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Enerpac Tool Group Corp – ‘10-Q’ for 2/29/20 – ‘R14’

On:  Wednesday, 3/25/20, at 12:22pm ET   ·   For:  2/29/20   ·   Accession #:  6955-20-20   ·   File #:  1-11288

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  As Of               Filer                 Filing    For·On·As Docs:Size

 3/25/20  Enerpac Tool Group Corp           10-Q        2/29/20   85:8.8M

Quarterly Report   —   Form 10-Q   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML   1.09M 
 2: EX-22       Published Report re: Matters Submitted to a Vote    HTML     26K 
                of Security Holders                                              
 3: EX-31.1     Certification -- §302 - SOA'02                      HTML     32K 
 4: EX-31.2     Certification -- §302 - SOA'02                      HTML     32K 
 5: EX-32.1     Certification -- §906 - SOA'02                      HTML     26K 
 6: EX-32.2     Certification -- §906 - SOA'02                      HTML     26K 
60: R1          Document and Entity Information                     HTML     88K 
14: R2          Condensed Consolidated Statements of Operations     HTML    108K 
38: R3          Condensed Consolidated Statements of Comprehensive  HTML     45K 
                Income (Loss)                                                    
72: R4          Condensed Consolidated Balance Sheets               HTML    123K 
59: R5          Condensed Consolidated Balance Sheets               HTML     31K 
                (Parenthetical)                                                  
13: R6          Condensed Consolidated Statements of Cash Flows     HTML    138K 
37: R7          Basis of Presentation                               HTML     55K 
71: R8          Revenue Recognition Revenue from Contract           HTML     63K 
                Customers (Notes)                                                
61: R9          Restructuring Charges (Notes)                       HTML     57K 
44: R10         Acquisitions (Notes)                                HTML     30K 
19: R11         Discontinued Operations & Other Divestiture         HTML     94K 
                Charges Discontinued Operations & Divestiture                    
                Activities (Notes)                                               
62: R12         Goodwill and Other Intangible Assets                HTML     80K 
73: R13         Product Warranty Costs                              HTML     40K 
45: R14         Debt                                                HTML     48K 
20: R15         Fair Value Measurement                              HTML     32K 
63: R16         Derivatives                                         HTML     40K 
74: R17         Capital Stock and Share Repurchase                  HTML    376K 
43: R18         Income Taxes                                        HTML     45K 
22: R19         Segment Information                                 HTML     78K 
48: R20         Contingencies and Litigation                        HTML     33K 
79: R21         Leases Leases                                       HTML     78K 
30: R22         Subsequent Events (Notes)                           HTML     27K 
23: R23         Basis of Presentation Basis of Presentation         HTML     56K 
                (Policies)                                                       
49: R24         Basis of Presentation Schedule of Accumulated       HTML     35K 
                Other Comprehensive Income (Loss) (Tables)                       
80: R25         Revenue Recognition Disaggregation of Revenues      HTML     42K 
                (Tables)                                                         
31: R26         Revenue Recognition Contract with Customer, Assets  HTML     34K 
                and Liabilities (Tables)                                         
24: R27         Restructuring Charges (Tables)                      HTML     55K 
50: R28         Discontinued Operations & Other Divestiture         HTML     31K 
                Charges Discontinued Operations Balance Sheet and                
                Statement of Operations (Tables)                                 
78: R29         Discontinued Operations & Other Divestiture         HTML     79K 
                Charges Statement of Operations (Tables)                         
76: R30         Goodwill and Other Intangible Assets (Tables)       HTML     78K 
66: R31         Product Warranty Costs (Tables)                     HTML     39K 
18: R32         Debt (Tables)                                       HTML     45K 
42: R33         Derivatives Derivatives (Tables)                    HTML     35K 
75: R34         Earnings Per Share (Tables)                         HTML     89K 
65: R35         Earnings per Share and Shareholders' Equity         HTML    312K 
                Shareholders Equity (Tables)                                     
17: R36         Income Taxes Income Taxes (Tables)                  HTML     38K 
41: R37         Segment Information (Tables)                        HTML     78K 
77: R38         Leases Components of Lease Expense (Tables)         HTML     34K 
64: R39         Leases Supplemental Cash Flow Information Related   HTML     31K 
                to Leases (Tables)                                               
82: R40         Leases Supplemental Balance Sheet Information       HTML     37K 
                Related to Leases (Tables)                                       
53: R41         Leases Schedule of Lease Liability Payments         HTML     45K 
                (Tables)                                                         
29: R42         Basis of Presentation Basis of Presentation         HTML     35K 
                (Details)                                                        
36: R43         Basis of Presentation Accounting Policies           HTML     44K 
                (Details)                                                        
81: R44         Basis of Presentation Schedule of Property, Plant   HTML     39K 
                and Equipment (Details)                                          
52: R45         Revenue Recognition Disaggregation of Revenue       HTML     33K 
                (Details)                                                        
28: R46         Revenue Recognition Contract with Customer, Asset   HTML     36K 
                and Liability (Details)                                          
35: R47         Restructuring Charges (Details)                     HTML     52K 
83: R48         Acquisitions (Details)                              HTML     55K 
51: R49         Discontinued Operations & Other Divestiture         HTML     96K 
                Charges Discontinued Operations & Divestiture                    
                Activities (Details)                                             
56: R50         Discontinued Operations & Other Divestiture         HTML     62K 
                Charges Divestitures Activities Discontinued                     
                Operations - Loss From Discontinued Operations                   
                (Details)                                                        
69: R51         Changes in Carrying Value of Goodwill (Details)     HTML     37K 
39: R52         Gross Carrying Amount and Accumulated Amortization  HTML     51K 
                of Other Intangible Assets (Details)                             
15: R53         Goodwill and Other Intangible Assets - Additional   HTML     40K 
                Information (Details)                                            
57: R54         Goodwill and Other Intangible Assets Summary of     HTML     29K 
                Asset Impairment Charges (Details)                               
70: R55         Rollforward of Accrued Product Warranty Reserve     HTML     39K 
                (Details)                                                        
40: R56         Long-Term Indebtedness (Details)                    HTML     60K 
16: R57         Debt - Additional Information (Details)             HTML     71K 
58: R58         Fair Value Measurement - Additional Information     HTML     31K 
                (Details)                                                        
67: R59         Derivatives Narrative (Details)                     HTML     39K 
33: R60         Earnings per Share and Shareholders' Equity Share   HTML     37K 
                Repurchase (Details)                                             
25: R61         Capital Stock (Details)                             HTML     81K 
54: R62         Earnings per Share and Shareholders' Equity         HTML    105K 
                Shareholders' Equity (Details)                                   
84: R63         Income Taxes - Additional Information (Details)     HTML     49K 
34: R64         Summary of Financial Information by Reportable      HTML     49K 
                Segment and Product Line (Details)                               
26: R65         Contingencies and Litigation - Additional           HTML     30K 
                Information (Details)                                            
55: R66         Leases Components of Lease Expense (Details)        HTML     31K 
85: R67         Leases Supplemental Cash Flow Information Related   HTML     29K 
                to Leases (Details)                                              
32: R68         Leases Supplemental Balance Sheet Information       HTML     37K 
                Related to Leases (Details)                                      
27: R69         Leases Leases (Details)                             HTML     44K 
68: XML         IDEA XML File -- Filing Summary                      XML    152K 
46: XML         XBRL Instance -- epac10q2292020_htm                  XML   2.46M 
47: EXCEL       IDEA Workbook of Financial Reports                  XLSX     83K 
 8: EX-101.CAL  XBRL Calculations -- epac-20200229_cal               XML    178K 
 9: EX-101.DEF  XBRL Definitions -- epac-20200229_def                XML    603K 
10: EX-101.LAB  XBRL Labels -- epac-20200229_lab                     XML   1.37M 
11: EX-101.PRE  XBRL Presentations -- epac-20200229_pre              XML    869K 
 7: EX-101.SCH  XBRL Schema -- epac-20200229                         XSD    171K 
21: JSON        XBRL Instance as JSON Data -- MetaLinks              309±   461K 
12: ZIP         XBRL Zipped Folder -- 0000006955-20-000020-xbrl      Zip    246K

‘R14’   —   Debt

This is an IDEA Financial Report.  [ Alternative Formats ]

 
v3.20.1
Debt
 6 Months Ended
Debt Disclosure [Abstract]  
Debt
Note 8. Debt
The following is a summary of the Company’s long-term indebtedness (in thousands):
 
 
Senior Credit Facility
 
 
 
Revolver
$
—

 
$
—

Term Loan
—

 
175,000

Total Senior Credit Facility
—

 
175,000

5.625% Senior Notes
287,559

 
287,559

Total Senior Indebtedness
287,559

 
462,559

Less: Current maturities of long-term debt
—

 
(7,500
)
Debt issuance costs
(1,192
)
 
(2,114
)
Total long-term debt, less current maturities
$
286,367

 
$
452,945


Senior Credit Facility
The Company's $600 million Senior Credit Facility is comprised of a $400 million revolving line of credit and provided for a $200 million term loan which was scheduled to mature in March 2024. It also provides the option for future expansion through a $300 million accordion on the revolving line of credit. Borrowings under the Senior Credit Facility bear interest based on LIBOR or a base rate, with interest rate spreads above LIBOR or the base rate being subject to adjustments based on the Company's net leverage ratio, ranging from 1.125% to 2.00% in the case of loans bearing interest at LIBOR and from 1.25% to 1.00% in the case of loans bearing interest at the base rate. In addition, a non-use fee is payable quarterly on the average unused amount of the revolving line of credit ranging from 0.15% to 0.3% per annum, based on the Company's net leverage ratio.
The Senior Credit Facility contains two financial covenants which are a maximum leverage ratio of 3.75:1 and a minimum interest coverage ratio of 3.5:1. For each covenant, certain transactions lead to adjustments to the underlying ratio, including a reduction of the minimum interest coverage ratio from 3.5 to 3.0 for any fiscal quarter ending within twelve months after the sale of the EC&S segment and an increase to the leverage ratio from 3.75 to 4.25 during the four fiscal quarters after a significant acquisition.
The Company was in compliance with all financial covenants at February 29, 2020. Borrowings under the Senior Credit Facility are secured by substantially all personal property assets of the Company and its domestic subsidiary guarantors and certain equity interests owned by the foreign law pledgors.
In November 2019, the Company used the proceeds from the sale of the EC&S segment to pay off the outstanding principal balance on the term loan. In conjunction, we expensed the remaining $0.6 million of associated capitalized debt issuance costs. As of February 29, 2020, the unused credit line and amount available for borrowing under the revolving line of credit was $394.9 million.
Senior Notes
On April 16, 2012, the Company issued $300 million of 5.625% Senior Notes due 2022 (the “Senior Notes”), of which $287.6 million remain outstanding. The Senior Notes require no principal installments prior to their June 15, 2022 maturity, require semiannual interest payments in December and June of each year and contain certain financial and non-financial covenants. The Senior Notes include a call feature that allows the Company to repurchase them anytime on or after June 15, 2017 at stated redemption prices currently at 100.9% and reducing to 100.0% on June 15, 2020, plus accrued and unpaid interest.

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
6/15/22
6/15/208-K
Filed on:3/25/20
For Period end:2/29/20
8/31/1910-K,  11-K,  DEF 14A
6/15/17
4/16/128-K
 List all Filings 
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Filing Submission 0000006955-20-000020   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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