NOTE 17 — RESTRUCTURING

The Company’s total net restructuring charges incurred to date are detailed below:

	2011		2012		2013			Q1 ‘14		Total
	Actual		Actual		Actual			Actual		Incurred
Restructuring charges:
Capital expenditures	$	5	$	2,596	$	2,352		$	441	$	5,394
Gain on sale of Brandon, SD Facility	—		—		(3,585		)	—		(3,585		)
Accelerated depreciation	—		819		898			—		1,717
Severance	430		—		435			—		865
Impairment charges	—		—		2,365			—		2,365
Moving and other exit-related costs	439		1,677		3,085			329		5,530
Total	874		5,092		5,550			770		12,286

During the third quarter of 2011, the Company conducted a review of its business strategies and product plans based on the outlook for the economy at large, the forecast for the industries it serves, and its business environment. The Company concluded that its manufacturing footprint and fixed cost base were too large and expensive for its medium-term needs and began restructuring its facility capacity and its management structure to consolidate and increase the efficiencies of its operations.

The Company is executing a plan to reduce its facility footprint by approximately 40% through the sale and/or closure through the end of 2014 of facilities comprising a total of approximately 600,000 square feet. The Company has so far closed or reduced its leased presence at six facilities and achieved a reduction of approximately 400,000 square feet. During 2013, the Company determined that the Clintonville Facility was no longer required in its operations and reclassified the property and equipment associated with the Clintonville Facility, as well as certain Gearing equipment, to Assets Held for Sale. The most significant remaining reduction relates to the anticipated closure and disposition of the Cicero Avenue Facility. The use of the Cicero Avenue Facility in the Company’s production was significantly curtailed at the end of 2013, and the Company recorded a related $1,732 impairment, primarily in cost of sales in the fourth quarter of 2013. The Company believes its remaining locations will be sufficient to support its Towers and Weldments, Gearing, Services and general corporate and administrative activities, while allowing for growth for the next several years.

In the third quarter of 2012, the Company identified a liability associated with the planned sale of the Cicero Avenue Facility. The liability is associated with environmental remediation costs that were originally identified while preparing the site for sale. The liability has been adjusted as needed since being originally identified and the expenses associated with this liability have been recorded as restructuring charges. As of March 31, 2014 the accrual balance remaining was $500.

Including costs incurred to date, the Company expects that a total of approximately $13,300 of net costs will be incurred to implement this restructuring initiative. To date, the Company has incurred approximately $12,300, or 92% of the total expected restructuring costs. The Company’s restructuring charges generally include costs to close or exit facilities, costs to move equipment, the related costs of building infrastructure for moved equipment and employee related costs. Of the total restructuring costs incurred, a total of approximately $4,800 consists of non-cash charges. Restructuring costs incurred to date include $900 of severance and $1,750 of accelerated depreciation of the Cicero Avenue Facility. The table below details the Company’s total net restructuring charges incurred to date and the total net expected restructuring charges as of March 31, 2014:

	2011		2012		2013			Q1 ‘14		Total			Total
	Actual		Actual		Actual			Actual		Incurred			Projected
Capital expenditures:
Gearing	$	5	$	2,072	$	2,075		$	441	$	4,593		$	4,975
Corporate	—		524		277			—		801			801
Total capital expenditures	5		2,596		2,352			441		5,394			5,776

Cash expenses:
Cost of sales:
Gearing	131		308		2,176			269		2,884			3,486
Services	—		225		234			—		459			459
Total cost of sales	131		533		2,410			269		3,343			3,945

Selling, general, and administrative expenses:
Towers	—		130		176			18		324			324
Gearing	35		520		451			42		1,048			1,048
Services	—		40		—			—		40			40
Corporate	406		49		462			—		917			917
Total selling, general and administrative expenses	441		739		1,089			60		2,329			2,329

Other - Towers and Weldments gain on Brandon, SD Facility:	—		—		(3,585		)	—		(3,585		)	(3,585		)
Non-cash expenses:
Towers	—		—		291			—		291			291
Gearing	247		1,166		3,008			—		4,421			4,421
Services	—		58		(15		)	—		43			43
Corporate	50		—		—			—		50			50
Total non-cash expenses	297		1,224		3,284			—		4,805			4,805
Grand total	$	874	$	5,092	$	5,550		$	770	$	12,286		$	13,270