10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q 

(Mark One)

☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 30, 2024

or

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File No. 1-9973

THE MIDDLEBY CORPORATION

(Exact name of registrant as specified in its charter)  

Delaware	36-3352497
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification Number)

1400 Toastmaster Drive,	Elgin,	Illinois	60120
(Address of principal executive offices)			(Zip Code)

Registrant's telephone number, including area code: (847) 741-3300

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x No o   

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes x   No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “accelerated filer," "large accelerated filer," "smaller reporting company," and "emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐	Non-accelerated filer	☐
Smaller reporting company	☐	Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock	MIDD	Nasdaq Global Select Market

As of May 3, 2024, there were 53,768,507 shares of the registrant's common stock outstanding.

THE MIDDLEBY CORPORATION

QUARTER ENDED MARCH 30, 2024

INDEX

DESCRIPTION		PAGE
PART I.  FINANCIAL INFORMATION
Item 1.	Condensed Consolidated Financial Statements (unaudited)
	CONDENSED CONSOLIDATED BALANCE SHEETS as of MARCH 30, 2024 and DECEMBER 30, 2023	1
	CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME for the three months ended MARCH 30, 2024 and APRIL 1, 2023	2
	CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY for the three months ended MARCH 30, 2024 and APRIL 1, 2023	3
	CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS for the three months ended MARCH 30, 2024 and APRIL 1, 2023	4
	NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS	5
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	28
Item 4.	Controls and Procedures	29
PART II. OTHER INFORMATION
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30
Item 6.	Exhibits	31

PART I. FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

THE MIDDLEBY CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In Thousands, Except Share Data)

(Unaudited)

ASSETS	Mar 30, 2024		Dec 30, 2023
Current assets:
Cash and cash equivalents	$	341,018	$	247,496
Accounts receivable, net of reserve for doubtful accounts of $23,696 and $23,464	605,180		644,576
Inventories, net	943,679		935,867
Prepaid expenses and other	116,302		112,690
Prepaid taxes	15,744		25,230
Total current assets	2,021,923		1,965,859
Property, plant and equipment, net of accumulated depreciation of $349,673 and $339,528	508,140		510,898
Goodwill	2,473,323		2,486,310
Other intangibles, net of amortization of $589,530 and $574,079	1,669,472		1,693,076
Long-term deferred tax assets	8,033		7,945
Pension benefits assets	42,817		38,535
Other assets	206,697		204,069
Total assets	$	6,930,405	$	6,906,692
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current maturities of long-term debt	$	44,543	$	44,822
Accounts payable	233,432		227,080
Accrued expenses	562,908		579,192
Total current liabilities	840,883		851,094
Long-term debt	2,370,107		2,380,373
Long-term deferred tax liability	207,806		216,143
Accrued pension benefits	11,991		12,128
Other non-current liabilities	188,379		197,065
Stockholders' equity:
Preferred stock, $0.01 par value; nonvoting; 2,000,000 shares authorized; none issued	—		—
Common stock, $0.01 par value; 64,210,323 and 63,942,340 shares issued in 2024 and 2023, respectively	148		148
Paid-in capital	493,038		479,216
Treasury stock, at cost; 10,448,781 and 10,338,922 shares in 2024 and 2023, respectively	(923,026)		(906,031)
Retained earnings	3,986,322		3,899,754
Accumulated other comprehensive loss	(245,243)		(223,198)
Total stockholders' equity	3,311,239		3,249,889
Total liabilities and stockholders' equity	$	6,930,405	$	6,906,692

See accompanying notes

1

THE MIDDLEBY CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands, Except Per Share Data)

(Unaudited)

	Three Months Ended
	Mar 30, 2024		Apr 1, 2023
Net sales	$	926,926	$	1,007,396
Cost of sales	580,568		628,661
Gross profit	346,358		378,735
Selling, general and administrative expenses	206,048		215,407
Restructuring expenses	3,177		2,306
Income from operations	137,133		161,022
Interest expense and deferred financing amortization, net	26,274		29,462
Net periodic pension benefit (other than service costs)	(3,678)		(2,251)
Other (income) expense, net	(300)		1,896
Earnings before income taxes	114,837		131,915
Provision for income taxes	28,269		32,826
Net earnings	$	86,568	$	99,089
Net earnings per share:
Basic	$	1.61	$	1.85
Diluted	$	1.59	$	1.82
Weighted average number of shares
Basic	53,654		53,594
Dilutive common stock equivalents	740		783
Diluted	54,394		54,377
Comprehensive income	$	64,523	$	114,918

See accompanying notes

2

THE MIDDLEBY CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

(amounts in thousands)

(Unaudited)

	Common Stock		Paid-in Capital		Treasury Stock		Retained Earnings		Accumulated Other Comprehensive Income/(loss)		Total Stockholders' Equity
Balance, December 30, 2023	$	148	$	479,216	$	(906,031)	$	3,899,754	$	(223,198)	$	3,249,889
Net earnings	—		—		—		86,568		—		86,568
Currency translation adjustments	—		—		—		—		(26,486)		(26,486)
Change in unrecognized pension benefit costs, net of tax of $238	—		—		—		—		1,051		1,051
Unrealized gain on interest rate swap, net of tax of $108	—		—		—		—		3,390		3,390
Stock compensation	—		13,822		—		—		—		13,822
Purchase of treasury stock	—		—		(16,995)		—		—		(16,995)
Balance, March 30, 2024	$	148	$	493,038	$	(923,026)	$	3,986,322	$	(245,243)	$	3,311,239

	Common Stock		Paid-in Capital		Treasury Stock		Retained Earnings		Accumulated Other Comprehensive Income/(loss)		Total Stockholders' Equity
Balance, December 31, 2022	$	147	$	408,376	$	(831,176)	$	3,498,872	$	(278,472)	$	2,797,747
Net earnings	—		—		—		99,089		—		99,089
Currency translation adjustments	—		—		—		—		26,959		26,959
Change in unrecognized pension benefit costs, net of tax of $(76)	—		—		—		—		(2,809)		(2,809)
Unrealized loss on interest rate swap, net of tax of $(2,910)	—		—		—		—		(8,321)		(8,321)
Stock compensation	—		12,232		—		—		—		12,232
Stock issuance	—		5,173		—		—		—		5,173
Purchase of treasury stock	—		—		(67,871)		—		—		(67,871)
Balance, April 1, 2023	$	147	$	425,781	$	(899,047)	$	3,597,961	$	(262,643)	$	2,862,199

See accompanying notes

3

THE MIDDLEBY CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

(Unaudited)

	Three Months Ended
	Mar 30, 2024		Apr 1, 2023
Cash flows from operating activities--
Net earnings	$	86,568	$	99,089
Adjustments to reconcile net earnings to net cash provided by operating activities--
Depreciation and amortization	32,410		34,947
Non-cash share-based compensation	13,822		12,232
Deferred income taxes	(6,309)		(33)
Net periodic pension benefit (other than service costs)	(3,678)		(2,251)
Other non-cash items	691		6,918
Changes in assets and liabilities, net of acquisitions
Accounts receivable, net	36,316		(17,625)
Inventories, net	(12,965)		(30,825)
Prepaid expenses and other assets	6,182		4,555
Accounts payable	7,804		8,557
Accrued expenses and other liabilities	(19,940)		(23,562)
Net cash provided by operating activities	140,901		92,002
Cash flows from investing activities--
Net additions to property, plant and equipment	(13,743)		(25,485)
Purchase of intangible assets	(80)		(1,625)
Acquisitions, net of cash acquired	(2,266)		(9,340)
Net cash used in investing activities	(16,089)		(36,450)
Cash flows from financing activities--
Proceeds under Credit Facility	—		195,000
Repayments under Credit Facility	(10,938)		(190,875)
Net (repayments) proceeds under foreign bank loan	(570)		197
Repurchase of treasury stock	(16,995)		(67,648)
Other, net	(55)		(51)
Net cash used in financing activities	(28,558)		(63,377)
Effect of exchange rates on cash and cash equivalents	(2,732)		2,348
Changes in cash and cash equivalents--
Net increase (decrease) in cash and cash equivalents	93,522		(5,477)
Cash and cash equivalents at beginning of year	247,496		162,001
Cash and cash equivalents at end of period	$	341,018	$	156,524
Non-cash investing and financing activities:
Stock issuance related to acquisition and purchase of intangible assets	$	—	$	5,173

See accompanying notes

4

THE MIDDLEBY CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 30, 2024

(Unaudited)

1)Summary of Significant Accounting Policies

a)Basis of Presentation

The condensed consolidated financial statements have been prepared by The Middleby Corporation (the "company" or “Middleby”), pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The financial statements are unaudited and certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the company believes that the disclosures are adequate to make the information not misleading. These financial statements should be read in conjunction with the financial statements and related notes contained in the company's 2023 Form 10-K. The company’s interim results are not necessarily indicative of future full year results for the fiscal year 2024.

In the opinion of management, the financial statements contain all adjustments, which are normal and recurring in nature, necessary to present fairly the financial position of the company as of March 30, 2024 and December 30, 2023, the results of operations for the three months ended March 30, 2024 and April 1, 2023, cash flows for the three months ended March 30, 2024 and April 1, 2023 and statement of stockholders' equity for the three months ended March 30, 2024 and April 1, 2023.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses. Significant estimates and assumptions are used for, but are not limited to, allowances for doubtful accounts, reserves for excess and obsolete inventories, long-lived and intangible assets, warranty reserves, insurance reserves, income tax reserves, non-cash share-based compensation and post-retirement obligations. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed in the notes herein.

b)Non-Cash Share-Based Compensation

The company estimates the fair value of market-based stock awards and stock options at the time of grant and recognizes compensation cost over the vesting period of the awards and options. Non-cash share-based compensation expense was $13.8 million and $12.2 million for the three months period ended March 30, 2024 and April 1, 2023, respectively.

c)Income Taxes

A tax provision of $28.3 million, at an effective rate of 24.6%, was recorded during the three months period ended March 30, 2024, as compared to a $32.8 million tax provision at an effective rate of 24.9% in the prior year period. The effective tax rate for the three months period ended March 30, 2024 is higher than the U.S. statutory tax rate of 21% primarily due to state taxes and foreign tax rate differentials.

5

d)Fair Value Measures 

Accounting Standards Codification ("ASC") 820 "Fair Value Measurements and Disclosures" defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into the following levels:

Level 1 – Quoted prices in active markets for identical assets or liabilities.

Level 2 – Inputs, other than quoted prices in active markets, that are observable either directly or indirectly.

Level 3 – Unobservable inputs based the company's own assumptions.

The company’s financial assets and liabilities that are measured at fair value and are categorized using the fair value hierarchy are as follows (in thousands):

	Fair Value Level 1		Fair Value Level 2		Fair Value Level 3		Total
As of March 30, 2024
Financial Assets:
Interest rate swaps	$	—	$	46,060	$	—	$	46,060
Financial Liabilities:
Contingent consideration	$	—	$	—	$	52,039	$	52,039
Foreign exchange derivative contracts	$	—	$	196	$	—	$	196
As of December 30, 2023
Financial Assets:
Interest rate swaps	$	—	$	42,779	$	—	$	42,779
Foreign exchange derivative contracts	$	—	$	29	$	—	$	29
Financial Liabilities:
Contingent consideration	$	—	$	—	$	51,538	$	51,538

The contingent consideration as of March 30, 2024 and December 30, 2023, relates to the earnout provisions recorded in conjunction with various purchase agreements.

Earn-out liabilities are classified within Level 3 in the fair value hierarchy, as the methodology used to estimate fair value includes significant unobservable inputs reflecting management’s own assumptions. The earnout provisions associated with these acquisitions are based upon performance measurements related to sales and earnings, as defined in the respective purchase agreement. On a quarterly basis, the company assesses the projected results for each of the acquisitions in comparison to the earnout targets and adjusts the liability accordingly. Discount rates for valuing contingent consideration are determined based on the company rates and specific acquisition risk considerations. Changes in fair value associated with the earnout provisions are recognized in Selling, general and administrative expenses within the Condensed Consolidated Statements of Comprehensive Income.

The following table represents changes in the fair value of the contingent consideration liabilities:

	March 30, 2024
Beginning balance	$	51,538
Payments of contingent consideration	(19)
Changes in fair value	520
Ending balance	$	52,039

6

e)    Consolidated Statements of Cash Flows

Cash paid for interest was $27.9 million and $30.5 million for the three months ended March 30, 2024 and April 1, 2023, respectively. Cash payments totaling $8.4 million and $8.0 million were made for income taxes for the three months ended March 30, 2024 and April 1, 2023, respectively.

Other non-cash items in the adjustments to reconcile net earnings to net cash provided by operating activities consists primarily of unrealized foreign exchange on non-functional currency third party debt.

f)    Earnings Per Share

“Basic earnings per share” is calculated based upon the weighted average number of common shares actually outstanding, and “diluted earnings per share” is calculated based upon the weighted average number of common shares outstanding and other dilutive securities.

The company’s potentially dilutive securities consist of shares issuable on vesting of restricted stock grants computed using the treasury method and amounted to 3,000 and 2,000 for the three months ended March 30, 2024 and April 1, 2023, respectively. For the three months ended March 30, 2024 and April 1, 2023, the average market price of the company's common stock exceeded the exercise price of the Convertible Notes (as defined below) resulting in 737,000 and 781,000 diluted common stock equivalents to be included in the diluted net earnings per share, respectively. There have been no material conversions to date. See Note 12, Financing Arrangements for further details on the Convertible Notes. There were no anti-dilutive restricted stock grants excluded from common stock equivalents in any period presented.

7

2)    Acquisitions and Purchase Accounting

The company accounts for all business combinations using the acquisition method to record a new cost basis for the assets acquired and liabilities assumed. The difference between the purchase price and the fair value of the assets acquired and liabilities assumed has been recorded as goodwill in the financial statements. The company recognizes identifiable intangible assets, primarily trade names and customer relationships, at their fair value using a discounted cash flow model. The significant assumptions used to estimate the value of the intangible assets include revenue growth rates, projected profit margins, discount rates, royalty rates, and customer attrition rates. These significant assumptions are forward-looking and could be affected by future economic and market conditions. The results of operations are reflected in the consolidated financial statements of the company from the dates of acquisition.

The company completed no material acquisitions during the three months ended March 30, 2024.

2023 Acquisitions

During 2023, the company completed various acquisitions that were not individually material. The following estimated fair values of assets acquired and liabilities assumed are based on the information that was available as of the acquisition dates for the 2023 acquisitions and are summarized as follows (in thousands):

	Preliminary Opening Balance Sheet		Preliminary Measurement Period Adjustments		Adjusted Opening Balance Sheet
Cash	$	3,102	$	—	$	3,102
Current assets	9,964		98		10,062
Property, plant and equipment	21,954		(214)		21,740
Goodwill	38,422		2,990		41,412
Other intangibles	34,337		(722)		33,615
Other assets	—		5		5
Current liabilities	(3,774)		(1,146)		(4,920)
Long-term deferred tax liability	(958)		16		(942)
Other non-current liabilities	(12,099)		(216)		(12,315)
Consideration paid at closing	$	90,948	$	811	$	91,759
Contingent consideration	14,743		216		14,959
Net assets acquired and liabilities assumed	$	105,691	$	1,027	$	106,718

The net long-term deferred tax liability amounted to $0.9 million. The net deferred tax liability is comprised of $0.3 million related to the difference between the book and tax basis of identifiable intangible assets and $0.6 million related to the difference between the book and tax basis on identifiable tangible asset and liability accounts.

The goodwill and $17.9 million of other intangibles associated with the trade names are subject to the non-amortization provisions of ASC 350. Other intangibles also include $7.2 million allocated to customer relationships, $7.9 million allocated to developed technology, and $0.6 million allocated to backlog, which are being amortized over periods of 7 years, 7 to 12 years, and 9 months, respectively. Goodwill of $17.9 million and other intangibles of $7.8 million are allocated to the Food Processing Equipment Group for segment reporting purposes. Goodwill of $9.9 million and other intangibles of $14.1 million are allocated to the Commercial Foodservice Equipment Group for segment reporting purposes. Goodwill of $13.6 million and other intangibles of $11.7 million are allocated to the Residential Kitchen Equipment Group for segment reporting purposes. Of these assets, goodwill of $39.7 million and intangibles of $32.2 million are expected to be deductible for tax purposes.

8

Four purchase agreements include earnout provisions providing for a contingent payment due to the sellers for the achievement of certain targets. Four earnouts are payable to the extent certain sales and EBITDA targets are met with measurement dates ending between 2024 and 2026. One earnout is payable upon the achievement of certain product rollout targets specific to the year of measurement. The contractual obligation associated with the contingent earnout provisions recognized on the acquisition date amount to $15.0 million.

The company believes that information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed, but the company is waiting for additional information necessary to finalize those fair values for certain acquisitions completed during 2023. Certain intangible assets are preliminarily valued using historical information from the Commercial Foodservice Equipment Group, Food Processing Equipment Group and Residential Kitchen Equipment Group, and qualitative assessments of the individual businesses at acquisition date. Specifically, the company estimated the fair values of the intangible assets based on the percentage of purchase price assigned to similar intangible assets in previous acquisitions. Thus, the provisional measurements of fair values set forth above are subject to change. The company expects to complete the purchase price allocation as soon as practicable but no later than one year from the acquisition date.

Pro Forma Financial Information

In accordance with ASC 805 Business Combinations, the following unaudited pro forma results of operations for the three months ended March 30, 2024 and April 1, 2023, assumes the 2023 and 2024 acquisitions described above were completed on January 1, 2023 (first day of fiscal year 2023). The following pro forma results include adjustments to reflect amortization of intangibles associated with the acquisition and the effects of adjustments made to the carrying value of certain assets (in thousands, except per share data): 

	Three Months Ended
	March 30, 2024		April 1, 2023
Net sales	$	926,926	$	1,016,112
Net earnings	86,671		98,723
Net earnings per share:
Basic	$	1.62	$	1.84
Diluted	$	1.59	$	1.82

The historical consolidated financial information of the company and the acquisitions have been adjusted in the pro forma information to give effect to events that are (1) directly attributable to the transactions, (2) factually supportable and (3) expected to have a continuing impact on the combined results. Pro forma data may not be indicative of the results that would have been obtained had these acquisitions occurred at the beginning of the periods presented, nor is it intended to be a projection of future results. Additionally, the pro forma financial information does not reflect the costs which the company has incurred or may incur to integrate the acquired businesses.

3)    Litigation Matters

From time to time, the company is subject to proceedings, lawsuits and other claims related to products, suppliers, employees, customers and competitors. The company maintains insurance to partially cover product liability, workers compensation, property and casualty, and general liability matters. The company is required to assess the likelihood of any adverse judgments or outcomes to these matters as well as potential ranges of probable losses. A determination of the amount of accrual required, if any, for these contingencies is made after assessment of each matter and the related insurance coverage. The required accrual may change in the future due to new developments or changes in approach, such as a change in settlement strategy in dealing with these matters. The company does not believe that any pending litigation will have a material effect on its financial condition, results of operations or cash flows.

9

4)    Recently Issued Accounting Standards

In November 2023, the FASB issued Accounting Standard Update ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendment requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker, as well as disclosure of the title and position of the Chief Operating Decision Maker (“CODM”). This guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted and the amendments in this update are required to be applied on a retrospective basis. The company is currently evaluating the impact the adoption of this guidance will have on its Consolidated Financial Statements and disclosures.

In December 2023, the FASB issued Accounting Standard Update ASU No. 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands the disclosures required in an entity’s income tax rate reconciliation table. This ASU requires consistent categories and greater disaggregation of information presented in the effective tax rate reconciliation and requires disclosure of income taxes paid both domestic and foreign jurisdictions, and also for individual jurisdictions that are greater than 5% of total income taxes paid. The guidance is effective for the company beginning on January 1, 2025 and is required to be applied prospectively, with retrospective application to prior periods allowed. Early adoption is permitted. The company is currently evaluating the impact the adoption of this guidance will have on its Consolidated Financial Statements and disclosures.

In March 2024, the SEC issued a final rule under SEC Release No. 33-11275, The Enhancement and Standardization of Climate-Related Disclosures for Investors. This rule will require large accelerated filers to disclose material climate-related risks that are reasonably likely to have a material impact on its business, results of operations or financial condition. Additionally, required information about climate-related risks involves the disclosure of material direct and indirect greenhouse gas emissions from operations. The new rules will also require disclosure within the notes to the financial statements of the effects of severe weather events and natural conditions and information on any climate-related targets or goals, subject to certain materiality thresholds. The final rule, if adopted, includes a phased-in compliance period which will begin phasing in with the company's annual report for the year ending December 31, 2025.

In April 2024, the SEC determined to voluntarily stay the final rules pending certain legal challenges. The company is currently evaluating the impact the adoption of this guidance will have on its Consolidated Financial Statements and disclosures.

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5)    Revenue Recognition

Disaggregation of Revenue

The company disaggregates its net sales by reportable operating segment and geographical location as the company believes it best depicts how the nature, timing and uncertainty of its net sales and cash flows are affected by economic factors. In general, the Commercial Foodservice Equipment and Residential Foodservice Equipment Groups recognize revenue at the point in time control transfers to their customers based on contractual shipping terms. Revenue from equipment sold under the company's long-term contracts within the Food Processing Equipment group is recognized over time as the equipment is manufactured and assembled. The following table summarizes the company's net sales by reportable operating segment and geographical location (in thousands):

	Commercial  Foodservice		Food Processing		Residential Kitchen		Total
Three Months Ended March 30, 2024
United States and Canada	$	426,528	$	103,030	$	107,041	$	636,599
Asia	51,387		6,368		2,596		60,351
Europe and Middle East	90,465		41,825		62,157		194,447
Latin America	21,964		11,460		2,105		35,529
Total	$	590,344	$	162,683	$	173,899	$	926,926
Three Months Ended April 1, 2023
United States and Canada	$	452,655	$	116,900	$	143,959	$	713,514
Asia	56,526		8,587		3,189		68,302
Europe and Middle East	86,965		34,059		70,386		191,410
Latin America	17,789		13,957		2,424		34,170
Total	$	613,935	$	173,503	$	219,958	$	1,007,396

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Contract Balances

Contract assets primarily relate to the company's right to consideration for work completed but not billed at the reporting date and are recorded in prepaid expenses and other in the Condensed Consolidated Balance Sheet. Contract assets are transferred to receivables when the right to consideration becomes unconditional. Accounts receivable are not considered contract assets under the revenue standard as contract assets are conditioned upon the company's future satisfaction of a performance obligation. Accounts receivable, in contracts, are unconditional rights to consideration.

Contract liabilities relate to advance consideration received from customers for which revenue has not been recognized. Current contract liabilities are recorded in accrued expenses in the Condensed Consolidated Balance Sheet. Non-current contract liabilities are recorded in other non-current liabilities in the Condensed Consolidated Balance Sheet. Contract liabilities are reduced when the associated revenue from the contract is recognized.

The following table provides information about contract assets and contract liabilities from contracts with customers (in thousands):

	Mar 30, 2024		Dec 30, 2023
Contract assets	$	49,858	$	47,072
Contract liabilities	$	110,673	$	118,681
Non-current contract liabilities	$	15,314	$	15,721

During the three months period ended March 30, 2024, the company reclassified $17.4 million to receivables, which was included in the contract asset balance at the beginning of the period. During the three months period ended March 30, 2024, the company recognized revenue of $38.5 million which was included in the contract liability balance at the beginning of the period. Additions to contract liabilities representing amounts billed to clients in excess of revenue recognized to date were $52.9 million during the three months period ended March 30, 2024. Substantially all of the company's outstanding performance obligations will be satisfied within 12 to 36 months. There were no contract asset impairments during the three months period ended March 30, 2024.

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6)    Other Comprehensive Income

Changes in accumulated other comprehensive income(1) were as follows (in thousands):

	Currency Translation Adjustment		Pension Benefit Costs		Unrealized Gain/(Loss) Interest Rate Swap		Total
Balance as of December 30, 2023	$	(145,490)	$	(109,713)	$	32,005	$	(223,198)
Other comprehensive income before reclassification	(26,486)		619		10,956		(14,911)
Amounts reclassified from accumulated other comprehensive income	—		432		(7,566)		(7,134)
Net current-period other comprehensive income	$	(26,486)	$	1,051	$	3,390	$	(22,045)
Balance as of March 30, 2024	$	(171,976)	$	(108,662)	$	35,395	$	(245,243)
Balance as of December 31, 2022	$	(205,345)	$	(121,701)	$	48,574	$	(278,472)
Other comprehensive income before reclassification	26,959		(3,479)		(1,312)		22,168
Amounts reclassified from accumulated other comprehensive income	—		670		(7,009)		(6,339)
Net current-period other comprehensive income	$	26,959	$	(2,809)	$	(8,321)	$	15,829
Balance as of April 1, 2023	$	(178,386)	$	(124,510)	$	40,253	$	(262,643)

(1) As of March 30, 2024, pension and unrealized gain on interest rate swap amounts, net of tax, are $4.2 million and $11.1 million, respectively. During the three months ended March 30, 2024, the adjustments to pension and unrealized gain/(loss) on interest rate swap amounts, net of tax, are $0.2 million and $0.1 million, respectively. As of April 1, 2023, pension and unrealized gain/(loss) on interest rate swap amounts, net of tax, were $(2.1) million and $13.9 million, respectively. During the three months ended April 1, 2023, the adjustments to pension and unrealized loss on interest rate swap amounts, net of tax, were $(0.1) million and $(2.9) million, respectively.

Components of other comprehensive income were as follows (in thousands):

	Three Months Ended
	Mar 30, 2024		Apr 1, 2023
Net earnings	$	86,568	$	99,089
Currency translation adjustment	(26,486)		26,959
Pension liability adjustment, net of tax	1,051		(2,809)
Unrealized gain (loss) on interest rate swaps, net of tax	3,390		(8,321)
Comprehensive income	$	64,523	$	114,918

7)    Inventories

Inventories are composed of material, labor and overhead and are stated at the lower of cost or net realizable value. Costs for inventory have been determined using the first-in, first-out ("FIFO") method. The company estimates reserves for inventory obsolescence and shrinkage based on its judgment of future realization. Inventories at March 30, 2024 and December 30, 2023 are as follows (in thousands): 

	Mar 30, 2024		Dec 30, 2023
Raw materials and parts	$	498,418	$	495,488
Work-in-process	80,496		80,102
Finished goods	364,765		360,277
	$	943,679	$	935,867

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8)    Goodwill

Changes in the carrying amount of goodwill for the three months ended March 30, 2024 are as follows (in thousands):

	Commercial Foodservice		Food Processing		Residential Kitchen		Total
Balance as of December 30, 2023	$	1,329,056	$	375,217	$	782,037	$	2,486,310
Goodwill acquired during the year	—		520		—		520
Measurement period adjustments to goodwill acquired in prior year	265		—		—		265
Exchange effect	(6,352)		(3,880)		(3,540)		(13,772)
Balance as of March 30, 2024	$	1,322,969	$	371,857	$	778,497	$	2,473,323

The annual impairment assessment for goodwill and indefinite-lived intangible assets is performed as of the first day of the fourth quarter and since that assessment, the company does not believe there are any indicators of impairment requiring subsequent analysis. This is supported by the review of order rates, backlog levels and financial performance across business segments.

9)    Intangibles

Intangible assets consist of the following (in thousands):

	March 30, 2024					December 30, 2023
	Estimated Weighted Avg Remaining Life	Gross Carrying Amount		Accumulated Amortization		Estimated Weighted Avg Remaining Life	Gross Carrying Amount		Accumulated Amortization
Amortized intangible assets:
Customer relationships	6.9	$	842,699	$	(542,995)	7.0	$	845,326	$	(529,533)
Developed technology	8.1	98,325		(46,535)		8.3	98,593		(44,546)
		$	941,024	$	(589,530)		$	943,919	$	(574,079)
Indefinite-lived assets:
Trademarks and tradenames		$	1,317,978				$	1,323,236

The aggregate intangible amortization expense was $17.4 million and $21.2 million for the three months period ended March 30, 2024 and April 1, 2023, respectively. The estimated future amortization expense of intangible assets is as follows (in thousands):

 

Twelve Month Period coinciding with the end of the company's Fiscal First Quarter	Amortization Expense
2025	$	60,802
2026	56,607
2027	52,086
2028	44,031
2029	37,581
Thereafter	100,387
	$	351,494

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10)    Accrued Expenses

Accrued expenses consist of the following (in thousands):

	Mar 30, 2024		Dec 30, 2023
Accrued payroll and related expenses	$	118,573	$	121,514
Contract liabilities	110,673		118,681
Accrued warranty	89,340		89,039
Accrued customer rebates	33,962		59,267
Accrued short-term leases	26,078		26,417
Accrued contingent consideration	25,558		17,791
Accrued professional fees	23,254		18,461
Accrued sales and other tax	21,078		24,568
Accrued agent commission	14,476		16,956
Accrued product liability and workers compensation	11,455		11,169
Other accrued expenses	88,461		75,329
	$	562,908	$	579,192

11)    Warranty Costs

In the normal course of business, the company issues product warranties for specific product lines and provides for the estimated future warranty cost in the period in which the sale is recorded. The estimate of warranty cost is based on contract terms and historical warranty loss experience that is periodically adjusted for recent actual experience. Because warranty estimates are forecasts that are based on the best available information, actual claims costs may differ from amounts provided. Adjustments to initial obligations for warranties are made as changes in the obligations become reasonably estimable.

A rollforward of the warranty reserve is as follows (in thousands):

	Three Months Ended
	Mar 30, 2024
Balance as of December 30, 2023	$	89,039
Warranty expense	22,837
Warranty claims	(22,536)
Balance as of March 30, 2024	$	89,340

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12)    Financing Arrangements

	Mar 30, 2024		Dec 30, 2023
	(in thousands)
Term loan facility	940,008		945,913
Delayed draw term loan facility	721,875		726,563
Convertible senior notes	742,399		741,501
Foreign loans	9,735		10,531
Other debt arrangement	633		687
Total debt	2,414,650		2,425,195
Less:  Current maturities of long-term debt	44,543		44,822
Long-term debt	$	2,370,107	$	2,380,373

Credit Facility

As of March 30, 2024, the company had $1.7 billion of borrowings outstanding under its credit facility (the "Credit Facility"), including $943.8 million outstanding under the term loan ($940.0 million, net of unamortized issuance fees) and $721.9 million outstanding under the delayed draw term loan. The company also had $1.5 million in outstanding letters of credit as of March 30, 2024, which reduces the borrowing availability under the Credit Facility. Remaining borrowing capacity under this facility was $2.8 billion at March 30, 2024.

On August 11, 2022, the company borrowed $750.0 million against the delayed draw term facility as provided under the Credit Agreement. The funds were used to reduce outstanding borrowings under the revolver. The delayed draw term loan amortizes in quarterly installments due on the last day of each fiscal quarter, and commenced on December 31, 2022, in an amount equal to 0.625% of the principal drawn, with the balance, plus any accrued interest payable by October 21, 2026.

At March 30, 2024, borrowings under the Credit Facility accrued interest at a rate of 1.375% above the daily simple or term Secured Overnight Financing Rate (“SOFR”) per annum or 0.375% above the highest of the prime rate, the federal funds rate plus 0.50% and one month Term SOFR plus 1.00%. The interest rates on borrowings under the Credit Facility may be adjusted quarterly based on the company’s Funded Debt less Unrestricted Cash to Pro Forma EBITDA (the “Leverage Ratio”) on a rolling four-quarter basis. Additionally, a commitment fee based upon the Leverage Ratio is charged on the unused portion of the commitments under the Credit Facility. As of March 30, 2024, borrowings under the Credit Facility accrued interest at a minimum of 1.375% above SOFR and the variable unused commitment fee will be at a minimum of 0.20%. Borrowings under the Credit Facility accrue interest at a minimum of 1.375% above the daily simple SOFR or term SOFR for the applicable interest period (each of which includes a spread adjustment of 0.10%). The average interest rate per annum, inclusive of hedging instruments, on the debt under the Credit Facility was equal to 5.18% at the end of the period and the variable commitment fee was equal to 0.20% per annum as of March 30, 2024.

The term loan and delayed draw term loan facilities had an average interest rate per annum, inclusive of hedging instruments, of 5.18% as of March 30, 2024.

In addition, the company has international credit facilities to fund working capital needs outside the United States. At March 30, 2024, these foreign credit facilities amounted to $9.7 million in U.S. Dollars with a weighted average per annum interest rate of approximately 2.35%.

The company’s debt is reflected on the balance sheet at cost. The fair values of the Credit Facility, term debt and foreign and other debt is based on the amount of future cash flows associated with each instrument discounted using the company's incremental borrowing rate. The company believes its interest rate margins, based on the company’s Leverage Ratio, on its existing debt are consistent with current market conditions and therefore the carrying value of debt reflects the fair value. The carrying value and estimated aggregate fair value, a level 2 measurement, based primarily on market prices, of debt excluding the Convertible Notes is as follows (in thousands):

	Mar 30, 2024				Dec 30, 2023
	Carrying Value		Fair Value		Carrying Value		Fair Value
Total debt excluding convertible senior notes	$	1,672,251	$	1,675,993	$	1,683,694	$	1,687,781

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The company uses floating-to-fixed interest rate swap agreements to hedge variable interest rate risk associated with the Credit Facility. At March 30, 2024, the company had outstanding floating-to-fixed interest rate swaps totaling $70.0 million notional amount carrying an average interest rate of 2.19% maturing in less than 12 months and $670.0 million notional amount carrying an average interest rate of 1.64% that mature in more than 12 months but less than 47 months.

At March 30, 2024, the company was in compliance with all covenants pursuant to its borrowing agreements.

Convertible Notes

The following table summarizes the outstanding principal amount and carrying value of the Convertible Notes:

	Mar 30, 2024		Dec 30, 2023
	(in thousands)
Principal amounts:
Principal	$	747,499	$	747,499
Unamortized issuance costs	(5,100)		(5,998)
Net carrying amount	$	742,399	$	741,501

The following table summarizes total interest expense recognized related to the Convertible Notes:

	Three Months Ended
	Mar 30, 2024		Apr 1, 2023
Contractual interest expense	$	1,868	$	1,869
Interest cost related to amortization of issuance costs	898		898
Total interest expense	$	2,766	$	2,767

The estimated fair value of the Convertible Notes was $977.9 million as of March 30, 2024 and was determined through consideration of quoted market prices. The fair value is classified as Level 2, as defined in Note 1(d), Fair Value Measurements, in these Notes to the Condensed Consolidated Financial Statement. The if-converted value of the Convertible Notes did not exceed their respective principal value as of March 30, 2024.

Capped Call Transactions

In connection with the pricing of the Convertible Notes, the company entered into privately negotiated Capped Call Transactions (the "2020 Capped Call Transactions") and the company used the net proceeds of the offering of the Convertible Notes to pay the aggregate amount of $104.7 million for them. The company entered into two tranches of privately negotiated Capped Call Transactions in December 2021 (the "2021 Capped Call Transactions") in the aggregate amount of $54.6 million. On March 15, 2022, the company entered into an additional tranche of privately negotiated Capped Call Transactions (the "2022 Capped Call Transactions") in the amount of $9.7 million.

The 2020, 2021, and 2022 Capped Call Transactions (collectively, the "Capped Call Transactions") are expected generally to reduce the potential dilution and/or offset the cash payments the company is required to make in excess of the principal amount of the Convertible Notes upon conversion of the Convertible Notes in the event that the market price per share of the company's common stock is greater than the strike price of the Capped Call Transactions (which initially corresponds to the initial conversion price of the Convertible Notes and is subject to certain adjustments under the terms of the Capped Call Transactions), with such reduction and/or offset subject to a cap based on the cap price of the Capped Call Transactions. The 2020 Capped Call Transactions have an initial cap price of $207.93 per share of the company's common stock. The 2021 Capped Call Transactions have initial cap prices of $216.50 and $225.00 per share of the company's common stock. The 2022 Capped Call Transactions have an initial cap price of $229.00 per share. The Capped Call Transactions cover, initially, the number of shares of the company's common stock underlying the Convertible Notes, subject to anti-dilution adjustments substantially similar to those applicable to the Convertible Notes.

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The Capped Call Transactions are separate transactions entered into by the company with the capped call counterparties, and are not part of the terms of the Convertible Notes and will not affect any holder's right under the Convertible Notes. Holders of the Convertible Notes will not have any rights with respect to the Capped Call Transactions. The Capped Call Transactions do not meet the criteria for separate accounting as a derivative as they are indexed to the company's stock. The premiums paid of the Capped Call Transactions have been included as a net reduction to additional paid-in capital with stockholders' equity.

13)    Financial Instruments

Foreign Exchange: The company uses foreign currency forward, foreign exchange swaps and option purchase and sales contracts to hedge its exposure to changes in foreign currency exchange rates. The company’s primary hedging activities are to mitigate its exposure to changes in exchange rates on intercompany and third-party trade receivables and payables. The company does not currently enter into derivative financial instruments for speculative purposes. In managing its foreign currency exposures, the company identifies and aggregates naturally occurring offsetting positions and then hedges residual balance sheet exposures. The notional amount of foreign currency contracts outstanding was $267.5 million and $253.1 million as of March 30, 2024 and December 30, 2023, respectively. The fair value of the forward and option contracts was a loss of $0.2 million at the end of the first quarter of 2024.

Interest Rate: The company has entered into interest rate swaps to fix the interest rate applicable to certain of its variable-rate debt. The agreements swapped one-month LIBOR for fixed rates. In February 2022, the company entered into an additional floating-to-fixed interest rate swap agreement that uses a daily SOFR in lieu of LIBOR. In April 2023, all outstanding LIBOR swap agreements were amended to one month term SOFR. The company has designated these swaps as cash flow hedges and all changes in fair value of the swaps are recognized in accumulated other comprehensive income. As of March 30, 2024, the fair value of these instruments was an asset of $46.1 million. The change in fair value of these swap agreements in the first three months of 2024 was a gain of $3.4 million, net of taxes.

The following table summarizes the company’s fair value of interest rate swaps (in thousands):

	Condensed Consolidated Balance Sheet Presentation	Mar 30, 2024		Dec 30, 2023
Fair value	Prepaid expense and other	$	1,630	$	2,897
Fair value	Other assets	$	44,430	$	39,882

The impact on earnings from interest rate swaps was as follows (in thousands):

		Three Months Ended
	Presentation of Gain/(loss)	Mar 30, 2024		Apr 1, 2023
Gain/(loss) recognized in accumulated other comprehensive income	Other comprehensive income	$	10,847	$	(4,222)
Gain/(loss) reclassified from accumulated other comprehensive income (effective portion)	Interest expense	$	7,566	$	7,009

Interest rate swaps are subject to default risk to the extent the counterparties are unable to satisfy their settlement obligations under the interest rate swap agreements. The company reviews the credit profile of the financial institutions that are counterparties to such swap agreements and assesses their creditworthiness prior to entering into the interest rate swap agreements and throughout the term. The interest rate swap agreements typically contain provisions that allow the counterparty to require early settlement in the event that the company becomes insolvent or is unable to maintain compliance with its covenants under its existing debt agreements.

14)    Segment Information

The company operates in three reportable operating segments defined by management reporting structure and operating activities.

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The Commercial Foodservice Equipment Group has a broad portfolio of foodservice equipment, which enables it to serve virtually any cooking, warming, holding, refrigeration, freezing and beverage application within a commercial kitchen or foodservice operation. This equipment is used across all types of foodservice operations, including quick-service restaurants, full-service restaurants, ghost kitchens, convenience stores, supermarkets, retail outlets, hotels and other institutions. The products offered by this group include conveyor ovens, combi-ovens, convection ovens, baking ovens, proofing ovens, deck ovens, speed cooking ovens, hydrovection ovens, ranges, fryers, rethermalizers, steam cooking equipment, food warming equipment, catering equipment, heated cabinets, charbroilers, ventless cooking systems, kitchen ventilation, induction cooking equipment, countertop cooking equipment, toasters, griddles, charcoal grills, professional mixers, stainless steel fabrication, custom millwork, professional refrigerators, blast chillers, coldrooms, ice machines, freezers, soft serve ice cream equipment, coffee and beverage dispensing equipment, home and professional craft brewing equipment, fry dispensers, bottle filling and canning equipment, IoT solutions and controls development and manufacturing.

The Food Processing Equipment Group offers a broad portfolio of processing solutions for customers producing protein products, such as bacon, salami, hot dogs, dinner sausages, poultry and lunchmeats and baked goods such as muffins, cookies, crackers, pies, bread and buns. Through its broad line of products, the company is able to deliver a wide array of food preparation, thermal processing, slicing/packaging, facility automation and equipment sanitation solutions to service a variety of food processing requirements demanded by its customers. The company can offer highly integrated full processing line solutions that provide a food processing operation a uniquely integrated solution providing for the highest level of food quality, product consistency, and reduced operating costs resulting from increased product yields, increased capacity and greater throughput and reduced labor costs through automation. The products offered by this group include a wide array of cooking and baking solutions, including batch ovens, baking ovens, proofing ovens, conveyor belt ovens, continuous processing ovens, frying systems and automated thermal processing systems. The company also provides a comprehensive portfolio of complementary food preparation equipment such as tumblers, massagers, grinders, slicers, reduction and emulsion systems, mixers, blenders, battering equipment, breading equipment, seeding equipment, water cutting systems, food presses, food suspension equipment, filling and depositing solutions, and forming equipment, as well as a variety of automated loading and unloading systems, automated washing systems, auto-guided vehicles, food safety, food handling, freezing, defrosting and packaging equipment. This portfolio of equipment can be integrated to provide customers a highly efficient and customized solution.

The Residential Kitchen Equipment Group has a broad portfolio of innovative and professional-style residential kitchen equipment. The products offered by this group include ranges, cookers, stoves, cooktops, microwaves, ovens, refrigerators, dishwashers, undercounter refrigeration, wine cellars, ice machines, beer dispensers, ventilation equipment, mixers, rotisseries and outdoor cooking equipment.

The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The chief operating decision maker evaluates individual segment performance based on operating income.

Net Sales Summary

(dollars in thousands)

	Three Months Ended
	Mar 30, 2024				Apr 1, 2023
	Sales		Percent		Sales		Percent
Business Segments:
Commercial Foodservice	$	590,344	63.7	%	$	613,935	61.0	%
Food Processing	162,683		17.5		173,503		17.2
Residential Kitchen	173,899		18.8		219,958		21.8
Total	$	926,926	100.0	%	$	1,007,396	100.0	%

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The following table summarizes the results of operations for the company's business segments(1) (dollars in thousands):

	Commercial  Foodservice		Food Processing		Residential Kitchen		Corporate and Other(2)		Total
Three Months Ended March 30, 2024
Net sales	$	590,344	$	162,683	$	173,899	$	—	$	926,926
Income (loss) from operations (3)	131,658		32,352		4,537		(31,414)		137,133
Depreciation expense (4)	7,021		2,031		3,805		416		13,273
Amortization expense (5)	13,594		1,954		1,802		1,787		19,137
Net capital expenditures	6,084		1,817		5,259		583		13,743
Total assets	$	3,722,126	$	992,876	$	1,939,293	$	276,110	$	6,930,405
Three Months Ended April 1, 2023
Net sales	$	613,935	$	173,503	$	219,958	$	—	$	1,007,396
Income (loss) from operations (3)	136,562		34,687		21,186		(31,413)		161,022
Depreciation expense (4)	6,166		2,097		3,447		267		11,977
Amortization expense (5)	14,808		4,137		2,238		1,787		22,970
Net capital expenditures	16,906		2,203		6,214		162		25,485
Total assets	$	3,827,805	$	1,007,569	$	1,999,632	$	121,131	$	6,956,137

(1)Non-operating expenses are not allocated to the operating segments. Non-operating expenses consist of interest expense and deferred financing amortization, foreign exchange gains and losses and other income and expense items outside of income from operations.

(2)Includes corporate and other general company assets and operations.

(3)Restructuring expenses are allocated in operating income by segment.

(4)Includes depreciation on right of use assets.

(5)Includes amortization of deferred financing costs and Convertible Notes issuance costs.

Geographic Information

Long-lived assets, not including goodwill and other intangibles (in thousands):

	Mar 30, 2024		Apr 1, 2023
United States and Canada	$	506,334	$	476,073
Asia	39,136		36,597
Europe and Middle East	207,847		149,031
Latin America	12,370		13,688
Total international	$	259,353	$	199,316
	$	765,687	$	675,389

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15)    Employee Retirement Plans

The following table summarizes the company's net periodic pension benefit related to the AGA Group pension plans (in thousands):

	Three Months Ended
	Mar 30, 2024		Apr 1, 2023
Net Periodic Pension Benefit:
Interest cost	$	10,780	$	11,138
Expected return on assets	(15,297)		(14,219)
Amortization of net loss	13		7
Amortization of prior service cost	659		631
	$	(3,845)	$	(2,443)

The pension costs for all other plans of the company were not material during the period. The service cost component is recognized within Selling, general and administrative expenses and the non-operating components of pension benefit are included within Net periodic pension benefit (other than service cost) in the Condensed Consolidated Statements of Comprehensive Income.

16)    Share Repurchases

In November 2017, the company's Board of Directors approved a stock repurchase program authorizing the company to repurchase in the aggregate up to 2,500,000 shares of its outstanding common stock. In May 2022, the company's Board of Directors approved the company to repurchase an additional 2,500,000 shares of its outstanding common stock under the current program. The company did not purchase shares of its common stock under the program during the three months ended March 30, 2024. As of March 30, 2024, 3,116,364 shares had been purchased under the stock repurchase program and 1,883,636 shares remained authorized for repurchase.

The company also treats shares withheld for tax purposes on behalf of employees in connection with the vesting of restricted share grants as common stock repurchases because they reduce the number of shares that would have been issued upon vesting. During the three months ended March 30, 2024, the company repurchased 109,859 shares of its common stock that were surrendered to the company for withholding taxes related to restricted stock vestings for $17.0 million.

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Special Notes Regarding Forward-Looking Statements

This report contains forward-looking statements subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. The company cautions readers that these projections are based upon future results or events and are highly dependent upon a variety of important factors which could cause such results or events to differ materially from any forward-looking statements which may be deemed to have been made in this report, or which are otherwise made by or on behalf of the company. Such factors include, but are not limited to, volatility in earnings resulting from goodwill impairment losses which may occur irregularly and in varying amounts; variability in financing costs and interest rates; quarterly variations in operating results; dependence on key customers; international exposure; foreign exchange and political risks affecting international sales; unfavorable tax law changes and tax authority rulings; ability to protect trademarks, copyrights and other intellectual property; cybersecurity attacks and other breaches in security; changing market conditions, including inflation; the impact of competitive products and pricing; the timely development and market acceptance of the company’s products; the availability and cost of raw materials; the company's continued ability to realize profitable growth through the sourcing and completion of strategic acquisitions; and other risks detailed herein and from time-to-time in the company’s SEC filings, including the company’s 2023 Annual Report on Form 10-K. All forward-looking statements are expressly qualified in their entirety by these cautionary statements. The forward-looking statements included in this report are made only as of the date hereof and, except as required by federal securities laws and rules and regulations of the SEC, the company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Current Events

Inflation and Interest Rate Environment

The company has been negatively impacted by inflation in wages, logistics, energy, raw materials and component costs. Price increases and pricing strategies have been implemented to mitigate the impact of cost inflation on margins and the company continues to actively monitor costs. High inflation an uncertainty surrounding the Federal Reserve's interest rate policy decisions have led to increased interest rates 2023 and the first quarter of 2024, which combined with global macroeconomic uncertainty has and may continue to impact customer demand. Most notably in our residential segment, we have faced recent demand headwinds due to macroeconomic conditions. Even in light of such headwinds, we remain focused on delivering strong financial results and executing on our long-term strategy and profitability objectives.

Supply Chain, Labor and Logistics Constraints

The company continues to actively monitor global supply chain, labor and logistics constraints, which have had a negative impact on the company's ability to source parts and complete and ship units. While the company is seeing improvement on certain supply chain and logistics constraints, supply chains for certain key components remain distressed. The decreased availability of resources and inflationary costs have resulted in heightened inventory levels. To combat these pressures, the company has evaluated alternative sourcing, dual sourcing and collaborated across the organization, where appropriate, without materially presenting new risks or increasing current risks around quality and reliability. Our capital resources have been and the company expects they will continue to be sufficient to address these challenges.

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Net Sales Summary

(dollars in thousands)

	Three Months Ended
	Mar 30, 2024				Apr 1, 2023
	Sales		Percent		Sales		Percent
Business Segments:
Commercial Foodservice	$	590,344	63.7	%	$	613,935	61.0	%
Food Processing	162,683		17.5		173,503		17.2
Residential Kitchen	173,899		18.8		219,958		21.8
Total	$	926,926	100.0	%	$	1,007,396	100.0	%

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Results of Operations

 The following table sets forth certain consolidated statements of earnings items as a percentage of net sales for the periods:

	Three Months Ended
	Mar 30, 2024		Apr 1, 2023
Net sales	100.0	%	100.0	%
Cost of sales	62.6		62.4
Gross profit	37.4		37.6
Selling, general and administrative expenses	22.2		21.4
Restructuring	0.4		0.2
Income from operations	14.8		16.0
Interest expense and deferred financing amortization, net	2.8		2.9
Net periodic pension benefit (other than service costs)	(0.4)		(0.2)
Other (income) expense, net	0.1		0.2
Earnings before income taxes	12.3		13.1
Provision for income taxes	3.0		3.3
Net earnings	9.3	%	9.8	%

24

Three Months Ended March 30, 2024 as compared to Three Months Ended April 1, 2023

NET SALES. Net sales for the three months period ended March 30, 2024 decreased by $80.5 million or 8.0% to $926.9 million as compared to $1,007.4 million in the three months period ended April 1, 2023. Net sales increased by $3.8 million, or 0.4%, from the fiscal 2023 acquisitions of Flavor Burst, Blue Sparq, Filtration Automation, Terry, and Trade-Wind. Excluding acquisitions, net sales decreased $84.3 million, or 8.4%, from the prior year period. The impact of foreign exchange rates on foreign sales translated into U.S. Dollars for the three months period ended March 30, 2024 increased net sales by approximately $3.6 million or 0.4%. Excluding the impact of foreign exchange and acquisitions, sales decreased 8.7% for the three months period ended March 30, 2024 as compared to the prior year period, including a net sales decrease of 4.2% at the Commercial Foodservice Equipment Group, a net sales decrease of 7.7% at the Food Processing Equipment Group and a net sales decrease of 22.3% at the Residential Kitchen Equipment Group.

•Net sales of the Commercial Foodservice Equipment Group decreased by $23.6 million, or 3.8%, to $590.3 million in the three months period ended March 30, 2024, as compared to $613.9 million in the prior year period. Net sales from the acquisitions of Flavor Burst, Blue Sparq, and Terry, which were acquired on January 24, 2023, April 3, 2023 and July 5, 2023, respectively, accounted for an increase of $1.0 million during the three months period ended March 30, 2024. Excluding the impact of acquisitions, net sales of the Commercial Foodservice Equipment Group decreased $24.6 million, or 4.0%, as compared to the prior year period. Excluding the impact of foreign exchange and acquisitions, net sales decreased $25.6 million, or 4.2%, at the Commercial Foodservice Equipment Group. Domestically, the company realized a sales decrease of $26.1 million, or 5.8%, to $426.5 million, as compared to $452.6 million in the prior year period. This includes an increase of $0.9 million from the recent acquisitions. Excluding the acquisitions, the net decrease in domestic sales was $27.0 million, or 6.0%. The decrease in domestic sales is related to slow market conditions. International sales increased $2.5 million, or 1.5%, to $163.8 million, as compared to $161.3 million in the prior year period. This includes an increase of $0.1 million from the recent acquisitions and an increase of $1.0 million related to the favorable impact of exchange rates. Excluding the impact of foreign exchange and acquisitions, the net sales increase in international sales was $1.4 million, or 0.9%. The increase in international sales is related to improvements in market conditions, primarily in the European and Latin American markets.

•Net sales of the Food Processing Equipment Group decreased by $10.8 million, or 6.2%, to $162.7 million in the three months period ended March 30, 2024, as compared to $173.5 million in the prior year period. Excluding the impact of the acquisition of Filtration Automation, acquired June 13, 2023, net sales of the Food Processing Equipment Group decreased $12.6 million, or 7.3%, as compared to the prior year period. Excluding the impact of foreign exchange and the acquisition, net sales decreased $13.3 million, or 7.7%, at the Food Processing Equipment Group. Domestically, the company realized a sales decrease of $13.9 million, or 11.9%, to $103.0 million, as compared to $116.9 million in the prior year period. This includes an increase of $1.7 million from the recent acquisitions. Excluding the acquisition, the net decrease in domestic sales was $15.6 million, or 13.3%. International sales increased $3.1 million, or 5.5%, to $59.7 million, as compared to $56.6 million in the prior year period. This includes an increase of $0.1 million from the recent acquisitions and an increase of $0.7 million related to the favorable impact of exchange rates. Excluding the impact of foreign exchange and the acquisition, the net sales increase in international sales was $2.3 million, or 4.1%. The increase in international sales is primarily related to bakery product growth in the European markets.

•Net sales of the Residential Kitchen Equipment Group decreased by $46.1 million, or 21.0%, to $173.9 million in the three months period ended March 30, 2024, as compared to $220.0 million in the prior year period. Excluding the impact of the acquisition of Trade-Wind, acquired August 1, 2023, net sales decreased $47.1 million, or 21.4%. Excluding the impact of foreign exchange and the acquisition, net sales decreased $49.0 million, or 22.3% at the Residential Kitchen Equipment Group. Domestically, the company realized a sales decrease of $37.0 million, or 25.7%, to $107.0 million, as compared to $144.0 million in the prior year period. Excluding the acquisition, the net decrease in domestic sales was $38.0 million, or 26.4%. International sales decreased $9.1 million, or 12.0%, to $66.9 million, as compared to $76.0 million in the prior year period. This includes an increase of $1.9 million related to the favorable impact of exchange rates. Excluding the impact of foreign exchange, the net sales decrease in international sales was $11.0 million, or 14.5%. The decrease in domestic and international sales was primarily driven by challenging market conditions.

25

GROSS PROFIT. Gross profit decreased to $346.4 million in the three months period ended March 30, 2024, as compared to $378.7 million in the prior year period, primarily reflecting lower sales volumes. The impact of foreign exchange rates increased gross profit by approximately $1.2 million. The gross margin rate was 37.4% in the three months period ended March 30, 2024, as compared to 37.6% in the prior year period.

•Gross profit at the Commercial Foodservice Equipment Group decreased by $11.1 million, or 4.6%, to $231.0 million in the three months period ended March 30, 2024, as compared to $242.1 million in the prior year period. Gross profit from the acquisitions of Flavor Burst, Blue Sparq, and Terry increased gross profit by $0.5 million. Excluding acquisitions, gross profit decreased by $11.6 million. The impact of foreign exchange rates increased gross profit by approximately $0.3 million. The gross margin rate decreased to 39.1%, as compared to 39.4% in the prior year period related to lower sales volumes. The gross margin rate, excluding acquisitions and the impact of foreign exchange, was 39.1%.

•Gross profit at the Food Processing Equipment Group decreased by $2.2 million, or 3.4%, to $63.4 million in the three months period ended March 30, 2024, as compared to $65.6 million in the prior year period. The impact of foreign exchange rates increased gross profit by approximately $0.3 million. Excluding the acquisition, gross profit decreased by $3.0 million. The gross profit margin rate increased to 39.0%, as compared to 37.8% in the prior year period. The gross margin rate, excluding acquisitions and the impact of foreign exchange, was 38.9%.

•Gross profit at the Residential Kitchen Equipment Group decreased by $19.2 million, or 27.3%, to $51.2 million in the three months period ended March 30, 2024, as compared to $70.4 million in the prior year period. The impact of foreign exchange rates increased gross profit by approximately $0.6 million. Excluding the acquisition, gross profit decreased by $19.8 million related to lower sales volume. The gross margin rate decreased to 29.4%, as compared to 32.0% in the prior year period. The gross margin rate excluding the acquisition and the impact of foreign exchange was 29.2%.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Combined selling, general and administrative expenses decreased to $206.0 million in the three months period ended March 30, 2024, as compared to $215.4 million in the three months period ended April 1, 2023. As a percentage of net sales, selling, general, and administrative expenses were 22.2% in the three months period ended March 30, 2024 as compared to 21.4% in the three months period ended April 1, 2023.

Selling, general and administrative expenses reflect increased costs of $2.5 million associated with acquisitions, including $0.3 million of intangible amortization expense. Selling, general and administrative expenses decreased primarily due to lower compensation costs, selling and marketing expenses and intangible amortization expense. Foreign exchange rates had an unfavorable impact of $0.9 million.

RESTRUCTURING EXPENSES. Restructuring expenses increased $0.9 million to $3.2 million for the three months period ended March 30, 2024, as compared to $2.3 million for the three months period ended April 1, 2023. Restructuring expenses in the three months period ended March 30, 2024 related primarily to headcount reductions and facility consolidations within all three segments. Restructuring expenses in the three months period ended April 1, 2023 related primarily to headcount reductions and facility consolidations within the Residential Kitchen Equipment Group.

NON-OPERATING EXPENSES. Interest and deferred financing amortization costs were $26.3 million in the three months period ended March 30, 2024, as compared to $29.5 million in the prior year period primarily reflecting the decrease in debt levels on our current debt structure. Net periodic pension benefit (other than service costs) increased $1.4 million to $3.7 million in the three months period ended March 30, 2024, as compared to $2.3 million in the prior year period related to the slight decrease in discount rate used to calculate the interest cost and increase in expected return on assets as a result of the higher assets value. Other income was $0.3 million in the three months period ended March 30, 2024, as compared to other expense $1.9 million in the prior year period and consists mainly of foreign exchange gains and losses.

INCOME TAXES. A tax provision of $28.3 million, at an effective rate of 24.6%, was recorded during the three months period ended March 30, 2024, as compared to $32.8 million at an effective rate of 24.9%, in the prior year period. The effective tax rate for the three months period ended March 30, 2024 is higher than the U.S. statutory tax rate of 21% primarily due to state taxes and foreign tax rate differentials.

26

Financial Condition and Liquidity

 Total cash and cash equivalents increased by $184.5 million to $341.0 million at March 30, 2024 from $156.5 million at April 1, 2023. Total debt amounted to $2.4 billion at March 30, 2024 and December 30, 2023.

OPERATING ACTIVITIES. Net cash provided by operating activities after changes in assets and liabilities amounted to $140.9 million as compared to $92.0 million in the prior year.

During the three months period ended March 30, 2024, working capital changes meaningfully impacted operating cash flows primarily driven by increased inventory levels of $13.0 million, a decrease in accounts receivable of $36.3 million due to lower sales volumes and a decrease of $19.9 million in accrued expenses and other liabilities including impacts from the timing of payments made for taxes, various customer programs and incentive programs.

INVESTING ACTIVITIES. During the three months period ended March 30, 2024, net cash used for investing activities amounted to $16.1 million. Cash used to fund an acquisition amounted to $2.3 million. Additionally, $13.7 million was expended, primarily for upgrades of production equipment and manufacturing facilities.

FINANCING ACTIVITIES. Net cash flows used for financing activities amounted to $28.6 million during the three months period ended March 30, 2024. The company’s borrowing activities during 2024 included $10.9 million of net repayments under its Credit Facility. Additionally, during 2024, the company used $17.0 million to repurchase 109,859 shares of Middleby common stock that were surrendered to the company for withholding taxes related to restricted stock vestings.

At March 30, 2024, the company was in compliance with all covenants pursuant to its borrowing agreements. The company believes that its current capital resources, including cash and cash equivalents, cash expected to be generated from operations, funds available from its current lenders and access to the credit and capital markets will be sufficient to finance its operations, debt service obligations, capital expenditures, product development and expenditures for the foreseeable future.

Recently Issued Accounting Standards

See Part I, Item 1, Notes to Condensed Consolidated Financial Statements, Note 4 - Recently Issued Accounting Standards, of this Quarterly Report on Form 10-Q.

Critical Accounting Policies and Estimates

Management's discussion and analysis of financial condition and results of operations are based upon the company's consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires the company to make significant estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses as well as related disclosures. On an ongoing basis, the company evaluates its estimates and judgments based on historical experience and various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions and any such differences could be material to the company's consolidated financial statements. There have been no changes in the company's critical accounting policies, which include revenue recognition, inventories, goodwill and indefinite-life intangibles, convertible debt, pensions benefits, and income taxes, as discussed in the company's Annual Report on Form 10-K for the year ended December 30, 2023 (the “2023 Annual Report on Form 10-K”).

27

Item 3.   Quantitative and Qualitative Disclosures About Market Risk 

Interest Rate Risk 

The company is exposed to market risk related to changes in interest rates. The following table summarizes the maturity of the company’s debt obligations:

Twelve Month Period coinciding with the end of the company's Fiscal First Quarter	Variable Rate Debt
2025	$	44,542
2026	786,112
2027	1,578,282
2028	705
2029 and thereafter	5,009
	$	2,414,650

The company is exposed to interest rate risk on its floating-rate debt. The company has entered into interest rate swaps to fix the interest rate applicable to certain of its variable-rate debt. The agreements swapped one-month LIBOR for fixed rates. In February 2022, the company entered into an additional floating-to-fixed interest rate swap agreement that uses a daily SOFR in lieu of LIBOR. In April 2023, all outstanding LIBOR swap agreements were amended to one month term SOFR. The company has designated these swaps as cash flow hedges and all changes in fair value of the swaps are recognized in accumulated other comprehensive income. As of March 30, 2024, the fair value of these instruments was an asset of $46.1 million. The change in fair value of these swap agreements in the first three months of 2024 was a gain of $3.4 million, net of taxes. The potential net loss on fair value for such instruments from a hypothetical 10% adverse change in quoted interest rates would not have a material impact on the company's financial position, results of operations and cash flows.

The company has Convertible Notes that were issued in August 2020, which carry a fixed annual interest rate of 1.00%. As such, the company does not have economic interest rate exposure on the Convertible Notes. The fair value of the Convertible Notes is subject to interest rate risk, market risk and other factors due to its conversion feature. The fair value of the Convertible Notes is also affected by the price and volatility of the company’s common stock and will generally increase or decrease as the market price of our common stock changes. The interest and market value changes affect the fair value of the Convertible Notes but do not impact the company’s financial position, cash flows or results of operations due to the fixed nature of the debt obligation. Additionally, the company carries the Convertible Notes at face value, less any unamortized discount on the balance sheet and presents the fair value for disclosure purposes only.

Foreign Exchange Derivative Financial Instruments

The company uses derivative financial instruments, principally foreign currency forward purchase and sale contracts with terms of less than one year, to hedge its exposure to changes in foreign currency exchange rates. The company’s primary hedging activities are to mitigate its exposure to changes in exchange rates on intercompany and third-party trade receivables and payables. The company does not currently enter into derivative financial instruments for speculative purposes. In managing its foreign currency exposures, the company identifies and aggregates naturally occurring offsetting positions and then hedges residual balance sheet exposures. The potential net loss on fair value for such instruments from a hypothetical 10% adverse change in quoted foreign exchange rates would not have a material impact on the company's financial position, results of operations and cash flows. The fair value of the forward and option contracts was a loss of $0.2 million at the end of the first quarter of 2024.

28

Item 4. Controls and Procedures

The company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the company's Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to the company's management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As of March 30, 2024, the company carried out an evaluation, under the supervision and with the participation of the company's management, including the company's Chief Executive Officer and Chief Financial Officer, of the effectiveness of the company's disclosure controls and procedures. Based on the foregoing, the company's Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of the end of this period. 

During the quarter ended March 30, 2024, there has been no change in the company's internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the company's internal control over financial reporting.

29

PART II. OTHER INFORMATION

The company was not required to report the information pursuant to Items 1 through 6 of Part II of Form 10-Q for the three months ended March 30, 2024, except as follows:

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

c) Issuer Purchases of Equity Securities 

	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan or Program	Maximum Number of Shares that May Yet be Purchased Under the Plan or Program (1)
December 31, 2023 to January 27, 2024	—	$	—	—	1,883,636
January 28, 2024 to February 24, 2024	—	—		—	1,883,636
February 25, 2024 to March 30, 2024	—	—		—	1,883,636
Quarter ended March 30, 2024	—	$	—	—	1,883,636

(1) On November 7, 2017, the company's Board of Directors resolved to terminate the company's existing share repurchase program, effective as of such date, which was originally adopted in 1998, and approved a new stock repurchase program. This program authorizes the company to repurchase in the aggregate up to 2,500,000 shares of its outstanding common stock. In May 2022, the company's Board of Directors approved the company to repurchase an additional 2,500,000 shares of its outstanding common stock under the current program. As of March 30, 2024, the total number of shares authorized for repurchase under the program is 5,000,000. As of March 30, 2024, 3,116,364 shares had been purchased under the stock repurchase program and 1,883,636 shares remained authorized for repurchase.  

    In the consolidated financial statements, the company also treats shares withheld for tax purposes on behalf of employees in connection with the vesting of restricted share grants as common stock repurchases because they reduce the number of shares that would have been issued upon vesting. These withheld shares are not considered common stock repurchases under the authorized common stock repurchase plan and accordingly are not included in the common stock repurchase totals in the preceding table.

30

Item 6. Exhibits

Exhibits:
Exhibit 31.1 –	Rule 13a-14(a)/15d -14(a) Certification of the Chief Executive Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 31.2 –	Rule 13a-14(a)/15d -14(a) Certification of the Chief Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.1 –	Certification by the Principal Executive Officer of The Middleby Corporation Pursuant to Rule 13A-14(b) under the Exchange Act and Section 906 of the Sarbanes-Oxley Act of 2002(18 U.S.C. 1350).
Exhibit 32.2 –	Certification by the Principal Financial Officer of The Middleby Corporation Pursuant to Rule 13A-14(b) under the Exchange Act and Section 906 of the Sarbanes-Oxley Act of 2002(18 U.S.C. 1350).
Exhibit 101 –	Financial statements on Form 10-Q for the quarter ended March 30, 2024, filed on May 9, 2024, formatted in Inline Extensive Business Reporting Language (iXBRL); (i) condensed consolidated balance sheets, (ii) condensed consolidated statements of earnings, (iii) condensed statements of cash flows, (iv) notes to the condensed consolidated financial statements.
Exhibit 104 –	Cover Page Interactive Data File (formatted as Inline Extensive Business Reporting Language (iXBRL) and contained in Exhibit 101).

31

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		THE MIDDLEBY CORPORATION
		(Registrant)
Date:	May 9, 2024	By:	/s/ Bryan E. Mittelman
			Bryan E. Mittelman
			Chief Financial Officer

32

EX-31.1

EXHIBIT 31.1

CERTIFICATIONS

I, Timothy J. FitzGerald, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of The Middleby Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.

Date: May 9, 2024

/s/ Timothy J. FitzGerald

Timothy J. FitzGerald

Chief Executive Officer of The Middleby Corporation

EX-31.2

EXHIBIT 31.2

CERTIFICATIONS

I, Bryan E. Mittelman, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of The Middleby Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.

Date: May 9, 2024

/s/ Bryan E. Mittelman

Bryan E. Mittelman

Chief Financial Officer of The Middleby Corporation

EX-32.1

EXHIBIT 32.1

CERTIFICATION BY THE PRINCIPAL EXECUTIVE OFFICER OF

THE MIDDLEBY CORPORATION

PURSUANT TO RULE 13A-14(b) UNDER THE EXCHANGE ACT AND

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (18 U.S.C. 1350)

This certification is being furnished pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

I, Timothy J. FitzGerald, Chief Executive Officer (principal executive officer) of The Middleby Corporation (the “Registrant”), certify, to the best of my knowledge, based upon a review of the Quarterly Report on Form 10-Q for the period ended March 30, 2024 of the Registrant (the “Report”), that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act; and

(2)The information contained in the Report fairly presents, in all material aspects, the financial condition and results of operations of the Registrant.

Date: May 9, 2024

/s/ Timothy J. FitzGerald

Timothy J. FitzGerald

EX-32.2

EXHIBIT 32.2

CERTIFICATION BY THE PRINCIPAL FINANCIAL OFFICER OF

THE MIDDLEBY CORPORATION

PURSUANT TO RULE 13A-14(b) UNDER THE EXCHANGE ACT AND

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (18 U.S.C. 1350)

This certification is being furnished pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

I, Bryan E. Mittelman, Chief Financial Officer (principal financial officer) of The Middleby Corporation (the “Registrant”), certify, to the best of my knowledge, based upon a review of the Quarterly Report on Form 10-Q for the period ended March 30, 2024 of the Registrant (the “Report”), that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act; and

(2)The information contained in the Report fairly presents, in all material aspects, the financial condition and results of operations of the Registrant.

Date: May 9, 2024

/s/ Bryan E. Mittelman

Bryan E. Mittelman

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 30, 2024	May 03, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 30, 2024
Document Transition Report	false
Entity File Number	1-9973
Entity Registrant Name	THE MIDDLEBY CORPORATION
Entity Central Index Key	0000769520
Current Fiscal Year End Date	--12-28
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	36-3352497
Entity Address, Address Line One	1400 Toastmaster Drive,
Entity Address, City or Town	Elgin,
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60120
City Area Code	(847)
Local Phone Number	741-3300
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Shell Company	false
Title of 12(b) Security	Common Stock
Trading Symbol	MIDD
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		53,768,507
Entity Small Business	false
Entity Emerging Growth Company	false

XML

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 30, 2024	Dec. 30, 2023
Current assets:
Cash and cash equivalents	$ 341,018	$ 247,496
Accounts receivable, net of reserve for doubtful accounts of $23,696 and $23,464	605,180	644,576
Inventories, net	943,679	935,867
Prepaid expenses and other	116,302	112,690
Prepaid Taxes	15,744	25,230
Total current assets	2,021,923	1,965,859
Property, plant and equipment, net of accumulated depreciation of $349,673 and $339,528	508,140	510,898
Goodwill	2,473,323	2,486,310
Other intangibles	1,669,472	1,693,076
Long-term deferred tax assets	8,033	7,945
Assets for Plan Benefits, Defined Benefit Plan	42,817	38,535
Other assets	206,697	204,069
Total assets	6,930,405	6,906,692
Current liabilities:
Current maturities of long-term debt	44,543	44,822
Accounts payable	233,432	227,080
Accrued expenses	562,908	579,192
Total current liabilities	840,883	851,094
Long-term debt	2,370,107	2,380,373
Deferred Income Tax Liabilities, Net	207,806	216,143
Liability, Defined Benefit Pension Plan, Noncurrent	11,991	12,128
Other non-current liabilities	188,379	197,065
Stockholders' equity:
Preferred stock, $0.01 par value; nonvoting; 2,000,000 shares authorized; none issued	0	0
Common stock, $0.01 par value; 64,210,323 and 63,942,340 shares issued in 2024 and 2023, respectively	148	148
Cumulative Effect Period of Adoption ASU 2020-06, Paid-in capital	493,038	479,216
Treasury stock, at cost; 10,448,781 and 10,338,922 shares in 2024 and 2023, respectively	(923,026)	(906,031)
Cumulative Effect Period of Adoptions ASU 2020-06, Retained earnings	3,986,322	3,899,754
Accumulated other comprehensive loss	(245,243)	(223,198)
Total stockholders' equity	3,311,239	3,249,889
Total liabilities and stockholders' equity	$ 6,930,405	$ 6,906,692

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 30, 2024	Dec. 30, 2023
Accounts receivable, reserve for doubtful accounts	$ 23,696	$ 23,464
Property, plant and equipment, accumulated depreciation	$ 349,673	$ 339,528
Preferred stock, par value (in usd per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	2,000,000	2,000,000
Preferred stock, shares issued	0	0
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common stock, shares issued	64,210,323	63,942,340
Treasury stock, shares	10,448,781	10,338,922
Long-term deferred tax assets	$ 8,033	$ 7,945
Finite-Lived Intangible Assets, Accumulated Amortization	$ 589,530	$ 574,079

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands		3 Months Ended
		Mar. 30, 2024	Apr. 01, 2023
Revenue from Contract with Customer, Excluding Assessed Tax		$ 926,926	$ 1,007,396
Cost of sales		580,568	628,661
Gross profit		346,358	378,735
Selling, General and Administrative Expense		206,048	215,407
Restructuring Charges		3,177	2,306
Income from operations	[1],[2]	137,133	161,022
Net interest expense and deferred financing amortization, net		26,274	29,462
Net periodic pension benefit (other than service costs)		(3,678)	(2,251)
Other (income) expense, net		(300)	1,896
Earnings before income taxes		114,837	131,915
Provision for income taxes		28,269	32,826
Net earnings		$ 86,568	$ 99,089
Net earnings per share:
Earnings Per Share, Basic		$ 1.61	$ 1.85
Earnings Per Share, Diluted		$ 1.59	$ 1.82
Weighted average number of shares
Basic (in shares)		53,654,000	53,594,000
Dilutive common stock equivalents (in shares)		740,000	783,000
Diluted (in shares)		54,394,000	54,377,000
Comprehensive income		$ 64,523	$ 114,918

[1] .

[2] Restructuring expenses are allocated in operating income by segment. (4)Includes depreciation on right of use assets.

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CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY Statement - USD ($) $ in Thousands	Total	Common Stock	Paid-in Capital	Treasury Stock, Common	Retained Earnings	Accumulated Other Comprehensive Income (loss)
Balance, Beginning at Dec. 31, 2022	$ 2,797,747	$ 147	$ 408,376	$ (831,176)	$ 3,498,872	$ (278,472)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	99,089	0	0	0	99,089	0
Currency translation adjustment	26,959	0	0	0	0	26,959
Change in unrecognized pension benefit costs, net of tax	(2,809)	0	0	0	0	(2,809)
Unrealized gain (loss) on interest rate swamp, net of tax	(8,321)	0	0	0	0	(8,321)
Stock compensation	12,232	0	12,232	0	0	0
Stock issuance	5,173	0	5,173	0	0	0
Purchase of treasury stock	(67,871)	0	0	(67,871)	0	0
Balance, Ending at Apr. 01, 2023	2,862,199	147	425,781	(899,047)	3,597,961	(262,643)
Balance, Beginning at Dec. 30, 2023	3,249,889	148	479,216	(906,031)	3,899,754	(223,198)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	86,568	0	0	0	86,568	0
Currency translation adjustment	(26,486)	0	0	0	0	(26,486)
Change in unrecognized pension benefit costs, net of tax	1,051	0	0	0	0	1,051
Unrealized gain (loss) on interest rate swamp, net of tax	3,390	0	0	0	0	3,390
Stock compensation	13,822	0	13,822	0	0	0
Purchase of treasury stock	(16,995)	0	0	(16,995)	0	0
Balance, Ending at Mar. 30, 2024	$ 3,311,239	$ 148	$ 493,038	$ (923,026)	$ 3,986,322	$ (245,243)

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CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, Tax	$ 238	$ (76)
Unrealized gain on interest rate swap, tax	$ 108	$ (2,910)

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Cash flows from operating activities--
Net earnings	$ 86,568	$ 99,089
Adjustments to reconcile net earnings to net cash provided by operating activities--
Depreciation and amortization expense	32,410	34,947
Non-cash share-based compensation	13,822	12,232
Deferred income taxes	(6,309)	(33)
Net periodic pension benefit (other than service costs)	(3,678)	(2,251)
Other Noncash Income (Expense)	691	6,918
Changes in assets and liabilities, net of acquisitions
Accounts receivable, net	36,316	(17,625)
Inventories, net	(12,965)	(30,825)
Prepaid expenses and other assets	6,182	4,555
Accounts payable	7,804	8,557
Accrued expenses and other liabilities	(19,940)	(23,562)
Net cash provided by operating activities	140,901	92,002
Cash flows from investing activities--
Additions to property and equipment	(13,743)	(25,485)
Payments to Acquire Intangible Assets	(80)	(1,625)
Acquisitions, net of cash acquired	(2,266)	(9,340)
Net cash (used in) investing activities	(16,089)	(36,450)
Cash flows from financing activities--
Proceeds under Credit Facility	0	195,000
Repayments under Credit Facility	10,938	190,875
Net (repayments) proceeds under foreign bank loan	(570)	197
Repurchase of treasury stock	(16,995)	(67,648)
Other, net	(55)	(51)
Net cash (used in) provided by financing activities	(28,558)	(63,377)
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Disposal Group, Including Discontinued Operations	(2,732)	2,348
Changes in cash and cash equivalents--
Net (decrease) increase in cash and cash equivalents	93,522	(5,477)
Cash and cash equivalents at beginning of year	247,496	162,001
Cash and cash equivalents at end of quarter	341,018	156,524
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract]
Stock issuance related to acquisition and purchase of intangible assets	$ 0	$ 5,173

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Summary of Significant Accounting Policies

3 Months Ended

Mar. 30, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

a)Basis of Presentation

The condensed consolidated financial statements have been prepared by The Middleby Corporation (the "company" or “Middleby”), pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The financial statements are unaudited and certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the company believes that the disclosures are adequate to make the information not misleading. These financial statements should be read in conjunction with the financial statements and related notes contained in the company's 2023 Form 10-K. The company’s interim results are not necessarily indicative of future full year results for the fiscal year 2024.

In the opinion of management, the financial statements contain all adjustments, which are normal and recurring in nature, necessary to present fairly the financial position of the company as of March 30, 2024 and December 30, 2023, the results of operations for the three months ended March 30, 2024 and April 1, 2023, cash flows for the three months ended March 30, 2024 and April 1, 2023 and statement of stockholders' equity for the three months ended March 30, 2024 and April 1, 2023.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses. Significant estimates and assumptions are used for, but are not limited to, allowances for doubtful accounts, reserves for excess and obsolete inventories, long-lived and intangible assets, warranty reserves, insurance reserves, income tax reserves, non-cash share-based compensation and post-retirement obligations. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed in the notes herein.

b)Non-Cash Share-Based Compensation

The company estimates the fair value of market-based stock awards and stock options at the time of grant and recognizes compensation cost over the vesting period of the awards and options. Non-cash share-based compensation expense was $13.8 million and $12.2 million for the three months period ended March 30, 2024 and April 1, 2023, respectively.

c)Income Taxes

A tax provision of $28.3 million, at an effective rate of 24.6%, was recorded during the three months period ended March 30, 2024, as compared to a $32.8 million tax provision at an effective rate of 24.9% in the prior year period. The effective tax rate for the three months period ended March 30, 2024 is higher than the U.S. statutory tax rate of 21% primarily due to state taxes and foreign tax rate differentials.

d)Fair Value Measures 

Accounting Standards Codification ("ASC") 820 "Fair Value Measurements and Disclosures" defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into the following levels:

Level 1 – Quoted prices in active markets for identical assets or liabilities.

Level 2 – Inputs, other than quoted prices in active markets, that are observable either directly or indirectly.

Level 3 – Unobservable inputs based the company's own assumptions.

The company’s financial assets and liabilities that are measured at fair value and are categorized using the fair value hierarchy are as follows (in thousands):

	Fair Value Level 1		Fair Value Level 2		Fair Value Level 3		Total
As of March 30, 2024
Financial Assets:
Interest rate swaps	$	—	$	46,060	$	—	$	46,060
Financial Liabilities:
Contingent consideration	$	—	$	—	$	52,039	$	52,039
Foreign exchange derivative contracts	$	—	$	196	$	—	$	196
As of December 30, 2023
Financial Assets:
Interest rate swaps	$	—	$	42,779	$	—	$	42,779
Foreign exchange derivative contracts	$	—	$	29	$	—	$	29
Financial Liabilities:
Contingent consideration	$	—	$	—	$	51,538	$	51,538

The contingent consideration as of March 30, 2024 and December 30, 2023, relates to the earnout provisions recorded in conjunction with various purchase agreements.

Earn-out liabilities are classified within Level 3 in the fair value hierarchy, as the methodology used to estimate fair value includes significant unobservable inputs reflecting management’s own assumptions. The earnout provisions associated with these acquisitions are based upon performance measurements related to sales and earnings, as defined in the respective purchase agreement. On a quarterly basis, the company assesses the projected results for each of the acquisitions in comparison to the earnout targets and adjusts the liability accordingly. Discount rates for valuing contingent consideration are determined based on the company rates and specific acquisition risk considerations. Changes in fair value associated with the earnout provisions are recognized in Selling, general and administrative expenses within the Condensed Consolidated Statements of Comprehensive Income.

The following table represents changes in the fair value of the contingent consideration liabilities:

	March 30, 2024
Beginning balance	$	51,538
Payments of contingent consideration	(19)
Changes in fair value	520
Ending balance	$	52,039

e)    Consolidated Statements of Cash Flows

Cash paid for interest was $27.9 million and $30.5 million for the three months ended March 30, 2024 and April 1, 2023, respectively. Cash payments totaling $8.4 million and $8.0 million were made for income taxes for the three months ended March 30, 2024 and April 1, 2023, respectively.

Other non-cash items in the adjustments to reconcile net earnings to net cash provided by operating activities consists primarily of unrealized foreign exchange on non-functional currency third party debt.

f)    Earnings Per Share

“Basic earnings per share” is calculated based upon the weighted average number of common shares actually outstanding, and “diluted earnings per share” is calculated based upon the weighted average number of common shares outstanding and other dilutive securities.

The company’s potentially dilutive securities consist of shares issuable on vesting of restricted stock grants computed using the treasury method and amounted to 3,000 and 2,000 for the three months ended March 30, 2024 and April 1, 2023, respectively. For the three months ended March 30, 2024 and April 1, 2023, the average market price of the company's common stock exceeded the exercise price of the Convertible Notes (as defined below) resulting in 737,000 and 781,000 diluted common stock equivalents to be included in the diluted net earnings per share, respectively. There have been no material conversions to date. See Note 12, Financing Arrangements for further details on the Convertible Notes. There were no anti-dilutive restricted stock grants excluded from common stock equivalents in any period presented.

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Acquisitions and Purchase Accounting

3 Months Ended

Mar. 30, 2024

Business Combinations [Abstract]

Business Combination Disclosure

Acquisitions and Purchase Accounting

The company accounts for all business combinations using the acquisition method to record a new cost basis for the assets acquired and liabilities assumed. The difference between the purchase price and the fair value of the assets acquired and liabilities assumed has been recorded as goodwill in the financial statements. The company recognizes identifiable intangible assets, primarily trade names and customer relationships, at their fair value using a discounted cash flow model. The significant assumptions used to estimate the value of the intangible assets include revenue growth rates, projected profit margins, discount rates, royalty rates, and customer attrition rates. These significant assumptions are forward-looking and could be affected by future economic and market conditions. The results of operations are reflected in the consolidated financial statements of the company from the dates of acquisition.

The company completed no material acquisitions during the three months ended March 30, 2024.

2023 Acquisitions

During 2023, the company completed various acquisitions that were not individually material. The following estimated fair values of assets acquired and liabilities assumed are based on the information that was available as of the acquisition dates for the 2023 acquisitions and are summarized as follows (in thousands):

	Preliminary Opening Balance Sheet		Preliminary Measurement Period Adjustments		Adjusted Opening Balance Sheet
Cash	$	3,102	$	—	$	3,102
Current assets	9,964		98		10,062
Property, plant and equipment	21,954		(214)		21,740
Goodwill	38,422		2,990		41,412
Other intangibles	34,337		(722)		33,615
Other assets	—		5		5
Current liabilities	(3,774)		(1,146)		(4,920)
Long-term deferred tax liability	(958)		16		(942)
Other non-current liabilities	(12,099)		(216)		(12,315)
Consideration paid at closing	$	90,948	$	811	$	91,759
Contingent consideration	14,743		216		14,959
Net assets acquired and liabilities assumed	$	105,691	$	1,027	$	106,718

The net long-term deferred tax liability amounted to $0.9 million. The net deferred tax liability is comprised of $0.3 million related to the difference between the book and tax basis of identifiable intangible assets and $0.6 million related to the difference between the book and tax basis on identifiable tangible asset and liability accounts.

The goodwill and $17.9 million of other intangibles associated with the trade names are subject to the non-amortization provisions of ASC 350. Other intangibles also include $7.2 million allocated to customer relationships, $7.9 million allocated to developed technology, and $0.6 million allocated to backlog, which are being amortized over periods of 7 years, 7 to 12 years, and 9 months, respectively. Goodwill of $17.9 million and other intangibles of $7.8 million are allocated to the Food Processing Equipment Group for segment reporting purposes. Goodwill of $9.9 million and other intangibles of $14.1 million are allocated to the Commercial Foodservice Equipment Group for segment reporting purposes. Goodwill of $13.6 million and other intangibles of $11.7 million are allocated to the Residential Kitchen Equipment Group for segment reporting purposes. Of these assets, goodwill of $39.7 million and intangibles of $32.2 million are expected to be deductible for tax purposes.

Four purchase agreements include earnout provisions providing for a contingent payment due to the sellers for the achievement of certain targets. Four earnouts are payable to the extent certain sales and EBITDA targets are met with measurement dates ending between 2024 and 2026. One earnout is payable upon the achievement of certain product rollout targets specific to the year of measurement. The contractual obligation associated with the contingent earnout provisions recognized on the acquisition date amount to $15.0 million.

The company believes that information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed, but the company is waiting for additional information necessary to finalize those fair values for certain acquisitions completed during 2023. Certain intangible assets are preliminarily valued using historical information from the Commercial Foodservice Equipment Group, Food Processing Equipment Group and Residential Kitchen Equipment Group, and qualitative assessments of the individual businesses at acquisition date. Specifically, the company estimated the fair values of the intangible assets based on the percentage of purchase price assigned to similar intangible assets in previous acquisitions. Thus, the provisional measurements of fair values set forth above are subject to change. The company expects to complete the purchase price allocation as soon as practicable but no later than one year from the acquisition date.

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Litigation Matters

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Litigation Matters

Litigation Matters

From time to time, the company is subject to proceedings, lawsuits and other claims related to products, suppliers, employees, customers and competitors. The company maintains insurance to partially cover product liability, workers compensation, property and casualty, and general liability matters. The company is required to assess the likelihood of any adverse judgments or outcomes to these matters as well as potential ranges of probable losses. A determination of the amount of accrual required, if any, for these contingencies is made after assessment of each matter and the related insurance coverage. The required accrual may change in the future due to new developments or changes in approach, such as a change in settlement strategy in dealing with these matters. The company does not believe that any pending litigation will have a material effect on its financial condition, results of operations or cash flows.

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Recently Issued Accounting Standards	3 Months Ended
	Mar. 30, 2024
Accounting Policies [Abstract]
New Accounting Pronouncements, Policy [Policy Text Block]	Recently Issued Accounting Standards

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Revenue Recognition Revenue Recognition

3 Months Ended

Mar. 30, 2024

Revenue Recognition [Abstract]

Revenue from Contract with Customer [Text Block]

Revenue Recognition

Disaggregation of Revenue

The company disaggregates its net sales by reportable operating segment and geographical location as the company believes it best depicts how the nature, timing and uncertainty of its net sales and cash flows are affected by economic factors. In general, the Commercial Foodservice Equipment and Residential Foodservice Equipment Groups recognize revenue at the point in time control transfers to their customers based on contractual shipping terms. Revenue from equipment sold under the company's long-term contracts within the Food Processing Equipment group is recognized over time as the equipment is manufactured and assembled. The following table summarizes the company's net sales by reportable operating segment and geographical location (in thousands):

	Commercial  Foodservice		Food Processing		Residential Kitchen		Total
Three Months Ended March 30, 2024
United States and Canada	$	426,528	$	103,030	$	107,041	$	636,599
Asia	51,387		6,368		2,596		60,351
Europe and Middle East	90,465		41,825		62,157		194,447
Latin America	21,964		11,460		2,105		35,529
Total	$	590,344	$	162,683	$	173,899	$	926,926
Three Months Ended April 1, 2023
United States and Canada	$	452,655	$	116,900	$	143,959	$	713,514
Asia	56,526		8,587		3,189		68,302
Europe and Middle East	86,965		34,059		70,386		191,410
Latin America	17,789		13,957		2,424		34,170
Total	$	613,935	$	173,503	$	219,958	$	1,007,396

Contract Balances

Contract assets primarily relate to the company's right to consideration for work completed but not billed at the reporting date and are recorded in prepaid expenses and other in the Condensed Consolidated Balance Sheet. Contract assets are transferred to receivables when the right to consideration becomes unconditional. Accounts receivable are not considered contract assets under the revenue standard as contract assets are conditioned upon the company's future satisfaction of a performance obligation. Accounts receivable, in contracts, are unconditional rights to consideration.

Contract liabilities relate to advance consideration received from customers for which revenue has not been recognized. Current contract liabilities are recorded in accrued expenses in the Condensed Consolidated Balance Sheet. Non-current contract liabilities are recorded in other non-current liabilities in the Condensed Consolidated Balance Sheet. Contract liabilities are reduced when the associated revenue from the contract is recognized.

The following table provides information about contract assets and contract liabilities from contracts with customers (in thousands):

	Mar 30, 2024		Dec 30, 2023
Contract assets	$	49,858	$	47,072
Contract liabilities	$	110,673	$	118,681
Non-current contract liabilities	$	15,314	$	15,721

During the three months period ended March 30, 2024, the company reclassified $17.4 million to receivables, which was included in the contract asset balance at the beginning of the period. During the three months period ended March 30, 2024, the company recognized revenue of $38.5 million which was included in the contract liability balance at the beginning of the period. Additions to contract liabilities representing amounts billed to clients in excess of revenue recognized to date were $52.9 million during the three months period ended March 30, 2024. Substantially all of the company's outstanding performance obligations will be satisfied within 12 to 36 months. There were no contract asset impairments during the three months period ended March 30, 2024.

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Other Comprehensive Income

3 Months Ended

Mar. 30, 2024

Disclosure Other Comprehensive Income Additional Information [Abstract]

Other Comprehensive Income

Other Comprehensive Income

Changes in accumulated other comprehensive income(1) were as follows (in thousands):

	Currency Translation Adjustment		Pension Benefit Costs		Unrealized Gain/(Loss) Interest Rate Swap		Total
Balance as of December 30, 2023	$	(145,490)	$	(109,713)	$	32,005	$	(223,198)
Other comprehensive income before reclassification	(26,486)		619		10,956		(14,911)
Amounts reclassified from accumulated other comprehensive income	—		432		(7,566)		(7,134)
Net current-period other comprehensive income	$	(26,486)	$	1,051	$	3,390	$	(22,045)
Balance as of March 30, 2024	$	(171,976)	$	(108,662)	$	35,395	$	(245,243)
Balance as of December 31, 2022	$	(205,345)	$	(121,701)	$	48,574	$	(278,472)
Other comprehensive income before reclassification	26,959		(3,479)		(1,312)		22,168
Amounts reclassified from accumulated other comprehensive income	—		670		(7,009)		(6,339)
Net current-period other comprehensive income	$	26,959	$	(2,809)	$	(8,321)	$	15,829
Balance as of April 1, 2023	$	(178,386)	$	(124,510)	$	40,253	$	(262,643)

(1) As of March 30, 2024, pension and unrealized gain on interest rate swap amounts, net of tax, are $4.2 million and $11.1 million, respectively. During the three months ended March 30, 2024, the adjustments to pension and unrealized gain/(loss) on interest rate swap amounts, net of tax, are $0.2 million and $0.1 million, respectively. As of April 1, 2023, pension and unrealized gain/(loss) on interest rate swap amounts, net of tax, were $(2.1) million and $13.9 million, respectively. During the three months ended April 1, 2023, the adjustments to pension and unrealized loss on interest rate swap amounts, net of tax, were $(0.1) million and $(2.9) million, respectively.

Components of other comprehensive income were as follows (in thousands):

	Three Months Ended
	Mar 30, 2024		Apr 1, 2023
Net earnings	$	86,568	$	99,089
Currency translation adjustment	(26,486)		26,959
Pension liability adjustment, net of tax	1,051		(2,809)
Unrealized gain (loss) on interest rate swaps, net of tax	3,390		(8,321)
Comprehensive income	$	64,523	$	114,918

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Inventories

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Inventories

Inventories

Inventories are composed of material, labor and overhead and are stated at the lower of cost or net realizable value. Costs for inventory have been determined using the first-in, first-out ("FIFO") method. The company estimates reserves for inventory obsolescence and shrinkage based on its judgment of future realization. Inventories at March 30, 2024 and December 30, 2023 are as follows (in thousands): 

	Mar 30, 2024		Dec 30, 2023
Raw materials and parts	$	498,418	$	495,488
Work-in-process	80,496		80,102
Finished goods	364,765		360,277
	$	943,679	$	935,867

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Goodwill

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Goodwill

Goodwill

Changes in the carrying amount of goodwill for the three months ended March 30, 2024 are as follows (in thousands):

	Commercial Foodservice		Food Processing		Residential Kitchen		Total
Balance as of December 30, 2023	$	1,329,056	$	375,217	$	782,037	$	2,486,310
Goodwill acquired during the year	—		520		—		520
Measurement period adjustments to goodwill acquired in prior year	265		—		—		265
Exchange effect	(6,352)		(3,880)		(3,540)		(13,772)
Balance as of March 30, 2024	$	1,322,969	$	371,857	$	778,497	$	2,473,323

The annual impairment assessment for goodwill and indefinite-lived intangible assets is performed as of the first day of the fourth quarter and since that assessment, the company does not believe there are any indicators of impairment requiring subsequent analysis. This is supported by the review of order rates, backlog levels and financial performance across business segments.

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Intangibles

3 Months Ended

Mar. 30, 2024

Intangible Assets, Net (Excluding Goodwill) [Abstract]

Intangible Assets Disclosure [Text Block]

Intangibles

Intangible assets consist of the following (in thousands):

	March 30, 2024					December 30, 2023
	Estimated Weighted Avg Remaining Life	Gross Carrying Amount		Accumulated Amortization		Estimated Weighted Avg Remaining Life	Gross Carrying Amount		Accumulated Amortization
Amortized intangible assets:
Customer relationships	6.9	$	842,699	$	(542,995)	7.0	$	845,326	$	(529,533)
Developed technology	8.1	98,325		(46,535)		8.3	98,593		(44,546)
		$	941,024	$	(589,530)		$	943,919	$	(574,079)
Indefinite-lived assets:
Trademarks and tradenames		$	1,317,978				$	1,323,236

The aggregate intangible amortization expense was $17.4 million and $21.2 million for the three months period ended March 30, 2024 and April 1, 2023, respectively. The estimated future amortization expense of intangible assets is as follows (in thousands):

 

Twelve Month Period coinciding with the end of the company's Fiscal First Quarter	Amortization Expense
2025	$	60,802
2026	56,607
2027	52,086
2028	44,031
2029	37,581
Thereafter	100,387
	$	351,494

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Accrued Expenses

3 Months Ended

Mar. 30, 2024

Disclosure Accrued Expenses [Abstract]

Accrued Expenses

Accrued Expenses

Accrued expenses consist of the following (in thousands):

	Mar 30, 2024		Dec 30, 2023
Accrued payroll and related expenses	$	118,573	$	121,514
Contract liabilities	110,673		118,681
Accrued warranty	89,340		89,039
Accrued customer rebates	33,962		59,267
Accrued short-term leases	26,078		26,417
Accrued contingent consideration	25,558		17,791
Accrued professional fees	23,254		18,461
Accrued sales and other tax	21,078		24,568
Accrued agent commission	14,476		16,956
Accrued product liability and workers compensation	11,455		11,169
Other accrued expenses	88,461		75,329
	$	562,908	$	579,192

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Warranty Costs

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Warranty Costs

Warranty Costs

In the normal course of business, the company issues product warranties for specific product lines and provides for the estimated future warranty cost in the period in which the sale is recorded. The estimate of warranty cost is based on contract terms and historical warranty loss experience that is periodically adjusted for recent actual experience. Because warranty estimates are forecasts that are based on the best available information, actual claims costs may differ from amounts provided. Adjustments to initial obligations for warranties are made as changes in the obligations become reasonably estimable.

A rollforward of the warranty reserve is as follows (in thousands):

	Three Months Ended
	Mar 30, 2024
Balance as of December 30, 2023	$	89,039
Warranty expense	22,837
Warranty claims	(22,536)
Balance as of March 30, 2024	$	89,340

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Financing Arrangements	3 Months Ended
	Mar. 30, 2024
Notes To Financial Statements [Abstract]
Financing Arrangements	9.7 million

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Financial Instruments

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Financial Instruments

Financial Instruments

Foreign Exchange: The company uses foreign currency forward, foreign exchange swaps and option purchase and sales contracts to hedge its exposure to changes in foreign currency exchange rates. The company’s primary hedging activities are to mitigate its exposure to changes in exchange rates on intercompany and third-party trade receivables and payables. The company does not currently enter into derivative financial instruments for speculative purposes. In managing its foreign currency exposures, the company identifies and aggregates naturally occurring offsetting positions and then hedges residual balance sheet exposures. The notional amount of foreign currency contracts outstanding was $267.5 million and $253.1 million as of March 30, 2024 and December 30, 2023, respectively. The fair value of the forward and option contracts was a loss of $0.2 million at the end of the first quarter of 2024.

Interest Rate: The company has entered into interest rate swaps to fix the interest rate applicable to certain of its variable-rate debt. The agreements swapped one-month LIBOR for fixed rates. In February 2022, the company entered into an additional floating-to-fixed interest rate swap agreement that uses a daily SOFR in lieu of LIBOR. In April 2023, all outstanding LIBOR swap agreements were amended to one month term SOFR. The company has designated these swaps as cash flow hedges and all changes in fair value of the swaps are recognized in accumulated other comprehensive income. As of March 30, 2024, the fair value of these instruments was an asset of $46.1 million. The change in fair value of these swap agreements in the first three months of 2024 was a gain of $3.4 million, net of taxes.

The following table summarizes the company’s fair value of interest rate swaps (in thousands):

	Condensed Consolidated Balance Sheet Presentation	Mar 30, 2024		Dec 30, 2023
Fair value	Prepaid expense and other	$	1,630	$	2,897
Fair value	Other assets	$	44,430	$	39,882

The impact on earnings from interest rate swaps was as follows (in thousands):

		Three Months Ended
	Presentation of Gain/(loss)	Mar 30, 2024		Apr 1, 2023
Gain/(loss) recognized in accumulated other comprehensive income	Other comprehensive income	$	10,847	$	(4,222)
Gain/(loss) reclassified from accumulated other comprehensive income (effective portion)	Interest expense	$	7,566	$	7,009

Interest rate swaps are subject to default risk to the extent the counterparties are unable to satisfy their settlement obligations under the interest rate swap agreements. The company reviews the credit profile of the financial institutions that are counterparties to such swap agreements and assesses their creditworthiness prior to entering into the interest rate swap agreements and throughout the term. The interest rate swap agreements typically contain provisions that allow the counterparty to require early settlement in the event that the company becomes insolvent or is unable to maintain compliance with its covenants under its existing debt agreements.

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Segment Information

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Segment Information

Segment Information

The company operates in three reportable operating segments defined by management reporting structure and operating activities.

The Commercial Foodservice Equipment Group has a broad portfolio of foodservice equipment, which enables it to serve virtually any cooking, warming, holding, refrigeration, freezing and beverage application within a commercial kitchen or foodservice operation. This equipment is used across all types of foodservice operations, including quick-service restaurants, full-service restaurants, ghost kitchens, convenience stores, supermarkets, retail outlets, hotels and other institutions. The products offered by this group include conveyor ovens, combi-ovens, convection ovens, baking ovens, proofing ovens, deck ovens, speed cooking ovens, hydrovection ovens, ranges, fryers, rethermalizers, steam cooking equipment, food warming equipment, catering equipment, heated cabinets, charbroilers, ventless cooking systems, kitchen ventilation, induction cooking equipment, countertop cooking equipment, toasters, griddles, charcoal grills, professional mixers, stainless steel fabrication, custom millwork, professional refrigerators, blast chillers, coldrooms, ice machines, freezers, soft serve ice cream equipment, coffee and beverage dispensing equipment, home and professional craft brewing equipment, fry dispensers, bottle filling and canning equipment, IoT solutions and controls development and manufacturing.

The Food Processing Equipment Group offers a broad portfolio of processing solutions for customers producing protein products, such as bacon, salami, hot dogs, dinner sausages, poultry and lunchmeats and baked goods such as muffins, cookies, crackers, pies, bread and buns. Through its broad line of products, the company is able to deliver a wide array of food preparation, thermal processing, slicing/packaging, facility automation and equipment sanitation solutions to service a variety of food processing requirements demanded by its customers. The company can offer highly integrated full processing line solutions that provide a food processing operation a uniquely integrated solution providing for the highest level of food quality, product consistency, and reduced operating costs resulting from increased product yields, increased capacity and greater throughput and reduced labor costs through automation. The products offered by this group include a wide array of cooking and baking solutions, including batch ovens, baking ovens, proofing ovens, conveyor belt ovens, continuous processing ovens, frying systems and automated thermal processing systems. The company also provides a comprehensive portfolio of complementary food preparation equipment such as tumblers, massagers, grinders, slicers, reduction and emulsion systems, mixers, blenders, battering equipment, breading equipment, seeding equipment, water cutting systems, food presses, food suspension equipment, filling and depositing solutions, and forming equipment, as well as a variety of automated loading and unloading systems, automated washing systems, auto-guided vehicles, food safety, food handling, freezing, defrosting and packaging equipment. This portfolio of equipment can be integrated to provide customers a highly efficient and customized solution.

The Residential Kitchen Equipment Group has a broad portfolio of innovative and professional-style residential kitchen equipment. The products offered by this group include ranges, cookers, stoves, cooktops, microwaves, ovens, refrigerators, dishwashers, undercounter refrigeration, wine cellars, ice machines, beer dispensers, ventilation equipment, mixers, rotisseries and outdoor cooking equipment.

The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The chief operating decision maker evaluates individual segment performance based on operating income.

Net Sales Summary

(dollars in thousands)

	Three Months Ended
	Mar 30, 2024				Apr 1, 2023
	Sales		Percent		Sales		Percent
Business Segments:
Commercial Foodservice	$	590,344	63.7	%	$	613,935	61.0	%
Food Processing	162,683		17.5		173,503		17.2
Residential Kitchen	173,899		18.8		219,958		21.8
Total	$	926,926	100.0	%	$	1,007,396	100.0	%

The following table summarizes the results of operations for the company's business segments(1) (dollars in thousands):

	Commercial  Foodservice		Food Processing		Residential Kitchen		Corporate and Other(2)		Total
Three Months Ended March 30, 2024
Net sales	$	590,344	$	162,683	$	173,899	$	—	$	926,926
Income (loss) from operations (3)	131,658		32,352		4,537		(31,414)		137,133
Depreciation expense (4)	7,021		2,031		3,805		416		13,273
Amortization expense (5)	13,594		1,954		1,802		1,787		19,137
Net capital expenditures	6,084		1,817		5,259		583		13,743
Total assets	$	3,722,126	$	992,876	$	1,939,293	$	276,110	$	6,930,405
Three Months Ended April 1, 2023
Net sales	$	613,935	$	173,503	$	219,958	$	—	$	1,007,396
Income (loss) from operations (3)	136,562		34,687		21,186		(31,413)		161,022
Depreciation expense (4)	6,166		2,097		3,447		267		11,977
Amortization expense (5)	14,808		4,137		2,238		1,787		22,970
Net capital expenditures	16,906		2,203		6,214		162		25,485
Total assets	$	3,827,805	$	1,007,569	$	1,999,632	$	121,131	$	6,956,137

(1)Non-operating expenses are not allocated to the operating segments. Non-operating expenses consist of interest expense and deferred financing amortization, foreign exchange gains and losses and other income and expense items outside of income from operations.

(2)Includes corporate and other general company assets and operations.

(3)Restructuring expenses are allocated in operating income by segment.

(4)Includes depreciation on right of use assets.

(5)Includes amortization of deferred financing costs and Convertible Notes issuance costs.

Geographic Information

Long-lived assets, not including goodwill and other intangibles (in thousands):

	Mar 30, 2024		Apr 1, 2023
United States and Canada	$	506,334	$	476,073
Asia	39,136		36,597
Europe and Middle East	207,847		149,031
Latin America	12,370		13,688
Total international	$	259,353	$	199,316
	$	765,687	$	675,389

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Employee Retirement Plans

3 Months Ended

Mar. 30, 2024

Employee Retirement Plans [Abstract]

Employee Retirement Plans

Employee Retirement Plans

The following table summarizes the company's net periodic pension benefit related to the AGA Group pension plans (in thousands):

	Three Months Ended
	Mar 30, 2024		Apr 1, 2023
Net Periodic Pension Benefit:
Interest cost	$	10,780	$	11,138
Expected return on assets	(15,297)		(14,219)
Amortization of net loss	13		7
Amortization of prior service cost	659		631
	$	(3,845)	$	(2,443)

The pension costs for all other plans of the company were not material during the period. The service cost component is recognized within Selling, general and administrative expenses and the non-operating components of pension benefit are included within Net periodic pension benefit (other than service cost) in the Condensed Consolidated Statements of Comprehensive Income.

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Share Repurchases

3 Months Ended

Mar. 30, 2024

Text Block [Abstract]

Treasury Stock [Text Block]

Share Repurchases

In November 2017, the company's Board of Directors approved a stock repurchase program authorizing the company to repurchase in the aggregate up to 2,500,000 shares of its outstanding common stock. In May 2022, the company's Board of Directors approved the company to repurchase an additional 2,500,000 shares of its outstanding common stock under the current program. The company did not purchase shares of its common stock under the program during the three months ended March 30, 2024. As of March 30, 2024, 3,116,364 shares had been purchased under the stock repurchase program and 1,883,636 shares remained authorized for repurchase.

The company also treats shares withheld for tax purposes on behalf of employees in connection with the vesting of restricted share grants as common stock repurchases because they reduce the number of shares that would have been issued upon vesting. During the three months ended March 30, 2024, the company repurchased 109,859 shares of its common stock that were surrendered to the company for withholding taxes related to restricted stock vestings for $17.0 million.

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 30, 2024

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The condensed consolidated financial statements have been prepared by The Middleby Corporation (the "company" or “Middleby”), pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The financial statements are unaudited and certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the company believes that the disclosures are adequate to make the information not misleading. These financial statements should be read in conjunction with the financial statements and related notes contained in the company's 2023 Form 10-K. The company’s interim results are not necessarily indicative of future full year results for the fiscal year 2024.

In the opinion of management, the financial statements contain all adjustments, which are normal and recurring in nature, necessary to present fairly the financial position of the company as of March 30, 2024 and December 30, 2023, the results of operations for the three months ended March 30, 2024 and April 1, 2023, cash flows for the three months ended March 30, 2024 and April 1, 2023 and statement of stockholders' equity for the three months ended March 30, 2024 and April 1, 2023.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses. Significant estimates and assumptions are used for, but are not limited to, allowances for doubtful accounts, reserves for excess and obsolete inventories, long-lived and intangible assets, warranty reserves, insurance reserves, income tax reserves, non-cash share-based compensation and post-retirement obligations. Such estimates and assumptions could change in the future as more information becomes known, which could impact the amounts reported and disclosed in the notes herein.

Non-Cash Share-Based Compensation

Non-Cash Share-Based Compensation

The company estimates the fair value of market-based stock awards and stock options at the time of grant and recognizes compensation cost over the vesting period of the awards and options. Non-cash share-based compensation expense was $13.8 million and $12.2 million for the three months period ended March 30, 2024 and April 1, 2023, respectively.

Fair Value Measures

Fair Value Measures 

Accounting Standards Codification ("ASC") 820 "Fair Value Measurements and Disclosures" defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into the following levels:

Level 1 – Quoted prices in active markets for identical assets or liabilities.

Level 2 – Inputs, other than quoted prices in active markets, that are observable either directly or indirectly.

Level 3 – Unobservable inputs based the company's own assumptions.

Earnings Per Share, Policy

Earnings Per Share

“Basic earnings per share” is calculated based upon the weighted average number of common shares actually outstanding, and “diluted earnings per share” is calculated based upon the weighted average number of common shares outstanding and other dilutive securities.

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Revenue Recognition Revenue Recognition (Policies)	3 Months Ended
	Mar. 30, 2024
Revenue Recognition [Abstract]
Revenue [Policy Text Block]	The company disaggregates its net sales by reportable operating segment and geographical location as the company believes it best depicts how the nature, timing and uncertainty of its net sales and cash flows are affected by economic factors. In general, the Commercial Foodservice Equipment and Residential Foodservice Equipment Groups recognize revenue at the point in time control transfers to their customers based on contractual shipping terms. Revenue from equipment sold under the company's long-term contracts within the Food Processing Equipment group is recognized over time as the equipment is manufactured and assembled.

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Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 30, 2024

Accounting Policies [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The company’s financial assets and liabilities that are measured at fair value and are categorized using the fair value hierarchy are as follows (in thousands):

	Fair Value Level 1		Fair Value Level 2		Fair Value Level 3		Total
As of March 30, 2024
Financial Assets:
Interest rate swaps	$	—	$	46,060	$	—	$	46,060
Financial Liabilities:
Contingent consideration	$	—	$	—	$	52,039	$	52,039
Foreign exchange derivative contracts	$	—	$	196	$	—	$	196
As of December 30, 2023
Financial Assets:
Interest rate swaps	$	—	$	42,779	$	—	$	42,779
Foreign exchange derivative contracts	$	—	$	29	$	—	$	29
Financial Liabilities:
Contingent consideration	$	—	$	—	$	51,538	$	51,538

Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation

The following table represents changes in the fair value of the contingent consideration liabilities:

	March 30, 2024
Beginning balance	$	51,538
Payments of contingent consideration	(19)
Changes in fair value	520
Ending balance	$	52,039

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Revenue Recognition Revenue Recognition (Tables)

3 Months Ended

Mar. 30, 2024

Revenue Recognition [Abstract]

Disaggregation of Revenue [Table Text Block]

The following table summarizes the company's net sales by reportable operating segment and geographical location (in thousands):

	Commercial  Foodservice		Food Processing		Residential Kitchen		Total
Three Months Ended March 30, 2024
United States and Canada	$	426,528	$	103,030	$	107,041	$	636,599
Asia	51,387		6,368		2,596		60,351
Europe and Middle East	90,465		41,825		62,157		194,447
Latin America	21,964		11,460		2,105		35,529
Total	$	590,344	$	162,683	$	173,899	$	926,926
Three Months Ended April 1, 2023
United States and Canada	$	452,655	$	116,900	$	143,959	$	713,514
Asia	56,526		8,587		3,189		68,302
Europe and Middle East	86,965		34,059		70,386		191,410
Latin America	17,789		13,957		2,424		34,170
Total	$	613,935	$	173,503	$	219,958	$	1,007,396

Contract with Customer, Asset and Liability [Table Text Block]

The following table provides information about contract assets and contract liabilities from contracts with customers (in thousands):

	Mar 30, 2024		Dec 30, 2023
Contract assets	$	49,858	$	47,072
Contract liabilities	$	110,673	$	118,681
Non-current contract liabilities	$	15,314	$	15,721

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Other Comprehensive Income (Tables)

3 Months Ended

Mar. 30, 2024

Disclosure Other Comprehensive Income Additional Information [Abstract]

Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Table Text Block]

Changes in accumulated other comprehensive income(1) were as follows (in thousands):

	Currency Translation Adjustment		Pension Benefit Costs		Unrealized Gain/(Loss) Interest Rate Swap		Total
Balance as of December 30, 2023	$	(145,490)	$	(109,713)	$	32,005	$	(223,198)
Other comprehensive income before reclassification	(26,486)		619		10,956		(14,911)
Amounts reclassified from accumulated other comprehensive income	—		432		(7,566)		(7,134)
Net current-period other comprehensive income	$	(26,486)	$	1,051	$	3,390	$	(22,045)
Balance as of March 30, 2024	$	(171,976)	$	(108,662)	$	35,395	$	(245,243)
Balance as of December 31, 2022	$	(205,345)	$	(121,701)	$	48,574	$	(278,472)
Other comprehensive income before reclassification	26,959		(3,479)		(1,312)		22,168
Amounts reclassified from accumulated other comprehensive income	—		670		(7,009)		(6,339)
Net current-period other comprehensive income	$	26,959	$	(2,809)	$	(8,321)	$	15,829
Balance as of April 1, 2023	$	(178,386)	$	(124,510)	$	40,253	$	(262,643)

Schedule of Comprehensive Income (Loss)

Components of other comprehensive income were as follows (in thousands):

	Three Months Ended
	Mar 30, 2024		Apr 1, 2023
Net earnings	$	86,568	$	99,089
Currency translation adjustment	(26,486)		26,959
Pension liability adjustment, net of tax	1,051		(2,809)
Unrealized gain (loss) on interest rate swaps, net of tax	3,390		(8,321)
Comprehensive income	$	64,523	$	114,918

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Inventories (Tables)

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Schedule of Inventory, Current

Inventories at March 30, 2024 and December 30, 2023 are as follows (in thousands): 

	Mar 30, 2024		Dec 30, 2023
Raw materials and parts	$	498,418	$	495,488
Work-in-process	80,496		80,102
Finished goods	364,765		360,277
	$	943,679	$	935,867

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Goodwill (Tables)

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Schedule of Goodwill

Changes in the carrying amount of goodwill for the three months ended March 30, 2024 are as follows (in thousands):

	Commercial Foodservice		Food Processing		Residential Kitchen		Total
Balance as of December 30, 2023	$	1,329,056	$	375,217	$	782,037	$	2,486,310
Goodwill acquired during the year	—		520		—		520
Measurement period adjustments to goodwill acquired in prior year	265		—		—		265
Exchange effect	(6,352)		(3,880)		(3,540)		(13,772)
Balance as of March 30, 2024	$	1,322,969	$	371,857	$	778,497	$	2,473,323

The annual impairment assessment for goodwill and indefinite-lived intangible assets is performed as of the first day of the fourth quarter and since that assessment, the company does not believe there are any indicators of impairment requiring subsequent analysis. This is supported by the review of order rates, backlog levels and financial performance across business segments.

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Intangibles (Tables)

3 Months Ended

Mar. 30, 2024

Intangible Assets, Net (Excluding Goodwill) [Abstract]

Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block]

Intangible assets consist of the following (in thousands):

	March 30, 2024					December 30, 2023
	Estimated Weighted Avg Remaining Life	Gross Carrying Amount		Accumulated Amortization		Estimated Weighted Avg Remaining Life	Gross Carrying Amount		Accumulated Amortization
Amortized intangible assets:
Customer relationships	6.9	$	842,699	$	(542,995)	7.0	$	845,326	$	(529,533)
Developed technology	8.1	98,325		(46,535)		8.3	98,593		(44,546)
		$	941,024	$	(589,530)		$	943,919	$	(574,079)
Indefinite-lived assets:
Trademarks and tradenames		$	1,317,978				$	1,323,236

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

Twelve Month Period coinciding with the end of the company's Fiscal First Quarter	Amortization Expense
2025	$	60,802
2026	56,607
2027	52,086
2028	44,031
2029	37,581
Thereafter	100,387
	$	351,494

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Accrued Expenses (Tables)

3 Months Ended

Mar. 30, 2024

Disclosure Accrued Expenses [Abstract]

Schedule of Accrued Liabilities

Accrued expenses consist of the following (in thousands):

	Mar 30, 2024		Dec 30, 2023
Accrued payroll and related expenses	$	118,573	$	121,514
Contract liabilities	110,673		118,681
Accrued warranty	89,340		89,039
Accrued customer rebates	33,962		59,267
Accrued short-term leases	26,078		26,417
Accrued contingent consideration	25,558		17,791
Accrued professional fees	23,254		18,461
Accrued sales and other tax	21,078		24,568
Accrued agent commission	14,476		16,956
Accrued product liability and workers compensation	11,455		11,169
Other accrued expenses	88,461		75,329
	$	562,908	$	579,192

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Warranty Costs (Tables)

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Product Warranty Table Disclosure

A rollforward of the warranty reserve is as follows (in thousands):

	Three Months Ended
	Mar 30, 2024
Balance as of December 30, 2023	$	89,039
Warranty expense	22,837
Warranty claims	(22,536)
Balance as of March 30, 2024	$	89,340

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Financing Arrangements (Tables)

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Schedule of Long-term Debt Instruments

	Mar 30, 2024		Dec 30, 2023
	(in thousands)
Term loan facility	940,008		945,913
Delayed draw term loan facility	721,875		726,563
Convertible senior notes	742,399		741,501
Foreign loans	9,735		10,531
Other debt arrangement	633		687
Total debt	2,414,650		2,425,195
Less:  Current maturities of long-term debt	44,543		44,822
Long-term debt	$	2,370,107	$	2,380,373

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Financial Instruments (Tables)

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Schedule of Derivative Instruments in Statement of Financial Position, Fair Value

The following table summarizes the company’s fair value of interest rate swaps (in thousands):

	Condensed Consolidated Balance Sheet Presentation	Mar 30, 2024		Dec 30, 2023
Fair value	Prepaid expense and other	$	1,630	$	2,897
Fair value	Other assets	$	44,430	$	39,882

Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance

The impact on earnings from interest rate swaps was as follows (in thousands):

		Three Months Ended
	Presentation of Gain/(loss)	Mar 30, 2024		Apr 1, 2023
Gain/(loss) recognized in accumulated other comprehensive income	Other comprehensive income	$	10,847	$	(4,222)
Gain/(loss) reclassified from accumulated other comprehensive income (effective portion)	Interest expense	$	7,566	$	7,009

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Segment Information (Tables)

3 Months Ended

Mar. 30, 2024

Notes To Financial Statements [Abstract]

Net Sales Summary By Segment

Net Sales Summary

(dollars in thousands)

	Three Months Ended
	Mar 30, 2024				Apr 1, 2023
	Sales		Percent		Sales		Percent
Business Segments:
Commercial Foodservice	$	590,344	63.7	%	$	613,935	61.0	%
Food Processing	162,683		17.5		173,503		17.2
Residential Kitchen	173,899		18.8		219,958		21.8
Total	$	926,926	100.0	%	$	1,007,396	100.0	%

Schedule of Segment Reporting Information, by Segment

The following table summarizes the results of operations for the company's business segments(1) (dollars in thousands):

	Commercial  Foodservice		Food Processing		Residential Kitchen		Corporate and Other(2)		Total
Three Months Ended March 30, 2024
Net sales	$	590,344	$	162,683	$	173,899	$	—	$	926,926
Income (loss) from operations (3)	131,658		32,352		4,537		(31,414)		137,133
Depreciation expense (4)	7,021		2,031		3,805		416		13,273
Amortization expense (5)	13,594		1,954		1,802		1,787		19,137
Net capital expenditures	6,084		1,817		5,259		583		13,743
Total assets	$	3,722,126	$	992,876	$	1,939,293	$	276,110	$	6,930,405
Three Months Ended April 1, 2023
Net sales	$	613,935	$	173,503	$	219,958	$	—	$	1,007,396
Income (loss) from operations (3)	136,562		34,687		21,186		(31,413)		161,022
Depreciation expense (4)	6,166		2,097		3,447		267		11,977
Amortization expense (5)	14,808		4,137		2,238		1,787		22,970
Net capital expenditures	16,906		2,203		6,214		162		25,485
Total assets	$	3,827,805	$	1,007,569	$	1,999,632	$	121,131	$	6,956,137

(1)Non-operating expenses are not allocated to the operating segments. Non-operating expenses consist of interest expense and deferred financing amortization, foreign exchange gains and losses and other income and expense items outside of income from operations.

(2)Includes corporate and other general company assets and operations.

(3)Restructuring expenses are allocated in operating income by segment.

(4)Includes depreciation on right of use assets.

(5)Includes amortization of deferred financing costs and Convertible Notes issuance costs.

Schedule of Entity-Wide Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country

Long-lived assets, not including goodwill and other intangibles (in thousands):

	Mar 30, 2024		Apr 1, 2023
United States and Canada	$	506,334	$	476,073
Asia	39,136		36,597
Europe and Middle East	207,847		149,031
Latin America	12,370		13,688
Total international	$	259,353	$	199,316
	$	765,687	$	675,389

XML

Employee Retirement Plans (Tables)

3 Months Ended

Mar. 30, 2024

Employee Retirement Plans [Abstract]

Schedule of Costs of Retirement Plans [Table Text Block]

The following table summarizes the company's net periodic pension benefit related to the AGA Group pension plans (in thousands):

	Three Months Ended
	Mar 30, 2024		Apr 1, 2023
Net Periodic Pension Benefit:
Interest cost	$	10,780	$	11,138
Expected return on assets	(15,297)		(14,219)
Amortization of net loss	13		7
Amortization of prior service cost	659		631
	$	(3,845)	$	(2,443)

XML

Summary of Significant Accounting Policies Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Accounting Policies [Abstract]
Non-cash share-based compensation expense	$ 13,822	$ 12,232
Provision for income taxes	$ 28,269	$ 32,826
Effective Income Tax Rate Reconciliation, Percent	24.60%	24.90%
Interest paid	$ 27,900	$ 30,500
Income tax payments	$ 8,400	$ 8,000
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements	3,000	2,000
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Debt Securities	737,000	781,000

XML

Financial Assets and Liabilities that are Measured At Fair Value and are Categorized Using Fair Value Hierarchy (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Dec. 30, 2023
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value	$ 52,039	$ 51,538
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements	(19)
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings	520
Fair Value, Measurements, Recurring | Interest Rate Swap
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Assets	46,060	42,779
Fair Value, Measurements, Recurring | Contingent Consideration
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Liabilities	52,039	51,538
Fair Value, Measurements, Recurring | Foreign Exchange Forward
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Assets		29
Financial Liabilities	196
Fair Value, Inputs, Level 1 [Member] | Fair Value, Measurements, Recurring | Interest Rate Swap
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Assets	0	0
Fair Value, Inputs, Level 1 [Member] | Fair Value, Measurements, Recurring | Contingent Consideration
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Liabilities	0	0
Fair Value, Inputs, Level 1 [Member] | Fair Value, Measurements, Recurring | Foreign Exchange Forward
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Assets		0
Financial Liabilities	0
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring | Interest Rate Swap
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Assets	46,060	42,779
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring | Contingent Consideration
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Liabilities	0	0
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Recurring | Foreign Exchange Forward
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Assets		29
Financial Liabilities	196
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring | Interest Rate Swap
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Assets	0	0
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring | Contingent Consideration
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Liabilities	52,039	51,538
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring | Foreign Exchange Forward
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Financial Assets		$ 0
Financial Liabilities	$ 0

XML

Acquisitions and Purchase Accounting Estimated Fair Value of Assets Acquired and Liabilities Assumed - 2022 Acquisitions (Details) - USD ($) $ in Thousands	Mar. 30, 2024	Dec. 30, 2023
Business Acquisition [Line Items]
Goodwill	$ 2,473,323	$ 2,486,310
Business Combination, Contingent Consideration, Liability	25,558	17,791
Food Processing Group
Business Acquisition [Line Items]
Goodwill	371,857	375,217
Commercial Foodservice Equipment Group
Business Acquisition [Line Items]
Goodwill	1,322,969	1,329,056
Residential Kitchen
Business Acquisition [Line Items]
Goodwill	778,497	$ 782,037
2022 Acquisitions
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets	$ 5

XML

Acquisitions and Purchase Accounting Estimated Fair Value of Assets Acquired and Liabilities Assumed - 2023 Acquisitions (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Dec. 30, 2023
Business Acquisition [Line Items]
Goodwill	$ 2,473,323	$ 2,486,310
Business Combination, Contingent Consideration, Liability	25,558	17,791
Commercial Foodservice Equipment Group
Business Acquisition [Line Items]
Goodwill	1,322,969	1,329,056
Food Processing Group
Business Acquisition [Line Items]
Goodwill	371,857	375,217
Residential Kitchen
Business Acquisition [Line Items]
Goodwill	778,497	$ 782,037
2023 Acquisitions
Text Block [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	33,615
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents	3,102
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets	10,062
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment	21,740
Goodwill	41,412
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	33,615
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities	(4,920)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other	(12,315)
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Initial Consideration, Net	91,759
Business Combination, Contingent Consideration, Liability	14,959
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net	106,718
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities	(942)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities, Net	(900)
Business Acquisition, Goodwill, Expected Tax Deductible Amount	39,700
Business Combination, Intangible Assets, Other than Goodwill, Expected Tax Deductible Amount	32,200
2023 Acquisitions | Book and tax difference, identifiable intangible assets
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities, Net	300
2023 Acquisitions | Book and tax difference, identifiable tangible assets and liabilities
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities, Net	600
2023 Acquisitions | Commercial Foodservice Equipment Group
Text Block [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	14,100
Business Acquisition [Line Items]
Goodwill	9,900
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	14,100
2023 Acquisitions | Food Processing Group
Text Block [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	7,800
Business Acquisition [Line Items]
Goodwill	17,900
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	7,800
2023 Acquisitions | Residential Kitchen
Text Block [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	11,700
Business Acquisition [Line Items]
Goodwill	13,600
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	11,700
2023 Acquisitions | Customer Relationships
Text Block [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	7,200
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	$ 7,200
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	7 years
2023 Acquisitions | Developed Technology Rights
Text Block [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	$ 7,900
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	$ 7,900
2023 Acquisitions | Developed Technology Rights | Minimum
Business Acquisition [Line Items]
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	7 years
2023 Acquisitions | Developed Technology Rights | Maximum
Business Acquisition [Line Items]
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	12 years
2023 Acquisitions | Backlog
Text Block [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	$ 600
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	$ 600
2023 Acquisitions | Backlog | Minimum
Business Acquisition [Line Items]
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	9 months
2023 Acquisitions | Tradenames And Trademarks
Text Block [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	$ 17,900
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	17,900
2022 Acquisitions
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets	5
Initial accounting | 2023 Acquisitions
Text Block [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	34,337
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents	3,102
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets	9,964
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment	21,954
Goodwill	38,422
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	34,337
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities	(3,774)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other	(12,099)
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Initial Consideration, Net	90,948
Business Combination, Contingent Consideration, Liability	14,743
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net	105,691
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities	(958)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets	0
Measurement period adjustment | 2023 Acquisitions
Text Block [Abstract]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	(722)
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents	0
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets	98
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment	(214)
Goodwill	2,990
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill	(722)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities	(1,146)
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other	(216)
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Initial Consideration, Net	811
Business Combination, Contingent Consideration, Liability	216
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net	1,027
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities	16
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets	$ 5

XML

Acquisitions and Purchase Accounting Acquisitions and Purchase Accounting - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Business Combinations [Abstract]
Business Acquisition, Pro Forma Revenue	$ 926,926	$ 1,016,112
Business Acquisition, Pro Forma Net Income (Loss)	$ 86,671	$ 98,723
Business Acquisition, Pro Forma Earnings Per Share, Basic	$ 1.62	$ 1.84
Business Acquisition, Pro Forma Earnings Per Share, Diluted	$ 1.59	$ 1.82

XML

Revenue Recognition Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 926,926	$ 1,007,396
United States and Canada
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	636,599	713,514
Asia
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	60,351	68,302
Europe and Middle East
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	194,447	191,410
Latin America
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	35,529	34,170
Commercial Foodservice Equipment Group
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	590,344	613,935
Commercial Foodservice Equipment Group | United States and Canada
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	426,528	452,655
Commercial Foodservice Equipment Group | Asia
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	51,387	56,526
Commercial Foodservice Equipment Group | Europe and Middle East
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	90,465	86,965
Commercial Foodservice Equipment Group | Latin America
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	21,964	17,789
Food Processing Group
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	162,683	173,503
Food Processing Group | United States and Canada
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	103,030	116,900
Food Processing Group | Asia
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	6,368	8,587
Food Processing Group | Europe and Middle East
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	41,825	34,059
Food Processing Group | Latin America
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	11,460	13,957
Residential Kitchen
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	173,899	219,958
Residential Kitchen | United States and Canada
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	107,041	143,959
Residential Kitchen | Asia
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	2,596	3,189
Residential Kitchen | Europe and Middle East
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	62,157	70,386
Residential Kitchen | Latin America
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 2,105	$ 2,424

XML

Revenue Recognition Contract with Customer, Asset and Liability (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Dec. 30, 2023
Revenue Recognition [Abstract]
Contract with Customer, Asset, Net, Current	$ 49,858	$ 47,072
Contract liabilities	110,673	118,681
Contract with Customer, Liability, Noncurrent	15,314	$ 15,721
Contract with Customer, Asset, Reclassified to Receivable	17,400
Contract with Customer, Liability, Revenue Recognized	38,500
Contract with Customer, Liability, Increase for Contract Acquired during the Period	52,900
Capitalized Contract Cost, Impairment Loss	$ 0

XML

Changes in accumulated other comprehensive income (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Accumulated Other Comprehensive Income [Roll Forward]
Beginning of Period	$ (223,198)	$ (278,472)
Other comprehensive income before reclassification	(14,911)	22,168
Amounts reclassified from accumulated other comprehensive income	(7,134)	(6,339)
Net current-period other comprehensive income	(22,045)	15,829
End of Period	(245,243)	(262,643)
Accumulated Other Comprehensive (income) Loss, Defined Benefit Plan, Tax	4,200	(2,100)
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Tax	11,100	13,900
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, Tax	200	(100)
Unrealized gain on interest rate swap, tax	108	(2,910)
Accumulated Translation Adjustment
Accumulated Other Comprehensive Income [Roll Forward]
Beginning of Period	(145,490)	(205,345)
Other comprehensive income before reclassification	(26,486)	26,959
Amounts reclassified from accumulated other comprehensive income	0	0
Net current-period other comprehensive income	(26,486)	26,959
End of Period	(171,976)	(178,386)
Accumulated Defined Benefit Plans Adjustment
Accumulated Other Comprehensive Income [Roll Forward]
Beginning of Period	(109,713)	(121,701)
Other comprehensive income before reclassification	(619)	3,479
Amounts reclassified from accumulated other comprehensive income	432	670
Net current-period other comprehensive income	1,051	(2,809)
End of Period	(108,662)	(124,510)
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | Interest Rate Swap
Accumulated Other Comprehensive Income [Roll Forward]
Beginning of Period	32,005	48,574
Other comprehensive income before reclassification	10,956	(1,312)
Amounts reclassified from accumulated other comprehensive income	(7,566)	(7,009)
Net current-period other comprehensive income	3,390	(8,321)
End of Period	$ 35,395	$ 40,253

XML

Components of Other Comprehensive Income (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Disclosure Other Comprehensive Income Additional Information [Abstract]
Net earnings	$ 86,568	$ 99,089
Currency Translation Adjustment	(26,486)	26,959
Change in unrecognized pension benefit costs, net of tax	1,051	(2,809)
Unrealized gain (loss) on interest rate swamp, net of tax	3,390	(8,321)
Comprehensive income	$ 64,523	$ 114,918

XML

Inventories (Details) - USD ($) $ in Thousands	Mar. 30, 2024	Dec. 30, 2023
Notes To Financial Statements [Abstract]
Inventory, Raw Materials, Net of Reserves	$ 498,418	$ 495,488
Inventory, Work in Process, Net of Reserves	80,496	80,102
Inventory, Finished Goods, Net of Reserves	364,765	360,277
Inventories, net	$ 943,679	$ 935,867

XML

Changes in Carrying Amount of Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 30, 2024 USD ($)
Goodwill [Line Items]
Balance beginning of period	$ 2,486,310
Goodwill acquired during the year	520
Measurement period adjustments to goodwill acquired in prior year	265
Goodwill, Foreign Currency Translation Gain (Loss)	(13,772)
Balance end of period	2,473,323
Commercial Foodservice Equipment Group
Goodwill [Line Items]
Balance beginning of period	1,329,056
Goodwill acquired during the year	0
Measurement period adjustments to goodwill acquired in prior year	265
Goodwill, Foreign Currency Translation Gain (Loss)	(6,352)
Balance end of period	1,322,969
Food Processing Group
Goodwill [Line Items]
Balance beginning of period	375,217
Goodwill acquired during the year	520
Measurement period adjustments to goodwill acquired in prior year	0
Goodwill, Foreign Currency Translation Gain (Loss)	(3,880)
Balance end of period	371,857
Residential Kitchen
Goodwill [Line Items]
Balance beginning of period	782,037
Goodwill acquired during the year	0
Measurement period adjustments to goodwill acquired in prior year	0
Goodwill, Foreign Currency Translation Gain (Loss)	(3,540)
Balance end of period	$ 778,497

XML

Intangibles (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023	Dec. 30, 2023
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	$ 941,024		$ 943,919
Finite-Lived Intangible Assets, Accumulated Amortization	(589,530)		$ (574,079)
Amortization of Intangible Assets	17,400	$ 21,200
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months	60,802
Finite-Lived Intangible Assets, Amortization Expense, Year Two	56,607
Finite-Lived Intangible Assets, Amortization Expense, Year Three	52,086
Finite-Lived Intangible Assets, Amortization Expense, Year Four	44,031
Finite-Lived Intangible Assets, Amortization Expense, Year Five	37,581
Finite-Lived Intangible Assets, Amortization Expense, after Year Five	100,387
Finite-Lived Intangible Assets, Net	$ 351,494
Customer Lists
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life	6 years 10 months 24 days		7 years
Finite-Lived Intangible Assets, Gross	$ 842,699		$ 845,326
Finite-Lived Intangible Assets, Accumulated Amortization	$ (542,995)		$ (529,533)
Developed Technology Rights
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life	8 years 1 month 6 days		8 years 3 months 18 days
Finite-Lived Intangible Assets, Gross	$ 98,325		$ 98,593
Finite-Lived Intangible Assets, Accumulated Amortization	(46,535)		(44,546)
Tradenames And Trademarks
Finite-Lived Intangible Assets [Line Items]
Indefinite-lived Intangible Assets (Excluding Goodwill)	$ 1,317,978		$ 1,323,236

XML

Accrued Expenses (Details) - USD ($) $ in Thousands	Mar. 30, 2024	Dec. 30, 2023
Disclosure Accrued Expenses [Abstract]
Contract liabilities	$ 110,673	$ 118,681
Accrued payroll and related expenses	118,573	121,514
Accrued warranty	89,340	89,039
Accrued customer rebates	33,962	59,267
Accrued short-term leases	26,078	26,417
Accrued sales and other tax	21,078	24,568
Accrued professional services	23,254	18,461
Accrued agent commission	14,476	16,956
Accrued Product Liability And Workers Compensation Liability Current	11,455	11,169
Business Combination, Contingent Consideration, Liability	25,558	17,791
Other accrued expenses	88,461	75,329
Accrued expenses	$ 562,908	$ 579,192

XML

Rollforward of Warranty Reserve (Details) $ in Thousands	3 Months Ended
	Mar. 30, 2024 USD ($)
Disclosure Rollforward Of Warranty Reserve [Abstract]
Beginning balance	$ 89,039
Warranty expense	22,837
Warranty claims	(22,536)
Ending balance	$ 89,340

XML

Long-Term Debt (Details) - USD ($) $ in Thousands	Mar. 30, 2024	Dec. 30, 2023
Debt Disclosure [Line Items]
Term loan facility	$ 940,008	$ 945,913
Delayed draw term loan facility	721,875	726,563
Convertible senior notes	742,399	741,501
Other Long-term Debt	633	687
Total debt	2,414,650	2,425,195
Less: Current maturities of long-term debt	44,543	44,822
Long-term debt	2,370,107	2,380,373
Foreign
Debt Disclosure [Line Items]
Foreign loans	$ 9,735	$ 10,531

XML

Financing Arrangements Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Dec. 30, 2023
Debt Disclosure [Line Items]
Term loan facility	$ 940,008	$ 945,913
Credit facility, outstanding	1,700,000
Letters of Credit Outstanding, Amount	$ 1,500
Debt Instrument Interest Additional Interest Above Fed Funds Rate	0.50%
Debt Instrument, Interest Rate, Increase (Decrease)	1.00%
Credit facility, average interest rate	5.18%
Variable commitment fee	0.20%
Term loan facility average interest rate	5.18%
Line of credit, Current and Noncurrent, Foreign	$ 9,700
Line of Credit Facility, Interest Rate at Period End	2.35%
Derivative Notional Amount, Current	$ 70,000
Derivative Notional Amount, NonCurrent	$ 670,000
Derivative Fixed Interest Rate, Current	2.19%
Term loan facility, gross	$ 943,800
Line of Credit Facility, Remaining Borrowing Capacity	$ 2,800,000
Debt Instrument Interest Additional Interest Above LIBOR Rate, elevated covenants	1.375%
Line Of Credit Facility Commitment Fee Percentage, elevated covenants	0.20%
Delayed draw term loan facility, amortization quarter percent	0.625%
Debt Instrument Interest Additional Interest Above SOFR Rate	1.375%
Debt Instrument Interest Additional Interest Above SOFR Rate Alternative	0.375%
Debt Instrument Interest Additional Interest Above SOFR Rate, elevated covenants	1.375%
Convertible Debt
Debt Disclosure [Line Items]
Debt Instrument, Face Amount	$ 747,499	$ 747,499
Revolving Credit Facility
Debt Disclosure [Line Items]
Debt Instrument, Basis Spread on Variable Rate	0.10%

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Carrying Value and Estimated Aggregate Fair Value of Debt (Details) - USD ($) $ in Thousands	Mar. 30, 2024	Dec. 30, 2023
Debt Disclosure [Line Items]
Carrying Value	$ 2,414,650	$ 2,425,195
Derivative Fixed Interest Rate, Noncurrent	1.64%
Debt excluding convertible senior notes
Debt Disclosure [Line Items]
Carrying Value	$ 1,672,251	1,683,694
Fair Value	$ 1,675,993	$ 1,687,781

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Convertible Debt (Details) - USD ($) $ in Thousands	Mar. 30, 2024	Dec. 30, 2023
Debt Disclosure [Line Items]
Convertible senior notes	$ 742,399	$ 741,501
Convertible Debt
Debt Disclosure [Line Items]
Debt Instrument, Face Amount	747,499	747,499
Unamortized Debt Issuance Expense	$ (5,100)	$ (5,998)

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Convertible Debt Interest Expense (Details) - Convertible Debt - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Debt Disclosure [Line Items]
Interest Expense, Debt, Excluding Amortization	$ 1,868	$ 1,869
Amortization of Debt Discount (Premium)	898	898
Interest Expense	$ 2,766	$ 2,767

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Convertible Debt Additional Information (Details) $ in Millions	Mar. 30, 2024 USD ($)
Convertible Debt
Debt Disclosure [Line Items]
Notes Payable, Fair Value Disclosure	$ 977.9

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Capped Call Information (Details) - USD ($)	3 Months Ended
	Mar. 30, 2024	Mar. 22, 2022	Dec. 22, 2021	Dec. 16, 2021	Aug. 21, 2020
2021 Capped Call Transaction One
Debt Disclosure [Line Items]
54600000	$ 54,600,000
2022 Capped Call Transaction
Debt Disclosure [Line Items]
54600000	$ 9,700,000
Convertible Debt
Debt Disclosure [Line Items]
Debt Instrument, Capped Call Transaction, Net Cost					$ 104,700,000
54600000					$ 207.93
Convertible Debt | 2021 Capped Call Transaction One
Debt Disclosure [Line Items]
54600000				$ 216.50
Convertible Debt | 2022 Capped Call Transaction
Debt Disclosure [Line Items]
54600000		$ 229.00
Convertible Debt | 2021 Capped Call Transaction Two
Debt Disclosure [Line Items]
54600000			$ 225.00

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Summary of Fair Value of Interest Rate Swaps (Details) - USD ($) $ in Thousands	Mar. 30, 2024	Dec. 30, 2023
Foreign Exchange Forward
Derivatives, Fair Value [Line Items]
Derivative, Notional Amount	$ 267,500	$ 253,100
Prepaid Expenses and Other Current Assets | Interest Rate Swap
Derivatives, Fair Value [Line Items]
Interest Rate Fair Value Hedge Asset at Fair Value	1,630	2,897
Other Noncurrent Assets | Interest Rate Swap
Derivatives, Fair Value [Line Items]
Interest Rate Fair Value Hedge Asset at Fair Value	$ 44,430	$ 39,882

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Impact on Earnings from Interest Rate Swaps (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Derivative Instruments, Gain (Loss) [Line Items]
Amounts reclassified from accumulated other comprehensive income	$ (7,134)	$ (6,339)
Interest Rate Swap | Other Comprehensive Income
Derivative Instruments, Gain (Loss) [Line Items]
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax	10,847	(4,222)
Interest Rate Swap | Interest Expense
Derivative Instruments, Gain (Loss) [Line Items]
Amounts reclassified from accumulated other comprehensive income	$ 7,566	$ 7,009

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Financial Instruments Additional Information (Details) $ in Millions	3 Months Ended
	Mar. 30, 2024 USD ($)
Derivative [Line Items]
Fair value of interest rate swaps liability	$ 46.1
Loss in fair value of interest rate swaps	3.4
Foreign Exchange Forward
Derivative [Line Items]
Derivative, Fair Value, Net	$ (0.2)

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Net Sales Summary (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Segment Reporting Information [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 926,926	$ 1,007,396
Percent	100.00%	100.00%
Commercial Foodservice Equipment Group
Segment Reporting Information [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 590,344	$ 613,935
Percent	63.70%	61.00%
Food Processing Group
Segment Reporting Information [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 162,683	$ 173,503
Percent	17.50%	17.20%
Residential Kitchen
Segment Reporting Information [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 173,899	$ 219,958
Percent	18.80%	21.80%

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Summary of Results of Operations for Business Segments (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 30, 2024	Apr. 01, 2023	Dec. 30, 2023
Segment Reporting Information [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax		$ 926,926	$ 1,007,396
Income from operations	[1],[2]	137,133	161,022
Depreciation	[3]	13,273	11,977
Amortization of Intangible Assets and Debt Issuance Costs	[4]	19,137	22,970
Capital Expenditures Net		13,743	25,485
Total assets		6,930,405	6,956,137	$ 6,906,692
Commercial Foodservice Equipment Group
Segment Reporting Information [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax		590,344	613,935
Income from operations	[1],[2]	131,658	136,562
Depreciation	[3]	7,021	6,166
Amortization of Intangible Assets and Debt Issuance Costs		13,594	14,808
Capital Expenditures Net		6,084	16,906
Total assets		3,722,126	3,827,805
Food Processing Group
Segment Reporting Information [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax		162,683	173,503
Income from operations	[1],[2]	32,352	34,687
Depreciation	[3]	2,031	2,097
Amortization of Intangible Assets and Debt Issuance Costs		1,954	4,137
Capital Expenditures Net		1,817	2,203
Total assets		992,876	1,007,569
Residential Kitchen
Segment Reporting Information [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax		173,899	219,958
Income from operations	[1],[2]	4,537	21,186
Depreciation	[3]	3,805	3,447
Amortization of Intangible Assets and Debt Issuance Costs		1,802	2,238
Capital Expenditures Net		5,259	6,214
Total assets		1,939,293	1,999,632
Corporate and Other
Segment Reporting Information [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax		0	0
Income from operations	[1],[2],[5]	(31,414)	(31,413)
Depreciation	[3],[5]	416	267
Amortization of Intangible Assets and Debt Issuance Costs	[4],[5]	1,787	1,787
Capital Expenditures Net	[5]	583	162
Total assets	[5]	$ 276,110	$ 121,131

[1] .

[2] Restructuring expenses are allocated in operating income by segment. (4)Includes depreciation on right of use assets.

[3] Includes depreciation on right of use assets

[4] Includes amortization of deferred financing costs and Convertible Notes issuance costs

[5] .

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Long-Lived Assets by Major Geographic Region (Details) - USD ($) $ in Thousands	Mar. 30, 2024	Apr. 01, 2023
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	$ 765,687	$ 675,389
United States and Canada
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	506,334	476,073
Asia
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	39,136	36,597
Europe and Middle East
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	207,847	149,031
Latin America
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	12,370	13,688
Total International
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	$ 259,353	$ 199,316

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Employee Retirement Plans Additional Information (Details) - Non-US Plans - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Interest cost	$ 10,780	$ 11,138
Expected return on assets	(15,297)	(14,219)
Amortization of net loss	13	7
Amortization of prior service cost	659	631
Defined Benefit Plan, Net Periodic Benefit Cost (Credit)	$ (3,845)	$ (2,443)

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Share Repurchases (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2024	Apr. 01, 2023	May 13, 2022	Nov. 07, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased	1,883,636
Treasury Stock, Value, Acquired, Cost Method	$ 16,995	$ 67,871
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Treasury Stock, Shares, Acquired	109,859
Treasury Stock, Value, Acquired, Cost Method	$ 17,000
2017 Program
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock Repurchase Program, Number of Shares Authorized to be Repurchased			2,500,000	2,500,000
Share Repurchase Program, Number of Shares Repurchased	3,116,364