ACQUISITIONS (Tables)
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6 Months Ended |
Jun. 29, 2025 |
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| Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract] |
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| Schedule of Asset Acquisition, Contingent Consideration |
Changes in the contingent consideration liability for the second quarter and six months ended June 29, 2025 and June 30, 2024 are as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Second Quarter Ended | | Six Months Ended | | ($ in thousands) | | June 29, 2025 | | June 30, 2024 | | June 29, 2025 | | June 30, 2024 | | Fair value at beginning of period | | $ | 3,792 | | | $ | 4,630 | | | $ | 3,608 | | | $ | 8,510 | | | Additions | | — | | | 130 | | | 1,800 | | | 130 | | | Fair value adjustments | | — | | | (1,900) | | | (1,600) | | | (1,900) | | | Settlements | | (16) | | | (1,060) | | | (32) | | | (4,940) | | | Fair value at end of period | | $ | 3,776 | | | $ | 1,800 | | | $ | 3,776 | | | $ | 1,800 | |
The following table shows the balance sheet location of the fair value of contingent consideration and the maximum amount of contingent consideration payments the Company may be subject to: | | | | | | | | | | | | | | | | ($ in thousands) | | June 29, 2025 | | December 31, 2024 | | Accrued liabilities | | $ | 1,565 | | | $ | 1,665 | | | Other long-term liabilities | | 2,211 | | | 1,943 | | | Total fair value of contingent consideration | | $ | 3,776 | | | $ | 3,608 | | | Maximum amount of contingent consideration | | $ | 6,876 | | | $ | 8,618 | |
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| Schedule of Business Combination |
The Company completed seven acquisitions in the year ended December 31, 2024, including the following previously announced acquisitions (collectively, the “2024 Acquisitions”): | | | | | | | | | | | | | | | | Company | | Segment | | Description | | Sportech, LLC ("Sportech") | | Manufacturing | | Leading designer and manufacturer of high-value, complex component solutions sold to powersports original equipment manufacturers ("OEMs"), adjacent market OEMs and the aftermarket, including integrated door systems, roofs, canopies, bumpers, windshields, fender flares and cowls, based in Elk River, Minnesota, acquired in January 2024. | | ICON Direct LLC, doing business as RecPro ("RecPro") | | Distribution | | Leading e-commerce business and aftermarket platform specializing in creating and marketing component products, systems, and solutions for the RV and marine end markets, based in Bristol, Indiana, acquired in September 2024. |
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| Schedule of Assets Acquired and Liabilities Assumed |
The following table summarizes the fair values of the assets acquired and the liabilities assumed as of the date of each of the 2025 Acquisitions and 2024 Acquisitions: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2025
Acquisitions | | 2024
Acquisitions | | ($ in thousands) | | Total | | Sportech | | All Others | | Total | | Consideration: | | | | | | | | | | Cash, net of cash acquired | | $ | 43,847 | | | $ | 319,073 | | | $ | 96,998 | | | $ | 416,071 | | | | | | | | | | | | | | | | | | | | Contingent consideration (1) | | 1,800 | | | — | | | 2,030 | | | 2,030 | | | Total consideration | | $ | 45,647 | | | $ | 319,073 | | | $ | 99,028 | | | $ | 418,101 | | | | | | | | | | | | Assets Acquired: | | | | | | | | | | Trade receivables | | $ | 3,049 | | | $ | 21,587 | | | $ | 2,256 | | | $ | 23,843 | | | Inventories | | 7,669 | | | 20,611 | | | 19,010 | | | 39,621 | | | Prepaid expenses & other | | 346 | | | 1,719 | | | 4,138 | | | 5,857 | | | Property, plant & equipment | | 28,032 | | | 18,766 | | | 7,021 | | | 25,787 | | | Operating lease right-of-use assets | | — | | | 15,096 | | | 1,284 | | | 16,380 | | | Identifiable intangible assets: | | | | | | | | | | Customer relationships | | 8,400 | | | 152,000 | | | 17,560 | | | 169,560 | | | Non-compete agreements | | 400 | | | 2,000 | | | 2,375 | | | 4,375 | | | Patents and developed technology | | 1,200 | | | 17,500 | | | 600 | | | 18,100 | | | Trademarks | | 900 | | | 20,500 | | | 8,000 | | | 28,500 | | | Liabilities Assumed: | | | | | | | | | | Current portion of operating lease obligations | | — | | | (1,437) | | | (585) | | | (2,022) | | | Accounts payable & accrued liabilities | | (8,376) | | | (32,398) | | | (4,313) | | | (36,711) | | | Operating lease obligations | | — | | | (13,658) | | | (699) | | | (14,357) | | | Deferred tax liabilities | | — | | | (21,288) | | | — | | | (21,288) | | | Total fair value of net assets acquired | | 41,620 | | | 200,998 | | | 56,647 | | | 257,645 | | Goodwill (2) | | 4,027 | | | 118,075 | | | 42,381 | | | 160,456 | | | | | | | | | | | | Total purchase price allocation | | $ | 45,647 | | | $ | 319,073 | | | $ | 99,028 | | | $ | 418,101 | |
(1)These amounts reflect the acquisition date fair value of contingent consideration based on expected future results relating to certain acquisitions. (2)Goodwill is tax-deductible for the 2025 Acquisitions and 2024 Acquisitions, except for Sportech which is only partially tax-deductible.
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| Schedule of Pro Forma Information |
In addition, the pro forma information includes incremental amortization expense, in the aggregate, related to intangible assets acquired in connection with the transactions of zero and $0.1 million for the second quarter and six months ended June 29, 2025, respectively, and $0.6 million and $2.3 million for the second quarter and six months ended June 30, 2024, respectively. | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Second Quarter Ended | | Six Months Ended | | ($ in thousands, except per share data) | | June 29, 2025 | | June 30, 2024 | | June 29, 2025 | | June 30, 2024 | | Revenue | | $ | 1,047,554 | | | $ | 1,047,272 | | | $ | 2,057,427 | | | $ | 2,035,596 | | | Net income | | $ | 32,436 | | | $ | 48,556 | | | $ | 70,169 | | | $ | 84,098 | | | Basic earnings per common share | | $ | 1.00 | | | $ | 1.49 | | | $ | 2.15 | | | $ | 2.59 | | | Diluted earnings per common share | | $ | 0.96 | | | $ | 1.46 | | | $ | 2.06 | | | $ | 2.53 | |
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