
Trade receivables financing arrangement
(2)
|
—
|
|
|
40.0
|
|
|
(19.0
|
)
|
|
—
|
|
|
21.0
|
|
|||||
Other indebtedness
(3)
|
16.6
|
|
|
21.4
|
|
|
(24.1
|
)
|
|
1.4
|
|
|
15.3
|
|
|||||
Total debt
|
356.2
|
|
|
$
|
77.4
|
|
|
$
|
(67.8
|
)
|
|
$
|
1.6
|
|
|
367.4
|
|
||
Less: short-term debt
|
14.8
|
|
|
|
|
|
|
|
|
33.9
|
|
||||||||
Less: current maturities of long-term debt
|
17.9
|
|
|
|
|
|
|
|
|
18.1
|
|
||||||||
Total long-term debt
|
$
|
323.5
|
|
|
|
|
|
|
|
|
$
|
315.4
|
|
(1)
|
The term loan is repayable in quarterly installments of
1.25%
of the original loan balance of
$350.0
. The remaining balance is repayable in full on September 24, 2020. Balances are net of unamortized debt issuance costs of
$1.4
and
$1.6
at
July 1, 2017
and
December 31, 2016
, respectively.
|
(2)
|
Under this arrangement, we can borrow, on a continuous basis, up to
$50.0
, as available. At
July 1, 2017
, we had
$22.9
of available borrowing capacity under this facility.
|
(3)
|
Primarily includes balances under a purchase card program of
$3.0
and
$3.9
, capital lease obligations of
$2.4
and
$1.7
, and borrowings under lines of credit in South Africa and China of $
9.2
and $
10.2
at
July 1, 2017
and
December 31, 2016
, respectively. The purchase card program allows for payment beyond the normal payment terms for goods and services acquired under the program. As this arrangement extends the payment of these purchases beyond their normal payment terms through third-party lending institutions, we have classified these amounts as short-term debt.
|
(4)
|
“Other” primarily includes debt assumed, foreign currency translation on any debt instruments denominated in currencies other than the U.S. dollar, and the impact of amortization of debt issuance costs associated with the term loan.
|
|
|
SPX CORPORATION
|
|
|
|
(Registrant)
|
|
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Date: August 3, 2017
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By
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/s/ Eugene J. Lowe, III
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President and Chief Executive Officer
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Date: August 3, 2017
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By
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/s/ Scott W. Sproule
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Vice President, Chief Financial Officer and Treasurer
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1 Year SPX Technologies Chart |
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