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Other Non-Current Assets
12 Months Ended
Jul. 03, 2022
Other Assets Noncurrent Disclosure [Abstract]  
Other Non-Current Assets

10. Other Non-Current Assets

Other non-current assets consists of the following:

 

 

July 3, 2022

 

 

June 27, 2021

 

Intangible assets, net

 

$

2,500

 

 

$

3,978

 

Grantor trust

 

 

2,196

 

 

 

 

Investments in unconsolidated affiliates

 

 

2,072

 

 

 

2,159

 

Recovery of non-income taxes, net

 

 

 

 

 

8,063

 

Other

 

 

2,020

 

 

 

425

 

Total other non-current assets

 

$

8,788

 

 

$

14,625

 

Grantor Trust

During fiscal 2022, UNIFI established a grantor (or “rabbi”) trust to facilitate the payment of obligations under the Unifi, Inc. Deferred Compensation Plan (the “DCP”), which was also established in fiscal 2022. In addition to providing certain key employees with the ability to defer earned cash incentive compensation into the DCP, participants can generally choose the form and timing of deferred amounts. The DCP assumed the participants, obligations, and major terms of the Unifi, Inc. Supplemental Key Employee Retirement Plan (together with amendments, the “SERP”), an unfunded plan established in 2006 for purposes of generating supplemental retirement income for key employees of UNIFI. The amounts credited to participant accounts are reflected in selling, general, and administrative expenses. The assets of the trust are subject to the claims of UNIFI’s creditors in the event of insolvency.  Investments held for the DCP consist of mutual funds and are recorded based on market values.  A change in the value of the trust assets would substantially be offset by a change in the liability to the participants, resulting in an immaterial net impact on our consolidated financial statements.

The fair value of the investment assets held by the trust were approximately $2,196 and $0 as of July 3, 2022 and June 27, 2021, respectively, and are classified as trading securities within Other non-current assets.  Trading gains and losses associated with these investments are recorded to Other operating expense, net.  The associated DCP liability is recorded within Other current liabilities and Other long-term liabilities based on expected payment timing, and any increase or decrease in the liability is reflected as compensation in Selling, general and administrative expenses.  During fiscal 2022, we recorded losses on investments held by the trust of $48.

Recovery of Non-Income Taxes, Net

As previously described in Note 8, “Other Current Assets,” UNIFI recorded a recovery of non-income taxes and reflected current and non-current assets accordingly.

Intangible Assets

Intangible assets, net consists of the following:

 

 

 

July 3, 2022

 

 

June 27, 2021

 

Customer lists

 

$

5,220

 

 

$

5,220

 

Non-compete agreement

 

 

1,875

 

 

 

1,875

 

Trademarks

 

 

104

 

 

 

411

 

Total intangible assets, gross

 

 

7,199

 

 

 

7,506

 

 

 

 

 

 

 

 

 

 

Accumulated amortization – customer lists

 

 

(3,056

)

 

 

(2,049

)

Accumulated amortization – non-compete agreement

 

 

(1,563

)

 

 

(1,188

)

Accumulated amortization – trademarks

 

 

(80

)

 

 

(291

)

Total accumulated amortization

 

 

(4,699

)

 

 

(3,528

)

Total intangible assets, net

 

$

2,500

 

 

$

3,978

 

 

UNIFI capitalizes costs incurred to register trademarks primarily for REPREVE in various countries. UNIFI has determined that these trademarks have varying useful lives of up to three years and are being amortized using the straight-line method.

Amortization expense for intangible assets consists of the following:

 

 

 

For the Fiscal Year Ended

 

 

 

July 3, 2022

 

 

June 27, 2021

 

 

June 28, 2020

 

Customer lists

 

$

1,007

 

 

$

556

 

 

$

326

 

Non-compete agreement

 

 

375

 

 

 

375

 

 

 

375

 

Trademarks

 

 

96

 

 

 

147

 

 

 

154

 

Total amortization expense

 

$

1,478

 

 

$

1,078

 

 

$

855

 

 

The following table presents the expected intangible asset amortization for the next five fiscal years:

 

 

 

Fiscal 2023

 

 

Fiscal 2024

 

 

Fiscal 2025

 

 

Fiscal 2026

 

 

Fiscal 2027

 

 

Thereafter

 

Expected amortization

 

$

1,291

 

 

$

528

 

 

$

108

 

 

$

108

 

 

$

108

 

 

$

357

 

 

Investments in Unconsolidated Affiliates

U.N.F. Industries, Ltd.

In September 2000, UNIFI and Nilit Ltd. (“Nilit”) formed a 50/50 joint venture, U.N.F. Industries Ltd. (“UNF”), for the purpose of operating nylon extrusion assets to manufacture nylon POY.  Raw material and production services for UNF are provided by Nilit under separate supply and services agreements.  UNF’s fiscal year end is December 31 and it is a registered Israeli private company located in Migdal Ha-Emek, Israel.

UNF America, LLC

In October 2009, UNIFI and Nilit America Inc. (“Nilit America”) formed a 50/50 joint venture, UNF America LLC (“UNFA”), for the purpose of operating a nylon extrusion facility which manufactures nylon POY.  Raw material and production services for UNFA are provided by Nilit America under separate supply and services agreements.  UNFA’s fiscal year end is December 31 and it is a limited liability company located in Ridgeway, Virginia.  UNFA is treated as a partnership for its income tax reporting.

In conjunction with the formation of UNFA, UNIFI entered into a supply agreement with UNF and UNFA (collectively, “UNFs”) whereby UNIFI agreed to purchase all of its first quality nylon POY requirements for texturing (subject to certain exceptions) from either UNF or UNFA.  The agreement has no stated minimum purchase quantities, and pricing is negotiated every six months based on market rates.  As of July 3, 2022, UNIFI’s open purchase orders related to this agreement were $896.

 

UNIFI’s raw material purchases under this supply agreement consist of the following:

 

 

 

For the Fiscal Year Ended

 

 

 

July 3, 2022

 

 

June 27, 2021

 

 

June 28, 2020

 

UNFA

 

$

29,637

 

 

$

18,932

 

 

$

14,583

 

UNF

 

 

1,175

 

 

 

548

 

 

 

1,450

 

Total

 

$

30,812

 

 

$

19,480

 

 

$

16,033

 

 

As of July 3, 2022 and June 27, 2021, UNIFI had combined accounts payable due to UNF and UNFA of $5,565 and $2,955, respectively.

UNIFI has determined that UNF and UNFA are variable interest entities and has also determined that UNIFI is the primary beneficiary of these entities, based on the terms of the supply agreement.  As a result, these entities should be consolidated with UNIFI’s financial results.  As (i) UNIFI purchases substantially all of the output from the two entities so all intercompany sales would be eliminated in consolidation, (ii) the two entities’ balance sheets constitute 3% or less of UNIFI’s current assets and total assets, and (iii) such balances are not expected to comprise a larger portion in the future, UNIFI has not included the accounts of UNF and UNFA in its consolidated financial statements and instead is accounting for these entities as equity investments.  As of July 3, 2022, UNIFI’s combined investments in UNF and UNFA were $2,072.  The financial results of UNF and UNFA are included in UNIFI’s consolidated financial statements with a one-month lag, using the equity method of accounting and with intercompany profits eliminated in accordance with UNIFI’s accounting policy.  Other than the supply agreement discussed above, UNIFI does not provide any other commitments or guarantees related to either UNF or UNFA.

Parkdale America, LLC

In June 1997, UNIFI and Parkdale Mills, Inc. (“Mills”) entered into a Contribution Agreement that set forth the terms and conditions by which the two companies contributed all of the assets of their spun cotton yarn operations utilizing open-end and air-jet spinning technologies to create PAL, a producer of yarns for sale to the global textile industry and apparel market.  In exchange for its contribution, UNIFI received a 34% equity ownership interest in the PAL Investment, accounted for using the equity method of accounting.  Effective January 1, 2012, Mills’ interest in PAL was assigned to Parkdale.

During March 2020, UNIFI commenced negotiations to sell the PAL Investment to Parkdale. Such negotiations indicated that the fair value of the PAL Investment was less than UNIFI’s carrying value, and UNIFI no longer intended to hold the PAL Investment to allow recovery of the carrying value. UNIFI recorded an other-than-temporary impairment of $45,194 to adjust the PAL Investment to fair value. In April 2020, UNIFI and Parkdale finalized negotiations to sell UNIFI’s PAL Investment to Parkdale for $60,000. The transaction closed on April 29, 2020, and UNIFI received $60,000 in cash.

During UNIFI’s period of ownership, PAL was a limited liability company treated as a partnership for income tax reporting purposes.  Per PAL’s fiscal 2020 unaudited financial statements, PAL had 10 manufacturing facilities located primarily in the southeast region of the U.S. and in Mexico, and PAL’s five largest customers accounted for approximately 69% of total revenues and 68% of total gross accounts receivable outstanding.

Condensed balance sheet and income statement information for UNFs (including reciprocal balances) is presented in the following tables. Fiscal 2020 PAL Investment income statement activity is reported for the ten months of fiscal 2020 ownership ending April 29, 2020.

 

 

 

July 3, 2022

 

 

June 27, 2021

 

Current assets

 

$

10,705

 

 

$

7,931

 

Non-current assets

 

 

605

 

 

 

659

 

Current liabilities

 

 

8,056

 

 

 

3,967

 

Non-current liabilities

 

 

 

 

 

 

Shareholders’ equity and capital accounts

 

 

3,254

 

 

 

4,623

 

 

 

 

 

 

 

 

 

 

UNIFI’s portion of undistributed earnings

 

 

2,013

 

 

 

2,100

 

 

 

 

July 3, 2022

 

 

June 27, 2021

 

Net sales

 

$

31,745

 

 

$

19,649

 

Gross profit

 

 

1,928

 

 

 

3,423

 

Income from operations

 

 

148

 

 

 

1,777

 

Net income

 

 

127

 

 

 

1,782

 

Depreciation and amortization

 

 

121

 

 

 

151

 

 

 

 

 

 

 

 

 

 

Distributions received

 

 

750

 

 

 

750

 

 

 

 

 

 

For the Fiscal Year Ended June 28, 2020

 

 

 

PAL

 

 

UNFs

 

 

Total

 

Net sales

 

$

544,006

 

 

$

17,068

 

 

$

561,074

 

Gross profit

 

 

7,592

 

 

 

2,056

 

 

 

9,648

 

(Loss) income from operations

 

 

(7,484

)

 

 

410

 

 

 

(7,074

)

Net (loss) income

 

 

(2,823

)

 

 

497

 

 

 

(2,326

)

Depreciation and amortization

 

 

33,455

 

 

 

135

 

 

 

33,590

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash received by PAL under cotton rebate program

 

 

11,186

 

 

 

 

 

 

11,186

 

Earnings recognized by PAL for cotton rebate program

 

 

9,697

 

 

 

 

 

 

9,697

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Distributions received

 

 

10,437

 

 

 

 

 

 

10,437