UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
_____________________________________ 
FORM 10-K
 
_____________________________________ 
ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
(Mark One)
ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For The Fiscal Year Ended December 30, 201631, 2019
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____ to ____
Commission File Number 1-16137
_____________________________________ 
itgrlogo20190925a05.jpg
INTEGER HOLDINGS CORPORATION
(Exact name of Registrant as specified in its charter)
_____________________________________ 
_____________________________________ 


Delaware 16-1531026
(State or other jurisdiction of
Incorporation)
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
2595 Dallas Parkway
Suite 310
5830 Granite Parkway,Suite 1150Plano,Texas75024
(Address of principal executive offices)(Zip Code)
Frisco, Texas 75034
(Address of principal executive offices)
(214) 214) 618-5243
(Registrant’s telephone number, including area code)
Securities Registered Pursuant to Section 12(b) of the Act:
Title of Each Class:each classTrading Symbol(s) Name of Each Exchangeeach exchange on Which Registered:which registered
Common Stock, Par Value $0.001 Per ShareITGR New York Stock Exchange
Securities Registered Pursuant to Section 12(g) of the Act: None
   
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
 Yes  x    No  ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes  ¨    No  x
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  ¨
Indicate by checkmark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
 Yes  x    No  ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”filer,” “smaller reporting company,” and “smaller reporting“emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerx 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.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes  ¨    No  x
The aggregate market value of common stock held by non-affiliates as of July 1, 2016June 28, 2019 (the last business day of the registrant’s most recently completed second fiscal quarter), based on the last sale price of $32.00,$83.92, as reported on the New York Stock Exchange on that date: $967 million.$2.7 billion. Solely for the purpose of this calculation, shares held by directors and officers and 10 percent stockholders of the registrant have been excluded. This exclusion should not be deemed a determination or an admission that these individuals are, in fact, affiliates of the registrant.
Shares of common stock outstanding as of February 24, 2017: 30,998,92014, 2020: 32,805,570
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the following document are specifically incorporated by reference into the indicated parts of this report:
Document Part
Proxy Statement for the 20172020 Annual Meeting of Stockholders 
Part III, Item 10
“Directors, Executive Officers and Corporate Governance”
  
  
Part III, Item 11
“Executive Compensation”
  
  
Part III, Item 12
“Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters”
  
  
Part III, Item 13
“Certain Relationships and Related Transactions, and Director Independence”
  
  
Part III, Item 14
“Principal AccountantAccounting Fees and Services”



 







TABLE OF CONTENTS
 PAGE
   
Item 1.
Business.....................................................................................................................................................................
   
Item 1A.
Risk Factors...............................................................................................................................................................
   
Item 1B.
Unresolved Staff Comments......................................................................................................................................
   
Item 2.
Properties...................................................................................................................................................................
   
Item 3.
Legal Proceedings.....................................................................................................................................................
   
Item 4.
Mine Safety Disclosures............................................................................................................................................
   
  
   
Item 5.
   
Item 6.
Selected Financial Data.............................................................................................................................................
Item 7.
   
Item 7.
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk..................................................................................
   
Item 8.
Financial Statements and Supplementary Data.........................................................................................................
   
Item 9.
   
Item 9A.
Controls and Procedures............................................................................................................................................
   
Item 9B.
Other Information......................................................................................................................................................
   
  
   
Item 10.
Directors, Executive Officers and Corporate Governance........................................................................................
   
Item 11.
Executive Compensation...........................................................................................................................................
   
Item 12.
   
Item 13.
Certain Relationships and Related Transactions, and Director Independence..........................................................
   
Item 14.
Principal AccountantAccounting Fees and Services....................................................................................................................
   
  
   
Item 15.
Exhibits and Financial Statement Schedules.............................................................................................................
   
Item 16.Form 10-K Summary.................................................................................................................................................
   
 
Signatures.............................................................................................................................................................................................................................................................................................................................

- 2 -





PART I
 
ITEM 1.    BUSINESS
 
OVERVIEW
Integer Holdings Corporation, headquartered in Frisco,Plano, Texas, is among the world’s largest medical device outsource (“MDO”) manufacturing companies, serving the cardiac, neuromodulation, orthopedics, vascular, and advanced surgical and portable medical markets. We also serve the non-medical power solutions market. We provide innovative, high quality medical technologies that enhance the lives of patients worldwide. In addition to medical technologies, we develop batteries for high-end niche applications in energy, military, and environmental markets. Our brands include Greatbatch MedicalTM® Medical,, Lake Region MedicalTM and ElectrochemTM. Our primary customers include large, multi-national original equipment manufacturers (“OEMs”) and their affiliated subsidiaries. When used in this report, the terms “Integer,” “we,” “us,” “our” and the “Company” mean Integer Holdings Corporation and its subsidiaries.
We organize our business into two reportable segments, Medical and Non-Medical, and derive our revenues from four principal product lines. The Medical segment includes the Cardio & Vascular, Cardiac Rhythm Management & Neuromodulation (“Cardiac & Neuromodulation”) and Advanced Surgical, Orthopedics & Portable Medical product lines and the Non-Medical segment comprises the Electrochem product line.
Our Acquisitions and Divestitures
On October 27, 2015,7, 2019, we purchased certain assets from US BioDesign, LLC (“USB”), a developer and manufacturer of complex braided biomedical structures for disposable and implantable medical devices. The acquisition adds a differentiated capability related to the development and manufacture of complex braided and formed biomedical structures to our broad portfolio, that we believe further positions us as a partner of choice for innovative medical technologies. Refer to Note 2 “Acquisition, Divestiture and Discontinued Operations” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information about the acquisition.
On July 2, 2018, we completed the acquisitionsale of Lake Region Medical, headquarteredthe Advanced Surgical and Orthopedic product lines (the “AS&O Product Line”) to Viant. As a result, we classified the results of operations of the AS&O Product Line as discontinued operations in Wilmington, MA,the Consolidated Statements of Operations for all periods presented and classified the related assets and liabilities associated with the discontinued operations as held for sale in a cashthe Consolidated Balance Sheet as of December 29, 2017. All results and stock transactioninformation presented exclude the AS&O Product Line unless otherwise noted. Refer to Note 2 “Acquisition, Divestiture and Discontinued Operations” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for a total purchase price including debt assumed of approximately $1.77 billion. Lake Region Medical was primarily a manufacturer of interventional and diagnostic wire-formed medical devices and components specializing in minimally invasive devices for cardiovascular, endovascular, and neurovascular applications. The acquisition of Lake Region Medical added scale and diversity to our legacy operations, which has enhanced customer access and experience by providing a more comprehensive portfolio of technologies.additional information about the divestiture.
On March 14, 2016, we completed the spin-off of a portion of our former QiG segment through a tax-free distribution of all of the shares of our former QiG Group, LLC subsidiary to Integer’s stockholders of record as ofstockholders. Integer retained no ownership interest in the close of business on March 7, 2016 (the “Spin-off”). Immediately prior to completion of the Spin-off, QiG Group, LLC was converted into a corporation incorporated under the laws of Delaware and changed its name tonewly formed company, Nuvectra Corporation (“Nuvectra”). Each Integer stockholder received one share
On October 27, 2015, we completed the acquisition of Nuvectra common stock for every three shares of Integer common stock held as of the record date. As a result, Nuvectra became an independent, publicly traded company listed on the NASDAQ stock exchange. Integer retains no ownership interest in Nuvectra.
Refer to Note 2 “Divestiture and Acquisitions” of the Notes to the Consolidated Financial Statements contained in Item 8 of this report for further description of these transactions.
Effective June 30, 2016, we changed our name from Greatbatch, Inc. to Integer Holdings Corporation. Integer, as in whole or complete, is the union of the Greatbatch Medical, Lake Region Medical Holdings, Inc. (“LRM”), headquartered in Wilmington, MA, in a cash and Electrochem brands. Integer signifies the Company’sstock transaction for a total purchase price including debt assumed of approximately $1.77 billion. LRM was primarily a manufacturer of interventional and diagnostic wire-formed medical devices and components specializing in minimally invasive devices for cardiovascular, endovascular, and neurovascular applications. The acquisition of LRM added scale and diversity to our legacy operations, which has enhanced our opportunities to access customers and customer experience by providing a more comprehensive products and service offerings, and a new dimension in its combined capabilities.portfolio of technologies.
SEGMENT INFORMATION
As a result of the Lake Region Medical acquisition and the Spin-off, we reorganized our operations including our internal management and financial reporting structure during 2016. As a result, we revised our reportable business segments during the fourth quarter of 2016 and now disclose two reportable segments. We have recast the segment information included in this report to reflect the new reportable segment structure in order to conform to the current year presentation. Our reportable business segments are described in more detail below; for financial information about our segments, including revenue from external customers and total assets by segment, refer to Note 19 “Business Segment, Geographic and Concentration Risk Information” of the Notes to the Consolidated Financial Statements contained in Item 8 of this report.
Our operating segments, along with their related product lines, are as follows:
Medical
Advanced Surgical, Orthopedics & Portable MedicalMEDICAL SEGMENT
Cardio & Vascular
The Cardio & Vascular product line leverages a global footprint to produce a full range of components, subassemblies, and finished devices used in interventional cardiology, structural heart, heart failure, peripheral vascular, neurovascular, interventional oncology, electrophysiology, vascular access, infusion therapy, hemodialysis, urology, and gastroenterology procedures.
The following are the principal products and services offered by our Cardio & Vascular product line:
Interventional Cardiology. Our interventional cardiology portfolio is focused primarily on the design, development and manufacture of catheter and wire-based technologies intended to diagnose and treat cardiac disease. Key products and capabilities span a full suite of devices including coronary stents, balloon catheters, atherectomy devices, imaging and sensing devices, chronic total occlusion solutions, percutaneous transluminal coronary amgioplasty and access guidewires, introducer sheaths, and vascular closure devices. Core areas of technical expertise include laser-cut hypotubes, catheter shafts (extrusion, filmcast, and reflow), integrated hub assemblies, pad printing, tip shaping, polytetrafluoroethylene (PTFE) coating, complex machining, and sensor integration.
Structural Heart and Heart Failure. Structural heart and heart failure products include those used by cardiologists, echocardiographers, cardiac surgeons, and heart failure specialists to treat diseases or defects of the heart, such as valvular diseases and congenital defects. Integer provides components, subassemblies, and finished devices to these markets leveraging a wide range of technologies and capabilities. These include laser-cut and machined components, complex braided meshes, guidewires, introducer sheaths, steerable sheaths and delivery catheters, and implants used in transcatheter aortic valve replacement, balloon aortic valvuloplasty, transcatheter mitral valve repair and replacement, atrial and defect closure, left ventricular assist, and shunt procedures.
Peripheral Vascular, Neurovascular, and Interventional Oncology. Our peripheral vascular, neurovascular, urology and oncology portfolio is primarily focused on the design, development and manufacture of devices used during the treatment of peripheral artery disease, transcatheter embolization and occlusion, aortic aneurysm repair, and neurovascular stroke prevention. Our broad portfolio of devices, capabilities and technology platforms provides our customers with cost effective, high quality solutions ranging from device components to complex assemblies to finished devices such as regulatory approved guidewires and introducers.
Integer’s broad technology and capability portfolio within the peripheral vascular markets enables us to address the full spectrum of devices needed in the diagnoses and treatment of peripheral vascular disease. In the peripheral artery disease markets our technologies are focused on the manufacture and development of interventional guidewires, support catheters, introducers and guiding sheaths, balloon catheters, self-expanding stents and stent grafts as well as embolic protection devices. Our neurovascular technology portfolio encompasses micro guidewires, micro and access catheters, aspiration catheters, stent retrievers, embolization coils, as well as flow diverters. In the interventional oncology market, we offer customers guidewires and microcatheters designed to enable the effective delivery of embolic agents.
Electrophysiology. Electrophysiology products include devices used by electrophysiologists and interventional cardiologists for the treatment of cardiac arrythmias, such as atrial fibrillation. Integer primarily produces devices used for treatment of atrial fibrillation, the most prevalent cardiac arrythmia. These devices include sheaths and needles for transseptal access, diagnostic and mapping catheters to record and map the arrythmia sources, and ablation catheters to create lesions for blocking the arrythmia signals. Integer has the technical capabilities and expertise to provide the full spectrum of products from components to finished devices. Typical components include polyimide tubing, electrode rings, platinum tips and fine wires. Sub-assemblies include electrode ring and wire assemblies, steerable handle assemblies, and spline and basket assemblies. Finished devices include steerable transseptal sheaths, diagnostic catheters and ablation catheters.
Vascular Access, Infusion Therapy and Hemodialysis. Our solutions in these markets are focused on vessel access, treatment and device placement for medication and fluid delivery in patients with severe conditions requiring repeated vessel access. We design and manufacture a wide range of vascular access guidewires, stylets, catheters, valved / non-valved peelable and micro introducers. Our portfolio of market-ready vascular access guidewires and introducers kits enables a range of venous and arterial access applications, including transradial access. Additionally, we support customers with custom introducer sheaths and kit solutions leveraging our deep expertise in thin-wall sheath design, hydrophilic coatings and guidewire manufacturing (including poly-jacketed, mandrel, and nitinol core guidewire constructions).
Non-vascular Markets: Within the Cardio & Vascular group, we also manage non-vascular markets for which we have expertise and a broad offering of products, technologies and capabilities. Those markets include:
Urology. Our main focus is in endourology for which we develop and manufacture finished devices and components for access and interventional devices such as guidewires, ureteral access sheaths, dilation devices, retrieval devices, ureteral stents, biopsy forceps, holmium laser fibers, and endoscopes.


Gastroenterology.Our comprehensive range of technologies and capabilities enable us to support our customers’ needs with a broad variety of products such as guidewires, dilatation devices, retrieval devices, snares, wire-formed and polymer stents, stent delivery systems, RF ablation devices, and endoscopes.
Cardiac & Neuromodulation
Non-MedicalThe Cardiac & Neuromodulation product line offers design, development and manufacturing capabilities for components, sub-assemblies, assemblies, and finished medical device systems. We support a variety of clinical markets, with an emphasis on the following markets:
ElectrochemCardiac Rhythm Management. The Cardiac Rhythm Management (“CRM”) market comprises implanted medical devices (“IMDs”), implanted leads, procedure accessories, as well as external devices that monitor and treat heart rhythm disorders and heart disease. Examples of CRM products include implantable pacemakers, implantable cardioverter defibrillators (“ICDs”), insertable cardiac monitors (“ICMs”), implantable cardiac pacing and defibrillation leads, and heart failure therapies such as ventricular assist devices and cardiac resynchronization devices (“CRT-p” and “CRT-D”). An IMD system generally includes an implantable pulse generator (“IPG”) and one or more stimulation leads. An IPG is a battery powered device that produces electrical pulses. A lead then carries this electrical pulse from the IPG to the heart. A lead also senses heart signals and carries the signal from the heart back to the IPG.

Our portfolio of technologies and products include components, sub-assemblies, and assemblies for active IPGs, implanted sensing and stimulation leads, accessories, or external instruments. Our investments in research and development have generated battery and capacitor products and we also have developed and provide feedthrough technology and filtering. We are also a supplier of medical stamped components, and shallow and deep draw casings and assemblies.

Beyond the IPG, Integer’s CRM product line provides lead development and manufacturing solutions including expertise in low-polarization specialty-coated electrodes and components, and lead and device accessories such as stylets, guidewires, introducers, epicardial pacing leads and lead adapters.

Neuromodulation. Similar to the CRM market, the Neuromodulation (“Neuro”) market comprises IPGs, implanted leads, procedure accessories, and external devices, such as battery chargers, trial stimulators and patient controllers. Examples of Neuro products include implantable spinal cord stimulators for chronic pain, sacral nerve stimulators for incontinence, deep brain stimulators for movement disorders and other IMDs to treat psychiatric disorders, sleep disorders and hearing loss. The Neuro market also includes several new emerging applications, such as implanted bioelectronic devices aimed at treating chronic diseases.


MEDICALWithin the Neuro market we offer IMD component technologies that have been developed to meet the needs of our customers including our XcellionTM line of lithium-ion rechargeable batteries, QMR® and CFx non-rechargeable batteries, feedthroughs, device enclosures, machined components and lead components and sub-assemblies. Additionally, Integer helps OEMs and other emerging companies with the development and manufacture of complete neuromodulation IMD solutions, including custom IPGs, programmer systems, battery chargers, patient controllers, fully finished lead systems and accessories from initial development through commercial quantities.
Advanced Surgical, Orthopedics & Portable Medical
The Advanced Surgical, Orthopedics & Portable Medical (“AS&O”) product line offers a broad range of products and services across the many businesses it serves. This product line includes sales to the acquirer of our AS&O Product Line, Viant. In partnership with customers, AS&O offers advanced development, engineering and program management, which provides us with an in-depth understanding of our customers’ market drivers and end-user needs.
The following are the principal products and services offered by our AS&O product line:
Portable Medical. We provide complete mission critical batteries and other power solutions through the combined efforts of innovative research, product development, manufacturing and customer partnerships to advance the way healthcare is powered. Our offerings include state of the art customized rechargeable batteries and chargers and non-rechargeable batteries. We design and develop basic and “smart” chargers and docking stations of varying complexities to safely and reliably maximize the efficiency of the rechargeable batteries. We develop batteries, and the attendant chargers, for patient monitoring, portable defibrillators, and portable ultrasound, X-Ray machines, hearing devices and other devices. We collaborate with our customers on product development opportunities incorporating our power solutions into Class I, II or III medical devices.
Arthroscopic Devices & Components. Our arthroscopic devices & componentsand component products include devices used for minimally invasive surgery in the joint space, also referred to as “sports medicine.” Our products include shaver blades and burrs, ablation probes, and suture anchors, which are used in procedures such as arthroscopic ACL reconstruction, arthroscopic repair, rotator cuff repair, and hip labrum repair.


Laparoscopic & General Surgery. Our laparoscopic &and general surgeryproducts include devices used primarily for minimally invasive procedures in the abdominal space, but may also be used in open or general surgery. Customers of our laparoscopy and general surgery products require energy-based devices and endomechanical devices that are efficient and reliable. Our products include, trocars, endoscopes and laparoscopes, closure devices, harmonic scalpels, bipolar energy delivery devices, radio frequency probes, thermal tumor ablation devices and ophthalmic surgery devices.
Biopsy & Drug Delivery. Biopsy and drug delivery products include biopsy and grasping forceps, breast biopsy devices, auto injection systems, cannula-based delivery systems, implantable brachytherapy seeds, tubes, catheters, infusion and IV connectors, and wearable patient constant or variable delivery systems.
Orthopedic.Our orthopedic products include hip and shoulder joint reconstruction implants, plates, screws and spinal devices, as well as instruments and delivery systems used in hip and knee replacement, trauma fixation, extremity and spine surgeries. Orthopedic implants are used in reconstructive surgeries to replace or repair hips, knees and other joints, such as shoulders, ankles and elbows that have deteriorated as a result of disease or injury. Trauma implant systems are used primarily to reattach or stabilize damaged bone or tissue while the body heals. Spinal implant systems are used by orthopedic surgeons and neurosurgeons in the treatment of degenerative diseases, deformities and injuries in various regions of the spine.
Each implant system typically has an associated instrument set that is used specifically in the surgical implant procedure. Instruments included in a set vary by implant system. Orthopedic trays have generally been designed to allow for sterilization and re-use after an implant or other surgical procedure is performed. Recently, the industry trend is moving towards single use instrumentation. Cases are used to store, transport and arrange implant systems and other medical devices and related surgical instruments. The majority of cases are tailored for a specific implant procedure so that the instruments, implants, and other devices are arranged to match the order of use in the procedure and are securely held in clearly labeled, custom-formed pockets or brackets.
Power Solutions. We have a legacy in the development of batteries for implantable devices. Our comprehensive capabilities include expertise in a range of cell technologies. Today, our batteries power over 100 external medical devices. We provide complete mission critical batteries and other power solutions through the combined efforts of innovative research, product development, manufacturing and customer partnerships to advance the way healthcare is powered. Our offerings include state of the art customized rechargeable batteries and chargers, non-rechargeable batteries and wireless charging systems. We design and develop basic and “smart” chargers and docking stations of varying complexities to safely and reliably maximize the efficiency of the rechargeable batteries. We develop batteries, and the attendant chargers, for patient monitoring, portable defibrillators, and portable ultrasound, X-Ray machines, hearing devices and other devices. We collaborate with our customers on product development opportunities incorporating our power solutions into Class 1, 2 or 3 medical devices.
Cardio & Vascular
The Cardio & Vascular product line offers a full range of products and services from our global facilities for the development of diagnostic and interventional cardiac and endovascular devices. Our comprehensive design and development services produce components, subassemblies and finished devices for a range of cardiac and endovascular procedures.


The following are the principal products and services offered by our Cardio & Vascular product line:
Cardiovascular and Structural Heart. Cardiovascular and structural heart products include products used for vascular, cardiac surgery and structural heart disease. Within this product line, we produce guidewire and catheter components, subassemblies and completed devices for cardiovascular, cardiac surgery and structural heart disease applications.For vascular procedures, product applications include introducers, steerable sheaths, guidewires, guide catheters, microcatheters, ultrasound catheters, and delivery systems, balloon expandable delivery systems, stents, atherectomy devices, embolic protection devices, catheter design and assembly, sterile packaging, catheter shafts, radiopaque marker bands, molded hubs, fabricated hypotube assembly, and wire stent frames. For cardiac surgery and structural heart disease procedures, product applications are comprised of access and delivery systems for patient foramen ovale closure devices, vessel harvesting systems, beating heart surgery systems, transcatheter heart valves, heart valves and leaflets, and anastomosis devices.
Peripheral Vascular, Neurovascular, Urology and Oncology. Our peripheral vascular, neurovascular, urology and oncology products are primarily focused on the design and manufacturing of devices used during the treatment of peripheral arterial disease, peripheral transcatheter embolization and occlusion, aortic aneurysm repair, arteriovenous malformations and endoscopic retrograde cholangiopancreatography. Within this product line, we design and manufacture guidewire and catheter components, subassemblies and completed devices for the various applications.
The primary neurovascular applications for these products are cerebrovascular aneurysms, while the urology and oncology applications are stone retrieval, thermal tumor ablation, transarterial chemoembolization and radio frequency probes. Our products within this area include peripheral vascular and urology guidewires, neurovascular and oncology micro-guidewires, angiographic and diagnostic guidewires, guiding catheters, support and crossing catheters, embolic protection devices, micro-catheters, and delivery systems.
Electrophysiology, Infusion Therapy & Hemodialysis. Our electrophysiology and infusion therapy products include devices that are used in the electrophysiology ablation catheter and cardiac rhythm systems. Within this product line, we produce guidewire and catheter components, subassemblies and completed devices for the various electrophysiology applications, as well as components and assemblies for cardiac and neurostimulation leads and implantable pulse generators (“IPG”).
Electrophysiology atrial fibrillation ablation catheters, which deliver therapy to the heart and eliminate tissue paths for irregular electrical impulses, and electrophysiology catheters, which diagnose irregular electrical impulses in the heart’s electrical system, are the focal points of our electrophysiology offering. For stimulation therapy applications, cardiac rhythm management (“CRM”) devices, such as pacemakers, implantable cardioverter defibrillator, cardiac leads and neurostimulation devices for spinal cord and deep brain stimulation, are the primary applications of focus.
Cardiac & Neuromodulation
The Cardiac & Neuromodulation product line offers a comprehensive collection of technologies and capabilities. Our complete spectrum of design, development, and manufacturing expertise provides our customers with a superior quality solution in an efficient, cost-effective and consistent manner.
Cardiac & Neuromodulation.Cardiac and neuromodulation products include batteries, capacitors, filtered and unfiltered feedthroughs, engineered components, implantable stimulation leads and enclosures used in Implantable Medical Devices (“IMD”). Additionally, we offer value-added assembly for these IMDs. An IMD is an instrument that is surgically inserted into the body to provide diagnosis and/or therapy. One sector of the IMD market is cardiac, which is comprising devices such as implantable pacemakers, implantable cardioverter defibrillators (“ICD”), cardiac resynchronization therapy (“CRT”) devices, cardiac resynchronization therapy with backup defibrillation devices (“CRT-D”), insertable cardiac monitors (“ICM”), and ventricular assist devices. Another sector of the IMD market is neuromodulation, comprised of pacemaker-type devices that stimulate nerves for the treatment of various conditions. Beyond established therapies for pain control, incontinence, movement disorders (Parkinson’s disease, essential tremor and dystonia) and epilepsy, nerve stimulation for the treatment of other disabilities such as sleep apnea, heart failure, migraines, obesity and depression has shown promising results.
The following are the main categories of battery-powered IMDs and the principal illness or symptoms treated by each device:
DevicePrincipal Illness or Symptom
PacemakersAbnormally slow heartbeat (Bradycardia)
ICDsRapid and irregular heartbeat (Tachycardia)
CRT/CRT-DsCongestive heart failure
ICMsUnexplained fainting or risk or cardiac arrhythmias
NeurostimulatorsChronic pain, incontinence, movement disorders, epilepsy, obesity or depression
Cochlear hearing devicesHearing loss


IMD systems generally include an IPG and one or more stimulation leads. An IPG is a battery powered device that produces electrical pulses. A lead then carries this electrical pulse from the IPG to the heart, spinal cord or other location in the body. Our portfolio of proprietary technologies, products, and capabilities has been built to provide our cardiac and neuromodulation customers with a single source for the vast majority of the components and subassemblies required to manufacture an IPG or lead, including complete lead systems. Our investments in research and development have generated proprietary products such as the QHR®, QMR®, and QCAPSTM primary battery and capacitor lines, which have enabled our OEM partners to make improvements in their system offerings in terms of device reliability, size, longevity and power. Our XcellionTM line of Lithium-Ion rechargeable batteries leverages decades of implantable battery research, development and manufacturing expertise. This line of battery cells includes the optional CoreGuardTM feature, which enables batteries to discharge to zero volts without performance degradation.
The following are the principal products and services offered by our Cardiac & Neuromodulation product line:
Cardiac Rhythm Management.We provide a broad range of products and services to enable next generation CRM medical devices to address heart disease and heart rhythm disorders through such systems as: pacemakers, implantable cardiac defibrillators, cardiac resynchronization therapy devices, implantable cardiac monitors and other novel implantable devices. Our battery and capacitor technologies provide a reliable and safe power source for our customer’s CRM system, based on decades of research, development and manufacturing experience. As a leading supplier of low-polarization specialty-coated electrodes and lead components, we provide a full range of therapy delivery development and manufacturing solutions. We are also a leading supplier of medical stamped components, and shallow and deep draw casings and assemblies.
Neuromodulation.We offer a wide range of products and services for our customers’ next generation neuromodulation medical devices. Examples include implantable medical devices that address chronic pain, hearing loss, incontinence, movement disorders, psychiatric disorders and sleep disorders.
We help our customers develop and manufacture unique neuromodulation solutions, including IPGs, programmer systems, battery chargers, and patient controllers. We offer a full range of therapy delivery development & manufacturing solutions for low-polarization specialty-coated electrodes, lead components and fully finished lead systems.
NON-MEDICAL
Electrochem SEGMENT
Our power solutions enable the success and advancement of our customers’ critical non-medical applications. Whether ourWe provide custom battery packs are used to monitor potentialthe energy, military and environmental catastrophes, support troops on the battle field or explore geologic formations below the earth’s surface, one thing is constant -markets for use in extreme environments where failure is not an option.
The following are the principal products and services offered by our Non-Medical product line:
Electrochem.Electrochem provides customized battery power and management systems, charging and docking stations, and power supplies to markets where safety, reliability, quality and durability are critical. We design customized primary (non-rechargeable) and secondary (rechargeable) battery solutions, which are used in the energy, military and environmental markets.
Electrochem’s primary lithium power solutions, which include high, moderate and low rate non-rechargeable cell solutions, are utilized in extreme conditions and can withstand exceptionally high and low temperatures, and high shock and vibration. Electrochem’s product designs incorporatedesign capability includes protective circuitry, glass-to-metal hermetic seals, fuses and diodes to help ensure safe, durable and reliable power as devices using our battery solutions are subjected to these harsh conditions. Our primary batteries are often used in remote and demanding environments, including down hole drilling tools, military devices, and oceanographic survey vessels buoys.
In addition to primary power solutions, Electrochem offers customized secondary or rechargeable battery packs, in a diverse range of chemistries for critical applications requiring rechargeable solutions. Rechargeable chemistries include lithium ion, lithium ion polymer, nickel metal hydride, nickel cadmium, lithium iron phosphate and sealed lead acid. Electrochem’s rechargeable battery packs include advanced electronics, smart charging and battery management systems and are used in critical military and industrial applications.


OTHER FACTORS IMPACTING OUR OPERATIONS
Customers
Our products are designed to provide reliable, long-lasting solutions that meet the evolving requirements and needs of our customers. The nature and extent of our commercial relationships with each of our customercustomers are different in terms of breadth of products purchased, purchased product volumes, length of contractual commitment, ordering patterns, inventory management, and selling prices. ForContracts with customers with long-term contracts, we have generally negotiatedcan include rebates and tiered pricing arrangements based on pre-determined volume levels. In general, thelevels, in which higher the volume level, thelevels typically have lower the pricing. We have pricing, arrangements with our customersor fixed annual price downs that at times do not specify minimum order quantities. During new contract negotiations, price level decreases (concessions) for future sales may beare offered to customers in exchange for increased volume levels and/or long-term commitments. Once newlonger contract terms.  Typically, our contracts specify minimum order quantities and lead times.  Revenue from contracts with customers is recognized based upon the transaction price and when performance obligations are signed, these prices are fixedsatisfied and determinable for all future sales. We recognize revenue when it is realized or realizable and earned. Thisthe customer has obtained control of the products, which typically occurs when persuasive evidence of an arrangement exists, delivery has occurred, the price is fixed or determinable, the buyer is obligated to pay us (i.e. payment is not contingent on a future event), thetitle and risk of loss ownership transfers to the customer, primarily determined by shipping terms.  The transaction price is transferred, there is no obligation of future performance, collectability is reasonably assureddetermined based on the unit price and the amountnumber of future returns can reasonablyunits ordered, less any rebates or other price concessions expected to be estimated. Those criteria are met when title passes, generally at the point of shipment.earned on those units, and is allocated to each performance obligation on a relative standalone selling price basis.
Our visibility

Visibility into customer forecastedour customers’ future purchases is only over a relatively short period of time into the future.time. Our customers may have inventory management programs, vertical integration plans and/or alternate supply arrangements that may not be communicated to or shared with us. Additionally, the relative market share among the OEM manufacturers changes periodically. Consequently, these and other factors can significantly impact our sales in any given period. Our customers may initiate field actions with respect to market-released products. These actions may include product recalls or communications with a significant number of physicians about a product or labeling issue. The scope of such actions can range from very minor issues affecting a small number of units to more significant actions. There are a number of factors, both short-term and long-term, related to these field actions that may impact our results. In the short-term, if a product has to be replaced, or customer inventory levels have to be restored, demand will increase. Also, changing customer order patterns due to market share shifts or accelerated device replacements may also have a positive or negative impact on our sales results in the near-term. These same factors may have longer-term implications as well. Customer inventory levels may ultimately have to be rebalanced to match new demand.
Our Medical customers include large multi-national medical device OEMs and their subsidiaries such as Abbott Labs,Laboratories, Biotronik, Boehringer Ingelheim, Boston Scientific, Cardinal Health, Johnson & Johnson, LivaNova, Medtronic, Nevro Corp., Philips Healthcare, Smith & Nephew, St. Jude Medical, Stryker, Viant and Zimmer Biomet. Our Non-Medical customers include large multi-national OEMs and their subsidiaries serving the energy, military and environmental services markets such as Baker Hughes, Halliburton, Weatherford International and Teledyne Technologies. During 2016,2019, sales to Abbott Laboratories, Medtronic and Boston Scientific Johnson & Johnson, Medtronic,were each in excess of 10% of total sales and St. Jude Medical collectively accounted for 56%50% of our total sales. We believe that the diversification of our sales among the various subsidiaries and market segments with those fourthree customers reduces our exposure to negative developments with any one customer. The loss of a significant amount of business from any of these four customerslarge customer or a further consolidation of such customers could have a material adverse effect on our financial condition and results of operations, as further explained in Item 1A “Risk Factors” of this report.
Sales and Marketing
We sell our products directly to our customers. In 2019, approximately 56% of our products were sold in the U.S. Sales within and outside the U.S. are primarily to customers whose corporate offices are located and headquartered in the U.S. Information regarding our sales by geographic area is set forth in Note 18 “Segment and Geographic Information” of the Notes to Consolidated Financial Statements contained in Item 8 of this report.
Although the majority of our customers contract with us to develop custom components and assemblies to fit their product specifications, we also provide system and device solutions ready for market distribution by OEMs. We have established close working relationships between our internal program managers and our customers. We market our products and technologies at industry meetings and trade shows domestically and internationally. We have placed additional emphasis on reaching long-term agreements with our OEM customers in order to secure our revenue base and incentivize growth.
Internal account executives support all sales activity and involve engineers and technology professionals in the sales process to address customer requests across all product lines. For system and device solutions, we partner with our customers’ research, marketing, and clinical groups to jointly develop technology platforms in alignment with their product roadmaps and therapy needs.
We leverage our account executives with support from our engineers to design and sell product solutions into our targeted markets. Our Non-Medicalaccount executives are trained to assist our customers include large multi-national OEMsin selecting appropriate materials and their subsidiaries servingconfigurations. We market our products and services through well-defined selling strategies and marketing campaigns that are customized for each of the energy, military and environmental services markets such as Halliburton, Teledyne Technologies and Weatherford International.industries we target.
Firm backlog orders at December 31, 2019 were approximately $308 million. The majority of the orders outstanding at December 31, 2019 are expected to be shipped within one year.
Competition
The medical device outsourcedMDO manufacturing industry has traditionally been highly fragmented with several thousand companies, many of which we believe have limited manufacturing capabilities and limited sales and marketing expertise. We believe that very few companies offer the scope of manufacturing capabilities and services that we provide to medical device companies, however, we may compete in the future against other companies that provide broad manufacturing capabilities and related services. We compete against different companies depending on the type of product or service offered or the geographic area served. We also face competition from existing and prospective customers that employ in-house capabilities to produce some of the products we provide.


Our existing or potential competitors include suppliers with different subsets of our manufacturing capabilities, suppliers that concentrate in niche markets, and suppliers that have, are developing, or may in the future develop, broad manufacturing capabilities and related services. We compete for new business at all phases of the product lifecycle,life cycle, which includes development of new products, the redesign of existing products and transfer of mature product lines to outsourced manufacturers. CompetitionCompetitive advantage is generally based on reputation, quality, delivery, responsiveness, breadth of capabilities, including design and engineering support, price, customer relationships and increasingly the ability to provide complete supply chain solutions rather than only producing and providing individual components.
Many of our customers if they so choose to undertake vertical integration initiatives, also have the capability to manufacture similar products, in house, to those that we currently supply to them.


Divestitures, Acquisitions and Investments
One facet of our growth strategy is to make acquisitions that complement our core competencies inacquire additional technology andor manufacturing to enable us to manufacture and sell additional products to our existing customers andcapability to expand our business into relatedproduct offering in our key existing growth markets.
The rapid pace of technological development in the medical industry and the specialized expertise required in different areas of medicine make it difficult for one company alone to develop an all-encompassing portfolio of technological solutions. In addition to internally generated growth through our research and development (“R&D”) efforts, we have relied, and We expect to continue to rely, upon acquisitions, investments,engage in business development activities and alliancestechnology licensing arrangements to provide accesssupport our growth in these markets.
As our customers grow and consolidate, they seek suppliers who can offer broad product capabilities, manufacturing scale and facilitate speed to new technologies both in areas served by our existing businesses as well as in new areas and markets. Thismarket. Our strategy also aligns with enhancing our customers’ expectations on increasing the speedportfolio from both organic and inorganic means to market of critical solutions.
We expectpartner more broadly with our customers to make future investments or acquisitions where we believe that we can stimulate the development of, or acquire new technologies and products to further our strategic objectives, and strengthen our existing businesses. With the acquisition of Lake Region Medical, our main strategic priorities over the next two years include, among others, the integration of both legacy companies, driving integration synergies, and the paying down our outstanding debt.support their growth. Our acquisition focus, if any,inorganic strategy will be primarily directed atfocused on smaller strategic “bolt-on” or adjacent acquisition opportunitiesacquisitions that have a strategic fit withwill supplement our existing core businesses, particularly opportunities that support our enterprise strategy and enhance the value proposition of our product offerings. For additional information, refer to Note 2 “Divestiture and Acquisitions” of the Notes to the Consolidated Financial Statements contained in Item 8 of this report and “Risks Related to Our Industries” under Item 1A “Risk Factors” of this report.portfolio.
Research and Product Development
Our position as a leading developer and manufacturer of medical devices and components is largely the result of our long history of technological innovation. We invest substantial resources in research, development and engineering. Our scientists, engineers and technicians focus on developing new products, improving and enhancing existing products, and expanding the use of our products in new or tangential applications. In addition to our internal technology and productcapability development efforts aimed at providing our customers with differentiated solutions, we also engage outside research institutions for unique technology projects. During fiscal years 2016, 2015, and 2014, we invested $55.0 million, $53.0 million, and $49.8 million on R&D, respectively.
Product Development
Medical. OurWe believe our core business is well positioned because our OEM customers leverage our portfolio of intellectual property. We continue to build a healthy pipeline of diverse medical technology opportunities. The combination of Greatbatchopportunities and Lake Region Medical brought together two highly complementary organizations that now provide a new level of industry leading capabilities and services to our OEM customers across the full range of medical device products and services continuum. Through this transformative deal, weWe are at the forefront of innovating technologies and products that help change the face of healthcare, enabling us to provide our customers with a distinct advantage as they bring complete medical systems and solutions to market. In turn, our customers are able to accelerate patient access to life enhancing therapies. The integrated company offersWe offer our customers a substantially more comprehensive portfolio comprising the best technologies, providing a single point of support, and driving optimal outcomes.
Some of the more significant product development opportunities our Medical segment is pursuing are as follows:
 Product Line Product Development Opportunities
AS&ODeveloping a portfolio of products including single use instruments and coated products for the orthopedics market, instruments for the robotics market, and wireless products for the portable medical and orthopedic markets.Projects 
 Cardio & Vascular Developing a portfolio of
Active projects in structural heart delivery systems, structural heart delivery accessories, structural heart implants, electrophysiology catheters and subassemblies, neurovascular therapies to prevent hemorrhagic, neurovascular therapies to treat ischemic stroke, enhanced access introducers, gastrointestinal scope components, fractional flow reserve (“FFR”) guidewire subassemblies, sensor-enabled catheters and guidewires, and oncology catheters.  Technology investments to enable our customer’s catheter, delivery system, introducer, wire-based, sensorguidewire, and coating products for the cardio and vascularimplant development programs in our core Cardio & Vascular
 markets.
 
 Cardiac & Neuromodulation DevelopingActive projects to develop next generation technology programs for our batteries, filtered feedthroughs, high voltage capacitors and lead solutions tothat reduce the size and cost, while increasing performance, for cardiac and neuromodulation devices. 
Non-Medical. Some of the more significant product development opportunities our Non-Medical segment is pursuing include developing the next generation medium-rate and high rate batteries, as well as products with extended performance such as higher power pulsing capabilities and increased operating temperature range.



Patents and Proprietary Technology
WeOur policy is to protect our intellectual property rights related to our technologies and products, and we rely on a combination of patents, licenses, trade secrets and know-how to establish and protect our proprietary rights to our technologiesrights. Where appropriate, we apply for U.S. and products. Often, several patents covering various aspects of the design protect a single product. We believe this provides broad protection of the inventions employed.
As of December 30, 2016, we have 1,019 issuedforeign patents. We also have 245 pending patent applications at various stages of approval. During 2016, there were 85 patent applications filed and 79 patents issued.
We are a party to several license agreements with third parties under which we have obtained, on varying terms, exclusive or non-exclusive rights to patents held by them. ExamplesIn the aggregate, these intellectual property assets and licenses are of these agreements are the licenses of the basic technologies used in our wet tantalum capacitors, filtered feedthroughs, wireless charging technology, and MRI compatible lead systems. We have also granted rightsmaterial importance to our business; however, we believe that no single patent, technology, trademark, intellectual property asset or license is material in relation to any segment of our business or to our business as a whole. As of December 31, 2019, we owned 617 U.S. and foreign patents and held licenses to others under license agreements.an additional 288 U.S. and foreign patents.
It isDesign, development and regulatory aspects of our policy tobusiness also provide competitive advantages, and we require our management and technical employees, consultants and other parties having access to our confidential information to execute confidentiality agreements. These agreements prohibit disclosure of confidential information to third parties, except in specified circumstances. In the case of employees and consultants, the agreements generally provide that all confidential information relating to our business is the exclusive property of Integer.
Manufacturing and Quality ControlAssurance
We leverage our strength as an innovative designer and manufacturer of finished devices and components to the medical device industry. Our manufacturing and engineering services include: design, testing, component assembly and production, and device assembly. We have integrated our proprietary technologies in our own products and those of our customers. Our flexible, high productivity manufacturing capabilities span sites across the United States, Mexico, Uruguay, Europe,Ireland, and Asia.Malaysia.
Due to the highly regulated nature of the products we produce, we have implemented strong quality systems across all sites. The quality systems at our sites are compliant with and certified to various recognized international standards, requirements, and directives. Each site’s quality system is certified under an applicable International Organization for Standardization (“ISO”) quality system standard, such as ISO 13485 or ISO 9001. This certification requires, among other things, an implemented quality system that applies (where applicable) to the design and manufacture of components, assemblies and finished medical devices, including component quality and supplier control. Maintenance of these certifications for each facility requires periodic re-examination from an independent notified body.
Along with ISO 13485, the facilities producing finished medical devices are subject to oversight by Notified Bodies and extensive and rigorous regulation by numerous government bodies, including the U.S. Food and Drug Administration ("FDA"(“FDA”) and comparableother international regulatory agencies and, in order to ship product worldwide.assure the conformance of devices and components of a worldwide basis. For these facilities, we maintain FDA registration and compliance towith all applicable domestic and international regulations. Compliance with applicable regulatory requirements is subject to continual review and is monitored through periodic inspections by the FDA and other international regulatory bodies.
Sales and Marketing
We sell our products directly to our customers. In 2016, approximately 58% of our products were sold in the U.S. Sales outside the U.S. are primarily to customers whose corporate offices are located and headquartered in the U.S. Information regarding our sales by geographic area is set forth in Note 19 “Business Segment, Geographic and Concentration Risk Information” of the Notes to Consolidated Financial Statements contained in Item 8 of this report.
Although the majority of our customers contract with us to develop custom components and assemblies to fit their product specifications, we also provide system and device solutions ready for market distribution by OEMs. We have established close working relationships between our internal program managers and our customers. We market our products and technologies at industry meetings and trade shows domestically and internationally.
Internal account executives support all sales activity and involve engineers and technology professionals in the sales process to address customer requests across all product lines. For system and device solutions, we partner with our customers’ research, marketing, and clinical groups to jointly develop technology platforms in alignment with their product roadmaps and therapy needs.
We leverage our account executives with support from our engineers to design and sell product solutions into our targeted markets. Our account executives are trained to assist our customers in selecting appropriate chemistries and configurations. We market our products and services through well-defined selling strategies and marketing campaigns that are customized for each of the industries we target.
We have placed additional emphasis on reaching long-term agreements with our OEM customers in order to secure our revenue base. At times, we have provided our customers with price concessions in exchange for entering into long-term agreements and certain volume commitments.


Firm backlog orders at December 30, 2016 and January 1, 2016 were approximately $407 million and $355 million, respectively. The majority of the orders outstanding at December 30, 2016 are expected to be shipped within one year.
Suppliers and Raw Materials
We purchase critical raw materials from a limited number of suppliers due to the technically challenging requirements of the supplied product and/or the lengthy process required to qualify these materials both internally and with our customers. We cannot quickly establish additional or replacement suppliers for these materials because of these rigid requirements. For these critical raw materials, we maintain minimum safety stock levels and partner with suppliers through contract to help ensure the continuity of supply. Historically, we have not experienced any significant interruptions or delays in obtaining critical raw materials.
Many of the raw materials that are used in our products are subject to fluctuations in market price. In particular, the prices of stainless steel, titanium and precious metals, such as platinum, have historically fluctuated, and the prices that we pay for these materials, and, in some cases, their availability, are dependent upon general market conditions. In most cases, we have pass-through pricing arrangements with our customers that purchase components containing precious metals or have established firm-pricing agreements with our suppliers that are designed to minimize our exposure to market fluctuations.
For non-critical raw material purchases, we utilize competitive pricing methods such as bulk purchases, precious metal pool buys, blanket orders, and long-term contracts to secure supply. We believe that there are alternative suppliers or substitute products available at competitive prices for all of these non-critical raw materials.
As discussed more fully in Item 1A “Risk Factors” of this report, our business depends on a continuous supply of raw materials from a limited number of suppliers. If an unforeseen interruption of supply were to occur, we may be unable to obtain substitute sources for these raw materials on a timely basis, on terms acceptable to us or at all, which could harm our ability to manufacture our products profitably or on time. Additionally, we may be unable to quickly establish additional or replacement suppliers for these materials as there are a limited number of worldwide suppliers.


Working Capital Practices
Our goal is to carry sufficient levels of inventory to ensure that we have adequate supply of raw materials from suppliers and meet the product delivery needs of our customers. We also provide payment terms to customers in the normal course of business and rights to return product under warranty to meet the operational demands of our customers. One of our key strategic priorities over the next yearIt will continue to be a priority for us to reducemaintain appropriate working capital levels in order to improvewhile improving our operating cash flow and pay down outstanding debt.
Government Regulation
Medical Device Regulation
The development, manufacture and sale of our products is subject to regulation by numerous agencies and legislative bodies, including the FDA and comparable foreign counterparts.  In the U.S., these regulations were enacted under the Medical Device Amendments of 1976 to the Federal Food, Drug and Cosmetic Act and its subsequent amendments, and the regulations issued or proposed thereunder. These regulatory requirements subject our products and our business to numerous risks that are specifically discussed within “Risks Related to Our Industries” under Item 1A “Risk Factors” of this report. A summary of critical aspects of our regulatory environment is included below.
The FDA’s Quality System Regulations set forth requirements for our product design and manufacturing processes, require the maintenance of certain records, and provide for on-site inspection of our facilities and continuing review by the FDA. Authorization to commercially market our non-exempt products in the U.S. is granted by the FDA under procedures referred to as 510(k) pre-market notification or pre-market approval (“PMA”).  These processes require us to notify the FDA of the new product and obtain FDA clearance or approval before marketing the device.
The FDA classifies medical devices based on the risks associated with the device. Devices are classified into one of three categories - Class I, Class II, or Class III. Class I devices are deemed to be low risk and are therefore subject to the least regulatory controls. Class II devices are higher risk devices than Class I and require greater regulatory controls, generally a 501(k),
510(k) pre-market notification, to provide reasonable assurance of the device’s safety and effectiveness as well as substantial equivalence to a previously cleared device, as demonstrated by data. Class III devices are generally the highest risk devices and are therefore subject to the highest level of regulatory control, requiring a PMA by the FDA before they are marketed.


We market our products in numerous foreign countries and therefore are subject to regulations affecting, among other things, product standards, sterilization, packaging requirements, labeling requirements, import laws and onsite inspection by independent bodies with the authority to issue or not issue certifications we may require to be able to sell products in certain countries.  Many of the regulations applicable to our devices and products in these countries are similar to those of the FDA.  The member countries of the European Union (“EU”) have adopted the European Medical Device Directives, which create a single set of medical device regulations for all member countries.  The European Medical Device Directives is being replaced by the European Medical Device Regulation that goes into effect in May 2020. These regulations require companies that wish to manufacture and distribute medical devices in the EU to maintain quality system certifications through EU recognized Notified Bodies.  These Notified Bodies authorize the use of the CE Mark, which allows for free movement of our products throughout the member countries.  Requirements pertaining to our products vary widely from country to country, ranging from simple product registrations to detailed submissions such as those required by the FDA.
In the U.S., our introducer, guidewire, and delivery catheter products are considered Class II devices and generally the 510(k) process applies. Orthopedic instruments are considered Class I exempt, while pacing leads are subject to the Class III PMA process. In Europe, these devices are considered either Class I, Class IIa, Class III, or AIMD, under European Medical Device Directives. These Directivesdirectives require, and the European Medical Device Regulation that goes into effect in May 2020 will require, companies that wish to manufacture and distribute medical devices in EU member countries to obtain a CE Mark for those products, which indicate that the products meet minimum standards of performance, essential requirements, safety conformity assessment and quality.
We believe that ourthe procedures we use for quality controls, development, testing, manufacturing, labeling, marketing and distribution of our medical devices conform to the requirements of all pertinent regulations.


Environmental Health and Safety Laws
We are subject to direct governmental regulation, including the laws and regulations generally applicable to all businesses in the jurisdictions in which we operate. We are subject to federal, state and local environmental laws and regulations governing the emission, discharge, use, storage and disposal of hazardous materials and the remediation of contamination associated with the release of these materials at our facilities and at off-site disposal locations. Our manufacturing and research, development and engineeringRD&E activities may involve the controlled use of small amounts of hazardous materials. Liabilities associated with hazardous material releases arise principally under the Federal Comprehensive Environmental Response, Compensation and Liability Act and analogous state laws that impose strict, joint and several liability on owners and operators of contaminated facilities and parties that arrange for the off-site disposal of hazardous materials. Except as described below, weWe are not aware of any material noncompliance with the environmental laws currently applicable to our business and we are not subject to any material claim for liability with respect to contamination at any of our facilities or any off-site location. We may, however, become subject to these environmental liabilities in the future as a result of our historic or current operations.
Our Collegeville, PA facility, which was acquired as part of the Lake Region Medical acquisition, is subject to an administrative consent order entered into with the U.S. Environmental Protection Agency (the “EPA”), which requires ongoing groundwater treatment and monitoring at the site as a result of historic leaks from underground storage tanks. Upon approval by the EPA of our proposed post remediation care plan, which requires a continuation of the groundwater treatment and monitoring process at the site, we expect that the consent order will be terminated. We expect a decision from the EPA on whether our post remediation care plan has been approved in early 2017. The groundwater treatment process at the Collegeville facility consists of a groundwater extraction and treatment system and the performance of annual sampling of a defined set of groundwater wells as a means to monitor containment within approved boundaries.
Conflict Minerals and Supply Chain
We are subject to Securities and Exchange Commission (“SEC”) rules adopted pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act concerning “conflict minerals” (generally tin, tantalum, tungsten and gold) and similar rules are under considerationbeing implemented by the EU. Certain of these conflict minerals are used in the manufacture of our products. Although theThese rules are being challenged in court, in their present form they require us to investigate the source of any conflict minerals necessary to the production or functionality of our products. If any such conflict minerals originated in the Democratic Republic of the Congo or adjoining countries (the “DRC region”), we must undertake comprehensive due diligence efforts to determine whether such minerals financed or benefited armed groups in the DRC region. Since our supply chain is complex, our ongoing compliance with these rules could affect the pricing, sourcing and availability of conflict minerals used in the manufacture of our products.
We are also subject to disclosure requirements regarding abusive labor practices in portions of our supply chain under the California Transparency in Supply Chains Act and the UK Modern Slavery Act.
Other Laws and Regulations
Our sales and marketing practices are subject to regulation by the U.S. Department of Health and Human Services pursuant to federal anti-kickback laws, and are also subject to similar state laws.


Employees
As of December 30, 2016,31, 2019, we employed approximately 9,4008,250 persons, of whom approximately 4,8253,750 are located in the U.S., 2,4872,600 are located in Mexico, 1,6561,350 are located in Europe, 249300 are located in South America, and 183250 are located in Southeast Asia. We also employ approximately 400150 temporary employees worldwide to assist us with various projects and service functions and address peaks in staff requirements. Our employees at our Chaumont, France, Tijuana, Mexico, and Aura, Germany facilities are represented by a union. We believe that we have a good relationship with our employees.
Seasonality
Our quarterly netbusiness is generally not seasonal in nature. However, since our customers are large OEM businesses, our sales are influenced by many factors, including new product introductions, acquisitions, regulatory approvals, patient and physician holiday schedules and other factors. Net sales in the third quarter are typically lower than other quarters of the year as a result of patient tendencies to defer, if possible, procedures during the summer months and from the seasonality of the U.S. and European markets, where summer vacation schedules normally result in fewer procedures.
Inflation
We utilize certain critical raw materials (including precious metals)inventory levels they carry, which can cause shifts in our products. Our results may be negatively impacted by an increase in the price of these critical raw materials. This risk is partially mitigatedsales volume as many of the supply agreements with our customers allow us to partially adjust prices for the impact of any raw material price increases and the supply agreements with our vendors have final one-time buy clauses to meet a long-term need. Historically, raw material price increases have not materially impacted our net results of operations.their inventories fluctuate.
Available Information
Our Internet address is www.integer.net. We also make available free of charge through our website our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after we electronically file those reports with, or furnish them to, the SEC. The information contained on our website is not incorporated by reference in this annual report on Form 10-K and should not be considered a part of this report. The SEC maintains a website that contains reports, proxy and information statements, and other information regarding issuers, including the Company, that file electronically with the SEC. The public can obtain any documents that we file with the SEC at http://www.sec.gov. We file annual reports, quarterly reports, proxy statements, and other documents with the SEC under the Securities Exchange Act of 1934. The public may read and copy any materials that we file with the SEC at the SEC’s Public Reference Room at 100 F Street, N.E., Room 1580, Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information on the operation of the public reference facilities.
We also make available free of charge through our Internet website our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 as soon as reasonably practicable after we electronically file those reports with, or furnish them to, the SEC. Our Internet address is www.integer.net. The information contained on our website is not incorporated by reference in this annual report on Form 10-K and should not be considered a part of this report.



INFORMATION ABOUT OUR EXECUTIVE OFFICERS OF THE COMPANY
Information concerning our executive officers is presented below as of February 28, 2017.20, 2020. The officers’ terms of office run from year to year until the first meeting of the Board of Directors occurring immediately following our Annual Meeting of Stockholders, and until their successors are elected and qualified, except in the case of earlier death, retirement, resignation or removal.
Joseph W. Dziedzic, age 51, is President and Chief Executive Officer of the Company and a member of our Board of Directors. He assumed that role on July 16, 2017 following his appointment as interim President & Chief Executive Officer on March 27, 2017. Mr. Dziedzic was the Executive Vice President and Chief Financial Officer of The Brink’s Company from 2009 to 2016, and prior to joining The Brink’s Company in 2009, he had a 20-year career with General Electric.
Jason K. Garland, age 46, is the Company’s Executive Vice President and Chief Financial Officer. Mr. Garland had served as Divisional Vice President & Chief Financial Officer, Global Sales, for Tiffany & Co. from October 2017 until joining the Company in October 2018, and had served as Divisional Vice President & Chief Financial Officer, Diamond & Jewelry Supply, for Tiffany & Co. from July 2015 to October 2017. From 1995 to 2015, Mr. Garland served in various financial and operational roles at General Electric, including as Chief Financial Officer, GE Industrial Solutions, from March 2010 to June 2015.
Joel Becker, age 52, is President, CRM & Neuromodulation, and joined the Company in April 2019. Mr. Becker is also the leader for the Sales Force Excellence strategic imperative. Prior to joining the Company, he was the President of Viking North Ventures from October 2016 to April 2019 and served as the Chief Executive Officer of XchangeLabs LLC from August 2017 to August 2018. Prior to those positions, Mr. Becker had a nearly 20-year career with St. Jude Medical where he held a variety of different roles including President, Americas Division from July 2013 to February 2016, and President, United States Division from October 2011 to July 2013.
Jennifer M. Bolt,, age 48,51, is Senior Vice President, Electrochem,Global Operations, and has served in that officeposition since April 2019. In November 2017, Ms. Bolt assumed leadership of the Portable Medical product line, and in February 2018, she assumed leadership for the Integer Manufacturing Excellence strategic imperative. From October 2015.2015 to April 2019, Ms. Bolt served as President, Electrochem. From June 2013 to October 2015, she was Vice President, Supply Chain and Operational Excellence for Greatbatch.  Ms. Bolt held the position of Vice President, Operations for Electrochem from May 2012 to June 2013, and prior to that served as Director of Operations of our Raynham, MA facility from September 2007 to May 2012.  Ms. Bolt joined our Company in May 2005 as the Manufacturing Engineering Manager for our Alden, NYNew York facility.  Prior to joining our Company, she served in a variety of engineering and operational roles at General Motors/Delphi and Eastman Kodak.
Michael Dinkins,Anthony Borowicz, age 62,63, is Senior Vice President, Strategy, Corporate Development & Investor Relations and joined the Company in April 2002 and has served in various leadership roles including Vice President, Business Development from December 2014 to December 2018 and Executive Director, Business Development from July 2013 to December 2014. Mr. Borowicz had served as the Vice President, Finance for Kendall Healthcare from April 2001 until joining the Company. Previously, he was the Vice President & Chief Financial Officer and has served in that office since joining our Company in May 2012. As previously announced, Michael Dinkins plansfor Graphic Controls Corporation from January 1995 to retire from the Company in early March 2017. From 2008 until May 2012, he was Executive Vice President and Chief Financial Officer of USI Insurance Services, an insurance intermediary company. From 2005 until 2008, he was Executive Vice President and Chief Financial Officer of Hilb Rogal & Hobbs Co., an insurance and risk management services company. Prior to that, Mr. Dinkins held senior positions at Guidant Corporation, Access Worldwide Communications, Cadmus Communications Group and General Electric Company.April 2001.
Jeremy Friedman,Joseph Flanagan, age 63,61, is Executive Vice President & Chief Operating Officerfor Quality and Regulatory Affairs, a position he has served in that role since October of 2016. Following the Company’s acquisition of Lake Region Medical in October 2015 until appointed to his current role, he was President, Cardio & Vascular. Prior to that acquisition, he was Executive Vice President of Lake Region Medical and President and Chief Operating Officer of Lake Region Medical’s Cardio & Vascular Division from August 2013 to October 2015. From September 2007 to August 2013, he was Executive Vice President and Chief Financial Officer of Accellent, Inc. From January 2001 until September 2007, Mr. Friedman held a number of leadership positions at Flextronics, a global contract manufacturing services firm, including Chief Operating Officer of Flextronics Network Services in Stockholm, Sweden and Senior Vice President of Finance and Operations, Components Division. From June 1994 until January 2001, he was President and Chief Operating Officer of We’re Entertainment, Inc., a specialty retailer of apparel and hard goods. Prior to 1994, Mr. Friedman held a number of finance and operations positions with Phillips-Van Heusen Corporation and KPMG.
Antonio Gonzalez, age 43, is President, CRM & Neuromodulation, and has served in that office since October 2015. From October 2014 to October 2015, he served as Vice President, Operations, Greatbatch Medical Mexico. Previously, Mr. Gonzalez served as Executive Director, Operations Mexico between November 2011 and October 2014, Director of Global Supply Chain from November 2007 to November 2011, Director of Strategic Projects from March 2006 to November 2007, and Supply Chain Manager for Greatbatch Tecnologías de Mexico from January 2005 to March 2006. Prior to joining our Company, he served in a variety of finance, operations, supply chain and customer management roles with Sanmina-SCI, BellSouth Telecommunications, HSBC and ING Bank.
Thomas J. Hook, age 54, has served as our President & Chief Executive Officer since August 2006. Prior to August 2006, he was our Chief Operating Officer, a positionIn February 2018, he assumed upon joining our Company in September 2004. From August 2002 until September 2004, Mr. Hook was employed by CTI Molecular Imaging where he had served as President, CTI Solutions Group.
Timothy G. McEvoy, age 59, is Senior Vice President, General Counsel & Secretary, and has served in that office since joining our Company in February 2007. From 1992 until January 2007, he was employed in a variety of legal roles by Manufacturers and Traders Trust Company.
Declan Smyth, age 46, is President, Advanced Surgical & Orthopedics, having served in that office sinceleadership for the Company’s acquisition of Lake Region Medical in October 2015.Integer Business Process Excellence strategic imperative. From January 20132012 until the Company’s acquisition of Lake Region Medical in October 2015, he was Vice President of Quality and Regulatory Affairs for Lake Region Medical’s AdvancedMedical.  Prior to joining Lake Region Medical, Mr. Flanagan served as Vice President of Quality and Regulatory Affairs for NP Medical from April 2008 until January 2012.
Elizabeth Giddens, age 49, is Senior Vice President, General Counsel, Chief Ethics and Compliance Officer and Corporate Secretary, and has served in that position since joining the Company in August 2019. Prior to joining the Company, Ms. Giddens was Senior Vice President, Deputy General Counsel and Corporate Secretary at Mr. Cooper Group Inc. (formerly known as Nationstar Mortgage Holdings Inc.) from June 2012 to August 2019. Between 2005 to 2012, she served in a variety of senior legal roles for Quicksilver Resources. She also worked as an attorney in private practice from 1998 to 2005, including at the Jones Day law firm.
Carter Houghton, age 51, is President, Electrochem and Power Solutions. From December 2016 until joining the Company in May 2019, Mr. Houghton was President of the Hospital Business Unit at Haemonetics Corporation. Prior to joining Haemonetics, Mr. Houghton had over an 11-year career with Hologic where he served in various leadership roles including Senior Vice President & General Manager, GYN Surgical business. FromSolutions Division from February 2013 to August 2015, and Vice President & General Manager, Interventional Breast Solutions Division from February 2010 to September 2013.


Payman Khales, age 50, is President, Cardio & Vascular, and joined the Company on February 20, 2018. Mr. Khales is also the leader for the Integer Market Focused Innovation strategic imperative. Prior to joining Integer, Mr. Khales was the President of the Environmental Technologies Segment at CECO Environmental Company from May 2014 through July 2017. Previously, he was employed by Ingersoll Rand Company where he held a variety of different roles in the United States and Canada, including Vice President Product Management for the global Power Tools division from January 2012 to January 2013, he wasthrough April 2014, and Vice President Strategic Product Leader of Surgical Devices and Diagnostics at Accellent, Inc. and prior to that served as Senior Director of Engineering at Accellent, Inc.Accounts & Channels from August 2009 to January 2012.February 2010 through December 2011.
Kristin Trecker,Kirk Thor, age 51,56, is Executive Vice President and Chief Human Resources Officer. Prior toFrom 2013 until joining the Company in November 2015, sheJanuary 2018, Mr. Thor was Vice President for Global Talent Management & Organization Effectiveness at Flowserve Corporation. From 2007 to 2012, he served as Senior Vice President and Chief Human Resources Officer for MTS Systems in Minneapolis, Minnesota fromTalent Management & Organization Development at JC Penney. In February 2012 until October 2015.  From April 2006 to July 2011, she was Senior Vice President Human Resources at Lawson Software.



2018, he assumed leadership for the Integer Culture strategic imperative.
CAUTIONARY FACTORS THAT MAY AFFECT FUTURE RESULTS
Some of the statements contained in this annual report on Form 10-K and other written and oral statements made from time to time by us and our representatives are not statements of historical or current fact. As such, they are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.amended (the “Exchange Act”). We have based these forward-looking statements on our current expectations, and these statements are subject to known and unknown risks, uncertainties and assumptions. Forward-looking statements include statements relating to:
future sales, expenses and profitability;
future development and expected growth of our business and industry;
our ability to execute our business model and our business strategy;
our abilityhaving available sufficient cash and borrowing capacity to identify trends within our industriesmeet working capital, debt service and to offer products and services that meetcapital expenditure requirements for the changing needs of those markets;next twelve months; and
projected capital expenditures.spending.
You can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or “variations” or the negative of these terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially from those stated or implied by these forward-looking statements. In evaluating these statements and our prospects, you should carefully consider the factors set forth below. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary factors and to others contained throughout this report. We are under no duty to update any of the forward-looking statements after the date of this report or to conform these statements to actual results.
Although it is not possible to create a comprehensive list of all factors that may cause actual results to differ from the results expressed or implied by our forward-looking statements or that may affect our future results, some of these factors include the following:
our high leveldependence upon a limited number of indebtedness, customers;
pricing pressures that we face from customers;
our inabilityability to pay principalrespond to changes in technology;
the intense competition we face and interestour ability to successfully market our products;
our ability to develop new products and expand into new geographic and product markets;
our reliance on this high levelthird party suppliers for raw materials, key products and subcomponents;
the potential for harm to our reputation caused by quality problems related to our products;
regulatory issues resulting from products complaints, recalls or regulatory audits;
the potential of becoming subject to product liability claims;
our ability to protect our intellectual property and proprietary rights;
our significant amount of outstanding indebtedness orand our ability to remain in compliance with financial and other covenants under our senior secured credit facilities, and the risk that this high level of indebtedness limits facilities;
our ability to investintegrate acquisitions and operate acquired businesses in our business and overall financial flexibility; accordance with expectations;
our dependence upon a limited number of customers; customer ordering patterns; product obsolescence; our inability to market current or future products; pricing pressure from customers; senior management team and technical personnel;
our ability to timely and successfully implementrealize the benefits from cost savings and consolidation initiatives;
interruptions in our reliance on third party suppliers for raw materials, productsmanufacturing operations;
our ability to comply with environmental regulations;
our complex international tax profile;
our dependence upon our information technology systems and subcomponents; fluctuating operating results; our inabilityability to maintain high quality standards for our products; challengesprevent cyber-attacks and other failures;
market, financial and other risks related to our intellectual property rights; product liability claims; product field actions or recalls; our inability to successfully consummateinternational operations and integrate acquisitions and to realize synergies and to operate these acquired businesses, including Lake Region Medical, in accordance with expectations; our unsuccessful expansion into new markets; our failure to develop new products including system and device products; the timing, progress and ultimate success of pending regulatory actions and approvals; our inability to obtain licenses to key technology; regulatory changes, including health care reform, or consolidation in the healthcare industry; sales;
global economic factors, including currency exchange rates and interest rates;
the resolutionfact that the healthcare industry is highly regulated and subject to various regulatory changes;
the dependence of various legal actions brought againstour energy market-related revenues on the Company;conditions in the oil and natural gas industry; and
other risks and uncertainties that arise from time to time and are described in Item 1A “Risk Factors” of this report.

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ITEM 1A.    RISK FACTORS
 
Our business faces many risks.risks, and you should carefully consider the following risk factors, together with all of the other information included in this report, including the financial statements and related notes, when deciding to invest in us. Any of the risks discussed below, or elsewhere in this report or in our other SEC filings, could have a material impact on our business, financial condition or results of operations. Additional risks not currently known to us or that we currently consider immaterial also may materially adversely affect our business, financial condition or results of operations in the future.
Risks Related To Our Business
We depend heavily on a limited number of customers, and if we lose any of them or they reduce their business with us, we would lose a substantial portion of our revenues.
In 2016, Boston Scientific, Johnson & Johnson, Medtronic, and St. Jude Medical2019, our top three customers collectively accounted for approximately 56%50% of our revenues. OurThese customers may not agree to renew or extend our supply agreements with these customers may not be renewed.them. Furthermore, many of our supply agreements do not contain minimum purchase level requirements and therefore there is no guaranteed source of revenue that we can depend upon under these agreements. In addition, we are dependent on the continued growth, viability and financial stability of these customers. The markets in which these customers operate are subject to rapid technological change, vigorous competition and short product life cycles. As a result, when these customers are adversely affected by these factors, we may be similarly adversely affected. The loss of any large customer, a material reduction of business with that customer, or a delay or failure by that customer to make payments due to us, would harm our business, financial condition and results of operations.
We are subject to pricing pressures from customers, which could harm our operating results.
Given the highly competitive industry in which we operate, we have reduced price to some of our customers in recent years and we expect customer pressure for continued price reductions. These price reductions may cause our operating results to suffer.
If we do not respond to changes in technology, our products may become obsolete or less competitive and we may experience a loss of customers and lower revenues.
We sell our products to customers in several industries that experienceare characterized by extensive research and development, rapid technological changes, new product introductions and evolving industry standards. Without the timely introduction of new products, technologies and enhancements, our products and services will likely become technologically obsolete or less competitive over time and we may lose or see a reduction onin business from a significant number of our customers. We dedicate a significant amount of effort and resources to the development of our products, technologies and technologies.enhancements. Our product development efforts may be affected by a number of factors, including our ability to anticipate customer needs, develop or acquire new products,technologies and enhancements, secure intellectual property protection for our products, and manufacture products in a cost effective manner. We would be harmed if we did not meet customer requirements and expectations. Our inability, for technological or other reasons, to successfully develop and introduce new and innovative products, technologies and enhancements could result in a loss of customers and lower revenues.
We may face intense competition that could harm our business and we may be unable to compete successfully against new entrants and established companies with greater resources.
Competition in connection with the manufacturing of our medical products across all of our product lines has intensified in recent years and may continue to intensify in the future. OneWe encounter significant competition across our product lines and in each market in which our medical products are sold from various medical device companies, many of which may have greater financial, technical and marketing resources than we do and are more well-established. In addition, one or more of our medical customers may undertake additional vertical integration and/or supplier diversification initiatives and begin to manufacture or dual-source some or all of theirthe components or products that we currently supply to them, which could cause our operating results to suffer. The market for commercial power sources is competitive, fragmented and subject to rapid technological change. Many other commercial power source suppliers are larger than us and have greater financial, operational, economies of scale, personnel, sales, technical and marketing resources and are able to take advantage of greater economies of scale than us.we can. These and other companies may develop products that are superior, technologically or otherwise, or more cost effective to ours,than our products, which could result in lower revenues and operating results.


If we are unable to successfully market our current or future products, our business will be harmed and our revenues and operating results will be adversely affected.
The markets for our products have been changing in recent years. If the markets for our products do not grow as forecasted bywe or industry experts forecast, our revenues could be less than expected. Furthermore, it is difficult to predict the rate at which the markets for our products will grow or if new and increased competition will result in market saturation. Slower growth in the cardiac rhythm, neuromodulation, advanced surgical, orthopedic, portable medical, cardio and vascular, environmental, military or energy markets in particular would negativelyadversely impact our revenues. In addition, we face the risk that our products will lose widespread market acceptance. Our customers may not continue to utilize the products we offer and a market may not develop for our future products.
We may at times determine that it is not technically or economically feasible for us to continue to manufacture certain products and we may not be successful in developing or marketing them.replacement products. Additionally, new technologies that we develop may not be rapidly accepted because of industry-specific factors, including the need for regulatory clearance, entrenched patterns of clinical practice and uncertainty over third party reimbursement. If thisany of these events occurs, our business will be harmed and our revenues and operating results will be adversely affected.


We intend to develop new products and expand into new geographic and product markets, which may not be successful and could harm our operating results.
We intend to expand into new markets and develop new and modified products based onusing our existing technologies and engineering capabilities including the development of complete medical device systems.and expand into new geographic and product markets. These efforts have required and will continue to require us to make substantial investments, including significant research, development and engineeringRD&E expenditures and capital expenditures for new, expanded or improved manufacturing facilities. Additionally, many of the new products we are working on and developing take longer and more resources to develop and commercialize than those products we are currently marketing, including obtainingmore time and resources required to obtain regulatory approval.approvals.
Specific risks in connection with expanding into new products and product markets include: longer product development cycles, the inability to transfer our quality standards and technology into new products, the failure to receive or the delay in receipt of regulatory approval for new products or modifications to existing products, and the failure of our existing customers or the market generally to accept the new or modified products. Our inability to develop new products or expand into new geographic and product markets, as currently intended, could hardhurt our business, financial condition and results of operations.
We may never realize the full value of our intangible assets, which represent a significant portion of our total assets.
At December 30, 2016, we had $1.9 billion of intangible assets, representing 67% of our total assets. These intangible assets consist primarily of goodwill, trademarks, tradenames, customer lists and patented technology arising from our acquisitions. Goodwill and other intangible assets with indefinite lives are not amortized, but are tested annually or upon the occurrence of certain events that indicate that the assets may be impaired. Definite lived intangible assets are amortized over their estimated useful lives and are tested for impairment upon the occurrence of certain events that indicate that the assets may be impaired. We may not receive the recorded value for our intangible assets if we sell or liquidate our business or assets. In addition, this significant amount of intangible assets increases the risk of a large charge to earnings in the event that the recoverability of these intangible assets is impaired. In the event of such a charge to earnings, the market price of our common stock could be negatively affected. In addition, intangible assets with definite lives, which represent $849.8 million of our net intangible assets at December 30, 2016, will continue to be amortized. We incurred total amortization expenses relating to these intangible assets of $37.9 million in 2016. These expenses will reduce our future earnings or increase our future losses.
We are subject to pricing pressures from customers, which could harm our operating results.
We have made price concessions to some of our larger customers in recent years and we expect customer pressure for price concessions will continue. Price concessions or reductions may cause our operating results to suffer.
We rely on third party suppliers for raw materials, key products and subcomponents, and if we are unable to obtainsubcomponents. Increased prices for, or unavailability of, these materials, products and/or subcomponents on a timely basis or on terms acceptable to us,could adversely affect our ability to manufacture products will suffer.results of operations.
Our business depends on a continuous supply of raw materials. The principal raw materials used in our business include lithium, iodine, gold, CFx, palladium, stainless steel, aluminum, cobalt chrome, tantalum, platinum, ruthenium, gallium trichloride, vanadium oxide, iridium, titanium and plastics. The supply and price of these raw materials are susceptible to fluctuations due to transportation issues, government regulations, price controls, foreign civil unrest, tariffs, worldwide economic conditions or other unforeseen circumstances. Increasing global demand for these raw materials has caused prices of these materials to increase. Significant increases in the cost of raw materials that cannot be recovered through increases in the prices of our products could adversely affect our results of operations. There can be no assurance that the marketplace will support higher prices or that price increases and productivity gains will fully offset any raw material cost increases in the future. In addition, there are a limited number of worldwide suppliers of several raw materials needed to manufacture our products. For reasons of quality, cost effectiveness or availability, we obtain some raw materials from a single supplier. Although we work closely with our suppliers to seek to ensure continuity of supply, we may not be able to continue to procure raw materials critical to our business at all or to procure them at acceptable price levels. A disruption in deliveries from our suppliers, price increases or decreased availability of raw materials could have an adverse effect on our ability to meet our commitments to our customers and increase our operating costs.
In addition, we rely on third party manufacturers to supply many of the products and subcomponents that are incorporated into our own products and components. These third party manufacturers have their own complex supply chains. Manufacturing problems may occur with these and other outside sources, as a supplier may fail to develop and supplyor manufacture products and subcomponents tofor us on a timely basis, or may supply us with products and subcomponents that do not meet our quality, quantity and cost requirements. If any of these problems occur, we may be unable to obtain substitute sources for these products and subcomponents on a timely basis or on terms acceptable to us, which could harm our ability to manufacture our own products and components profitably or on time. In addition, to the extent the processes our suppliers use to manufacture products and subcomponents are proprietary, we may be unable to obtain comparable products and subcomponents from alternative suppliers.
Our business is also subject to risks associated with U.S. and foreign legislation, regulations and trade agreements relating to the materials we import, including the tariffs on steel that the U.S. has imposed and other quotas, duties, tariffs or taxes or restrictions on imports, which could adversely affect our operations and our ability to import materials used in our products at current or increased levels. We cannot predict whether additional U.S. and foreign customs quotas, duties (including antidumping or countervailing duties), tariffs, taxes or other charges or restrictions, requirements as to where raw materials must be purchased or other restrictions on our imports will be imposed in the future or adversely modified, or what effect such actions would have on


our costs of operations. Future quotas, duties or tariffs may adversely affect our business, financial condition, results of operations or cash flows. Future trade agreements could also provide our competitors with an advantage over us, or increase our costs, either of which could adversely affect our business, financial condition, results of operations or cash flows.
Quality problems with our products could harm our reputation and erode our competitive advantage.
Quality is important to us and our customers, and our products, given their intended uses, are held to high quality and performance standards. In the event our products fail to meet these standards, we could be subject to negative publicity and our reputation could be harmed, whichharmed. This could erode our competitive advantage over competitors, causing us to lose or see a material reduction in business from customers and resulting in lower revenues.


Quality problems with our products could result in warranty claims and additional costs.
We generally allow customers to return defective or damaged products for credit, replacement or repair. We generally warrant that our products will meet customer specifications and will be free from defects in materials and workmanship. Additionally, we carry a safety stock of inventory for our customers that may be impacted by warranty claims. We reserve for our exposure to warranty claims based upon recent historical experience and other specific information as it becomes available. However, these reserves may not be adequate to cover future warranty claims. In addition, we might be required to devote significant resources to address any quality issues associated with our products, which could reduce the resources available for product development and other matters. If theseour reserves for warranty claims are inadequate, additional warranty costs or inventory write-offs may need to be incurred in the future, which could harm our operating results.
Regulatory issues resulting from product complaints, or recalls, or regulatory audits could harm our ability to produce and supply products or bring new products to market.
OurThe products that we design, manufacture and distribute, including our customers’ finished medical devices, product components that are incorporated into our customers’ finished medical devices, and our own finished medical devices, are designed, manufactured and distributed globally in compliance with applicable regulations and standards. However, a product complaint, recall or negative regulatory audit may cause our products, including product components and finished medical devices, to be removed from the market and harm our operating results or financial condition. In addition, during the period in which corrective action is being taken by us to remedy a complaint, recall or negative audit, regulators may not allow our new products to be cleared for marketing and sale.
If we become subject to product liability claims, our operating results and financial condition could suffer.
Our business exposes us to potential product liability claims, that are inherent inwhich may take the design, manufacture and salesform of our products.a one-off claim from a single claimant or a class action lawsuit covering multiple claimants. Product failures, including those that arise from the failure to meet product specifications, misuse or malfunction, or design flaws, or the use of our products with other components, systems or systemsmedical devices not manufactured or sold by us could result in product liability claims or a recall. Many of our products are components and function in interactionthat interact with our customers’ medical devices. For example, our batteries are produced to meet electrical performance, longevity and other specifications, but the actual performance of those products is dependent on how they are utilized as part of our customers’ devices over the lifetime of their products. Product performance and device interaction from time to time have been, and may in the future be, different than expected for a number of reasons. Consequently, it is possible that customers may experience problems with their medical devices that could require device recall or other corrective action, where our batteries met the specification at delivery, and for reasons that are not related primarily or at all to any failure by our product to perform in accordance with specifications. It is possible that our customers (or end-users) may in the future assert that our products caused or contributed to device failure. Even if these assertions do not lead to product liability or contract claims, they could harm our reputation and our customer relationships. Furthermore, the design and manufacturing of finished medical devices of the types that we also produce entail an inherent risk of product liability claims. Some of the medical devices that we manufacture and sell are designed to be implanted into the human body. A number of factors could result in an unsafe condition or injury to, or death of, a patient with respect to these medical devices. These factors could also result in product liability claims, a recall of one or more of our medical devices or a safety alert relating to one or more of our medical devices.
Provisions contained in our agreements with key customers attempting to limit our damages, including provisions to limit damages to liability for negligence, may not be enforceable in all instances or may otherwise fail to adequately protect us from liability for damages. Product liability claims or product recalls, regardless of their ultimate outcome and whether related to a product component or a finished medical device, could require us to spend significant time and money in litigation and require us to pay significant damages.damages and could divert the attention of our management from our business operations. The occurrence of product liability claims or product recalls could affect our operating results and financial condition.
We carry product liability insurance with coverage that is limited in scope and amount. We may not be able to maintain this insurance at a reasonable cost or on reasonable terms, or at all. This insurance may not be adequate to protect us against a product liability claim that arises in the future.claims made against us.


Our operating results may fluctuate, which may make it difficult to forecast our future performance and may result in volatility in our stock price.
Our operating results have fluctuated in the past and are likely to continue to fluctuate from quarter to quarter, making forecasting future performance difficult and resulting in volatility in our stock price. These fluctuations are due to a variety of factors, including the following:
a substantial percentagetiming of orders placed by our costs are fixed in nature, which results in our operations being particularly sensitive to fluctuations in production volumes;customers;
changes in the mix of our revenue represented by our various products and customers could result in reductions in our profits if the mix of our revenue represented by lower margin products increases;
timing of orders placed by our principal customers who account for a significant portion of our revenues;costs are fixed in nature, which results in our operations being particularly sensitive to fluctuations in production volumes; and
increased costs and decreased availability of raw materials or supplies.


If we are unable to protect our intellectual property and proprietary rights, our business could be harmed.
We rely on a combination of patents, licenses, trade secrets and know-how to establish and protect our rights to our technologies and products. AsHowever, these measures afford only limited protection, and our patent rights, whether issued, subject to license or in process, and our other intellectual property protections may be misappropriated, circumvented or invalidated. The laws of December 30, 2016,some foreign countries do not offer the same level of protection for our intellectual property as the laws of the U.S. Further, no assurances can be given that any patent application we have 1,019 activefiled or will file will result in a patent being issued, or that any existing or future patents filed. However, the stepswill afford adequate or meaningful protection against competitors or against similar technologies. In addition, competitors may design around our technology or develop competing technologies that do not infringe our proprietary rights. As patents and other intellectual property protection expire, we have taken andmay lose our competitive advantage. If third parties infringe or misappropriate our patents or other proprietary rights, our businesses could be seriously harmed.
In addition, we cannot be assured that our existing or planned products do not or will take in the future to protectnot infringe on the intellectual property rights of others or that others will not claim such infringement. Our industry has experienced extensive ongoing patent litigation which can result in the incurrence of significant legal costs for indeterminate periods of time, injunctions against the manufacture or sale of infringing products and significant royalty payments. At any given time, we may be a plaintiff or defendant in these types of actions. We cannot assure you that we will be able to prevent competitors from challenging our technologies and products may not be adequate to deter misappropriation of ourpatents or other intellectual property. property rights or entering markets we currently serve.
In addition to seeking formal patent protection whenever possible, we attempt to protect our proprietary rights and trade secrets by entering into confidentiality and non-compete agreements with employees, consultants and third parties with which we do business. However, these agreements may be breached and, if breached,a breach occurs, there may be no adequate remedyremedies available to us and we may be unable to prevent the unauthorized disclosure or use of our technical knowledge, practices and/or procedures. If our trade secrets become known, we may lose our competitive advantages. Additionally, as patents and other intellectual property protection expire, we may lose our competitive advantage.
If third parties infringe or misappropriate our patents or other proprietary rights, our business could be seriously harmed. We may be required to spend significant resources to monitor our intellectual property rights, or we may not be able to detect infringement of these rights and may lose our competitive advantages associated with our intellectual property rights before we do so. In addition, competitors may design around our technology or develop competing technologies that do not infringe our proprietary rights.
We may be subject to intellectual property claims, which could be costly and time consuming and could divert our managementmanagement’s attention from our business operations.
In producing our products, third parties may claim that we are infringing on their intellectual property rights, and we may be found to have infringed on those intellectual property rights. We may be unaware of the intellectual property rights of others that may be used in our technology and products. In addition, third parties may claim that our patents have been improperly granted and may seek to invalidate our existing or future patents. If any claim for invalidation prevailed, third parties may manufacture and sell products that compete with our products and our revenues from any related license agreements would decrease accordingly. Former employers of our associates may assert claims that these associates have improperly disclosed to us the confidential or proprietary information of those former employers. We also typically do not receive significant indemnification from parties that license technology to us against third party claims of intellectual property infringement.
Any litigation or other challenges regarding our patents or other intellectual property, with or without merit, could be costly and time consuming and could divert the attention of our management and key personnel from our business operations. The complexity of the technology involved in producing our products and the uncertainty of intellectual property litigation increases these risks. If we are not successful in defending these claims, we could be required to stop selling, delay shipments of, or redesign our products, discontinue the use of related technologies or designs, pay monetary amounts as damages, and satisfy indemnification obligations that we have with some of our customers. Claims of intellectual property infringement may also require us to enter into costly royalty or license agreements. However, we may not be able to obtain royalty or license agreements on terms acceptable to us, or at all. We also may be made subject to significant damages or injunctions against development and sale of our products.


A failure to comply with customer-driven policies and standards and third-party certification requirements or standards could adversely affect our business and reputation.
Our customers may require us to comply with their own or third-party quality standards, business policies, commercial terms, or other policies or standards, which may be even more restrictive than current laws and regulations as well as our pre-existing policies or terms with our suppliers, before they commence, or continue, doing business with us. These policies or standards may be customer-driven, established by the market sectors in which we operate or imposed by third party organizations.
Our compliance with these heightened or additional policies, standards and third-party certification requirements, and managing a supply chain in accordance with those policies, standards and requirements, could be costly, and our failure to comply could adversely affect our operations, customer relationships, reputation and profitability. In addition, our adoption of these standards could adversely affect our cost competiveness and ability to provide customers with required service levels. In certain circumstances, to meet the requirements or standards of our customers, we may be obligated to select certain suppliers or make other sourcing choices, and we may bear responsibility for adverse outcomes even if these matters are the result of third-party actions or outside of our control.
Our failure to obtain licenses from third parties for new technologies or the loss of these licenses could impair our ability to design and manufacture new products and reduce our revenues.
We occasionally license technologies from third parties rather than depending exclusively on our own proprietary technology and developments. Our ability to license new technologies from third parties is and will continue to be critical to our ability to offer new and improved products. We may not be able to continue to identify new technologies developed by others and even if we are able to identify new technologies, we may not be able to negotiate licenses on favorable terms, or at all. Additionally, we couldmay lose rights granted under licenses for reasons beyond our control.control or if the license has a finite term and cannot be renewed on favorable terms or at all.
We may never realize the full value of our intangible assets, which represent a significant portion of our total assets.
At December 31, 2019, we had $1.6 billion of goodwill and other intangible assets, representing 69% of our total assets. These intangible assets consist primarily of goodwill, trademarks, tradenames, customer lists and patented technology arising from our acquisitions. Goodwill and other intangible assets with indefinite lives are not amortized, but are tested annually or upon the occurrence of certain events that indicate that the assets may be impaired. Definite lived intangible assets are amortized over their estimated useful lives and are tested for impairment upon the occurrence of certain events that indicate that the assets may be impaired. We may not receive the recorded value for our intangible assets if we sell or liquidate our business or assets. In addition, our significant amount of intangible assets increases the risk of a large charge to earnings in the event that the recoverability of these intangible assets is impaired. In the event of a significant charge to earnings, the market price of our common stock could be adversely affected. In addition, intangible assets with definite lives, which represent $685.5 million of our net intangible assets at December 31, 2019, will continue to be amortized. These expenses will continue to reduce our future earnings or increase our future losses.
We have significant indebtedness that could affect our operations and financial condition, and our failure to meet certain financial covenants required by our debt agreements may materially and adversely affect our assets, financial position and cash flows.
At December 31, 2019,we had $825 million in principal amount of debt outstanding. As of December 31, 2019, our debt service obligations, comprised of principal and interest, are estimated to be approximately $70 million for 2020. The outstanding indebtedness and the terms and covenants of the agreements under which this debt was incurred, could, among other things:
require us to dedicate a large portion of our cash flow from operations to the servicing and repayment of our outstanding indebtedness, thereby reducing funds available for working capital, capital expenditures, RD&E expenditures and other general corporate requirements;
limit our ability to obtain additional financing to fund future working capital, capital expenditures, RD&E expenditures and other general corporate requirements in the future;
limit our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate;
restrict our ability to make strategic acquisitions or dispositions or to exploit business opportunities;
place us at a competitive disadvantage compared to our competitors that have less outstanding indebtedness; and
adversely affect the market price of our common stock.


We may be adversely affected by proposals to reform LIBOR.
Certain of our financial arrangements, including under our Senior Secured Credit Facility, are made at variable interest rates that use the London Interbank Offered Rate (“LIBOR”) (or metrics derived from or related to LIBOR), as a benchmark for establishing the interest rate. On July 27, 2017, the United Kingdom’s Financial Conduct Authority announced that it intends to stop persuading or compelling banks to submit LIBOR rates after 2021. These reforms may cause LIBOR to cease to exist, new methods of calculating LIBOR to be established, or alternative reference rates to be established. At this time, we cannot fully predict the potential consequences of these reforms. These reforms could have an adverse impact on the market value for or value of LIBOR-linked loans, and other financial obligations or extensions of credit held by or due to us. Changes in market interest rates may influence our financing costs and returns on financial investments, and could reduce our earnings and cash flows.
Economic and credit market uncertainty could interrupt our access to capital markets, borrowings, or financial transactions to hedge certain risks, which could adversely affect our financial condition.
To date, we have been able to access debt and equity financing that has allowed us to complete acquisitions, make investments in growth opportunities and fund working capital requirements. In addition, we enter into financial transactions to hedge certain risks, including foreign exchange and interest rate risk. Our continued access to capital markets, the stability of our lenders under our Senior Secured Credit Facility and their willingness to support our needs, and the stability of the parties to our financial transactions that hedge risks are essential for us to meet our current and long-term obligations, fund operations, and fund our strategic initiatives. An interruption in our access to external financing or financial transactions to hedge risk could affect our business prospects and financial condition.
If we are not successful in making acquisitions to expand and develop our business, our operating results may suffer.
One facet of our growth strategy is to make acquisitions that complement our core competencies in technology and manufacturing to enable us to manufacture and sell additional or enhanced products to our existing customers and to expand our business into related markets. Our continued growth may depend on our ability to successfully identify and acquire companies that complement or enhance our existing business on acceptable terms. We may not be able to identify or complete future acquisitions. In addition, we will need to comply with the terms of our Senior Secured Credit Facility in order to pursue and complete future acquisitions. In connection with pursuing this growth strategy, some of the risks that we may encounter include expenses associated with and difficulties in identifying potential targets, the costs associated with unsuccessful acquisitions, and higher prices for acquired companies because of significant competition for attractive acquisition targets.
Successful integration and anticipated benefits of acquisitions cannot be assured and integration matters could divert attention of management away from operations.
Part of our business strategy includes acquiring additional businesses and assets. If we do not successfully integrate acquisitions, we may not realize anticipated operating advantages and cost savings. Our ability to realize the anticipated benefits from acquisitions will depend, to a large extent, on our ability to integrate these acquired businesses with our legacy businesses. Integrating and coordinating aspects of the operations and personnel of the acquired business with legacy businesses involves complex operational, technological and personnel-related challenges. This process is time-consuming and expensive, disrupts the businesses of both companies and may not result in the achievement of the full benefits expected by us, including cost synergies expected to arise from supply chain efficiencies and overlapping general and administrative functions.
The potential difficulties, and resulting costs and delays, include:
managing a larger combined company;
consolidating corporate and administrative infrastructures;
issues in integrating manufacturing, warehouse and distribution facilities, RD&E and sales forces;
difficulties attracting and retaining key personnel;
loss of customers and suppliers and inability to attract new customers and suppliers;
unanticipated issues in integrating information technology, communications and other systems;
incompatibility of purchasing, logistics, marketing, administration and other systems and processes; and
unforeseen and unexpected liabilities related to the acquired business.
Additionally, the integration of our legacy businesses with an acquired company’s operations, products and personnel may place a significant burden on management and other internal resources. The attention of our management may be directed towards integration considerations and may be diverted from our day-to-day business operations, and matters related to the integration may require commitments of time and resources that could otherwise have been devoted to other opportunities that might have been beneficial to us and our business. The diversion of management’s attention, and any difficulties encountered in the transition and integration process, could harm our business, financial condition and operating results.


We may not be able to maintain the levels of operating efficiency that acquired companies have achieved or might achieve separately. Successful integration of each acquisition will depend upon our ability to manage those operations and to eliminate redundant and excess costs. Difficulties in integration may be magnified if we make multiple acquisitions over a relatively short period of time. Because of difficulties in combining and expanding operations, we may not be able to achieve the cost savings and other size-related benefits that we hoped to achieve after these acquisitions.
We may not be able to attract, train and retain a sufficient number of qualified employeesassociates to maintain and grow our business.
We monitor the markets in which we compete and assess opportunities to better align expenses with revenues, while preserving our ability to make needed investments in research and developmentRD&E projects, capital and our peopleassociates that we believe are critical to our long-term success. Our success will depend in large part upon our ability to attract, train, retain and motivate highly skilled employees.associates. There is currently aggressive competition for employees who have experience in technology and engineering. We compete intensely with other companies to recruit and hire from this limited pool. The industries in which we compete for employees are characterized by high levels of employee attrition. Although we believe we offer competitive salaries and benefits, we may have to increase spending in order to attract, train and retain qualified personnel.


We are dependent upon our senior management team and key technical personnel and the loss of any of them could significantly harm us.
Our future performance depends to a significant degree upon the continued contributions of our senior management team and key technical personnel. In general, only highly qualified and trained scientists have the necessary skills to develop our products, which are often highly technical in nature. The loss or unavailability to us of any member of our senior management team or a key technical employee could significantly harm us. We face intense competition for these professionals from our competitors, customers and companies operating in our industry. To the extent that the services of members of our senior management team and key technical personnel would be unavailable to us for any reason, we would be required to hire other personnel to manage and operate our Company and to develop our products and technology, which could negativelyadversely impact our business. We may not be able to locate or employ these qualified personnel on acceptable terms or may need to increase spending in order to attract these qualified personnel.
We may not realize the expected benefits from our cost savings and consolidation initiatives or those initiatives may have unintended consequences, which may harm our business.
We have incurred significant charges related to various cost savings and consolidation initiatives. These initiatives were undertaken to improve our operational effectiveness, efficiencies and profitability. Information regarding some of these initiatives is discussed in Note 1311 “Other Operating Expenses, Net”Expenses” of the Notes to Consolidated Financial Statements contained in Item 8 of this report. Cost reduction efforts under these initiatives include various cost and efficiency improvement measures, such as headcount reductions, the relocation of resources and administrative and functional activities, the closure of facilities, the transfer of production lines, the sale of non-strategic assets and other efforts to streamline our business, among other actions. These measures could yield unintended consequences, such as distraction of our management and employees,associates, business disruption, disputes with customers, attrition beyond our planned reduction in workforce and reduced employeeassociate productivity. If any of these unintended consequences were to occur, they could negativelyadversely affect our business, financial condition and results of operations. In addition, headcount reductions and customer disputes may subject us to the risk of litigation, which could result in the incurrence of substantial cost.costs. Moreover, our cost reduction efforts result in charges and expenses that impact our operating results. Our cost savings and consolidation initiatives, or other expense reduction measures we take in the future, may not result in the expected cost savings.


Interruptions of our manufacturing operations could delay production and adversely affect our operations.
Our products are designed and manufactured in facilities located around the world. In most cases, the manufacturing of specific product lines is concentrated in one or a few locations. If an event (including any weather or natural disaster-related event) occurred that resulted in material damage or loss of one or more of these manufacturing facilities or we lacked sufficient labor to fully operate the facility, we might be unable to transfer the manufacture of the relevant products to another facility or location in a cost-effective or timely manner, if at all. This potential inability to transfer production could occur for a number of reasons, including but not limited to a lack of necessary relevant manufacturing capability at another facility, or the regulatory requirements of the FDA or other governmental regulatory bodies. Other disruptions in our manufacturing operations for any reason, including equipment malfunction, failure to follow specific protocols and procedures, or environmental factors could lead to an inability to supply our customers with our products, unanticipated costs, lost revenues and damage to our reputation. In addition, our business involves complex manufacturing processes and the use of various hazardous materials,chemicals and other regulated substances, such as trichloroethylene, that can be dangerous to our associates. We havemust also comply with various health and safety regulations in the United States and abroad in connection with our operations. Although we employ safety procedures in the design and operation of our facilities, there is a risk that an accident or death could occur. Any accident, such as a chemical spill or fire, could result in significant indebtedness thatmanufacturing delays or claims for damages resulting from injuries, which would harm our operations and financial condition. The potential liability resulting from any such accident or death, to the extent not covered by insurance, could harm our financial condition or operating results. Any disruption of operations at any of our facilities, and in particular our larger facilities, could result in production delays, which could adversely affect our operations and financial condition,harm our business.
Our business is subject to environmental regulations that could be costly to comply with.
Federal, state and local regulations impose various environmental controls on the manufacturing, transportation, storage, use and disposal of batteries and hazardous chemicals and other materials used in, and hazardous waste produced by the manufacturing of our failureproducts. Conditions relating to meet certain financial covenants requiredour historical operations, including a former manufacturing facility located in South Plainfield, New Jersey previously operated by our debt agreements may materially and adversely affect our assets, financial position and cash flows.
At December 30, 2016, our total indebtedness was $1.7 billion. We incurred substantial additional indebtedness in connection with the Lake Region Medical acquisition. We funded the cash portion of the Lake Region Medical acquisition consideration, the pay-off of certain outstanding indebtedness of ours anda subsidiary of Lake Region Medical, may require expenditures for clean-up in the future. In addition, changes in environmental laws and the payment of transaction-related expenses through a combination of available cash-on-hand and proceeds from debt financings, which financings consisted of the issuance of $360 million of 9.125% senior notes due 2023 and borrowings of $1.4 billion under our Senior Secured Credit Facility. As of December 30, 2016, our debt service obligations, comprised of principal and interest, during the following 12 months are estimated to be approximately $133 million. The outstanding indebtedness and the terms and covenants of the agreements under which this debt was incurred, could, among other things:
requireregulations may impose costly compliance requirements on us or otherwise subject us to dedicate a large portion of our cash flow from operationsfuture liabilities. Additional or modified regulations relating to the servicingmanufacture, transportation, storage, use and repaymentdisposal of materials used to manufacture our outstanding indebtedness, thereby reducing funds available for working capital, capital expenditures, research and development expenditures and other general corporate requirements;
limit our ability to obtain additional financing to fund future working capital, capital expenditures, research and development expenditures and other general corporate requirements in the future;
limit our flexibility in planning for,products or reacting to, changes in our business and the industry in which we operate;
restrict our ability to make strategic acquisitionsrestricting disposal or dispositions or to exploit business opportunities;
place us at a competitive disadvantage compared to our competitorstransportation of batteries may be imposed that have less outstanding indebtedness; and
adversely affect the market price of our common stock.



We incurred substantial expenses related to the acquisition of Lake Region Medical and expect to continue to incur substantial expenses related to its integration.
We have incurred substantial expenses in connection with the acquisition of Lake Region Medical and expect to continue to incur substantial expenses in connection with its integration. As of December 30, 2016, we have incurred approximately $61 million in acquisition and integration costs related to the Lake Region Medical acquisition. Since our acquisition of Lake Region Medical, we achieved approximately $34 million in cumulative annual run-rate synergies, which exceeded our $25 million target. These net synergies are expected to increase to $60 million by 2018. We expect the investment necessary to achieve these synergies to consist of $20 million to $25 million in capital expenditures and $40 million to $50 million of operating expenses. However, many of the expenses that will be incurred are, by their nature, difficult to estimate accurately. These expenses could, particularly in the near term, exceed the savings that we expect to achieve from elimination of duplicative expenses and the realization of economies of scale and cost savings. Although we expect that the realization of efficiencies related to the integration of Lake Region Medical’s business will offset incremental transaction, acquisition-related and restructuring costs over time, this net benefit may not be achieved in the near term, or at all.
Successful integration of Lake Region Medical and anticipated benefits of the Lake Region Medical acquisition cannot be assured and integration matters could divert attention of management away from operations. The Lake Region Medical acquisition could have an adverse effect on our business relationships.
There can be no assurance that the Company will be able to maintain and grow its Lake Region Medical business and operations. In addition, the market segments in which Lake Region Medical operates may experience declines in customer demand and/or the entrance of new competitors. Customers, suppliers and other third parties with business relationships with us may decide not to renew or may decide to seek to terminate, change or renegotiate their relationships with us as a result of the Lake Region Medical acquisition, whether pursuant to the terms of their existing agreements with us or otherwise.
Our ability to realize the anticipated benefits of the Lake Region Medical acquisition will depend, to a large extent, on our ability to integrate the legacy businesses. Integrating and coordinating aspects of the operations and personnel of Lake Region Medical with legacy businesses involves complex operational, technological and personnel-related challenges. This process is time-consuming and expensive, disrupts the businesses of both companies and may not result in the full benefits expected by us, including cost synergies expected to arise from supply chain efficiencies and overlapping general and administrative functions.
The potential difficulties, and resultinghigher costs and delays, include:
managing a larger combined company;
consolidating corporate and administrative infrastructures;
issues in integrating manufacturing, warehouse and distribution facilities, research and development and sales forces;
difficulties attracting and retaining key personnel;
loss of customers and suppliers and inability to attract new customers and suppliers;
unanticipated issues in integrating information technology, communications and other systems;
incompatibility of purchasing, logistics, marketing, administration and other systems and processes; and
unforeseen and unexpected liabilities related to the acquisition or Lake Region Medical’s business.
Additionally, the integration of our legacy businesses and Lake Region Medical’s operations, products and personnel may place a significant burden on management and other internal resources. The attention of our management may be directed towards integration considerations and may be diverted from our day-to-day business operations, and matters related to the integration may require commitments of time and resources that could otherwise have been devoted to other opportunities that might have been beneficial to us and our business. The diversion of management’s attention, and any difficulties encountered in the transition and integration process, could harm our business, financial condition andlower operating results.
Even if our businesses are successfully integrated, we may not realize the full benefits of the Lake Region Medical acquisition, including anticipated synergies, cost savings or growth opportunities, within the expected timeframe or at all. In addition, we expect to incur significant integration and restructuring expenses to realize synergies. However, many ofcannot predict the expenseseffect that will be incurred are, by their nature, difficult to estimate accurately. These expenses could, particularly in the near term, exceed the savings that we expect to achieve from elimination of duplicative expenses and the realization of economies of scale and cost savings. Although we expect that the realization of efficiencies related to the integration of the businessesadditional or modified environmental regulations may offset incremental transaction, acquisition-related and restructuring costs over time, we cannot give any assurance that this net benefit will be achieved in the near term,have on us or at all.
Any of the matters described above could adversely affect our business or harm our financial condition, results of operations or business prospects.



We may experience significant variability in our quarterly and annual effective tax rate and may not be able to use our net operating loss carryforwards and tax credit carryforwards which would affect our reported net income.customers.
We have a complex tax profile due to the global nature of our operations and may experience significant variability in our quarterly and annual effective tax rate due to several factors, including changes in the mix of pre-tax income and the jurisdictions to which it relates, business acquisitions, settlements with taxing authorities, and changes in tax rates.
Our global operations encompass multiple taxing jurisdictions. Variability in the mix and profitability of domestic and international activities, identification and resolution of various tax uncertainties, changes in tax laws and rates, and the extent to which we are able to realize net operating loss and other carryforwards included in deferred tax assets and avoid potential adverse outcomes included in deferred tax liabilities, among other matters, may significantly affect our effective income tax rate in the future.
Changes in U.S.international tax laws or internationaladditional changes in U.S. tax laws could materially affect our financial position and results of operations. The U.S. is actively considering changes to existing tax laws including lower corporate tax rates and changes to the taxability of imports and exports. In addition, many countries in the European Union,EU, as well as a number of other countries and organizations such as the Organization for Economic Cooperation and Development, are also actively considering changes to existing tax laws. If tax laws and related regulations change, our financial results could be materially impacted. Given the unpredictability of these possible changes and their potential interdependency, it is possible such changes could adversely impact our financial results.
Our effective income tax rate is the result of the income tax rates in the various countries in which we do business. Our mix of income and losses in these jurisdictions affects our effective tax rate. For example, relatively more income in higher tax rate jurisdictions would increase our effective tax rate and thus lower our net income. Similarly, if we generate losses in tax jurisdictions for which no benefits are available, our effective income tax rate will increase. Our effective income tax rate may also be impacted by the recognition of discrete income tax items, such as required adjustments to our liabilities for uncertain tax positions or our deferred tax asset valuation allowance. A significant increase in our effective income tax rate could have a material adverse impact on our earnings.


We have recorded deferred tax assets based on our assessment that we will be able to realize the benefits of our net operating losses and other favorable tax attributes. Realization of deferred tax assets involve significant judgments and estimates which are subject to change and ultimately depends on generating sufficient taxable income of the appropriate character during the appropriate periods. Changes in circumstances may affect the likelihood of such realization, which in turn may trigger a write-down of our deferred tax assets, the amount of which would depend on a number of factors. A write-down would reduce our reported net income, which may adversely impact our financial condition or results of operations or cash flows.  In addition, we are potentially subject to ongoing and periodic tax examinations and audits in various jurisdictions, including with respect to the amount of our net operating losses and any limitation thereon. An adjustment to such net operating loss carryforwards, including an adjustment from a taxing authority, could result in higher tax costs, penalties and interest, thereby adversely impacting our financial condition, results of operations or cash flows.
If we are not successful in making acquisitions to expand and develop our business, our operating results may suffer.
One facet of our growth strategy is to make acquisitions that complement our core competencies in technology and manufacturing to enable us to manufacture and sell additional products to our existing customers and to expand our business into related markets. Our continued growth may depend on our ability to identify and acquire companies that complement or enhance our business on acceptable terms. We may not be able to identify or complete future acquisitions. In addition, even if we are able to identify future acquisitions, we may not be able to effect such acquisitions under the terms of the Indenture governing our 9.125% senior notes due 2023 or our Senior Secured Credit Facility. Some of the risks that we may encounter include expenses associated with and difficulties in identifying potential targets, the costs associated with unsuccessful acquisitions, and higher prices for acquired companies because of competition for attractive acquisition targets.
Interruptions of our manufacturing operations could delay production and affect our operations.
Our products are designed and manufactured in facilities located around the world. In most cases, the manufacturing of specific product lines is concentrated in one or a few locations. Our business involves complex manufacturing processes and hazardous materials that can be dangerous to our employees. Although we employ safety procedures in the design and operation of our facilities, there is a risk that an accident or death could occur. Any accident, such as a chemical spill or fire, could result in significant manufacturing delays or claims for damages resulting from injuries, which would harm our operations and financial condition. The potential liability resulting from any such accident or death, to the extent not covered by insurance, could harm our financial condition or operating results. Any disruption of operations at any of our facilities, and in particular our larger facilities, could result in production delays, which could affect our operations and harm our business.


Our international sales and operations are subject to a variety of market and financial risks and costscyber-attacks that could affecthave a material adverse effect on our profitabilitybusiness, consolidated results of operations and operating results.consolidated financial condition.
Our sales outsideIn the U.S., which accounted for 42%ordinary course of sales for 2016, andbusiness, our operations in Europe, Asia, and Central and South America are, and willin the future are expected to continue to be, dependent on digital technologies and information technology systems. We use these technologies and systems for internal purposes, including data storage, processing and transmissions, as well as in our interactions with customers and suppliers. The security of this information and these systems are important to our operations and business strategy. Digital technologies and systems have been, and in the future are expected to continue to be, subject to a numberthe risk of cyber-attacks. Despite our security measures, our information technology systems and infrastructure may be vulnerable to cyber-attacks by hackers or malware, or breached due to associate error, malfeasance or other disruptions. As the techniques used to obtain unauthorized access, disable or degrade service, or sabotage infrastructure and systems change frequently and may be difficult to detect for long periods of time, we may be unable to anticipate these techniques or implement adequate preventive measures. If our systems for protecting against cybersecurity risks and potential costs, including:
changes in foreign economic conditions and/prove insufficient, we could be adversely affected by, among other things: loss of or regulatory requirements;
changes in foreign currency exchange rates;
local product preferences and product requirements;
outstanding accounts receivables that take longerdamage to collect than is typical in the U.S.;
difficulties in enforcing agreements through foreign legal systems;
less protection of intellectual property, in some countries outside of the U.S.;
trade protection measures and import and export licensing requirements;
work force instability;
political and economic instability; and
complex tax and cash management issues.
Moreover, there have been recent public announcements by members of the U.S. Congress and President Trump and his administration regarding their plans to make substantial changes in the taxation of U.S. companies and their foreign operations, including the possible implementation of a border tax, tariffproprietary or increase in custom duties on products manufactured outside of, and imported into, the U.S., as well as the renegotiation of U.S. trade agreements, including the North American Free Trade Agreement. As someconfidential information, or customer, supplier, or employee data; interruption of our manufacturing facilitiesbusiness operations; and increased costs required to prevent, respond to, or mitigate cybersecurity attacks. In addition, any such breach could compromise our networks and the information stored there could be accessed, publicly disclosed or stolen. These risks could harm our reputation and brand, and our relationships with customers, suppliers, employees and other third parties, and may result in claims or proceedings against us. In certain circumstances, we may rely on third party vendors to process, store and transmit data for our business whose operations are located in Mexico, Ireland and Malaysia, the importation ofsubject to similar risks. These risks could have a border tax, tariff or higher customs dutiesmaterial adverse effect on our products imported into the U.S., or any potential corresponding actions by other countries in which we do business, could negatively impact our business orfinancial condition and results of operations.
We earn revenue and incur expenses related to While we maintain cyber-liability insurance, our foreign sales and operations that are denominated in a foreign currency. Additionally, to the extent that monetary assets and liabilities, including short-term and long-term intercompany loans, are recorded in a currency other than the functional currency of our foreign subsidiaries, these amounts are remeasured each period, with the resulting gain or loss being recorded in Other Income, Net. We may buy hedges in certain currencies to reduce or offset our exposure to currency exchange fluctuations; however, these transactionsinsurance may not be adequate or effectivesufficient to protectcover us against all losses that could potentially result from the exposure for which they are purchased. Historically, foreign currency fluctuations have not had a material effect on our net financial results. However, fluctuations in foreign currency exchange rates could have a significant impact, positive or negative, on our financial results in the future.
Economic and credit market uncertainty could interrupt our access to capital markets, borrowings, or financial transactions to hedge certain risks, which could adversely affect our financial condition.
To date, we have been able to access debt and equity financing that has allowed us to complete acquisitions, make investments in growth opportunities and fund working capital requirements. In addition, we enter into financial transactions to hedge certain risks, including foreign exchange and interest rate risk. Our continued access to capital markets, the stabilitybreach of our lenders under our Senior Secured Credit Facility and their willingness to support our needs, and the stabilitysystems or loss of the parties to our financial transactions that hedge risks are essential for us to meet our current and long-term obligations, fund operations, and fund our strategic initiatives. An interruption in our access to external financing or financial transactions to hedge risk could affect our business prospects and financial condition.sensitive data.
The failure of our information technology systems to perform as anticipated could disrupt our business and affect our financial condition.
The efficient operation of our business is dependent on our information technology (“IT”) systems. Accordingly, we rely upon the capacity, reliability and security of our IT hardware and software infrastructure and our ability to expand and update this infrastructure in response to our changing needs. Despite our implementation of security measures, our systems and the systems of our third parties with whom we do business are vulnerable to damages from computer viruses, natural disasters, incursions by intruders or hackers, failures in hardware or software, power fluctuations, cyber terrorists and other similar disruptions. The failure of our IT systems to perform as anticipated for any reason or any significant breach of security could disrupt our business and result in numerous consequences, including reduced effectiveness and efficiency of operations, inappropriate disclosure of confidential information, increased overhead costs and loss of important information, which could have a material effect on our business and results of operations. In addition, we may be required to incur significant costs to protect against damage caused by these disruptions or security breaches in the future. Furthermore, if we fail to comply with an applicable law or regulation, such as the European Union-wide General Data Protection Regulation or any other data privacy regulation, or we or a third party suffer a loss or disclosure of our business or stakeholder information due to any number of causes ranging from catastrophic events or power outages to improper data handling or security breaches and our business continuity plans do not effectively address these failures on a timely basis, we may be exposed to potential disruption in operations, loss of customers, reputational, competitive and business harm as well as significant costs from remediation, litigation and regulatory actions.



Our international sales and operations are subject to a variety of market and financial risks and costs that could affect our profitability and operating results.
Our sales outside the U.S., which accounted for 44% of sales for 2019, and our operations in Europe, Asia, Mexico and South America are and will continue to be subject to a number of risks and potential costs, including:
changes in foreign economic conditions or regulatory requirements;
changes in foreign currency exchange rates;
local product preferences and product requirements;
outstanding accounts receivables that take longer to collect than is typical in the U.S.;
difficulties in enforcing agreements through foreign legal systems;
less protection of intellectual property in some countries outside of the U.S.;
trade protection measures and import and export licensing requirements;
work force instability;
political and economic instability; and
complex tax and cash management issues.
These risks are also present in connection with our entry into new geographic markets.
We earn revenue and incur expenses related to our foreign sales and operations that are denominated in a foreign currency. Additionally, to the extent that monetary assets and liabilities, including short-term and long-term intercompany loans, are recorded in a currency other than the functional currency of our foreign subsidiaries, these amounts are remeasured each period, with the resulting gain or loss being recorded in Other (Income) Loss, Net. We may buy hedges in certain currencies to reduce or offset our exposure to currency exchange fluctuations; however, these transactions may not be adequate or effective to protect us from the exposure for which they are purchased. Historically, foreign currency fluctuations have not had a material effect on our net financial results. However, fluctuations in foreign currency exchange rates could have a significant impact, positive or negative, on our financial results in the future.
Our international operations expose us to legal and regulatory risks, which could adversely affect our business.
Our profitability and international operations are, and will continue to be, subject to risks relating to changes in foreign legal and regulatory requirements. In addition, our international operations are governed by various U.S. laws and regulations, including the U.S. Foreign Corrupt Practices Act (“FCPA”) and other similar anti-corruption laws in other countries that prohibit us and our business partners and other intermediaries from making improper payments or offers of payment to foreign governments and their officials and political parties for the purpose of obtaining or retaining business. Any alleged or actual violations of these regulations may subject us to government scrutiny, severe criminal or civil sanctions and other liabilities and could adversely affect our business, reputation, operating results, and financial condition.
Risks Related To Our Industries
The healthcare industry is highly regulated and subject to various political, economic and regulatory changes that could increase our compliance costs and force us to modify how we develop and price our products.
The healthcare industry is highly regulated and is influenced by changing political, economic and regulatory factors. Several of our product lines are subject to international, federal, state and local health and safety, packaging and product content regulations.regulations, including the new European Medical Device Regulation that goes into effect in May 2020, which was adopted by the European Union as a common legal framework for all European Union member states. In addition, medical devices are subject to regulation by the FDA and similar governmental agencies. These regulations cover a wide variety of product activities from design and development to labeling, manufacturing, promotion, sales and distribution. Compliance with these regulations may beis time consuming, burdensome and expensive and could negativelyadversely affect our ability to sell products. This may result in higher than anticipated costs or lower than anticipated revenues.
Furthermore, healthcare industry regulations are complex, change frequently and have tended to become more stringent over time. Federal and state legislatures have periodically considered and implemented programs to reform or amend the U.S. healthcare system at both the federal and state levels. In addition, these regulations may contain proposals to increase governmental involvement in healthcare, lower reimbursement rates or otherwise change the environment in which healthcare industry participants operate. We may be required to incur significant expenses to comply with these regulations or remedy past violations of these regulations. Our failure to comply with applicable government regulations could also result in cessation of portions or all of our operations, impositions of fines and restrictions on our ability to carry on or expand our operations. In addition, because many of our products are sold into regulated industries, we must comply with additional regulations in marketing our products.


In response to perceived increases in healthcare costs in recent years, there have been and continue to be proposals by the Presidential administrations, members of Congress, state governments, regulators and third-party payors to control these costs and, more generally, to reform the U.S. healthcare system, including by repealing or replacing the Patient Protection and Affordable Care Act. Health Care Reform imposed significant new taxes on medical device manufacturers through the endElements of 2015. Although this medical device excise tax was suspended beginning on January 1, 2016 until December 31, 2017, if this suspension is not continued or made permanent thereafter, the medical device excise tax will be automatically reinstated starting on January 1, 2018 and would result in a significant increase in the tax burden on our industry, which could have a material negative impact on our financial condition, results of operations and our cash flows. Other elements of Health Care Reformhealth care reform such as comparative effectiveness research, an independent payment advisory board, payment system reforms including shared savings pilots and other provisions could meaningfully change the way healthcare is developed and delivered, and may materially adversely impact numerous aspects of our business, results of operations and financial condition.
Many significant parts of Health Care Reform will be phased in over time and require further guidance and clarification in the form of regulations. As a result, many of the impacts of Health Care Reform and any future legislative changes to Health Care Reform will not be known until those regulations are enacted, which we expect to occur over the next several years.
Our business is subject to environmental regulations that could be costly to comply with.
Federal, state and local regulations impose various environmental controls on the manufacturing, transportation, storage, use and disposal of batteries and hazardous chemicals and other materials used in, and hazardous waste produced by the manufacturing of our products. Conditions relating to our historical operations may require expenditures for clean-up in the future and changes in environmental laws and regulations may impose costly compliance requirements on us or otherwise subject us to future liabilities. Additional or modified regulations relating to the manufacture, transportation, storage, use and disposal of materials used to manufacture our products or restricting disposal or transportation of batteries may be imposed that may result in higher costs or lower operating results. In addition, we cannot predict the effect that additional or modified environmental regulations may have on us or our customers.
Our international operations expose us to legal and regulatory risks, which could have a material effect on our business.
Our profitability and international operations are, and will continue to be, subject to risks relating to changes in foreign legal and regulatory requirements. In addition, our international operations are governed by various U.S. laws and regulations, including the Foreign Corrupt Practices Act (“FCPA”) and other similar laws that prohibit us and our business partners from making improper payments or offers of payment to foreign governments and their officials and political parties for the purpose of obtaining or retaining business. Any alleged or actual violations of these regulations may subject us to government scrutiny, severe criminal or civil sanctions and other liabilities and could negatively affect our business, reputation, operating results, and financial condition.
Consolidation in the healthcare industry could result in greater competition and reduce our revenues and harm our business.
Many healthcare industry companies are consolidating to create new companies with greater market power. As the healthcare industry consolidates, competition to provide products and services to industry participants will become more intense. These industry participants may try to use their market power to negotiate price concessions or reductions for our products. If we are forced to reduce our prices, our revenues would decrease and our operating results would suffer.


Our business is indirectly subject to healthcare industry cost containment measures that could result in reduced sales of our products.
Several of our customers rely on third party payors, such as government programs and private health insurance plans, to reimburse some or all of the cost of the procedures in which our products are used. The continuing efforts of governments, insurance companies and other payors of healthcare costs to contain or reduce those costs could lead to patients being unable to obtain approval for payment from these third party payors for procedures in which our products are used. If that occurred,this occurs, sales of medical devices may decline significantly and our customers may reduce or eliminate purchases of our products.products, or demand further price reductions. The cost containment measures that healthcare payors are instituting, both in the U.S. and internationally, could reduce our revenues and harm our operating results.
Consolidation in the healthcare industry could result in greater competition and reduce our revenues and harm our business.
Many healthcare industry companies are consolidating to create new companies with greater market power. As the healthcare industry consolidates, competition to provide products and services to industry participants will become more intense. These industry participants may try to use their market power to negotiate price reductions for our products or may undertake additional vertical integration or supplier diversification initiatives. If we are forced to reduce our prices, our revenues would decrease and our operating results would suffer.
Our energy market revenues are dependent on conditions in the oil and natural gas industry, which historically have been volatile.
Sales of our products into the energy market depends upon the condition of the oil and gas industry. Currently,In the recent past, oil and natural gas prices have been subject to significant fluctuation and the oil and gas exploration and production industry has historically been cyclical, and it is likely that oil and natural gas prices will continue to fluctuate in the future. The current and anticipated prices of oil and natural gas influence the oil and gas exploration and production business and are affected by a variety of political and economic factors, including worldwide demand for oil and natural gas, worldwide and domestic supplies of oil and natural gas, the ability of the Organization of Petroleum Exporting Countries (“OPEC”) to set and maintain production levels and pricing, the level of production of non-OPEC countries, the price and availability of alternative fuels, political stability in oil producing regions and the policies of the various governments regarding exploration and development of their oil and natural gas reserves. A change in the oil and gas exploration and production industry or a reduction in the exploration and production expenditures of oil and gas companies such as has occurred over the last few years, could cause our energy market revenues to decline.
 
ITEM 1B.    UNRESOLVED STAFF COMMENTS
 
None.
 
ITEM 2.    PROPERTIES
 
Our principal executive office and headquarters is located in Frisco,Plano, Texas, in a leased facility. As of December 30, 2016,31, 2019, we operated 3419 facilities in the U.S., sixthree in Europe, three in Mexico, one in South America, and onetwo in Southeast Asia. Of these facilities, 3020 were leased and 158 were owned. We occupy approximately 2.41.8 million square feet of manufacturing and research, development, and engineeringRD&E space worldwide. We believe the facilities we operate and their equipment are effectively utilized, well maintained, generally are in good condition, and will be able to accommodate our capacity needs to meet current levels of demand. We continuously review our anticipated requirements for facilities and, on the basis of that review, may from time to time acquire additional facilities, and/expand or dispose of existing facilities. The acquisition of Lake Region Medical significantly expanded our global manufacturing footprint. This increased scope and scale presents opportunities to rationalize our manufacturing footprint across both the legacy Greatbatch and legacy Lake Region Medical facilities to achieve our cost savings and synergies.

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ITEM 3.    LEGAL PROCEEDINGS
 
In April 2013, the Company commenced an action against AVX Corporation and AVX Filters Corporation (collectively “AVX”) alleging that AVX had infringed the Company’s patents by manufacturing and selling filtered feedthrough assemblies used in implantable pacemakers and cardioverter defibrillators that incorporate the Company’s patented technology. On January 26, 2016, a juryTwo juries in the United States District Court for the District of Delaware have returned a verdictverdicts finding that AVX infringed two Greatbatchthree of the Company’s patents and awarded the Company $37.5 million in damages. The finding is subjectIn March 2018, the U.S. District Court for the District of Delaware vacated the original damage award and ordered a retrial on damages. In the January 2019 retrial on damages, the jury awarded the Company $22.2 million in damages. On July 31, 2019, the U.S. District Court for the District of Delaware entered an order denying AVX’s post-trial motion to post-trial proceedings, currently scheduled to be heldoverturn the jury verdict in August 2017, including a possible appeal by AVX.
The Company’s Collegeville, PA facility, which was acquired as partfavor of the Lake Region Medical acquisition, is subject to an administrative consent order entered intoCompany. On August 23, 2019, AVX filed its notice of appeal with the U.S. Environmental Protection Agency (the “EPA”), which requires ongoing groundwater treatment and monitoring atUnited States Court of Appeals for the site as a result of historic leaks from underground storage tanks. Upon approval by the EPA of the Company’s proposed post remediation care plan, which requires a continuation of the groundwater treatment and monitoring process at the site,Federal Circuit. On September 5, 2019, the Company expects thatfiled its notice of cross-appeal with the consent order will be terminated. The Company expects a decision fromUnited States Court of Appeals for the EPA on whether the Company’s post remediation care plan has been approved in early 2017. The groundwater treatment process at the Collegeville facility consists of a groundwater extraction and treatment system and the performance of annual sampling of a defined set of groundwater wells as a means to monitor containment within approved boundaries.Federal Circuit.
In January 2015, Lake Region MedicalLRM was notified by the New Jersey Department of Environmental Protection (“NJDEP”) of the NJDEP’s intent to revoke a no further action determination made by the NJDEP in favor of Lake Region MedicalLRM in 2002 pertaining to a property on which a subsidiary of Lake Region MedicalLRM operated a manufacturing facility in South Plainfield, New Jersey beginning in 1971. Lake Region MedicalLRM sold the property in 2004 and vacated the facility in 2007. In response to the NJDEP’s notice, the CompanyLRM further investigated the matter and submitted a technical report to the NJDEP in August of 2015 that concluded that the NJDEP’s notice of intent to revoke was unwarranted. After reviewing the Company’s technical report, the NJDEP issued a draft response in May 2016 stating that the NJDEP would not revoke the no further action determination at that time but would require some additional site investigation to support the Company’s conclusion. The Company is cooperating with the NJDEP and has met with NJDEP representatives to discuss the appropriate scope ofbegun the requested additional investigation. In late 2019, NJDEP informed LRM that NJDEP was considering taking over the investigation of the property in light of LRM’s difficulty in securing access to the property from the current owner. Separately, in April 2019, NJDEP indicated it believes the property to be a contributing source to local groundwater contamination. The Company disagrees with NJDEP’s assertion; however, the Company is cooperating with NJDEP on this matter. The Company does not expect that this environmental matter will have a material effect on its consolidated results of operations, financial position or cash flows.
We are party to various other legal actions arising in the normal course of business. A description of pending legal actions against the Company is set forth in Note 1513 “Commitments and Contingencies” of the Notes to Consolidated Financial Statements contained in Item 8 of this report. Other than as discussed in Note 15,13, we do not believe that the ultimate resolution of any pending legal actions will have a material effect on our consolidated results of operations, financial position or cash flows. However, litigation is subject to inherent uncertainties and there can be no assurance that any pending legal action, which we currently believe to be immaterial, does not become material in the future.
 
ITEM 4.    MINE SAFETY DISCLOSURES
 
Not applicable.

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PART II
 
ITEM 5.    MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES
 
Market Information for Common Stock. The Company’s common stock trades on the New York Stock Exchange (“NYSE”) under the symbol “ITGR.” The following table sets forth information on
Stockholders. According to the pricesrecords of our transfer agent, there were approximately 100 holders of record of our common stock as reportedon February 14, 2020. Because many of these shares are held by brokers and other institutions on behalf of the NYSE:ultimate beneficial holders of these shares, we are unable to estimate the total number of stockholders represented by these record holders.
 Fourth Quarter Third Quarter Second Quarter First Quarter
2016       
High$31.45
 $33.19
 $39.45
 $52.40
Low18.10
 20.62
 28.55
 30.95
Close29.45
 21.69
 32.00
 34.92
        
2015       
High$61.06
 $63.19
 $56.86
 $58.18
Low49.00
 47.85
 50.57
 47.36
Close52.50
 58.43
 53.50
 56.72

Dividends. We have not paid cash dividends and currently intend to retaindo not anticipate paying any earnings to reinvestcash dividends in our business or pay down outstanding debt. In addition, the term of our Senior Secured Credit Facility and the Indenture governing our 9.125% senior notes due 2023 limits the amount of dividends that we may pay. As of February 24, 2017, there were approximately 130 record holders of the Company’s common stock.


foreseeable future.
PERFORMANCE GRAPH
The following graph compares, for the five year period ended December 30, 2016,31, 2019, the cumulative total stockholder return for Integer Holdings Corporation, the S&P SmallCap 600 Index, and the Hemscott Peer Group Index. The Hemscott Peer Group Index includes approximately 120100 comparable companies included in the Hemscott Industry Group 520 Medical Instruments & Supplies and 521 Medical Appliances & Equipment. The graph assumes that $100 was invested on December 30, 2011January 2, 2015 and assumes reinvestment of dividends. No adjustments have been made for the value provided to shareholders for spin-offs, including the spin-off of Nuvectra by the Company in March 2016. The stock price performance shown on the following graph is not necessarily indicative of future price performance.chart-0c5a4f95b5655f6faa4.jpg
Company/Index 01/02/1501/01/1612/30/1612/29/1712/28/1812/31/19
        
Integer Holdings Corporation $100.00
$107.89
$71.22
$109.54
$183.86
$194.50
S&P Smallcap 600 100.00
98.03
124.06
140.48
128.56
157.85
Hemscott Peer Group Index 100.00
106.65
112.99
148.70
166.10
215.99
Company/Index 12/30/1112/28/1201/03/1401/02/1501/01/1612/30/16
        
Integer Holdings Corporation $100.00
$103.57
$198.19
$220.18
$237.56
$133.26
S&P Smallcap 600        100.00
116.33
164.38
173.84
170.41
215.67
Hemscott Peer Group Index        100.00
114.61
150.77
181.80
194.22
207.22


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ITEM 6.    SELECTED FINANCIAL DATA
 
Five-Year Summary Financial Data
(in thousands, except per share amounts)
This data should be read along with Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Item 8 “Financial Statements and Supplementary Data” appearing elsewhere in this report. Operating results for the 2015 though 2017 fiscal years were retrospectively revised from previously reported amounts to reclassify the operations for the AS&O Product Line as discontinued operations.
Historically, we have utilized a 52/53-week fiscal year ending on the Friday nearest December 31. In October 2019, the Board of Directors of Integer approved a change to the Company’s fiscal year from a year ending on the Friday nearest December 31 to a calendar year ending on December 31. Fiscal years subsequent to 2019 will begin on January 1 and end on December 31 of each year. The Company’s 2019 fiscal year 2013began on December 29, 2018 and ended on December 31, 2019. Fiscal years 2018, 2017, 2016 and 2015 each consisted of 53 weeks. All other fiscal years consisted of 52 weeks.fifty-two weeks and ended on December 28, 2018, December 29, 2017, December 30, 2016 and January 1, 2016, respectively.
2016 (1)(2)
 
2015 (1)(2)
 
2014 (1)(2)
 
2013 (1)
 
2012 (1)(2)
2019(1)
 
2018(1)(2)
 
2017(1)(2)(3)
 
2016(1)(2)
 
2015(1)(2)
Summary of Operations for the Fiscal Year:                  
Sales$1,386,778
 $800,414
 $687,787
 $663,945
 $646,177
$1,258,094
 $1,215,012
 $1,136,080
 $1,075,502
 $638,995
Income (loss) from continuing operations91,218
 47,033
 87,087
 24,878
 (3,176)
Income (loss) from discontinued operations5,118
 120,931
 (20,408) (18,917) (4,418)
Net income (loss)5,961
 (7,594) 55,458
 36,267
 (4,799)96,336
 167,964
 66,679
 5,961
 (7,594)
Earnings (loss) per share         
Basic$0.19
 $(0.29) $2.23
 $1.51
 $(0.20)
Diluted0.19
 (0.29) 2.14
 1.43
 (0.20)
         
Basic earnings (loss) per share:         
Income (loss) from continuing operations$2.80
 $1.46
 $2.77
 $0.81
 $(0.12)
Income (loss) from discontinued operations0.16
 3.76
 (0.65) (0.61) (0.17)
Basic earnings (loss) per share2.95
 5.23
 2.12
 0.19
 (0.29)
         
Diluted earnings (loss) per share:         
Income (loss) from continuing operations$2.76
 $1.44
 $2.72
 $0.80
 $(0.12)
Income (loss) from discontinued operations0.15
 3.71
 (0.64) (0.61) (0.17)
Diluted earnings (loss) per share2.92
 5.15
 2.08
 0.19
 (0.29)
         
Financial Position at Year End:                  
Working capital$332,087
 $360,764
 $242,022
 $190,731
 $176,376
$236,317
 $251,680
 $322,906
 $332,087
 $360,764
Total assets2,832,543
 2,982,136
 955,122
 889,629
 889,611
2,353,093
 2,326,681
 2,848,345
 2,832,543
 2,982,136
Long-term obligations1,922,084
 1,917,671
 233,099
 255,772
 316,994
1,021,527
 1,101,618
 1,745,961
 1,922,084
 1,917,671
__________
(1)
In 2019, we acquired certain assets from USB. In 2016, we spun-off a portion of our former QiG segment, which became Nuvectra Corporation. In 2015, we acquired LRM. This data includes the results of operations of USB and LRM subsequent to acquisition and does not include the result of operations of Nuvectra subsequent to the Spin-off.
(2)
From 20122015 to 2016,2019, we recorded material charges in Other Operating Expenses Net,(“OOE”), primarily related to our cost savings and consolidation initiatives and our acquisitions. Additional information is set forth in Note 1311 “Other Operating Expenses, Net”Expenses” of the Notes to Consolidated Financial Statements contained in Item 8 of this report.
(2)
(3)
On October 27, 2015, August 12, 2014 and February 16, 2012,In the fourth quarter of 2017, we acquired Lake Region Medical Holdings, Inc., Centro de Construcción de Cardioestimuladores del Uruguay, and NeuroNexus Technologies, Inc., respectively. On March 14, 2016, we spun-offrecognized a portionnet benefit of our former QiG segment, which is now an independent publicly traded company known$39.4 million as Nuvectra Corporation. This data includes the results of operations of these acquired companies subsequent to their acquisition and does not include thea result of operations of Nuvectra Corporation subsequent to its divestiture. Additional information is set forth in Note 2 “Divestiture and Acquisitions” of the Notes to Consolidated Financial Statements contained in Item 8 of this report. Additionally, in connection with our acquisition of Lake Region Medical we issued approximately $1.8 billion of long-term debt. Additional information is set forth in Note 9 “Debt” of the Notes to Consolidated Financial Statements contained in Item 8 of this report.Tax Reform Act.





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ITEM 7.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
 
The following discussion and analysis of our financial condition and results of operations should be read together with our selected financial data and our consolidated financial statements and the related notes appearing elsewhere in this report.
This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including but not limited to those under the heading “Risk Factors” in Item 1A of this report.
Our Business
Our business
OurDiscontinued operations and divestiture
Recent acquisitions
Use of non-GAAP financial information
Strategic overview
Financial overview
Business outlook
Cost savings and consolidation efforts
Critical Accounting Estimates
Intangible assets and goodwill
Stock-based compensation
Inventories
Tangible long-lived assets
Income taxes
Our Financial Results
Fiscal 20162019 compared with fiscal 2015
Fiscal 2015 compared with fiscal 2014
2018
Liquidity and capital resources
Off-balance sheet arrangements
Contractual obligations
Impact of recently issued accounting standards
We utilize a fifty-two, fifty-three week fiscal year ending on the Friday nearest December 31. Fiscal years 2016, 2015Critical Accounting Estimates
Inventories
Valuation of goodwill, intangible and 2014 each consisted of fifty-two weeks and ended on December 30, 2016, January 1, 2016 and January 2, 2015, respectively.other long-lived assets
Our Business
Integer Holdings Corporation is one of the largest medical device outsource (“MDO”)MDO manufacturers in the world serving the cardiac, neuromodulation, orthopedics, vascular and advanced surgical markets. We also serve the non-medical power solutions market. We provide innovative, high-quality medical technologies that enhance the lives of patients worldwide. In addition, we develop batteries for high-end niche applications in the non-medical energy, military, and environmental markets. Our vision is to enhance the lives of patients worldwide by being our customers’ partner of choice for innovative technologies and services.
On October 27, 2015, we acquired all of the outstanding common stock of Lake Region Medical Holdings, Inc. (“Lake Region Medical”). On March 14, 2016, we spun-off a portion ofWe organize our former QiG segment (the “Spin-off”), which is now an independent publicly traded company known as Nuvectra Corporation (“Nuvectra”). As a result of the Lake Region Medical acquisition and Spin-off, during 2016 we reorganized our operations including our internal management and financial reporting structure. As a result, we reevaluated and revised our reportable business segments during the fourth quarter of 2016 and are now disclosinginto two reportable segments: (1)segments, Medical and (2) Non-Medical. OurNon-Medical, and derive our revenues from four principle product lines. The Medical segment includes the Cardio & Vascular, Cardiac & Neuromodulation and Advanced Surgical, Orthopedics & Portable Medical product lines and the Non-Medical segment is comprised of the Electrochem product line. For more information on our segments, please refer to Note 18 “Segment and Geographic Information” of the Notes to Consolidated Financial Statements contained in Item 8 of this report.
Discontinued Operations and Divestiture
In July 2018, we completed the sale of the AS&O Product Line for net cash proceeds of approximately $581 million, resulting in the recognition of a pre-tax gain of approximately $195 million during the year ended December 28, 2018. In connection with the sale, the parties executed a transition services agreement whereby we provided certain corporate services (including accounting, payroll, and information technology services) to Viant to facilitate an orderly transfer of business operations. Viant paid us for these services as specified in the transition services agreement, which were complete as of June 28, 2019. In addition, the parties executed long-term supply agreements under which the parties have agreed to supply the other with certain products at prices specified in the agreements for a term of three years.
In June 2019, Viant paid us $4.8 million for the final net working capital adjustment, which was recognized as gain on sale from discontinued operations, net of taxes, during the quarter ended June 28, 2019.
The results of operations of our former Lake Region Medical segment, the remainingAS&O Product Line have been classified as discontinued operations of our former QiG segment after the Spin-off, and the portion of the previously reported Greatbatch Medical segment not included in our Non-Medical segment. Our Non-Medical segment includes our Electrochem business, which was previously included in our Greatbatch Medical segment.for all periods presented. Prior period amounts throughout this Annual Report on Form 10-K have been reclassified to conform to the new segmentcontinuing operations reporting presentation. We continueAll results and information presented exclude the AS&O Product Line unless otherwise noted.

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MANAGEMENT’S DISCUSSION AND ANALYSIS

Recent Acquisitions
In October 2019, we purchased certain assets of USB, a developer and manufacturer of complex braided biomedical structures for disposable and implantable medical devices. The acquisition adds a differentiated capability related to refine the waydevelopment and manufacture of complex braided and formed biomedical structures to our broad portfolio, that we classify product line sales, which may impact the way future product line sales are reported, but will not change total sales. believe further positions us as a partner of choice for innovative medical technologies.
Refer to Note 2 “Divestiture“Acquisition, Divestiture and Acquisitions”Discontinued Operations” of the Notes to the Consolidated Financial Statements contained in Item 8 of this report for further description of the Lake Region Medical acquisition and Spin-off and Note 15 “Business Segment, Geographic and Concentration Risk Information” for furtheradditional information on our product lines and business segments.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Effective June 30, 2016, we changed our name from Greatbatch, Inc. (“Greatbatch”) to Integer Holdings Corporation. The new name represents the union of the Greatbatch Medical, Lake Region Medical and Electrochem brands. Integer, meaning whole or complete, signifies our more comprehensive products and service offerings, and a new dimension in our combined capabilities. When used in this report, the terms “Integer,” “we,” “us,” “our” and the “Company” mean Integer Holdings Corporation and its subsidiaries.
Our Acquisitions
On October 27, 2015, we acquired all of the outstanding common stock of Lake Region Medical, headquartered in Wilmington, MA. Lake Region Medical is a manufacturer of interventional and diagnostic wire-formed medical devices and components specializing in minimally invasive devices for cardiovascular, endovascular, and neurovascular applications. This acquisition has added scale and diversification to enhance customer access and experience by providing a comprehensive portfolio of technologies. The operating results of Lake Region Medical were included in our Medical segment from the date of acquisition. The aggregate purchase price of Lake Region Medical including debt assumed was $1.77 billion, which was funded primarily through a new senior secured credit facility and the issuance of senior notes. Total assets acquired from Lake Region Medical were $2.1 billion. Total liabilities assumed from Lake Region Medical were $1.3 billion. For 2016, Lake Region Medical had $802.4 million of revenue and $32.8 million of net income. For 2015, Lake Region Medical had $138.6 million of revenue and a net loss of approximately $17.4 million.
On August 12, 2014, we purchased all of the outstanding common stock of Centro de Construcción de Cardioestimuladores del Uruguay (“CCC”), headquartered in Montevideo, Uruguay. CCC is an active implantable neuromodulation medical device systems developer and manufacturer that produces a range of medical devices including implantable pulse generators, programmer systems, battery chargers, patient wands and leads. This acquisition allows us to more broadly partner with medical device companies, complements our core discrete technology offerings, and enhances our medical device innovation efforts. The operating results of CCC were included in our Medical segment from the date of acquisition. The aggregate purchase price of CCC was $19.8 million, which we funded with cash on hand. Total assets acquired from CCC were $26.2 million. Total liabilities assumed from CCC were $6.4 million. For 2014, CCC had $5.8 million of revenue and net income of $1.2 million.
Withabout the acquisition of Lake Region Medical, our main strategic priorities over the next two years include, among others, the integrationcertain assets of both legacy companies, driving integration synergies,USB and the paying down our outstanding debt. Our acquisition focus, if any, will be primarily directed at smaller “bolt-on” or adjacent acquisition opportunities that have a strategic fit with our existing core businesses, particularly opportunities that support our enterprise strategy and enhancedivestiture of the value proposition of our product offerings.AS&O Product Line.
Use of Non-GAAP Financial Information
We prepare our consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (“GAAP”). Additionally, we consistently report and discuss in our earnings releases and investor presentations adjusted net income, adjusted earnings per diluted share (“adjusted diluted EPS”), earnings before interest, taxes, depreciation, and amortization (“EBITDA”), adjusted EBITDA and organic constant currency sales growth rates.
Adjusted net income and adjusted diluted EPS consist of GAAP amounts adjusted for the following to the extent occurring during the period: (i) acquisition-related charges, (ii) amortization of intangible assets, (iii) facility consolidation, optimization, manufacturing transfer and system integration charges, (iv) asset write-down and disposition charges, (v) charges in connection with corporate realignments or a reduction in force, (vi) certain litigation expenses, charges and gains, (vii) unusual or infrequently occurring items, (viii) gain/loss on cost and equity method investments, (ix) the income tax (benefit) related to these adjustments and (x) certain tax items that are outside the normal provision for the period. Adjusted diluted EPS is calculated by dividing adjusted net income by diluted weighted average shares outstanding.
Adjusted EBITDA consists of GAAP net income (loss) plus (i) the same adjustments as listed above except for items (ix), and (x), (ii) GAAP stock-based compensation, interest expense, and depreciation, (iii) GAAP provision (benefit) for income taxes and (iv) cash gains received from cost and equity method investments during the period. To calculate organic constant currency sales growth rates, which exclude the impact of changes in foreign currency exchange rates, as well as the impact of any acquisitions or divestitures of product lines on sales growth rates, we convert current period sales from local currency to U.S. dollars using the previous periods’ foreign currency exchange rates and exclude the amount of sales acquired/divested during the period from the current/previous period amounts, respectively.

MANAGEMENT’S DISCUSSION AND ANALYSIS

We believe that the presentation of adjusted net income, adjusted diluted EPS, EBITDA, adjusted EBITDA, and organic constant currency sales growth rates provides important supplemental information to management and investors seeking to understand the financial and business trends relating to our financial condition and results of operations, including compliance with our bank covenant calculations. Additionally, incentive compensation targets for our executives and associates are based upon these adjusted measures.
Strategic Overview
The last two years have been transformational for Integer. In 2015, we merged with Lake Region Medical to form one of the largest MDO manufacturers in the world.  In 2016, we spun-off our QiG Group, LLC subsidiary and its neuromodulation medical device business, known as Nuvectra, to allow both companies to capitalize on their respective growth opportunities and focus on their respective strategic plans. In mid-2016, our transformation culminated with the unification of the combined companies under one name - “Integer” - signifying the full portfolio of product offerings we can provide our customers from discrete component technologies to full active implantable medical devices.  
During 2016, we made significant progress towards integrating our two legacy companies and remain ahead of our original expectations with regards to deal synergies. This, when combined with the steps we have taken to stabilize our business throughout the year, establishes a strong foundation from which to grow. For 2017, one of our main strategic priorities will be toWe continue to invest intake steps to better align our business to drive growth with our customers across the full spectrum of portfolio opportunities we offer. Additionally, we are focused on delivering stockholder returns through growth in profitability and cash generationresources in order to pay down debt. Withinvest to grow and protect, and preserve our expandedportfolio of products. In addition to our portfolio strategy, we have launched the execution of six key operational strategic imperatives designed to drive excellence in everything we do:
Sales Force Excellence: We are changing the organization structure to match product line growth strategies and customer needs. This change is about getting more out of the capabilities increased scalewe already have, and experienced management team,will increase individual accountability and clarity of ownership, while serving customers more effectively.
Market Focused Innovation: We are ensuring we believeget the most return on our research and development investments. Integer is currently focusing on getting a clearer picture of how we spend our money and ensuring we are well positionedspending it in the right places so we can increase investments to drive sustainable growthfuture growth.
Manufacturing Excellence: The goal is to deliver world-class operational performance in the areas of safety, quality, delivery and profitability, which increasesoverall efficiency. We want to transition our confidencemanufacturing into a competitive advantage through a single, enterprise-wide manufacturing structure known as the Integer Production System. This system will provide standardized systems and processes by leveraging best practices and applying them across all of our global sites.
Business Process Excellence: Integer is taking a systematic approach to driving excellence in everything we move into 2017.do by standardizing, optimizing and ultimately sustaining all of our processes.
Performance Excellence: We are raising the bar on associate performance to maximize our impact. This includes aligning key roles with critical capabilities, positioning the best talent against the biggest work, and putting tools and processes in place to provide higher financial rewards for top performers, so our top performers can see increased results in pay for increased results in their performance.
Leadership Capability: We have a robust plan to make leadership a competitive advantage for Integer, and since the success rate is higher with internal hires, we are focusing on finding and developing leaders from within the Company to build critical capabilities for future success.
We believe Integer is well-positioned within the medical technology and medical device outsourceMDO manufacturing market and that there is a robust funnelpipeline of opportunities to pursue. It is contingent upon us to capitalize on these. We have expanded our medical device capabilities and are excited about opportunities to partner with customers to drive innovation. We believe we have the scale and global presence, supported by world-class manufacturing and quality capabilities, to capture these opportunities. We are confident in our abilitiescapabilities as one of the largest medical device outsourceMDO manufacturers, with a long history of successfully integrating companies, driving down costcosts and growing revenues over the long-term. Ultimately, our strategic vision is to drive shareholder value by enhancing the lives of patients worldwide and by being our customers’ partner of choice for innovative medical technologies and services.

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MANAGEMENT’S DISCUSSION AND ANALYSIS

Financial Overview
Fiscal year 2016 sales of $1.39 billion increased $5862019 Compared with Fiscal 2018
Income from continuing operations for 2019 was $91.2 million or 73%$2.76 per diluted share compared to $47.0 million or $1.44 per diluted share for 2018. These variances are primarily the result of the following:
Sales from continuing operations for 2019 increased 4% primarily driven by growth in Cardio & Vascular and Cardiac & Neuromodulation sales.
Gross profit for 2019 decreased $7.7 million, primarily due to higher costs of sales due to inventory write-downs and other expenses totaling $21.4 million related to a customer who filed bankruptcy in 2019 (see “Customer Bankruptcy”), partially offset by a $43.1 million increase in sales from continuing operations.
Operating expenses for 2019 decreased by 5% compared to 2018, due to decreases of $3.7 million in SG&A expenses, $2.1 million in RD&E expenses and $3.9 million in Other Operating Expenses.
Interest expense for 2019 decreased by $46.8 million primarily due to lower outstanding debt balances due to the repayment of debt over the last year and extinguishment of debt charges included in 2018 related to the repayment of indebtedness in connection with the divestiture of the AS&O Product Line. Debt extinguishment expenses included in interest expense for 2019 were lower by $40.1 million compared to 2018.
We recognized a net loss on equity investments of $0.5 million in 2019, compared to a net gain on equity investments of $5.6 million during 2018. Gains and losses on equity investments are generally unpredictable in nature.
Otherincome, net for 2019 was $0.6 million compared to other loss, net of $0.8 million during 2018, primarily due to foreign currency gains in 2019 compared to foreign currency losses in 2018.
We recorded an income tax provision of $14.0 million for 2019, compared to a provision of $14.1 million for 2018. Refer to Note 12 “Income Taxes” of the Notes to Consolidated Financial Statements contained in Item 8 of this report and the “Provision for Income Taxes” section of this Item for additional information.
Fiscal 2018 Compared with Fiscal 2017
Income from continuing operations for 2018 was $47.0 million or $1.44 per diluted share compared to $87.1 million or $2.72 per diluted share for 2017. These variances were primarily the result of the following:
Sales from continuing operations for 2018 increased 7% primarily driven by market growth and new business wins. During 2018, price concessions given to our larger OEM customers in return for long-term volume commitments and foreign currency exchange rate lowered sales by approximately $15 million and $2 million, respectively in comparison to 2015.2017.
Gross profit for 2018 increased $8.7 million primarily due to the increase in sales from continuing operations discussed above, partially offset by higher incentive compensation ($5.1 million) costs.
Operating expenses for 2018 were lower by $21.3 million compared to 2017, due to a decrease in other operating expenses ($20.4 million) attributable to the completion of spending on integration activities partially offset by higher incentive compensation ($6.0 million).
Interest expense for 2018 increased by $35.3 million primarily due to extinguishment of debt charges related to the repayment of indebtedness in connection with the divestiture of the AS&O Product Line. We recognized losses from extinguishment of debt during 2018 and 2017 of $42.7 million and $3.5 million, respectively. The 2018 amount includes a “make-whole” premium of $31.3 million, paid as a result of redeeming our 9.125% senior notes due on November 1, 2023 (the “Senior Notes”) in July 2018.
Net gains on equity investments increased income by $5.6 million in 2018 compared to losses of $1.6 million during 2017.
Other loss, net for 2018 was $0.8 million compared to $10.9 million during 2017, primarily due to the non-recurrence of a non-cash foreign currency charge in the prior year on inter-company loans.
We recorded an income tax provision of $14.1 million for 2018, compared to a benefit of $37.8 million for 2017. The 2017 amount included a tax benefit of $39.4 million related to the Tax Reform Act that was recorded in the fourth quarter of 2017.

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MANAGEMENT’S DISCUSSION AND ANALYSIS

Our Financial Results
The following table presents selected financial information derived from our Consolidated Financial Statements, contained in Item 8 of this report, for the periods presented (dollars in thousands, except per share amounts):
   Change Change
       2019 vs. 2018 2018 vs. 2017
 2019 2018 2017 $ % $ %
Medical Sales:             
Cardio & Vascular$610,056
 $585,464
 $530,831
 $24,592
 4 % $54,633
 10 %
Cardiac & Neuromodulation457,194
 443,347
 428,275
 13,847
 3 % 15,072
 4 %
Advanced Surgical, Orthopedics &
  Portable Medical
132,429
 133,225
 120,006
 (796) (1)% 13,219
 11 %
Total Medical Sales1,199,679
 1,162,036
 1,079,112
 37,643
 3 % 82,924
 8 %
Non-Medical58,415
 52,976
 56,968
 5,439
 10 % (3,992) (7)%
Total sales1,258,094
 1,215,012
 1,136,080
 43,082
 4 % 78,932
 7 %
Cost of sales903,084
 852,347
 782,070
 50,737
 6 % 70,277
 9 %
Gross profit355,010
 362,665
 354,010
 (7,655) (2)% 8,655
 2 %
Gross profit as a % of sales28.2% 29.8% 31.2 %        
Selling, general and administrative
  expenses (“SG&A”)
138,695
 142,441
 143,073
 (3,746) (3)% (632)  %
SG&A as a % of sales11.0% 11.7% 12.6 %        
Research, development and engineering
   costs (“RD&E”)
46,529
 48,604
 48,850
 (2,075) (4)% (246) (1)%
RD&E as a % of sales3.7% 4.0% 4.3 %        
Other operating expenses12,151
 16,065
 36,438
 (3,914) (24)% (20,373) (56)%
Operating income157,635
 155,555
 125,649
 2,080
 1 % 29,906
 24 %
Operating income as a % of sales12.5% 12.8% 11.1 %        
Interest expense52,545
 99,310
 63,972
 (46,765) (47)% 35,338
 55 %
(Gain) loss on equity investments, net475
 (5,623) 1,565
 6,098
 
NM 
 (7,188) 
NM 
Other (income) loss, net(578) 752
 10,853
 (1,330) 
NM 
 (10,101) 
NM 
Income from continuing operations
   before taxes
105,193
 61,116
 49,259
 44,077
 72 % 11,857
 24 %
Provision (benefit) for income taxes13,975
 14,083
 (37,828) (108) (1)% 51,911
 
NM 
Effective tax rate13.3% 23.0% (76.8)%        
Income from continuing operations$91,218
 $47,033
 $87,087
 $44,185
 94 % $(40,054) 97 %
Income from continuing
operations as a % of sales
7.3% 3.9% 7.7 %   

    
Diluted earnings per share from
   continuing operations
$2.76
 $1.44
 $2.72
 $1.32
 92 %
$(1.28) 106 %
NM - Calculated change not meaningful.
Customer Bankruptcy
In November 2019, one of our customers, Nuvectra, filed a voluntary petition in U.S. Bankruptcy Court for the Eastern District of Texas seeking relief under Chapter 11 of the U.S. Bankruptcy Code (the “Customer Bankruptcy”). During 2016,the fourth quarter of 2019, we recorded pre-tax charges totaling $24.2 million in connection with the Customer Bankruptcy. These charges were primarily non-cash and were associated with certain Nuvectra-related assets, primarily consisting of inventory, accounts receivable, as well as certain non-cancelable inventory commitments. These charges were included in cost of sales ($21.4 million), SG&A expenses ($2.4 million) and Other Operating Expenses ($0.4 million) in our Consolidated Statement of Operations for the year ended December 31, 2019.

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MANAGEMENT’S DISCUSSION AND ANALYSIS

The following discussion is a comparison between fiscal year 2019 and fiscal year 2018 results. For a discussion of our results of operations for the fiscal year ended December 28, 2018 compared to the fiscal year ended December 29, 2017, please refer to Item 7 of Part II, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended December 28, 2018, which was filed with the SEC on February 22, 2019.
Fiscal 2019 Compared with Fiscal 2018
Sales
Sales by product line for 2019 and 2018 were as follows (dollars in thousands):
   Change
 2019 2018 $ %
Medical Sales:       
Cardio & Vascular$610,056
 $585,464
 $24,592
 4.2 %
Cardiac & Neuromodulation457,194
 443,347
 13,847
 3.1 %
Advanced Surgical, Orthopedics & Portable Medical132,429
 133,225
 (796) (0.6)%
Total Medical Sales1,199,679
 1,162,036
 37,643
 3.2 %
Non-Medical58,415
 52,976
 5,439
 10.3 %
Total sales$1,258,094

$1,215,012

$43,082

3.5 %
Total 2019 sales increased 4% to $1.258 billion in comparison to 2018. The most significant drivers of this increase were as follows:
Cardio & Vascular sales for 2019 increased $24.6 million or 4% in comparison to 2018. This increase was driven by incremental sales contributedfrom the signing of a customer contract on existing business (“new customer agreement”) and growth of peripheral vascular and structural heart, partially offset by Lake Region Medical were approximately $650 million. Sales for 2016 also include the impact of an end of life electrophysiology program.During 2019, price reductions reduced Cardio & Vascular sales by $6.7 million in comparison to 2018. Foreign currency exchange rate fluctuations decreased Cardio & Vascular sales for 2019 by $2.5 million in comparison to 2018 primarily due to U.S. dollar fluctuations relative to the Euro.
Cardiac & Neuromodulation sales for 2019 increased $13.8 million or 3% in comparison to 2018. The increase in Cardiac & Neuromodulation sales was mainly due to CRM growth, partially offset by a decline in neuromodulation sales. Higher market demand and the new customer agreement on existing business drove the CRM increase, whereas neuromodulation sales declined as a result of the Customer Bankruptcy and market contraction. During 2019, price reductions reduced Cardiac & Neuromodulation sales by approximately $6.9 million in comparison to 2018. Foreign currency exchange rate fluctuations did not have a material impact on Cardiac & Neuromodulation sales during 2019 in comparison to 2018.
In addition to Portable Medical sales, Advanced Surgical, Orthopedic & Portable Medical includes sales to the acquirer of our AS&O Product Lines, Viant, under the LSA for the sale of products by the Company to Viant. Advanced Surgical, Orthopedics & Portable Medical sales for 2019 decreased by $0.8 millionin comparison to 2018. Price reductions reduced Advanced Surgical, Orthopedic & Portable Medical sales by $0.7 million in comparison to 2018. Foreign currency exchange rate fluctuations did not have a material impact on Advanced Surgical, Orthopedic & Portable Medical sales during 2019 in comparison to 2018.
Non-Medical sales for 2019 increased $5.4 millionor10% in comparison to 2018. The increases in Non-Medical sales were primarily driven by strong demand in the military market and high-single-digit growth with energy customers. Price and foreign currency exchange rate fluctuations which reduced legacy Greatbatch Medicaldid not have a material impact on Non-Medical sales by approximately $1 millionduring 2019 in comparison to the prior year due2018.

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MANAGEMENT’S DISCUSSION AND ANALYSIS

Gross Profit
Changes to the strengthening dollar versus the Euro. Foreign currency exchange rate fluctuations are expected to have a more material impact on our sales in 2017 due to the 7% strengthening of the U.S. dollar in comparison to the Euro during the fourth quarter of 2016. Excluding the impact of these items, as well as the divestiture of $1 million of revenue earned by Nuvectra prior to the Spin-off, organic constant currency sales decreased 8% in comparison to the prior year. This decrease was primarily due to 1) the reduction of shipments in a limited number of cardiac rhythm management (“CRM”) customer programs; 2) the 30% decline in Non-Medical sales caused by the slowdown in the energy markets; and 3) contractual price reductions given in exchange for longer-term volume commitments from customers. These decreases were partially offset by growth in sales to our neuromodulation customers during 2016.
Fiscal year 2015 sales of $800.4 million increased 16% in comparison to 2014. 2015 revenue includes two months of operations from Lake Region Medical, which added approximately $139 million to sales. Additionally, sales for the year were impacted by foreign currency exchange rate fluctuations, which reduced sales by approximately $14 million compared to the prior year. On an organic constant currency basis, 2015 sales decreased 2% over the prior year primarily due to a 27% decline in Non-Medical sales caused by the slowdown in the energy markets.
During 2016, our gross profit as a percentage of sales (“Gross Margin”) decreased 210 basis pointsfrom the prior year were due to 27.3% in comparison to 2015. This decrease was primarily driven by the Lake Region Medical acquisition, which historically had lower Gross Margins than Greatbatch Medical (310 basis points), as well as contractual price reductions given in exchange for longer-term volume commitments from customers (210 basis points). 2015 cost of sales includes $23.0 million of inventory step-up amortization recorded as a resultfollowing:
% Change
2019 vs. 2018
Price(a)
(1.1)%
Mix(b)
0.1
Customer Bankruptcy(c)
(1.7)
Production efficiencies and volume(d)
1.1
Total percentage point change to gross profit as a percentage of sales(1.6)%
__________
(a)
Our Gross Margin for 2019 was negatively impacted by price concessions given to our larger OEM customers in return for long-term volume commitments.
(b)
Amount represents the impact to our Gross Margin attributable to changes in the mix of product sales during the period.
(c)
Amount represents the impact to our Gross Margin attributable to the aforementioned Customer Bankruptcy.
(d)
Represents various increases and decreases to our Gross Margin. Overall, our Gross Margin for 2019 was positively impacted by production efficiencies, mainly due to our Manufacturing Excellence imperative, as well as higher sales volume and lower amortization expense.
Over the Lake Region Medical acquisition, which was fully amortized at the end of 2015 (290 basis points).
During 2015,long-term, we expect our Gross Margin decreased 420 basis points to 29.4% in comparisonimprove as we execute our manufacturing excellence strategic imperative and continue to 2014. This decrease wasdeliver supply chain savings. However, we also expect our Gross Margin to continue to be negatively impacted by pricing pressures from our customers. It is imperative to drive manufacturing efficiencies and supply chain savings to offset these pricing pressures.
SG&A Expenses
Changes to SG&A expenses were primarily drivendue to the following (in thousands):
 $ Change
 2019 vs. 2018
Customer Bankruptcy(a)
$2,384
Professional fees(b)
(2,265)
Compensation and benefit costs(1,693)
All other SG&A, net(c)
(2,172)
Net decrease in SG&A Expenses$(3,746)
__________
(a)
Amount consists primarily of a $2.3 million reserve against outstanding receivables attributable to the aforementioned Customer Bankruptcy.
(b)
Professional fees decreased during 2019 compared to 2018, primarily due to lower legal costs, including legal expenses incurred related to our on-going patent infringement case. Refer to Note 13 “Commitments and Contingencies” of the Notes to the Condensed Consolidated Financial Statements contained in Item 8 of this report for information related to this patent infringement litigation.
(c)
Represents net decreases in SG&A expenses, primarily from lower expense for contract services, utilities, depreciation and recruiting and relocation.
RD&E Expenses
RD&E expenses for 2019 and 2018 were $46.5 million and $48.6 million, respectively, which reflects the impact of increased customer projects. RD&E expenses are influenced by the Lake Region Medical acquisitionnumber and inventory step-up amortization (510 basis points), partially offset by lower performance-based compensation.timing of in-process projects and labor hours and other costs associated with these projects. Our research and development initiatives continue to emphasize new product development, product improvements, and the development of new technological platform innovations.


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MANAGEMENT’S DISCUSSION AND ANALYSIS


During 2016, our operating income increased $95.1Other Operating Expenses
OOE was comprised of the following for 2019 and 2018 (in thousands):
 2019 2018 Change
Strategic reorganization and alignment(a)
$5,812
 $10,624
 $(4,812)
Manufacturing alignment to support growth(b)
2,145
 3,089
 (944)
Consolidation and optimization costs(c)

 844
 (844)
Acquisition and integration expenses(d)
377
 
 377
Other general expenses(e)
3,817
 1,508
 2,309
Other operating expenses$12,151
 $16,065
 $(3,914)
__________
(a)
As a result of the strategic review of our customers, competitors and markets, we began taking steps in the fourth quarter of 2017 to better align our resources in order to enhance the profitability of our portfolio of products. These initiatives include improving our business processes and redirecting investments away from projects where the market does not justify the investment, as well as aligning resources with market conditions and our future strategic direction. Expenses for 2019 and 2018 primarily consist of severance costs and fees for professional services.
(b)
In 2017, we initiated several initiatives designed to reduce costs, increase manufacturing capacity to accommodate growth and improve operating efficiencies.  The plan involves the relocation of certain manufacturing operations and expansion of certain of our facilities.
(c)
During 2018, we incurred costs primarily related to the closure of our Clarence, NY facility.
(d)
Amounts include expenses related to the purchase of certain assets from USB.
(e)
Amounts include expenses related to other initiatives not described above, which relate primarily to integration and operational initiatives to reduce costs and improve operational efficiencies. The 2019 amount primarily includes systems conversion expenses, expenses incurred in connection with the Customer Bankruptcy, and expenses related to the restructuring of certain legal entities of the Company. Expenses for 2018 primarily include severance costs and fees for professional services.
Refer to Note 11 “Other Operating Expenses” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information regarding these initiatives.
Interest Expense
Interest expense decreased $46.8 million to $108.3$52.5 million in comparison to 2015. Approximately $1172019 from $99.3 million in 2018. We paid down $116.5 million of this increasedebt on our Senior Secured Credit Facilities during 2019. The weighted average interest rates paid on the average principal amount of debt outstanding during 2019 and 2018 was due to the acquisition of Lake Region Medical, which includes the benefit of acquisition synergies. Since the acquisition of Lake Region Medical, we achieved approximately $34 million of cumulative annual run-rate synergies, which exceeded our $25 million target. Our 2016 operating income also benefited from the Spin-off of Nuvectra, which increased operating income approximately $19 million4.99% and 4.97%, respectively. The weighted average interest rates paid in comparison to 2015. These2019 reflect increases werein LIBOR during 2018, partially offset by lower gross profit duereductions to contractual price reductions as discussed above.
During 2015,the applicable interest rate margin of our operating incomeTerm Loan A facility. In November 2019, we reduced the applicable interest rate margins by amending our Senior Secured Credit Facilities. Cash interest expense decreased $62.5$6.2 million or 83%, in comparisonfor 2019 when compared to 2014. This decrease was2018, primarily due to the acquisitiondecrease in outstanding borrowings. Debt related charges included in interest expense (i.e. deferred fee and discount amortization) for 2019 were $7.8 million for 2019 compared to $48.4 million for 2018. The decrease in debt related charges during 2019 compared to 2018 is primarily attributable to lower accelerated write-offs (losses from extinguishment of Lake Region Medical, which decreaseddebt) of deferred fees and original issue discount related to prepayments of portions of our operating income byTerm Loan B facility and Senior Notes during the respective periods and a “make-whole” premium of $31.3 million paid as a result of redeeming our Senior Notes in July 2018. We recognized losses from extinguishment of debt during 2019 and 2018 of $2.5 million and $42.7 million, respectively.
As of December 31, 2019, approximately $16 million. Additionally,20% of our operating income declined dueprincipal amount of debt outstanding was subject to $42variable rates, in comparison to approximately80% as of December 28, 2018.  During 2019, we entered into interest rate swap agreements that we expect will further reduce our exposure to fluctuations in the LIBOR rate.  These swap agreements convert $465 million of our outstanding debt to fixed rate indebtedness for the next three to seven months, as well as extended our $200 million interest rate swap for an additional other operating expenses, net (“OOE”) incurred primarily due to costs incurred in connection with the acquisition of Lake Region Medical, the Spin-off and our consolidation initiatives.three years.
During 2016 and 2015, we incurred $77.8 million and $29.2 million, respectively, of additional interest expense primarily due to the $1.8 billion of debt issued in connection with the Lake Region Medical acquisition. In addition to the debt incurred, we issued 5.0 million shares to the former owners of Lake Region Medical as partSee Note 8 “Debt” of the consideration paid, which increased weighted average diluted shares outstanding.
The net resultNotes to Consolidated Financial Statements contained in Item 8 of the above is that GAAP net income was $6.0 million, a loss of $7.6 million and $55.5 million,this report for fiscal year 2016, 2015 and 2014, respectively, and GAAP diluted earnings per share (“EPS”) were $0.19, a loss of $0.29 and $2.14 per share for fiscal year 2016, 2015 and 2014, respectively.
We consistently report and discuss in our earnings releases and investor presentations adjusted diluted EPS and adjusted EBITDA. These amounts consist of GAAP amounts adjusted for unusual or infrequently occurring items and specific items relatedadditional information pertaining to our acquisition and consolidation initiatives. We believe that the presentation of adjusted diluted earnings per share and adjusted EBITDA provides important supplemental information to management and investors seeking to understand the financial and business trends relating to our financial condition and results of operations, including compliance with our bank covenant calculations. Refer to “Use of Non-GAAP Financial Information” above for a further description of these items.debt.
A reconciliation of GAAP net income (loss) and diluted EPS to adjusted amounts for fiscal years 2016, 2015 and 2014 is as follows (in thousands, except per share amounts):
 2016 2015 2014
 Pre-Tax 
Net
Income
 
Per
Diluted
Share
 Pre-Tax 
Net
Income (Loss)
 
Per
Diluted
Share
 Pre-Tax 
Net
Income
 
Per
Diluted
Share
As reported (GAAP)$1,185
 $5,961
 $0.19
 $(15,700) $(7,594) $0.29
 $76,579
 $55,458
 $2.14
Adjustments:                 
Amortization of intangibles(a)
37,862
 26,771
 0.86
 17,496
 12,273
 0.45
 13,877
 9,637
 0.37
Acquisition related inventory step-up amortization (COS)(a)

 
 
 22,986
 15,605
 0.57
 260
 195
 0.01
IP related litigation (SG&A)(a)(b)
3,040
 1,976
 0.06
 4,417
 2,871
 0.11
 2,502
 1,626
 0.06
Other operating expenses, net (a):
                 
Consolidation and optimization(c)
26,490
 21,582
 0.69
 26,393
 21,158
 0.77
 11,188
 6,567
 0.25
Acquisition and integration(d)
28,316
 18,554
 0.59
 33,449
 25,885
 0.95
 3
 61
 
Asset dispositions, severance and other(e)
6,931
 5,760
 0.18
 6,622
 5,099
 0.19
 4,106
 3,463
 0.13
Acquisition transaction costs(a)(f)

 
 
 9,463
 6,151
 0.23
 
 
 
(Gain) loss on cost and equity method investments, net(a)
833
 541
 0.02
 (3,350) (2,177) (0.08) (4,370) (2,841) (0.11)
Tax adjustments(g)

 (154) 
 
 
 
 
 
 
Taxes(a)
(23,666) 
 
 (22,505) 
 
 (29,979) 
 
Adjusted (Non-GAAP)

 $80,991
 $2.59
 

 $79,271
 $2.90
 

 $74,166
 $2.86
Adjusted diluted weighted average shares(h)
  31,222
     27,304
     25,975
  


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MANAGEMENT’S DISCUSSION AND ANALYSIS


(Gain) Loss on Equity Investments, Net
During 2019, we realized net losses of $0.5 million on our equity investments compared to net gains of $5.6 million for 2018. Gains and losses on equity investments are generally unpredictable in nature. During 2019, we recognized an impairment charge of $1.6 million related to an investment in one of our non-marketable equity securities. The residual amounts for 2019 and 2018 relate to our share of equity method investee gains/losses, including unrealized appreciation of the underlying interests of the investee. As of December 31, 2019 and December 28, 2018, the carrying value of our equity investments were $22.3 million and $22.8 million, respectively. See Note 17 “Financial Instruments and Fair Value Measurements” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for further details regarding these investments.
Other (Income) Loss, Net
Other (Income) Loss, Net was income of $0.6 million during 2019 compared to losses of $0.8 million during 2018. Other (Income) Loss, Net includes the impact of foreign currency exchange rates on transactions denominated in foreign currencies. Our foreign currency transaction gains/losses are based on fluctuations of the U.S. dollar relative to the Euro, Mexican peso, Uruguayan pesos or Malaysian ringgits. The impact of foreign currency exchange rates on transactions denominated in foreign currencies included in Other (Income) Loss, Net for 2019 and 2018 were losses of $0.04 million and $1.6 million, respectively. We continually monitor our foreign currency exposures and seek to take steps to mitigate these risks. However, fluctuations in foreign currency exchange rates could have a significant impact, positive or negative, on our financial results in the future.
Provision for Income Taxes
During 2019 and 2018, our provision for income taxes was $14.0 million and $14.1 million, respectively. The stand-alone U.S. component of the effective tax rate for 2019 reflected a $5.7 million provision on $40.2 million of pre-tax book income (14.2%) versus a $7.0 million provision on $4.3 million of pre-tax book losses for 2018. The stand-alone International component of the effective tax rate for 2019 reflected an $8.3 million provision on $65.0 million of pre-tax book income (12.7%) versus a $7.1 million provision on $65.4 million of pre-tax book income (10.9%) for 2018. The provision for income taxes for 2019 differs from the U.S. statutory rate due to the following (dollars in thousands):
 U.S. International Combined
 $ % $ % $ %
Income before provision for income taxes$40,203
   $64,990
   $105,193
  
            
Provision at statutory rate$8,443
 21.0 % $13,648
 21.0 % $22,091
 21.0 %
Federal tax credits (including R&D)(4,751) (11.8) (46) (0.1) (4,797) (4.6)
Foreign rate differential
 
 (5,479) (8.4) (5,479) (5.2)
Stock-based compensation(2,422) (6.0) 
 
 (2,422) (2.3)
Uncertain tax positions(920) (2.3) 
 
 (920) (0.9)
State taxes, net of federal benefit1,106
 2.8
 
 
 1,106
 1.1
U.S. tax on foreign earnings, net of §250 deduction5,201
 12.9
 
 
 5,201
 4.9
Valuation allowance(956) (2.4) (650) (1.0) (1,606) (1.5)
Other(5) 
 806
 1.2
 801
 0.8
Provision for income taxes$5,696
 14.2 % $8,279
 12.7 % $13,975
 13.3 %
On December 22, 2017, the Tax Reform Act was signed into law. This legislation significantly changes U.S. tax law by, among other things, lowering corporate income tax rates, implementing a territorial tax system and imposing a repatriation tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018.
While the Tax Reform Act provides for a territorial tax system, beginning in 2018, it also includes a new U.S. tax on foreign earnings, the global intangible low-taxed income (“GILTI”) provision.

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MANAGEMENT’S DISCUSSION AND ANALYSIS

The GILTI provision requires us to include foreign subsidiary earnings in excess of a deemed return on the foreign subsidiary’s tangible assets in our U.S. income tax return. The Company has adopted the approach of recording the consequences of the new GILTI provision of the Tax Reform Act as a period cost when incurred.
The Company’s effective tax rate for 2019 differs from the U.S. federal statutory tax rate of 21% due principally to the estimated impact of Federal Tax Credits (including R&D credits and Foreign tax credits), stock based compensation windfalls, and the impact of the Company’s earnings realized in foreign jurisdictions with statutory rates that are different than the U.S. federal statutory rate. These benefits are partially offset by the impact of U.S taxes on foreign earnings, including the GILTI provision which requires the Company to include foreign subsidiary earnings in excess of a deemed return on a foreign subsidiary’s tangible assets in its U.S. income tax return. The U.S. tax on foreign earnings is reflected net of a statutory deduction of 50% of the GILTI inclusion (subject to limitations based on U.S. taxable income, if any) and net of the Tax Reform Act provision (Foreign Derived Intangible Income, or “FDII”) that provides a 37.5% deduction to domestic companies for certain foreign sales and services income. The primary foreign jurisdictions in which we operate and the statutory tax rate for each respective jurisdiction include Switzerland (22%), Mexico (30%), Uruguay (25%), and Ireland (12.5%). We currently have a tax holiday in Malaysia through April 2023 if certain conditions are met.
In addition to the impact of the Tax Reform Act described above, there is a prospective potential for volatility of our effective tax rate due to several factors, including changes in the mix of pre-tax income and the jurisdictions to which it relates, business acquisitions, settlements with taxing authorities, changes in tax rates, and foreign currency exchange rate fluctuations. In addition, we continue to explore tax planning opportunities that may have a material impact on our effective tax rate.
We believe it is reasonably possible that a reduction of approximately $0.6 million of the balance of unrecognized tax benefits may occur within the next twelve months as a result of the lapse of the statute of limitations and/or audit settlements. As of December 31, 2019, approximately $4.4 million of unrecognized tax benefits would favorably impact the effective tax rate (net of federal impact on state issues), if recognized.
Liquidity and Capital Resources
(dollars in thousands)December 31,
2019
 December 28,
2018
Cash and cash equivalents$13,535
 $25,569
Working capital from continuing operations236,317
 251,680
Current ratio from continuing operations2.32
 2.53
Cash and cash equivalents at December 31, 2019 decreased by $12.0 million from December 28, 2018 as excess cash on hand was used to pay down our debt. Working capital from continuing operations decreased by $15.4 million from December 28, 2018, primarily due to a decrease in inventory and cash balances, an increase in accounts payable and accrued expenses, partially offset by an increase in contract assets and accounts receivable.
At December 31, 2019, $12.6 million of our cash and cash equivalents were held by foreign subsidiaries. We intend to limit our distributions from foreign subsidiaries to previously taxed income or current period earnings. If distributions are made utilizing current period earnings, we will record foreign withholding taxes in the period of the distribution.
Summary of Cash Flow
The following cash flow summary information includes cash flows related to discontinued operations (in thousands):
 2019 2018
Cash provided by (used in):   
Operating activities$165,358
 $167,299
Investing activities(58,862) 536,670
Financing activities(117,926) (725,080)
Effect of foreign currency exchange rates on cash and cash equivalents(604) 2,584
Net change in cash and cash equivalents$(12,034) $(18,527)

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MANAGEMENT’S DISCUSSION AND ANALYSIS

Operating Activities - During 2019, we generated $165.4 million in cash from operations compared to $167.3 million in 2018. Cash income (i.e. net income plus adjustments to reconcile net income to net cash provided by operating activities) increased by $28.3 million in fiscal year 2019 primarily as a result of production efficiencies realized and lower interest payments, which outpaced the loss of operating income associated with the sale of the AS&O Product Line.  This increase was offset by other significant changes in assets and liabilities affecting cash flows, mainly from a decrease in cash flows from accounts receivable and contract assets, which increased to support our sales growth, partially offset by an increase in cash flows from inventory.
Investing Activities The $595.5 million decrease in net cash used in investing activities was primarily attributable to the lower net cash proceeds from the sale of the AS&O Product Line in 2018 and cash paid of $15.0 million for the acquisition of certain assets from USB in 2019. Investing activities for the 2019 included $4.8 million of cash proceeds from Viant resulting from the final net working capital adjustment for the sale of the AS&O Product Line, compared to net cash proceeds from the sale of the AS&O Product Line of approximately $582 million in 2018. Capital spending for 2019 increased by $3.3 million to $48.2 million compared to 2018. Our current expectation is that capital spending for for 2020 will be in the range of $60 million to $70 million. We anticipate that cash on hand, cash flows from operations and available borrowing capacity under our Revolving Credit Facility will be sufficient to fund these capital expenditures.
Financing Activities – Net cash used in financing activities during 2019 was $117.9 million compared to $725.1 million in 2018. Financing activities during 2019 included payments of $117.9 million related to paying down our debt obligations compared to $732.5 million in 2018. In connection with the completion of the sale of our AS&O Product Line, during 2018 we paid $579.3 million to pay down our debt, which included $360 million of our 9.125% Senior Notes, a “make-whole” premium of $31.3 million, $114 million of our Term Loan B facility and $74 million outstanding on our $200 million revolving credit facility (the “Revolving Credit Facility”).
Capital Structure - As of December 31, 2019, our capital structure consists of $815 million of debt, net of deferred fees and discounts, under our senior secured credit facilities (the “Senior Secured Credit Facilities”) and approximately 33 million shares of common stock outstanding. We have access to $193 million of borrowing capacity under our Revolving Credit Facility. We are also authorized to issue up to 100 million shares of common stock and 100 million shares of preferred stock. As of December 31, 2019, our contractual debt service obligations for 2020, consisting of principal and interest on our outstanding debt, are estimated to be approximately $70 million. Actual principal and interest payments may be higher if, for instance, the applicable interest rates on our Senior Secured Credit Facilities increase or we pay principal amounts in excess of the required minimums reflected in the contractual debt service obligations above.
Based on current expectations, we believe that our projected cash flows provided by operations, available cash and cash equivalents and potential borrowings under our Revolving Credit Facility are sufficient to meet our working capital, debt service and capital expenditure requirements for the next twelve months. If our future financing needs increase, we may need to arrange additional debt or equity financing. We continually evaluate and consider from time to time various financing alternatives to supplement our existing financial resources, including our Senior Secured Credit Facilities. However, we cannot be assured that we will be able to enter into any such arrangements on acceptable terms or at all.
Credit Facilities - As of December 31, 2019, we had senior secured credit facilities (the “Senior Secured Credit Facilities”) that consist of (i) a $200 million revolving credit facility (the “Revolving Credit Facility”), which had available borrowing capacity of $193.2 million as of December 31, 2019, (ii) a $267 million term loan A facility (the “TLA Facility”), and (iii) an $558 million term loan B facility (the “TLB Facility”). The Senior Secured Credit Facilities will mature on October 27, 2022. The Senior Secured Credit Facilities include a mandatory prepayment provision customary for credit facilities of its nature.
The Revolving Credit Facility and the TLA Facility contain covenants requiring (A) a maximum total net leverage ratio of 4.50:1.00, subject to step downs of 25 basis points in both the first and second quarters of 2020 and (B) a minimum interest coverage ratio of adjusted EBITDA (as defined in the Senior Secured Credit Facilities) to interest expense of not less than 3.00:1.00. As of December 31, 2019, the Company was in compliance with these financial covenants. The TLB Facility does not contain any financial maintenance covenants. As of December 31, 2019, our total net leverage ratio, calculated in accordance with our credit agreement, was approximately 2.6 to 1.0. For the twelve month period ended December 31, 2019, our ratio of adjusted EBITDA to interest expense, calculated in accordance with our credit agreement, was approximately 7.0 to 1.0.
Failure to comply with these financial covenants would result in an event of default as defined under the Revolving Credit Facility and TLA Facility unless waived by the lenders. An event of default may result in the acceleration of our indebtedness. As a result, management believes that compliance with these covenants is material to us. As of December 31, 2019, our adjusted EBITDA would have to decline by approximately $129 million, or approximately 41%, in order for us to not be in compliance with our financial covenants. The Revolving Credit Facility is supported by a consortium of twelve lenders with no lender controlling more than 27% of the facility.
Refer to Note 8 “Debt” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for further description of our outstanding debt.

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MANAGEMENT’S DISCUSSION AND ANALYSIS

Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements within the meaning of Item 303(a)(4) of Regulation S-K.
Contractual Obligations
Presented below is a summary of contractual obligations and other minimum commitments as of December 31, 2019. Refer to Note 13 “Commitments and Contingencies” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information regarding self-insurance liabilities, which are not reflected in the table below.
 Payments due by period
 Total Less than 1 year 1-3 years 3-5 years More than 5 years
Principal amount of debt outstanding$825,474
 $37,500
 $787,974
 $
 $
Interest on debt(a)
89,036
 32,822
 56,214
 
 
Operating lease obligations(b)
54,871
 9,793
 16,420
 12,034
 16,624
Other(c)
86,367
 78,018
 8,349
 
 
Total$1,055,748
 $158,133
 $868,957
 $12,034
 $16,624
(a)
The difference between pre-tax and net income (loss) amounts isInterest payments in the estimated tax impact related totable above reflect the respective adjustment. Net income amounts are computed using a 35% U.S., Mexico, Germany, and France statutory tax rate, a 0% Swiss tax rate, a 20% Netherlands statutory tax rate, a 25% Uruguay statutory tax rate, and a 12.5% Ireland statutory tax rate. Expenses that are not deductible for tax purposes (i.e. permanent tax differences) are added back at 100%.
(b)In 2013, we filed suit against AVX Corporation alleging they were infringingcontractual interest payments on our intellectual property (“IP”). Givenoutstanding debt based upon the complexitybalance outstanding and significant costs incurred pursuing this litigation, we are excluding these litigation expenses from adjusted amounts.applicable interest rates at December 31, 2019, and exclude the impact of the debt discount amortization and impact of interest rate swap agreements. Refer to Note 15 “Commitments and Contingencies”8 “Debt” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information regarding this litigation.long-term debt.
(c)
(b)
Refer to the “Cost Savings and Consolidation Efforts” section of this Item and Note 13 “Other Operating Expenses, Net”14 “Leases” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information regarding these initiatives.about our operating lease obligations.
(d)
(c)
During 2016Amounts include inventory purchase commitments, which are legally binding and 2015, we incurred acquisition and integration costs related to the acquisition of Lake Region Medical, which was acquired in October 2015. During 2015 and 2014, we incurred costs related to the integration of CCC, which was acquired in August 2014.
(e)2016 and 2015 amounts primarilyspecify minimum purchase quantities. These commitments do not include legal and professional fees incurred in connection with the Spin-off. 2014 amounts primarily include costs in connection with our business reorganization to realign our contract manufacturing operations.
(f)During 2015, we recorded transaction costs (i.e. debt commitment fees, interest rate swap termination costs, debt extinguishment charges) in connection with our acquisition of Lake Region Medical. These expenses are included as a component of interest expense in our Consolidated Statement of Operations and Comprehensive Income (Loss).
(g)Tax adjustments for 2016 include a $2.8 million tax benefit related to certain transaction costs of the Lake Region Medical acquisition and the Spin-off and a $2.6 million tax charge recorded in connection with the enactment of regulations under §987 of the Internal Revenue Code, which resulted in an adjustment to our deferred tax assets.
(h)Adjusted diluted weighted average shares for fiscal year 2016 and 2015 includes 249,000 and 941,000, respectively, of potentially dilutive shares not included in the computation of GAAP diluted weighted average shares because their effect would have been anti-dilutive for GAAP purposes.open purchase orders.
For 2016, adjusted diluted EPS decreased 11% to $2.59 per share in comparison to 2015 primarily due to the decline in gross profit as discussed above. Note that the results of Nuvectra prior to the Spin-off decreased 2016 adjusted net income by $2.6 million and adjusted EPS by $0.08 per share.
For 2015, adjusted diluted EPS increased 1% to $2.90 per share in comparison to 2014. We estimate that the Lake Region Medical acquisition was approximately 2% dilutive to 2015 adjusted diluted EPS, and that excluding this impact, adjusted diluted EPS would have increased approximately 3% in comparison to 2014.
A reconciliation of GAAP net income (loss) to EBITDA and adjusted EBITDA for fiscal years 2016, 2015 and 2014 is as follows:
(dollars in thousands)2016 2015 2014
Net income (loss) as reported (GAAP)$5,961
 $(7,594) $55,458
      
Interest expense111,270
 33,513
 4,252
Provision (benefit) for income taxes(4,776) (8,106) 21,121
Depreciation52,662
 27,136
 23,320
Amortization37,862
 17,496
 13,877
EBITDA (Non-GAAP)202,979
 62,445
 118,028
      
Acquisition related inventory step-up amortization
 22,986
 260
IP related litigation3,040
 4,417
 2,502
Stock-based compensation expense excluding OOE6,933
 9,287
 12,893
Consolidation and optimization expenses26,490
 26,393
 11,188
Acquisition and integration expenses28,316
 33,449
 3
Asset dispositions, severance and other6,931
 6,622
 4,106
Noncash (gain) loss on cost and equity method investments1,495
 275
 (1,190)
Adjusted EBITDA (Non-GAAP)$276,184
 $165,874
 $147,790
The changes in adjusted EBITDA for fiscal year 2016 versus fiscal year 2015 and 2014 are the result of the same factors that drove the changes in adjusted diluted EPS as discussed above.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Business Outlook
Our current full-year 2017 outlook is as follows (in millions, except for per share amounts):
 GAAP Adjusted Basis
 High Low High Low
Revenue$1,430 $1,390 $1,430 $1,390
Earnings per Diluted Share$1.50 $1.10 $3.10 $2.70
Except as described below, further reconciliations by line item to the closest corresponding GAAP financial measures for adjusted basis earnings per diluted share, included in our “Business Outlook” above, areThis table does not available without unreasonable efforts on a forward-looking basis due to the high variability, complexity and visibility of the charges excluded from this non-GAAP financial measure.
Adjusted basis earnings per diluted share for 2017 is expected to consist of GAAP Net Income and EPS, excluding items such as intangible amortization, IP related litigation costs, and consolidation, acquisition, integration, and asset disposition/write-down charges totaling approximately $72 million. The after-tax impact of these items is estimated to be approximately $50 million, or approximately $1.60 per diluted share.
Cost Savings and Consolidation Efforts
In 2016, 2015 and 2014, we recorded charges in OOE related to various cost savings and consolidation initiatives. These initiatives were undertaken to improve our operational efficiencies and profitability, the most significant of which are as follows (dollars in millions):
InitiativeExpected ExpenseExpected Capital
Expected Annual Cost Savings(a)
Expected Completion Date
2014 investments in capacity and capabilities $50 - $55 $24 - $25 > $202017
Orthopedic facilities optimization$45 - $48$31 - $35$15 - $202017
Lake Region Medical consolidations$20 - $25$5 - $6$12 - $132018
(a) Represents the annual benefit to our operating income expected to be realized from these initiatives through cost savings and/or increased capacity. These benefits will be phased in over time as the various initiatives are completed, some of which are already included in our current period results.
We continually evaluate our operating structure in order to maximize efficiencies and drive margin expansion. Future charges are expected to be incurred as a result of the consolidation and optimization of the combined Greatbatch Medical and Lake Region Medical businesses. We seek to create an optimized manufacturing footprint, leveraging our increased scale and product capabilities while also supporting the needs of our customers. Our efforts will include:
potential manufacturing consolidations;
continuous improvement;
productivity initiatives;
direct material and indirect expense savings opportunities; and
the establishment of centers of excellence around the world.
Since the acquisition of Lake Region Medical, we achieved approximately $34reflect $4.4 million of cumulative annual run-rate synergies, which exceeded our $25 million target. These net synergiesunrecognized tax benefits, as we are expected to increase to $60 million by 2018. We expect the total investment necessary to achieve these synergies to consist of $20 million to $25 million in capital expenditures and $40 million to $50 million of operating expenses.uncertain if or when such amounts may be settled. Refer to Note 13 “Other Operating Expenses, Net”12 “Income Taxes” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information about these unrecognized tax benefits.
Impact of Recently Issued Accounting Standards
In the timing, cash flow impact, and amountnormal course of future expenditures for our cost savings and consolidation initiatives.

MANAGEMENT’S DISCUSSION AND ANALYSIS

CRITICAL ACCOUNTING ESTIMATES
The preparation of our consolidated financial statements in accordance with GAAP requires us to make estimates and assumptions that affect reported amounts and related disclosures. The methods, estimates and judgmentsbusiness, we use in applying ourevaluate all new accounting policies have a significant impact on the results we report in our consolidated financial statements. Management considers an accounting estimate to be critical if (1) it requires assumptions to be made that were uncertain at the time the estimate was made; and (2) changes in the estimate or different estimates that could have been selected could have a material impact on our consolidated results of operations, financial position or cash flows. Our most critical accounting estimates are described below. We also have other policies that we consider key accounting policies, such as our revenue recognition policy; however, these policies do not meet the definition of critical accounting estimates, because they do not generally require us to make estimates or judgments that are difficult or subjective.
Intangible Assets and Goodwill
We account for business combinations using the acquisition method of accounting, which requires that the cost to acquire a company is allocated to the tangible and intangible assets acquired and liabilities assumed based on estimates of their respective fair values at the date of acquisition. Our more significant intangible assets, other than goodwill, include tradenames, trademarks, patents, technology, and customer lists. Any excess of the purchase price over the estimated fair values of the net identified tangible and intangible assets acquired is recorded as goodwill. Determining the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, requires us to make significant estimates and judgments, which can materially impact our results of operations.
Definite-lived intangible assets are amortized over the expected life of the asset and are tested for impairment when events or circumstances indicate that their carrying value may not be recoverable. Indefinite lived intangible assets, which include goodwill, tradenames and trademarks, are not amortized but are tested for impairment on an annual basis or more frequently if an event or change in circumstance occurs that would indicate that their carrying amount may be impaired.
Assumptions / Approach Used
The fair value of intangible assets, including goodwill, is based upon management’s assumptions and is determined using one of three valuation approaches: market, income or cost. The selection of a particular method depends on the reliability of available data and the nature of the asset. The market approach utilizes available market pricing for comparable assets. The income approach is based upon the present value of risk adjusted cash flows projected to be generatedpronouncements issued by the asset. The projected cash flows consider several factors from the perspective of a market participant, including current revenue expectations from existing customers, attrition trends, pricing, reasonable contract renewal assumptions, new product launches, cost synergies, royalty rates and expected profit margins, giving consideration to historical and expected margins. The cost approach is based upon the cost to replace the asset with another of equivalent economic utility. The cost to replace the asset reflects the estimated reproductionFinancial Accounting Standards Board (“FASB”), SEC, or replacement cost less an allowance for loss in value due to depreciation or obsolescence, with specific consideration given to economic obsolescence, if indicated.
Our indefinite-lived intangible assets, other than goodwill, consist of the Greatbatch and Lake Region tradenames and were tested for impairment on the last day of our fiscal year using a form of the income approach referred to as the relief from royalty method. The key assumptions in the analysis performed as of December 30, 2016 include projected future revenues consistent with those discussed in the Business Outlook section of this Item, a discount rate of 11.0%, royalty rates ranging from 1.0% to 2.0%, a tax rate of 38% and a terminal growth rate of 3.00%. The assumptions used also incorporated the forward-looking statements made throughout this Management’s Discussion and Analysis of Financial Condition and Results of Operations section of this Item.
We do not believe that the Greatbatch tradename is at risk of failing future impairment analysis unless there is a significant decline in future revenues, as the results of the current year impairment analysis indicated that the fair value of the Greatbatch tradename was in excess of its carrying value by over 300%. The Lake Region tradename may be subject to future impairment if projected future revenues are not achieved or if there is a change to the underlying assumptions discussed above.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Goodwill is required to be tested for impairment on the last day of the fiscal year or more frequently if an event or change in circumstance occurs that would indicate that its carrying amount may be impaired. Goodwill is tested for impairment at the reporting unit level, which is defined as an operating segment or one level below, by comparing the fair value of each reporting unit to its carrying value. When evaluating goodwill for impairment, we may elect to first perform an assessment of qualitative factors, referred to as the “step-zero” approach, to determine if the fair value of the reporting unit is more-likely-than-not greater than its carrying amount. Based on the review of the qualitative factors, if we determine it is more-likely-than-not that the fair value of the reporting unit is greater than its carrying value, the two-step quantitative impairment test can by bypassed. If we determine that it is more-likely-than not that the fair value of the reporting unit is less than its carrying value, or if we chose to bypass the qualitative assessment altogether, we are required to test goodwill for impairment under the two-step quantitative approach. The first step of the quantitative approach is to calculate the estimated fair value of each reporting unit and compare it to its carrying value. If the fair value of the reporting unit is greater than its carrying value, then goodwill is not considered impaired. If the fair value of the reporting unit is less than its carrying value, we must complete the second step of the quantitative approach and compute an impairment loss.
As a result of the Spin-off in March 2016, we performed a step-zero goodwill impairment analysis for our QiG reporting unit. Based upon our review of the qualitative factors under the step-zero approach, we determined that it was more-likely-than-not that the fair value of QiG was greater than its carrying value, thus the two-step quantitative approach was not required. The qualitative factors considered included, but were not limited to, macroeconomic conditions, share price, competitive environment, industry and market data, cost factors, the overall financial performance of each of the reporting units, the results of the last impairment test, and other entity and reporting unit specific events.
As a result of the Lake Region acquisition in October 2015 and the Spin-off in March 2016, we reorganized our operations including our internal management and financial reporting structure, which was completed in the fourth quarter of 2016. As a result, we reevaluated and revised our reportable operating segments from Greatbatch Medical, QiG and Lake Region Medical to Medical and Non-Medical. As required, we reallocated goodwill to each of the new reportable operating segments based upon their relative fair values, as determined using a combination of the income and market approaches. This change in reportable operating segments also triggered us to perform a step-zero goodwill impairment analysis for the previous reporting units immediately prior to the change. Based upon our review of the qualitative factors under the step-zero approach, we determined that it was more-likely-than-not that the fair value of Greatbatch Medical, QiG and Lake Region Medical were greater than their carrying value, thus the two-step quantitative approach was not required. The qualitative factors considered included, but were not limited to, macroeconomic conditions, share price, competitive environment, industry and market data, cost factors, the overall financial performance of each of the reporting units, the results of the last impairment test, and other entity and reporting unit specific events.
For our annual impairment test on December 30, 2016, we chose to bypass the step-zero qualitative assessment and tested goodwill for impairment using the two-step quantitative approach. The fair value of each reporting unit, Medical and Non-Medical, was determined using a combination of the income and market approaches. The present value of the risk adjusted cash flows computed under the income approach for the Medical reporting unit were calculated using projected future revenues consistent with those discussed in the Business Outlook section of this Item, a discount rate of 9.0%, a tax rate of 28%, and a long-term terminal growth rate of 3.0%. The market approach used for the Medical reporting unit considered EBITDA multiples based upon comparable public companies ranging from 8.5x to 9.5x and recent market transactions ranging from 10.5x to 12.5x. The present value of the risk adjusted cash flows computed under the income approach for the Non-Medical reporting unit were calculated using a discount rate of 10.0%, a tax rate of 38%, and a long-term terminal growth rate of 3.0%. The market approach used for the non-medical reporting unit considered EBITDA multiples based upon comparable public companies of 9.5x and recent market transactions ranging from 11.0x to 13.5x. The assumptions used in our 2016 impairment analysis for the Medical and Non-Medical reporting units also incorporated the forward-looking statements made throughout this Management’s Discussion and Analysis of Financial Condition and Results of Operations section of this Item.
Based upon our step one quantitative assessment, it was determined that the fair value of both the Medical and Non-Medical reporting units exceeded their carrying value and that the second step of the quantitative approach was not required.
We do not believe that the goodwill allocated to the Medical reporting unit is at risk of failing future impairment analysis unless operating conditions significantly deteriorate, as the results of our current year impairment analysis indicated that the fair value of the Medical reporting unit was in excess of its carrying value by over 50%. Examples of a significant deterioration in operating conditions include the loss of one or more significant customers, technology obsolescence, product liability claims or significant manufacturing disruption, amongst other factors. The goodwill allocated to the Non-Medical reporting unit may be subject to future impairment if actual operating results continue to deteriorate consistent with the previous two fiscal years, which was driven by the downturn in the energy markets. Based upon our quantitative assessment, it was determined that the fair value of the Non-Medical reporting unit was in excess of its carrying value by approximately 15%.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Effect of Variation of Key Assumptions Used
We make certain estimates and assumptions that affect the expected future cash flows and fair value of our reporting units within our quantitative goodwill impairment analysis. These include discount rates, tax rates, terminal growth rates, projections of future revenues and expenses and EBITDA multiples, among others. Significant changes in these estimates and assumptions could create future impairment losses to our goodwill.
For our indefinite-lived intangible assets, we make estimates of royalty rates, tax rates, terminal growth rates, future revenues, and discount rates. Significant changes in these estimates could create future impairments of these assets.
Estimation of the useful lives of indefinite and definite lived intangible assets is based upon the estimated cash flows of the respective intangible asset and requires significant management judgment. Events could occur that would materially affect our estimates of useful lives. Significant changes in these estimates and assumptions could change the amount of future amortization expense or could create future impairment of these intangible assets.
As of December 30, 2016, we have $1.9 billion of intangible assets recorded on our consolidated balance sheet, representing approximately 67% of total assets. This includes $849.8 million of amortizing intangible assets, $90.3 million of indefinite-lived intangible assets and $967.3 million of goodwill. A 1% increase in the amortization of our intangible assets would decrease our 2016 net income by approximately $0.25 million, or less than $0.01 per diluted share. A 1% impairment of our intangible assets would decrease our 2016 net income by approximately $12.4 million, or approximately $0.40 per diluted share.
Stock-based Compensation
We record compensation costs related to our stock-based awards, which include stock options, restricted stock and restricted stock units. We measure stock-based compensation cost at the grant date based on the fair value of the award.
Compensation cost for service-based awards is recognized ratably over the applicable vesting period. Compensation cost for performance awards based on Company financial metrics is reassessed each period and recognized based upon the probability that the performance targets will be achieved. Compensation cost for performance awards based on market metrics, such as total shareholder return, is expensed each period whether the performance metrics are achieved or not. The amount of stock-based compensation expense recognized during a period is based on the portion of the awards that are ultimately expected to vest due to the employee meeting the service element of the award, including market and nonmarket performance awards. The total expense recognized over the vesting period will only be for those awards that ultimately vest for service-based and nonmarket-based performance awards. The total expense recognized over the vesting period for market-based performance awards will only be for those awards where the service requirements were met.
Assumptions / Approach Used
We utilize the Black-Scholes Option Pricing Modelauthoritative accounting bodies to determine the fair value of stock options. We are required to make certain assumptions with respect to selected Black-Scholes model inputs, including expected volatility, expected life, expected dividend yield and the risk-free interest rate. Expected volatility is based on the historical volatility of our stock over the most recent period commensurate with the estimated expected life of the stock options. The expected life of stock options granted, which represents the period of time that the stock options are expected to be outstanding, is based primarily on historical data. The expected dividend yield is basedpotential impact they may have on our history and expectation of dividend payouts. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for a period commensurate with the estimated expected life.
The fair value of time-based and nonmarket-based performance restricted stock and restricted stock unit awards is equalConsolidated Financial Statements. Refer to the fair value of the Company’s stock on the grant date. The fair value of market-based performance restricted stock unit awards is determined by utilizing a Monte Carlo simulation model, which projects the value of Integer stock versus our peer group under numerous scenarios and determines the value of the award based upon the present value of these projected outcomes.
Compensation cost for nonmarket-based performance awards is reassessed each period and recognized based upon the probability that the performance targets will be achieved considering actual and expected future performance.
Stock-based compensation expense is recorded for those awards where the service period is expected to be met by the associate, including market and nonmarket performance awards. Forfeiture estimates for determining appropriate stock-based compensation expense are made at the grant date based on historical experience and demographic characteristics. Revisions are made to those estimates in subsequent periods if actual forfeitures differ from estimated forfeitures.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Effect of Variation of Key Assumptions Used
Option pricing models were developed for estimating the fair value of traded options that have no vesting restrictions and are fully transferable. As our share-based payments have characteristics significantly different from those of freely traded options, and changes in the subjective input assumptions can materially affect our estimates, existing valuation models may not provide reliable measures of the fair values of our shared-based compensation. Consequently, there is a risk that our estimates of fair values of our share-based compensation awards may bear little resemblance to the actual values realized upon the exercise, expiration or forfeiture of those share-based payments in the future. Stock options may expire worthless or otherwise result in zero intrinsic value as compared to the fair values originally estimated on the grant date and reported in our consolidated financial statements. Alternatively, value may be realized from these instruments that is significantly in excess of the fair values originally estimated on the grant date and reported in our consolidated financial statements. There are significant differences among valuation models, which may result in a lack of comparability with other companies that use different models, methods and assumptions.
There is a high degree of subjectivity involved in selecting the assumptions utilized to determine fair value and forfeiture rates. If factors change, resulting in the use of different assumptions in future periods, the expense that we record for future grants may differ significantly from what we have recorded in the current period. Additionally, changes in performance of the Company will affect the likelihood that non-market-based performance targets are achieved and could materially impact the amount of stock-based compensation recognized.
A 1% increase in our stock-based compensation expense would decrease our 2016 net income by approximately $0.1 million, or less than $0.01 per diluted share.
As discussed in Note 1 “Summary of Significant Accounting Policies” of the Notes to Consolidated Financial Statements contained in Item 8 of this report we will be adopting Accounting Standards Update (“ASU”) No. 2016-09, “Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting”for additional information about these recently issued accounting standards and their potential impact on our financial condition or results of operations.
CRITICAL ACCOUNTING ESTIMATES
Management’s discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements which have been prepared in accordance with GAAP. We make estimates and assumptions in the first quarterpreparation of fiscal year 2017. This new guidanceour consolidated financial statements that affect the reported amounts of assets and liabilities, revenue and expenses and related disclosures of contingent assets and liabilities. We base our estimates and judgments upon historical experience and other factors that are believed to be reasonable under the circumstances. Changes in estimates or assumptions could result in a material adjustment to the consolidated financial statements.
We have identified several critical accounting estimates. An accounting estimate is considered critical if both: (a) the nature of the estimates or assumptions is material due to the levels of subjectivity and judgment involved, and (b) the impact of changes how companies account for certain aspects of share-based payment awards to employees, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. The adoption of this ASU is not expected toestimates and assumptions would have a material impacteffect on the consolidated financial statements. This listing is not a comprehensive list of all of our accounting policies. For further information regarding the application of these and other accounting policies, see Note 1 “Summary of Significant Accounting Policies” of the Notes to Consolidated Financial Statements.Statements contained in Item 8 of this report.

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MANAGEMENT’S DISCUSSION AND ANALYSIS

Inventories
Inventories are statedmeasured on a first-in, first-out basis at the lower of cost determined usingor net realizable value. Net realizable value is the first-in, first-out method, or market.
Assumptions / Approach Used
Inventory costing requires complex calculations that include assumptions for overhead absorption, scrap, sample calculations, manufacturing yield estimates,estimated selling prices in the ordinary course of business, less reasonably predictable costs to sell,of completion, disposal, and the determination of which costs may be capitalized.transportation. The valuation of inventory requires us to estimate obsolete or excess inventory, as well as inventory that is not of saleable quality.
Effect of Variation of Key Assumptions Used
VariationsHistorically, our inventory adjustment has been adequate to cover our losses. However, variations in methods or assumptions could have a material impact on our results. If our demand forecast for specific products is greater than actual demand and we fail to reduce manufacturing output accordingly, we could be required to record additional inventory write-down or expense a greater amount of overhead costs, which would negatively impact our net income.
AsValuation of Goodwill, Intangible and Other Long-Lived Assets
We make assumptions in establishing the carrying value, fair value and, if applicable, the estimated lives of our goodwill, intangible and other long-lived assets. Goodwill and intangible assets determined to have an indefinite useful life are not amortized. Instead, these assets are evaluated for impairment on an annual basis on the last day of our fiscal year and whenever events or business conditions change that could indicate that the asset is impaired. Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset (asset group) may not be recoverable.
Evaluation of goodwill for impairment
We test each reporting unit’s goodwill for impairment on the last day of our fiscal year and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value. In conducting this annual impairment testing, we may first perform a qualitative assessment of whether it is more-likely-than-not that a reporting unit’s fair value is less than its carrying value. If not, no further goodwill impairment testing is required. If it is more-likely-than-not that a reporting unit’s fair value is less than its carrying value, or if we elect not to perform a qualitative assessment of a reporting unit, a quantitative analysis is performed, in which the fair value of the reporting unit is compared to its carrying value. If the carrying value of a reporting unit exceeds its fair value, an impairment loss is recognized equal to the excess, limited to the amount of goodwill allocated to that reporting unit.
We performed a qualitative assessment of our Medical reporting unit as of December 30, 2016,31, 2019. As part of this analysis, we have $225.2 millionevaluated factors including, but not limited to, our market capitalization and stock price performance, macro-economic conditions, market and industry conditions, cost factors, the competitive environment, and the operational stability and overall financial performance of inventory recorded onthe reporting unit. The assessment indicated that it was more likely than not that the fair value of the Medical reporting unit exceeded its carrying value.  We elected to bypass the qualitative assessment and performed a quantitative analysis for our consolidated balance sheet, representingNon-Medical reporting unit. Resulting from the quantitative analysis, the fair value exceeded the carrying value of the Non-Medical reporting unit by approximately 8% of total assets. A 1% write-down160%. We do not believe that any of our inventoryreporting units are at risk for impairment. However, changes to the factors considered above could affect the estimated fair value of one or more of our reporting units and could result in a goodwill impairment charge in a future period. We may be unaware of one or more significant factors that, if we had been aware of, would decreasecause our 2016 net income approximately $1.5 million,conclusion to change, which could result in a goodwill impairment charge in a future period.
Evaluation of indefinite-lived intangible assets for impairment
Our indefinite-lived intangible assets include the Greatbatch Medical and Lake Region Medical tradenames. Similar to goodwill, we perform an annual impairment review of our indefinite-lived intangible assets on the last day of our fiscal year, unless events occur that trigger the need for an interim impairment review. We have the option to first assess qualitative factors in determining whether it is more-likely-than-not that an indefinite-lived intangible asset is impaired. If we elect not to use this option, or $0.05 per diluted share.
As discussedwe determine that it is more-likely-than-not that the asset is impaired, we perform a quantitative assessment that requires us to estimate the fair value of each indefinite-lived intangible asset and compare that amount to its carrying value. Fair value is estimated using the relief-from-royalty method. Significant assumptions inherent in Note 1 “Summarythis methodology include estimates of Significant Accounting Policies”royalty rates and discount rates. The discount rate applied is based on the risk inherent in the respective intangible assets and royalty rates are based on the rates at which comparable tradenames are being licensed in the marketplace. Impairment, if any, is based on the excess of the Notes to Consolidated Financial Statements contained in Item 8carrying value over the fair value of this report, we will be adopting ASU No. 2015-11, “Simplifying the Measurement of Inventory,” which requires inventory to be measured at the lower of cost or net realizable value, on a prospective basis in the first quarter of fiscal 2017. We intend to adopt this guidance in the first quarter of fiscal year 2017 on a prospective basis and are currently assessing the impact of adopting this ASU on our Consolidated Financial Statements.these assets.


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MANAGEMENT’S DISCUSSION AND ANALYSIS


Tangible Long-Lived AssetsWe performed a quantitative assessment to test our indefinite-lived intangible assets for impairment as of December 31, 2019. For the Greatbatch Medical tradename, the excess of the estimated fair value over carrying value (expressed as a percentage of carrying value) was in excess of its carrying value of $20 million by approximately 288% as of December 31, 2019. The Lake Region Medical tradename had an excess of the estimated fair value over carrying value of approximately 55% and a carrying value of $70 million at December 31, 2019. We do not believe that our indefinite-lived intangible assets are at risk for impairment. However, a significant increase in the discount rate, decrease in the terminal growth rate, increase in tax rates, decrease in the royalty rate or substantial reductions in our end-markets and volume assumptions could have a negative impact on the estimated fair values of either of our tradenames and require us to recognize impairments of these indefinite-lived intangible assets in a future period.
Evaluation of long-lived assets for impairment
Our long-lived assets consist primarily of property, plant and equipment and definite-lived intangible assets, including purchased technology and patents, and customer lists. Property, plant and equipment and other tangible long-liveddefinite-lived intangible assets are carried at cost. The cost of property, plant and equipment is charged to depreciation expense over the estimated life of the operating assets, primarily on a straight-line basis. TangibleDefinite-lived intangible assets are amortized over the expected life of the asset. We assess long-lived assets are subject to impairment assessment if certain indicators are present.
Assumptions / Approach Used
We assess tangible long-livedand definite-lived intangible assets for impairment when events occur or circumstances change that would indicate that the carrying value of the asset (asset group) may not be recoverable.
Factors that we consider in deciding when to perform an impairment review include, but are not limited to: a significant decrease in the market price of the asset (asset group); a significant change in the extent or manner in which the asset (asset group) is being used or in its physical condition; a significant change in legal factors or business climate that could affect the value of a long-lived asset (asset group), including an action or assessment by a regulator; an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset (asset group); a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset (asset group); and a current expectation that it is more likely than not that a long-lived asset (asset group) will be sold or otherwise disposed of significantly before the end of its previously estimated useful life.
Recoverability is measured by comparingWhen impairment indicators exist, we determine if the carrying amountvalue of the asset (asset group) tolong-lived asset(s) or definite-lived intangible asset(s) exceeds the related total undiscounted future cash flows. The projected cash flows for each asset (asset group) considers multiple factors, including current revenue from existing customers, proceeds fromIn cases where the sale of the asset (asset group), reasonable contractual renewal assumptions and expected profit margins, based on historical and expected future margins. If an asset’s (asset group’s) carrying value is not recoverable through relatedexceeds the undiscounted future cash flows, the asset (asset group)carrying value is consideredwritten down to be impaired. Impairmentfair value. Fair value is measured by comparing the asset’s (asset group’s) carrying amount to its fair value.
generally determined using a discounted cash flow analysis. When it is determined that the useful life of an asset (asset group) is shorter than the originally estimated life, and there are sufficient cash flows to supportingsupport the carrying value of the asset (asset group), we accelerate the rate of depreciationdepreciation/amortization in order to fully depreciatedepreciate/amortize the asset over its shorter useful life.
Effect of Variation of Key Assumptions Used
Estimation of the cash flows and useful lives of tangible long-lived assets and definite-lived intangible assets requires significant management judgment. Events could occur that would materially affect our estimates and assumptions. Unforeseen changes, such as the loss of one or more significant customers, technology obsolescence, or significant manufacturing disruption, amongst other factors, could substantially alter the assumptions regarding the ability to realize the return of our investment in long-lived assets, definite-lived intangible assets or their estimated useful lives. Also, as we make manufacturing process conversions and other facility consolidation decisions, we must make subjective judgments regarding the remaining cash flows and useful lives of our assets, primarily manufacturing equipment and buildings. Significant changes in these estimates and assumptions could change the amount of future depreciation or amortization expense or could create future impairments of these long-lived assets (asset groups).
As of December 30, 2016, we have $372.0 million of tangible long-lived assets on our consolidated balance sheet, representing approximately 13% of total or definite-lived intangible assets. A 1% write-down in our tangible long-lived assets would decrease our 2016 net income approximately $2.4 million, or $0.08 per diluted share.
Income Taxes
Our consolidated financial statements have been prepared using the asset and liability approach in accounting for income taxes, which requires the recognition of deferred income taxes for the expected future tax consequences of net operating losses, credits and temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided on deferred tax assets if it is determined that it is more likely than not that the asset will not be realized.
Assumptions / Approach Used
In recording the provision for income taxes, management must estimate the future tax rates applicable to the reversal of temporary differences based upon the timing of the expected reversal. Also, estimates are made as to whether taxable operating income in future periods will be sufficient to fully recognize any gross deferred tax assets. If recovery is not likely, we must increase our provision for income taxes by recording a valuation allowance against the deferred tax assets that we estimate will not ultimately be recoverable. Alternatively, we may make estimates about the potential usage of deferred tax assets that decrease our valuation allowances.

MANAGEMENT’S DISCUSSION AND ANALYSIS

The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax regulations. Significant judgment is required in evaluating our tax positions and determining our provision for income taxes. During the ordinary course of business, there are many transactions and calculations for which the ultimate tax determination is uncertain. We establish reserves for uncertain tax positions when we believe that those tax positions do not meet the more likely than not threshold. We adjust these reserves in light of changing facts and circumstances, such as the outcome of a tax audit or the lapse of statutes of limitations. The provision for income taxes includes the impact of reserve provisions and changes to the reserves that are considered appropriate.
Effect of Variation of Key Assumptions Used
Changes could occur that would materially affect our estimates and assumptions regarding deferred taxes. Changes in current tax laws and tax rates could affect the valuation of deferred tax assets and liabilities, thereby changing the income tax provision. Also, significant declines in taxable income could materially impact the realizable value of deferred tax assets.
At December 30, 2016, we had $204.2 million of gross deferred tax assets on our consolidated balance sheet and a valuation allowance of $35.4 million has been established for certain deferred tax assets, as it is more likely than not that they will not be realized. As of December 30, 2016, the Company has federal net operating loss (“NOL”) carryforwards of approximately $388.6 million expiring at various dates through 2034. If not utilized, these carryforwards will begin to expire in 2019. In assessing the realizability of the deferred tax asset associated with the NOLs, management relied on the reversal of deferred tax liabilities within the U.S. taxing jurisdictions of approximately $861.7 million.
As of December 30, 2016, we had unrecognized tax positions of $10.6 million. Within the next twelve months, it is reasonably possible that approximately $0.6 million of the total uncertain tax positions recorded will reverse, primarily due to the expiration of statutes of limitation in various jurisdictions and/or audit settlements. Approximately $9.8 million would favorably impact the effective rate once settled.
A 1% decrease in the effective tax rate would decrease the current year benefit for incomes taxes by less than $0.01 million and 2016 diluted earnings per share by less than $0.01 per diluted share. An increase in the valuation allowance representing 1% of our gross deferred tax assets would decrease our 2016 net income by approximately $2.0 million, or $0.07 per diluted share.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Our Financial Results
   2016 vs. 2015 2015 vs. 2014
 2016 2015 2014 
$
Change
 
%
Change
 
$
Change
 
%
Change
Dollars in thousands, except per share data            
Medical Sales:             
Cardio & Vascular$568,510
 $143,260
 $58,770
 $425,250
 297 % $84,490
 144 %
Cardiac & Neuromodulation389,403
 356,064
 330,921
 33,339
 9 % 25,143
 8 %
Advanced Surgical, Orthopedics & Portable Medical392,778
 243,385
 216,339
 149,393
 61 % 27,046
 13 %
Elimination of interproduct line sales(5,592) (1,744) 
 (3,848) N/A
 (1,744) NA
Total Medical Sales1,345,099
 740,965
 606,030
 604,134
 82 % 134,935
 22 %
Non-Medical41,679
 59,449
 81,757
 (17,770) (30)% (22,308) (27)%
Total sales1,386,778
 800,414
 687,787
 586,364
 73 % 112,627
 16 %
Cost of sales1,008,479
 565,279
 456,389
 443,200
 78 % 108,890
 24 %
Gross profit378,299
 235,135
 231,398
 143,164
 61 % 3,737
 2 %
Gross profit as a % of sales27.3 % 29.4 % 33.6%        
Selling, general and administrative expenses (SG&A)153,291
 102,530
 90,602
 50,761
 50 % 11,928
 13 %
SG&A as a % of sales11.1 % 12.8 % 13.2%        
Research, development and engineering costs, net (RD&E)55,001
 52,995
 49,845
 2,006
 4 % 3,150
 6 %
RD&E as a % of sales4.0 % 6.6 % 7.2%        
Other operating expenses, net61,737
 66,464
 15,297
 (4,727) (7)% 51,167
 334 %
Operating income108,270
 13,146
 75,654
 95,124
 724 % (62,508) (83)%
Operating margin7.8 % 1.6 % 11.0%        
Interest expense111,270
 33,513
 4,252
 77,757
 232 % 29,261
 688 %
(Gain) loss on cost and equity method investments, net833
 (3,350) (4,370) 4,183
 N/A
 1,020
 N/A
Other income, net(5,018) (1,317) (807) (3,701) 281% (510) 63 %
Income (loss) before provision (benefit) for income taxes1,185
 (15,700) 76,579
 16,885
   (92,279)  
Provision (benefit) for income taxes(4,776) (8,106) 21,121
 3,330
 (41)% (29,227) N/A
Effective tax rate(403.0)% 51.6 % 27.6%        
Net income (loss)$5,961
 $(7,594) $55,458
 $13,555
 N/A
 $(63,052) (114)%
Net margin0.4 % (0.9)% 8.1%   

    
Diluted earnings (loss) per share$0.19
 $(0.29) $2.14
 $0.48
 N/A

$(2.43) (114)%

MANAGEMENT’S DISCUSSION AND ANALYSIS

Fiscal 2016 Compared with Fiscal 2015
Sales
Changes to sales by major product lines for fiscal years 2016 and 2015 were as follows (dollars in thousands):
   2016 vs. 2015
 2016 2015 
$
Change
 
%
Change
Sales:       
Cardio & Vascular$568,510
 $143,260
 $425,250
 297 %
Cardiac & Neuromodulation389,403
 356,064
 33,339
 9 %
Advanced Surgical, Orthopedics & Portable Medical392,778
 243,385
 149,393
 61 %
Elimination of interproduct line sales(5,592) (1,744) (3,848) N/A
Total Medical Sales1,345,099
 740,965
 604,134
 82 %
Non-Medical41,679
 59,449
 (17,770) (30)%
Total sales$1,386,778

$800,414

$586,364

73 %
Total 2016 sales increased 73% to $1.39 billion in comparison to 2015. The most significant drivers of this increase were as follows:
Medical
Our 2016 Cardio & Vascular sales increased $425.3 million in comparison to 2015 and includes approximately $421 million of incremental sales from Lake Region Medical. On an organic constant currency basis, our Cardio & Vascular sales increased 3% in comparison to 2015 primarily due to normal market growth.
Our 2016 Cardiac & Neuromodulation sales increased $33.3 million in comparison to 2015. Current year sales includes approximately $57 million of incremental sales from Lake Region Medical and reflects approximately $3 million less in sales due to the Spin-off. On an organic constant currency basis, our Cardiac & Neuromodulation sales decreased 6% in comparison to 2015 primarily due to reduced shipments in a limited number of CRM customer programs and approximately $8 million of contractual price reductions given in exchange for longer-term volume commitments. The reduced shipments were driven by both internal and external delays in product launches, customer clinical market share changes, customers lowering inventory levels, and order disruption due to acquisition-related influences in the medical technology markets. These factors were partially offset by growth in sales to neuromodulation customers in 2016.
Our 2016 Advanced Surgical, Orthopedics & Portable Medical sales increased $149.4 million in comparison to 2015 and includes approximately $176 million of incremental sales from Lake Region Medical. During 2016, foreign currency exchange rate fluctuations reduced this product line’s sales by approximately $1 million in comparison to the prior year due to the strengthening dollar versus the Euro. Foreign currency exchange rate fluctuations are expected to have a more material impact on our sales in 2017 due to the strengthening dollar in the fourth quarter of 2016. On an organic constant currency basis, our Advanced Surgical, Orthopedics & Portable Medical sales decreased 10% in comparison to 2015 primarily due to portable medical customers building safety stock in the fourth quarter of 2015 in anticipation of our product line transfers, thus lowering orders in 2016, a backlog in shipments to one specific Portable Medical customer due to the product line transfer, and approximately $5 million of contractual price reductions given in exchange for longer-term volume commitments. Additionally, 2016 was a slower customer product launch year when compared to 2015.
Non-Medical
Our 2016 Non-Medical sales declined 30% in comparison to 2015. This decrease was primarily due to the slowdown in the energy markets, which has caused customers to reduce drilling and exploration volumes. Our Non-Medical product line continues to trend with the oil and gas market. Although we have seen revenue declines throughout 2016, our customers are indicating they believe the market has bottomed out and there are signs of a slow recovery. Volumes with our military and environmental customers remain stable. As the market has contracted, we have been able to advance our competitive position with key strategic customers resulting in multi-year supply agreements and the opportunity to quote on significant new business opportunities. Additionally, we are actively pursuing new customer and market opportunities, developing new product solutions and investing in research and development to advance our technology. As we manage our Non-Medical product line through this challenging revenue period, we are rationalizing our cost structure and maintaining inventory at appropriate levels to improve our return on invested capital.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Gross Profit
Changes to our Gross Margin were primarily due to the following:
2016-2015
% Point Change
Impact of Lake Region Medical acquisition(a)
(3.1)%
Price(b)
(2.1)%
Production efficiencies, volume and mix(c)
0.1 %
Performance-based compensation(d)
0.4 %
Warranty reserves and obsolescence write-offs(e)
(0.3)%
Inventory step-up amortization(f)
2.9 %
Total percentage point change to gross profit as a percentage of sales(2.1)%
(a) Amount represents the impact to our Gross Margin related to Lake Region Medical, which was acquired in October 2015 and historically had lower Gross Margins than Greatbatch.
(b)Our Gross Margin for 2016 was negatively impacted by contractual price reductions given in exchange for longer-term volume commitments.
(c)Our Gross Margin percentage benefited from production efficiencies gained at our manufacturing facilities as a result of our various lean, supply chain, and integration initiatives, which were offset by a higher sales mix of lower margin products and lower sales volumes.
(d)Amount represents the impact to our Gross Margin from the change in performance-based compensation versus the prior year period and is recorded based upon the actual results achieved.
(e)Current year cost of sales includes the impact of various warranty reserves and obsolescence write-offs, including reserves related to various customer returns and field actions that were higher than normal in 2016. Warranty and obsolescence reserves are judgmental in nature and can fluctuate significantly from period to period.
(f)Amount represents the impact to our Gross Margin in comparison to 2015 related to the $23.0 million of inventory step-up amortization recorded in 2015 as a result of the Lake Region Medical acquisition, which was fully amortized at the end of 2015.
Since the acquisition of Lake Region Medical, we achieved approximately $11 million of cumulative annual run-rate synergies in gross profit. Over the long-term, we expect our Gross Margin to improve as we rationalize the manufacturing footprint across both the legacy Greatbatch and legacy Lake Region Medical facilities and continue to recognize supply chain synergies. However, we also expect our Gross Margin to continue to be impacted by pricing pressures from our customers. If the manufacturing efficiencies and synergies realized are not enough to offset these pricing pressures, we could see a further deterioration in our Gross Margin.

MANAGEMENT’S DISCUSSION AND ANALYSIS

SG&A Expenses
Changes to SG&A expenses were primarily due to the following (in thousands):
 
2016-2015
$ Change
Impact of Lake Region Medical acquisition(a)
$56,885
Nuvectra SG&A(b)
(8,628)
Legal fees(c)
(1,553)
Other(d)
4,057
Net increase in SG&A$50,761
(a)Amount represents the incremental SG&A expenses from Lake Region Medical, which was acquired in October 2015. Note that 2016 expense amount is approximately $20 million below the 2015 Lake Region Medical expense amount on a pro forma basis reflecting the synergies realized in connection with the acquisition. Since the acquisition, we achieved approximately $23 million of cumulative annual run-rate synergies in SG&A.
(b)Amount represents the net decrease in SG&A costs attributable to Nuvectra, which was spun-off in March 2016.
(c)Amount represents the change in legal costs in comparison to 2015 and includes IP related defense costs, as well as other corporate initiatives. In 2013, we filed suit against one of our Cardiac & Neuromodulation competitors alleging they were infringing on our IP. In January 2016, a jury returned a verdict finding in favor of Integer and awarded us $37.5 million in damages. The finding is subject to post-trial proceedings, including a possible appeal by our competitor. We have not recorded any gains in connection with this litigation as no cash has been received. Costs associated with this litigation accounted for approximately $1.4 million of the decrease in SG&A expenses from 2015 to 2016 as the trial for this litigation concluded in the first quarter of 2016.
(d)Amount represents the net impact of various increases and decreases to SG&A costs and include the impact of normal increases in operating costs, as well as increased costs associated with operating a Company that is nearly double the size of a year ago.
RD&E Expenses, Net
Changes to RD&E Expenses, Net were primarily due to the following (in thousands):
 
2016-2015
$ Change
Impact of Lake Region Medical acquisition(a)
$10,889
Nuvectra RD&E(b)
(12,600)
Customer cost reimbursements(c)
598
Other(d)
3,119
Net increase in RD&E$2,006
(a)Amount represents the incremental RD&E expenses from Lake Region Medical, which was acquired in October 2015.
(b)Amount represents the net decrease in RD&E costs attributable to Nuvectra, which was spun-off in March 2016.
(c)Amount represents the change in customer cost reimbursements from the prior year. Customer cost reimbursements vary from period to period depending on the timing of achievement of project milestones.
(d)Amount represents the net impact of various increases and decreases to RD&E costs and includes the impact of normal increases in operating costs, as well as our continued investment in developing our core and new technologies to drive future growth.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Other Operating Expenses, Net
OOE was comprised of the following for fiscal years 2016 and 2015 (in thousands):
 2016 2015 Change
2014 investments in capacity and capabilities(a)
$17,159
 $23,037
 $(5,878)
Orthopedic facility optimization(a)
747
 1,395
 (648)
Lake Region Medical consolidations(a)
8,584
 1,961
 6,623
Acquisition and integration costs(b)
28,316
 33,449
 (5,133)
Asset dispositions, severance and other(c)
6,931
 6,622
 309
Total other operating expenses, net$61,737
 $66,464
 $(4,727)
(a)Refer to the “Cost Savings and Consolidation Efforts” section of this Item and Note 13 “Other Operating Expenses, Net” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for disclosures related to the timing and level of remaining expenditures for these initiatives.
(b)During 2016 and 2015, we incurred $28.3 million and $33.1 million, respectively, in acquisition and integration costs related to the acquisition of Lake Region Medical, consisting primarily of transaction costs and integration costs. Transaction costs primarily relate to change-in-control payments to former Lake Region Medical executives, as well as professional and consulting fees. Integration costs primarily include professional, consulting, severance, retention, relocation, and travel costs.
(c)During 2016 and 2015, we recorded losses in connection with various asset disposals and/or write-downs. Additionally, during 2016 and 2015, we incurred legal and professional costs in connection with the Spin-off of $4.4 million and $6.0 million, respectively.
We continually evaluate our operating structure in order to maximize efficiencies and drive margin expansion. For 2017, other operating expenses, net are expected to be approximately $18 million to $22 million, as we continue to invest in our consolidation initiatives and the integration of Lake Region Medical. Refer to “Cost Savings and Consolidation Efforts” contained in this Item for further details on these initiatives.
Interest Expense
Interest expense for 2016 increased $77.8 million in comparison to 2015. This increase was primarily due to the $1.8 billion of debt issued in connection with the Lake Region Medical acquisition in October 2015, which caused our average debt balance to increase from $446 million in 2015 to $1.786 billion in 2016, and our average rate paid on our debt to increase from 4.95% in 2015 to 5.79%. Additionally, our reported interest expense for 2016 and 2015 included $7.3 million and $1.8 million, respectively, of non-cash amortization of debt issuance costs. In connection with the issuance of our debt in 2015 for the purchase of Lake Region Medical, we incurred $9.5 million in transaction costs (i.e. debt commitment fees, interest rate swap termination costs, debt extinguishment charges), which was recorded in interest expense. Refer to Note 9 “Debt” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for further details regarding these transactions.
(Gain) Loss on Cost and Equity Method Investments, Net
During 2016, we recognized an impairment charge related to one of our cost method investments of $1.6 million and received a cash distribution and recorded a gain of $0.7 million from another cost method investment. During 2015, we recognized a $4.7 million gain and received a $3.6 million cash distribution from our equity method investment. During 2015, we recognized an impairment charge related to one of our cost method investments of $1.4 million. As of December 30, 2016 and January 1, 2016, we held $22.8 million and $20.6 million, respectively, of cost and equity method investments. The total carrying value of these investments is reviewed quarterly for changes in circumstance or the occurrence of events that suggest our investment may not be recoverable. These investments are in start-up research and development companies whose fair value is highly subjective in nature and subject to significant fluctuations in the future that could result in material gains or losses. Refer to Note 18 “Fair Value Measurements” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for further details regarding these investments.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Other Income, Net
Other income, net primarily includes the impact of foreign currency exchange rate fluctuations on transactions denominated in foreign currencies. We recognized foreign currency transaction gains of $4.9 million in 2016 and $1.3 million in 2015, primarily related to the remeasurement of intercompany loans and the strengthening of the U.S. dollar relative to the Euro. We continually reevaluate our foreign currency exposures and take steps to mitigate these risks. However, fluctuations in foreign currency exchange rates could have a significant impact, positive or negative, on our financial results in the future.
Benefit for Income Taxes
During 2016 and 2015, our benefit for income taxes was $4.8 million and $8.1 million, respectively. The stand-alone U.S. component of the effective tax rate for 2016 reflected a $13.8 million benefit on $52.4 million of pre-tax book losses (26.3%) versus a $13.1 million benefit on $42.1 million of pre-tax book losses (31.2%) for 2015. The stand-alone International component of the effective tax rate for 2016 reflected tax expense of $9.0 million on $53.6 million of pre-tax book income (16.8%) versus a tax expense of $5.0 million on $26.5 million of pre-tax book income (19.0%) for 2015. The (benefit) provision for income taxes for 2016 differs from the U.S. statutory rate due to the following (dollars in thousands):
 U.S. International Combined
 $ % $ % $ %
Income (loss) before provision for income taxes$(52,446)   $53,631
   $1,185
  
            
Provision (benefit) at statutory rate$(18,356) 35.0 % $18,771
 35.0 % $415
 35.0 %
Federal tax credits(1,750) 3.3
 (42) (0.1) (1,792) (151.2)
Foreign rate differential3,192
 (6.1) (10,278) (19.2) (7,086) (598.0)
Uncertain tax positions1,464
 (2.8) 260
 0.5
 1,724
 145.5
State taxes, net of federal benefit(1,068) 2.0
 
 
 (1,068) (90.1)
Change in foreign tax rates
 
 (270) (0.5) (270) (22.8)
Non-deductible transaction costs1,012
 (1.9) 
 
 1,012
 85.4
Valuation allowance811
 (1.5) 529
 1.0
 1,340
 113.1
Change in Tax law2,630
 (5.0) 
 
 2,630
 221.9
Other(1,703) 3.2
 22
 
 (1,681) (141.8)
Provision (benefit) for income taxes$(13,768) 26.3 % $8,992
 16.8 % $(4,776) (403.0)%
Refer to the Provision (Benefit) for Income Taxes section of the “Fiscal 2015 Compared with Fiscal 2014” discussion of this Item for the reconciliation of the U.S. and International components of the 2015 benefit for income taxes.
The 2015 and 2016 U.S. component of the effective tax rate reflects the impact of non-deductible transaction costs related to the acquisition of Lake Region Medical and the Spin-off, which resulted in a reduction in the overall U.S. benefit of 1.9% in 2016 and 11.5% in 2015. Additionally, during 2016 we recorded a $2.6 million tax charge in connection with the enactment of regulations under §987 of the Internal Revenue Code, which resulted in an adjustment to our deferred tax assets. The International component of the rate, which decreased from 2015 to 2016, reflects an increase in the foreign rate differential due to an increase of taxable profits in lower tax jurisdictions. Refer to Note 14 “Income Taxes” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information regarding our income tax accounts.
There is a prospective potential for volatility of the effective tax rate due to several factors, including changes in the mix of pre-tax income and the jurisdictions to which it relates, business acquisitions, settlements with taxing authorities, changes in tax rates, and foreign currency exchange rate fluctuations. In addition, we continue to explore tax planning opportunities that may have a material impact on our effective tax rate.
We believe it is reasonably possible that a reduction of approximately $0.6 million of the balance of unrecognized tax benefits may occur within the next twelve months as a result of the lapse of the statute of limitations and/or audit settlements, which would positively impact the effective tax rate in the period of reduction. As of January 1, 2016, approximately $9.8 million of unrecognized tax benefits would favorably impact the effect tax rate (net of federal impact on state issues), if recognized.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Fiscal 2015 Compared with Fiscal 2014
Sales
Changes to sales by major product lines for fiscal years 2015 and 2014 were as follows (dollars in thousands):
   2015 vs. 2014
 2015 2014 
$
Change
 
%
Change
Sales:       
Cardio & Vascular$143,260
 $58,770
 $84,490
 144 %
Cardiac & Neuromodulation356,064
 330,921
 25,143
 8 %
Advanced Surgical, Orthopedics & Portable Medical243,385
 216,339
 27,046
 13 %
Elimination of interproduct line sales(1,744) 
 (1,744) N/A
Total Medical Sales740,965
 606,030
 134,935
 22 %
Non - Medical59,449
 81,757
 (22,308) (27)%
Total sales$800,414

$687,787

$112,627
 16 %
Total 2015 sales increased 16% to $800.4 million. The most significant drivers of this increase were as follows:
Medical
During 2015, our Cardio & Vascular sales increased $84.5 million in comparison to the prior year and includes $88.8 million of sales from Lake Region Medical since the date of acquisition. On an organic constant currency basis, our Cardio & Vascular sales decreased 7% in comparison to 2014 due to the end of life on some legacy products. This decrease was partially offset during the fourth quarter of 2015, as our customers built safety stock in anticipation of our product line transfers to our Tijuana, Mexico facility in the first quarter of 2016.
For 2015, our Cardiac & Neuromodulation sales increased $25.1 million, or 8%, in comparison to 2014 and includes $13.7 million of sales from Lake Region Medical since the date of acquisition. On an organic constant currency basis, our Cardiac & Neuromodulation sales increased 2% in comparison to the prior year primarily due to a neuromodulation customer product launch, which was partially offset by the runoff of end of life products from our legacy cardiac customers.
Fiscal year 2015 Advanced Surgical, Orthopedics & Portable Medical sales increased 13% compared to the same period of 2014 and includes $37.9 million of sales from Lake Region Medical since the date of acquisition. During 2015, this product line continued to be negatively impacted by the weakening Euro, which reduced sales by approximately $14 million in comparison to the prior year. On an organic constant currency basis, our Advanced Surgical, Orthopedics & Portable Medical sales increased 2% in comparison to 2014 primarily due to orthopedics market growth and new customer wins partially offset by lower portable medical sales due to our refocusing this product line’s product offerings to products that have higher profitability.
Non-Medical
Full year 2015 Non-Medical sales declined 27% in comparison to 2014. This decrease was primarily due to the slowdown in the energy markets, which has caused customers to reduce drilling and exploration volumes.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Gross Profit
Changes to Gross Margin were primarily due to the following:
2015-2014
% Point Change
Performance-based compensation(a)
0.9 %
Production efficiencies, volume and mix(b)
0.1 %
Impact of Lake Region acquisition(c)
(5.1)%
Other(0.1)%
Total percentage point change to gross profit as a percentage of sales(4.2)%
(a) Amount represents the change in performance-based compensation versus the prior year period and is recorded based upon the actual results achieved.
(b)Our Gross Margin percentage benefited from production efficiencies gained at our manufacturing facilities as a result of our various lean and supply chain initiatives, which was partially offset by a higher sales mix of lower margin products.
(c)Amount represents the impact to our gross profit percentage related to the acquisition of Lake Region Medical in October 2015 and includes $23.0 million of inventory step-up amortization.
SG&A Expenses
Changes to SG&A expenses were primarily due to the following (in thousands):
 
2015-2014
$ Change
Performance-based compensation(a)
(4,051)
Legal fees(b)
1,569
Impact of Lake Region Medical and CCC acquisitions(c)
14,823
Other(413)
Net increase in SG&A$11,928
(a)Amount represents the change in performance-based compensation versus the prior year and is recorded based upon the actual results achieved.
(b)Amount represents an increase in legal costs in comparison to 2014 and includes higher IP related defense costs. In 2013, we filed suit against one of our Cardiac & Neuromodulation competitors alleging they were infringing on our IP. Costs associated with this litigation accounted for $1.9 million of the increase in SG&A expenses from 2014 to 2015.
(c)Amount represents the incremental SG&A expenses related to the acquisition of Lake Region Medical in October 2015 and CCC acquired in August 2014.

MANAGEMENT’S DISCUSSION AND ANALYSIS

RD&E Expenses, Net
Changes to net RD&E expenses for fiscal years 2015 and 2014 were as follows (in thousands):
 
2015-2014
$ Change
Impact of Lake Region Medical acquisition(a)
$1,838
Performance-based compensation(b)
(2,501)
Customer cost reimbursements(c)
2,357
Other1,456
Net increase in RD&E$3,150
(a)Amount represents the incremental RD&E expenses from Lake Region Medical, which was acquired in October 2015.
(b)Amount represents the change in performance-based compensation versus in comparison to 2014 and is recorded based upon the actual results achieved.
(c)The decrease in customer cost reimbursements relates to the expiration of certain government grants, which we were not eligible to renew, as well as the timing of achievement of customer milestones.
Other Operating Expenses, Net
OOE was comprised of the following for fiscal years 2015 and 2014 (in thousands):
 2015 2014 Change
2014 investments in capacity and capabilities(a)
$23,037
 $8,925
 $14,112
Orthopedic facilities optimization(a)
1,395
 1,317
 78
2013 operating unit realignment(a)

 1,017
 (1,017)
Lake Region Medical consolidations(a)
1,961
 
 1,961
Other consolidation and optimization income(a)

 (71) 71
Acquisition and integration costs(b)
33,449
 3
 33,446
Asset dispositions, severance and other(c)
6,622
 4,106
 2,516
Total other operating expenses, net$66,464
 $15,297
 $51,167
(a)Refer to the “Cost Savings and Consolidation Efforts” section of this Item and Note 13 “Other Operating Expenses, Net” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for disclosures related to the timing and level of remaining expenditures for these initiatives.
(b)During 2015, we incurred $33.1 million in acquisition and integration costs related to the acquisition of Lake Region Medical, consisting primarily of transaction costs and integration costs. Transaction costs primarily relate to change-in-control payments to former Lake Region Medical executives, as well as professional and consulting fees. Integration costs primarily include professional, consulting, severance, retention, relocation, and travel costs.
(b)During 2015 and 2014, we recorded losses in connection with various asset disposals and write-downs. During 2015, we incurred $6.0 million in legal and professional costs in connection with the Spin-off of Nuvectra. During 2014, we incurred $0.9 million of expense related to the separation of our Senior Vice President, Human Resources. Additionally, during 2014, we recorded charges in connection with our business reorganization to align our contract manufacturing operations. Costs incurred primarily related to consulting and IT development.
Interest Expense
Interest expense for 2015 increased $29.3 million in comparison to 2014. This increase was primarily due to the $1.8 billion of debt incurred in connection with the Lake Region Medical acquisition, as well as $9.5 million in transaction costs (i.e. debt commitment fees, interest rate swap termination costs, debt extinguishment charges) incurred in connection with our acquisition of Lake Region Medical. Additionally, the weighted average interest rate on our Senior Secured Credit Facility at the end of 2015 was 5.69% compared to 1.79% for 2014.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Gain on Cost and Equity Method Investments
During 2015, we recognized a $4.7 million gain and received a $3.6 million cash distribution from our equity method investment. During 2014, we sold one of our cost method investments, which resulted in a pre-tax gain of $3.2 million. Our cost and equity method investments are in start-up research and development companies whose fair value is highly subjective in nature and are subject to significant fluctuations.
Other Income, Net
Other income, net primarily includes the impact of foreign currency exchange rate fluctuations on transactions denominated in foreign currencies. We recognized a gain of $1.3 million in 2015 and a gain of $1.3 million in 2014, primarily due to the strengthening of the U.S. dollar relative to the Euro.
Provision (Benefit) for Income Taxes
The effective tax rate for fiscal year 2015 was 51.6% compared to 27.6% for fiscal year 2014. The stand-alone U.S. component of the effective tax rate for 2015 reflected a $13.1 million benefit on $42.1 million of pre-tax book loss (31.2%) versus $18.5 million tax expense on $56.8 million of pre-tax book income (32.6%) for 2014. The foreign source income carries a lower overall effective tax rate than U.S. income. The stand-alone International component of the effective tax rate for 2015 reflected a tax expense of $5.0 million on $26.5 million of pre-tax book income (19.0%) versus a tax expense of $2.6 million on $19.8 million of pre-tax book income (13.3%) for 2014.
The (benefit) provision for income taxes for 2015 differs from the U.S. statutory rate due to the following (dollars in thousands):
 U.S. International Combined
 $ % $ % $ %
Income (loss) before provision for income taxes$(42,166)   $26,466
   $(15,700)  
            
Provision (benefit) at statutory rate$(14,758) 35.0 % $9,263
 35.0 % $(5,495) 35.0 %
Federal tax credits(1,850) 4.4
 
 
 (1,850) 11.8
Foreign rate differential(331) 0.8
 (2,849) (10.8) (3,180) 20.2
Uncertain tax positions(531) 1.3
 
 
 (531) 3.4
State taxes, net of federal benefit(1,490) 3.5
 
 
 (1,490) 9.5
Change in foreign tax rates
 
 (91) (0.3) (91) 0.6
Non-deductible transaction costs4,867
 (11.5)     4,867
 (31.0)
Valuation allowance943
 (2.2) (317) (1.2) 626
 (4.0)
Other6
 
 (968) (3.7) (962) 6.1
Provision (benefit) for income taxes$(13,144) 31.2 % $5,038
 19.0 % $(8,106) 51.6 %
The U.S. component of the rate reflects the impact of non-deductible transaction costs related to the acquisition of Lake Region Medical and the Spin-off, which resulted in a reduction in the overall U.S. benefit of 11.5%. The International component of the rate, which increased from 2014 to 2015, reflects a reduction in the foreign rate differential due to a decrease of taxable profits in lower tax jurisdictions as a result of additional costs incurred for ongoing expansion efforts.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Liquidity and Capital Resources
(dollars in thousands)December 30, 2016 January 1, 2016
Cash and cash equivalents$52,116
 $82,478
Working capital$332,087
 $360,764
Current ratio2.79
 2.69
The decrease in cash and cash equivalents from the end of fiscal year 2015 was primarily due to the $76.3 million of cash divested with the Spin-off, which was funded with cash on hand, as well as $55.0 million of borrowings on our revolving line of credit. Additionally, cash flows from operating activities for 2016 were $105.5 million, which were used to fund property, plant and equipment purchases of $58.6 million, as well as the repayment of $46.0 million on our outstanding debt. The decrease in working capital from the end of fiscal year 2015 was primarily driven by our key strategic priority to reduce inventory levels in order to improve our cash conversion cycle, generate cash, and to pay down debt. Of the $52.1 million of cash and cash equivalents on hand as of December 30, 2016, $21.9 million is being held at our foreign subsidiaries and is considered permanently reinvested.
Credit Facilities - As of December 30, 2016, we had senior secured credit facilities (the “Senior Secured Credit Facilities”) that consist of (i) a $200 million revolving credit facility (the “Revolving Credit Facility”), which had $40 million drawn as of December 30, 2016, (ii) a $356 million term loan A facility (the “TLA Facility”), and (iii) a $1,015 million term loan B facility (the “TLB Facility”). Additionally, as of December 30, 2016, we had $360 million aggregate principal amount of 9.125% senior notes due on November 1, 2023 (the “Senior Notes”) outstanding. The Revolving Credit Facility will mature on October 27, 2020, the TLA Facility will mature on October 27, 2021 and the TLB Facility will mature on October 27, 2022. The Senior Secured Credit Facilities include a mandatory prepayment provision customary for credit facilities of its nature.
The Revolving Credit Facility and TLA Facility contain financial covenants, which were amended in the fourth quarter of 2016. Pursuant to the amendment, the maximum total net leverage ratio stepped down to 6.25:1.0 beginning in the fourth fiscal quarter of 2016 until and including the fourth fiscal quarter for 2017, and will gradually decline to 4.0:1.0 by the second fiscal quarter of 2020. Additionally, pursuant to the amendment, the minimum interest coverage ratio dropped to 2.5:1.0 beginning in the fourth fiscal quarter of 2016 until and including the fourth fiscal quarter of 2017. For fiscal quarters in 2018 and 2019, the interest coverage ratio will rise to 2.75:1.0 and 3.0:1.0, respectively. As of December 30, 2016, our total net leverage ratio, calculated in accordance with our credit agreement, was approximately 5.84 to 1.00. For the twelve month period ended December 30, 2016, our ratio of adjusted EBITDA to interest expense, calculated in accordance with our credit agreement, was approximately 2.85 to 1.00.
Failure to comply with these financial covenants would result in an event of default as defined under the Revolving Credit Facility and TLA Facility unless waived by the lenders. An event of default may result in the acceleration of our indebtedness. As a result, management believes that compliance with these covenants is material to us. As of December 30, 2016, we were in full compliance with the financial covenants described above. However, a significant increase in the LIBOR interest rate (i.e. above 1%) and/or a continued decline in our operating performance, and in particular our sales and/or adjusted EBITDA, could result in our inability to meet these financial covenants and lead to an event of default if a waiver or amendment could not be obtained from our lenders. As of December 30, 2016, our adjusted EBITDA would have to decline by more than $19 million, or approximately 7%, in order for us to not be in compliance with our financial covenants.
The Revolving Credit Facility is supported by a consortium of thirteen lenders with no lender controlling more than 27% of the facility. As of December 30, 2016, the banks supporting 88% of the Revolving Credit Facility each had an S&P credit rating of at least BBB+ or better, which is considered investment grade. The banks which support the remaining 12% of the Revolving Credit Facility are not currently being rated.
Refer to Note 9 “Debt” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for further description of our outstanding debt.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Summary of Cash Flow
The following is a summary of cash flow information (in thousands) for fiscal years 2016 and 2015:
 2016 2015
Cash provided by (used in):   
Operating activities105,532
 12,479
Investing activities(63,300) (473,559)
Financing activities(72,146) 467,910
Effect of foreign currency exchange rates on cash and cash equivalents(448) (1,176)
Net change in cash and cash equivalents(30,362) 5,654
Operating Activities - The $93.1 million increase in cash provided was due to a $53.3 million increase in cash flow provided by working capital and a $39.7 million increase in cash net income. The increase in cash flow from working capital accounts primarily related to a $47.9 increase in cash flow from inventory in comparison to the prior year. One of our key strategic priorities is to reduce our working capital levels, and in particular inventory levels, to improve our cash conversion cycle. Additionally, we have successfully extended payment terms with many key supply chain partners, which should also improve our cash conversion cycle.
Investing Activities - The $63.3 million in net cash used in 2016 consisted primarily of $58.6 million for the purchase of property, plant, and equipment. The $473.6 million in net cash used in 2015 primarily related to the acquisition of Lake Region Medical ($423.4 million) and the purchase of property, plant, and equipment ($44.6 million). Our current expectation is that capital spending for 2017 will be in the range of $50 million to $60 million, of which approximately half is discretionary in nature. We anticipate that cash on hand, cash flows from operations and available borrowing capacity under our Revolving Credit Facility will be sufficient to fund these capital expenditures.
Financing Activities - The $72.1 million in net cash used in 2016 consisted primarily of $76.3 million of cash that was divested with the Spin-off, which was funded with $57 million borrowed under our Revolving Credit Facility and cash on hand. During 2016, we repaid $46.0 million on our outstanding borrowings, which was $17 million above the minimum payments. The $467.9 million of net cash provided in 2015 primarily related to the net debt borrowed and repaid in connection with the Lake Region Medical acquisition, including debt issuance costs of $471.6 million.
Capital Structure - As of December 30, 2016, our capital structure consists of $1.77 billion of principal outstanding under our Senior Secured Credit Facilities and Senior Notes and 30.9 million shares of common stock outstanding. If necessary, we currently have access to $151.1 million under our Revolving Credit Facility. This amount may vary from period to period based upon our debt and EBITDA levels, which impacts the covenant calculations discussed above. If necessary, we are also authorized to issue 100 million shares of common stock and 100 million shares of preferred stock. As of December 30, 2016, our debt service obligations for 2017, consisting of principal and interest on our outstanding debt, are estimated to be approximately $133 million.
Based on current expectations, we believe that our projected cash flows provided by operations, available cash and cash equivalents and potential borrowings under the Revolving Credit Facility are sufficient to meet our working capital, debt service and capital expenditure requirements for the next twelve months. If our future financing needs increase, we may need to arrange additional debt or equity financing. Accordingly, we evaluate and consider from time to time various financing alternatives to supplement our financial resources. However, we cannot be assured that we will be able to enter into any such arrangements on acceptable terms or at all. We believe we have clear line of sight to our debt reduction initiatives, with an ultimate goal of de-levering the Company to 3.5X to 3X adjusted EBITDA.
Non-Guarantor Information – For the year ended December 30, 2016, after giving pro forma effect to the completion of the Lake Region Medical acquisition and Spin-off, the non-Guarantors of our credit facilities represented approximately 30% and 41% of our revenue and EBITDA, respectively. In addition, as of December 30, 2016, the non-Guarantors of our credit facilities held approximately 26% of our total tangible assets and 3% of our total tangible liabilities. Tangible assets consist of total assets less intangible assets, intercompany receivables, and deferred taxes. Tangible liabilities consist of total liabilities less intercompany payables and deferred taxes.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements within the meaning of Item 303(a)(4) of Regulation S-K.

MANAGEMENT’S DISCUSSION AND ANALYSIS

Contractual Obligations
Presented below is a summary of contractual obligations and other minimum commitments as of December 30, 2016. Refer to Note 15 “Commitments and Contingencies” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information regarding self-insurance liabilities, which are not reflected in the table below.
 Payments due by period
 Total Less than 1 year 1-3 years 3-5 years More than 5 years
Total debt obligations$1,771,000
 $31,344
 $88,469
 $327,687
 $1,323,500
Interest on debt(a)
606,765
 101,990
 198,820
 189,671
 116,284
Operating lease obligations(b)
77,300
 13,486
 23,340
 16,636
 23,838
Foreign currency contracts(b)
24,654
 24,654
 
 
 
Defined benefit plan obligations(c)
3,073
 261
 457
 467
 1,888
Other(d)
49,982
 47,092
 2,870
 20
 
Total$2,532,774
 $218,827
 $313,956
 $534,481
 $1,465,510
(a)Interest payments in the table above reflect the contractual interest payments on our outstanding debt based upon the balance outstanding and applicable interest rates at December 30, 2016, and exclude the impact of the debt discount amortization and impact of interest rate swap agreements. Refer to Note 9 “Debt” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information regarding long-term debt.
(b)Refer to Note 15 “Commitments and Contingencies” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information about our operating lease obligations and foreign currency contracts.
(c)Refer to Note 10 “Benefit Plans” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information about our defined benefit plan obligations.
(d)We have included inventory purchase commitments which are legally binding and specify minimum purchase quantities. These commitments do not include open purchase orders.
This table does not reflect $10.6 million of unrecognized tax benefits, as we are uncertain if or when such amounts may be settled. Refer to Note 14 “Income Taxes” of the Notes to Consolidated Financial Statements in Item 8 of this report for additional information about these unrecognized tax benefits.
Impact of Recently Issued Accounting Standards
In the normal course of business, we evaluate all new accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”), Securities and Exchange Commission (“SEC”), or other authoritative accounting bodies to determine the potential impact they may have on our Consolidated Financial Statements. Refer to Note 1 “Summary of Significant Accounting Policies” of the Notes to Consolidated Financial Statements contained in Item 8 of this report for additional information about these recently issued accounting standards and their potential impact on our financial condition or results of operations.
 
ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
MARKET RISK
In the normal course of business, we are exposed to market risk primarily due to changes in foreign currency exchange rates and interest rates. Changes in these rates could result in fluctuations in our earnings and cash flows. We regularly assess these risks and have established policies and business practices to help protect against the adverse effects of these and other potential exposures. However, fluctuations in foreign currency exchange rates and interest rates could have a significant impact, positive or negative, on our financial results in the future.



Foreign Currency Exchange Rate Risk
We have foreign operations in Ireland, Germany, France,Israel, Malaysia, Mexico, Switzerland, Mexico,and Uruguay and Malaysia which expose us to foreign currency exchange rate fluctuations due to transactions denominated in Euros, Israeli shekels, Malaysian ringgits, Mexican pesos, Swiss francs, Mexican pesos,and Uruguayan pesos, and Malaysian ringgits.respectively. We continuously evaluate our foreign currency risk, and we use operational hedges, as well as forward currency exchange rate contracts, to manage the impact of currency exchange rate fluctuations on earnings and cash flows. We do not enter into currency exchange rate derivative instruments for speculative purposes. A hypothetical 10% change in the value of the U.S. dollar in relation to our most significant foreign currency exposures would have had an impact of approximately $12$5 million on our 20162019 annual sales. This amount is not indicative of the hypothetical net earnings impact due to the partially offsetting impacts on cost of sales and operating expenses in those currencies. We estimate that foreign currency exchange rate fluctuations during 20162019 decreased sales in comparison to 20152018 by approximately $1$2.6 million.
We have historically entered into forward contractshad currency derivative instruments outstanding in the notional amount of $11.2 million as of December 31, 2019 and $55.7 million as of December 28, 2018. As of December 31, 2019 and December 28, 2018, we recorded a $0.7 million asset and $0.7 million liability, respectively, to purchase Mexican pesos in order to hedgerecognize the riskfair value of peso-denominated payments associated withthese derivative instruments on our operations in Mexico. These forward contracts are accounted for as cash flow hedges.Consolidated Balance Sheets. The amountamounts recorded during 20162019 related to our forward contracts was an increasewere a decrease in Sales of $1.3 million and a decrease in Cost of Sales of $3.5 million. As of December 30, 2016, this contract has a negative fair value of $2.1$1.5 million. Refer to Note 15 “Commitments17 “Financial Instruments and Contingencies��Fair Value Measurements” to the Consolidated Financial Statements contained in Item 8 of this report for additional information regarding our outstanding forward contracts.
To the extent that our monetary assets and liabilities, including short-term and long-term intercompany loans, are recorded in a currency other than the functional currency of the subsidiary, these amounts are remeasured each period at the period-end exchange rate, with the resulting gain or loss being recorded in Other Income,(Income) Loss, Net, in the Consolidated Statements of Operations and Comprehensive Income (Loss).Operations. Net foreign currency transaction gains and losses included in Other Income,(Income) Loss, Net, amounted to a gainloss of $4.9$0.04 million for 20162019 and a loss of $1.6 million for 2018. The loss in 2018 was primarily related to the remeasurement of intercompany loans and the strengtheningfluctuations of the U.S. dollar relative to the Euro. A hypothetical 10% changeDuring 2017 and 2018, we took steps to eliminate the majority of these intercompany balances, resulting in the value of the U.S. dollar in relation to our most significantsignificantly lower foreign currency monetary assets and liabilities would have had an impact of approximately $4 million on our Other Income, Net for 2016.exchange rate losses in 2019 compared to 2018.
We translate all assets and liabilities of our foreign operations where the U.S. dollar is not the functional currency at the period-end exchange rate and translate sales and expenses at the average exchange rates in effect during the period. The net effect of these translation adjustments is recorded in the Consolidated Financial Statements as Comprehensive Income (Loss). The translation adjustment for 20162019 was a $19.3$7.9 million loss and primarily related to the strengthening of the U.S. dollar relative to the Euro. Translation adjustments are not adjusted for income taxes as they relate to permanent investments in our foreign subsidiaries. A hypothetical 10% change in the value of the U.S. dollar in relation to our most significant foreign currency net assets would have had an impact of approximately $46$33 million on our foreign net assets as of December 30, 2016.31, 2019.
Interest Rate Risk
We regularly monitor interest rate risk attributable to both our outstanding or forecasted debt obligations as well as our offsetting hedge positions and may take steps to mitigate these exposures as appropriate.obligations. From time to time, we enter into interest rate swap agreements in order to hedge against potentialreduce the cash flow risk caused by interest rate changes in cash flows on our outstanding variablefloating rate debt.
During 2016, we entered into a one year $250 million interest rate swap and a three year $200 million interest rate swap to hedge against potential changes in cash flows on our outstanding variable rate debt, which are indexed to the one-month LIBOR rate. The variable rate received on the interest rate swaps and the variable rate paid on the variable rate debt will have the same rate of interest, excluding the credit spread, and will reset and pay interest on the same day. The swaps are being accounted for as cash flow hedges. The amount recorded during 2016 related to our interest rate swaps was an increase to Interest Expense of $0.1 million. As of December 30, 2016, these swaps have a positive fair value of $3.5 million.borrowings.
As of December 30, 2016,31, 2019, we had $1.77 billion$825 million in principal amount outstanding on our debt.of debt outstanding. Interest rates on our Revolving Credit Facility, TLA Facility and TLB Facility, reset, at our option, based upon the prime rate or LIBOR rate, thus subjecting us to interest rate risk. Our TLB Facility has a 1.00% LIBOR floor, thus is only variable when LIBOR interest rates are above 1.00%. Our Senior Notes haveA hypothetical one percentage point (100 basis points) change in the LIBOR rate on the $160 million of unhedged variable rate debt outstanding at December 31, 2019 would increase our interest expense by approximately $2 million.
As of December 31, 2019, approximately 20% of our principal amount of debt outstanding was subject to variable rates, in comparison to approximately80% as of December 28, 2018.  During 2019, we entered into interest rate swap agreements that we expect will further reduce our exposure to fluctuations in the LIBOR rate.  These swap agreements convert $465 million of our outstanding debt to fixed rate indebtedness for the next three to six months, as well as extended our $200 million interest rate swap for an additional three years.
Under these swap agreements, we pay a fixed rate of interest rate. and receive a floating rate equal to one-month LIBOR. The variable rate received from the swap agreements and the variable rate paid on the outstanding debt will have the same rate of interest, excluding the credit spread, and will reset and pay interest on the same date. The amount recorded during 2019 related to these interest rate swaps was a reduction of $1.6 million to Interest Expense. The swaps are being accounted for as cash flow hedges. As of December 31, 2019, these swaps had an unfavorable fair value of $3.1 million.
Refer to Note 98 “Debt” and Note 17 “Financial Instruments and Fair Value Measurements” of the Notes to the Consolidated Financial Statements in Item 8 of this report for additional information about our outstanding debt. A hypothetical one percentage point (100 basis points) increase in the LIBORdebt and interest rate on the $1.2 billion of unhedged variable rate debt outstanding at December 30, 2016 would increase our interest expense by approximately $9 million.swap agreements, respectively.

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ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 
INTEGER HOLDINGS CORPORATION
Index to Consolidated Financial Statements
 Page
Management’s Report on Internal Control Over Financial Reporting........................................................................................................................................................................
  
Reports of Independent Registered Public Accounting Firm....................................................................................................................................................................................................
  
Consolidated Balance Sheets as of December 30, 201631, 2019 and January 1, 2016........................................................................December 28, 2018...................................................................
  
Consolidated Statements of Operations and Comprehensive Income (Loss) for the years ended December 30, 2016, January 1, 201631, 2019, December 28, 2018 and January 2, 2015......................................................................................................................................
    December 29, 2017..............................................................................................................................................................
  
Consolidated Statements of Comprehensive Income for the years ended December 31, 2019, December 28, 2018
    and December 29, 2017........................................................................................................................................................
Consolidated Statements of Cash Flows for the years ended December 30, 2016, January 1, 201631, 2019, December 28, 2018 and January 2, 2015....
    December 29, 2017..............................................................................................................................................................
  
Consolidated Statements of Stockholders’ Equity for the years ended December 30, 2016, January 1, 201631, 2019, December 28, 2018
    and January 2, 2015.......................................................................................................................................................................December 29, 2017........................................................................................................................................................
  
Notes to Consolidated Financial Statements......................................................................................................................................................................................................................................................









- 42 -





MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
The Company’s certifying officers are responsible for establishing and maintaining adequate internal control over financial reporting. The Company’s internal control over financial reporting is designed and maintained under the supervision of its certifying officers to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s consolidated financial statements for external reporting purposes in accordance with accounting principles generally accepted in the United States of America.
As of December 30, 2016,31, 2019, management conducted an assessment of the effectiveness of the Company’s internal control over financial reporting based on the framework established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management has determined that the Company’s internal control over financial reporting as of December 30, 201631, 2019 is effective. As permitted by guidance issued by the Securities and Exchange Commission, management excluded from its assessment of its system of internal control over financial reporting the operations associated with the assets acquired from US BioDesign, LLC, which were acquired on October 7, 2019. The acquired assets and operations constitute 1% of net assets, less than 1% of total assets, less than 1% of sales, and less than 1% of net income of the consolidated financial statement amounts as of and for the year ended December 31, 2019.
The effectiveness of internal control over financial reporting as of December 30, 201631, 2019 has been audited by Deloitte & Touche LLP, the Company’s independent registered public accounting firm.
Dated: February 28, 201720, 2020
 
/s/ Thomas J. HookJoseph W. Dziedzic  /s/ Michael DinkinsJason K. Garland
Thomas J. HookJoseph W. Dziedzic  Michael DinkinsJason K. Garland
President & Chief Executive Officer  Executive Vice President & Chief Financial Officer



- 43 -





REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors and Stockholders of
Integer Holdings Corporation
Frisco, TexasOpinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Integer Holdings Corporation and subsidiaries (the “Company”) as of December 30, 2016,31, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements and financial statement schedule as of and for the year ended December 31, 2019 of the Company and our report dated February 20, 2020 expressed an unqualified opinion on those consolidated financial statements and financial statement schedule and included an explanatory paragraph regarding the Company’s adoption of a new accounting standard.
As described in Management’s Report on Internal Control Over Financial Reporting, management excluded from its assessment the internal control over financial reporting at US BioDesign, LLC, which was acquired on October 7, 2019, and whose financial statements constitute 1% and less than 1% of net and total assets, respectively, less than 1% of sales, and less than 1% of net income of the consolidated financial statement amounts as of and for the year ended December 31, 2019. Accordingly, our audit did not include the internal control over financial reporting at US BioDesign, LLC.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed by, or under the supervision of, the company’s principal executive and principal financial officers, or persons performing similar functions, and effected by the company’s board of directors, management, and other personnel 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of theits inherent limitations, of internal control over financial reporting including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be preventedprevent or detected on a timely basis.detect misstatements. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 30, 2016, based on the criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated financial statements and consolidated financial statement schedule as of and for the year ended December 30, 2016 of the Company and our report dated February 28, 2017 expressed an unqualified opinion on those consolidated financial statements and consolidated financial statement schedule.
/s/ Deloitte & Touche LLP
Williamsville, New York
February 28, 201720, 2020

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the stockholders and the Board of Directors and Stockholders of
Integer Holdings Corporation
Frisco, TexasOpinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Integer Holdings Corporation and subsidiaries (the “Company”) as of December 30, 201631, 2019 and January 1, 2016, andDecember 28, 2018, the related consolidated statements of operations, and comprehensive income, (loss), cash flows, and stockholders’ equity for each of the three years in the period ended December 30, 2016. Our audits also included31, 2019, December 28, 2018, and December 29, 2017, and the consolidated financial statementrelated notes and the schedule listed in the Index at Item 15. These consolidated financial statements and consolidated financial statement schedule are15 (collectively referred to as the responsibility of the Company’s management. Our responsibility is to express an opinion on the consolidated financial statements and consolidated financial statement schedule based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States)“financial statements”). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such consolidatedthe financial statements present fairly, in all material respects, the financial position of the Company as of December 30, 201631, 2019 and January 1, 2016,December 28, 2018, and the results of its operations and its cash flows for each of the three years in the period ended December 30, 2016,31, 2019, December 28, 2018, and December 29, 2017, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, such consolidated financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 30, 2016,31, 2019, based on the criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 28, 201720, 2020 expressed an unqualified opinion on the Company’s internal control over financial reporting.
Change in Accounting Principle
As discussed in Note 1 to the financial statements, the Company has changed its method of accounting for leases in fiscal year 2019 due to the adoption of Accounting Standards Update No. 2016-02, Leases (Topic 842), as amended, using the option to not restate comparative periods and apply the standard as of the date of initial application.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Inventories - Refer to Notes 1 and 4 to the financial statements
Critical Audit Matter Description
Inventories are stated at the lower of cost, determined using the first-in first-out method, or net realizable value. The valuation of inventory requires the Company to estimate obsolete or excess inventory, as well as inventory that is not of saleable quality. Variations in assumptions used could have a material impact to the amount of write-downs for excess, obsolete or expired inventory. A significant change in the timing or level of demand for specific products may result in recording material adjustments for excess, obsolete or expired inventory in the future.
Because the calculation for the valuation of the obsolete or excess inventory, as well as inventory that is not of saleable quality involved the use of both future customer orders and forecasted demand expectations to determine the timing or level of demand for the specific product, auditing the valuation of the reserve involved especially subjective judgment.


How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the valuation of obsolete or excess inventory, as well as inventory that is not of saleable quality, included the following, among others:
We tested the effectiveness of controls over management’s review of the periodic calculation of the valuation for slow moving, excess, and obsolete inventory.
We tested management’s process for determining the valuations of inventory, including:
We tested the accuracy and completeness of the source information underlying the determination of the valuation for slow moving, excess, and obsolete inventory.
We tested the demand forecasts by obtaining documentation to support customer orders, contracts, historical and future sales that corroborate the amount stated for demand.
We evaluated whether the methodology and assumptions applied by management are reasonable and consistent with the nature of the inventory.
We performed a retrospective review of the prior-year estimates for slow moving, excess, and obsolete inventories to determine whether management’s judgments and assumptions relating to those estimates indicate a possible bias.
Other Intangible Assets, Net - Lake Region Medical Tradename - Refer to Notes 1 and 6 to the financial statements
Critical Audit Matter Description
The carrying value of the Lake Region Medical tradename intangible asset was $70 million as of December 31, 2019. The Company assesses its indefinite-lived intangible assets for impairment at least annually by comparing the fair value of the indefinite-lived asset to the carrying value. The fair value of the tradename is estimated using the relief-from-royalty method. The determination of the fair value requires management to make estimates and use assumptions, including those assumptions related to royalty rates for similar transactions and the discount rate to estimate the net present value of cash flows that would be derived from the royalties. Changes in these assumptions could have a significant impact on the fair value of the Lake Region Medical tradename asset and a significant change in fair value could cause a material impairment of the asset.
Given the determination of fair value of the Lake Region Medical tradename asset requires management to make significant estimates and assumptions relating to the selection of royalty and discount rates, performing audit procedures to evaluate the reasonableness of such estimates and assumptions required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the assumptions used for the selection of the royalty rate and discount rate, included the following, among others:
We performed sensitivity analysis of significant assumptions to evaluate changes in the fair value of the Lake Region Medical tradename asset that would result from changes in the assumptions.
We tested the effectiveness of controls over management’s intangible asset impairment evaluation, including those over the determination of the fair value of the Lake Region Medical tradename asset, such as controls related to management’s selection of the royalty and discount rates.
With the assistance of our fair value specialists, we evaluated the reasonableness of the royalty rate and discount rate by:
Testing the source information underlying the determination of the royalty and discount rates and the mathematical accuracy of the calculation.
Developing a range of independent estimates and comparing those to both market and industry data as well as to the royalty and discount rates selected by management.
/s/ Deloitte & Touche LLP
Williamsville, New York
February 28, 201720, 2020
We have served as the Company’s auditor since 1985.

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INTEGER HOLDINGS CORPORATION
CONSOLIDATED BALANCE SHEETS
(in thousands except share and per share data)December 30,
2016
 January 1,
2016
ASSETS   
Current assets:   
Cash and cash equivalents$52,116
 $82,478
Accounts receivable, net of allowance for doubtful accounts of $0.7 million and $1.0 million, respectively204,626
 207,342
Inventories225,151
 252,166
Refundable income taxes13,388
 11,730
Prepaid expenses and other current assets22,026
 20,888
Total current assets517,307
 574,604
Property, plant and equipment, net372,042
 379,492
Amortizing intangible assets, net849,772
 893,977
Indefinite-lived intangible assets90,288
 90,288
Goodwill967,326
 1,013,570
Deferred income taxes3,970
 3,587
Other assets31,838
 26,618
Total assets$2,832,543
 $2,982,136
LIABILITIES AND STOCKHOLDERS’ EQUITY   
Current liabilities:   
Current portion of long-term debt$31,344
 $29,000
Accounts payable77,896
 84,362
Income taxes payable3,699
 3,221
Accrued expenses72,281
 97,257
Total current liabilities185,220
 213,840
Long-term debt1,698,819
 1,685,053
Deferred income taxes208,579
 221,804
Other long-term liabilities14,686
 10,814
Total liabilities2,107,304
 2,131,511
Commitments and contingencies (Note 15)
 
Stockholders’ equity:   
Preferred stock, $0.001 par value, authorized 100,000,000 shares; no shares issued or outstanding
 
Common stock, $0.001 par value; 100,000,000 shares authorized; 31,059,038 and 30,664,119 shares issued, respectively; 30,925,496 and 30,601,167 shares outstanding, respectively31
 31
Additional paid-in capital637,955
 620,470
Treasury stock, at cost, 133,542 and 62,952 shares, respectively(5,834) (3,100)
Retained earnings109,087
 231,854
Accumulated other comprehensive income (loss)(16,000) 1,370
Total stockholders’ equity725,239
 850,625
Total liabilities and stockholders’ equity$2,832,543
 $2,982,136
The accompanying notes are an integral part of these consolidated financial statements.


INTEGER HOLDINGS CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE INCOME (LOSS)
 Fiscal Year Ended
(in thousands except per share data)December 30,
2016
 January 1,
2016
 January 2,
2015
Sales$1,386,778
 $800,414
 $687,787
Cost of sales1,008,479
 565,279
 456,389
Gross profit378,299
 235,135
 231,398
Operating expenses:     
Selling, general and administrative expenses153,291
 102,530
 90,602
Research, development and engineering costs, net55,001
 52,995
 49,845
Other operating expenses, net61,737
 66,464
 15,297
Total operating expenses270,029
 221,989
 155,744
Operating income108,270
 13,146
 75,654
Interest expense111,270
 33,513
 4,252
(Gain) loss on cost and equity method investments, net833
 (3,350) (4,370)
Other income, net(5,018) (1,317) (807)
Income (loss) before provision (benefit) for income taxes1,185
 (15,700) 76,579
Provision (benefit) for income taxes(4,776) (8,106) 21,121
Net income (loss)$5,961
 $(7,594) $55,458
Earnings (loss) per share:     
Basic$0.19
 $(0.29) $2.23
Diluted$0.19
 $(0.29) $2.14
Weighted average shares outstanding:     
Basic30,778
 26,363
 24,825
Diluted30,973
 26,363
 25,975
      
Comprehensive Income (Loss)     
Net income (loss)$5,961
 $(7,594) $55,458
Other comprehensive loss:     
Foreign currency translation loss(19,269) (7,841) (3,502)
Net change in cash flow hedges, net of tax2,478
 108
 (1,359)
Defined benefit plan liability adjustment, net of tax(579) (20) (374)
Other comprehensive loss, net(17,370) (7,753) (5,235)
Comprehensive income (loss)$(11,409) $(15,347) $50,223
(in thousands except share and per share data)December 31,
2019
 December 28,
2018
ASSETS   
Current assets:   
Cash and cash equivalents$13,535
 $25,569
Accounts receivable, net of allowance for doubtful accounts of $2.4 million and $0.6 million, respectively191,985
 185,501
Inventories167,256
 190,076
Contract assets24,767
 
Prepaid expenses and other current assets17,852
 15,104
Total current assets415,395
 416,250
Property, plant and equipment, net246,185
 231,269
Goodwill839,617
 832,338
Other intangible assets, net775,784
 812,338
Deferred income taxes4,438
 3,937
Operating lease assets42,379
 
Other assets29,295
 30,549
Total assets$2,353,093
 $2,326,681
LIABILITIES AND STOCKHOLDERS’ EQUITY   
Current liabilities:   
Current portion of long-term debt$37,500
 $37,500
Accounts payable64,975
 57,187
Income taxes payable3,023
 9,393
Operating lease liabilities7,507
 
Accrued expenses and other current liabilities66,073
 60,490
Total current liabilities179,078
 164,570
Long-term debt777,272
 888,007
Deferred income taxes187,978
 203,910
Operating lease liabilities37,114
 
Other long-term liabilities19,163
 9,701
Total liabilities1,200,605
 1,266,188
Commitments and contingencies (Note 13)

 

Stockholders’ equity:   
Preferred stock, $0.001 par value, authorized 100,000,000 shares; no shares issued or outstanding
 
Common stock, $0.001 par value; 100,000,000 shares authorized; 32,847,017 and 32,624,494 shares issued, respectively; 32,700,471 and 32,473,167 shares outstanding, respectively33
 33
Additional paid-in capital701,018
 691,083
Treasury stock, at cost, 146,546 and 151,327 shares, respectively(8,809) (8,125)
Retained earnings440,258
 344,498
Accumulated other comprehensive income19,988
 33,004
Total stockholders’ equity1,152,488
 1,060,493
Total liabilities and stockholders’ equity$2,353,093
 $2,326,681
The accompanying notes are an integral part of these consolidated financial statements.


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INTEGER HOLDINGS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWSOPERATIONS
 Fiscal Year Ended
(in thousands)December 30, 2016 January 1, 2016 January 2, 2015
Cash flows from operating activities:     
Net income (loss)$5,961
 $(7,594) $55,458
Adjustments to reconcile net income (loss) to net cash provided by operating activities:     
Depreciation and amortization90,524
 44,632
 37,197
Debt related charges included in interest expense7,278
 11,320
 773
Inventory step-up amortization
 22,986
 260
Stock-based compensation8,408
 9,376
 13,186
Non-cash (gain) loss on cost and equity method investments1,495
 275
 (4,370)
Other non-cash (gains) losses5,216
 1,093
 (3,214)
Deferred income taxes(7,350) (10,298) 531
Changes in operating assets and liabilities, net of acquisitions:     
Accounts receivable(2,169) 3,684
 (11,731)
Inventories22,170
 (25,752) (6,726)
Prepaid expenses and other assets(3,846) (1,861) (3,281)
Accounts payable(1,127) 3,129
 (970)
Accrued expenses(13,935) (28,605) 1,214
Income taxes payable(7,093) (9,906) 2,949
Net cash provided by operating activities105,532
 12,479
 81,276
Cash flows from investing activities:     
Acquisition of property, plant and equipment(58,632) (44,616) (24,827)
Proceeds from sale of property, plant and equipment347
 746
 4
Proceeds from sale (purchase of) cost and equity method investments(3,015) (6,300) 2,248
Acquisitions, net of cash acquired
 (423,389) (16,002)
Other investing activities(2,000) 
 2,655
Net cash used in investing activities(63,300) (473,559) (35,922)
Cash flows from financing activities:     
Principal payments of long-term debt(46,000) (1,232,175) (10,000)
Proceeds from issuance of long-term debt57,000
 1,749,750
 
Issuance of common stock2,821
 6,583
 8,278
Payment of debt issuance costs(1,177) (45,933) 
Distribution of cash and cash equivalents to Nuvectra Corporation(76,256) 
 
Purchase of non-controlling interests(6,818) (9,875) 
Other financing activities(1,716) (440) (655)
Net cash provided by (used in) financing activities(72,146) 467,910
 (2,377)
Effect of foreign currency exchange rates on cash and cash equivalents(448) (1,176) (1,618)
Net increase (decrease) in cash and cash equivalents(30,362) 5,654
 41,359
Cash and cash equivalents, beginning of year82,478
 76,824
 35,465
Cash and cash equivalents, end of year$52,116
 $82,478
 $76,824
 Fiscal Year Ended
(in thousands except per share data)December 31,
2019
 December 28,
2018
 December 29,
2017
Sales$1,258,094
 $1,215,012
 $1,136,080
Cost of sales903,084
 852,347
 782,070
Gross profit355,010
 362,665
 354,010
Operating expenses:     
Selling, general and administrative expenses138,695
 142,441
 143,073
Research, development and engineering costs46,529
 48,604
 48,850
Other operating expenses12,151
 16,065
 36,438
Total operating expenses197,375
 207,110
 228,361
Operating income157,635
 155,555
 125,649
Interest expense52,545
 99,310
 63,972
(Gain) loss on equity investments, net475
 (5,623) 1,565
Other (income) loss, net(578) 752
 10,853
Income from continuing operations before taxes105,193
 61,116
 49,259
Provision (benefit) for income taxes13,975
 14,083
 (37,828)
Income from continuing operations$91,218
 $47,033
 $87,087
      
Discontinued operations:     
Income (loss) from discontinued operations before taxes5,296
 188,313
 (27,432)
Provision (benefit) for income taxes178
 67,382
 (7,024)
Income (loss) from discontinued operations$5,118
 $120,931
 $(20,408)
      
Net income$96,336
 $167,964
 $66,679
      
Basic earnings (loss) per share:     
Income from continuing operations$2.80
 $1.46
 $2.77
Income (loss) from discontinued operations0.16
 3.76
 (0.65)
Basic earnings per share2.95
 5.23
 2.12
      
Diluted earnings (loss) per share:     
Income from continuing operations$2.76
 $1.44
 $2.72
Income (loss) from discontinued operations0.15
 3.71
 (0.64)
Diluted earnings per share2.92
 5.15
 2.08
      
Weighted average shares outstanding:     
Basic32,627
 32,136
 31,402
Diluted33,037
 32,596
 32,056
The accompanying notes are an integral part of these consolidated financial statements.


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INTEGER HOLDINGS CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITYCOMPREHENSIVE INCOME
 Common Stock 
Additional
Paid-In
Capital
 
Treasury
Stock
 
Retained
Earnings
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Total
Stockholders’
Equity
(in thousands)Shares Amount  Shares Amount   
Balance at January 3, 201424,459
 $24
 $344,915
 (37) $(1,232) $183,990
 $14,358
 $542,055
Comprehensive income:               
Net income
 
 
 
 
 55,458
 
 55,458
Other comprehensive loss, net
 
 
 
 
 
 (5,235) (5,235)
Share-based compensation plans:               
Stock-based compensation
 
 8,921
 
 
 
 
 8,921
Net shares issued (acquired)640
 1
 7,754
 (86) (4,290) 
 
 3,465
Excess tax benefit on share-based compensation
 
 4,357
 
 
 
 
 4,357
Shares contributed to 401(k) Plan
 
 126
 95
 4,215
 
 
 4,341
Balance at January 2, 201525,099
 25
 366,073
 (28) (1,307) 239,448
 9,123
 613,362
Comprehensive loss:               
Net loss
 
 
 
 
 (7,594) 
 (7,594)
Other comprehensive loss, net
 
 
 
 
 
 (7,753) (7,753)
Share-based compensation plans:               
Stock-based compensation
 
 9,364
 
 
 
 
 9,364
Net shares issued (acquired)585
 1
 5,764
 (107) (5,261) 
 
 504
Excess tax benefit on share-based compensation
 
 5,639
 
 
 
 
 5,639
Shares contributed to 401(k) Plan
 
 452
 72
 3,468
 
 
 3,920
Shares issued in connection with acquisition4,980
 5
 245,363
 
 
 
 
 245,368
Roll-over options issued in connection with acquisition
 
 4,508
 
 
 
 
 4,508
Purchase of non-controlling interests in subsidiaries
 
 (16,693) 
 
 
 
 (16,693)
Balance at January 1, 201630,664
 31
 620,470
 (63) (3,100) 231,854
 1,370
 850,625
Comprehensive loss:    

         

Net income
 
 
 
 
 5,961
 
 5,961
Other comprehensive loss, net
 
 
 
 
 
 (17,370) (17,370)
Share-based compensation plans:               
Stock-based compensation
 
 8,408
 
 
 
 
 8,408
Net shares issued (acquired)395
 
 1,570
 (71) (2,734) 
 
 (1,164)
Excess tax benefit on share-based compensation
 
 2,266
 
 
 
 
 2,266
Spin-off of Nuvectra Corporation
 
 5,241
 
 
 (128,728) 
 (123,487)
Balance at December 30, 201631,059
 $31
 $637,955
 (134) $(5,834) $109,087
 $(16,000) $725,239
 Fiscal Year Ended
(in thousands except per share data)December 31,
2019
 December 28,
2018
 December 29,
2017
      
Comprehensive Income     
Net income$96,336
 $167,964
 $66,679
Other comprehensive income (loss):     
Foreign currency translation gain (loss)(7,900) (19,925) 65,860
Net change in cash flow hedges, net of tax(4,580) 16
 2,243
Defined benefit plan liability adjustment, net of tax(536) 302
 76
Other comprehensive income (loss), net(13,016) (19,607) 68,179
Comprehensive income$83,320
 $148,357
 $134,858
The accompanying notes are an integral part of these consolidated financial statements.


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INTEGER HOLDINGS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
 Fiscal Year Ended
(in thousands)December 31, 2019 December 28, 2018 December 29, 2017
Cash flows from operating activities:     
Net income$96,336
 $167,964
 $66,679
Adjustments to reconcile net income to net cash provided by operating activities:     
Depreciation and amortization77,895
 88,988
 102,796
Debt related charges included in interest expense7,772
 49,110
 10,911
Stock-based compensation9,294
 10,470
 14,680
Non-cash charges related to customer bankruptcy21,695
 
 
Non-cash lease expense7,443
 
 
Non-cash (gain) loss on equity investments475
 (5,623) 2,965
Other non-cash (gains) losses(162) 148
 7,110
Deferred income taxes(10,285) 61,126
 (59,212)
Gain on sale of discontinued operations(4,974) (194,965) 
Changes in operating assets and liabilities, net of acquisition:     
Accounts receivable(6,976) 9,289
 (34,597)
Inventories3,724
 (16,094) (986)
Prepaid expenses and other assets(31,060) 8,527
 4,854
Accounts payable1,887
 (94) 4,887
Accrued expenses(2,744) (11,756) 14,977
Income taxes payable(4,962) 209
 14,293
Net cash provided by operating activities165,358
 167,299
 149,357
Cash flows from investing activities:     
Acquisition of property, plant and equipment(48,198) (44,908) (47,301)
Proceeds from sale of property, plant and equipment28
 1,379
 472
Purchase of equity investments(417) (1,230) (1,316)
Proceeds from sale of discontinued operations4,734
 581,429
 
Acquisition(15,009) 
 
Other investing activities
 
 209
Net cash (used in) provided by investing activities(58,862) 536,670
 (47,936)
Cash flows from financing activities:     
Principal payments of long-term debt(111,500) (631,469) (162,558)
Proceeds from senior secured revolving line of credit34,000
 5,000
 50,000
Payments of senior secured revolving line of credit(39,000) (74,000) (16,000)
Proceeds from the exercise of stock options3,242
 12,409
 19,324
Payment of debt issuance and redemption costs(1,385) (31,991) (2,360)
Tax withholdings related to net share settlements of restricted stock awards(3,283) (5,029) (75)
Net cash used in financing activities(117,926) (725,080) (111,669)
Effect of foreign currency exchange rates on cash and cash equivalents(604) 2,584
 2,228
Net decrease in cash and cash equivalents(12,034) (18,527) (8,020)
Cash and cash equivalents, beginning of year25,569
 44,096
 52,116
Cash and cash equivalents, end of year$13,535
 $25,569
 $44,096
The accompanying notes are an integral part of these consolidated financial statements.

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INTEGER HOLDINGS CORPORATION
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
 Fiscal Year Ended
(in thousands)December 31,
2019
 December 28,
2018
 December 29,
2017
Total equity, beginning balance$1,060,493
 $893,381
 $725,239
      
Common stock and additional paid-in capital     
Balance, beginning of period691,116
 669,788
 637,986
Cumulative effect adjustment of the adoption of ASU 2016-09
 
 (812)
Stock awards exercised or vested641
 10,858
 17,934
Stock-based compensation9,294
 10,470
 14,680
Balance, end of period701,051
 691,116
 669,788
Treasury stock     
Balance, beginning of period(8,125) (4,654) (5,834)
Treasury shares purchased(2,961) (5,025) 
Treasury shares reissued2,277
 1,554
 1,180
Balance, end of period(8,809) (8,125) (4,654)
Retained earnings     
Balance, beginning of period344,498
 176,068
 109,087
Cumulative effect adjustment of the adoption of ASU 2016-09
 
 302
Reclassification of certain tax effects related to the adoption of
  ASU 2018-02

 466
 
Adoption of ASC 842 (Note 1)(576) 
 
Net income96,336
 167,964
 66,679
Balance, end of period440,258
 344,498
 176,068
Accumulated other comprehensive income     
Balance, beginning of period33,004
 52,179
 (16,000)
Other comprehensive income (loss)(13,016) (19,607) 68,179
Reclassification of certain tax effects related to the adoption of
  ASU 2018-02

 (466) 
Reclassified to earnings, net (Note 16)
 898
 
Balance, end of period19,988
 33,004
 52,179
Total equity, ending balance$1,152,488
 $1,060,493
 $893,381
The accompanying notes are an integral part of these consolidated financial statements.


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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Integer Holdings Corporation (together with its consolidated subsidiaries, “Integer” or the “Company”) is a publicly traded corporation listed on the New York Stock Exchange under the symbol “ITGR.” Integer is one of the largest medical device outsource manufacturers in the world serving the cardiac, neuromodulation, orthopedics, vascular, advanced surgical and portable medical markets. The Company provides innovative, high-quality medical technologies that enhance the lives of patients worldwide. In addition itto medical technologies, the Company develops batteries for high-end niche applications in the energy, military, and environmental markets. The Company’s customers include large multi-national original equipment manufacturers (“OEMs”) and their affiliated subsidiaries.
On October 27, 2015,May 3, 2018, the Company acquired all ofentered into a definitive agreement to sell the outstanding common stock of Lake RegionAdvanced Surgical and Orthopedic product lines (the “AS&O Product Line”) within its Medical Holdings, Inc. (“Lake Region Medical”). On March 14, 2016, the Companysegment to Viant (formerly MedPlast, LLC), and on July 2, 2018 completed the spin-off of a portion of its former QiG segment through a tax-free distribution of all of the shares of its QiG Group, LLC subsidiary to the stockholders of Integer on a pro rata basis (the “Spin-off”).sale.  Refer to Note 2 “Divestiture“Acquisition, Divestiture and Acquisitions”Discontinued Operations” for further details of these transactions.
Effective June 30, 2016, the Company changed its name from Greatbatch, Inc. (“Greatbatch”) to Integer Holdings Corporation. The new name represents the union of the Greatbatch Medical, Lake Region Medical and Electrochem brands. Integer, as in whole or complete, signifies the Company’s more comprehensive products and service offerings, and a new dimension in its combined capabilities.
Basis of Presentation and Principles of Consolidation
The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of Integer Holdings Corporation and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.
SubsequentThe results of operations of the AS&O Product Line are reported as discontinued operations in the Consolidated Statements of Operations for all periods presented. The Consolidated Statements of Cash Flows includes cash flows related to the Lake Region Medical acquisitiondiscontinued operations due to Integer’s (parent) centralized treasury and Spin-off,cash management processes, and, accordingly, cash flow amounts for discontinued operations are disclosed in Note 2 “Acquisition, Divestiture and Discontinued Operations.” All results and information in the consolidated financial statements are presented as continuing operations and exclude the AS&O Product Line unless otherwise noted specifically as discontinued operations.
The Company operated as threeorganizes its business into 2 reportable segments: Greatbatch(1) Medical QiG Group (“QiG”), and Lake Region Medical.(2) Non-Medical. The determinationdiscontinued operations of three reportable segments was deemedthe AS&O Product Line were reported in the Medical segment. Refer to be temporary whileNote 18 “Segment and Geographic Information,” for additional information on the Company reorganized its operations including its internal management and financial reporting structure. As a result of this reorganization, the Company reevaluated and revised its reportable business segments during the fourth quarter of 2016. The Company’s reportable segments are: (1) Medical, which includes the previously reported Lake Region Medical segment, the remaining operations of QiG, and the portion of the previously reported Greatbatch Medical segment not included in the new Non-Medical segment; and (2) Non-Medical, which includes the Company’s Electrochem business, which was previously included in the Company’s Greatbatch Medical segment.segments.
This segment structure reflects the financial information and reports used by the Company’s management, specifically its Chief Operating Decision Maker (“CODM”), to make decisions regarding the Company’s business, including resource allocations and performance assessments. This segment structure reflects the Company’s current operating focus in compliance with Accounting Standards Codification (“ASC”) 280, Segment Reporting. As a result of the new segment reporting structure,Fiscal Year
Historically, the Company has reclassified prior year amounts to conform them to the current year presentation. The revised segment structure and the related presentation changes did not impact consolidated net income (loss), earnings (loss) per share, total current assets, total assets or total stockholders’ equity. Refer to Note 19, “Business Segment, Geographic and Concentration Risk Information,” for further discussion regarding the Company’s reportable segments.
The Company’s results include the financial and operating results of QiG until the Spin-off on March 14, 2016. The Company’s results include the financial and operating results of Lake Region Medical since the date of acquisition on October 27, 2015. Results for periods prior to October 27, 2015 do not include the financial and operating results of Lake Region Medical.
Fiscal Year – The Company utilizesutilized a fifty-two, fifty-three week52/53-week fiscal year ending on the Friday nearest December 31. On October 9, 2019, the Board of Directors of Integer approved a change to the Company’s fiscal year from a year ending on the Friday nearest December 31 to a calendar year ending on December 31. The Company’s current fiscal year began on December 29, 2018 and ended on December 31, 2019. Fiscal years 2016, 2015subsequent to 2019 will begin on January 1 and 2014end on December 31 of each year. The Company’s first three fiscal quarters in each fiscal year will continue to end on the Friday nearest March 31, June 30 and September 30, respectively. Fiscal years 2018 and 2017 consisted of fifty-two weeks and ended on December 30, 2016, January 1, 201628, 2018 and January 2, 2015,December 29, 2017, respectively.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of sales and expenses during the reporting periods. Actual results could differ materially from those estimates.
Reclassifications
Certain prior periodyear amounts have been reclassified to conform to the current segment structure. Referyear's presentation, which management does not consider to Note 19 “Business Segment, Geographic and Concentration Risk Information,” for a description of the changes made to reflect the current year segment presentation.be material.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Cash and Cash Equivalents
Cash and cash equivalents consist of cash and highly liquid, short-term investments with maturities at the time of purchase of three months or less.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Concentration of Credit Risk
Financial instruments that potentially subject the Company to concentration of credit risk consist principally of accounts receivable. A significant portion of the Company’s sales and/orand accounts receivable are to four3 customers, all in the medical device industry, and, as such, the Company is directly affected by the condition of those customers and that industry. However, the credit risk associated with trade receivables is partially mitigated due to the stability of those customers. The Company performs on-going credit evaluations of its customers. Note 19 “Business Segment,18 “Segment and Geographic and Concentration Risk Information” contains information on sales and accounts receivable for these customers. The Company maintains cash deposits with major banks, which from time to time may exceed insured limits. The Company performs on-going credit evaluations of its banks.
Trade Accounts Receivable and Allowance for Doubtful Accounts
The Company provides credit, in the normal course of business, to its customers in the form of trade receivables. Credit is extended based on evaluation of a customer’s financial condition and collateral is not required. The Company maintains an allowance for those customer receivables that it does not expect to collect. The Company accrues its estimated losses from uncollectable accounts receivable to the allowance based upon recent historical experience, the length of time the receivable has been outstanding and other specific information as it becomes available. Provisions to the allowance for doubtful accounts are charged to current operating expenses. Actual losses are charged against this allowance when incurred. In connection with a customer bankruptcy in the fourth quarter of 2019, the Company increased the reserve against outstanding receivables by $2.3 million.
Inventories
Inventories are stated at the lower of cost, determined using the first-in first-out method, or market.net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Write-downs for excess, obsolete or expired inventory are based primarily on how long the inventory has been held, as well ashistorical sales volume, and estimates of forecasted net sales of that product. A significant change in the timing or level of demand for products may result in recording additional write-downs for excess, obsolete or expired inventory in the future. Note 4 “Inventories” contains additional information on the Company’s inventory. In connection with a customer bankruptcy in the fourth quarter of 2019, the Company increased the reserve for excess, obsolete or expired inventory by $19.0 million.
Leases
The Company determines if an arrangement is, or contains, a lease at inception and classifies it at as finance or operating.  The Company does not currently have any finance leases.  The Company primarily leases certain office and manufacturing facilities under operating leases, with additional operating leases for machinery, office equipment and vehicles. 
Lease right-of-use (“ROU”) assets and corresponding liabilities are recognized based  on the present value of the lease payments over the lease term at commencement date. When discount rates implicit in leases cannot be readily determined, the Company uses its incremental borrowing rate based on information available at commencement date in determining the present value of future payments.  The incremental borrowing rate is determined based on the Company’s recent debt issuances, the Company’s specific credit rating, lease term and the currency in which lease payments are made.
Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such option. Lease expense is recognized on a straight-line basis over the lease term. The Company elected to combine lease and non-lease components for all asset classes. For certain leases where rent escalates based upon a change in a financial index, such as the Consumer Price Index, the difference between the rate at lease inception and the subsequent fluctuations in that rate are included in variable lease costs.  Additionally, because the Company has elected to not separate lease and non-lease components, variable costs also include payments to the landlord for common area maintenance, real estate taxes, insurance and other operating expenses.  In addition, the Company does not apply the recognition requirements to leases with lease terms of 12 months or less.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Property, Plant and Equipment (“PP&E”)
PP&E is carried at cost less accumulated depreciation. Depreciation is computed by the straight-line method over the estimated useful lives of the assets, as follows: buildings and building improvements 12-30 years; machinery and equipment 3-10 years; office equipment 3-10 years; and leasehold improvements over the remaining lives of the improvements or the lease term, if less.whichever is shorter. The costcosts of repairs and maintenance are expensed as incurred; renewals and betterments are capitalized. Upon retirement or sale of an asset, its cost and related accumulated depreciation or amortization is removed from the accounts and any gain or loss is recorded in operating income or expense. The Company also reviews its PP&E for impairment when impairment indicators exist. When impairment indicators exist, the Company determines if the carrying value of its fixed assets exceeds the related undiscounted future cash flows. In cases where the carrying value of the Company's long-lived assets or asset groups (excluding goodwill and indefinite-lived intangible assets) exceeds the related undiscounted cash flows, the carrying value is written down to fair value. Fair value is generally determined using a discounted cash flow analysis. Note 65 “Property, Plant and Equipment, Net” contains additional information on the Company’s PP&E.
Fair Value Measurements
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e. the “exit price”) in an orderly transaction between market participants at the measurement date. ASCAccounting Standards Codification (“ASC”) 820, Fair Value Measurements, establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the reliability of inputs as follows:
Level 1 – Valuation is based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Level 1 valuations do not entail a significant degree of judgment.
Level 2 – Valuation is determined from quoted prices for similar assets or liabilities in active markets, quoted prices for identical instruments in markets that are not active or by model-based techniques in which all significant inputs are observable in the market.
Level 3 – Valuation is based on unobservable inputs that are significant to the overall fair value measurement. The degree of judgment in determining fair value is greatest for Level 3 valuations.
The availability of observable inputs can vary and is affected by a wide variety of factors, including, the type of asset/liability, whether the asset/liability is established in the marketplace, and other characteristics particular to the valuation. To the extent that a valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, assumptions are required to reflect those that market participants would use in pricing the asset or liability at the measurement date. Note 18 “Fair17 “Financial Instruments and Fair Value Measurements” contains additional information on assets and liabilities recorded at fair value in the consolidated financial statements.
Business CombinationsAcquisitions
Results of operations of acquired companies are included in the Company’s results of operations as of the respective acquisition dates. The Company records its business combinations under the acquisition method of accounting. Under the acquisition method of accounting, the Company allocates the purchase price of each acquisition is allocated to the tangible and identifiable intangiblenet assets acquired and liabilities assumed based on estimates of their respective fair values at the date of the acquisition. The fair valueAny purchase price in excess of identifiable intangiblethese net assets is based upon detailed valuations that use various assumptions made by management using one of three valuation approaches: market, income or cost. The selection of a particular method for a given asset depends on the reliability of available data and the nature of the asset, among other considerations.
The market approach estimates the value for a subject asset based on available market pricing for comparable assets. The income approach estimates the value for a subject asset based on the present value of cash flows projected to be generated by the asset. The projected cash flows are discounted at a required rate of return that reflects the relative risk of the asset and the time value of money. The projected cash flows for each asset considers multiple factors from the perspective of a marketplace participant including revenue projections from existing customers, attrition trends, technology life-cycle assumptions, marginal tax rates and expected profit margins giving consideration to historical and expected margins. The cost approach estimates the value for a subject asset based on the cost to replace the asset and reflects the estimated reproduction or replacement cost for the asset, less an allowance for loss in value due to depreciation or obsolescence, with specific consideration given to economic obsolescence if indicated. These fair value measurement approaches are based on significant unobservable inputs, including management estimates and assumptions.
Any excess of the purchase price over the fair value of net tangible and identifiable intangible assets acquired is allocated torecorded as goodwill. All direct acquisition-related costs are expensed as incurred.
In circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the contingent payments it expects to make as of the acquisition date. The Company re-measures this liability each reporting period and records changes in the fair value through Other Operating Expenses, Net.Expenses. Increases or decreases in the fair value of the contingent consideration liability can result from changes in discount periods and rates, as well as changes in the timing, amount of, or the likelihood of achieving the applicable contingent consideration.
AmortizingAll direct acquisition-related costs are expensed as incurred. The allocation of purchase price in certain cases may be subject to revision based on the final determination of fair values during the measurement period, which may be up to one year from the acquisition date.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Discontinued Operations
In determining whether a group of assets which has been disposed of (or is to be disposed of) should be presented as a discontinued operation, the Company analyzes whether the group of assets being disposed of represented a component of the entity; that is, whether it had historic operations and cash flows that were clearly distinguished (both operationally and for financial reporting purposes). In addition, the Company considers whether the disposal represents a strategic shift that has or will have a major effect on the Company’s operations and financial results.
The assets and liabilities of a discontinued operation held for sale, other than goodwill, are measured at the lower of carrying amount or fair value less cost to sell. When a portion of a goodwill reporting unit that constitutes a business is to be disposed of, the goodwill associated with that business is included in the carrying amount of the business based on the relative fair values of the business to be disposed of and the portion of the reporting unit that will be retained.  The Company allocates interest to discontinued operations if the interest is directly attributable to the discontinued operations or is interest on debt that is required to be repaid as a result of the disposal transaction.
Goodwill
Goodwill represents the excess of cost over the fair value of identifiable net assets of a business acquired and is assigned to one or more reporting units. The Company’s reporting units are the same as its reportable segments, Medical and Non-Medical. The Company tests each reporting unit’s goodwill for impairment at least annually as of the last day of the fiscal year and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying amount. In conducting its goodwill test, the Company either performs a qualitative assessment or a quantitative assessment. A qualitative assessment requires that the Company consider events or circumstances including, but not limited to, macro-economic conditions, market and industry conditions, cost factors, competitive environment, changes in strategy, changes in customers, changes in the Company’s stock price, results of the last impairment test, and the operational stability and the overall financial performance of the reporting units. If, after assessing the totality of events or circumstances, the Company determines that it is more likely than not that the fair values of its reporting units are greater than the carrying amounts, then the quantitative goodwill impairment test is not performed. The Company may elect to bypass the qualitative analysis and perform a quantitative analysis.
If the qualitative assessment indicates that the quantitative analysis should be performed or if management elects to bypass a qualitative analysis to perform a quantitative analysis, the Company then evaluates goodwill for impairment by comparing the fair value of each of its reporting units to its carrying value, including the associated goodwill. To determine the fair values, the Company uses a weighted combination of the market approach based on comparable publicly traded companies and the income approach based on estimated discounted future cash flows. The cash flow assumptions consider historical and forecasted revenue, operating costs and other relevant factors.
The Company completed its annual goodwill impairment test as of December 31, 2019 and determined, after performing a qualitative review of its Medical reporting unit, that it is more likely than not that the fair value of the Medical reporting unit exceeds its carrying amount. Accordingly, there was no indication of impairment and the quantitative goodwill impairment test was not performed for the Medical reporting unit. The Company bypassed the qualitative analysis for its Non-Medical reporting unit and performed a quantitative analysis. The fair value of the Non-Medical reporting unit exceeded its carrying amount as of December 31, 2019.
Other Intangible Assets – Amortizing
Other intangible assets consists primarilyconsist of purchased technology and patents, customer lists and customer lists. The Company amortizes its definite-livedtrademarks. Definite-lived intangible assets over their estimated useful lives utilizingare amortized on an accelerated or straight-line method of amortization,basis, which approximates the projected cash flows used to determine the fair value of those definite-lived intangible assets at the time of acquisition. When the straight-line method of amortization is utilized, the estimated useful life of the intangible asset is shortened to assure that recognition of amortization expense corresponds with the expected cash flows. The amortization period for the Company’s amortizing intangible assets areacquisition, as follows: purchased technology and patents 5-15 years; customer lists 7-20 years and other intangible assets 1-10 years. Refer to Note 7 “Intangible Assets” for additional information on the Company’s amortizingCertain trademark assets are considered indefinite-lived intangible assets.
Impairment of Long-Lived Assetsassets and are not amortized. The Company assessesexpenses the costs incurred to renew or extend the term of intangible assets.
The Company reviews its definite-lived intangible assets for impairment when impairment indicators exist. When impairment indicators exist, the Company determines if the carrying value of its definite-lived long-livedintangible assets or asset groups when events or changes in circumstances indicate thatexceeds the related undiscounted future cash flows. In cases where the carrying value may not be recoverable. Factors that are considered in deciding when to perform an impairment review include: a significant decrease inexceeds the market price of the asset or asset group; a significant change in the extent or manner in which a long-lived asset or asset group is being used or in its physical condition; a significant change in legal factors or in the business climate that could affect the value of a long-lived asset or asset group, including an action or assessment by a regulator; an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction; a current-period operating orundiscounted future cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group; or a current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The term more likely than not refers to a level of likelihood that is more than 50 percent.
Potential recoverability is measured by comparing the carrying amount of the asset or asset group to its related total future undiscounted cash flows. Ifflows, the carrying value is not recoverable, the asset or asset group is consideredwritten down to be impaired. Impairment is measured by comparing the asset or asset group’s carrying amount to its fair value. When itFair value is generally determined that useful lives of assets are shorter than originally estimated, and no impairment is present, the rate of depreciation is accelerated in order to fully depreciate the assets over their new shorter useful lives.using a discounted cash flow analysis.


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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Goodwill and other indefinite lived intangible assets recorded are not amortized but are periodically tested for impairment. The Company assesses goodwillits indefinite-lived intangible assets for impairment on the last day of each fiscal year, or more frequently if certain events occur as described above. Goodwill is evaluated for impairment through the comparison of the fair value of the reporting units to their carrying values. When evaluating goodwill for impairment, the Company may first perform an assessment of qualitative factorsperiodically to determine if the fair value of the reporting unit is more-likely-than-not greater thanany adverse conditions exist that would indicate impairment or when impairment indicators exist. The Company assesses its carrying amount. This qualitative assessment is referred to as a “step zero approach. If, based on the review of the qualitative factors, the Company determines it is more-likely-than-not that the fair value of the reporting unit is greater than its carrying value, the required two-step impairment test can be bypassed. If the Company does not perform a step zero assessment or if the fair value of the reporting unit is more-likely-than-not less than its carrying value, the Company must perform a two-step impairment test, and calculate the estimated fair value of the reporting unit. If, based upon the two-step impairment test, it is determined that the fair value of a reporting unit is less than its carrying value, an impairment loss is recorded to the extent that the implied fair value of the goodwill within the reporting unit is less than its carrying value. Under the two-step approach, fair values for reporting units are determined based on a combination of discounted cash flows and market multiples.
Other indefinite livedindefinite-lived intangible assets are assessed for impairment on the last day of each fiscal year, or more frequently if certain events occur as described above,at least annually by comparing the fair value of the indefinite-lived intangible asset to its carrying value. The fair value is determined by using the income approach.relief from royalty method.
Refer to Note 7 “Intangible Assets” contains additional information on6 “Goodwill and Other Intangible Assets, Net” for further details of the Company’s long-livedgoodwill and other intangible assets.
Cost and Equity Method Investments – Certain of the Company’s investments in equity and other securities are
The Company holds long-term, strategic investments in companies that are in varied stages of development.to promote business and strategic objectives. These investments are included in Other Assets on the Consolidated Balance Sheets. Equity investments are measured and recorded as follows:
Non-marketable equity securitiesare equity securities without readily determinable fair value that are measured and recorded at fair value with changes in fair value recognized within net income. The Company has elected the practicability exception to use an alternative that measures the securities at cost minus impairment, if any, plus or minus changes resulting from qualifying observable price changes. If an impairment is recognized on the Company’s non-marketable equity securities during the period, these assets are classified as Level 3 within the fair value hierarchy based on the nature of the fair value inputs.
Equity method investments are equity securities in investees the Company does not control but over which it has the ability to exercise influence. Equity method investments are measured at cost minus impairment, if any, plus or minus our share of equity method investee income or loss.
Realized and unrealized gains and losses resulting from changes in fair value or the sale of these equity investments is recorded through (Gain) Loss on Equity Investments, Net. The Company accounts for investments in these entities under the cost or equity method depending on the type of ownership interest, as well as the Company’s ability to exercise influence over these entities. Investments accounted for under the cost method are initially recorded at the amountcarrying value of the Company’s investment and carried at that cost untilnon-marketable equity securities is adjusted for qualifying observable price changes resulting from the issuance of similar or identical securities by the same issuer. Determining whether an observed transaction is similar to a security is deemed impaired or is sold. Equity securities accounted for underwithin the equity method are initially recorded atCompany’s portfolio requires judgment based on the amountrights and preferences of the Company’s investmentsecurities. Recording upward and are adjusted each period for the Company’s share of the investee’s income or loss and dividends paid.
Equity securities accounted for under both the cost and equity methods are reviewed quarterly for changes in circumstance or the occurrence of events that suggest the Company’s investment may not be recoverable. Examples of such impairment indicators include, but are not limited to: a recent sale or offering of similar shares of the investment at a price below the Company’s cost basis; a significant deterioration in earnings performance; a significant change in the regulatory, economic or technological environment of the investee; or a significant doubt about an investee’s ability to continue as a going concern. If an impairment indicator is identified, management will estimate the fair value of the investment and compare it to its carrying value. The estimation of fair value considers all available financial information related to the investee, including, but not limited to, valuations based on recent third-party equity investments in the investee. Impairment is deemed to be other-than-temporary unless the Company has the ability and intent to hold the investment for a period sufficient for a market recovery updownward adjustments to the carrying value of the investment. Further, evidence must indicateCompany’s equity securities as a result of observable price changes requires quantitative assessments of the fair value of these securities using various valuation methodologies and involves the use of estimates.
Non-marketable equity securities and equity method investments (collectively referred to as non-marketable equity investments) are also subject to periodic impairment reviews. The Company’s quarterly impairment analysis considers both qualitative and quantitative factors that may have a significant impact on the carryinginvestee's fair value. Qualitative factors considered include the investee's financial condition and business outlook, market for technology, operational and financing cash flow activities, technology and regulatory approval progress, and other relevant events and factors affecting the investee. When indicators of impairment exist, quantitative assessments of the fair value of the investment is recoverable within a reasonable period. For other-than-temporary impairments, an impairment loss is recognized equalCompany’s non-marketable equity investments are prepared.
To determine the fair value of these investments, the Company uses all pertinent financial information available related to the difference between the investment’s carrying valueinvestees, including financial statements, market participant valuations from recent and its fair valueproposed equity offerings, and is recognized in Other Income, Net in the Consolidated Statements of Operations and Comprehensive Income (Loss) in the period the determination is made.other third-party data.
Non-marketable equity securities are tested for impairment using a qualitative model similar to the model used for goodwill and long-lived assets. Upon determining that an impairment may exist, the security's fair value is calculated and compared to its carrying value and an impairment is recognized immediately if the carrying value exceeds the fair value.
Equity method investments are subject to periodic impairment reviews using the other-than-temporary impairment model, which considers the severity and duration of a decline in fair value below cost and the Company’s ability and intent to hold the investment for a sufficient period of time to allow for recovery.
The Company has determined that theseits investments are not considered variable interest entities. The Company’s exposure related to these entities is limited to its recorded investment. These investments are in start-up research and development companies whose fair value is highly subjective in nature and subject to future fluctuations, which could be significant. Refer to Note 18 “Fair17 “Financial Instruments and Fair Value Measurements” for further discussion ofadditional information on the Company’s Cost and Equity Method Investments.equity investments.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Debt Issuance Costs and Discounts
Debt issuance costs and discounts associated with the issuance of debt by the Company are deferred and amortized over the lives of the related debt. Debt issuance costs incurred in connection with the Company’s issuance of its revolving credit facility are classified within Other Assets and amortized to Interest Expense on a straight-line basis over the contractual term of the revolving credit facility. Debt issuance costs and discounts related to the Company’s term-debt are recorded as a reduction of the carrying value of the related debt and are amortized to Interest Expense using the effective interest method over the period from the date of issuance to the put option date (if applicable) or the maturity date, whichever is earlier. The amortization of debt issuance costs and discounts are included in Debt Related Charges Included in Interest Expense in the Consolidated Statements of Cash Flows. Upon prepayment of the related debt, the Company accelerates the recognition of an appropriatea proportionate amount of the costs as refinancing or extinguishment of debt. Note 98 “Debt” contains additional information on the Company’s debt issuance costs and discounts.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Income Taxes
The consolidated financial statements of the Company have been prepared using the asset and liability approach in accountingto account for income taxes, which requires the recognition of deferred income taxes for the expected future tax consequences of net operating losses, credits, and temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided on deferred tax assets if it is determined, within each taxing jurisdiction, that it is more likely than not that the asset will not be realized.
The Company accounts for uncertain tax positions using a more likely than not recognition threshold. The evaluation of uncertain tax positions is based on factors including, but not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken in tax returns, the effective settlement of matters subject to audit, new audit activity and changes in facts or circumstances related to a tax position. These tax positions are evaluated on a quarterly basis. The Company recognizes interest expense related to uncertain tax positions as Provision (Benefit) for Income Taxes. Penalties, if incurred, are recognized as a component of Selling, General and Administrative Expenses (“SG&A”).
The Company and its subsidiaries file a consolidated U.S. federal income tax return. State tax returns are filed on a combined or separate basis depending on the applicable laws in the jurisdictions where the tax returns are filed. The Company also files foreign tax returns on a separate company basis in the countries in which it operates.
Derivative Financial Instruments
The Company recognizes all derivative financial instruments in its consolidated financial statements at fair value. Changes in the fair value of derivative instruments are recorded in earnings unless hedge accounting criteria are met. Under master agreements with the respective counterparties to our derivative contracts, subject to applicable requirements, we have the right of set-off and are allowed to net settle transactions of the same type with a single net amount payable by one party to the other. The Company designated its interest rate swaps (Refer to Note 9 “Debt”) and foreign currency forward contracts (Refer to Note 15 “Commitments and Contingencies”) entered into as cash flow hedges. The effective portion of the changes in fair value of thesehedges (refer to Note 17 “Financial Instruments and Fair Value Measurements”). Gains and losses on cash flow hedges isare recorded each period, net of tax, in Accumulated Other Comprehensive Income (Loss)in the Consolidated Balance Sheets until the related hedgedunderlying transaction occurs. Any ineffective portion of the changes in fair value of these cash flow hedges is recorded in earnings. When the hedged item is realized, gains or losses are reclassified from Accumulated Other Comprehensive Income to the Consolidated Statement of Operations on the same line item as the underlying transaction. In the event the hedged cash flow for forecasted transactions doesdo not occur, or it becomes probable that they will not occur, the Company reclassifies the amount of any gain or loss on the related cash flow hedge to income (expense) at that time.earnings in the respective period. Cash flows related to these derivative financial instruments are included in cash flows from operating activities. The resulting cash flowsflow from the termination of interest rate swap agreements areis reported as operating activitiesin cash flows from operations in the consolidated statementsConsolidated Statements of cash flows.Cash Flows.
Revenue Recognition
The majority of the Company’s revenues consist of sales of various medical devices and products to large, multinational OEMs and their affiliated subsidiaries. The Company considers the customer’s purchase order, which in some cases is governed by a long-term agreement, and the Company’s corresponding sales order acknowledgment as the contract with the customer. Consideration payable to customers is included in the transaction price. The Company has elected to adopt the practical expedient provided in ASC 340-40-25-4 and recognize the incremental costs of obtaining a contract, which are primarily sales commissions, as expense when incurred because the amortization period is less than one year.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
The Company evaluates revenue recognition in contracts with customers as performance obligations are satisfied and the customer obtains control of the products. Control is defined as the ability to direct the use of and obtain substantially all of the remaining benefits of the products. The customer obtains control of the products when title and risk of ownership transfers to them, which is primarily based upon shipping terms. Most of the Company’s revenues are recognized at the point in time when the products are shipped to customers. When contracts with customers for products that do not have an alternative use to the Company contain provisions that provide the Company with an enforceable right to payment for performance completed to date for costs incurred plus a reasonable profit throughout the duration of the contract, revenue is recognized over time as control is transferred to the customer. In contracts with customers where revenue is recognized over time, the Company uses an input measure to determine progress towards completion and total estimated costs at completion. Under this method, sales and gross profit are recognized as work is performed generally based on actual costs incurred. For arrangements recognized over time, the Company records a contract asset for unbilled revenue associated with non-cancellable customer orders, which is recorded within Contract Assets on the Consolidated Balance Sheets. Revenue is recognized net of sales tax, value-added taxes and other taxes.
Performance Obligations
The Company considers each shipment of an individual product included on a purchase order to be a separate performance obligation, as each shipment is separately identifiable and the customer can benefit from each individual product separately from the other products included on the purchase order. Accordingly, a contract can have one or more performance obligations to manufacture products. Standard payment terms range from 30 to 90 days and can include a discount for early payment.
The Company does not offer its customers a right of return. Rather, the Company warrants that each unit received by the customer will meet the agreed upon technical and quality specifications and requirements. Only when the delivered units do not meet these requirements can the customer return the non-compliant units as a corrective action under the warranty. The remedy offered to the customer is repair of the returned units or replacement if repair is not viable. Accordingly, the Company records a warranty reserve and any warranty activities are not considered to be a separate performance obligation.
Contract Balances
The timing of revenue recognition, billings and cash collections results in billed accounts receivable and less frequently, unearned revenue. Accounts receivable are recorded when the right to consideration becomes unconditional. Unearned revenue is recorded when customers pay or are billed in advance of the Company’s satisfaction of performance obligations. Contract liabilities are classified as Accrued Expenses and Other Current Liabilities on the Consolidated Balance Sheets.
Transaction Price
Generally, the transaction price of the Company’s contracts consists of a unit price for each individual product included in the contract, which can be fixed or variable based on the number of units ordered. In some instances, the transaction price also includes a rebate for meeting certain volume-based targets over a specified period of time. The transaction price of a contract is determined based on the unit price and the number of units ordered, reduced by the rebate expected to be earned on those units. Rebates are estimated based on the expected achievement of the volume-based target using the most likely amount method and updated quarterly. Any adjustments to these estimates are recognized under the cumulative catch-up method, such that impact of the adjustment is recognized in the period in which it is identified. When contracts with customers include consideration payable at the beginning of the contract, the transaction price is reduced at the later of when the Company recognizes revenue for the transfer of the related goods to the customer or when it is realizedwe pay or realizablepromise to pay the consideration. Volume discounts and earned. This occurs when persuasive evidence of an arrangement exists, delivery has occurred, therebates and other pricing concessions earned by customers are offset against their receivable balances.
The transaction price is fixed or determinable (including any price concessions under long-term agreements), the buyer is obligatedallocated to pay us (i.e., not contingenteach performance obligation on a future event),relative standalone selling price basis. As the riskmajority of loss is transferred, there is no obligationproducts sold to customers are manufactured to meet the specific requirements and technical specifications of future performance, collectability is reasonably assuredthat customer, the products are considered unique to that customer and the unit price stated in the contract is considered the standalone selling price.
The Company has elected to adopt the practical expedient provided in ASC 606-10-50-14 and not disclose the aggregate amount of future returnsthe transaction price allocated to unsatisfied performance obligations and an expectation of when those amounts are expected to be recognized as revenue because the majority of contracts have an original expected duration of one year or less.
Contract Modifications
Contract modifications, which can reasonably be estimated. With regardsinclude a change in scope, price, or both, most often occur related to the Company’s customers (including distributors), those criteria are met when title passes, generally at the point of shipment. Currently, the revenue recognition policy is the same for the Company’s Medical and Non-Medical segments. In general, for customers with long-term contracts we have negotiated fixed pricing arrangements. During new contract negotiations, price level decreases (concessions) for future sales may be offered to customers in exchange for volume and/or long-term commitments. Once the new contracts are signed, these prices are fixed and determinable for all future sales. The Company includes shipping and handling fees billed to customers in Sales. Shipping and handling costs associated with inbound and outbound freight are recorded in Cost of Sales. In certain instances the Company obtains component parts from its customers that are included in the final product sold backgoverned by a long-term arrangement. Contract modifications typically relate to the same customer. These amounts are excluded from Sales and Cost of Sales recognizedproducts already governed by the Company. The costlong-term arrangement, and therefore, are accounted for as part of these customer supplied component parts amounted to $35.8 million, $44.3 million and $48.1 million in fiscal years 2016, 2015 and 2014, respectively.the existing contract. If a contract modification is for additional products, it is accounted for as a separate contract.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Environmental Costs
Environmental expenditures that relate to an existing condition caused by past operations and that do not provide future benefits are expensed as incurred. Liabilities are recorded when environmental assessments are made, the requirement for remedial efforts is probable and the amount of the liability can be reasonably estimated. Liabilities are recorded generally no later than the completion of feasibility studies. The Company has an ongoing monitoringa process in place to monitor, identify, and identification process to assess how the current activities with respect tofor known exposures are progressing against the recorded liabilities, as well asliabilities. The process is also designed to identify other potential remediation sites that are not presently unknown.known.

Restructuring Expenses
INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Restructuring The Company continually evaluates alternatives to align the business with the changing needs of its customers and to lower operating costs. This includes the realignment of its existing manufacturing capacity, facility closures, or similar actions, either in the normal course of business or pursuant to significant restructuring programs. These actions may result in employees receiving voluntary or involuntary employee termination benefits, which may be pursuant to contractual agreements.benefits. Voluntary termination benefits are accrued when an employee accepts the related offer. Involuntary termination benefits are accrued upon the commitment to a termination plan and the benefit arrangement is communicated to affected employees, or when liabilities are determined to be probable and estimable, depending on the existence of a substantive plan for severance or termination. All other exit costs are expensed as incurred. Refer to Note 1311 “Other Operating Expenses, Net”Expenses” for additional information.
Product Warranties
The Company allows customers to return defective or damaged products for credit, replacement, or repair. The Company warrants that its products will meet customer specifications and will be free from defects in materials and workmanship. The Company accrues its estimated exposure to warranty claims, through Cost of Sales, based upon recent historical experience and other specific information as it becomes available. The product warranty liability is classified as Accrued Expenses and Other Current Liabilities on the Consolidated Balance Sheets. Adjustments to pre-existing estimated exposure for warranties are made as changes to the obligations become reasonably estimable. Note 1513 “Commitments and Contingencies” contains additional information on the Company’s product warranties.
Research, Development and Engineering Costs Net (“RD&E”)
RD&E costs are expensed as incurred. The primary costs are salary and benefits for personnel, material costs used in development projects and subcontracting costs. Cost reimbursements for certain engineering services from customers for whom the Company designs products are recorded as an offset to engineering costs upon achieving development milestones specified in the contracts. These reimbursements do not cover the complete cost of the development projects. Additionally, the technology developed under these cost reimbursement projects is owned by the Company and is utilized for future products developed for other customers. Note 12 “Research, Development and Engineering Costs, Net” contains additional information on the Company’s RD&E activities.
Stock-Based Compensation
The Company recognizes stock-based compensation expense for its related compensation plans. These plans which include stock options, restricted stock units andawards (“RSAs”), restricted stock awards. units (“RSUs”) and performance-based restricted stock units (“PRSUs”). For the Company's PRSUs, in addition to service conditions, the ultimate number of shares to be earned depends on the achievement of targets based on market conditions, such as total shareholder return, or performance conditions based on the Company’s operating results. The Company records forfeitures of equity awards in the period in which they occur.
The fair value of the stock-based compensation is determined at the grant date. The Company uses the Black-Scholes standard option pricing model (“Black-Scholes model”) to determine the fair value of stock options. The fair value of each RSU and RSA is determined based on the Company's closing stock price on the date of grant. The fair value of each PRSU is determined based on either the Company's closing stock price on the date of grant or through a Monte Carlo simulation valuation model (“Monte Carlo model”) for those awards that include a market-based condition. In addition to the closing stock price on the date of grant, the determination of the fair value of awards using both the Black-Scholes and Monte Carlo models is affected by other assumptions, including the following:
Expected Term - The Company analyzes historical employee exercise and termination data to estimate the expected term assumption for stock options. For market-based awards, the term is commensurate with the performance period remaining as of the grant date.
Risk-free Interest Rate - A risk-free rate is based on the U.S. Treasury rates in effect on the grant date for a maturity equal to or approximating the expected term of the award.
Expected Volatility - For stock options, expected volatility is calculated using historical volatility based on the daily closing prices of the Company's common stock over a period equal to the expected term. For market-based awards, a combination of historical and implied volatilities for the Company and members of its peer group are used in developing the expected volatility assumption.
Dividend Yield - The dividend yield assumption is based on the Company’s history and the expected annual dividend yield on the grant date.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
The Company recognizes compensation expense over the required service or vesting period based on the fair value of the award on the date of grant. Certain executive stock-based awards contain market, performance and service conditions. Compensation costexpense for service-based awards with market conditions is recognized ratably over the applicable vesting period.service period and is not reversed if the market condition is not met. Compensation costexpense for nonmarket-basedawards with performance awardsconditions is reassessed each reporting period and recognized based upon the probability that the performance targets will be achieved. Compensation cost for market-based performance awards is expensed ratably over the applicable vesting period and is recognized each period whether the performance metrics are achieved or not. The amount of stock-based compensation expense recognized is based on the portion of the awards that are ultimately expected to vest. The Company estimates pre-vesting forfeitures at the time of grant by analyzing historical data and revises those estimates in subsequent periods if actual forfeitures differ from those estimates. The total expense recognized over the vesting period will only be for those awards that ultimately vest, excluding market and nonmarket performance award considerations.
All stock option awards granted under the Company’s compensation plans have an exercise price equal to the closing stock price on the date of grant, a ten-year contractual life and generally, vest annually over a three-year vesting term. The Company uses the Black-Scholes standard option pricing model (“Black-Scholes model”) to determine the fair value of stock options. In addition to the closing stock price on the date of grant, the determination of the fair value of the awards using the Black-Scholes model is also affected by other assumptions, including projected employee stock option exercise behaviors, risk-free interest rates, expected volatility of the Company's stock price in future periods and expected dividend yield, discussed in further detail:
Expected Term - The Company analyzes historical employee exercise and termination data to estimate the expected term assumption.
Risk-free Interest Rate - The rate is based on the U.S. Treasury yield curve in effect on the grant date for a maturity equal to or approximating the expected term of the options.
Expected Volatility - The Company calculates expected volatility using historical volatility based on the daily closing prices of the Company's common stock over a period equal to the expected term of the option.
Dividend Yield - The Company's dividend yield assumption is based on the Company’s history and the expected annual dividend yield on the grant date.
Restricted stock unit awards granted under the Company’s plansRSUs typically vest in equal annual installments over a three or four year period. Restricted stock awards are typicallyRSUs issued to members of the Company’s Board of Directors as a portion of their annual retainer and vest quarterly over a one-year vesting term. For service-based and nonmarket-based performance restricted stock and restricted stock unit awards,Earned PRSUs typically vest two or three years from the fair market valuedate of the award is determined based upon the closing value of the Company’s stock price on the grant date. For market-based performance restricted stock unit awards, the fair market value of the award is determined utilizing a Monte Carlo simulation model, which projects the value of the Company’s stock under numerous scenarios and determines the value of the award based upon the present value of those projected outcomes. 

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)grant.
The Company records deferred tax assets for awards that result in deductions on the Company's income tax returns, based on the amount of stock-based compensation expense recognized and the statutory tax rate in the jurisdiction in which it will receive a deduction. Differences between the deferred tax assets recognized for financial reporting purposes and the actual tax deduction reported on the income tax return are recorded in additional paid-in capital (if the tax deduction exceeds the deferred tax asset) oras a component of Provision (Benefit) for Income Taxes in the Consolidated Statements of Operations and Comprehensive Income (Loss) (if the deferred tax asset exceeds the tax deduction and no additional paid-in capital exists from previous awards).Operations. Note 1110 “Stock-Based Compensation” contains additional information on the Company’s stock-based compensation.
Foreign Currency Translation and Remeasurement
The Company translates all assets and liabilities of its foreign subsidiaries, where the U.S. dollar is not the functional currency, at the period-end exchange rate and translates income and expenses at the average exchange rates in effect during the period. The net effect of this translation is recorded in the consolidated financial statements as a component of Accumulated Other Comprehensive Income (Loss).Income. Translation adjustments are not adjusted for income taxes as they relate to permanent investments in the Company’s foreign subsidiaries.
The Company has foreign operations in Ireland, Germany, France,Israel, Malaysia, Mexico, Switzerland, Mexico,and Uruguay, and Malaysia, which expose the Company to foreign currency exchange rate fluctuations due to transactions denominated in Euros, Israeli shekel, Malaysian ringgits, Mexican pesos, Swiss francs, Mexican pesos,and Uruguayan pesos, and Malaysian ringgits.pesos. To the extent that monetary assets and liabilities, including short-term and long-term intercompany loans, are recorded in a currency other than the functional currency of the subsidiary, these amounts are remeasured each period at the period-end exchange rate, with the resulting gain or loss being recorded in Other Income,(Income) Loss, Net in the Consolidated Statements of Operations and Comprehensive Income (Loss).Operations. Net foreign currency transaction gainslosses included in Other Income,(Income) Loss, Net amounted to $4.9$0.1 million, $1.6 million and $10.9 million for 2016,2019, 2018 and $1.3 million for 2015 and 20142017, respectively, and primarily related to the remeasurement of intercompany loans and the strengtheningfluctuation of the U.S. dollar relative to the Euro.
Defined Benefit Plans
The Company recognizes in its balance sheet as an asset or liability the overfunded or underfunded status of its defined benefit plans provided to its employees located in Mexico Switzerland, France and Germany.Switzerland. This asset or liability is measured as the difference between the fair value of plan assets, if any, and the benefit obligation of those plans. For these plans, the benefit obligation is the projected benefit obligation, which is calculated based on actuarial computations of current and future benefits for employees. Actuarial gains or losses and prior service costs or credits that arise during the period, but are not included as components of net periodic benefit expense, are recognized as a component of Accumulated Other Comprehensive Income (Loss). DefinedIncome. The Company records the service cost component of net benefit expenses are charged tocosts in Cost of Sales and SG&A Expenses. The interest cost component of net benefit costs is recorded in Interest Expense and RD&E expenses as applicable. Note 10 “Benefit Plans” contains additional informationthe remaining components of net benefit costs, amortization of net losses and expected return on these costs.plan assets, are recorded in Other (Income) Loss, Net.
Earnings (Loss) Per Share (“EPS”)
Basic EPS is calculated by dividing Net Income (Loss) by the weighted average number of shares outstanding during the period. Diluted EPS is calculated by adjusting the weighted average number of shares outstanding for potential common shares if dilutive to the EPS calculation and consist of stock options, unvested restricted stock and restricted stock units and, if applicable, contingently convertible instruments such as convertible debt.calculation. Note 1615 “Earnings (Loss) Per Share” contains additional information on the computation of the Company’s EPS.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Comprehensive Income (Loss)
The Company’s comprehensive income (loss) as reported in the Consolidated Statements of Operations and Comprehensive Income (Loss) includes net income, (loss), foreign currency translation adjustments, the net change in cash flow hedges, net of tax, and defined benefit plan liability adjustments.adjustments, net of tax. The Consolidated Statements of Operations and Comprehensive Income (Loss) and Note 17 “Accumulated Other Comprehensive Income (Loss)” contains16 “Stockholders’ Equity” contain additional information on the computation of the Company’s comprehensive income (loss).income.
Recent Accounting Pronouncements
In the normal course of business, management evaluates all new Accounting Standards Updates (“ASU”) and other accounting pronouncements issued by the Financial Accounting Standards Board (“FASB”), Securities and Exchange Commission (“SEC”), or other authoritative accounting bodies to determine the potential impact they may have on the Company’s Consolidated Financial Statements. Based upon this review, exceptExcept as noted below, management does not expect any of the recently issued accounting pronouncements, which have not already been adopted, to have a material impact on the Company’s Consolidated Financial Statements.

Accounting Guidance Adopted in Fiscal Year 2019

Adoption of ASC Topic 842

The Company adopted ASC 842, Leases, effective December 29, 2018, the first day of the Company’s 2019 fiscal year. ASC 842 requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. The Company elected to transition to ASC 842 using the option to not restate comparative periods and apply the standard as of the date of initial application. In addition, certain practical expedients were elected which permit the Company to not reassess whether existing contracts are or contain leases, to not reassess the lease classification of any existing leases, and to not reassess initial direct costs for any existing leases. The Company also elected the practical expedient to not separate lease and non-lease components for all classes of underlying assets and the practical expedient related to land easements, allowing the Company to carry-forward its accounting treatment for land easements on existing agreements. The Company did not elect the practical expedient pertaining to the use of hindsight. The Company also made an accounting policy election to keep leases with an initial term of 12 months or less and no purchase option the Company is reasonably certain to exercise off the balance sheet for all classes of underlying assets.

As a result of the adoption of ASC 842, the Company recognized operating lease right-of-use assets of $40.9 million and operating lease liabilities of $43.4 million on December 29, 2018. The difference between the lease assets and lease liabilities primarily represents the existing prepaid rent assets, deferred rent liabilities, and tenant improvement allowances, along with a cumulative-effect adjustment to beginning retained earnings. The adoption of ASC 842 did not have a material impact on the Company’s Consolidated Statement of Operations and Consolidated Statement of Cash Flows for the periods presented.

Refer to Note 14 “Leases” for additional information on the Company’s leases.
Adoption of ASU 2017-12
In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. ASU 2017-12 amends the designation and measurement guidance for qualifying hedging transactions and the presentation of hedge results in an entity’s financial statements. The new guidance removes the concept of separately measuring and reporting hedge ineffectiveness and requires a company to present the earnings effect of the hedging instrument, including any ineffectiveness, in the same income statement line item in which the earnings effect of the hedged item is reported.
ASU 2017-12 continues to allow an entity to exclude the time value of options and forward points from the assessment of hedge effectiveness. For excluded components in cash flow hedges, the base recognition model under this ASU is an amortization approach. An entity still may elect to record changes in the fair value of the excluded component currently in earnings; however, such an election will need to be applied consistently to similar hedges. The Company has elected to continue to record changes in the fair value of the excluded components of its derivative instruments currently in earnings given their highly effective nature.
The Company adopted ASU 2017-12 on December 29, 2018, the first day of the Company’s 2019 fiscal year, which did not materially affect the Company’s results of operations. The Company adopted the guidance on the modified retrospective basis and did not recognize a cumulative effect adjustment upon adoption as the Company had not recognized ineffectiveness on any of the hedging instruments existing as of the date of adoption. Refer to Note 17 “Financial Instruments and Fair Value Measurements” for additional information and disclosures of the Company’s derivatives and hedging activities.


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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(1.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Recently Adopted
In August 2014, the FASB issuedRecent Accounting Standards Update (“ASU”) 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40) - Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” which requires the Company to assess their ability to continue as a going concern each interim and annual reporting period. Certain disclosures are required if there is substantial doubt about the Company’s ability to continue as a going concern, including management’s plan to alleviate any such substantial doubt. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and interim periods thereafter. The Company adopted this ASU in the fourth quarter of 2016, which did not impact the Consolidated Financial Statements or the disclosures therein.
Pronouncements Not Yet AdoptedEffective
In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment (Topic 350)” to simplify the accounting for goodwill impairment. The guidance removes Step 2 of the goodwill impairment test. A goodwill impairment will now be measured as the amount by which a reporting unit’s carrying value exceeds its fair value, limited to the amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for interim and annual periods beginning after December 15, 2019, with early adoption permitted for any impairment tests performed after January 1, 2017. The Company adopted the new guidance on a prospective basis during the first quarter of 2017. The adoption of this ASU did not have a material impact on the Company’s Consolidated Financial Statements.
In January 2017, the FASB issued ASU 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business,” which outlines new minimum requirements for a set of assets to be considered a business. The intent of this ASU is to sharpen the distinction between the purchase or disposal of a business versus the purchase or disposal of assets. ASU 2017-01 is effective for the Company in the first quarter of 2018, with early adoption permitted, and prospective application required. The Company does not believe the adoption of this guidance will have a material impact on its Consolidated Financial Statements.
In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-entity Transfers of Assets Other Than Inventory,” which requires entities to recognize the income tax consequences of intra-entity transfers of assets other than inventory when the transfers occur. This ASU is effective for the Company for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating the impact the adoption of this ASU will have on its Consolidated Financial Statements.
In August 2016, the FASB issued ASU 2016-15 “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments: A Consensus of the FASB Emerging Issues Task Force.” ASU 2016-15 makes targeted changes to how cash receipts and cash payments are presented in the statement of cash flows. The areas specifically addressed include debt prepayment and debt extinguishment costs, the settlement of zero-coupon debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, cash premiums paid for and proceeds from corporate-owned life insurance policies, distributions received from equity method investees and cash receipts from payments on transferor’s beneficial interest on securitized trade receivables. Additionally, the amendment states that, in the absence of other prevailing guidance, cash receipts and payments that have characteristics of more than one class of cash flows should have each separately identifiable source or use of cash presented within the most predominant class of cash flows based on the nature of the underlying cash flows. These amendments are effective for the Company in annual and interim reporting periods beginning after December 15, 2017, with early adoption permitted. The Company is currently evaluating this ASU, but does not believe the adoption of this guidance will have a material impact on its Consolidated Financial Statements.
In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which amendsreplaces the guidance on reportingcurrent incurred loss impairment methodology for most financial assets with the current expected credit loss (“CECL”) methodology. Under the CECL method, the Company will be required to immediately recognize an estimate of credit losses for assets heldexpected to occur over the life of the financial asset at amortized cost and available-for-sale debt securities. For assets held at amortized cost, the ASU eliminates the probable initial recognition threshold and requires an entity to reflect a current estimate of all expectedtime financial asset is originated or acquired.  Estimated credit losses such thatare determined by taking into consideration historical loss conditions, current conditions and reasonable and supportable forecasts.  Changes to the net amount expected lifetime credit losses are required to be collected is presented. For available-for-sale debt securities, the ASU requires credit losses to be presented as an allowance versus a write-down. These amendments arerecognized each period.  The standard was effective for the Company in annualon January 1, 2020 and interim reporting periods beginning after December 15, 2019, with early adoption permitted in annual and interim reporting periods beginning after December 15, 2018.will be adopted using a modified retrospective transition method through a cumulative-effect adjustment to retained earnings. The Company does not expect the new credit loss standard to have a material impact to the Consolidated Financial Statements.
(2.)    ACQUISITION, DIVESTITURE AND DISCONTINUED OPERATIONS
Acquisition of Assets from US BioDesign, LLC
On October 7, 2019, the Company acquired certain assets of US BioDesign, LLC, (“USB”) a privately held developer and manufacturer of complex braided biomedical structures for disposable and implantable medical devices. The acquisition adds a differentiated capability related to the complex development and manufacture of braided and formed biomedical structures to the Company’s broad portfolio. The fair value of the consideration transferred was $19.2 million, which included an initial cash payment of $15.0 million and $4.2 million in estimated fair value of contingent consideration. The contingent consideration represents the estimated fair value of the Company's obligation, under the acquisition agreement, to make additional payments of up to $5.5 million if certain revenue goals are met through 2023. Based on the preliminary purchase price allocation, the assets acquired principally consist of $7.4 million of technology, $10.5 million of goodwill, $0.7 million of acquired property plant and equipment, and $0.6 million of other working capital items. The technology intangible asset is currently evaluatingbeing amortized over a useful life of 8 years. The fair value of the impact thatcontingent consideration was estimated using the adoptionMonte Carlo valuation approach. See Note 17 “Financial Instruments and Fair Value Measurements” for additional information related to the fair value measurement of the contingent consideration. Goodwill arising from the acquisition is tax deductible.
The operating results of this ASUacquisition are included in our consolidated financial statements beginning on the date of acquisition.  For the year ended December 31, 2019, sales related to USB were $0.8 million. Earnings related to the operations consisting of the assets acquired from USB for the year ended December 31, 2019 were not material. Direct costs of the acquisition of $0.4 million were expensed as incurred and were included in Other Operating Expenses in the Consolidated Statement of Operations for the year ended December 31, 2019. Pro forma information for the acquisition is not presented as the operations of the acquired business are not material to the overall operations of the Company. The acquired assets and operations are reported in the Company’s Medical segment.
Discontinued Operations and Divestiture of AS&O Product Line
On May 3, 2018, the Company entered into a definitive agreement to sell its AS&O Product Line to Viant, and on July 2, 2018, completed the sale, collecting cash proceeds of approximately $581 million, which is net of transaction costs and adjustments set forth in the definitive purchase agreement. In connection with the sale, the parties executed a transition services agreement whereby the Company will provide certain corporate services (including accounting, payroll, and information technology services) to Viant for a period of up to one year from the date of the closing to facilitate an orderly transfer of business operations. Viant paid Integer for these services as specified in the transition services agreement, which services were completed during 2019. The Company recognized $2.9 million of income under the transition services agreement for the performance of services during 2019, of which $0.1 million is recorded as a reduction of Cost of Sales and $2.8 million is recorded as a reduction of SG&A Expenses in the Consolidated Statement of Operations for the year ended December 31, 2019. The Company recognized $3.6 million of income under the transition services agreement for the performance of services during 2018, of which $0.2 million is recorded as a reduction of Cost of Sales and $3.4 million is recorded as a reduction of SG&A Expenses in the Consolidated Statement of Operations for the year ended December 28, 2018. In addition, the parties executed long-term supply agreements under which the Company and Viant have agreed to supply the other with certain products at prices specified in the agreements for a term of three years.
In connection with the closing of the transaction but prior to a net working capital adjustment, the Company recognized a pre-tax gain on its Consolidated Financial Statements.sale of discontinued operations of $195.0 million during the year ended December 28, 2018. During 2019, the Company received, and recognized as gain on sale from discontinued operations, $4.8 million due to the final net working capital adjustment agreed to with Viant.


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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(1.(2.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESACQUISITION, DIVESTITURE AND DISCONTINUED OPERATIONS (Continued)
In March 2016,As the FASB issued ASU 2016-09, “Compensation-Stock Compensation (Topic 718): ImprovementsAS&O Product Line was a portion of the Medical goodwill reporting unit, and management determined it met the definition of a business, goodwill totaling $150.4 million was allocated to Employee Share-Based Payment Accounting.”  ASU 2016-09 changes how companies accountthe AS&O Product Line on a relative fair value basis. The fair value of the AS&O Product Line assets was based primarily on the purchase price of $600 million prior to closing adjustments.
Income (loss) from discontinued operations for fiscal years 2019, 2018 and 2017 were as follows (in thousands):
 2019 2018 2017
Sales$
 $178,020
 $325,841
Cost of sales
 148,357
 286,300
Gross profit
 29,663
 39,541
SG&A expenses
 8,905
 18,500
Research, development and engineering costs
 2,352
 6,397
Other operating expenses
 1,805
 854
Interest expense
 22,833
 42,488
Gain on sale of discontinued operations(4,974) (194,965) 
Other (income) loss, net(322) 420
 (1,266)
Income (loss) from discontinued operations before taxes5,296
 188,313
 (27,432)
Provision (benefit) for income taxes178
 67,382
 (7,024)
Income (loss) from discontinued operations$5,118
 $120,931
 $(20,408)

Interest expense included in discontinued operations reflects an estimate of interest expense related to the debt that was required to be repaid with the proceeds from the sale of the AS&O Product Line.
Cash flow information from discontinued operations for fiscal years 2019, 2018 and 2017 was as follows (in thousands):
 2019 2018 2017
Cash provided by (used in) operating activities$(78) $(12,498) $3,167
Cash provided by (used in) investing activities4,734
 577,833
 (16,771)
Depreciation and amortization$
 $7,450
 $21,613
Capital expenditures
 3,610
 16,844

Acquisition of Assets from InoMec Ltd.
On February 19, 2020, the Company acquired certain aspectsassets of share-based payment awards to employees, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classificationInoMec Ltd., a privately held company based in Israel that specializes in the statementresearch, development and manufacturing of cash flows.medical devices, including minimally invasive tools, delivery systems, tubing and catheters, surgery tools, drug-device combination, laser combined devices, and tooling and production. The new standard is effective for annual reporting periods beginning after December 15, 2016,acquisition enables the Company to create a research and interim periods within those years, with early adoption permitted. The standard requires an entity to recognize all excess tax benefits and tax deficiencies as income tax benefit or expensedevelopment center in the income statement as discrete items in the reporting period in which they occur,region, and such tax benefits and tax deficiencies are not included in the estimate of an entity’s annual effective tax rate, applied on a prospective basis. Further, the standard eliminates the requirementadds catheter assembly capabilities to defer the recognition of excess tax benefits until the benefit is realized through a reduction to taxes payable. All excess tax benefits previously unrecognized, along with any valuation allowance, should be recognized on a modified retrospective basis as a cumulative adjustment to retained earnings as of the date of adoption. Under ASU 2016-09, an entity that applies the treasury stock method in calculating diluted earnings per share is required to exclude excess tax benefits and deficiencies from the calculation of assumed proceeds since such amounts are recognized in the income statement. Excess tax benefits should also be classified as operating activities in the same manner as other cash flows related to income taxes on the statement of cash flows, as such excess tax benefits no longer represent financing activities since they are recognized in the income statement, and should be applied prospectively or retrospectively to all periods presented. its portfolio.
The Company intendspaid $5 million in cash and may pay up to adopt this guidance inan additional $3.5 million of contingent earn out over the next four years based on specified conditions being met. The Company expects to determine the preliminary purchase price allocation prior to the end of the first quarter of fiscal year 2017. The new standard will result in the recognition of excess tax benefits in the Provision (Benefit) for Income Taxes rather than Additional Paid-In Capital, prospectively, which is expected to increase volatility in the Company’s results of operations. The Company intends to apply the presentation requirements for cash flows related to excess tax benefits on a prospective basis. ASU 2016-09 also allows an entity to elect as an accounting policy either to continue to estimate the total number of awards for which the requisite service period will not be rendered or to account for forfeitures for service based awards as they occur. An entity that elects to account for forfeitures as they occur should apply the accounting change on a modified retrospective basis as a cumulative effect adjustment to retained earnings as of the date of adoption. The Company intends to account for forfeitures as they occur. The adoption of this ASU is not expected to have a material impact on the Company’s Consolidated Financial Statements.2020.
In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which requires companies to recognize a lease liability that represents the discounted obligation to make future minimum lease payments, and a corresponding right-of-use asset on the balance sheet for most leases. This ASU retains a distinction between finance leases and operating leases, and the classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the current accounting literature. The result of retaining a distinction between finance leases and operating leases is that under the lessee accounting model in Topic 842, the effect of leases in a consolidated statement of comprehensive income and a consolidated statement of cash flows is largely unchanged from previous GAAP.  The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and are required to be applied on a modified retrospective basis. Earlier application is permitted. The Company expects the adoption of ASU 2016-02 will result in a material increase in the assets and liabilities on its Consolidated Balance Sheets. The Company is currently evaluating the impact that the adoption of this ASU will have on its Consolidated Statements of Operations and Other Comprehensive Income (Loss).
In January 2016, the FASB issued ASU 2016-01, “Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” This ASU requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income; requires entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset and requires entities to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk (also referred to as “own credit”) when the organization has elected to measure the liability at fair value in accordance with the fair value option. The new ASU is effective for public companies for fiscal years beginning after December 15, 2017. Early adoption of the own credit provision is permitted. The Company is currently evaluating the impact that the adoption of this ASU will have on its Consolidated Financial Statements.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(1.(3.)SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)SUPPLEMENTAL CASH FLOW INFORMATION
In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory,” which simplifies the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This ASU is effective for public business entitiesThe following represents supplemental cash flow information for fiscal years beginning after December 15, 2016,2019, 2018 and interim periods within those fiscal years. The Company intends to adopt this guidance in the first quarter of fiscal year 2017 on a prospective basis and is currently assessing the impact of adopting this ASU on its Consolidated Financial Statements.(in thousands):
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers.” The core principle behind ASU 2014-09 is that an entity should recognize revenue in an amount that reflects the consideration to which the entity expects to be entitled in exchange for delivering goods and services. This model involves a five-step process that includes identifying the contract with the customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations in the contract and recognizing revenue when the entity satisfies the performance obligations. This ASU allows two methods of adoption; (1) a full retrospective approach where historical financial information is presented in accordance with the new standard, and (2) a modified retrospective approach where this ASU is applied to the most current period presented in the financial statements. Additionally, the guidance requires enhanced disclosures, including revenue recognition policies to identify performance obligations to customers and significant judgments in measurement and recognition. In August 2015, the FASB issued ASU No 2015-14 which deferred the effective date of ASU 2014-09 to annual reporting periods beginning after December 15, 2017, with earlier application permitted as of annual reporting periods beginning after December 15, 2016. In March, April and May of 2016, respectively, the FASB issued ASU 2016-08, which clarifies the implementation guidance on principal versus agent considerations, ASU 2016-10, which clarifies the implementation guidance on identifying performance obligations and licensing and ASU 2016-12, which provides improvements to the guidance on collectability, non-cash consideration, and completed contracts at transition, a practical expedient for contract modifications at transition and an accounting policy election related to the presentation of sales taxes and other similar taxes collected from customers. These amendments may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of initial application. The Company plans to adopt the requirements of these standards in the first quarter of fiscal year 2018 on a modified retrospective basis. The Company is currently evaluating the requirements of these new standards and has not yet determined the impact of adoption on its Consolidated Financial Statements. The method of adoption is subject to change as the Company progresses through its assessment.
 2019 2018 2017
Non-cash investing and financing activities:     
Property, plant and equipment purchases included in accounts payable$8,646
 $2,303
 $3,474
Cash paid (refunded) during the year for:     
Interest44,784
 79,661
 93,839
Income taxes30,034
 23,155
 (8,185)

(2.(4.)    DIVESTITUREINVENTORIES
Inventories comprise the following (in thousands):
 December 31,
2019
 December 28,
2018
Raw materials$79,742
 $80,213
Work-in-process60,042
 75,711
Finished goods27,472
 34,152
Total$167,256
 $190,076

(5.)PROPERTY, PLANT AND ACQUISITIONSEQUIPMENT, NET
Spin-off of Nuvectra CorporationPP&E comprises the following (in thousands):
 December 31, 2019 December 28,
2018
Manufacturing machinery and equipment$285,793
 $261,912
Buildings and building improvements96,539
 95,886
Information technology hardware and software64,328
 60,901
Leasehold improvements69,012
 61,418
Furniture and fixtures15,517
 15,082
Land and land improvements11,541
 11,544
Construction work in process37,470
 23,886
Other1,181
 1,048
 581,381
 531,677
Accumulated depreciation(335,196) (300,408)
Total$246,185
 $231,269

On March 14, 2016, Integer completed the spin-off of a portion of its former QiG segment through a tax-free distribution of all of the shares of its QiG Group, LLC subsidiary to the stockholders of Integer on a pro rata basis. Immediately prior to completion of the Spin-off, QiG Group, LLCDepreciation expense for PP&E was converted into a corporation organized under the laws of Delawareas follows for fiscal years 2019, 2018 and changed its name to Nuvectra Corporation (“Nuvectra”). On March 14, 2016, each of the Company’s stockholders of record as of the close of business on March 7, 2016 (the “Record Date”) received one share of Nuvectra common stock for every three shares of Integer common stock held as of the Record Date. Upon completion of the Spin-off, Nuvectra became an independent publicly traded company whose common stock is listed on the NASDAQ stock exchange under the symbol “NVTR.”2017 (in thousands):
 2019 2018 2017
Depreciation expense$37,819
 $40,078
 $38,077

The portion of the former QiG segment spun-off consisted of QiG Group, LLC and its subsidiaries: (i) Algostim, LLC (“Algostim”), (ii) PelviStim LLC (“PelviStim”), and (iii) the Company’s NeuroNexus Technologies (“NeuroNexus”) subsidiary. The operations of Centro de Construcción de Cardioestimuladores del Uruguay (“CCC”) and certain other existing QiG research and development capabilities were retained by the Company and not included as part of the Spin-off. As the Company continues to focus on the design and development of complete medical device systems and components, and more specifically on medical device systems and components in the neuromodulation market, the Spin-off was not considered a strategic shift that had a major effect on the Company’s operations and financial results. Accordingly, the Spin-off is not presented as a discontinued operation in the Company’s Consolidated Financial Statements. The results of Nuvectra are included in the Consolidated Statements of Operations and Comprehensive Income (Loss) through the date of the Spin-off.




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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(2.(6.)DIVESTITUREGOODWILL AND ACQUISITIONS (Continued)OTHER INTANGIBLE ASSETS, NET
In connection withGoodwill
The change in the Spin-off,carrying amount of goodwill by reportable segment during the first quarter of 2016, the Company made a cash capital contribution of $75 million to Nuvectra and divested the following assets and liabilities (in thousands):
Assets divested 
  Cash and cash equivalents$76,256
  Other current assets977
  Property, plant and equipment, net4,407
  Amortizing intangible assets, net1,931
  Goodwill40,830
  Deferred income taxes6,446
Total assets divested130,847
Liabilities transferred 
     Current liabilities2,119
Net assets divested$128,728
For fiscal year 2016, Nuvectra contributed a pre-tax loss of $5.2 million to the Company’s results of operations. Nuvectra contributed a pre-tax loss of $24.4 million and $21.4 million to the Company’s results of operations for the fiscal years ended January 1, 20162019 and January 2, 2015, respectively.
In connection with the Spin-off, on March 14, 2016, Integer entered into several agreements with Nuvectra that govern its post Spin-off relationship with Nuvectra, including a Separation and Distribution Agreement, Tax Matters Agreement, Employee Matters Agreement and Transition Services Agreement. These agreements contain customary mutual indemnification provisions. Amounts earned by Integer under the Transition Services Agreement were immaterial for the year ended December 30, 2016. Accounts Receivable, Net within the Consolidated Balance Sheet at December 30, 2016 includes $9.9 million due from Nuvectra for payments made by the Company on Nuvectra’s behalf.
Acquisition of Lake Region Medical Holdings, Inc.
On October 27, 2015, the Company acquired all of the outstanding common stock of Lake Region Medical Holdings, Inc. for a total purchase price including debt assumed of approximately $1.77 billion. Lake Region Medical specializes in the design, development, and manufacturing of products across the medical component and device spectrum primarily serving the cardio, vascular and advanced surgical markets.
Fair Value of Consideration Transferred
The aggregate consideration paid by the Company to the stockholders of Lake Region Medical consisted of the following (in thousands):
Cash$478,490
Fair value of Integer common stock245,368
Replacement stock options attributable to pre-acquisition service4,508
Total purchase consideration$728,366
The fair value of the Integer common stock issued as part of the consideration2018 was determined based upon the closing stock price of Integer’s shares as of the acquisition date. The fair value of the Integer stock options issued as part of the consideration was determined utilizing a Black-Scholes option pricing model as of the acquisition date. Concurrent with the closing of the acquisition, the Company repaid all of the outstanding debt of Lake Region Medical of approximately $1.0 billion. The cash portion of the purchase price and the repayment of Lake Region Medical’s debt was primarily funded through a new senior secured credit facility and the issuance of senior notes. Refer to Note 9 “Debt” for additional information regarding the Company’s debt.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(2.)DIVESTITURE AND ACQUISITIONS (Continued)
Fair Value of Assets Acquired and Liabilities Assumed
This transaction was accounted for under the acquisition method of accounting. Accordingly, the cost of the acquisition was allocated to the Lake Region Medical assets acquired and liabilities assumed based on their fair values as of the closing date of the acquisition, with the amount exceeding the fair value of the net assets acquired recorded as goodwill. The fair value of assets acquired and liabilities assumed was finalized during the third quarter of fiscal year 2016. Measurement-period adjustments made during 2016 were an increase to current liabilities of $1.5 million, and reductions to goodwill of $1.1 million and deferred tax liabilities of $2.6 million These adjustments did not impact the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss). The measurement period for this acquisition is closed and no further purchase price adjustments will be made.
The fair values of the assets acquired and liabilities assumed are as follows (in thousands):
 Medical Non-Medical Total
December 29, 2017$822,870
 $17,000
 $839,870
Foreign currency translation(7,532) 
 (7,532)
December 28, 2018815,338
 17,000
 832,338
Goodwill related to acquisition (Note 2)10,527
 
 10,527
Foreign currency translation(3,248) 
 (3,248)
December 31, 2019$822,617
 $17,000
 $839,617
Assets acquired 
Current assets$269,815
Property, plant and equipment216,473
Amortizing intangible assets849,000
Indefinite-lived intangible assets70,000
Goodwill660,670
Other non-current assets1,629
Total assets acquired2,067,587
Liabilities assumed 
Current liabilities103,986
Debt assumed1,044,675
Other long-term liabilities190,560
Total liabilities assumed1,339,221
Net assets acquired$728,366
The goodwill acquired in connection with the acquisition was allocated to the Medical segment and is not deductible for tax purposes. Various factors contributed to the establishment of goodwill, including the value of Lake Region Medical’s highly trained assembled work force and management team, the incremental value resulting from Lake Region Medical’s industry leading capabilities and services to OEMs, enhanced synergies, and the expected revenue growth over time that is attributable to increased market penetration from future products and customers. In connection with the acquisition, the Company recognized a $70 million trademarks and tradenames indefinite-lived intangible asset, $160 million of purchased technology definite-lived intangible assets that have an estimated weighted average amortization period of 7 years and $689 million of customer lists definite-lived intangible assets that have an estimated weighted average amortization period of 14 years. In connection with the acquisition, the Company also recorded the inventory acquired at fair value resulting in an increase in inventory of$23.0 million. This step-up in the fair value of inventory was amortized as the inventory to which the step-up relates was sold and was fully amortized as of January 1, 2016.
The operating results of Lake Region Medical have been included in the Company’s consolidated results since the date of acquisition. For the fiscal year ended December 30, 2016, Lake Region Medical had $802.4 million of revenue and $32.8 million of net income. For the fiscal year ended January 1, 2016, Lake Region Medical had $138.6 million of revenue and a net loss of $17.4 million.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(2.)DIVESTITURE AND ACQUISITIONS (Continued)
Acquisition of Centro de Construcción de Cardioestimuladores del Uruguay
On August 12, 2014, the Company purchased all of the outstanding common stock of Centro de Construcción de Cardioestimuladores del Uruguay, headquartered in Montevideo, Uruguay. CCC is an active implantable neuromodulation medical device systems developer and manufacturer that produces a range of medical devices including implantable pulse generators, programmer systems, battery chargers, patient wands and leads. This acquisition allows the Company to more broadly partner with medical device companies, complements the Company’s core discrete technology offerings and enhances the Company’s medical device innovation efforts.
Fair Value of Assets Acquired and Liabilities Assumed
This transaction was accounted for under the acquisition method of accounting. The cost of the acquisition was allocated to the assets acquired and liabilities assumed from CCC based on their fair values as of the closing date of the acquisition, with the amount exceeding the fair value of the net assets acquired recorded as goodwill. The valuation of the assets acquired and liabilities assumed from CCC was finalized during 2015 and did not result in a material adjustment to the original valuation of net assets acquired, including goodwill and therefore was not reflected as a retrospective adjustment to the historical financial statements.
The fair values of the assets acquired and liabilities assumed are as follows (in thousands):
Assets acquired 
Current assets$10,670
Property, plant and equipment1,131
Amortizing intangible assets6,100
Goodwill8,296
Total assets acquired26,197
Liabilities assumed 
Current liabilities4,842
Deferred income taxes1,590
Total liabilities assumed6,432
Net assets acquired$19,765
The goodwill acquired in connection with the CCC acquisition was allocated to the Medical segment and is not deductible for tax purposes. Various factors contributed to the establishment of goodwill, including: the value of CCC’s highly trained assembled work force and management team; the incremental value that CCC’s technology will bring to the Company’s medical devices; and the expected revenue growth over time that is attributable to increased market penetration from future products and customers. In connection with the acquisition, the Company recognized definite-lived intangible assets of $0.1 million for trademarks and tradenames, $1.4 million for purchased technology and $4.6 million for customer lists, which had estimated weighted average amortization periods of 2, 10 and 10 years, respectively.
The operating results of CCC have been included in the Company’s consolidated results since the date of acquisition. For the fiscal year ended January 2, 2015, CCC had $5.8 million of revenue and net income of $1.2 million. The aggregate purchase price of $19.8 million was funded with cash on hand.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(2.)DIVESTITURE AND ACQUISITIONS (Continued)
Unaudited Pro Forma Financial Information
The following unaudited pro forma information summarizes the consolidated results of operations of the Company, Lake Region Medical, and CCC for fiscal years 2015 and 2014 as if those acquisitions occurred as of the beginning of fiscal years 2014 (Lake Region Medical) and 2013 (CCC) (in thousands, except per share amounts):
 2015 2014
Sales$1,445,689
 $1,441,782
Net income (loss)2,405
 (25,865)
Earnings (loss) per share:   
Basic$0.08
 $(0.87)
Diluted$0.08
 $(0.87)
The unaudited pro forma information presents the combined operating results of Integer, Lake Region Medical, and CCC, with the results prior to the acquisition date adjusted to include the pro forma impact of the amortization of acquired intangible assets, the adjustment to interest expense reflecting the amount borrowed in connection with the acquisitions at Integer’s interest rate, and the impact of income taxes on the pro forma adjustments utilizing the applicable statutory tax rate. Fiscal year 2015 pro forma earnings were adjusted to exclude $32.3 million of acquisition-related costs (change-in-control payments, investment banking fees, professional fees), $9.5 million of debt related charges (commitment fees, swap termination fees, debt extinguishment fees) and $23.0 million of nonrecurring amortization expense related to the fair value step-up of inventory incurred in 2015 as a result of the acquisition of Lake Region Medical. Fiscal year 2014 supplemental pro forma earnings were adjusted to include these charges. The unaudited pro forma consolidated basic and diluted earnings (loss) per share calculations are based on the consolidated basic and diluted weighted average shares of Integer. The unaudited pro forma results are presented for illustrative purposes only and do not reflect the realization of potential cost savings, and any related integration costs. Costs savings may result from the acquisition; however, there can be no assurance that these cost savings will be achieved. These pro forma results do not purport to be indicative of the results that would have been obtained by the combined company, or to be a projection of results that may be obtained in the future by the combined company.
(3.)SUPPLEMENTAL CASH FLOW INFORMATION
The following represents supplemental cash flow information (in thousands) for fiscal years 2016, 2015 and 2014:
 2016 2015 2014
Noncash investing and financing activities:     
Common stock contributed to 401(k) Plan$
 $3,920
 $4,341
Property, plant and equipment purchases included in accounts payable3,499
 7,401
 2,926
Common stock issued in connection with Lake Region Medical acquisition
 245,368
 
Replacement stock options issued in connection with Lake Region Medical acquisition
 4,508
 
Purchase of non-controlling interests in subsidiaries included in accrued expenses
 6,818
 
Cash paid during the year for:     
Interest106,475
 13,057
 3,521
Income taxes7,263
 6,312
 13,565
Acquisition of noncash assets
 2,013,604
 22,434
Liabilities assumed
 1,340,339
 6,432

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(4.)INVENTORIES
Inventories are comprised of the following (in thousands):
 December 30,
2016
 January 1,
2016
Raw materials$100,738
 $107,296
Work-in-process89,224
 93,729
Finished goods35,189
 51,141
Total$225,151
 $252,166
(5.)ASSETS HELD FOR SALE
Assets held for sale included in Prepaid Expenses and Other Current Assets, is comprised of the following (in thousands):
Asset Business Segment December 30,
2016
 January 1,
2016
Building and building improvements Medical $794
 $996
During 2014, the Company transferred $2.1 million of assets relating to the Company’s Orvin, Switzerland property to assets held for sale. During 2016 and 2014 the Company recognized impairment charges, recorded in Other Operating Expenses, Net, of $0.2 million and $0.4 million, respectively, related to its assets held for sale. During 2015, the Company sold $0.6 million of these assets held for sale with no additional gain or loss recognized.
(6.)PROPERTY, PLANT AND EQUIPMENT, NET
PP&E is comprised of the following (in thousands):
 December 30, 2016 January 1,
2016
Manufacturing machinery and equipment$332,886
 $285,068
Buildings and building improvements132,277
 130,184
Information technology hardware and software52,467
 43,947
Leasehold improvements59,292
 36,745
Furniture and fixtures18,989
 16,243
Land and land improvements20,046
 21,774
Construction work in process32,252
 76,835
Other1,062
 852
 649,271
 611,648
Accumulated depreciation(277,229) (232,156)
Total$372,042
 $379,492
Depreciation expense for property, plant and equipment was as follows for fiscal years 2016, 2015 and 2014 (in thousands):
 2016 2015 2014
Depreciation expense$52,662
 $27,136
 $23,320
Construction work in process at December 30, 2016 and January 1, 2016 includes asset purchases related to the Company’s 2014 investment in capacity and capabilities initiatives. Additionally, construction work in process also relates to routine purchases of machinery, equipment, and information technology assets to support normal recurring operations. Refer to Note 13 “Other Operating Expenses, Net” for a description of the Company’s significant capital investment projects.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(7.)     INTANGIBLE ASSETS
Amortizing intangible assets, net are comprised of the following (in thousands):
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Foreign
Currency
Translation
 
Net
Carrying
Amount
December 30, 2016       
Purchased technology and patents$256,719
 $(100,719) $333
 $156,333
Customer lists759,987
 (60,474) (6,269) 693,244
Other4,534
 (5,142) 803
 195
Total amortizing intangible assets$1,021,240
 $(166,335) $(5,133) $849,772
        
January 1, 2016       
Purchased technology and patents$255,776
 $(83,708) $1,444
 $173,512
Customer lists761,857
 (40,815) (986) 720,056
Other4,534
 (4,946) 821
 409
Total amortizing intangible assets$1,022,167
 $(129,469) $1,279
 $893,977
Aggregate intangible asset amortization expense is comprised of the following for fiscal years 2016, 2015 and 2014 (in thousands):
 2016 2015 2014
Cost of sales$16,769
 $7,403
 $6,201
SG&A20,581
 9,681
 7,009
RD&E512
 412
 667
Total intangible asset amortization expense$37,862
 $17,496
 $13,877

Estimated future intangible asset amortization expense based upon the carrying value as of December 30, 2016 is as follows (in thousands):
 2017 2018 2019 2020 2021 After 2021
Amortization Expense$43,562
 44,426
 44,483
 45,066
 43,957
 628,278
Indefinite-lived intangible assets were comprised of the following as of December 30, 2016 and January 1, 2016 (in thousands):
 
Trademarks
and
Tradenames
January 1, 2016$90,288
December 30, 2016$90,288
As discussed further in Note 1 “Summary of Significant Accounting Policies” and Note 19 “Business Segment, Geographic and Concentration Risk Information,” as a result of the Lake Region Medical acquisition and the Spin-off, during 2016 the Company restructured its operations including its internal management and financial reporting structure. In connection with this realignment, the Company reevaluated its operating and reporting segments and determined that it has two operating segments: Medical and Non-Medical. As required, the Company reassigned goodwill to its reporting units based upon their relative fair values and reclassified prior year amounts to conform them to the current year presentation. Additionally, the Company evaluated the goodwill of all of its reporting units utilizing the step-zero approach immediately prior to the change in segments and immediately after the Spin-off for its former QiG reporting unit and concluded in both cases that it was more likely than not that there was no impairment present. The Company also performed its annual goodwill impairment test utilizing the two-step method as of December 30, 2016 and concluded there was no impairment present.


INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(7.)     INTANGIBLE ASSETS (Continued)
The change in goodwill during fiscal year 2016 is as follows (in thousands):
 Medical Non- Medical Total
January 1, 2016$996,570
 $17,000
 $1,013,570
Goodwill divested (Note 2)(40,830) 
 (40,830)
Purchase accounting adjustments (Note 2)(1,118) 
 (1,118)
Foreign currency translation(4,296) 
 (4,296)
December 30, 2016$950,326
 $17,000
 $967,326

As of December 30, 2016, no31, 2019, 0 accumulated impairment loss has been recognized for the goodwill allocated to the Company’s Medical or Non-Medical segments.
Intangible Assets
Intangible assets comprise the following (in thousands):
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Carrying
Amount
December 31, 2019     
Definite-lived:     
Purchased technology and patents$248,264
 $(138,435) $109,829
Customer lists706,852
 (131,185) 575,667
Other3,503
 (3,503) 
Total amortizing intangible assets$958,619
 $(273,123) $685,496
Indefinite-lived:     
Trademarks and tradenames    $90,288
      
December 28, 2018     
Definite-lived:     
Purchased technology and patents$241,726
 $(125,540) $116,186
Customer lists710,406
 (104,556) 605,850
Other3,503
 (3,489) 14
Total amortizing intangible assets$955,635
 $(233,585) $722,050
Indefinite-lived:     
Trademarks and tradenames    $90,288

See Note 2 “Acquisition, Divestiture and Discontinued Operations.” for additional details regarding intangible assets acquired during 2019. Included in the Company’s indefinite-lived intangible assets is the Lake Region Medical tradename with a carrying value of $70.0 million.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(6.)     GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Continued)
Aggregate intangible asset amortization expense is comprised of the following for fiscal years 2019, 2018 and 2017 (in thousands):
 2019 2018 2017
Cost of Sales$13,111
 $14,134
 $15,183
SG&A26,965
 26,658
 24,840
RD&E
 154
 545
Other Operating Expenses (“OOE”)
 514
 2,538
Total intangible asset amortization expense$40,076
 $41,460
 $43,106

Estimated future intangible asset amortization expense based upon the carrying value as of December 31, 2019 is as follows (in thousands):
 2020 2021 2022 2023 2024 After 2024
Amortization Expense$40,438
 $39,898
 $39,161
 $37,755
 $36,798
 $491,446

(8.7.)    ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Accrued expenses and other current liabilities are comprised of the following (in thousands):
 December 31, 2019 December 28,
2018
Profit sharing and bonuses$26,060
 $22,912
Salaries and benefits20,997
 21,830
Deferred revenue1,975
 2,482
Product warranties1,933
 2,600
Accrued interest1,885
 1,944
Other13,223
 8,722
Total$66,073
 $60,490
 December 30, 2016 January 1,
2016
Salaries and benefits$30,199
 $37,579
Profit sharing and bonuses3,054
 6,781
Accrued interest6,838
 9,378
Purchase of non-controlling interest in subsidiaries
 6,818
Severance, retention and change in control payments6,296
 11,969
Warranty and customer rebates8,146
 7,205
Other17,748
 17,527
Total$72,281
 $97,257

(9.(8.)DEBT
Long-term debt is comprised of the following (in thousands):
 December 31, 2019 December 28,
2018
Senior secured term loan A$267,188
 $304,687
Senior secured term loan B558,286
 632,286
Revolving line of credit
 5,000
Unamortized discount on term loan B and debt issuance costs(10,702) (16,466)
Total debt814,772
 925,507
Current portion of long-term debt(37,500) (37,500)
Total long-term debt$777,272
 $888,007
 December 30, 2016 January 1,
2016
Senior secured term loan A$356,250
 $375,000
Senior secured term loan B1,014,750
 1,025,000
9.125% senior notes due 2023360,000
 360,000
Revolving line of credit40,000
 
Less unamortized discount on term loan B and debt issuance costs(40,837) (45,947)
Total debt1,730,163
 1,714,053
Less current portion of long-term debt31,344
 29,000
Total long-term debt$1,698,819
 $1,685,053

Senior Secured Credit Facilities
In connection with the Lake Region Medical acquisition, on October 27, 2015, theThe Company replaced its existing credit facility with newhas senior secured credit facilities (the “Senior Secured Credit Facilities”) consisting of (i) a $200 million revolving credit facility (the “Revolving Credit Facility”), (ii) a $375$267 million term loan A facility (the “TLA Facility”), and (iii) a $1,025$558 million term loan B facility (the “TLB Facility”). The TLA Facility and TLB Facility are collectively referred to as the “Term Loan Facilities.” The TLB facilityFacility was issued at a 1% discount.


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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(9.(8.)DEBT (Continued)
On November 21, 2019, the Company amended the Senior Secured Credit Facilities to extend the maturity dates for both the Revolving Credit Facility and the TLA Facility to coincide with the maturity date of the TLB Facility, and reduce the interest rate margins applicable to the Revolving Credit Facility, TLA Facility and TLB Facility.
Revolving Credit Facility
The Revolving Credit Facility matures on October 27, 2020 and2022. The Revolving Credit Facility includes a $15 million sublimit for swingline loans and a $25 million sublimit for standby letters of credit. The Company is required to pay a commitment fee on the unused portion of the Revolving Credit Facility, which will range between0.175% and 0.25%, depending on the Company’s total net leverage ratio, asTotal Net Leverage Ratio (as defined in the Senior Secured Credit Facilities agreement. agreement). Interest rates on the Revolving Credit Facility, as well as the TLA Facility, are at the Company’s option, either at: (i) the prime rate plus the applicable margin, which will range between 0.50% and 2.00%, based on the Company’s Total Net Leverage Ratio, or (ii) the applicable London Interbank Offered Rate (“LIBOR”) rate plus the applicable margin, which will range between 1.50% and 3.00%, based on the Company’s Total Net Leverage Ratio.
As of December 30, 2016,31, 2019, the Company had $40 million of0 outstanding borrowings on the Revolving Credit Facility and an available borrowing capacity of $151.1$193.2 million after giving effect to$8.9to $6.8 million of outstanding standby letters of credit. As of December 30, 2016, the weighted average interest rate on outstanding borrowings under the Revolving Credit Facility was 3.95%.
Subject to certain conditions, commitments under the Revolving Credit Facility may be increased through an incremental revolving facility so long as, on a pro forma basis, the Company’s first lien net leverage ratio does not exceed 4.25:1.00. The outstanding amount of the Revolving Credit Facility approximated its fair value as of December 30, 2016 based upon the debt being variable rate and short-term in nature.
Term Loan Facilities
The TLA Facility and TLB Facility mature on October 27, 2021 and October 27, 2022, respectively. Interest rates on the TLA Facility, as well as the Revolving Credit Facility, are at the Company’s option, either at: (i) the prime rate plus the applicable margin, which will range between 0.75% and 2.25%, based on the Company’s total net leverage ratio, as defined in the Senior Secured Credit Facilities agreement or (ii) the applicable LIBOR rate plus the applicable margin, which will range between 1.75% and 3.25%, based on the Company’s total net leverage ratio.2022. Interest rates on the TLB Facility are, at the Company’s option, either at: (i) the prime rate plus 3.25%1.50% or (ii) the applicable LIBOR rate plus 4.25%2.50%, with LIBOR subject to a 1.00% floor. As of December 30, 2016,31, 2019, the interest raterates on the TLA Facility and TLB Facility were 4.01%3.80% and 5.25%4.22%, respectively.
Subject to certain conditions, one1 or more incremental term loan facilities may be added to the Term Loan Facilities so long as, on apro forma basis, the Company’s first lien net leverage ratio does not exceed 4.25:1.00.
As of December 30, 2016, the estimated fair value of TLA and TLB were approximately $349 million and $1,022 million, respectively, based on quoted market prices for the debt, recent sales prices for the debt and consideration of comparable debt instruments with similar interest rates and trading frequency, among other factors, and is classified as Level 2 measurements within the fair value hierarchy.
Covenants
The Revolving Credit Facility and the TLA Facility contain covenants requiring (A) a maximum total net leverage ratio of 6.25:4.50:1.0, subject to step downs of 25 basis points in both the first and second quarters of 2020 and (B) a minimum interest coverage ratio of adjusted EBITDA (as defined in the Senior Secured Credit Facilities) to interest expense of not less than 2.50:1.0, subject to step ups.3.00:1.00. As of December 31, 2019, the Company was in compliance with these financial covenants. The TLB Facility does not contain any financial maintenance covenants. During the fourth quarter of 2016, the Company amended the Senior Secured Credit Facilities. The amendment modified certain covenants covering the Revolving Credit Facility and the TLA Facility. Pursuant to the amendment, the maximum total net leverage ratio stepped down to 6.25:1.0 beginning in the fourth fiscal quarter of 2016 until and including the fourth fiscal quarter for 2017, and will gradually decline to 4.0:1.0 by the second fiscal quarter of 2020. Additionally, pursuant to the amendment, the minimum interest coverage ratio dropped to 2.50:1.0 beginning in the fourth fiscal quarter of 2016 until and including the fourth fiscal quarter of 2017. For fiscal quarters in 2018 and 2019, the interest coverage ratio will rise to 2.75:1.0 and 3.0:1.0, respectively.
The Senior Secured Credit Facilities also contain negative covenants that restrict the Company’s ability to (i) incur additional indebtedness; (ii) create certain liens; (iii) consolidate or merge; (iv) sell assets, including capital stock of the Company’s subsidiaries; (v) engage in transactions with the Company’s affiliates; (vi) create restrictions on the payment of dividends or other amounts from the Company’s restricted subsidiaries; (vii) pay dividends on capital stock or redeem, repurchase or retire capital stock; (viii) pay, prepay, repurchase or retire certain subordinated indebtedness; (ix) make investments, loans, advances and acquisitions; (x) make certain amendments or modifications to the organizational documents of the Company or its subsidiaries or the documentation governing other senior indebtedness of the Company; and (xi) change the Company’s type of business. These negative covenants are subject to a number of limitations and exceptions that are described in the Senior Secured Credit Facilities agreement. As of December 30, 2016,31, 2019, the Company was in compliance with all financial and negative covenants under the Senior Secured Credit Facilities.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(9.)DEBT (Continued)
The Senior Secured Credit Facilities provide for customary events of default. Upon the occurrence and during the continuance of an event of default, the outstanding advances and all other obligations under the Senior Secured Credit Facilities become immediately due and payable. The Senior Secured Credit Facilities are guaranteed by Integer Holdings Corporation, as a parent guarantor, and all of the Company’s present and future direct and indirect wholly-owned domestic subsidiaries (other than Greatbatch Ltd. (which is the borrower under the Senior Secured Credit Facilities), non-wholly owned joint ventures, and certain other excluded subsidiaries). The Senior Secured Credit Facilities are secured, subject to certain exceptions, by a first priority security interest in; i) the present and future shares of capital stock of (or other ownership or profit interests in) Greatbatch Ltd. and each guarantor (except Integer Holdings Corporation); ii) sixty-six percent (66%

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(8.)of all present and future shares of voting capital stock of each specified first-tier foreign subsidiary; iii) substantially all of the Company’s, Greatbatch Ltd.’s and each other guarantor’s other personal property; and iv) all proceeds and products of the property and assets of the Company, Greatbatch Ltd. and the other guarantors.DEBT (Continued)
9.125% Senior Notes due 2023
On October 27, 2015, the Company completed a private offering of $360 million aggregate principal amount of 9.125% senior notes due on November 1, 2023 (the “Senior Notes”). AllOn July 10, 2018, the Company completed the redemption in full of the Senior Notes are outstanding as of December 30, 2016.
Interest on the Senior Notes is payable on May 1 and November 1 of each year.  The Company may redeem the Senior Notes, in whole or in part, prior to November 1, 2018 at a redemption price equal toof 100% of the principal amount thereof plus a “make-whole” premium.  Prior to November 1, 2018, the Company may redeem up to 40% of the aggregate principal amount of the Senior Notes usingplus the proceeds from certain equity offerings at aapplicable “make-whole” premium of $31.3 million and accrued and unpaid interest through the redemption price equal to 109.125%date. The “make-whole” premium is included in Interest Expense in the accompanying Consolidated Statements of Operations for the year ended December 28, 2018. Upon completion of the aggregate principal amountredemption of the Senior Notes. On or after November 1, 2018, the Company may redeem the Senior Notes, in whole or in part, pursuant to a customary schedule of declining redemption prices. As of December 30, 2016, the estimated fair value of the Senior Notes was approximately $359 million, based on quoted market prices of these notes, recent sales prices for the notes and consideration of comparable debt instruments with similar interest rates and trading frequency, among other factors, and is classified as Level 2 measurements within the fair value hierarchy.
The Senior Notes are senior unsecured obligations of the Company. The Senior Notes contain restrictive covenants that, among other things, limit the ability of the Company to: (i) incur or guarantee additional indebtedness or issue certain disqualified stock or preferred stock; (ii) create certain liens; (iii) pay dividends or make distributions in respect of capital stock; (iv) make certain other restricted payments; (v) enter into agreements that restrict certain dividends or other payments; (vi) enter into sale-leaseback agreements; (vii) engage in certain transactions with affiliates; and (viii) consolidate or merge with, or sell substantially all of their assets to, another person. These covenants are subject to a number of limitations and exceptions that are described in the indenture for the Senior Notes. The Senior Notes provide for customary events of default, subject in certain cases to customary cure periods, in which the Senior Notes and any unpaid interest would become due and payable. As of December 30, 2016, the Company was in compliance with all restrictive covenants under the indenture governing the Senior Notes.Notes was satisfied and discharged.
As of December 30, 2016,31, 2019, the weighted average interest rate on all outstanding borrowings is 5.76%4.08%.
Contractual maturities of the Company’s debt facilities for the next five years and thereafter, excluding any discounts or premiums, as of December 30, 201631, 2019 are as follows (in thousands):
 2020 2021 2022
Future minimum principal payments$37,500
 $37,500
 $750,474
 2017 2018 2019 2020 2021 After 2021
Future minimum principal payments$31,344
 40,719
 47,750
 87,750
 239,937
 1,323,500

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(9.)DEBT (Continued)
Debt Issuance Costs and Discounts
The Company incurred debt issuance costs in conjunction with the issuance of the Senior Secured Credit Facilities and the Senior Notes. The change in deferred debt issuance costs related to the Company’s Revolving Credit Facility is as follows (in thousands):
January 2, 2015$2,200
Financing costs deferred4,152
Write-off during the period(907)
Amortization during the period(654)
January 1, 20164,791
Amortization during the period(991)
December 30, 2016$3,800
December 29, 2017$2,808
Amortization during the period(991)
December 28, 20181,817
Financing costs incurred302
Write-off of debt issuance costs(1)
(150)
Amortization during the period(939)
December 31, 2019$1,030
The change in unamortized discount and debt issuance costs related to the Term Loan Facilities and Senior Notes is as follows (in thousands):
 Debt Issuance Costs Unamortized Discount on TLB Facility Total
December 29, 2017$26,889
 $6,389
 $33,278
Write-off of debt issuance costs and unamortized discount(1)
(9,757) (1,610) (11,367)
Amortization during the period(4,419) (1,026) (5,445)
December 28, 201812,713
 3,753
 16,466
Financing costs incurred919
 
 919
Write-off of debt issuance costs and unamortized discount(1)
(1,913) (482) (2,395)
Amortization during the period(3,440) (848) (4,288)
December 31, 2019$8,279
 $2,423
 $10,702

 Debt Issuance Costs Unamortized Discount on TLB Facility Total
January 2, 2015$887
 $
 $887
Financing costs incurred41,781
 10,250
 52,031
Write-off during the period(732) 
 (732)
Amortization during the period(6,028) (211) (6,239)
January 1, 201635,908
 10,039
 45,947
Financing costs incurred1,177
 
 1,177
Amortization during the period(4,989) (1,298) (6,287)
December 30, 2016$32,096
 $8,741
 $40,837
__________
(1)
The Company recognized losses from extinguishment of debt in connection with prepaying portions of its TLB Facility during 2019 and 2018, amending the Senior Secured Credit Facilities during 2019, and redeeming its Senior Notes during 2018. The losses from extinguishment of debt are included in Interest Expense in the accompanying Consolidated Statements of Operations.
During fiscal year 2015, the Company wrote off $1.6 million of debt issuance costs in connection with the extinguishment and modification of its term loan and revolving line of credit, respectively, which is included in Interest Expense on the Consolidated Statements of Operations and Comprehensive Income (Loss).

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(9.)DEBT (Continued)
Interest Rate Swaps
From time to time, the Company enters into interest rate swap agreements in order to hedge against potential changes in cash flows on its outstanding variable rate debt. During 2016, the Company entered into a one year $250 million interest rate swap and a three year $200 million interest rate swap to hedge against potential changes in cash flows on its outstanding variable rate debt, which are indexed to the one-month LIBOR rate. The variable rate received on the interest rate swaps and the variable rate paid on the variable rate debt will have the same rate of interest, excluding the credit spread, and will reset and pay interest on the same day. The swaps are being accounted for as cash flow hedges.
In connection with the Lake Region Medical acquisition, the Company terminated its then outstanding interest rate swap agreements as the forecasted cash flows that the interest rate swaps were hedging were no longer expected to occur. As a result, during the fourth quarter of 2015, the Company made a $2.8 million payment to the interest rate swap counterparty and recognized a $2.8 million charge to Interest Expense.
Information regarding the Company’s outstanding interest rate swaps designated as cash flow hedges as of December 30, 2016 is as follows (dollars in thousands):
Notional Amount Start Date End Date Pay Fixed Rate Receive Current Floating Rate Fair Value Balance Sheet Location
$250,000
 Jul-16 Jun-17 0.615% 0.7561% $267
 Prepaid Expenses and Other Current Assets
$200,000
 Jun-17 Jun-20 1.1325% N/A $3,215
 Other Assets
The estimated fair value of the interest rate swap agreements represents the amount the Company expects to receive (pay) to terminate the contract. No portion of the change in fair value of the Company’s interest rate swaps during 2016, 2015, or 2014 were considered ineffective. The amount recorded as Interest Expense during 2016, 2015, and 2014 related to the Company’s interest rate swaps was $0.1 million, $3.5 million $0.5 million, respectively.
(10.9.)     BENEFIT PLANS
Savings Plan
The Company sponsors a defined contribution 401(k) plan (the “Company plan”“Plan”), for its U.S. based employees. The planPlan provides for the deferral of employee compensation under Section 401(k)Internal Revenue Code §401(k) and a discretionary Company match. In 2016, 2015, and 2014, this match was 35% per dollar of participant deferral, up to 6% of the total compensation for legacy Greatbatch associates. Net costs related to this defined contribution plan were $2.0 million in 2016, $2.3 million in 2015, and $2.2 million in 2014.
In addition to the above, under the terms of the 401(k) plan document there is an annual discretionary defined contribution of up to 4% of each legacy Greatbatch employee’s eligible compensation based upon the achievement of certain performance targets. This amount is contributed to the 401(k) plan in the form of Company stock. The Company did not make a discretionary stock contribution in 2016 or 2015. Compensation cost recognized related to the defined contribution plan was $4.2 million in 2014. As of December 30, 2016, certain participants in the 401(k) Plan held, on an aggregate basis, approximately 334,000 shares of Company stock.
Subsequent to the Lake Region Medical acquisition, the Company continued the 401(k) plan previously provided to legacy Lake Region Medical employees. This plan is available to most Lake Region employees whereby employees are allowed to contribute up to, subject to compliance with federal 401(k) plan contribution limits, 50% of gross salary. The Company matches 50% of an employee’s contributions for the first 6% of the employee’s gross salary at a maximum contribution rate per employee of 3% of the employee’s gross salary. The employee’s contributions vest immediately, while the Company’s contributions vest over a five-year period. Net costs related to this defined contribution plan were $4.4 million in 2016 and $0.8 million from the date of acquisition through the fiscal year end in 2015.
In January 2017, the Lake Region Medical plan was merged into the Company plan. Beginning in fiscal year 2017, the Company will match $0.50 per dollar of participant deferral, up to 6% of the base salary forcompensation of each participant.



INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(10.)     BENEFIT PLANS (Continued) Contributions from employees, as well as those matched by the Company, vest immediately. Net costs related to defined contribution plans were $7.2 million in 2019, $6.8 million in 2018 and $6.0 million in 2017.
Defined Benefit Plans
The Company is required to provide its employees located in Switzerland Mexico, France, and GermanyMexico certain statutorily mandated defined benefits. Under these plans, benefits accrue to employees based upon years of service, position, age and compensation. The defined benefit pension plan provided to the Company’s employees located in Switzerland is a funded contributory plan, while the plans that provide benefits to the Company’s employees located in Mexico France, and Germany are unfunded and noncontributory. The liability and corresponding expense related to these benefit plans is based on actuarial computationsassets of current and future benefits for employees.
During 2012, the Company transferred most major functions performedSwitzerland plan are held at its facilities in Switzerland into other existing facilities and curtailed its defined benefit plan provided to employees at those Swiss facilities. During 2013, the plan assets that remained after settlement payments were made were transferred to an AA- rated insurance carrier who bears the pension risk and longevity risk, and will be used to cover the pension liability for the remaining retirees of the Swiss plan, as well as the remaining employees at that location.
The Company’s fiscal year end dates are the measurement dates for its defined benefit plans. Information relatingliability and corresponding expense related to the funding position of the Company’s definedthese benefit plans is based on actuarial computations of current and future benefits for fiscal years 2016employees.
The aggregated projected benefit obligation for these plans was $3.0 million and 2015 were$2.2 million as follows (in thousands):
 2016 2015
Change in projected benefit obligation:   
Projected benefit obligation at beginning of year$7,992
 $2,843
Projected benefit obligation acquired
 4,316
Service cost431
 439
Interest cost174
 165
Plan participants’ contribution75
 61
Actuarial loss341
 235
Benefits transferred in, net84
 258
Foreign currency translation(369) (325)
Projected benefit obligation at end of year8,728
 7,992
Change in fair value of plan assets:   
Fair value of plan assets at beginning of year871
 437
Employer contributions36
 69
Plan participants’ contributions75
 61
Actual loss on plan assets(9) (39)
Benefits transferred in, net224
 362
Foreign currency translation(25) (19)
Fair value of plan assets at end of year1,172
 871
Projected benefit obligation in excess of plan assets at end of year$7,556
 $7,121
Defined benefit liability classified as other current liabilities$109
 $46
Defined benefit liability classified as long-term liabilities$7,447
 $7,075
Accumulated benefit obligation at end of year$7,115
 $6,299

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(10.)     BENEFIT PLANS (Continued)
Amounts recognized in Accumulated Other Comprehensive Income (Loss) for fiscal years 2016of December 31, 2019 and 2015 are as follows (in thousands):
 2016 2015
Net loss occurring during the year$368
 $164
Amortization of losses(62) (156)
Prior service cost1
 (1)
Amortization of prior service cost(11) (9)
Pre-tax adjustment (gain) loss296
 (2)
Taxes283
 22
Net loss$579
 $20
The amortization of amounts in Accumulated Other Comprehensive Income (Loss) expected to be recognized as components of netDecember 28, 2018, respectively. Net periodic benefit expense during fiscal year 2017 are as follows (in thousands):
Amortization of net prior service cost$9
Amortization of net loss61
Net pension cost for fiscal years 20162019, 2018 and 2015 is comprised of the following (in thousands):
 2016 2015
Service cost$431
 $439
Interest cost174
 165
Expected return on assets(18) (11)
Recognized net actuarial loss72
 164
Net pension cost$659
 $757
The weighted-average rates used in the actuarial valuations to determine the net pension cost for fiscal years 2016, 20152017 was $0.3 million, $0.3 million and 2014 were as follows:
 2016 2015 2014
Discount rate2.2% 2.3% 3.4%
Salary growth2.9% 3.0% 3.1%
Expected rate of return on assets2.0% 2.3% 2.5%
The weighted-average rates used in the actuarial valuations to determine the projected benefit obligation for fiscal years 2016, 2015 and 2014 were as follows:
 2016 2015 2014
Discount rate1.9% 2.2% 2.3%
Salary growth2.9% 2.9% 3.0%
Expected rate of return on assets1.5% 2.0% 2.3%
The discount rate used is based on the yields of AA bonds with a duration matching the duration of the liabilities plus approximately 50 basis points to reflect the risk of investing in corporate bonds. The expected rate of return on plan assets reflects earnings expectations on existing plan assets.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(10.)     BENEFIT PLANS (Continued)
The following table provides information by level for the defined benefit plan assets that are measured at fair value as of December 30, 2016 and January 1, 2016 (in thousands).
 Fair Value 
Quoted
Prices in
Active
Markets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
December 30, 2016       
Insurance contract$1,172
 $
 $1,172
 $
January 1, 2016       
Insurance contract$871
 $
 $871
 $
The fair value of Level 2 plan assets are obtained from quoted market prices in inactive markets or valuation models with observable market data inputs to estimate fair value. These observable market data inputs include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids, offers and reference data.  Refer to Note 1 “Summary of Significant Accounting Policies” for discussion of the fair value measurement terms of Levels 1, 2, and 3.
Estimated benefit payments over for$0.3 million, respectively. Over the next ten years, as of December 30, 2016 are as follows (in thousands):
 2017 2018 2019 2020 2021 2022-2026
Estimated benefit payments$261
 191
 266
 216
 251
 1,888
we expect gross benefit payments to be $0.7 million in total for the years 2020 through 2024, and $1.1 million in total for the years 2025 through 2029.
(11.(10.)STOCK-BASED COMPENSATION
Stock-based Compensation Plans
At the 2016 Annual Meeting of Stockholders held on May 24, 2016,The Company maintains certain stock-based compensation plans that were approved by the Company’s stockholders approvedand are administered by the Company’s 2016 Stock Incentive Plan (the “2016 Plan”).Board of Directors, or the Compensation and Organization Committee of the Board. The 2016 Plan providesstock-based compensation plans provide for the granting of stock options, shares of restricted stock, restricted stock units,RSAs, RSUs, stock appreciation rights and stock bonuses to employees, non-employee directors, consultants, and service providers.
The 2016 Plan supplements the Company’s existing 2009 Stock Incentive Plan (“2009 Plan”), as amended, and 2011 Stock Incentive Plan (“2011(the “2011 Plan”), as amended.
Stock options remain outstanding under the 2005 Stock Incentive Plan, but the plan has been frozen to any new award issuances.
The 2009 Planamended, authorizes the issuance of up to 1,350,000 shares of equity incentive awards including nonqualified and incentive stock options, restricted stock, restricted stock units, stock bonuses and stock appreciation rights subject to the terms of the 2009 Plan. The 20092016 Stock Incentive Plan limits the amount of restricted stock, restricted stock units and stock bonuses that may be awarded in the aggregate to 200,000 shares of the 1,350,000 shares authorized.
The 2011 Plan authorizes the issuance of up to 1,350,000 shares of equity incentive awards including nonqualified and incentive stock options, restricted stock, restricted stock units, stock bonuses and stock appreciation rights, subject to the terms of the 2011 Plan. The 2011 Plan does not limit the amount of restricted stock, restricted stock units or stock bonuses that may be awarded.
The 2016 Plan(the “2016 Plan”) authorizes the issuance of up to 1,450,000 shares of equity incentive awards including nonqualifiedawards. Awards remain outstanding under the 2005 Stock Incentive Plan and incentive stock options, restricted stock, restricted stock units, stock bonuses and stock appreciation rights, subjectthe 2009 Stock Incentive Plan, as amended, but the plans have been frozen to the terms of the 2016 Plan.
any new award issuances. As of December 30, 2016,31, 2019, there were 1,316,690, 120,676662,736 and 65,91079,316 shares available for future grants under the 2016 Plan and 2011 Plan, respectively.
The Company recognized a net tax benefit from the exercise of stock options and 2009 Plan, respectively. Due to plan sub-limits, of the shares available for grant, only 10,261 shares may be awarded under the 2009 Plan in the formvesting of restricted stock and restricted stock units or stock bonuses.of $2.8 million, $3.8 million and $1.9 million for 2019, 2018 and 2017, respectively. These amounts are recorded as a component of Provision (Benefit) for Income Taxes.




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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(11.(10.)STOCK-BASED COMPENSATION (Continued)
In connection with the Spin-off, under the provisions of the 2009 Plan and 2011 Plan, employee stock options, restricted stock awards, and restricted stock unit awards were adjusted to preserve the fair value of the awards immediately before and after the Spin-off. As such, the Company did not record any modification expense related to the conversion of the awards. Certain awards granted to employees who transferred to Nuvectra in connection with the Spin-off were canceled. As required, the Company accelerated the remaining expense related to these canceled awards of $0.5 million during the first quarter of 2016, which was classified as Other Operating Expenses, Net. The stock awards held as of March 14, 2016 were modified as follows:
Stock options: Holders of the Company’s stock option awards continued to hold stock options to purchase the same number of shares of Integer common stock at an adjusted exercise price and one new Nuvectra stock option for every three Integer stock options held as of the Record Date, which, in the aggregate, preserved the fair value of the overall awards granted. The adjusted exercise price for Integer stock options was equal to approximately 93% of the original exercise price. The stock option awards will continue to vest over their original vesting period.
Restricted stock and restricted stock units: Holders of the Company’s restricted stock and restricted stock unit awards received one new share of Nuvectra restricted stock and restricted stock unit awards for every three Integer restricted stock and restricted stock unit awards held as of the Record Date. Integer restricted stock and restricted stock unit awards will continue to vest in accordance with their original performance metrics and over their original vesting period.
During 2014, the Company recorded stock modification expense related to employee separation costs incurred during 2014 in connection with realignment initiatives. This modification expense was included within Other Operating Expenses, Net. Refer to Note 13 “Other Operating Expenses, Net” for further discussion of these initiatives.Stock-based Compensation Expense
The components and classification of stock-based compensation expense for fiscal years 2016, 20152019, 2018 and 20142017 were as follows (in thousands):
 2019 2018 2017
Stock options$410
 $873
 $1,633
RSAs and RSUs8,884
 9,183
 11,819
Stock-based compensation expense - continuing operations9,294
 10,056
 13,452
Discontinued operations
 414
 1,228
Total stock-based compensation expense$9,294
 $10,470
 $14,680
      
Cost of sales$1,011
 $849
 $748
SG&A7,827
 9,090
 9,893
RD&E269
 112
 642
OOE187
 5
 2,169
Discontinued operations
 414
 1,228
Total stock-based compensation expense$9,294
 $10,470
 $14,680

 2016 2015 2014
Stock options$2,499
 $2,708
 $2,523
Restricted stock and units5,909
 6,668
 6,417
401(k) stock contribution
 
 4,246
Total stock-based compensation expense$8,408
 $9,376
 $13,186
      
Cost of sales$332
 $795
 $3,530
Selling, general and administrative expenses6,246
 7,510
 7,923
Research, development and engineering costs, net355
 982
 1,440
Other operating expenses, net (Note 13)1,475
 89
 293
Total stock-based compensation expense$8,408
 $9,376
 $13,186
During 2017, the Company recorded $2.2 million of accelerated stock-based compensation expense in connection with the transition of its former Chief Executive Officer per the terms of his contract, which was classified as OOE.
Weighted Average Fair Values and Black-Scholes Valuation AssumptionsStock Options
The following table provides the weighted average grant date fair values of the Company's restrictedThere were no stock awards, restricted stock units and performance-based restricted stock units duringoptions granted in fiscal years 2016, 2015 and 2014:
 2016 2015 2014
Weighted average grant date fair values:     
Restricted stock and restricted stock units$47.95
 $49.84
 $44.78
Performance-based restricted stock units30.83
 32.92
 31.33

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(11.)STOCK-BASED COMPENSATION (Continued)
year 2019. The following table includes the weighted average grant date fair value of stock options granted to employees during fiscal years 2016, 20152018 and 20142017 and the related weighted average assumptions used in the Black-Scholes model:
   2018 2017
Weighted average fair value of options granted
 $14.89
 $12.86
Assumptions:     
Expected term (in years)
 4.0
 4.5
Risk-free interest rate
 2.21% 1.77%
Expected volatility
 39% 37%
Expected dividend yield
 0% 0%
 2016 2015 2014
Fair value of options granted:$8.52
 $12.18
 $16.43
Assumptions:     
Expected life of option from grant date (in years)4.7
 4.7
 5.3
Risk-free interest rate1.49% 1.55% 1.73%
Expected volatility27% 26% 39%
Expected dividend yield0% 0% 0%
Stock-Based Compensation Activity
The following table summarizes stock option activity under all stock-based compensation plans during the fiscal year ended December 30, 2016:31, 2019:
 
Number of
Stock
Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term
(in years)
 
Aggregate
Intrinsic
Value
(in millions)
Outstanding at January 1, 20161,678,900
 $28.32
    
Granted316,678
 42.82
    
Exercised(130,459) 21.61
    
Forfeited or expired(125,147) 44.76
    
Adjustment due to Spin-off
 (2.02)    
Outstanding at December 30, 20161,739,972
 $28.26
 5.7 $11.0
Vested and expected to vest at December 30, 20161,723,137
 $28.07
 5.7 $11.0
Exercisable at December 30, 20161,484,481
 $26.26
 5.7 $10.3
 
Number of
Stock
Options
 
Weighted
Average
Exercise
Price
 
Weighted
Average
Remaining
Contractual
Term
(in years)
 
Aggregate
Intrinsic
Value
(in millions)
Outstanding at December 28, 2018522,783
 $31.88
    
Exercised(138,770) 23.36
    
Outstanding at December 31, 2019384,013
 $34.96
 5.1 $17.5
Vested and expected to vest at December 31, 2019384,013
 $34.96
 5.1 $17.5
Exercisable at December 31, 2019349,698
 $34.55
 4.9 $21.8

- 70 -


INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(10.)STOCK-BASED COMPENSATION (Continued)
Intrinsic value is calculated for in-the-money options (exercise price less than market price) as the difference between the market price of the Company’s common shares as of December 30, 201631, 2019 ($29.45)80.43) and the weighted average exercise price of the underlying stock options, multiplied by the number of options outstanding and/or exercisable. As of December 30, 2016, $1.431, 2019, $0.1 million of unrecognized compensation cost related to non-vested stock options is expected to be recognized over a weighted-average period of 1.40.9 years. Shares are distributed from the Company’s authorized but unissued reserve and treasury stock upon the exercise of stock options or treasury stock if available. The Company does not intend to purchase treasury shares to fund the future exercises of stock options.
The following table provides certain information relating to the exercise of stock options during fiscal years 2016, 20152019, 2018 and 20142017 (in thousands):
 2019 2018 2017
Intrinsic value$7,998
 $17,722
 $13,928
Cash received3,242
 12,409
 19,324
 2016 2015 2014
Intrinsic value$690
 $8,231
 $7,997
Cash received2,821
 6,583
 8,278
Tax benefit realized
 1,954
 1,704

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(11.)STOCK-BASED COMPENSATION (Continued)
Restricted Stock Awards and Restricted Stock Units
The following table summarizes time-vested restricted stockRSA and restricted stock unitRSU activity under all stock-based compensation plans during the fiscal year ended December 30, 2016:31, 2019:
 
Time-Vested
Activity
 
Weighted
Average Grant Date
Fair Value
Nonvested at December 28, 2018142,236
 $49.78
Granted116,387
 82.31
Vested(31,386) 65.62
Forfeited(22,014) 59.64
Nonvested at December 31, 2019205,223
 $64.75

 
Time-Vested
Restricted Stock Units and Awards
 
Weighted
Average Grant Date
Fair Value
Nonvested at January 1, 201639,235
 $47.40
Granted52,697
 47.95
Vested(40,304) 49.64
Forfeited(12,234) 48.46
Nonvested at December 30, 201639,394
 $45.51
The following table summarizes performance-vested restricted stock and restricted stock unit activity under all stock-based compensation plans during the fiscal year ended December 30, 2016:
 
Performance-
Vested
Restricted Stock Units and Awards
 
Weighted
Average Grant Date
Fair Value
Nonvested at January 1, 2016577,825
 $25.11
Granted163,651
 30.83
Vested(254,340) 16.19
Forfeited(130,550) 31.16
Nonvested at December 30, 2016356,586
 $31.87
Performance-based restricted stock units granted only vest if certain market-based performance metrics are achieved. The amount of shares that ultimately vest range from 0 shares to 356,586 shares based upon the total shareholder return of the Company relative to the Company’s compensation peer group over a three-year performance period beginning in the year of grant. The fair value of the restricted stock units were determined by utilizing a Monte Carlo simulation model, which projects the value of the Company’s stock versus the peer group under numerous scenarios and determines the value of the award based upon the present value of these projected outcomes.
The realized tax benefit from the vesting of restricted stock and restricted stock units was $2.3 million, $3.4 million and $2.3 million for 2016, 2015 and 2014, respectively. As of December 30, 2016,31, 2019, there was $4.6$8.2 million of total unrecognized compensation cost related to the restricted stocktime-based RSAs and restricted stock unit awards. That costRSUs, which is expected to be recognized over a weighted-average period of approximately 1.42.4 years. The fair value of RSA and RSU shares vested in 2016, 20152019, 2018 and 20142017 was $11.8$2.4 million, $16.1$9.7 million and $12.5$6.4 million, respectively.
(12.)RESEARCH, DEVELOPMENT AND ENGINEERING COSTS, NET
RD&E costs for The weighted average grant date fair value of RSAs and RSUs granted during fiscal years 2016, 20152019, 2018 and 20142017 was $82.31, $52.14 and $34.18, respectively.
Performance-Based Shares
The following table summarizes PRSU activity during the fiscal year ended December 31, 2019:
 
Performance-
Vested
Activity
 
Weighted
Average Grant Date
Fair Value
Nonvested at December 28, 2018287,134
 $36.15
Granted50,492
 101.17
Vested(75,008) 28.41
Forfeited(71,026) 36.17
Nonvested at December 31, 2019191,592
 $56.30

For the Company's PRSUs, in addition to service conditions, the ultimate number of shares to be earned depends on the achievement of financial performance or market-based conditions. The financial performance condition is based on the Company's sales targets. The market conditions are comprisedbased on the Company’s achievement of the following (in thousands):a relative total shareholder return (“TSR”) performance requirement, on a percentile basis, compared to a defined group of peer companies over two and three year performance periods.

- 71 -
 2016 2015 2014
Research, development and engineering costs$61,175
 $59,767
 $58,974
Less: cost reimbursements(6,174) (6,772) (9,129)
Total research, development and engineering costs, net$55,001
 $52,995
 $49,845



INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(13.(10.)STOCK-BASED COMPENSATION (Continued)
Compensation expense for the PRSUs is initially estimated based on target performance and adjusted as appropriate throughout the performance period. At December 31, 2019, there was $4.7 million of total unrecognized compensation cost related to unvested PRSUs, which is expected to be recognized over a weighted-average period of approximately 1.7 years. The fair value of PRSU shares vested in 2019 and 2018 was $6.7 million and $9.1 million, respectively. There were 0 PRSU shares vested in 2017. The weighted average grant date fair value of PRSUs granted during fiscal years 2019, 2018 and 2017 was $101.17, $45.37 and $31.62, respectively.
The grant-date fair value of the market-based portion of the PRSUs granted during fiscal year 2019, 2018 and 2017 was determined using the Monte Carlo simulation model on the date of grant. The weighted average fair value and assumptions used to value the TSR portion of the PRSUs granted are as follows:
 2019 2018 2017
Weighted average fair value$117.03
 $37.46
 $25.41
Risk-free interest rate2.46% 2.28% 1.14%
Expected volatility40% 40% 48%
Expected life (in years)2.8
 2.9
 1.8
Expected dividend yield% % %

(11.)OTHER OPERATING EXPENSES NET
Other Operating Expenses, NetOOE for fiscal years 2016, 20152019, 2018 and 20142017 is comprised of the following (in thousands):
 2019 2018 2017
Strategic reorganization and alignment$5,812
 $10,624
 $5,891
Manufacturing alignment to support growth2,145
 3,089
 
Consolidation and optimization initiatives
 844
 12,803
Acquisition and integration costs377
 
 10,870
Other general expenses3,817
 1,508
 6,874
Total other operating expenses$12,151
 $16,065
 $36,438

 2016 2015 2014
2014 investments in capacity and capabilities$17,159
 $23,037
 $8,925
Orthopedic facilities optimization747
 1,395
 1,317
Lake Region Medical consolidations8,584
 1,961
 
Acquisition and integration costs28,316
 33,449
 3
Asset dispositions, severance and other6,931
 6,622
 4,106
2013 operating unit realignment
 
 1,017
Other consolidation and optimization income
 
 (71)
Total other operating expenses, net$61,737
 $66,464
 $15,297
Strategic reorganization and alignment
2014 Investments in CapacityAs a result of the strategic review of its customers, competitors and Capabilities
In 2014,markets, the Company announced several initiatives to investbegan taking steps in capacity and capabilities and2017 to better align its resources in order to meetenhance the profitability of its customers’ needsportfolio of products. These initiatives include improving its business processes and drive organic growthredirecting investments away from projects where the market does not justify the investment, as well as aligning resources with market conditions and profitability. These included the following:
Functions performed at the Company’s facilityfuture strategic direction. The Company estimates that it will incur aggregate pre-tax charges in Plymouth, MNconnection with the strategic reorganization and alignment plan, including projects reported in discontinued operations, of between approximately $22 million to manufacture catheters and introducers will transfer into$23 million, the Company’s existing facility in Tijuana, Mexico. This initiative ismajority of which are expected to be cash expenditures. During the 2019, the Company incurred charges relating to this initiative, which primarily included severance and fees for professional services recorded within the Medical segment. As of December 31, 2019, total expense incurred for this initiative since inception, including amounts reported in discontinued operations, was $22.3 million. These actions were substantially completed byat the first halfend of 2019.
Manufacturing alignment to support growth
In 2017, the Company initiated several initiatives designed to reduce costs, increase manufacturing capacity to accommodate growth and is dependent uponimprove operating efficiencies.  The plan involves the Company’s customers’ validationrelocation of certain manufacturing operations and qualificationexpansion of certain of the transferred products as well as regulatory approvals worldwide.
Functions performed atCompany's facilities. The Company estimates that it will incur aggregate pre-tax restructuring related charges in connection with the Company’s facilities in Beaverton, OR and Raynham, MArealignment plan of between approximately $6 million to manufacture products for$7 million, the portable medical market transferredmajority of which are expected to a new facility in Tijuana, Mexico. Products manufactured at the Beaverton facility, which do not serve the portable medical market, were transferredbe cash expenditures. Costs related to the Company’s Raynham facility. This initiative was substantially completed during the first half of 2016. The final closure of the Beaverton, OR site occurred in the fourth quarter of 2016.
The design engineering responsibilities previously performed at the Company’s Cleveland, OH facility were transferredmanufacturing alignment to the Company’s facilities in Minnesota in 2015.
The realignment of the Company’s commercial sales operations was completed in 2015.
The total capital investment expected for these initiatives is between $24.0 million and $25.0 million, of which $23.3 million has been expended through December 30, 2016. Total restructuring charges expected to be incurred in connection with this realignment are between $50.0 million and $55.0 million, of which $49.1 million has been incurred through December 30, 2016. Expenses related to thissupport growth initiative were primarily recorded within the Medical segment and includesegment. As of December 31, 2019, total expense incurred for this initiative since inception was $5.2 million. These actions were substantially completed at the following:end of 2019.
Severance and retention: $6.0 million - $7.0 million;
Accelerated depreciation and asset write-offs: $3.0 million - $3.0 million; and
Other: $41.0 million - $45.0 million72 -
Other expenses primarily consist of costs to relocate certain equipment and personnel, duplicate personnel costs, excess overhead, disposal, and travel expenditures. All expenses are cash expenditures except accelerated depreciation and asset write-offs. The change in accrued liabilities related to the 2014 investments in capacity and capabilities is as follows (in thousands):
 Severance and Retention 
Accelerated
Depreciation/
Asset Write-offs
 Other Total
January 1, 2016$1,429
 $
 $1,595
 $3,024
Restructuring charges397
 2,451
 14,311
 17,159
Write-offs
 (2,451) 
 (2,451)
Cash payments(1,760) 
 (15,906) (17,666)
December 30, 2016$66
 $
 $
 $66



INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(13.(11.)OTHER OPERATING EXPENSES NET (Continued)
Orthopedic Facilities OptimizationConsolidation and optimization initiatives
In 2010, the Company began updating its Indianapolis, IN facility to streamline operations, consolidate two buildings, increase capacity, further expand capabilities and reduce dependence on outside suppliers. This initiative was completed in 2011.
In 2011, the Company began construction of an orthopedic manufacturing facility in Fort Wayne, IN and transferred manufacturing operations being performed at its Columbia City, IN location into this new facility. This initiative was completed in 2012.
During 2012, the Company transferred manufacturing and development operations performed at its facilities in Orvin and Corgemont, Switzerland into existing facilities in Fort Wayne, IN and Tijuana, Mexico. This initiative was completed in 2013.
In connection with this consolidation, in 2013, the Company sold assetsCosts related to certain non-core Swiss orthopedic product lines to an independent third party. The purchase agreement provided the Company with an earn out payment based upon the amount of inventory consumed by the purchaser within one year after the close of the transaction. As a result of this earn out, a gain of $2.7 million was recorded in Other Operating Expenses, Net and the cash was received during 2014. During 2014, the Company transferred $2.1 million of assets relating to the Company’s Orvin, Switzerland property to held for saleconsolidation and recognized a $0.4 million impairment charge. During 2015, the Company sold $0.6 million of these assets held for sale with no additional gain or loss recognized. Refer to Note 5 “Assets Held For Sale” for additional information.
During 2013, the Company began a project to expand its Chaumont, France facility in order to enhance its capabilities and fulfill larger volume customer supply agreements. This initiative is expected to be completed in 2017.
The total capital investment expected to be incurred for theseoptimization initiatives is between $31.0 million and $35.0 million, of which $30.0 million has been expended through December 30, 2016. Total expense expected to be incurred for these initiatives is between $45.0 million and $48.0 million, of which $44.6 million has been incurred through December 30, 2016. All expenses have been and will bewere primarily recorded within the Medical segment and are expectedsegment. The Company does not expect to include the following:
Severance and retention: approximately $11.0 million;
Accelerated depreciation and asset write-offs: approximately $13.0 million; and
Other: $21.0 million - $24.0 million
Other expenses include production inefficiencies, moving, revalidation, personnel, training, consulting, and travelincur any material additional costs associated with these consolidation projects. All expenses are cash expenditures except accelerated depreciation and asset write-offs. activities.
The following table summarizes the change in accrued liabilities related to the orthopedic facilities optimizations is as followsinitiatives described above (in thousands):
 
Severance
and
Retention
 
Accelerated
Depreciation/
Asset Write-offs
 Other Total
January 1, 2016$
 $
 $
 $
Restructuring charges
 202
 545
 747
Write-offs
 (202) 
 (202)
Cash payments
 
 (545) (545)
December 30, 2016$
 $
 $
 $
 Severance and Retention Other Total
December 28, 2018$1,668
 $202
 $1,870
Restructuring charges2,095
 5,862
 7,957
Cash payments(2,374) (5,468) (7,842)
December 31, 2019$1,389
 $596
 $1,985

Lake Region Medical Consolidations
In 2014, Lake Region Medical initiated plans to close its Arvada, CO site, consolidate its two Galway, Ireland sites into one facility,Acquisition and other restructuring actions that will result in a reduction in staff across manufacturing and administrative functions at certain locations. This initiative was substantially completed by the end of 2016.Integration Expenses
During the third quarter of 2016,2019, the Company announced the planned closure of its Clarence, NY facility. The machined component product lines manufactured in this facility will be transferred to other Integer locations in the U.S. This project is expected to be completed by the first quarter of 2018.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(13.)OTHER OPERATING EXPENSES, NET (Continued)
The total capital investment expected for this initiative since the acquisition date is between $5.0 million and $6.0 million, of which $2.2 million has been expended through December 30, 2016. Total expense expected to be incurred for these initiatives are between $20.0 million and $25.0 million, of which $10.5 million has been incurred through December 30, 2016. Expenses related to this initiative were primarily recorded within the Medical segment and include the following:
Severance and retention: $8.0 million - $10.0 million;
Accelerated depreciation and asset write offs: approximately $1.0 million - $2.0 million; and
Other: $11.0 million - $13.0 million
Other expenses primarily consist of production inefficiencies, moving, revalidation, personnel, training, consulting, and travel costs associated with these consolidation projects. All expenses are cash expenditures except accelerated depreciation and asset write-offs. The change in accrued liabilities related to the Lake Region Medical consolidation initiatives is as follows (in thousands:
 
Severance
and
Retention
 Accelerated
Depreciation/
Asset Write-offs
 Other Total
January 1, 2016$3,667
 $
 $596
 $4,263
Restructuring charges740
 1,398
 6,446
 8,584
Write-offs
 (1,398) 
 (1,398)
Cash payments(3,678) 
 (6,640) (10,318)
December 30, 2016$729
 $
 $402
 $1,131
acquisition of USB, and primarily include legal expenses. Acquisition and integration costs
During 2016 and 2015, the Company incurred $28.3 million and $33.1 million, respectively, in acquisition and integration costsduring 2017 were predominantly related to the acquisition of Lake Region Medical consisting(“LRM”) and primarily of transaction costsinclude professional, consulting, severance, retention, relocation, and integrationtravel costs. Transaction costs primarily relate to change-in-control payments to former Lake Region Medical executives, as well as professional and consulting fees. Integration costs primarily include professional, consulting, severance, retention, relocation, and travel costs. As of December 30, 2016 and January 1, 2016, $4.5 million and $6.2 million, respectively, of acquisition and integration costs related to the Lake Region Medical acquisition were accrued.
Total integration expense expected to be incurred in connection with the Lake Region Medical acquisition is between $40.0 million and $50.0 million of which $32.5 million was incurred through December 30, 2016. Total capital expenditures for this initiative are expected to be between $20.0 million and $25.0 million of which $8.2 million was incurred through December 30, 2016.
Asset dispositions, severance and otherOther General Expenses
During 2016, 20152019, 2018 and 2014,2017, the Company recorded losses in connection with various asset disposals and/or write-downs. In addition, during 2016write-downs and 2015, the Companyexpenses related to other initiatives not described above, which relate primarily to integration and operational initiatives to reduce future operating costs and improve operational efficiencies. The 2019 amount primarily includes systems conversion expenses, expenses incurred legal and professional costs in connection with the Spin-off of $4.4 milliona customer filing Chapter 11 bankruptcy, and $6.0 million, respectively. Total transaction related costs incurred for the Spin-off since inception were $10.4 million. Expensesexpenses related to the Spin-offrestructuring of certain legal entities of the Company. The 2017 amount also includes approximately $5.3 million in expense related to the Company’s leadership transitions, which were primarily recorded within the corporate unallocated segment.
(12.)INCOME TAXES
On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Tax Reform Act”) was signed into law making significant changes to the Medical segment. ReferInternal Revenue Code. Changes include, but are not limited to, Note 2 “Divestiturea corporate tax rate decrease from 35% to 21% effective for tax years beginning after December 31, 2017, the transition of U.S international taxation from a worldwide tax system to a territorial system, and Acquisitions” for additional informationa one-time transition tax on the Spin-off.mandatory deemed repatriation of cumulative foreign earnings as of December 31, 2017.
Under GAAP, the effect of a change in tax laws or rates is to be recognized in income from continuing operations in the period that includes the enactment date. As such, the Company recognized an estimate of the impact of the Tax Reform Act in the year ended December 29, 2017. The Company had an estimated $147.5 million of undistributed foreign earnings and profit subject to the deemed mandatory repatriation as of December 29, 2017 and recognized a provisional $14.7 million in 2017 for the one-time transition tax. The Company had sufficient U.S. net operating losses to offset cash tax liabilities associated with the repatriation tax. In addition, as a result of the reduction in the U.S. corporate income tax rate from 35% to 21% under the Tax Reform Act, the Company revalued its ending net deferred tax liabilities at December 29, 2017 and recognized a $56.5 million tax benefit in the Company’s Consolidated Statement of Operations for the year ended December 29, 2017.


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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(14.(12.)INCOME TAXES (Continued)
On December 22, 2017, the SEC issued Staff Accounting Bulletin (“SAB”) No. 118 to address the application of GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Reform Act. The Company recognized the tax impact of the revaluation of deferred tax assets and liabilities and the provisional tax impact related to deemed repatriated earnings and included these amounts in its consolidated financial statements for the year ended December 29, 2017.  Based on additional analysis conducted, the Company updated the provisional amount of the one-time transition tax to $18.9 million, representing an increase of $4.2 million over the $14.7 million amount recorded as of December 29, 2017. As stated above, the Company had sufficient U.S. net operating losses to offset cash tax liabilities associated with the repatriation tax. In part, due to the utilization of additional net operating losses to offset the additional transition tax, the Company adjusted its revaluation of the adjusted ending net deferred tax liabilities as of December 29, 2017, resulting in a recognized tax benefit of $60.7 million, representing an increase of $4.2 million to the originally recorded $56.5 million tax benefit recorded in the Company’s Consolidated Statement of Operations for the year ended December 29, 2017.
In 2018, the Company completed its determination of the accounting implications of the Tax Reform Act. The impact of these adjustments was reflected in the Company’s financial results for the year ended December 28, 2018 and international componentsits timely filed 2017 U.S. corporate income tax return. Further, the Company records the consequences of income (loss)the new Global Intangible Low-Taxed Income (“GILTI”) provision of the Tax Reform Act as a period cost when incurred.
Income from continuing operations before provision for income taxes for fiscal years 2016, 20152019, 2018 and 2014 were as follows2017 consisted of the following (in thousands):
 2019 2018 2017
U.S.$40,203
 $(4,273) $306
International64,990
 65,389
 48,953
Total income from continuing operations before taxes$105,193
 $61,116
 $49,259

 2016 2015 2014
U.S.$(52,446) $(42,166) $56,801
International53,631
 26,466
 19,778
Total income (loss) before provision (benefit) for income taxes$1,185
 $(15,700) $76,579
The provision (benefit) for income taxes from continuing operations for fiscal years 2016, 20152019, 2018 and 20142017 was comprised of the following (in thousands):
 2019 2018 2017
Current:     
Federal$14,090
 $80
 $(1,558)
State87
 166
 (29)
International10,083
 9,490
 8,539
 24,260
 9,736
 6,952
Deferred:     
Federal(8,813) 6,610
 (45,114)
State332
 103
 (295)
International(1,804) (2,366) 629
 (10,285) 4,347
 (44,780)
Total provision (benefit) for income taxes$13,975
 $14,083
 $(37,828)

 2016 2015 2014
Current:     
Federal$(8,327) $(3,753) $16,293
State149
 (367) 1,299
International10,752
 6,312
 2,998
 2,574
 2,192
 20,590
Deferred:     
Federal(4,952) (8,144) 1,211
State(638) (880) (310)
International(1,760) (1,274) (370)
 (7,350) (10,298) 531
Total provision (benefit) for income taxes$(4,776) $(8,106) $21,121
The provision (benefit) for income taxes differs from the U.S. statutory rate for fiscal years 2016, 2015 and 2014 due to the following:
- 74 -
 2016 2015 2014
Statutory rate$415
35.0 % $(5,495)35.0 % $26,803
35.0 %
Federal tax credits(1,792)(151.2) (1,850)11.8
 (1,600)(2.1)
Foreign rate differential(7,086)(598.0) (3,180)20.2
 (3,276)(4.3)
Uncertain tax positions1,724
145.5
 (531)3.4
 412
0.6
State taxes, net of federal benefit(1,068)(90.1) (1,490)9.5
 507
0.7
Change in foreign tax rates(270)(22.8) (91)0.6
 (446)(0.6)
Non-deductible transaction costs1,012
85.4
 4,867
(31.0) 

Valuation allowance1,340
113.1
 626
(4.0) (299)(0.4)
Change in tax law (Internal Revenue Code §987)2,630
221.9
 

 

Other(1,681)(141.8) (962)6.1
 (980)(1.3)
Effective tax rate$(4,776)403.0 % $(8,106)51.6 % $21,121
27.6 %



INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(14.(12.)INCOME TAXES (Continued)
DeferredThe provision (benefit) for income taxes from continuing operations differs from the U.S. statutory rate for fiscal years 2019, 2018 and 2017 due to the following:
 2019 2018 2017
Statutory rate$22,091
21.0 % $12,834
21.0 % $17,240
35.0 %
Federal tax credits (including R&D)(4,797)(4.6) (1,700)(2.8) (1,674)(3.4)
Foreign rate differential(5,479)(5.2) (6,040)(9.9) (12,934)(26.3)
Stock-based compensation(2,422)(2.3) (2,821)(4.6) (3,232)(6.6)
Uncertain tax positions(920)(0.9) 147
0.2
 34
0.1
State taxes, net of federal benefit1,106
1.1
 975
1.6
 (543)(1.1)
U.S. tax on foreign earnings, net of §250 deduction5,201
4.9
 10,473
17.1
 1,471
3.0
Valuation allowance(1,606)(1.5) (567)(0.9) 1,030
2.1
Tax Reform Act

 11

 (39,394)(80.0)
Other801
0.8
 771
1.3
 174
0.4
Effective tax rate$13,975
13.3 % $14,083
23.0 % $(37,828)(76.8)%

The difference between the Company’s effective tax assets (liabilities) consistrate and the U.S. federal statutory income tax rate in the current year is primarily attributable to the components of the Tax Reform Act, including a provision for GILTI and a provision for the Foreign Derived Intangible Income (“FDII”) deduction. In 2018, the FDII deduction, as well as the statutory deduction of 50% of the GILTI inclusion, were subject to limitations based on U.S. taxable income. In addition to the components of the Tax Reform Act, differences in the effective tax rate are attributable to the availability of Foreign Tax Credits, R&D Credits and the impact of the Company’s earnings realized in foreign jurisdictions with statutory rates that are different than the U.S. federal statutory rate. The Company’s foreign earnings are primarily derived from Switzerland, Mexico, Uruguay, and Ireland. The Company currently has a tax holiday in Malaysia through April 2023 provided certain conditions are met.
Difference Attributable to Foreign Investment: Certain foreign subsidiary earnings are subject to U.S. taxation under the Tax Reform Act. The Company intends to permanently reinvest substantially all of our foreign subsidiary earnings, as well as our capital in our foreign subsidiaries, with the exception of distributions made out of current year earnings and profits (“E&P”) and E&P previously taxed as of and for the year ended December 29, 2017, including E&P subject to the toll charge under the Tax Reform Act. The Company accrues for withholding taxes on distributions in the year that distributions are made.

- 75 -


INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(12.)INCOME TAXES (Continued)
The net deferred tax liability consists of the following (in thousands):
 December 31,
2019
 December 28,
2018
Tax credit carryforwards$14,921
 $24,593
Inventories11,333
 3,408
Net operating loss carryforwards8,254
 18,088
Operating lease liabilities5,544
 
Stock-based compensation4,844
 2,340
Accrued expenses4,625
 39
Gross deferred tax assets49,521
 48,468
Less valuation allowance(22,229) (34,339)
Net deferred tax assets27,292
 14,129
Property, plant and equipment(6,017) (9,445)
Intangible assets(192,091) (198,648)
Operating lease assets(5,161) 
Other(7,563) (6,009)
Gross deferred tax liabilities(210,832) (214,102)
Net deferred tax liability$(183,540) $(199,973)
Presented as follows:   
Noncurrent deferred tax asset$4,438
 $3,937
Noncurrent deferred tax liability(187,978) (203,910)
Net deferred tax liability$(183,540) $(199,973)

 December 30,
2016
 January 1,
2016
Net operating loss carryforwards$154,706
 $153,949
Tax credit carryforwards24,646
 22,196
Inventories7,524
 6,543
Accrued expenses5,724
 13,138
Stock-based compensation10,614
 9,512
Other936
 38
Gross deferred tax assets204,150
 205,376
Less valuation allowance(35,391) (39,171)
Net deferred tax assets168,759
 166,205
Property, plant and equipment(33,069) (32,772)
Intangible assets(337,722) (347,896)
Convertible subordinated notes(2,577) (3,754)
Gross deferred tax liabilities(373,368) (384,422)
Net deferred tax liability$(204,609) $(218,217)
Presented as follows:   
Noncurrent deferred tax asset$3,970
 $3,587
Noncurrent deferred tax liability(208,579) (221,804)
Net deferred tax liability$(204,609) $(218,217)
As of December 30, 2016,31, 2019, the Company has the following carryforwards available:
Jurisdiction 
Tax
Attribute
 
Amount
(in millions)
 
Begin to
Expire
U.S. State 
Net operating losses(1)
 $111.2
 2020
International 
Net operating losses(1)
 2.6
 2023
U.S. Federal Foreign tax credits 9.0
 2020
U.S. Federal and State R&D tax credits 2.3
 2020
U.S. State Investment tax credits 5.1
 2020

Jurisdiction 
Tax
Attribute
 
Amount
(in millions)
 
Begin to
Expire
Federal Net Operating Loss $388.6
 2019
International Net Operating Loss 43.0
 2017
State Net Operating Loss 276.4
 2017
Federal Foreign Tax Credit 17.0
 2019
U.S. and State R&D Tax Credit 4.9
 2018
State Investment Tax Credit 6.0
 2016
__________
Certain U.S. tax attributes are subject to limitations of Internal Revenue Code §382, which in general provides that utilization is subject to an annual limitation if an ownership change results from transactions increasing the ownership of certain shareholders or public groups in stock of a corporation by more than 50 percentage points over a three- year period. Such an ownership change occurred upon the consummation of the acquisition of Lake Region Medical. The Company does not anticipate that these limitations will affect utilization of these carryforwards prior to their expiration.
The Company’s federal net operating loss carryforward and certain other federal tax credits reported on its income tax returns included uncertain tax positions taken in prior years. Due to the application of the accounting for uncertain tax positions, the actual tax attributes are larger than the tax amounts for which a deferred tax asset is recognized for financial statement purposes.
(1)
Net operating losses (“NOLs”) are presented as pre-tax amounts. As of December 31, 2018, the Company had $39.1 million of federal NOL carryforwards available. The Company utilized the remainder of the federal NOLs in 2019.
In assessing the realizability of deferred tax assets, management considers, within each taxing jurisdiction, whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Based on the consideration of the weight of both positive and negative evidence, management has determined it is more likely than not that a portion of the deferred tax assets as of December 30, 201631, 2019 and January 1, 2016December 28, 2018 related to certain foreign tax credits, state investment tax credits, and foreign and state net operating losses will not be realized.


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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(14.(12.)INCOME TAXES (Continued)
On December 7, 2016, the U.S. Treasury and the Internal Revenue Service (“IRS”) issued final and temporary regulations under Internal Revenue Code §987 (the “Regulations”). These Regulations address the taxation of foreign currency translation gains or losses arising from qualified business units (“QBUs”) (such as branches and certain other flow-through entities) that operate in a currency other than the currency of their owner. The Company has measured the impact of the regulations by applying the “Fresh Start Transition Method” as prescribed by the Regulations, and adjusted the carrying value of its deferred tax accounts accordingly. The adjustment to the carrying value of the deferred tax accounts was recorded as a component of Provision (Benefit) for Income Taxes attributable to continuing operations in the current year.
The Company files annual income tax returns in the U.S., various state and local jurisdictions, and in various foreign jurisdictions. A number of years may elapse before an uncertain tax position, for which the Company has unrecognized tax benefits, is examined and finally settled. While it is often difficult to predict the final outcome or the timing of resolution of any particular uncertain tax position, the Company believes that its unrecognized tax benefits reflect the most probable outcome. The Company adjusts these unrecognized tax benefits, as well as the related interest, in light of changing facts and circumstances. The resolution of an uncertain tax position, if recognized, would be recorded as an adjustment to the Provision (Benefit) for Income Taxes and the effective tax rate in the period of resolution.
Below is a summary of changes to the unrecognized tax benefit for fiscal years 2016, 20152019, 2018 and 20142017 (in thousands):
 2019 
2018(1)
 
2017(2)
Balance, beginning of year$5,369
 $12,088
 $10,561
Additions based upon tax positions related to the current year300
 300
 3,833
Reductions related to prior period tax returns(1,223) (75) (14)
Reductions relating to settlements with tax authorities
 (98) 
Reductions relating to divestiture
 (6,846) 
Reductions as a result of a lapse of applicable statute of limitations
 
 (510)
Revaluation due to change in tax rate (Tax Reform Act)
 
 (1,782)
Balance, end of year$4,446
 $5,369
 $12,088

 2016 2015 2014
Balance, beginning of year$9,271
 $2,411
 $1,858
Reductions (additions) relating to business combinations(400) 7,443
 
Additions based upon tax positions related to the current year1,450
 274
 268
Additions related to prior period tax positions240
 163
 510
Reductions relating to settlements with tax authorities
 (550) (225)
Reductions as a result of a lapse of applicable statute of limitations
 (470) 
Balance, end of year$10,561
 $9,271
 $2,411
__________
(1)
The amounts for 2018 reflect discontinued operations through the date of divestiture of the AS&O Product Line, which is reflected in the table as a reduction relating to divestiture.
(2)
The amounts for 2017 include discontinued operations.
Integer and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. The tax years that remain open and subject to tax audits variesvary depending on the tax jurisdiction. The Internal Revenue Service finalized an audit of(“IRS”) is currently examining the 2012 and 2013 U.S. Federal income tax returnssubsidiaries of the Company infor the first quarter of 2015. The impacttaxable years 2014 - 2018 and the 2019 taxable year remains subject to examination by the income tax expense was not material.IRS. The U.S. subsidiaries of the former Lake Region Medical GroupLRM are still subject to U.S. federal, state, and local examinations for the taxable years 2006 to 2014.
It is reasonably possible that a reduction of approximately $0.6 million of the balance of unrecognized tax benefits may occur within the next twelve months as a result of the lapse of the statute of limitations and/or audit settlements. As of December 30, 2016,31, 2019, approximately $9.8$4.4 million of unrecognized tax benefits would favorably impact the effective tax rate (net of federal impact on state issues), if recognized.
The Company recognizes interest related to unrecognized tax benefits as a component of Provision (Benefit) for Income Taxes on the Consolidated Statements of OperationsOperations. During 2019, 2018 and Comprehensive Income (Loss). During 2016, 2015 and 2014,2017, the recorded amounts for interest and penalties, respectively, were not significant.
As of December 30, 2016, no taxes have been provided on the undistributed earnings of certain foreign subsidiaries amounting to $102.3 million. The Company intends to permanently reinvest these earnings. Quantification of the deferred tax liability associated with these undistributed earnings is not practicable.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(15.(13.)COMMITMENTS AND CONTINGENCIES
Litigation
In April 2013, the Company commenced an action against AVX Corporation and AVX Filters Corporation (collectively “AVX”) alleging that AVX had infringed on the Company’s patents by manufacturing and selling filtered feedthrough assemblies used in implantable pacemakers and cardioverter defibrillators that incorporate the Company’s patented technology. On January 26, 2016, a juryTwo juries in the U.S. District Court for the District of Delaware have returned a verdictverdicts finding that AVX infringed on two3 of the Company’s patents and awarded the Company $37.5 million in damages. The finding is subjectIn March 2018, the U.S. District Court for the District of Delaware vacated the original damage award and ordered a retrial on damages. In the January 2019 retrial on damages, the jury awarded the Company $22.2 million in damages. On July 31, 2019, the U.S. District Court for the District of Delaware entered an order denying AVX’s post-trial motion to post-trial proceedings currently scheduled to be heldoverturn the jury verdict in favor of the Company. On August 2017, as well as a possible23, 2019, AVX filed its notice of appeal by AVX. Thewith the United States Court of Appeals for the Federal Circuit and on September 5, 2019, the Company filed its notice of cross-appeal with the United States Court of Appeals for the Federal Circuit. To date, the Company has recorded no0 gains in connection with this litigation as no cash has been received.litigation.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(13.)COMMITMENTS AND CONTINGENCIES (Continued)
The Company is a party to various other legal actions arising in the normal course of business. The Company does not expect that the ultimate resolution of any other pending legal actions will have a material effect on its consolidated results of operations, financial position, or cash flows. However, litigation is subject to inherent uncertainties. As such, there can be no assurance that any pending legal action, which the Company currently believes to be immaterial, will not become material in the future.
Environmental Matters
The Company’s Collegeville, PA facility,In January 2015, LRM, which was acquired as part of the Lake Region Medical acquisition, is subject to one administrative consent order entered into with the U.S. Environmental Protection Agency (the “EPA”), which require ongoing groundwater treatment and monitoring at the site as a result of leaks from underground storage tanks. Upon approval by the EPA of the Company’s proposed post remediation care plan, which requires a continuation of the groundwater treatment and monitoring process at the site, the Company expects that the consent orders will be terminated. The Company expects a decision from the EPA on whether the Company’s post remediation care plan has been approved in early 2017. The groundwater treatment process at the Collegeville facility consists of a groundwater extraction and treatment system and the performance of annual sampling of a defined set of groundwater wells as a means to monitor containment within approved boundaries. The Company does not expect this environmental matter will have a material effect on its consolidated results of operations, financial position or cash flows.
In JanuaryOctober 2015, Lake Region Medical was notified by the New Jersey Department of Environmental Protection (“NJDEP”) of the NJDEP’s intent to revoke a no further action determination made by the NJDEP in favor of Lake Region MedicalLRM in 2002 pertaining to a property on which a subsidiary of Lake Region MedicalLRM operated a manufacturing facility in South Plainfield, New Jersey beginning in 1971. Lake Region MedicalLRM sold the property in 2004 and vacated the facility in 2007. In response to the NJDEP’s notice, the Company further investigated the matter and submitted a technical report to the NJDEP in August of 2015 that concluded that the NJDEP’s notice of intent to revoke was unwarranted.  After reviewing the Company’s technical report, the NJDEP issued a draft response in May 2016 stating that the NJDEP would not revoke the no further action determination at that time, but would require some additional site investigation to support the Company’s conclusion. The Company is cooperating with the NJDEP and has met with NJDEP representatives to discuss the appropriate scope of the requested additional investigation.investigation, and the requested additional investigation is ongoing. In late 2019, NJDEP informed LRM that NJDEP was considering taking over the investigation of the property in light of LRM’s difficulty in securing access to the property from the current owner. Separately, in April 2019, NJDEP indicated it believes the property to be a contributing source to local groundwater contamination. The Company disagrees with NJDEP’s assertion; however, the Company is cooperating with NJDEP on this matter. The Company does not expect this environmental matter will have a material effect on its consolidated results of operations, financial position or cash flows.
As of December 30, 2016 and January 1, 2016, there was $1.0 million and $1.1 million, respectively, recorded in Other Long-Term Liabilities in the Consolidated Balance Sheets in connection with these environmental matters.
License Agreements
The Company is a party to various license agreements for technology that is utilized in certain of its products. The most significant of these agreements are the licenses for basic technology used in the production of wet tantalum capacitors, filtered feedthroughs and MRI compatible lead systems. Expenses related to license agreements were $2.0$1.4 million, $2.4$1.6 million, and $3.3$1.1 million, for 2016, 20152019, 2018 and 2014,2017, respectively, and are primarily included in Cost of Sales.






INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(15.)COMMITMENTS AND CONTINGENCIES (Continued)
Product Warranties
The Company generally warrants that its products will meet customer specifications and will be free from defects in materials and workmanship. The change in product warranty liability for fiscal years 20162019 and 20152018 was comprised of the following (in thousands):
 2019 2018
Beginning balance$2,600
 $2,820
Additions to warranty reserve, net of reversals2,605
 620
Adjustments to pre-existing warranties(1,039) 
Warranty claims settled(2,233) (840)
Ending balance$1,933
 $2,600
 2016 2015
Beginning balance$3,316
 $660
Provision for warranty reserve3,238
 1,274
Liabilities assumed from acquisition
 2,521
Warranty claims paid(2,643) (1,139)
Ending balance$3,911
 $3,316
Operating Leases
The Company is a party to various operating lease agreements for buildings, machinery, equipment and software. The Company primarily leases buildings, which accounts for the majority of the future lease payments. Lease expense includes the effect of escalation clauses and leasehold improvement incentives which are accounted for ratably over the lease term. Operating lease expense for fiscal years 2016, 2015 and 2014 was as follows (in thousands):
 2016 2015 2014
Operating lease expense$15,357
 $6,516
 $4,281
At December 30, 2016, the Company had the following future minimum lease payments under non-cancelable operating leases (in thousands):
 2017 2018 2019 2020 2021 After 2021
Future minimum lease payments$13,486
 12,235
 11,105
 8,810
 7,826
 23,838

Self-Insurance Liabilities
As of December 30, 2016,31, 2019, and at various times in the past, the Company self-funded its workers' compensation and employee medical and dental expenses. The Company has established reserves to cover these self-insured liabilities and also maintains stop-loss insurance to limit its exposures under these programs. Claims reserves represent accruals for the estimated uninsured portion of reported claims, including adverse development of reported claims, as well as estimates of incurred but not reported claims. Claims incurred but not reported are estimated based on the Company’s historical experience, which is continually monitored, and accruals are adjusted when warranted by changes in facts and circumstances. The Company’s actual experience may be different than its estimates, sometimes significantly. Changes in assumptions, as well as changes in actual experience could cause these estimates to change. Insurance and claims expense will vary from period to period based on the severity and frequency of claims incurred in a given period. The Company’s self-insurance reserves totaled $7.7$4.5 million and $7.9$4.2 million as of December 30, 201631, 2019 and January 1, 2016,December 28, 2018, respectively. These accruals are recorded in Accrued Expenses and Other Current Liabilities and Other Long-Term Liabilities in the Consolidated Balance Sheets.
Foreign Currency Contracts
Historically, the Company has entered into forward contracts to purchase Mexican pesos in order to hedge the risk of peso-denominated payments associated with its operations in Mexico. In connection with the Lake Region Medical acquisition, the Company terminated its outstanding forward contracts resulting in a $2.4 million payment to the foreign currency contract counterparty during 2015. As of the date the contracts were terminated, the Company had $1.6 million recorded in Accumulated Other Comprehensive Income (Loss) related to these contracts. This amount was fully amortized to Cost of Sales during 2016 as the inventory, which the contracts were hedging the cash flows to produce, was sold.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(15.(14.)COMMITMENTS AND CONTINGENCIES (Continued)LEASES
The impact toCompany primarily leases certain office and manufacturing facilities under operating leases, with additional operating leases for machinery, office equipment and vehicles. 
The following table presents the Company’s resultsweighted average remaining lease term and discount rate as of operations from its forward contracts for fiscal years 2016, 2015December 31, 2019:
Weighted-average remaining lease term of operating leases (in years)7.4
Weighted-average discount rate of operating leases5.5%
The components and 2014 wasclassification of lease cost as of December 31, 2019 are as follows (in thousands):
Operating lease cost$9,870
Short-term lease cost (leases with initial term of 12 months or less)57
Variable lease cost2,419
Sublease income(1,894)
Total lease cost$10,452
  
Cost of sales$8,772
SG&A expenses1,107
Research, development and engineering costs556
Other operating expenses17
Total lease cost$10,452

 2016 2015 2014
Increase (reduction) in Cost of Sales$3,516
 $1,948
 $(168)
Ineffective portion of change in fair value
 
 
The Company’s sublease income is derived primarily from certain real estate leases to several non-affiliated tenants under operating sublease arrangements.
Information regarding outstanding foreign currency contracts designatedOperating lease expense for fiscal years 2018 and 2017, under ASC 840, the predecessor to ASC 842, were as cash flow hedgesfollows (in thousands):
   2018 2017
Operating lease expense  $10,753
 $14,320

At December 31, 2019, the maturities of operating lease liabilities were as follows (in thousands):
20209,793
20219,284
20227,136
20236,279
20245,755
Thereafter16,624
Total lease payments54,871
Less imputed interest(10,250)
Total$44,621

The Company’s future minimum lease commitments, net of sublease income, as of December 30, 201628, 2018, under ASC 840 were as follows (in thousands):
 2019 2020 2021 2022 2023 After 2023
Future minimum lease payments$8,562
 7,290
 7,348
 5,269
 5,112
 14,589

As of December 31, 2019, the Company did not have any leases that have not yet commenced.

- 79 -


INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(14.)LEASES (Continued)
Supplemental cash flow information related to leases for the fiscal year ended December 31, 2019 is as follows (dollars in(in thousands):
Cash paid for amounts included in the measurement of operating lease liabilities$10,235
ROU assets obtained in exchange for new operating lease liabilities8,778

Aggregate
Notional
Amount
 
Start
Date
 
End
Date
 $/Peso 
Fair
Value
 Balance Sheet Location
$24,654
 Jan 2017 Dec 2017 0.0514
 $(2,063) Accrued Expenses
During thefiscal year ended December 31, 2019, the Company extended the lease terms for 5 of its manufacturing facilities. As a result of these lease modifications, the Company re-measured the lease liability and adjusted the ROU asset on the modification dates.
(16.(15.)EARNINGS (LOSS) PER SHARE
The following table illustratessets forth a reconciliation of the calculation of Basicinformation used in computing basic and Diluteddiluted EPS for fiscal years 2016, 20152019, 2018 and 20142017 (in thousands, except per share amounts):
2016 2015 20142019 2018 2017
Numerator:     
Net income (loss)$5,961
 $(7,594) $55,458
Numerator for basic and diluted EPS:     
Income from continuing operations$91,218
 $47,033
 $87,087
Income (loss) from discontinued operations5,118
 120,931
 (20,408)
Net income$96,336
 $167,964
 $66,679
Denominator for basic EPS:          
Weighted average shares outstanding30,778
 26,363
 24,825
32,627
 32,136
 31,402
Effect of dilutive securities:          
Stock options, restricted stock and restricted stock units195
 
 1,150
410
 460
 654
Denominator for diluted EPS30,973
 26,363
 25,975
33,037
 32,596
 32,056
Basic EPS$0.19
 $(0.29) $2.23
Diluted EPS$0.19
 $(0.29) $2.14
     
Basic earnings (loss) per share:     
Income from continuing operations$2.80
 $1.46
 $2.77
Income (loss) from discontinued operations0.16
 3.76
 (0.65)
Basic earnings per share2.95
 5.23
 2.12
     
Diluted earnings (loss) per share:     
Income from continuing operations$2.76
 $1.44
 $2.72
Income (loss) from discontinued operations0.15
 3.71
 (0.64)
Diluted earnings per share2.92
 5.15
 2.08

The diluted weighted average share calculations do not include the following securities for fiscal years 2016, 20152019, 2018 and 2014,2017, which are not dilutive to the EPS calculations or the performance criteria have not been met (in thousands):
 2019 2018 2017
Time-vested stock options, restricted stock and restricted stock units30
 237
 676
Performance-vested restricted stock units47
 144
 285



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 2016 2015 2014
Time-vested stock options, restricted stock and restricted stock units657
 1,718
 176
Performance-vested stock options and restricted stock units357
 578
 



INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(17.(16.)ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)STOCKHOLDERS’ EQUITY
Common Stock
The following table sets forth the changes in the number of shares of common stock for fiscal years 2019 and 2018:
 Issued Treasury Stock Outstanding
2019     
Shares outstanding at beginning of year32,624,494
 (151,327) 32,473,167
Stock options exercised116,904
 21,866
 138,770
RSAs issued, net of forfeitures, and vesting of RSUs105,619
 (17,085) 88,534
Shares outstanding at end of year32,847,017
 (146,546) 32,700,471
      
2018     
Shares outstanding at beginning of year31,977,953
 (106,526) 31,871,427
Stock options exercised413,317
 
 413,317
RSAs issued, net of forfeitures, and vesting of RSUs233,224
 (44,801) 188,423
Shares outstanding at end of year32,624,494
 (151,327) 32,473,167

Accumulated Other Comprehensive Income
Accumulated Other Comprehensive Income (Loss)(“AOCI”) is comprised of the following (in thousands): 
 
Defined
Benefit
Plan
Liability
 
Cash
Flow
Hedges
 
Foreign
Currency
Translation
Adjustment
 
Total
Pre-Tax
Amount
 Tax 
Net-of-Tax
Amount
December 29, 2017$(1,422) $3,418
 $50,200
 $52,196
 $(17) $52,179
Unrealized gain on cash flow hedges
 1,904
 
 1,904
 (400) 1,504
Realized gain on foreign currency hedges
 (186) 
 (186) 39
 (147)
Realized gain on interest rate swap hedges
 (1,697) 
 (1,697) 356
 (1,341)
Net defined benefit plan adjustments232
 
 
 232
 70
 302
Foreign currency translation loss
 
 (19,925) (19,925) 
 (19,925)
Reclassifications to earnings(1)
895
 
 264
 1,159
 $(261) 898
Reclassification to retained earnings(2)

 
 
 
 (466) (466)
December 28, 2018$(295) $3,439
 $30,539
 $33,683
 $(679) $33,004
Unrealized loss on cash flow hedges
 (4,028) 
 (4,028) 846
 (3,182)
Realized gain on foreign currency hedges
 (148) 
 (148) 31
 (117)
Realized gain on interest rate swap hedges
 (1,621) 
 (1,621) 340
 (1,281)
Net defined benefit plan adjustments(617) 
 
 (617) 81
 (536)
Foreign currency translation loss
 
 (7,900) (7,900) 
 (7,900)
December 31, 2019$(912) $(2,358) $22,639
 $19,369
 $619
 $19,988

 
Defined
Benefit
Plan
Liability
 
Cash
Flow
Hedges
 
Foreign
Currency
Translation
Adjustment
 
Total
Pre-Tax
Amount
 Tax 
Net-of-Tax
Amount
January 1, 2016$(1,179) $(2,392) $3,609
 $38
 $1,332
 $1,370
Unrealized gain on cash flow hedges
 210
 
 210
 (73) 137
Realized loss on foreign currency hedges
 3,516
 
 3,516
 (1,231) 2,285
Realized loss on interest rate swap hedges
 86
 
 86
 (30) 56
Net defined benefit plan liability adjustments(296) 
 
 (296) (283) (579)
Foreign currency translation loss
 
 (19,269) (19,269) 
 (19,269)
December 30, 2016$(1,475) $1,420
 $(15,660) $(15,715) $(285) $(16,000)
__________
(1)
Accumulated foreign currency translation losses of $0.3 million and defined benefit plan liabilities of $0.6 million (net of income taxes of $0.3 million) were reclassified to earnings during 2018 as a result of the divestiture of the AS&O Product Line.
(2)
Represents the stranded tax effects reclassified from AOCI to retained earnings resulting from the adoption of ASU 2018-02 during 2018.

- 81 -

 
Defined
Benefit
Plan
Liability
 
Cash
Flow
Hedges
 
Foreign
Currency
Translation
Adjustment
 
Total
Pre-Tax
Amount
 Tax 
Net-of-Tax
Amount
January 2, 2015$(1,181) $(2,558) $11,450
 $7,711
 $1,412
 $9,123
Unrealized loss on cash flow hedges
 (4,413) 
 (4,413) 1,545
 (2,868)
Realized loss on foreign currency hedges
 1,948
 
 1,948
 (682) 1,266
Realized loss on interest rate swap hedges
 2,631
 
 2,631
 (921) 1,710
Net defined benefit plan liability adjustments2
 
 
 2
 (22) (20)
Foreign currency translation loss
 
 (7,841) (7,841) 
 (7,841)
January 1, 2016$(1,179) $(2,392) $3,609
 $38
 $1,332
 $1,370
The realized loss relating to the Company’s foreign currency and interest rate swap hedges were reclassified from Accumulated Other Comprehensive Income (Loss) and included in Cost of Sales and Interest Expense, respectively, in the Consolidated Statements of Operations and Comprehensive Income (Loss). Refer to Note 10 “Benefit Plans” for details on the change in net defined benefit plan liability adjustments.


INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(18.(17.)FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS
Assets and Liabilities Measured at Fair Value on a Recurring Basis
Fair value measurement standards apply to certain financial assets and liabilities that are measured at fair value on a recurring basis (each reporting period). For the Company, these financial assets and liabilities include its derivative instruments.instruments and contingent consideration. The Company does not have any nonfinancial assets or liabilities that are measured at fair value on a recurring basis.
The Company is exposed to global market risks, including the effect of changes in interest rates and foreign currency exchange rates, and uses derivatives to manage these exposures that occur in the normal course of business. The Company does not hold or issue derivatives for trading or speculative purposes. All derivatives are recorded at fair value on the balance sheet.
The following tables provide information regarding assets and liabilities recorded at fair value on a recurring basis (in thousands):

Fair Value 
Quoted
Prices in
Active
Markets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
December 31, 2019       
Assets: Foreign currency contracts$710
 $
 $710
 $
Liabilities: Interest rate swaps3,068
 
 3,068
 
Liabilities: Contingent consideration4,200
 
 
 4,200
        
December 28, 2018       
Assets: Interest rate swaps$4,171
 $
 $4,171
 $
Liabilities: Foreign currency contracts732
 
 732
 
Interest Rate Swaps
The Company periodically enters into interest rate swap agreements in order to reduce the cash flow risk caused by interest rate changes on its outstanding floating rate borrowings. Under these swap agreements, the Company pays a fixed rate of interest and receives a floating rate equal to one-month LIBOR. The variable rate received from the swap agreements and the variable rate paid on the outstanding debt will have the same rate of interest, excluding the credit spread, and will reset and pay interest on the same date. The Company has designated these swap agreements as cash flow hedges based on concluding the hedged forecasted transaction is probable of occurring within the period the cash flow hedge is anticipated to affect earnings.
The fair value of the Company’s swap agreements are determined through the use of a cash flow model that utilizes observable market data inputs. These observable market data inputs include LIBOR, swap rates, and credit spread curves. In addition, the Company receives fair value estimates from the swap agreement counterparties to verify the reasonableness of the Company’s estimates. The estimated fair value of the swap agreements represents the amount the Company would receive (pay) to terminate the contracts.
Information regarding the Company’s outstanding interest rate swaps designated as cash flow hedges as of December 31, 2019 is as follows (dollars in thousands):
Notional Amount Start Date 
End
Date
 Pay Fixed Rate Receive Current Floating Rate Fair Value Balance Sheet Location
$200,000
 Jun 2017 Jun 2020 1.1325% 1.7920% $543
 Accrued expenses and other current liabilities
65,000
 Jul 2019 Jul 2020 1.8900
 1.7920
 (72) Accrued expenses and other current liabilities
400,000
 Apr 2019 Apr 2020 2.4150
 1.7101
 (730) Accrued expenses and other current liabilities
200,000
 Jun 2020 Jun 2023 2.1785
 
(1) 
 (2,809) Other long-term liabilities
__________
(1) The interest rate swap is not in effect until June 2020.

- 82 -


INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(17.)FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued)
As of December 28, 2018, the Company had outstanding an interest rate swap with a notional amount of $200 million. The fair value as of December 28, 2018 was $4.2 million and was included in Other assets in the Consolidated Balance Sheets.
Foreign Currency Contracts
The Company periodically enters into foreign currency forward contracts to hedge its exposure to foreign currency exchange rate fluctuations in its international operations. The Company has designated these foreign currency forward contracts as cash flow hedges.
The fair value of foreign currency contracts are determined through the use of cash flow models that utilize observable market data inputs to estimate fair value. These observable market data inputs include foreign exchange rate and credit spread curves. In addition, to the above, the Company receivedreceives fair value estimates from the foreign currency contract counterpartycounterparties to verify the reasonableness of the Company’s estimates. The Company’s foreign currency contracts are categorized in Level 2 of the fair value hierarchy. The fair value of the Company’s foreign currency contracts will be realized as Sales or Cost of Sales as the inventory, which the contracts are hedging, the cash flows to produce, is sold. Approximately $2.1
Information regarding outstanding foreign currency forward contracts designated as cash flow hedges as of December 31, 2019 is as follows (dollars in thousands):
Notional Amount 
Start
Date
 
End
Date
 $/Foreign Currency Fair Value Balance Sheet Location
$11,166
 Jan 2020 Jun 2020 0.0490 Peso $710
 Prepaid expenses and other current assets
Information regarding outstanding foreign currency contracts designated as cash flow hedges as of December 28, 2018 is as follows (dollars in thousands):
Aggregate
Notional
Amount
 
Start
Date
 
End
Date
 $/Foreign Currency 
Fair
Value
 Balance Sheet Location
$12,621
 Jan 2019 Jun 2019 1.1686
Euro $(149) Accrued expenses and other current liabilities
10,991
 Jan 2019 Jun 2019 0.0523
Peso (494) Accrued expenses and other current liabilities
10,535
 Jan 2019 Jun 2019 1.1705
Euro (141) Accrued expenses and other current liabilities
11,019
 Jan 2019 Jun 2019 0.0483
Peso (316) Accrued expenses and other current liabilities
10,499
 Jul 2019 Dec 2019 0.0500
Peso 368
 Accrued expenses and other current liabilities

Derivative Instruments with Hedge Accounting Designation
The following table presents the impact of cash flow hedge derivative instruments on other comprehensive income (“OCI”), AOCI and the Company’s Consolidated Statement of Operations for fiscal years 2019, 2018 and 2017 (in thousands):
  Gain (Loss) Recognized in OCI Gain (Loss) Reclassified from AOCI
Derivative 2019 2018 2017 Location in Statement of Operations 2019 2018 2017
Interest rate swaps $(5,618) $1,589
 $1,263
 Interest expense $1,621
 $1,697
 $466
Foreign exchange contracts (1,044) (1,193) 1,472
 Sales (1,334) (758) 1,327
Foreign exchange contracts 2,634
 1,508
 972
 Cost of sales 1,482
 944
 (84)

The Company expects to reclassify net losses totaling $0.2 million is expectedrelated to be realized as additional Cost of Sales overits cash flow hedges from AOCI into earnings during the next twelve months.
Interest Rate SwapsContingent Consideration
TheContingent consideration liabilities are remeasured to fair value each reporting period using assumptions including estimated revenues (based on internal operational budgets and long-range strategic plans), discount rates, probability of the Company’s interest rate swaps outstanding at December 30, 2016 was determined through the use of a cash flow model that utilized observable market data inputs. These observable market data inputs included LIBOR, swap rates,payment and credit spread curves. In addition to the above, the Company received aprojected payment dates.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(17.)FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued)
The contingent consideration fair value estimate frommeasurement is based on significant inputs not observable in the interest rate swap counterparty to verify the reasonableness of the Company’s estimate. This fair value calculation was categorized inmarket and therefore constitute Level 2 of3 inputs within the fair value hierarchy. The Company determines the fair value of the Company’s interest rate swaps will be realized ascontingent consideration liabilities using a componentMonte Carlo simulation (which involves a simulation of Interest Expense as interest onfuture revenues during the corresponding borrowings is accrued. The following tables provide information regarding assetsearn out-period using management's best estimates) or a probability-weighted discounted cash flow analysis. Increases in projected revenues, estimated cash flows and liabilities recorded atprobabilities of payment may result in significantly higher fair value on a recurring basis (in thousands):

Fair Value 
Quoted
Prices in
Active
Markets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
December 30, 2016       
Assets       
Interest rate swaps (Note 9)$3,482
 $
 $3,482
 $
Liabilities       
Foreign currency contracts (Note 15)$2,063
 $
 $2,063
 $
        
January 1, 2016       
Liabilities       
Foreign currency contracts$307
 $
 $307
 $
measurements; decreases in these items may have the opposite effect. Increases in the discount rates in periods prior to payment may result in significantly lower fair value measurements and decreases in the discount rates may have the opposite effect.
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
Fair value standards also apply to certain assets and liabilities that are measured at fair value on a nonrecurring basis. The carrying amounts of cash, accounts receivable, accounts payable and accrued expenses approximate fair value due to the short-term nature of these items. Refer
Borrowings under the Company’s Revolving Credit Facility, TLA Facility and TLB Facility accrue interest at a floating rate tied to Note 9 “Debt”a standard short-term borrowing index, selected at the Company’s option, plus an applicable margin. The carrying amount of this floating rate debt approximates fair value based upon the respective interest rates adjusting with market rate adjustments.
Equity Investments
Equity investments are comprised of the following (in thousands):
     December 31,
2019
 December 28,
2018
Equity method investment    $16,167
 $15,148
Non-marketable equity securities    6,092
 7,667
Total equity investments    $22,259
 $22,815

The components of (Gain) Loss on Equity Investments, Net for further discussion regardingeach period were as follows (in thousands):
   2019 2018 2017
Equity method investment income  $(1,100) $(5,623) $(3,685)
Impairment charges  1,575
 
 5,250
Total (gain) loss on equity investments, net  $475
 $(5,623) $1,565

During 2019, the Company determined that an investment in one of its non-marketable equity securities was impaired and determined the fair value to be zero based upon available market information. This assessment was based on qualitative indications of impairment. Factors that significantly influenced the determination of the Company’s Senior Secured Credit Facilitiesimpairment loss included the equity security’s investee’s financial condition, priority claims to the equity security, distributions rights and Senior Notes.

INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(18.)FAIR VALUE MEASUREMENTS (Continued)
The following table provides information regarding assets recorded at fair value on a nonrecurring basis (in thousands):
 Fair Value 
Quoted
Prices in
Active
Markets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
December 30, 2016       
Assets       
Cost method investment$430
 $
 $430
 $
Assets Held for Sale (Note 5)794
 
 794
 
        
January 1, 2016       
Assets       
Cost method investment$1,100
 $
 $1,100
 $
A summarypreferences, and status of the valuation methodologies for assets and liabilities measured on a nonrecurring basis is as follows:
Cost and Equity Method Investments
Theregulatory approval required to bring its product to market. Prior to the adoption of ASU 2016-01, the Company holds investments in equity and other securities that are accounted for as eitherits non-marketable equity securities under the cost method of accounting. The other than temporary impairment charges during 2017 relate to non-marketable equity securities under the cost method of accounting.
There were no observable price adjustments on non-marketable equity securities related to the adoption of ASU 2016-01 during 2018 or equity method investments. The aggregate recorded amount of cost2019 and equity method investments at December 30, 2016 and January 1, 2016 was $22.8 million and $20.6 million, respectively. this is not applicable in prior periods.
The Company’s equity method investment is in a Chinese venture capital fund focused on investing in life sciences companies. As of December 30, 2016 and January 1, 2016,31, 2019, the Company’s recorded amountCompany owned6.7% of this equity method investment was $10.7 million and $9.8 million, respectively. This fund accounts for its investments at fair value with the unrealized change in fair value of these investments recorded as income or loss to the fund in the period of change. As of December 30, 2016, the Company owned 7.0% of this fund.
During 2016, 2015 and 2014, the Company recognized impairment charges related to its cost method investments of $1.6 million, $1.4 million and $0.0 million, respectively. The fair value of these investments were determined by reference to recent sales data of similar shares to independent parties in an inactive market. This fair value calculation is categorized in Level 2 of the fair value hierarchy. During 2016, 2015 and 2014, the Company recognized net gains on equity method investments of $0.1 million, $4.7 million, and $1.2 million, respectively. During 2015, the Company recorded a gain and received a $3.6 million cash distribution from its equity method investment, which was classified as a cash flow from operating activities in the Consolidated Statements of Cash Flows as it represented a return on investment. During 2014, the Company sold one of its cost method investments, which resulted in pre-tax gains of $0.7 million in 2016 and $3.2 million in 2014.
Long-Lived Assets
The Company reviews the carrying amount of its long-lived assets to be held and used for potential impairment whenever certain indicators are present as described in Note 1 “Summary of Significant Accounting Policies.” During 2016 and 2014, the Company recorded in Other Operating Expenses, Net impairment charges of $1.0 million and $0.4 million related to its long-lived assets. There were no impairment charges recorded during 2015 related to the Company’s long-lived assets. The fair value of these assets were determined based upon recent sales data of similar assets and discussions with potential buyers, and was categorized in Level 2 of the fair value hierarchy. Refer to Note 5 “Assets Held for Sale” and Note 13 “Other Operating Expenses, Net” for further discussion.
Fair Value of Other Financial Instruments
Pension Plan Assets
The fair value of the Company’s pension plan assets disclosed in Note 10 “Benefit Plans” are determined based upon quoted market prices in inactive markets or valuation models with observable market data inputs to estimate fair value. These observable market data inputs include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids, offers and reference data. The Company’s pension plan assets are categorized Level 2 of the fair value hierarchy.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(19.(18.)BUSINESS SEGMENT AND GEOGRAPHIC AND CONCENTRATION RISK INFORMATION
As a result of the Lake Region Medical acquisition and Spin-off, during 2016 theThe Company reorganizedorganizes its operations including its internal management and financial reporting structure. As a result of this reorganization, the Company reevaluated and revised its reportable business segments during the fourth quarter of 2016 and began to disclose twointo 2 reportable segments: (1) Medical and (2) Non-Medical. The two reportable segments, alongThis segment structure reflects the financial information and reports used by the Company’s management, specifically its Chief Operating Decision Maker (“CODM”), to make decisions regarding the Company’s business, including resource allocations and performance assessments. This segment structure reflects the Company’s current operating focus in compliance with their related product lines, are described below:
Medical - includes the (i) Cardio & Vascular product line, which includes introducers, steerable sheaths, guidewires, catheters, and stimulation therapy components, subassemblies and finished devices that deliver therapies for various markets such as coronary and neurovascular disease, peripheral vascular disease, interventional radiology, vascular access, atrial fibrillation, and interventional cardiology, plus products for medical imaging and pharmaceutical delivery; (ii) Cardiac & Neuromodulation product line, which includes batteries, capacitors, filtered and unfiltered feed-throughs, engineered components, implantable stimulation leads, and enclosures used in implantable medical devices; and (iii) Advanced Surgical, Orthopedics & Portable Medical product line, which includes components, sub-assemblies, finished devices, implants, instruments and delivery systems for a range of surgical technologies to the advanced surgical market, including laparoscopy, orthopedics and general surgery, biopsy and drug delivery, joint preservation and reconstruction, arthroscopy, and engineered tubing solutions. Products also include life-saving and life-enhancing applications comprising of automated external defibrillators, portable oxygen concentrators, ventilators, and powered surgical tools.
Non-Medical - includes primary (lithium) cells, and primary and secondary battery packs for applications in the energy, military and environmental markets.ASC 280, Segment Reporting.
The Company defines segment income from operations as sales less cost of sales including amortization and expenses attributable to segment-specific selling, general, administrative, research, development, engineering and other operating activities. Segment income also includes a portion of non-segment specific selling, general, and administrative expenses based on allocations appropriate to the expense categories. The remaining unallocated operating and other expenses are primarily administrative corporate headquarter expenses and capital costs that are not allocated to reportable segments. Transactions between the two segments are not significant.
An analysis and reconciliation of the Company’s business segments,The following table presents sales by product lines and geographic information to the respective information in the Consolidated Financial Statements follows. Prior period amounts have been reclassified to conform to the new segment reporting presentation. Sales by geographic arealine for fiscal years 2016, 20152019, 2018 and 20142017 (in thousands).
 2019 2018 2017
Segment sales by product line:     
Medical     
Cardio & Vascular$610,056
 $585,464
 $530,831
Cardiac & Neuromodulation457,194
 443,347
 428,275
Advanced Surgical, Orthopedics & Portable Medical132,429
 133,225
 120,006
Total Medical1,199,679
 1,162,036
 1,079,112
Non-Medical58,415
 52,976
 56,968
Total sales$1,258,094
 $1,215,012
 $1,136,080

Geographic Area Information
The following table presents sales by significant country for fiscal years 2019, 2018 and 2017. In these tables, sales are presented by allocating sales from external customersallocated based on where the products are shipped (in thousands):.
 2019 2018 2017
Sales by geographic area:     
United States$698,474
 $687,259
 $662,133
Non-Domestic locations:     
Puerto Rico154,644
 146,500
 140,184
Costa Rica63,634
 62,044
 55,364
Rest of world341,342
 319,209
 278,399
Total sales$1,258,094
 $1,215,012
 $1,136,080

The following table presents revenues by significant customers, which are defined as any customer who individually represents 10% or more of a segment’s total revenues for fiscal years 2019 and 2018.
 2016 2015 2014
Segment sales by product line:     
Medical     
Cardio & Vascular$568,510
 $143,260
 $58,770
Cardiac & Neuromodulation389,403
 356,064
 330,921
Advanced Surgical, Orthopedics & Portable Medical392,778
 243,385
 216,339
Elimination of interproduct line sales(5,592) (1,744) 
Total Medical1,345,099
 740,965
 606,030
Non-Medical41,679
 59,449
 81,757
Total sales$1,386,778
 $800,414
 $687,787
  2019 2018
Customer Medical Non-Medical Medical Non-Medical
Customer A 22% *
 22% *
Customer B 18% *
 19% *
Customer C 12% *
 12% *
Customer D *
 22% *
 28%
All other customers 48% 78% 47% 72%
__________
* Less than 10% of segment’s total revenues for the period.

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 2016 2015 2014
Segment income from operations:     
Medical$185,448
 $83,784
 $91,677
Non-Medical1,513
 7,289
 20,799
Total segment income from operations186,961
 91,073
 112,476
Unallocated operating expenses(78,691) (77,927) (36,822)
Operating income108,270
 13,146
 75,654
Unallocated expenses, net(107,085) (28,846) 925
Income (loss) before provision (benefit) for income taxes$1,185
 $(15,700) $76,579



INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(19.(18.)BUSINESS     SEGMENT GEOGRAPHIC AND CONCENTRATION RISKGEOGRAPHIC INFORMATION (Continued)
The following table presents revenues by significant ship to location, which is defined as any country where 10% or more of a segment’s total revenues are shipped for fiscal years 2019 and 2018.
 2016 2015 2014
Segment depreciation and amortization:     
Medical$83,184
 $61,618
 $31,346
Non-Medical2,346
 2,503
 2,661
Total depreciation and amortization included in segment income from operations85,530
 64,121
 34,007
Unallocated depreciation and amortization4,994
 3,497
 3,450
Total depreciation and amortization$90,524
 $67,618
 $37,457
  2019 2018
Ship to Location Medical Non-Medical Medical Non-Medical
United States 55% 58% 56% 66%
Puerto Rico 13% * 13% *
Canada * 13% * 11%
Rest of world 32% 29% 31% 23%
__________
* Less than 10% of segment’s total revenues for the period.
The following table presents income from continuing operations for the Company’s reportable segments for fiscal years 2019, 2018 and 2017 (in thousands).
 2019 2018 2017
Segment income from continuing operations:     
Medical$223,873
 $224,893
 $197,212
Non-Medical16,289
 14,697
 11,335
Total segment income from continuing operations240,162
 239,590
 208,547
Unallocated operating expenses(82,527) (84,035) (82,898)
Operating income157,635
 155,555
 125,649
Unallocated expenses, net(52,442) (94,439) (76,390)
Income from continuing operations before taxes$105,193
 $61,116
 $49,259

 2016 2015 2014
Expenditures for tangible long-lived assets, excluding acquisitions:     
Medical$44,670
 $40,931
 $19,838
Non-Medical1,451
 600
 621
Total reportable segments46,121
 41,531
 20,459
Unallocated long-lived tangible assets8,251
 6,523
 5,187
Total expenditures$54,372
 $48,054
 $25,646
The following table presents depreciation and amortization expense for the Company’s reportable segments for fiscal years 2019, 2018 and 2017 (in thousands).
 2019 2018 2017
Segment depreciation and amortization:     
Medical$68,867
 $71,922
 $72,314
Non-Medical1,039
 1,364
 2,675
Total depreciation and amortization included in segment
   income from continuing operations
69,906
 73,286
 74,989
Unallocated depreciation and amortization7,989
 8,252
 6,194
Total depreciation and amortization$77,895
 $81,538
 $81,183

 2016 2015 2014
Sales by geographic area:     
United States$805,742
 $401,380
 $312,539
Non-Domestic locations:     
Puerto Rico159,243
 136,898
 127,702
Belgium69,149
 62,546
 65,308
Rest of world352,644
 199,590
 182,238
Total sales$1,386,778
 $800,414
 $687,787
The following table presents total assets for the Company’s reportable segments as of December 31, 2019 and December 28, 2018 (in thousands).
 December 31,
2019
 December 28,
2018
Identifiable assets:   
Medical$2,233,534
 $2,186,565
Non-Medical51,031
 53,812
Total reportable segments2,284,565
 2,240,377
Unallocated assets68,528
 86,304
Total assets$2,353,093
 $2,326,681

 December 30,
2016
 January 1,
2016
 January 2,
2015
Identifiable assets:     
Medical$2,638,180
 $2,766,421
 $763,905
Non-Medical60,988
 66,492
 73,849
Total reportable segments2,699,168
 2,832,913
 837,754
Unallocated assets133,375
 149,223
 117,368
Total assets$2,832,543
 $2,982,136
 $955,122

- 86 -
 December 30,
2016
 January 1,
2016
 January 2,
2015
Long-lived tangible assets by geographic area:     
United States$258,899
 $264,556
 $113,851
Rest of world113,143
 114,936
 31,074
Total$372,042
 $379,492
 $144,925



INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


(19.(18.)BUSINESS     SEGMENT GEOGRAPHIC AND CONCENTRATION RISKGEOGRAPHIC INFORMATION (Continued)
The following table presents capital expenditures for the Company’s reportable segments for fiscal years 2019, 2018 and 2017 (in thousands).
 2019 2018 2017
Expenditures for tangible long-lived assets:     
Medical$44,026
 $34,615
 $20,896
Non-Medical397
 573
 661
Total reportable segments44,423
 35,188
 21,557
Unallocated long-lived tangible assets3,775
 6,110
 8,783
Total expenditures$48,198
 $41,298
 $30,340

The following table presents PP&E by geographic area as of December 31, 2019 and December 28, 2018. In these tables, PP&E is aggregated based on the physical location of the tangible long-lived assets (in thousands).
 December 31,
2019
 December 28,
2018
Long-lived tangible assets by geographic area:   
United States$163,350
 $151,851
Mexico36,238
 34,606
Ireland33,126
 32,190
Rest of world13,471
 12,622
Total$246,185
 $231,269

(19.)     REVENUE FROM CONTRACTS WITH CUSTOMERS
Disaggregated Revenue
In general, the Company's business segmentation is aligned according to the nature and economic characteristics of its products and customer relationships and provides meaningful disaggregation of each business segment's results of operations. For a summary by disaggregated product line sales for each segment, refer to Note 18, “Segment and Geographic Information.”
A significant portion of the Company’s sales for fiscal years 2016, 20152019, 2018 and 20142017 and accounts receivable at December 30, 201631, 2019 and January 1, 2016December 28, 2018 were to fourthree customers as follows:
 Sales Accounts Receivable
 2019 2018 2017 December 31,
2019
 December 28,
2018
Customer A21% 21% 22% 13% 11%
Customer B17% 19% 20% 19% 18%
Customer C12% 12% 11% 20% 20%
 50% 52% 53% 52% 49%

Revenue recognized from products and services transferred to customers over time represented 12% of total revenue for fiscal year 2019, substantially all of which was within the Medical segment. The Company did not have any significant revenue related to contracts recognized over time for fiscal year 2018.

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INTEGER HOLDINGS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 Sales Accounts Receivable
 2016 2015 2014 December 30,
2016
 January 1,
2016
Customer A18% 17% 18% 7% 8%
Customer B17% 18% 18% 20% 23%
Customer C12% 12% 12% 4% 6%
Customer D9% 5% 5% 14% 7%
 56% 52% 53% 45% 44%

(19.)     REVENUE FROM CONTRACTS WITH CUSTOMERS (Continued)
Contract Balances
The opening and closing balances of the Company's contract assets and contract liabilities are as follows (in thousands):
 December 31,
2019
 December 28,
2018
Contract assets$24,767
 $
Contract liabilities1,975
 2,264

During the fiscal year ended December 31, 2019, the Company recognized $1.4 million of revenue that was included in the contract liability balance as of December 28, 2018. During the fiscal year ended December 28, 2018, the Company recognized $0.6 million of revenue that was included in the contract liability balance as of December 29, 2017.
(20.)QUARTERLY SALES AND EARNINGS DATA—UNAUDITED
(in thousands, except per share data)Fourth Quarter  Third Quarter  Second Quarter  First Quarter 
Fiscal Year 2019           
Sales$325,637
  $303,587
  $314,194
  $314,676
 
Gross profit76,030
(1) 
 93,386
  96,984
  88,610
 
Income from continuing operations11,044
(1) 
 30,586
  28,222
  21,366
 
EPS—basic0.34
  0.94
  0.87
  0.66
 
EPS—diluted0.33
  0.92
  0.85
  0.65
 
            
Fiscal Year 2018           
Sales$303,034
  $305,088
  $314,464
  $292,426
 
Gross profit88,445
  91,923
  98,765
  83,532
 
Income (loss) from continuing operations19,196
  (8,303)  23,056
  13,084
 
EPS—basic0.59
  (0.26)  0.72
  0.41
 
EPS—diluted0.58
  (0.26)  0.70
  0.40
 

(in thousands, except per share data)Fourth Quarter Third Quarter Second Quarter First Quarter
Fiscal Year 2016       
Sales$359,591
 $346,567
 $348,382
 $332,238
Gross profit92,891
 97,909
 96,031
 91,468
Net income (loss)7,933
 11,458
 (770) (12,660)
EPS—basic0.26
 0.37
 (0.03) (0.41)
EPS—diluted0.25
 0.37
 (0.03) (0.41)
        
Fiscal Year 2015       
Sales$317,567
 $146,637
 $174,890
 $161,320
Gross profit73,140
 51,646
 57,951
 52,398
Net income (loss)(24,907) 22
 9,283
 8,008
EPS—basic(0.85) 
 0.36
 0.32
EPS—diluted(0.85) 
 0.35
 0.31
__________
(1)
In the fourth quarter of 2019, the Company recorded pre-tax charges and other expenses of $24 million related to the bankruptcy filing of a customer. These charges were included included in cost of sales ($21 million) and operating expenses ($3 million).
Net income (loss) in the first, second, third, and fourth quarters of 2016 and the third and fourth quarters of 2015 include $14.2 million, $7.9 million, $5.4 million, $5.1 million, $13.0 million and $57.1 million, respectively, of charges incurred in connection with the Lake Region Medical acquisition (transaction and integration, inventory step-up amortization, debt related charges) and the Spin-off (professional and consulting fees). Sales for the fourth quarter of 2015 include $138.6 million from the acquisition of Lake Region Medical. Refer to Note 2 “Divestiture and Acquisitions.”


 
ITEM 9.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
 
None.


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ITEM 9A.    CONTROLS AND PROCEDURES
 
Management’s Report on Internal Control Over Financial Reporting appears in Part II, Item 8, “Financial Statements and Supplementary Data” of this report and is incorporated into this Item 9A by reference.
a.Evaluation of Disclosure Controls and Procedures
Our management, including the principal executive officer and principal financial officer, evaluated our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) related to the recording, processing, summarization and reporting of information in our reports that we file with the Securities and Exchange CommissionSEC as of December 30, 2016.31, 2019. These disclosure controls and procedures have been designed to provide reasonable assurance that material information relating to us, including our subsidiaries, is made known to our management, including these officers, by our employees, and that this information is recorded, processed, summarized, evaluated and reported, as applicable, within the time periods specified in the Securities and Exchange Commission’sSEC’s rules and forms. Based on their evaluation, as of December 30, 2016,31, 2019, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures are effective.
b. Changes in Internal Control Over Financial Reporting
ThereWith the exception of integration activities in connection with the Company's acquisition of certain assets from USB, there were no changes in ourthe Company's internal control over financial reporting that occurred during the Company's fourth fiscal quarter ended December 31, 2019 that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.
On October 7, 2019, the Company completed its acquisition of certain assets from USB. Prior to this acquisition, USB was a privately-held company not subject to the Sarbanes-Oxley Act of 2002, the rules and regulations of the SEC, or other corporate governance requirements to which public companies may be subject. As of and for the fiscal year ended December 31, 2019, the operations associated with the assets acquired from USB constituted 1% of net assets, less than 1% of total assets, less than 1% of sales, and less than 1% of net income of the consolidated financial statement amounts as of and for the year ended December 31, 2019.
As part of the Company's ongoing integration activities, the Company is in the process of incorporating internal controls specific to the operations associated with the assets acquired from USB that the Company believes are appropriate and necessary to account for the acquisition and to consolidate and report these operations as part of Company's financial results. In accordance with guidance issued by the SEC, companies are permitted to exclude acquisitions from their final assessment of internal control over financial reporting during our last fiscal quarter to which this Annual Report on Form 10-K relates that have materially affected, or are reasonably likely to materially affect,the year of acquisition. Accordingly, the Company has excluded the operations associated with the assets acquired from USB from the Company's assessment of internal control over financial reporting.

reporting as of December 31, 2019 as the Company's integration activities are ongoing and incomplete. Refer to the Company's management report on internal control over financial reporting included in Part II, Item 8, “Financial Statements and Supplementary Data” of this report for additional information.
 
ITEM 9B.    OTHER INFORMATION
 
None.

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PART III
 
ITEM 10.    DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
 
Information regarding the Company’s directors appearing under the caption “Election of Directors” in the Company’s Proxy Statement for its 20172020 Annual Meeting of Stockholders is incorporated herein by reference.
Information regarding the Company’s executive officers is presented under the caption “Executive Officers of the Company”“Information About our Executive Officers” in Part I of this Annual Report on Form 10-K.
The other information required by Item 10 is incorporated herein by reference from the Company’s Proxy Statement for its 20172020 Annual Meeting of Stockholders.
 
ITEM 11.    EXECUTIVE COMPENSATION
 
Information regarding executive compensation appearing under the captions “Compensation Discussion and Analysis”, “Executive Compensation” and “Compensation Committee Interlocks and Insider Participation” in the Company’s Proxy Statement for the 20172020 Annual Meeting of Stockholders is incorporated herein by reference.
 
ITEM 12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
 
Information regarding security ownership of certain beneficial owners and management and related stockholder matters, including the table titled “Equity Compensation Plan Information” and under the caption “Stock Ownership by Directors and Executive Officers” in the Company’s Proxy Statement for the 20172020 Annual Meeting of Stockholders is incorporated herein by reference.
 
ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
 
Information regarding certain relationships and related transactions, and director independence under the captions “Related Person Transactions” and “Board Independence” in the Company’s Proxy Statement for the 20172020 Annual Meeting of Stockholders is incorporated herein by reference.
 
ITEM 14.    PRINCIPAL ACCOUNTANTACCOUNTING FEES AND SERVICES
 
Information regarding the fees paid to and services provided by Deloitte & Touche LLP, the Company’s independent registered public accounting firm under the caption “Ratification of the Appointment of Independent Registered Public Accounting Firm” in the Company’s Proxy Statement for the 20172020 Annual Meeting of Stockholders is incorporated herein by reference.

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PART IV
 
ITEM 15.    EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
 
(a) LIST OF DOCUMENTS FILED AS PART OF THIS REPORT
1.(1)Financial statements and financial statement schedules filed as part of this Annual Report on Form 10-K. Refer to Part II, Item 8. “Financial Statements and Supplementary Data.”
2.(2)The following financial statement schedule is included in this Annual Report on Form 10-K (in thousands):
Schedule II—Valuation and Qualifying Accounts
(in thousands)   Col. C—Additions    
Column A
Description
 
Col. B Balance at Beginning
of Period
 
Charged to Costs &
Expenses
 Charged to Other Accounts- Describe 
Col. D Deductions
- Describe
 
Col. E Balance at End of
Period
December 30, 2016          
Allowance for doubtful accounts $954
 $140
 $245
(4) 
$(597)
(2) 
$742
Valuation allowance for deferred income tax assets $39,171
 $641
(1) 
$(5,135)
(3)(4) 
$714
(5) 
$35,391
January 1, 2016          
Allowance for doubtful accounts $1,411
 $(70) $459
(3)(4) 
$(846)
(2) 
$954
Valuation allowance for deferred income tax assets $10,709
 $788
(1) 
$27,836
(3)(4) 
$(162)
(5) 
$39,171
January 2, 2015          
Allowance for doubtful accounts $2,001
 $98
 $14
(3)(4) 
$(702)
(2) 
$1,411
Valuation allowance for deferred income tax assets $11,661
 $(729)
(1) 
$
 $(223)
(1)(5) 
$10,709
    Col. C—Additions    
Column A
Description
 
Col. B Balance at Beginning
of Period
 
Charged to Costs &
Expenses
 Charged to Other Accounts- Describe 
Col. D Deductions
- Describe
 
Col. E Balance at End of
Period
December 31, 2019          
Allowance for doubtful accounts $592
 $1,884
(1) 
$2
(3) 
$(35)
(4) 
$2,443
Valuation allowance for deferred tax assets $34,339
 $736
(2) 
$
 $(12,846)
(2)(4)(5) 
$22,229
December 28, 2018          
Allowance for doubtful accounts $536
 $169
 $(2)
(3) 
$(111)
(4) 
$592
Valuation allowance for deferred tax assets $36,480
 $
 $(170)
(3) 
$(1,971)
(2)(4)(5) 
$34,339
December 29, 2017          
Allowance for doubtful accounts $475
 $194
 $
 $(133)
(4) 
$536
Valuation allowance for deferred tax assets $35,391
 $3,284
(2) 
$
 $(2,195)
(4)(5) 
$36,480
(1) 
Valuation allowance recorded in the provision for doubtful accounts. The 2019 amount includes a $2.3 million reserve recorded in connection with a customer bankruptcy, net of adjustments to the Company’s general reserve.
(2)
Valuation allowance recorded in the provision for income taxes for certain net operating losses and tax credits. The 2019 deductions includes a release of the allowance for net operating losses utilized during 2019, the expiration of certain net operating losses, and the expiration of certain foreign and state tax credits. The decrease in 2018 includes the impact of the divestiture of the AS&O Product Line. The increase in 2017 includes the impact of the adoption of the Tax Reform Act, which increased the value of our state deferred tax assets to which a corresponding valuation allowance in 2014 primarily relates to the use of net operating loss carryforwards.was recorded.
(2)
Accounts written off.
(3) 
Balance recorded as a part of our 2015 acquisition of Lake Region Medical and our 2014 acquisition of Centro de Construcción de Cardioestimuladores del Uruguay. 2016 amount represents measurement-period adjustments related to the acquisition of Lake Region Medical.
(4)
Includes foreign currency translation effect.
(4)
Accounts written off.
(5) 
Primarily relates toIncludes return to provision adjustments for prior years.
Schedules not listed above have been omitted because the information required to be set forth therein is not applicable or is shown in the financial statements or notes thereto.
3.(3)Exhibits required by Item 601 of Regulation S-K. TheSee exhibits listed under Part (b) below.
(b) EXHIBITS:

EXHIBIT
NUMBER
DESCRIPTION
2.3
3.1
3.2
4.1*
10.1
10.2
10.3
10.4
10.5
10.6
10.7
10.8#
10.9#
10.10#
10.11#
10.12#
10.13#
10.14#

EXHIBIT
NUMBER
DESCRIPTION
10.15#
10.16#
10.17#
10.18#
10.19#
10.20#
10.21#
10.22#
10.23#
10.24#
10.25#
10.26#
10.27#
10.28#
10.29#*
10.30#*
10.31#*
10.32#*
10.33#*
10.34#*
10.35#

EXHIBIT
NUMBER
DESCRIPTION
10.36#
10.37#
10.38#
10.39#*
10.40#*
21.1*
23.1*
31.1*
31.2*
32.1**
101.INS*XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH*XRBL Taxonomy Extension Schema Document
101.CAL*XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*XBRL Taxonomy Extension Labels Linkbase Document
101.PRE*XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF*XBRL Taxonomy Extension Definition Linkbase Document
104Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101)
* -Filed herewith.
** -Furnished herewith.
# -Indicates exhibits that are management contracts or compensation plans or arrangements required to be filed pursuant to Item 15(b) of Form 10-K.
 
ITEM 16.    FORM 10-K SUMMARY
 
None.



- 94 -





SIGNATURES
Pursuant to the requirements of Sections 13 or 15(d) 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.
  INTEGER HOLDINGS CORPORATION
    
Dated:February 28, 201720, 2020By/s/ Thomas J. HookJoseph W. Dziedzic
   Thomas J. HookJoseph W. Dziedzic (Principal Executive Officer)
   President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated.
Signature Title Date
     
/s/ Thomas J. HookJoseph W. Dziedzic President, Chief Executive Officer and Director February 28, 201720, 2020
Thomas J. HookJoseph W. Dziedzic (Principal Executive Officer)  
/s/ Michael DinkinsJason K. Garland Executive Vice President and Chief Financial Officer February 28, 201720, 2020
Michael DinkinsJason K. Garland (Principal Financial Officer)  
/s/ Tom P. Thomas J. Mazza Vice President, Corporate Controller and Treasurer February 28, 201720, 2020
Tom P. Thomas J. Mazza (Principal Accounting Officer)  
/s/ Bill R. Sanford Chairman February 28, 201720, 2020
Bill R. Sanford    
/s/ Pamela G. Bailey Director February 28, 201720, 2020
Pamela G. Bailey    
/s/ Joseph W. DziedzicJames F. Hinrichs Director February 28, 201720, 2020
Joseph W. DziedzicJames F. Hinrichs    
/s/ Jean M. Hobby Director February 28, 201720, 2020
Jean M. Hobby    
/s/ M. Craig Maxwell Director February 28, 201720, 2020
M. Craig Maxwell    
/s/ Filippo Passerini Director February 28, 201720, 2020
Filippo Passerini    
/s/ Peter H. Soderberg Director February 28, 201720, 2020
Peter H. Soderberg    
/s/ Donald J. Spence Director February 28, 201720, 2020
Donald J. Spence    
/s/ William B. Summers, Jr. Director February 28, 201720, 2020
William B. Summers, Jr.    

EXHIBIT INDEX
- 95 -
EXHIBIT
NUMBER
DESCRIPTION
2.1Agreement and Plan of Merger, dated as of August 27, 2015, by and among Lake Region Medical Holdings, Inc., Greatbatch, Inc. and Provenance Merger Sub Inc. (incorporated by reference to Exhibit 2.1 to our Current Report on Form 8-K filed on August 31, 2015).
2.2Separation and Distribution Agreement, dated March 14, 2016, between Greatbatch, Inc. and QiG Group, LLC (incorporated by reference to Exhibit 2.2 to our Current Report on Form 8-K filed on March 18, 2016).
3.1Restated Certificate of Incorporation of Integer Holdings Corporation (incorporated by reference to Exhibit 3.1 to our Quarterly Report on Form 10-Q for the period ended July 1, 2016).
3.2By-laws of Integer Holdings Corporation (Amended as of August 3, 2016) (incorporated by reference to Exhibit 3.2 to our Quarterly Report on Form 10-Q for the period ended July 1, 2016).
4.1Indenture (including form of Note), dated as of October 27, 2015, by and among Greatbatch Ltd., the guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed on October 28, 2015).
4.2Stockholders Agreement, dated as of October 27, 2015, by and among Greatbatch, Inc., Kohlberg Kravis Roberts & Co. L.P., Bain Capital Investors, LLC and each other stockholder party thereto (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed on October 28, 2015).
10.1#1998 Stock Option Plan (including form of “standard” option agreement, form of “special” option agreement and form of “non-standard” option agreement) (incorporated by reference to Exhibit 10.2 to our Registration Statement on Form S-1 filed on May 22, 2000 (File No. 333-37554)).
10.2#Amendment to Greatbatch, Inc. 1998 Stock Option Plan (incorporated by reference to Exhibit 10.2 to our Annual Report on Form 10-K for the period ended January 3, 2014).
10.3#Greatbatch, Inc. Executive Short Term Incentive Compensation Plan (incorporated by reference to Exhibit A to our Definitive Proxy Statement on Schedule 14A filed on April 20, 2012).
10.4#Form of Change of Control Agreement between Greatbatch, Inc. and Timothy G. McEvoy (incorporated by reference to Exhibit 10.1 to our Quarterly Report on Form 10-Q for the period ended July 1, 2011 (File No. 001-16137)).
10.5#
Amended and Restated Change of Control Agreement, dated August 5, 2016, between Integer Holdings
Corporation and Thomas J. Hook (incorporated by reference to Exhibit 10.3 to our Quarterly Report on Form 10-Q for the period ended July 1, 2016).
10.6#Form of Change of Control Agreement between Greatbatch, Inc. and its executive officers (Michael Dinkins, Jennifer M. Bolt, Jeremy Friedman, Antonio Gonzalez, Declan Smyth, and Kristin Trecker) (incorporated by reference to Exhibit 10.8 to our Annual Report on Form 10-K for the year ended December 28, 2012).
10.7Credit Agreement, dated as of October 27, 2015, by among Greatbatch Ltd., as the borrower, Greatbatch, Inc., as parent, the financial institutions party thereto and Manufacturers and Traders Trust Company, as administrative agent (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on October 28, 2015).
10.8*Amendment No. 1 to Credit Agreement, dated as of November 29, 2016, between Greatbatch Ltd., as the borrower, and Manufacturers and Traders Trust Company, as administrative agent, and the Lenders party thereto.
10.9#
Employment Agreement, dated August 5, 2016, between Integer Holdings Corporation and Thomas J. Hook
(incorporated by reference to Exhibit 10.2 to our Quarterly Report on Form 10-Q for the period ended July 1, 2016).
10.10#2005 Stock Incentive Plan (incorporated by reference to Exhibit B to our Definitive Proxy Statement on Schedule 14A filed on April 20, 2007 (File No. 001-16137)).
10.11#2009 Stock Incentive Plan (incorporated by reference to Exhibit A to our Definitive Proxy Statement on Schedule 14A filed on April 13, 2009 (File No. 001-16137)).
10.12#2011 Stock Incentive Plan (incorporated by reference to Exhibit A to our Definitive Proxy Statement on Schedule 14A filed on April 14, 2014).
10.13#Greatbatch, Inc. 2016 Stock Incentive Plan (incorporated by reference to Exhibit A to our Definitive Proxy Statement on Schedule 14A filed on April 18, 2016).

EXHIBIT
NUMBER
DESCRIPTION
10.14#Amendment to Greatbatch, Inc. 2011 Stock Incentive Plan, Greatbatch, Inc. 2009 Stock Incentive Plan, Greatbatch, Inc. 2005 Stock Incentive Plan (incorporated by reference to Exhibit 10.14 to our Annual Report on Form 10-K for the year ended January 3, 2014).
10.15#*Second Amendment to Greatbatch, Inc. 2011 Stock Incentive Plan and Greatbatch, Inc. 2009 Stock Incentive Plan.
10.16#*Amendment to Greatbatch, Inc. 2016 Stock Incentive Plan.
10.17#Form of Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.15 to our Annual Report on Form 10-K for the year ended January 3, 2014).
10.18#Form of Performance-Based Restricted Stock Units Award Agreement (incorporated by reference to Exhibit 10.16 to our Annual Report on Form 10-K for the year ended January 3, 2014).
10.19#Form of Nonqualified Option Award Letter (incorporated by reference to Exhibit 10.17 to our Annual Report on Form 10-K for the year ended January 3, 2014).
10.20#Form of Time-Based Restricted Stock Units Award Letter (incorporated by reference to Exhibit 10.18 to our Annual Report on Form 10-K for the year ended January 3, 2014).
10.21Transition Services Agreement, dated March 14, 2016, between Greatbatch, Inc. and QiG Group, LLC (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on March 18, 2016).
10.22Amendment No. 1 to the Transition Services Agreement between Greatbatch, Inc. and Nuvectra Corporation (incorporated by reference to Exhibit 10.1 to our Quarterly Report on Form 10-Q for the period ended July 1, 2016).
10.23Tax Matters Agreement, dated March 14, 2016, between Greatbatch, Inc. and QiG Group, LLC (incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K filed on March 18, 2016).
10.24Employee Matters Agreement, dated March 14, 2016, between Greatbatch, Inc. and QiG Group, LLC (incorporated by reference to Exhibit 10.3 to our Current Report on Form 8-K filed on March 18, 2016).
10.25#Employment Offer Letter, dated October 7, 2016, between Integer Holdings Corporation and Jeremy Friedman (incorporated by reference to Exhibit 10.1 to our Quarterly Report on Form 10-Q for the period ended September 30, 2016).
12.1*Ratio of Earnings to Fixed Charges (Unaudited)
21.1*Subsidiaries of Integer Holdings Corporation
23.1*Consent of Independent Registered Public Accounting Firm
31.1*Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act.
31.2*Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act.
32.1**Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*XBRL Instance Document
101.SCH*XRBL Taxonomy Extension Schema Document
101.CAL*XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB*XBRL Taxonomy Extension Labels Linkbase Document
101.PRE*XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF*XBRL Taxonomy Extension Definition Linkbase Document
* -Filed herewith.
** -Furnished herewith.
# -Indicates exhibits that are management contracts or compensation plans or arrangements required to be filed pursuant to Item 15(b) of Form 10-K.