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Author Topic:   Creating More White Space
jimh posted 09-05-2013 09:36 PM ET (US)   Profile for jimh   Send Email to jimh  
For many years the senior management of Brunswick used a goofy corporate-speak metaphor of "filling in the white space" to describe their (sometime imprudent) investment into all sorts of marine businesses, including marine electronics, small boat builders, and two big investments, Hatteras Yachts and Cabo Yachts. Since those days of buying up companies, we have seen a complete reversal.

First, Brunswick realized that being competitive in the marine electronics business was not in their mainstream, and they disposed of the New Zealand electronics manufacturer they had acquired, NAVMAN. This was a real shame, as the NAVMAN company was more or less ruined as a result. What was once an up and coming electronics manufacturer became just a note on a balance sheet, representing several hundred million lost.

Later, Brunswick began to shed the marginal boat brands it had acquired. Some of these had been purchased at amazingly high prices. We won't really know if Brunswick intended to actually make and sell these boat brands. The end result is those brands are not on the market. Some of these brands were so obscure I can't even remember their names.

Now the bigger limbs are falling off the tree. Brunswick has announced it has sold Cabo Yachts and Hatteras Yachts. It is believed that Brunswick had purchased these two brands for $60-million and $80-million, respectively. No figures have been announced for the selling price, but there is a lot of speculation that it was much less, reportedly only a fraction of the original investment price.

As a result, Brunswick seems to have an abundance of white space on their corporate line card these days.

There is some good news in all of this: the venture capital firm that has acquired the two brands has announced that it will retain John Ward, who was Brunswick's manager for these brands. John had previously been the General Manager at Boston Whaler.

mkelly posted 09-05-2013 11:01 PM ET (US)     Profile for mkelly  Send Email to mkelly     
So Jim, give us your opinion on Brunswick as it relates to BW. I know our opinion here on the west coast (Seattle) has been fairly poor with how the brand has evolved. The Boston Whaler name brand is so strong someone with a bunch of money should buy it up, market the heck out of it as a rebirth & get to it. I'm in as a manager/designer if it gets together
jimh posted 09-05-2013 11:34 PM ET (US)     Profile for jimh  Send Email to jimh     
Cabo and Hatteras are two really premium brands, or, at least, they once were. I don't think there was a good fit for these brands in the general Brunswick plan of creating transoms for installation of high-profit engines. A Cabo or Hatteras yacht will most likely be powered by a premium diesel engine. Brunswick used to have some relationship with Cummins diesel, going back to c.2002, but I believe that affiliation has expired. (Their website is dead--not even left in a "we closed" state.) That means there was no engine profit to be made in selling either a Cabo or Hatteras yacht.

Also, these yachts are so expensive that they are in the price range where buyers want customization and individualization. People with $2,000,000 to spend are not keen on taking a production boat with limited options. When you are spending that kind of money, you can get things your way, usually.

Cabo, in particular, really had grown in reputation in the last decade or so. It was the sportfishing yacht to own for a while. I don't know where it ranks now. I don't follow that segment--too expensive.

What I have noticed at Boston Whaler is higher prices. Bigger boats, more engines, more fancy stuff, and much higher prices. When a Boston Whaler boat can cost $400,000 to $500,000, you have gotten away from selling basic, utilitarian 13-foot and 15-foot skiffs.

Binkster posted 09-06-2013 11:56 AM ET (US)     Profile for Binkster  Send Email to Binkster     
What is going on with their original business, bowling? That was their only focus in the '50's and early 60's. When bowling lost popularity in the '70's they were looking for another business to acquire to keep them afloat, and found a reluctant Carl Kiekhaefer, whose Mercury outboard business was doing well, except for the fact that Carl spent most of the companys profit on stock car racing, and his late entry into IO production. It was the best deal the Brunswick ever made, it saved their business, probably good for Mercury too, but not for Carl.

As a bowler I don't see any new bowling alleys going up, and very few renovations. I think the bowling business is still stagnant.

rich

pcrussell50 posted 09-06-2013 01:29 PM ET (US)     Profile for pcrussell50  Send Email to pcrussell50     
As someone new to boating, my impression of Boston Whaler is that a Boston Whaler IS a 13/15/17 foot skiff, where they occupy the tip of the spear of seaworthiness in small boats/skiffs. As boats get bigger, the great superiority of BW boats, or the impression of such to a new boater, becomes significantly blurred. Is a Conquest 345:

http://www.bostonwhaler.com/Page.aspx/pageId/29330/pmid/308691/ 345-Conquest-Open.aspx

really hugely more seaworthy than every one of the other boats out there that look just like it, (at least to the eyes of a newbie like me)? I can see some superiority in in Unibond, in which chopper-gun layups can be made as strong as hand layups, but is there some kind of magic mojo that makes the marine architecture of the big Conquests superior to all the others in it's class?

-Peter

jimh posted 09-08-2013 08:04 AM ET (US)     Profile for jimh  Send Email to jimh     
Peter--Your impression of Boston Whaler as a manufacturer of 13 to 17-foot skiffs is congruent with most of the comments I receive from other boaters about my Boston Whaler REVENGE 22. They typically say something like, "I did not know that Boston Whaler made boats like this."
PeteB88 posted 09-10-2013 01:17 PM ET (US)     Profile for PeteB88  Send Email to PeteB88     
"What is going on with their original business, bowling?" and pool tables. Well, the Brunswick plant where they made all things bowling and pool tables is being [unclear, perhaps means "demolished"] right now about 15 minutes from my house -

This is an interesting article

http://www.mlive.com/news/muskegon/index.ssf/2013/01/brunswick_helped_form_muskegon.html

jcdawg83 posted 09-10-2013 02:57 PM ET (US)     Profile for jcdawg83    
I had my first personal Whaler experience in 1985 when my father bought a Montauk with a Yamaha 90 to replace our 19' Mako with a Johnson 150. I had always admired the styling and "aura" of Boston Whaler, but had never really been on one larger than a 13. At first, I thought the smaller size would be a huge disadvantage. I soon learned that the Montauk rode better, dryer, and used less than half the fuel of the Mako. Other than the sudden shortage of storage space, the Montauk was superior in every respect. I was hooked on the Boston Whaler skiff concept.

At that time, the largest Whaler, if I recall correctly, was a 25' that came in the Outrage and Revenge configuration. The 18, 20, 22, and 25 hulls were basically the same as the 13-17, only larger. Boston Whaler was one of the top quality boat brands on the market without any doubt. If you pulled into a marina in a Whaler, regardless of size, you got admiring looks. Whalers were like a small batch distillery bourbon; there weren't tons of them around, but they were all well built and everything about them was quality. Even the hardware and lights looked substantially heavier and more durable than what you saw on other boats. When you looked at a Whaler, it seemed that craftsmen had put it together and really cared about the finished product. I remember people commenting that a Whaler was the only boat you could always get your money out of because the held their value so well.

Flash forward to the modern Whalers. While I am sure they are still quality boats, they have lost most of the mystique that made them get the admiring looks. The teak is gone, the seating is very conventional, even the styling has become much more mainstream. The finishes look like every higher priced boat on the market. In addition, having Mercury as the sole power option does not help with the appeal of the modern Whaler. While I'm sure Mercury engines are not "bad" engines, they don't exactly enjoy a reputation for trouble free boating. Boston Whaler has gone big time corporate and the influence of the bean counters is glaringly apparent.

jimh posted 11-13-2013 08:56 AM ET (US)     Profile for jimh  Send Email to jimh     
There is a lengthy interview with the former president of Boston Whaler, John Ward, in a recent SOUNDINGS-TRADE ONLY magazine edition, the November 2013 issue. Parts of the interview are also on-line at

http://www.tradeonlytoday.com/component/content/article/4-features/ 527162-hatteras-cabo-out-of-limbo

Readers should recall that John Ward left Boston Whaler in December, 2010, when he was replaced as president of Boston Whaler and appointed to a newly created position as senior vice president of global sales and marketing for the Brunswick Hatteras and Cabo brand boat division in New Bern, [North Carolina].

http://continuouswave.com/ubb/Forum1/HTML/020382.html

In the interview, Mr. Ward speculates about the unusual approach that Brunswick took in the sale of Cabo and Hatteras, in which they announced the two brands where being sold without having any buyer for them. His speculation offered two possible reasons. Mr. Ward speculates that Brunswick decided to sell Cabo and Hatteras because they were operating units that were not contributing to Brunswick's bottom line. He also speculates that among all the boat brands owned by Brunswick, Cabo and Hatteras were the only ones that did not utilize engines made by the Mercury Marine unit, that is, no Mercury-brand outboard engines or MerCruiser-brand stern drive engines were being used for propulsion in these larger yachts. Mr. Ward said:

"When you think about vertical integration from a power standpoint, there’s no benefit for Brunswick to keep brands like Hatteras and Cabo. If the focus is going to be building your boat business and making it profitable, and growing it, and you have that vertical integration opportunity on the powertrain side of things, [selling off Cabo and Hatteras] makes sense.”

In the boating press it has been reported that the acquisition cost to Brunswick for its purchase of the Cabo and Hatteras brands was about $100,000,000. In a recent SEC filing, Brunswick reports on the financial impact of the disposition of these brands. See

LINK

I have looked over that financial document, but I cannot find any clear statement in all those tables and accountings which reveals the selling price for the Cabo and Hatteras brands to the new owner. Perhaps a forensic accountant could figure out what the real selling price was, but I certainly cannot.

Mr. Ward also describes the positives that have occurred with the sale of Cabo and Hatteras to a private investment firm in the USA, that plans to continue to build these premium yachts in the USA, and has retained the existing management team.

jimh posted 11-13-2013 03:17 PM ET (US)     Profile for jimh  Send Email to jimh     
[Fixed bad link above.]
Buoy posted 11-13-2013 06:19 PM ET (US)     Profile for Buoy  Send Email to Buoy     
It states clearly "In August 2013, the Company completed the sale of its Hatteras and Cabo boat businesses resulting in an after-tax gain of $1.6 million.".

If indeed Brunswick purchased Hatteras and Cabo for $100,000,000, the the sale price should approximate $101,600,000.

Sal A posted 11-13-2013 07:38 PM ET (US)     Profile for Sal A  Send Email to Sal A     
Not necessarily. Things like goodwill, depreciation, tax benefits, pension liabilities, and who knows what else provide financial statement benefits and manufactured earnings. I would not assume that the sales price was $1.6 million after tax greater than their purchase price.

Jim is right; you need accountants with Enron-esque abilities to back into the sales price to Versa.

jimh posted 11-13-2013 07:41 PM ET (US)     Profile for jimh  Send Email to jimh     
Thanks for that opinion. Do you have a lot of financial background? The reason I ask is I don't think that quite follows. If they received $101.6-million there would have some entry for it on the statement, wouldn't there? I wouldn't think you'd expect readers to recall that six or seven years ago you had this $100-million outflow you had not yet reported.
Jefecinco posted 11-13-2013 07:46 PM ET (US)     Profile for Jefecinco  Send Email to Jefecinco     
Good for them if it's real money in the bank. After looking at the cash flow data it's difficult for me to see that $101.6 million.

Butch

Sal A posted 11-13-2013 08:39 PM ET (US)     Profile for Sal A  Send Email to Sal A     
Brunswick bought Hatteras in 2001 for $80m and Cabo five years later for $60m.

Back in January Reuters reported that Brunswick expects to take a charge of between $70-$80m on the transactions. Assuming that Versa bought the brands for what Brunswick hoped they would fetch back in January, I infer that the brands were sold for between $60-$70m.

I am inferring the above from news articles when Hatteras and Cabo were bought, and from the January 2013 Reuters article.

jimh posted 11-14-2013 01:30 AM ET (US)     Profile for jimh  Send Email to jimh     
It sounds like:

Cash out = $80-million + $60-million to buy the two brands

Cash in = $60 from sale of two brands

Net is an $80-million write off for the investment in Cabo and Hatteras.

Don SSDD posted 11-14-2013 07:39 AM ET (US)     Profile for Don SSDD    
The gain or loss would not be based on original cost, if they had written down the cost over the years since the purchase. Plus they would have spent money on new assets like manufacturing equipment since they bought it. That would get added to the cost and then depreciation would get deducted and you would have a net "cost".

By accounting rules,they cannot carry an asset like goodwill on their books for more than a current market value (calculated in some accounting rules fashion) and they would have to write goodwill down each year to that number.

Say they paid $140 million years ago, and it by 2012 had a book value of $70 million (for goodwill and depreciated fixed asset value),then in 2012, they put it for sale for $40 million. They would have to take a writedown in their financials in 2012 of $30 million, leaving a 2012 book value of $40 million (the current market value accounting rules require you to carry an asset for in a publicly traded company). Then in 2013, they sell the business for $41.6 million, they have a gain of $1.6 million.

There are way too many variables to guess or even state what the gain or loss from this sale is.

If they paid $140 million years ago and had a good solid business and were selling in a seller's market, then they would expect to sell this sort of asset for more than what they paid for it. Sort of like an old painting?

I'd say this is a buyer's market and they sold these companies at a huge loss, based on what they paid for them. But their tax loss is a whole other discussion and number.

Don

jimh posted 11-14-2013 08:11 AM ET (US)     Profile for jimh  Send Email to jimh     
In the 2012 Annual Report (available on-line) Brunswick notes:

quote:
In connection with continued weakness in the luxury sportfishing convertible and motoryacht boat market segments, the Company recorded $14.5 million of restructuring charges during 2012 associated with its Hatteras and Cabo boat brands primarily related to the determination that the carrying value of their long-lived assets was not expected to be recovered through future cash flows. On December 31, 2012, the Board of Directors authorized the Company to exit its Hatteras and Cabo boat businesses.

Based on the performance of the Hatteras and Cabo boat businesses, the Company has concluded that proceeds from the sale will be less than its book value. These circumstances resulted in a non-cash asset impairment charge of $52.7 million, $53.2 million after-tax, in the fourth quarter of 2012.


So in 2012 they wrote off $14.5-million and in 2013 another 52.7-million, for a total of $67.2-million difference in the anticipated proceeds from the sale compared to the value they were carrying those assets on their books.

Annual Report 2012

Don SSDD posted 11-14-2013 08:34 PM ET (US)     Profile for Don SSDD    
Some interesting things from the financials.

Over the last 5 years they wrote down their assets by $695 million. There is also mention of the closing of the Cummins relationship.

They now show $77.7 million in shareholders equity and $2.3 billion in liabilities.

2012 results include $25.8 million of pretax restructuring, exit and impairment charges. 2011 results include $21.3 million of pretax restructuring, exit and impairment charges. 2010 results include $54.2 million of pretax restructuring, exit and impairment charges. 2009 results include $158.3 million of pretax restructuring, exit and impairment charges. 2008 results include $546.1 million of pretax goodwill impairment charges, trade name impairment charges and restructuring, exit and impairment charges.

The following table discloses the results of operations of the Hatteras and Cabo businesses reported as discontinued operations for years ended December 31, 2012, 2011 and 2010, respectively:
(in millions) 2012 2011 2010
Net sales $ 56.2 $ 78.0 $ 65.4
Loss from discontinued operations before income taxes (96.7) (21.4) (46.6)
Income tax provision (benefit) 0.7 (2.7) —
Net loss from discontinued operations (A) $ (97.4) $ (18.7) $ (46.6)
(A) Net loss from discontinued operations includes an asset impairment charge of $52.7 million, $53.2 million after-tax, in 2012 and other restructuring
and impairment charges, net of tax of $14.5 million, $1.4 million and $8.1 million in 2012, 2011 and 2010, respectively.

The Company recognized equity losses of $3.8 million and $4.7 million in 2012 and 2011, respectively, primarily related to the Company's marine joint ventures. The loss in 2011 includes a $3.8 million charge associated with the dissolution of the Company's Cummins MerCruiser Diesel Marine LLC joint venture between Brunswick's Mercury Marine division and Cummins Marine, a division of Cummins Inc., which was finalized in the second quarter of 2012.

jimh posted 11-15-2013 09:48 AM ET (US)     Profile for jimh  Send Email to jimh     
Don writes:

"2008 results include $546.1 million of pretax goodwill impairment charges, trade name impairment charges and restructuring, exit and impairment charges."

It sounds like Brunswick decided to throw all the bad news into 2008, a bad year for sales, and took that big write off of goodwill and trade name values.

Binkster posted 11-15-2013 11:40 AM ET (US)     Profile for Binkster  Send Email to Binkster     
PeteB88, thanks for the link on the history of Brunswick and Brunswick Bowling. I'm sure many here are unaware of Brunswick's long history before they acquired Mercury Marine, and other marine products. Bowling became popular after WWII and into the 1970's, although it never interested me. It became very popular in Japan around that time and bowling alleys were popping up everywhere over there. Then in the mid-late 70's its popularity waned, worldwide. The bowling houses in Japan closed, and Brunswick repossessed the alleys and the equipment. The lanes themselves were cut into 3 sections and shipped back to the US. All this repossessed equipment really put a big dent in the sale and manufacture of new equipment. I know all this becuase my brother in law, now deceased, spent his working life building bowling alleys for Brunswick, and after the influx of repossessed lanes and equipment, spent the rest of his career building bowling alleys using this equipment which was now owned by private contractors.
I never thought much of bowling, I figured it was something low class people from Brooklyn did on rainy days. I got into it on a whim about 4 years ago, found out how wrong my opinion was, got hooked, and now I bowl in two leauges, and spend at least 4 evenings a week bowling. It's a fairly inexpensive sport compared to golf, and takes only a couple or 3 hours unlike most of the day playing golf. With winter coming on you Northerners should give it a try.

rich

Buoy posted 11-15-2013 10:25 PM ET (US)     Profile for Buoy  Send Email to Buoy     
Sal A - Your statement that "Things like goodwill, depreciation, tax benefits, pension liabilities, and who knows what else provide financial statement benefits" is not accurate. Most of these items are temporary in nature, and will reverse depending on timing of the financials. In no respect are they manufactured earnings. Deferred tax income, for example, implies that they will be paying taxes (expenses) in the same amount in the future. They're all in guidance with US Generally Accepted Accounting Practices (US GAAP) and it is the responsibility of the financial statement reader to understand that.

I apologize for over simplifying my prior position, I didn't anticipate getting into an accounting discussion. If the cumulative investment in Hatteras and Cabo was $100,000,000 and the after-tax gain was $1.6 million, then the sale price should approximate $101,600,000.

jimh posted 11-16-2013 01:41 AM ET (US)     Profile for jimh  Send Email to jimh     
Regarding the term "goodwill" in accounting: I thought the best practice was to set the value of goodwill to be one dollar. Goodwill is an intangible asset. For example, if I buy the Cabo Yacht company, and I pay $60-million for it, the usual practice is to total up the value of the real assets I just bought. If those real assets do not total $60-million, then I make up the difference with goodwill. For example, if I bought some land, a plant, the equipment in the plant, and all the intellectual property of Cabo, and the value of those assets is only $50-million, then I make up the difference with $10-million of goodwill.

If I decide to sell the Cabo brand, and all the physical assets, I have to also take into account that $10-mlllion of goodwill. Maybe I can sell that to the buyer. But if the buyer won't pay for that extra $10-million, then I am left with a $10-million intangible asset that no longer exists. I have to declare loss. I do not see that there is anything temporary about goodwill. Once you enter a value on your ledger for goodwill, it has to stay there until you sell that goodwill to someone else, or you write it off as a loss.

Don SSDD posted 11-16-2013 08:00 AM ET (US)     Profile for Don SSDD    
"If the cumulative investment in Hatteras and Cabo was $100,000,000 and the after-tax gain was $1.6 million, then the sale price should approximate $101,600,000".

This is true only if they didn't in prior years write off some of the $100,000,000 cost on their books. Seeing that Brunswick took almost $700 million in write downs in prior years, it seems unlikely in the current market they recouped their original investment in these businesses and made a $1.6 million profit.

The current profit or loss on sale of a fixed asset is based on the current depreciated book value, not on the original cost.

Don

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