Quarterly report pursuant to Section 13 or 15(d)

Commitments and Contingencies - Thermon Holding Corp

 v2.3.0.11
Commitments and Contingencies - Thermon Holding Corp
3 Months Ended
Jun. 30, 2011
Commitments and Contingencies

12. Commitments and Contingencies

 

At June 30, 2011, the Company had in place letter of credit guarantees from banks securing performance obligations of the Company. These arrangements totaled approximately $5,250 and related to certain sales contracts and local lines of credit for which $2,097 is secured by cash deposits. Included in prepaid expenses and other current assets at June 30, 2011 and March 31, 2011, was approximately $2,097 and $2,133, respectively, of cash deposits pledged as collateral on performance bonds and letters of credit.

 

The Company is involved in various legal proceedings that arise from time to time in the ordinary course of doing business and believes that adequate reserves have been established for any probable losses. Expenses related to litigation are included in operating income. We do not believe that the outcome of any of these proceedings would have a significant adverse effect on our financial position, long-term results of operations, or cash flows. It is possible, however, that charges related to these matters could be significant to our results or cash flows in any one accounting period.

 

The Company has no outstanding legal matters outside of matters arising in the ordinary course of business, except as described below.

 

Asbestos Litigation—Since 1999, we have been named as one of many defendants in 16 personal injury suits alleging exposure to asbestos from our products. None of the cases alleges premises liability. Four cases are currently pending. Insurers are defending us in three of the four lawsuits, and we expect that an insurer will defend us in the remaining three matters. Of the concluded suits, there were five cost of defense settlements and the remainder were dismissed without payment. There are no claims unrelated to asbestos exposure for which coverage has been sought under the policies that are providing coverage.

 

Indian Sales Tax and Customs Disputes—Our Indian subsidiary is currently disputing assessments of administrative sales tax and customs duties with Indian tax and customs authorities. In addition, we currently have a customs duty case before the Supreme Court in India, on appeal by custom authorities. We have reserved $450 in estimated settlement of these matters.

 

Notice of Tax Dispute with the Canada Revenue Agency—On June 13, 2011, we received notice from the Canada Revenue Agency (“Agency”) advising us that they disagree with the tax treatment we proposed with respect to certain asset transfers that was completed in August 2007 by our Predecessor owners.  As a result, the Agency proposes to disallow the interest deductions taken in Canada for tax years 2008, 2009 and 2010.   In total these interest deductions amounted to $11,640.  The statutory tax rate in Canada is approximately 25%, therefore the tax due that is requested by the Agency is approximately $2,910.  At June 30, 2011, we have not recorded a tax liability reserve related to this matter with the Agency due to its early stages , as a loss is not probable or estimable.  While we will vigorously contest this ruling, we expect that any liability, if any, will be covered under an indemnity agreement with the Predecessor owners.

 

We can give no assurances we will prevail in any of these matters.

 

Warranty Reserve— Changes in the Company’s product liability are as follows:

 

 

 

Three Months
Ended

June 30, 2011
(Successor)

 

For the Period
From May 1,
Through

June 30, 2010
(Successor)

 

For the Period
From April 1,
Through

April 30, 2010
(Predecessor)

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

1,325

 

$

1,057

 

$

699

 

Provision for warranties issued

 

2

 

104

 

19

 

Reclassification of other liabilities

 

—

 

—

 

339

 

Settlements

 

(741

)

(197

)

—

 

Balance at end of period

 

$

586

 

$

964

 

$

1,057

 

Thermon Holding Corp
 
Commitments and Contingencies

11. Commitments and Contingencies

 

At June 30, 2011, the Company had in place letter of credit guarantees from banks securing performance obligations of the Company. These arrangements totaled approximately $5,250 and related to certain sales contracts and local lines of credit for which $2,097 is secured by cash deposits. Included in prepaid expenses and other current assets at June 30, 2011 and March 31, 2011, was approximately $2,097 and $2,133, respectively, of cash deposits pledged as collateral on performance bonds and letters of credit.

 

The Company is involved in various legal proceedings that arise from time to time in the ordinary course of doing business and believes that adequate reserves have been established for any probable losses. Expenses related to litigation are included in operating income. We do not believe that the outcome of any of these proceedings would have a significant adverse effect on our financial position, long-term results of operations, or cash flows. It is possible, however, that charges related to these matters could be significant to our results or cash flows in any one accounting period.

 

The Company has no outstanding legal matters outside of matters arising in the ordinary course of business, except as described below.

 

Asbestos Litigation—Since 1999, we have been named as one of many defendants in 16 personal injury suits alleging exposure to asbestos from our products. None of the cases alleges premises liability. Four cases are currently pending. Insurers are defending us in three of the four lawsuits, and we expect that an insurer will defend us in the remaining three matters. Of the concluded suits, there were five cost of defense settlements and the remainder were dismissed without payment. There are no claims unrelated to asbestos exposure for which coverage has been sought under the policies that are providing coverage.

 

Indian Sales Tax and Customs Disputes—Our Indian subsidiary is currently disputing assessments of administrative sales tax and customs duties with Indian tax and customs authorities. In addition, we currently have a customs duty case before the Supreme Court in India, on appeal by custom authorities. We have reserved $450 in estimated settlement of these matters.

 

Notice of Tax Dispute with the Canada Revenue Agency—On June 13, 2011, we received notice from the Canada Revenue Agency (“Agency”) advising us that they disagree with the tax treatment we proposed with respect to certain asset transfers that was completed in August 2007 by our Predecessor owners.  As a result, the Agency proposes to disallow the interest deductions taken in Canada for tax years 2008, 2009 and 2010.   In total these interest deductions amounted to $11,640.  The statutory tax rate in Canada is approximately 25%, therefore the tax due that is requested by the Agency is approximately $2,910.  At June 30, 2011, we have not recorded a tax liability reserve related to this matter with the Agency due to its early stages as a loss is not probable or estimable.  While we will vigorously contest this ruling, we expect that any liability, if any, will be covered under an indemnity agreement with the Predecessor owners.

 

We can give no assurances we will prevail in any of these matters.

 

Warranty Reserve— Changes in the Company’s product liability are as follows:

 

 

 

Three Months
Ended

June 30, 2011
(Successor)

 

For the Period
From May 1,
Through

June 30, 2010
(Successor)

 

For the Period
From April 1,
Through

April 30, 2010
(Predecessor)

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

1,325

 

$

1,057

 

$

699

 

Provision for warranties issued

 

2

 

104

 

19

 

Reclassification of other liabilities

 

—

 

—

 

339

 

Settlements

 

(741

)

(197

)

—

 

Balance at end of period

 

$

586

 

$

964

 

$

1,057