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Joint Venture
6 Months Ended
Mar. 31, 2018
Equity Method Investments and Joint Ventures [Abstract]  
Joint Venture



Note 4.  Joint venture

On January 4, 2016, Woodward and General Electric Company (“GE”), acting through its GE Aviation business unit, consummated the formation of a strategic joint venture between Woodward and GE (the “JV”) to design, develop and source fuel systems for specified existing and all future GE commercial aircraft engines that produce thrust in excess of fifty thousand pounds.

As part of the JV formation, Woodward contributed to the JV certain contractual rights and intellectual property applicable to the existing GE commercial aircraft engine programs within the scope of the JV.  Woodward had no initial cost basis in the JV because Woodward had no cost basis in the contractual rights and intellectual property contributed to the JV.  GE purchased from Woodward a 50% ownership interest in the JV for a $250,000 cash payment to Woodward.  In addition, GE will pay contingent consideration to Woodward consisting of fifteen annual payments of $4,894 per year, which began on January 4, 2017, subject to certain claw-back conditions.  During the three-months ended March 31, 2018,  Woodward received its second annual payment of $4,894, which was recorded as deferred income and included in Net cash provided by operating activities under the caption “Other” on the Condensed Consolidated Statement of Cash Flows.  Neither Woodward nor GE contributed any tangible assets to the JV.

Woodward determined that the JV formation was not the culmination of an earnings event because Woodward has significant performance obligations to support the future operations of the JV.  Therefore, Woodward recorded as deferred income the $250,000 consideration received from GE in January of 2016 for its purchase of a 50% equity interest in the JV.  The $250,000 deferred income will be recognized as an increase to net sales in proportion to revenue realized on sales of applicable fuel systems within the scope of the JV in a particular period as a percentage of total revenue expected to be realized by Woodward over the estimated remaining lives of the underlying commercial aircraft engine programs assigned to the JV.  Unamortized deferred income recorded in connection with the JV formation included accrued liabilities of $6,427 as of March 31, 2018 and $6,451 as of September 30, 2017, and other liabilities of $239,275 as of March 31, 2018 and $236,896 as of September 30, 2017.  Amortization of the deferred income recognized as an increase to sales was $1,486 for the three-months and $2,539 for the six-months ended March 31, 2018, and $1,632 for the three-months and $3,128 for the six-months ended March  31,  2017.  

Woodward and GE jointly manage the JV and any significant decisions and/or actions of the JV require the mutual consent of both parties.  Neither Woodward nor GE has a controlling financial interest in the JV, but both Woodward and GE do have the ability to significantly influence the operating and financial decisions of the JV.  Therefore, Woodward is accounting for its 50% ownership interest in the JV using the equity method of accounting.  The JV is a related party to Woodward.  Other income includes income of $1,006 for the three-months and $1,602 for the six-months ended March 31, 2018, and income of $382 for the three-months and $1,066 for the six-months ended March  31,  2017 related to Woodward’s equity interest in the earnings of the JV.  Woodward received no cash distributions from the JV in the three and six-months ended March 31, 2018, compared to a $2,500 cash distribution from the JV during the three and six-months ended March 31, 2017, which was included in Net cash provided by operating activities under the caption “Other” on the Condensed Consolidated Statement of Cash Flows. Woodward’s net investment in the JV, which is included in other assets, was $7,874 as of March 31, 2018 and $6,272 as of September 30, 2017.  

Woodward’s net sales include $17,077 for the three-months and $30,052 for the six-months ended March 31, 2018 of sales to the JV, compared to $18,415 for the three-months and $33,717 for the six-months ended March  31,  2017.  Woodward recorded a reduction to sales of $6,922 for the three-months and $12,330 for the six-months ended March 31, 2018 related to royalties paid to the JV by Woodward on sales by Woodward directly to third party aftermarket customers, compared to $5,674 for the three-months and $11,077 for the six-months ended March  31,  2017.  The Condensed Consolidated Balance Sheets include “Accounts receivable” of $9,755 at March 31, 2018, and $8,554 at September 30, 2017, related to amounts the JV owed Woodward, and include “Accounts payable” of $6,420 at March 31, 2018, and $6,741 at September 30, 2017, related to amounts Woodward owed the JV.