Annual report pursuant to Section 13 and 15(d)

INCOME TAXES

v3.22.4
INCOME TAXES
 12 Months Ended
Dec. 31, 2022
Income Tax Disclosure [Abstract]  
INCOME TAXES
NOTE 11: INCOME TAXES
For the Successor period, the Company’s provision for income taxes consists of U.S., state and local, and foreign taxes. The Company has significant operations in various locations outside the U.S. The annual effective tax rate is a composite rate reflecting the earnings in the various locations at their applicable statutory tax rates.
For the Predecessor period, income taxes as presented herein attribute current and deferred income taxes of the Company’s financial statements in a manner that is systematic, rational, and consistent with the asset and liability method described by ASC 740, “Income Taxes.” Accordingly, the Company’s income tax provision during the predecessor period was prepared following the separate return method. The separate return method applies ASC 740 to the stand-alone financial statements of each member of the combined group as if the group member were a separate taxpayer and a stand-alone enterprise. Use of the separate return method may result in differences when the sum of the amounts allocated to stand-alone tax provisions are compared with amounts presented in the combined financial statements. In that event, the related deferred tax assets and liabilities could be significantly different from those presented herein. The combined financial statements reflect the Company’s portion of income taxes payable as if the Company had been a separate taxpayer.
In August 2022, the Inflation Reduction Act (“IRA”) and CHIPS and Science Act (“CHIPS Act”) were both enacted. This new legislation includes the implementation of a new corporate alternative minimum tax, an excise tax on stock buybacks, and tax incentives for energy and climate initiatives, among other provisions. The income tax provisions of the IRA or the CHIPS Act had limited applicability to the Company and did not have a material impact on the Company’s consolidated and combined financial statements.
On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) was enacted in response to the COVID-19 pandemic. Under ASC 740, the effects of changes in tax rates and laws are recognized in the period in which the new legislation is enacted. The CARES Act made various tax law changes including among other things (i) increased the limitation under IRC Section 163(j) for 2019 and 2020 to permit additional expensing of interest (ii) enacted a technical correction so that qualified improvement property can be immediately expensed under IRC Section 168(k) (iii) made modifications to the federal net operating loss rules including permitting federal net operating losses incurred in 2018, 2019, and 2020 to be carried back to the five preceding taxable years in order to generate a refund of previously paid income taxes and (iv) enhanced recoverability of alternative minimum tax credit carryforwards. The income tax provisions of the CARES Act had limited applicability to the Company and did not have a material impact on the Company’s consolidated and combined financial statements.
Components of the income tax provision (benefit) were as follows (in thousands):
(Successor) (Predecessor)
Year Ended December 31, 2022 Year Ended December 31, 2021 From June 26, 2020 to December 31, 2020 From January 1, 2020 to
June 25, 2020
Current:
Federal $ (364) $ 916  $ (969) $ 51 
State and local 419  283  54  16 
Foreign 6,190  3,957  1,139  2,029 
6,245  5,156  224  2,096 
Deferred:
Federal (2,944) (6,498) (2,192) (4,262)
State and local (581) (2,801) 138  (259)
Foreign 3,069  (3,001) (788) (1,057)
(456) (12,300) (2,842) (5,578)
Total provision (benefit) for income taxes $ 5,789  $ (7,144) $ (2,618) $ (3,482)
The following is a reconciliation of income tax provision (benefit) computed at the U.S. federal statutory rate to income tax provision (benefit) in the consolidated and combined statements of operations (in thousands):
(Successor) (Predecessor)
Year Ended December 31, 2022 Year Ended December 31, 2021 From June 26, 2020 to December 31, 2020 From January 1, 2020 to
June 25, 2020
(Loss) income before income taxes:
Domestic $ (86,952) $ (36,205) $ (18,981) $ (49,477)
Foreign 33,989  29,144  7,926  11,859 
Total (loss) income before income taxes $ (52,963) $ (7,061) $ (11,055) $ (37,618)
Federal income tax rate 21.0% 21.0% 21.0% 21.0%
Federal income taxes $ (11,122) $ (1,483) $ (2,322) $ (7,900)
State and local taxes (1,666) (3,572) 1,812  (278)
Foreign rate differential (545) (1,431) (70) (125)
Change in tax rates 295  225  735  — 
Change in uncertain tax positions 6  (1,005) 40  (651)
Change in valuation allowance 4,588  2,657  (1,474) 883 
Goodwill impairment 9,765  —  —  3,717 
U.S. effects of international operations 5,603  3,041  320  2,084 
Tax credits (3,250) (2,763) (2,161) (1,201)
Section 162(m) limitation 87  206  —  — 
Transaction costs 31  385  —  — 
Stock-based compensation 422  502  —  — 
Switzerland tax ruling —  (4,057) —  — 
Foreign withholding taxes 1,043  350  —  — 
Other 532  (199) 502  (11)
Total provision (benefit) for income taxes $ 5,789  $ (7,144) $ (2,618) $ (3,482)
Effective tax rate (10.9)% 101.2% 23.7% 9.3%
Significant components of the Company’s net deferred tax assets and liabilities were as follows (in thousands):
December 31, 2022 December 31, 2021
Deferred tax assets:
Accounts receivable $ 441  $ 381 
Accrued expenses 4,938  5,251 
Inventory 4,112  6,166 
Other assets 1,184  930 
Pension asset 2,320  365 
Capitalized research and development expense 445  — 
Lease accounting 5,458  7,558 
U.S. and foreign net operating losses 19,150  17,433 
Deferred interest expense 11,241  6,106 
Tax credits 887  511 
Total deferred tax assets 50,176  44,701 
Less valuation allowance (16,592) (12,184)
Net deferred tax assets $ 33,584  $ 32,517 
Deferred tax liabilities:
Property, plant and equipment (6,270) (5,271)
Operating lease right-of-use asset (4,621) (6,553)
Intangible assets (45,964) (46,511)
Deferred rent (63) (59)
Unremitted earnings (2,295) (965)
Other liabilities (6,417) (6,255)
Total deferred tax liabilities (65,630) (65,614)
Net deferred tax liability $ (32,046) $ (33,097)
In assessing the recoverability of its deferred tax assets within the jurisdiction from which they arise, management considers whether it is more likely than not (more than 50%) that some portion or all of the deferred tax assets will be realized. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income prior to the expiration of any net operating loss and tax credit carry forwards. The Company evaluates all positive and negative evidence when determining the amount of the net deferred tax assets that are more likely than not to be realized. This evidence includes, but is not limited to, prior earnings history, reversal of taxable temporary differences, tax planning strategies and projected future taxable income. Significant weight is given to positive and negative evidence that is objectively verifiable. Based on the weight of available evidence, including the scheduling of existing taxable temporary differences into future taxable income, the Company determined that as of December 31, 2022 its deferred tax assets were realizable on a more-likely-than not basis with the exception of certain interest deductions of $2.3 million, foreign tax credits of $0.8 million, certain state net operating loss carry forwards of $10.2 million predominately related to Illinois, and $3.3 million of net operating loss carry forwards in India, Luxembourg, Spain, Mexico, China and Argentina. The Company’s valuation allowance at December 31, 2022 increased by approximately $4.4 million, of which $4.6 million was charged to income tax expense in 2022 (as shown in the rate reconciliation table above), partially offset by foreign exchange translation adjustments. The Company’s valuation allowance at December 31, 2021 increased by approximately $2.3 million, of which $2.7 million was charged to income tax expense in 2021 (as shown in the rate reconciliation table above), partially offset by foreign exchange translation adjustments.
The Company received a beneficial Switzerland tax ruling in 2021 permitting a step up in the tax basis of intangible assets. The Company will be able to amortize the intangible assets over a 10-year period for Swiss tax purposes, resulting in future cash tax savings. The Company recognized a discrete tax benefit of $4.1 million in 2021 related to this change.
As of December 31, 2022, the Company had net operating loss carry forwards and tax credits which will expire if not utilized, including: $123.4 million in Illinois state net operating losses expiring between 2029 and 2042, $0.9 million of U.S. federal foreign tax credits expiring in 2030 through 2032, $47.1 million of federal deferred interest carryforward under IRC Section 163(j) that can be carried forward indefinitely but is limited to 30% tax adjusted EBIT, $1.4 million of net operating losses in Mexico substantially expiring in 2023 and through 2032, $7.9 million of net operating losses in Luxembourg substantially expiring in 2035 and through 2039, $1.8 million of net operating losses in India expiring in 2023 through 2028, $0.6 million of net operating losses in China expiring in 2023 through 2026 and $0.9 million of net operating losses in Argentina expiring in 2026 through 2027.
Notwithstanding the current taxation of certain foreign subsidiaries under GILTI and one-time transition taxation enacted as part of the Tax Cut and Jobs Act, the Company intends to continue to invest these earnings indefinitely outside the U.S. If these future earnings are repatriated to the U.S., or if the Company determines that such earnings will be remitted in the foreseeable future, the Company may be required to accrue U.S. deferred taxes (if any) and applicable withholding taxes. It is not practicable to estimate the tax impact of the reversal of the outside basis difference, or the repatriation of cash due to the complexity of its hypothetical calculation. As of December 31, 2022 and 2021, the Company had accrued future income taxes and withholding taxes for future remittances to its Switzerland and Hong Kong affiliates of $2.3 million and $1.8 million, respectively.
The following summarizes the changes in the Company’s liability for unrecognized tax positions (in thousands):
Year Ended December 31, 2022 Year Ended December 31, 2021
Beginning of period $ 94  $ 609 
Lapse in statute of limitations —  (507)
Currency differences —  (8)
End of period $ 94  $ 94 
The unrecognized tax benefits in both the successor and predecessor periods include amounts related to various foreign tax issues. The Company records both accrued interest and penalties related to income tax matters in the provision for income taxes in the accompanying consolidated and combined statements of operations. The Company’s accrued interest and penalties related to uncertain tax positions totaled $0.1 million as of both December 31, 2022 and December 31, 2021. Of the amounts reflected in the table above as of December 31, 2022, the entire amount if recognized, would reduce the Company’s effective tax rate. The Company does not expect its unrecognized tax benefits will significantly increase or decrease in the next 12 months.
The Company is subject to taxation in the U.S. and various state and foreign jurisdictions. The Company’s U.S. federal and state income tax periods are generally open to examination for the tax years 2018 through 2022. The Company’s French, Argentina, Luxembourg and Swiss tax years 2017 through 2022 also remain open for examination. In addition, open tax years related to the Company’s other foreign jurisdictions remain subject to examination but are not considered material.