FY2021 10-K Document - FINAL 11 15 21 - Flipbook - Page 83
Table of Contents
Note 22 - Related Party Transactions
John Scannell, Moog's Chairman of the Board of Directors and Chief Executive Officer, is a member of the Board of
Directors of M&T Bank Corporation and M&T Bank. We currently engage with M&T Bank in the ordinary course of
business for various financing activities, all of which were initiated prior to the election of Mr. Scannell to the Board.
M&T Bank provides credit extension for routine purchases, which totaled $14,176, $15,533 and $20,612 for 2021,
2020 and 2019, respectively. At October 2, 2021, we held outstanding leases with a total original cost of $22,603. At
October 2, 2021, outstanding deposits on our behalf for future equipment leases totaled $1,524. M&T Bank also
maintains an interest of approximately 12% in our U.S. revolving credit facility. Further details of the U.S. revolving
credit facility can be found in Note 9, Indebtedness. Wilmington Trust, a subsidiary of M&T Bank, is the trustee of the
pension assets for our qualified U.S. defined benefit pension plan.
Note 23 - Commitments and Contingencies
From time to time, we are involved in legal proceedings. We are not a party to any pending legal proceedings which
management believes will result in a material adverse effect on our financial condition, results of operations or cash
flows.
We are engaged in administrative proceedings with governmental agencies and legal proceedings with governmental
agencies and other third parties in the normal course of our business, including litigation under Superfund laws,
regarding environmental matters. We believe that adequate reserves have been established for our share of the
estimated cost for all currently pending environmental administrative or legal proceedings and do not expect that
these environmental matters will have a material adverse effect on our financial condition, results of operations or
cash flows.
In the ordinary course of business we could be subject to ongoing claims or disputes from our customers, the ultimate
settlement of which could have a material adverse impact on our consolidated results of operations. While the
receivables and any loss provisions recorded to date reflect management's best estimate of the projected costs to
complete a given project, there is still significant effort required to complete the ultimate deliverable. Future variability
in internal cost and as well as future profitability is dependent upon a number of factors including deliveries,
performance and government budgetary pressures. The inability to achieve a satisfactory contractual solution, further
unplanned delays, additional developmental cost growth or variations in any of the estimates used in the existing
contract analysis could lead to further loss provisions. Additional losses could have a material adverse impact on our
financial condition, results of operations or cash flows in the period in which the loss may be recognized.
We are contingently liable for $32,271 of standby letters of credit issued by a bank to third parties on our behalf at
October 2, 2021. Purchase commitments outstanding at October 2, 2021 are $594,896 including $57,180 for property,
plant and equipment.
Note 24 - Subsequent Events
On October 29, 2021, we amended our Securitization Program to extend the facility termination date to December 29,
2021 and changed the Administrator and Issuer to Wells Fargo Bank, N.A. Previously, the Securitization Program was
to mature on October 29, 2021.
On November 4, 2021, we amended and restated our receivables purchase agreement (the "RPA") of our
Securitization Program. Under the RPA, a receivables subsidiary may sell receivables to purchasers in amounts up to
a $100,000 limit in exchange for cash so long as certain conditions have been satisfied. The parties subject to the
RPA intend that the conveyance of receivables will constitute a purchase and sale of receivables and not a pledge for
security. The receivables subsidiary has guaranteed to the purchasers and the agent the prompt payment of sold
receivables, and to secure the prompt payment and performance of such guaranteed obligations, the receivables
subsidiary has granted a security interest to the agent, for the benefit of the purchasers, in all assets of the
receivables subsidiary. The RPA matures on November 4, 2024 and is subject to customary termination events related
to transactions of this type.
On November 4, 2021, the Board of Directors declared a $0.25 per share quarterly dividend payable on issued and
outstanding shares of our Class A and Class B common stock on December 6, 2021 to shareholders of record at the
close of business on November 19, 2021.
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