Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 26, 2020 | Feb. 16, 2021 | Jun. 26, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 26, 2020 | ||
Current Fiscal Year End Date | --12-26 | ||
Document Transition Report | false | ||
Entity File Number | 000-50307 | ||
Entity Registrant Name | FormFactor, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 13-3711155 | ||
Entity Address, Address Line One | 7005 Southfront Road | ||
Entity Address, City or Town | Livermore | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94551 | ||
City Area Code | 925 | ||
Local Phone Number | 290-4000 | ||
Title of 12(b) Security | Common stock, $0.001 par value | ||
Trading Symbol | FORM | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1,046 | ||
Entity Common Stock, Shares Outstanding (in shares) | 77,749,914 | ||
Documents Incorporated by Reference | Portions of the registrant's definitive Proxy Statement for the 2021 Annual Meeting of Stockholders, which will be filed within 120 days of the end of the registrant's fiscal year ended December 26, 2020, are incorporated by reference in Part III hereof. Except with respect to information specifically incorporated by reference in this Annual Report on Form 10-K, the Proxy Statement is not deemed to be filed as a part of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001039399 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 187,225 | $ 144,545 |
Marketable securities | 67,810 | 76,327 |
Accounts receivable, net | 107,603 | 97,868 |
Inventories, net | 99,229 | 83,258 |
Restricted cash | 1,904 | 1,981 |
Prepaid expenses and other current assets | 23,303 | 15,064 |
Total current assets | 487,074 | 419,043 |
Restricted cash | 1,969 | 1,411 |
Operating lease, right-of-use-assets | 30,756 | 31,420 |
Property, plant and equipment, net | 104,103 | 58,747 |
Goodwill | 212,761 | 199,196 |
Intangibles, net | 59,147 | 57,610 |
Deferred tax assets | 66,242 | 71,252 |
Other assets | 1,165 | 1,203 |
Total assets | 963,217 | 839,882 |
Current liabilities: | ||
Accounts payable | 62,045 | 40,914 |
Accrued liabilities | 55,342 | 36,439 |
Current portion of term loans, net of unamortized issuance cost of $5 and $29 | 9,516 | 42,846 |
Deferred revenue | 20,964 | 9,810 |
Operating lease liabilities | 6,704 | 6,551 |
Total current liabilities | 154,571 | 136,560 |
Term loans, less current portion, net of unamortized issuance cost of $70 and $0 | 24,978 | 15,639 |
Deferred tax liabilities | 5,346 | 6,986 |
Long-term operating lease liabilities | 27,996 | 29,088 |
Other liabilities | 6,242 | 10,612 |
Total liabilities | 219,133 | 198,885 |
Stockholders' equity: | ||
Preferred stock | 0 | 0 |
Common stock | 78 | 76 |
Additional paid-in capital | 903,838 | 885,821 |
Accumulated other comprehensive income (loss) | 5,886 | (659) |
Accumulated deficit | (165,718) | (244,241) |
Total stockholders' equity | 744,084 | 640,997 |
Total liabilities and stockholders' equity | $ 963,217 | $ 839,882 |
CONSOLIDATED BALANCE SHEETS (PA
CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Statement of Financial Position [Abstract] | ||
Current unamortized debt issuance costs | $ 5 | $ 29 |
Noncurrent unamortized debt issuance costs | $ 70 | $ 0 |
Preferred stock par value (in USD per share) | $ 0.001 | $ 0.001 |
Preferred stock authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock issued (in shares) | 0 | 0 |
Preferred stock outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common stock authorized (in shares) | 250,000,000 | 250,000,000 |
Common stock issued (in shares) | 77,437,997 | 75,764,990 |
Common stock outstanding (in shares) | 77,437,997 | 75,764,990 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Income Statement [Abstract] | |||
Revenues | $ 693,616 | $ 589,464 | $ 529,675 |
Cost of revenues | 405,696 | 351,968 | 319,336 |
Gross profit | 287,920 | 237,496 | 210,339 |
Operating expenses: | |||
Research and development | 89,034 | 81,499 | 74,976 |
Selling, general and administrative | 115,098 | 106,335 | 99,254 |
Total operating expenses | 204,132 | 187,834 | 174,230 |
Operating income | 83,788 | 49,662 | 36,109 |
Interest income | 1,501 | 2,714 | 1,356 |
Interest expense | (864) | (1,915) | (3,314) |
Other income (expense), net | 750 | 602 | (224) |
Income before income taxes | 85,175 | 51,063 | 33,927 |
Provision (benefit) for income taxes | 6,652 | 11,717 | (70,109) |
Net income | $ 78,523 | $ 39,346 | $ 104,036 |
Net income per share: | |||
Basic (in USD per share) | $ 1.02 | $ 0.52 | $ 1.42 |
Diluted (in USD per share) | $ 0.99 | $ 0.51 | $ 1.38 |
Weighted-average number of shares used in per share calculations: | |||
Basic (in shares) | 76,681 | 74,994 | 73,482 |
Diluted (in shares) | 79,001 | 77,286 | 75,182 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 78,523 | $ 39,346 | $ 104,036 |
Other comprehensive income (loss), net of tax: | |||
Translation adjustments and other | 5,131 | (1,028) | (1,902) |
Unrealized gains (losses) on available-for-sale marketable securities | 226 | 316 | (8) |
Unrealized gains (losses) on derivative instruments | 1,188 | (727) | (331) |
Other comprehensive income (loss), net of tax | 6,545 | (1,439) | (2,241) |
Comprehensive income | $ 85,068 | $ 37,907 | $ 101,795 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment |
Beginning balances (in shares) at Dec. 30, 2017 | 72,532,176 | ||||||
Beginning balances at Dec. 30, 2017 | $ 458,637 | $ (50) | $ 73 | $ 843,116 | $ 3,021 | $ (387,573) | $ (50) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock pursuant to exercise of options for cash (in shares) | 134,609 | ||||||
Issuance of common stock pursuant to exercise of options for cash | 1,158 | 1,158 | |||||
Issuance of common stock pursuant to vesting of restricted stock units (in shares) | 862,630 | ||||||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax | (5,791) | (5,791) | |||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 610,297 | ||||||
Issuance of common stock under the Employee Stock Purchase Plan | 6,662 | $ 1 | 6,661 | ||||
Stock-based compensation | 17,753 | 17,753 | |||||
Other comprehensive income (loss) | (2,241) | (2,241) | |||||
Net income | 104,036 | 104,036 | |||||
Ending balances (in shares) at Dec. 29, 2018 | 74,139,712 | ||||||
Ending balances at Dec. 29, 2018 | 580,164 | $ 74 | 862,897 | 780 | (283,587) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock pursuant to exercise of options for cash (in shares) | 162,956 | ||||||
Issuance of common stock pursuant to exercise of options for cash | 1,176 | 1,176 | |||||
Issuance of common stock pursuant to vesting of restricted stock units (in shares) | 918,051 | ||||||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax | (8,025) | $ 1 | (8,026) | ||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 544,271 | ||||||
Issuance of common stock under the Employee Stock Purchase Plan | 6,807 | $ 1 | 6,806 | ||||
Stock-based compensation | 22,968 | 22,968 | |||||
Other comprehensive income (loss) | (1,439) | (1,439) | |||||
Net income | $ 39,346 | 39,346 | |||||
Ending balances (in shares) at Dec. 28, 2019 | 75,764,990 | 75,764,990 | |||||
Ending balances at Dec. 28, 2019 | $ 640,997 | $ 76 | 885,821 | (659) | (244,241) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock pursuant to exercise of options for cash (in shares) | 255,769 | ||||||
Issuance of common stock pursuant to exercise of options for cash | 2,135 | $ 1 | 2,134 | ||||
Issuance of common stock pursuant to vesting of restricted stock units (in shares) | 931,672 | ||||||
Issuance of common stock pursuant to vesting of restricted stock units, net of stock withheld for tax | (15,450) | $ 1 | (15,451) | ||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 485,566 | ||||||
Issuance of common stock under the Employee Stock Purchase Plan | 7,875 | 7,875 | |||||
Stock-based compensation | 23,459 | 23,459 | |||||
Other comprehensive income (loss) | 6,545 | 6,545 | |||||
Net income | $ 78,523 | 78,523 | |||||
Ending balances (in shares) at Dec. 26, 2020 | 77,437,997 | 77,437,997 | |||||
Ending balances at Dec. 26, 2020 | $ 744,084 | $ 78 | $ 903,838 | $ 5,886 | $ (165,718) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Cash flows from operating activities: | |||
Net income | $ 78,523 | $ 39,346 | $ 104,036 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation | 20,694 | 17,185 | 14,314 |
Amortization | 27,991 | 27,672 | 29,373 |
Accretion of discount on investments | (2) | (365) | (10) |
Reduction in the carrying amount of right-of-use assets | 5,955 | 5,269 | 0 |
Stock-based compensation expense | 23,830 | 23,176 | 17,827 |
Amortization of debt issuance costs | 32 | 160 | 390 |
Deferred income tax provision (benefit) | (562) | 4,954 | (74,908) |
Provision for excess and obsolete inventories | 13,117 | 10,421 | 10,479 |
Acquired inventory step-up amortization | 838 | 465 | 0 |
Loss on disposal of long-lived assets | 451 | 486 | 325 |
Gain on contingent consideration | (2,879) | 0 | 0 |
Foreign currency transaction losses (gains) | (968) | 408 | 125 |
Loss on derivative instruments | 372 | 110 | 0 |
Changes in assets and liabilities: | |||
Accounts receivable | (3,545) | 481 | (13,830) |
Inventories | (22,191) | (14,295) | (21,298) |
Prepaid expenses and other current assets | (6,207) | 230 | 1,204 |
Other assets | 179 | (441) | 707 |
Accounts payable | 16,788 | (27) | 3,050 |
Accrued liabilities | 13,892 | 7,517 | (6,219) |
Other liabilities | 362 | 166 | 3,109 |
Deferred revenues | 8,901 | 3,130 | 26 |
Operating lease liabilities | (6,315) | (5,000) | 0 |
Net cash provided by operating activities | 169,256 | 121,048 | 68,700 |
Cash flows from investing activities: | |||
Acquisition of property, plant and equipment | (55,865) | (20,847) | (19,869) |
Acquisition of business, net of cash acquired | (51,880) | (20,524) | 0 |
Proceeds from sale of subsidiary | 82 | 132 | 94 |
Proceeds from sale of property and property, plant and equipment | 0 | 0 | 23 |
Purchases of marketable securities | (51,224) | (76,327) | (30,566) |
Proceeds from maturities of marketable securities | 59,965 | 51,214 | 29,023 |
Net cash used in investing activities | (98,922) | (66,352) | (21,295) |
Cash flows from financing activities: | |||
Proceeds from issuances of common stock | 10,010 | 8,093 | 7,712 |
Tax withholdings related to net share settlements of equity awards | (15,450) | (8,025) | (5,791) |
Proceeds from term loan | 18,000 | 23,354 | 0 |
Payments on term loan | (43,417) | (30,000) | (41,250) |
Payment of term loan issuance costs | (78) | 0 | 0 |
Net cash used in financing activities | (30,935) | (6,578) | (39,329) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 3,762 | (727) | (256) |
Net increase in cash, cash equivalents and restricted cash | 43,161 | 47,391 | 7,820 |
Cash, cash equivalents and restricted cash, beginning of year | 147,937 | 100,546 | 92,726 |
Cash, cash equivalents and restricted cash, end of year | 191,098 | 147,937 | 100,546 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Operating lease, right-of-use assets obtained in exchange for lease obligations | 1,912 | 36,709 | 0 |
Contingent consideration payable related to FRT acquisition | 0 | 5,364 | 0 |
Change in accounts payable and accrued liabilities related to property, plant and equipment purchases | 2,545 | 866 | 2,290 |
Supplemental disclosure of cash flow information: | |||
Income taxes paid, net | 9,150 | 4,324 | 4,576 |
Cash paid for interest | 867 | 1,405 | 3,113 |
Reconciliation of cash, cash equivalents and restricted cash: | |||
Total cash, cash equivalents and restricted cash | $ 191,098 | $ 100,546 | $ 92,726 |
Formation and Nature of Busines
Formation and Nature of Business | 12 Months Ended |
Dec. 26, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Formation and Nature of Business | Formation and Nature of Business FormFactor, Inc. was incorporated in Delaware on April 15, 1993 and is headquartered in Livermore, California. We are a leading provider of test and measurement technologies. We provide a broad range of high-performance probe cards, analytical probes, probe stations, metrology systems, thermal systems, and cryogenic systems to both semiconductor companies and scientific institutions. Our products provide electrical and physical information from a variety of semiconductor and electro-optical devices and integrated circuits from early research, through development, to high-volume production. Customers use our products and services to lower production costs, improve yields, and enable development of complex next generation products. We believe our technology leadership enables critical roadmap advances for our customers. Design, development and manufacturing operations are located in Livermore, San Jose, Carlsbad, and Baldwin Park, California, Beaverton, Oregon and Boulder, Colorado, United States and Bergisch Gladbach, Munich and Thiendorf, Germany, and sales, service and support operations are located in the United States, Germany, France, South Korea, Japan, Taiwan, China and Singapore. Fiscal Year |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 26, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Consolidation and Foreign Currency Translation The consolidated financial statements include our accounts and those of our wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. We completed the acquisitions of FRT GmbH ("FRT") on October 9, 2019, the probe card assets of Advantest Corporation ("Baldwin Park") on July 30, 2020, and High Precision Devises, Inc. ("HPD") on October 19, 2020. Accordingly, our Consolidated Statements of Income include the results of operations of FRT, Baldwin Park, and HPD since those dates. See Note 4, Acquisitions . The functional currencies of certain of our foreign subsidiaries are the local currencies and, accordingly, all assets and liabilities of these foreign operations are translated to U.S. Dollars at current period-end exchange rates, and revenues and expenses are translated to U.S. Dollars using average exchange rates in effect during the period. The gains and losses from the foreign currency translation of these subsidiaries' financial statements are included as a separate component of stockholders' equity on our Consolidated Balance Sheets under Accumulated other comprehensive income (loss). Certain other of our foreign subsidiaries use the U.S. Dollar as their functional currency. Accordingly, monetary assets and liabilities in non-functional currencies of these subsidiaries are remeasured using exchange rates in effect at the end of the period. Revenues and costs in local currency are remeasured using average exchange rates for the period, except for costs related to those balance sheet items that are remeasured using historical exchange rates. The resulting remeasurement gains and losses are included in the Consolidated Statements of Income as a component of Other income (expense), net as incurred. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Estimates may change as new information is obtained. We believe that the estimates, assumptions and judgments involved in revenue recognition, fair value of marketable securities, fair value of derivative financial instruments used to hedge both foreign currency and interest rate exposures, allowance for doubtful accounts, reserves for product warranty, valuation of obsolete and slow moving inventory, assets acquired and liabilities assumed in business combinations, legal contingencies, valuation of goodwill, the assessment of recoverability of long-lived assets, valuation and recognition of stock-based compensation, provision for income taxes and valuation of deferred tax assets have the greatest potential impact on our consolidated financial statements. Actual results could differ from those estimates. Business Acquisitions Our consolidated financial statements include the operations of acquired businesses after the completion of their respective acquisitions. We account for acquired businesses using the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date, and that the fair value of acquired intangibles be recorded on the balance sheet. Transaction costs are expensed as incurred. Any excess of the purchase price over the assigned fair values of the net assets acquired is recorded as goodwill. Cash and Cash Equivalents and Marketable Securities Cash and cash equivalents consist of deposits and financial instruments which are readily convertible into cash and have original maturities of 90 days or less at the time of acquisition. Marketable securities consist primarily of highly liquid investments with maturities of greater than 90 days when purchased. We classify our marketable securities as available-for-sale and, accordingly, report them at fair value with the related unrealized gains and losses included in Accumulated other comprehensive income (loss) in our Consolidated Balance Sheets. Any unrealized losses which are considered to be other-than-temporary are recorded in Other income (expense), net, in the Consolidated Statements of Income. Realized gains and losses on the sale of marketable securities are determined using the specific-identification method and recorded in Other income (expense), net, in the Consolidated Statements of Income. All of our available-for-sale investments are subject to a periodic impairment review. If an available-for-sale debt security’s fair value is less than its amortized cost basis, then we evaluate whether the decline is the result of a credit loss, in which case an impairment is recorded through an allowance for credit losses. Unrealized gains and losses not attributable to credit losses are included, net of tax, in Accumulated other comprehensive income (loss) in our Consolidated Balance Sheets. We did not record an allowance for credit losses during fiscal 2020. Foreign Exchange Management We transact business in various foreign currencies. We enter into forward foreign exchange contracts in an effort to mitigate the risks associated with currency fluctuations on certain foreign currency balance sheet exposures and certain operational costs denominated in local currency impacting our statement of income. For accounting purposes, certain of our foreign currency forward contracts are not designated as hedging instruments and, accordingly, we record the fair value of these contracts as of the end of our reporting period in our Consolidated Balance Sheets with changes in fair value recorded within Other income (expense), net in our Consolidated Statements of Income for both realized and unrealized gains and losses. Certain of our foreign currency forward contracts are designated as cash flow hedges, and, accordingly, we record the fair value of these contracts as of the end of our reporting period in our Consolidated Balance Sheets with changes in fair value recorded as a component of accumulated other comprehensive income (loss) and reclassified into earnings in the same period in which the hedged transaction affects earnings, and in the same line item on the Consolidated Statements of Income as the impact of the hedge transaction. We do not use derivative financial instruments for trading or speculative purposes. Accounts Receivable and Allowance for Doubtful Accounts The majority of our accounts receivable are derived from sales to large multinational semiconductor manufacturers throughout the world, are recorded at their invoiced amount and do not bear interest. In order to monitor potential credit losses, we perform ongoing credit evaluations of our customers' financial condition. An allowance for doubtful accounts is maintained based upon our assessment of the expected collectability of all accounts receivable. The allowance for doubtful accounts is reviewed and assessed for adequacy on a quarterly basis. We take into consideration (1) any circumstances of which we are aware of a customer's inability to meet its financial obligations and (2) our judgments as to prevailing economic conditions in the industry and their impact on our customers. If circumstances change, and the financial condition of our customers is adversely affected and they are unable to meet their financial obligations, we may need to take additional allowances, which would result in an increase in our operating expense. Activity related to our allowance for doubtful accounts receivable was as follows (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Balance at beginning of year $ 222 $ 185 $ 200 Charges (reversals) to costs and expenses 26 37 (15) Balance at end of year $ 248 $ 222 $ 185 Inventories We state our inventories at the lower of cost (principally standard cost which approximates actual cost on a first in, first out basis) or net realizable value. We continually assess the value of our inventory and will periodically write down its value for estimated excess inventory and product obsolescence based upon an analysis of existing inventory quantities compared to estimated future consumption. Future consumption is estimated based upon assumptions about how past consumption, recent purchases, backlog and other factors indicate future consumption. On a quarterly basis, we review existing inventory quantities in comparison to our past consumption, recent purchases, backlog and other factors to determine what inventory quantities, if any, may not be sellable. Based on this analysis, we record an adjustment to the cost basis of inventory when evidence exists that the net realizable value of inventory is lower than its cost, which occurs when we have excess and/or obsolete inventory. Once the value is adjusted, the original cost of our inventory, less the related inventory write-down, represents the new cost basis. Reversal of these write downs is recognized only when the related inventory has been scrapped or sold. Shipping and handling costs are classified as a component of Cost of revenues in the Consolidated Statements of Income. We design, manufacture and sell a custom product into a market that has been subject to cyclicality and significant demand fluctuations. Many of our products are complex, custom to a specific chip design and have to be delivered on short lead-times. Probe cards are manufactured in low volumes, but, for certain materials, the purchases are often subject to minimum order quantities in excess of the actual underlying probe card demand. It is not uncommon for us to acquire production materials and commence production activities based on estimated production yields and forecasted demand prior to, or in excess of, actual demand for our probe cards. These factors result in normal recurring inventory valuation charges to Cost of revenues. Inventory write downs totaled $13.1 million, $10.4 million and $10.5 million for fiscal 2020, 2019 and 2018, respectively. Restricted Cash Restricted cash is comprised primarily of funds held by our foreign subsidiaries for employee obligations, office leases, customer deposits, temporary customs import permits, and environmental remediation. Property, Plant, and Equipment Property, plant and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is provided on a straight-line method. Machinery and equipment, computer equipment and software, and furniture and fixtures are depreciated over 1 to 5 years. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the related asset. Construction-in-progress assets are not depreciated until the assets are placed in service. Upon sale or retirement of assets, the cost and related accumulated depreciation or amortization are removed from the Consolidated Balance Sheets and the resulting gain or loss is reflected in Operating income in our Consolidated Statements of Income. Leases The Company determines if an arrangement is a lease at its inception. Right-of-use (“ROU”) assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. We uses our estimated incremental borrowing rate in determining the present value of lease payments considering the term of the lease, which is derived from information available at the lease commencement date. The lease term includes renewal options when it is reasonably certain that the option will be exercised and excludes termination options. To the extent that the Company’s agreements have variable lease payments, the Company includes variable lease payments that depend on an index or a rate and excludes those that depend on facts or circumstances occurring after the commencement date, other than the passage of time. Lease expense for these leases is recognized on a straight-line basis over the lease term. We have elected not to recognize ROU assets and lease liabilities that arise from short-term leases for any class of underlying asset. Operating leases are included in Operating lease, right-of-use-assets, Operating lease liabilities, and Long-term operating lease liabilities in our Consolidated Balance Sheets. Goodwill Goodwill represents the excess of the purchase price over the fair value of identifiable assets acquired and liabilities assumed. Goodwill is not amortized, rather assessed, at least annually, for impairment at a reporting unit level. Impairment of goodwill exists when the carrying amount of a reporting unit exceeds its fair value. A goodwill impairment loss is recognized for the amount that the carrying amount of the reporting unit, including goodwill, exceeds its fair value, limited to the total amount of goodwill allocated to that reporting unit. If the fair value of a reporting unit exceeds the carrying amount, goodwill of the reporting unit is not considered impaired. We evaluate impairment by first assessing qualitative factors to determine whether it is necessary to perform a quantitative impairment test. If we determine, as a result of the qualitative assessment, that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the quantitative impairment test is required. Otherwise, no further testing is required. We perform our annual goodwill impairment test in the fourth quarter of each year by assessing qualitative factors, including, but not limited to an assessment of our market capitalization, which was significantly higher than our book value. Based on these tests, we determined that the quantitative impairment test was not required and no impairment charges were recorded in fiscal 2020, 2019 or 2018. The evaluation of goodwill for impairment requires the exercise of judgment. In the event of future changes in business conditions, we will be required to reassess and update our forecasts and estimates used in future impairment analysis. If the results of these analysis are lower than current estimates, a material impairment charge may result at that time. See Note 9, Goodwill and Intangible Assets , for additional information. Intangible Assets Intangible assets consist of acquisition related intangible assets and intellectual property. The intangible assets are being amortized over periods of 1 to 10 years, which reflect the pattern in which economic benefits of the assets are expected to be realized. We perform a review of intangible assets when facts and circumstances indicate that the useful life is shorter than originally estimated or that the carrying amount of assets may not be recoverable. Such facts and circumstances include significant adverse changes in the business climate or legal factors; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the intangible assets; and current expectation that the intangible assets will more likely than not be sold or disposed of before the end of their estimated useful lives. We assess the recoverability of identified intangible assets by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets. See Note 9, Goodwill and Intangible Assets , for additional information. Impairment of Long-Lived Assets We test long-lived assets or asset groups, such as property, plant and equipment and intangible assets, for recoverability when events or changes in circumstances indicate that their carrying amounts may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and current expectation that the asset will more likely than not be sold or disposed of before the end of its estimated useful life. Recoverability is assessed based on the carrying amounts of the asset or asset group and the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset. An impairment loss is recognized when the carrying amount is not recoverable and exceeds fair value. Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash equivalents, marketable securities and accounts receivable. Our cash equivalents and marketable securities are held in safekeeping by large, credit worthy financial institutions. We invest our excess cash primarily in U.S. banks, government and agency bonds, money market funds and corporate obligations. We have established guidelines relative to credit ratings, diversification and maturities that seek to maintain safety and liquidity. Deposits in these banks may exceed the amounts of insurance provided on such deposits. To date, we have not experienced any losses on our deposits of cash and cash equivalents. We market and sell our products to a relatively narrow base of customers and generally do not require collateral. The following customers represented 10% or more of our revenues: Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Intel Corporation 31.5 % 25.3 % 19.0 % Samsung Electronics., LTD. * 11.5 * * Less than 10% of revenues. At December 26, 2020, two customers accounted for 15.3% and 13.7% of gross accounts receivable, respectively. At December 28, 2019, three customers accounted for 25.7%, 15.1%, and 11.5% of gross accounts receivable, respectively. No other customers accounted for 10% or more of gross accounts receivable for these fiscal period ends. We are exposed to non-performance risk by counterparties on our derivative instruments used in hedging activities. We seek to minimize risk by diversifying our hedging program across multiple financial institutions. These counterparties are large international financial institutions, and, to date, no such counterparty has failed to meet its financial obligations to us. Revenue Recognition Revenue is recognized upon transferring control of products and services, and the amounts recognized reflect the consideration we expect to be entitled to receive in exchange for these products and services. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. An arrangement may include some or all of the following products and services: probe cards, systems, accessories, installation services, service contracts and extended warranty contracts. We sell our products and services direct to customers and to partners in two distribution channels: global direct sales force and through a combination of manufacturers’ representatives and distributors. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. In contracts with multiple performance obligations, we identify each performance obligation and evaluate whether the performance obligation is distinct within the context of the contract at contract inception. Performance obligations that are not distinct at contract inception are combined and accounted for as one unit of account. Generally, the performance obligations in a contract are considered distinct within the context of the contract and are accounted for as separate units of account. Our products may be customized to our customers’ specifications, however, control of our product is typically transferred to the customer at the point in time the product is either shipped or delivered, depending on the terms of the arrangement, as the criteria for overtime recognition is not met. In limited circumstances, substantive acceptance by the customer exists which results in the deferral of revenue until acceptance is formally received from the customer. Judgment may be required in determining if the acceptance clause is substantive. In certain instances control of products is transferred to the customer over time based on performance and in those instances we utilize an appropriate input or output measure to determine to what extent control has transferred to the customer. Judgment may be required in determining an appropriate measure of performance. Installation services are routinely provided to customers purchasing our systems. Installation services are a distinct performance obligation apart from the systems and recognized in the period they are performed. Service contracts, which include repair and maintenance service contracts, and extended warranty contracts are also distinct performance obligations and recognized over the contractual service period, which ranges from one to three years. For these service contracts recognized over time, we use an input measure, days elapsed, to measure progress. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. In determining the transaction price, we evaluate whether the price is subject to refund or adjustment to determine the net consideration to which we expect to be entitled. We generally do not grant return privileges, except for defective products during the warranty period. Sales incentives and other programs that we may make available to these customers are considered to be a form of variable consideration, which is estimated in determining the contract’s transaction price to be allocated to the performance obligations. For contracts with multiple performance obligations, we allocate the contract’s transaction price to each performance obligation based on its relative stand-alone selling price. The stand-alone selling prices are determined based on observable prices, which are the prices at which we separately sell these products. For items which do not have observable prices, we use our best estimate of the stand-alone selling prices. Transaction price allocated to the remaining performance obligations: On December 26, 2020, we had $7.9 million of remaining performance obligations, which were comprised of deferred service contracts and extended warranty contracts and contracts with overtime revenue recognition that are not yet delivered. We expect to recognize approximately 84.1% of our remaining performance obligations as revenue in fiscal 2021, approximately 9.5% in fiscal 2022, and approximately 6.4% in fiscal 2023 and thereafter. The foregoing excludes the value of remaining performance obligations that have original durations of one year or less, and also excludes information about variable consideration allocated entirely to a wholly unsatisfied performance obligation. Contract balances: The timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable is recorded at the invoiced amount, net of an allowance for doubtful accounts. A receivable is recognized in the period we deliver goods or provide services or when our right to consideration is unconditional. A contract asset is recorded when we have performed under the contract but our right to consideration is conditional on something other than the passage of time. Contract assets as of December 26, 2020 and December 28, 2019 were $3.7 million and $0.9 million, respectively, and are reported on the Consolidated Balance Sheets as a component of Prepaid expenses and other current assets. Contract liabilities include payments received and payments due in advance of performance under a contract and are satisfied as the associated revenue is recognized. Contract liabilities are reported on the Consolidated Balance Sheets on a contract-by-contract basis at the end of each reporting period as a component of Deferred revenue and Other liabilities. Contract liabilities totaled $22.2 million and $10.8 million at December 26, 2020 and December 28, 2019, respectively. During fiscal 2020, we recognized $9.5 million of revenue that was included in contract liabilities as of December 28, 2019. Costs to obtain a contract: We generally expense sales commissions when incurred as a component of Selling, general and administrative expense as the amortization period is typically less than one year. Revenue by Category: Refer to Note 15, Segments and Geographic Information , for further details. Warranty Obligations We offer warranties on certain products and record a liability for the estimated future costs associated with warranty claims at the time revenue is recognized. The warranty liability is based upon historical experience and our estimate of the level of future costs. While we engage in product quality programs and processes, our warranty obligation is affected by product failure rates, material usage and service delivery costs incurred in correcting a product failure. We continuously monitor product returns for warranty and maintain a reserve for the related expenses based upon our historical experience and any specifically identified field failures. As we sell new products to our customers, we must exercise considerable judgment in estimating the expected failure rates. This estimating process is based on historical experience of similar products, as well as various other assumptions that we believe to be reasonable under the circumstances. We provide for the estimated cost of product warranties at the time revenue is recognized. Warranty costs are reflected in the Consolidated Statement of Income as a Cost of revenues. A reconciliation of the changes in our warranty liability is as follows (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Balance at beginning of year $ 1,942 $ 2,102 $ 3,662 Accruals 5,727 3,881 3,181 Settlements (3,751) (4,041) (4,741) Balance at end of year $ 3,918 $ 1,942 $ 2,102 Research and Development Research and development expenses include expenses related to product development, engineering and material costs. All research and development costs are expensed as incurred. Income Taxes We utilize the asset and liability method of accounting for income taxes, under which deferred taxes are determined based on the temporary differences between the financial statement and tax basis of assets and liabilities using tax rates expected to be in effect during the years in which the basis differences reverse and for operating losses and tax credit carryforwards. We estimate our provision for income taxes and amounts ultimately payable or recoverable in numerous tax jurisdictions around the world. Estimates involve interpretations of regulations and are inherently complex. Resolution of income tax treatments in individual jurisdictions may not be known for many years after completion of any fiscal year. We are required to evaluate the realizability of our deferred tax assets on an ongoing basis to determine whether there is a need for a valuation allowance with respect to such deferred tax assets. A valuation allowance is recorded when it is more likely than not that some or all of the deferred tax assets will not be realized. In evaluating the ability to recover deferred tax assets, we consider all available positive and negative evidence giving greater weight to our recent cumulative income, our historical ability to utilize net operating losses in recent years and our forecast of future taxable income, including the reversal of temporary differences and the implementation of feasible and prudent tax planning strategies. We recognize and measure uncertain tax positions taken or expected to be taken in a tax return if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized are then measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement. We report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. We adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such determination is made. The provision for income taxes includes the impact of reserve provisions and changes to reserves that are considered appropriate, as well as the related net interest. We recognize interest and penalties related to unrecognized tax benefits within the income tax provision. Accrued interest and penalties are included within the related tax liability in the Consolidated Balance Sheets. We file annual income tax returns in multiple taxing jurisdictions around the world. A number of years may elapse before an uncertain tax position is audited and finally resolved. While it is often difficult to predict the final outcome or the timing of resolution of any particular uncertain tax position, we believe that our related liability reflects the most likely outcome. We adjust the liability, as well as the related interest, in light of changing facts and circumstances. Settlement of any particular position could require the use of cash. Stock-Based Compensation We recognize compensation expense for all stock-based awards based on the grant-date estimated fair values. The value of the portion of the award that is ultimately expected to vest is recognized as expense ratably over the requisite service periods in our Consolidated Statements of Income. The fair value of stock options is measured using the Black-Scholes option pricing model, while the fair value for restricted stock units ("RSUs") is measured based on the closing market price of our common stock on the date of grant. The fair value of Performance RSUs ("PRSU") is based on certain market performance criteria and is measured using the Monte Carlo simulation pricing model. See Notes 11, Stockholders' Equity , and 12, Stock-Based Compensation , for additional information. Net Income Per Share Basic net income per share is computed by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted net income per share is computed giving effect to all potentially dilutive common stock and common stock equivalents, including stock options, RSUs and common stock subject to repurchase. The following table reconciles the shares used in calculating basic net income per share and diluted net income per share (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Weighted-average shares used in computing basic net income per share 76,681 74,994 73,482 Add potentially dilutive securities 2,320 2,292 1,700 Weighted-average shares used in computing basic and diluted net income per share 79,001 77,286 75,182 Accumulated Other Comprehensive Income (Loss) Accumulated other comprehensive income (loss) ("OCI") includes the following items, the impact of which has been excluded from earnings and reflected as components of stockholders' equity as shown below (in thousands): December 26, 2020 December 28, 2019 Unrealized losses on available-for-sale marketable securities $ (126) $ (352) Translation adjustments and other 5,184 53 Unrealized gains (losses) on derivative instruments 828 (360) Accumulated other comprehensive income (loss) $ 5,886 $ (659) |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 26, 2020 | |
Balance Sheet Components [Abstract] | |
Balance Sheet Components | Balance Sheet Components Marketable Securities Marketable securities consisted of the following (in thousands): December 26, 2020 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. Treasuries $ 40,602 $ 124 $ — $ 40,726 Corporate bonds 24,156 176 (2) 24,330 Certificate of deposit 2,160 19 — 2,179 Agency securities 575 — — 575 $ 67,493 $ 319 $ (2) $ 67,810 December 28, 2019 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. Treasuries $ 10,458 $ 11 $ — $ 10,469 Commercial paper 3,914 1 (4) 3,911 Corporate bond 33,867 68 (7) 33,928 Certificate of deposit 3,584 5 — 3,589 Agency securities 24,408 38 (16) 24,430 $ 76,231 $ 123 $ (27) $ 76,327 We classify our marketable securities as available-for-sale. All marketable securities represent the investment of funds available for current operations, notwithstanding their contractual maturities. Such marketable securities are recorded at fair value and unrealized gains and losses are recorded in Accumulated other comprehensive income (loss) until realized. We typically invest in highly-rated securities with low probabilities of default. Our investment policy requires investments to be rated single A or better, limits the types of acceptable investments, concentration as to security holder and duration of the investment. The gross unrealized gains and losses in fiscal 2020 and 2019 were caused primarily by changes in interest rates. The longer the duration of marketable securities, the more susceptible they are to changes in market interest rates and bond yields. As yields increase, those securities with a lower yield-at-cost show a mark-to-market unrealized loss. We anticipate recovering the full cost of the securities either as market conditions improve, or as the securities mature. Accordingly, we believe that the unrealized losses are not as a result of a credit loss. As of December 26, 2020 and December 28, 2019, gross unrealized losses related to our marketable securities portfolio were not material. The contractual maturities of marketable securities were as follows (in thousands): December 26, 2020 December 28, 2019 Amortized Cost Fair Value Amortized Cost Fair Value Due in one year or less $ 50,500 $ 50,679 $ 38,899 $ 38,944 Due after one year to five years 16,993 17,131 37,332 37,383 $ 67,493 $ 67,810 $ 76,231 $ 76,327 See also Note 8, Fair Value . Inventories, net Inventories consisted of the following (in thousands): December 26, 2020 December 28, 2019 Raw materials $ 48,122 $ 38,528 Work-in-progress 30,806 29,720 Finished goods 20,301 15,010 $ 99,229 $ 83,258 Property, Plant and Equipment, net Property, plant and equipment, net consisted of the following (in thousands): December 26, 2020 December 28, 2019 Land $ 4,751 $ — Machinery and equipment 226,185 201,861 Computer equipment and software 36,361 35,192 Furniture and fixtures 6,894 6,756 Leasehold improvements 79,144 76,081 Sub-total 353,335 319,890 Less: Accumulated depreciation and amortization (294,468) (273,001) Net property, plant and equipment 58,867 46,889 Construction-in-progress 45,236 11,858 Total $ 104,103 $ 58,747 Accrued Liabilities Accrued liabilities consisted of the following (in thousands): December 26, 2020 December 28, 2019 Accrued compensation and benefits $ 33,110 $ 21,329 Accrued employee stock purchase plan contributions withheld 4,240 3,331 Accrued warranty 3,918 1,942 Accrued income and other taxes 6,976 6,846 Accrued contingent consideration 4,012 — Other accrued expenses 3,086 2,991 $ 55,342 $ 36,439 |
Acquisition
Acquisition | 12 Months Ended |
Dec. 26, 2020 | |
Business Combinations [Abstract] | |
Acquisition | Acquisitions High Precision Devises, Inc. Acquisition On October 19, 2020, we acquired 100% of the shares of HPD for total consideration of $16.9 million, net of cash acquired of $1.7 million, which included an estimated adjustment for changes in working capital, which are not yet finalized. This acquisition brings highly specialized skills and know-how to address the unique test challenges within the emerging quantum computing, superconducting computing, and ultra-sensitive sensor markets which operate at temperatures as low as 30 millikelvin. The acquisition was accounted for using the acquisition method of accounting, with FormFactor treated as the acquirer. The acquired assets and liabilities of HPD were recorded at their respective fair values including an amount for goodwill representing the difference between the acquisition consideration and the fair value of the identifiable net assets. Our Consolidated Statements of Income include the financial results of HPD subsequent to the acquisition date of October 19, 2020. Revenue related to HPD since the acquisition date that was included in our Consolidated Statements of Income for fiscal 2020 was not material. The acquisition price was allocated to the tangible and identified intangible assets acquired and liabilities assumed as of the closing date of the acquisition based upon their respective fair values. The fair values assigned to assets acquired and liabilities assumed were based on management’s assumptions as of the reporting date. As of the reporting date, we have not completed the valuation of assets acquired and liabilities assumed. While the quantification of identifiable intangible assets is still in process, we expect certain amounts provisionally recorded as goodwill to be allocated to such assets as customer relationships, developed technologies, backlog and potentially other technology-related assets as we complete purchase accounting. While we have recorded a provisional allocation of value based on the best estimates available at this time, we do not yet have a final allocation of value between amortizing and non-amortizing intangible assets. The items pending include finalizing our evaluation of acquired tangible and financial assets, finalizing the working capital adjustment under the purchase agreement, and finalizing certain key assumptions used to value intangible assets. We expect that some amount of intangible assets provisionally recorded as goodwill may ultimately be allocated to an amortizing intangible asset or vice versa, and similarly the relative values of intangible assets may change as the valuation is finalized. We have recorded estimated amortization based on these provisional amounts from the acquisition date through December 26, 2020. To the extent that upon finalization the required amortization changes, we will record an adjustment to appropriately reflect amortization of the related assets between the acquisition date and the date at which the amounts become estimable. We have one year over which to finalize purchase accounting, and while we expect to complete purchasing accounting before that time, the impact of the potential changes to estimated amounts or related amortization to the financial statements as a whole is not expected to be material. As described above, adjustments to fair value for intangible assets have not yet been finalized, however provisional amounts are included in the table below and in the Consolidated Balance Sheets and are subject to revision as the fair value of the associated assets acquired and liabilities assumed is finalized. The total estimated purchase price allocated to the underlying assets acquired and liabilities assumed based on the provisional amounts are as follows (in thousands):` Amount Cash and cash equivalents $ 1,680 Accounts receivable 1,017 Inventory 3,047 Property, plant and equipment 669 Operating lease, right-of-use-assets 2,554 Prepaid expenses and other assets 599 Tangible assets acquired 9,566 Deferred revenue (2,393) Accounts payable and accrued liabilities (1,268) Operating lease liabilities (2,554) Deferred tax liability (3,465) Total net tangible assets acquired and liabilities assumed (114) Intangible assets 14,020 Goodwill 4,654 Net assets acquired $ 18,560 The preliminary intangible assets as of the closing date of the acquisition included (in thousands): Amount Weighted Average Useful Life (in years) Developed technologies $ 8,000 10.0 Customer relationships 5,400 5.0 Order backlog 400 0.5 Trade names 220 5.0 Total intangible assets $ 14,020 7.7 The fair value of the intangible assets acquired in connection with the acquisition was determined using either the income, market or replacement cost methodologies. The intangible assets are being amortized over periods which reflect the pattern in which economic benefits of the assets are expected to be realized. Identifiable Intangible Assets Valuation of intangible assets involves multiple assumptions. The key assumptions are described below. Developed technology acquired primarily consists of existing technology related to cryogenic probe stations, Adiabatic Demagnetization Refrigerator ("ADR"), and continuous ADR cryostats and similar tools, and technology related to other cryogenic applications. We valued the developed technology using the multi-period excess earnings method under the income approach. Using this approach, the estimated fair values were calculated using expected future cash flows from specific products discounted to their net present values at an appropriate risk-adjusted rate of return. Customer relationships represent the fair value of future projected revenues that will be derived from the sale of products to HPD's existing customers. We valued customer relationships using the incremental cash flow method. This method estimates value based on the incremental cash flow afforded by having the customers relationships in place on the acquisition date versus having no relationships in place and needing to replicate or replace those relationships. The incremental cash flows are then discounted to a present value to arrive at an estimate of fair value for this asset class. Order backlog represents business under existing contractual obligations. Expected cash flow from order backlog was valued on a discounted direct cash flow basis, net of returns on contributory assets such as working capital, property and equipment, trade name and assembled workforce. The identified trade names intangibles relate to the estimated fair value of future cash flows related to the HPD brand. We valued trade names by applying the relief-from-royalty method under the income approach. This method is based on the application of a royalty rate to forecasted revenue under the trade name. Goodwill The excess of purchase price over the fair value assigned to the assets acquired and liabilities assumed represents the amount of goodwill resulting from the acquisition. We believe the factors that contributed to goodwill include synergies that are specific to our consolidated business, such as cost savings and operational efficiencies, and the acquisition of a talented workforce that expands our expertise in business development and commercializing semiconductor test products, none of which qualify for recognition as a separate intangible asset. We do not expect any portion of this goodwill to be deductible for tax purposes. The goodwill attributable to the acquisition was recorded as a non-current asset and is not amortized, but is subject to an annual review for impairment. The goodwill arising from the acquisition was allocated to the HPD reporting unit within the Systems reportable segment. We have not presented unaudited combined pro forma financial information as the HPD acquisition was not significant to our consolidated results of operations and financial position. Baldwin Park Acquisition On July 30, 2020, we acquired the probe card assets of Advantest Corporation for total cash consideration of $35.0 million. This acquisition brings important enabling technologies and capabilities for designing and manufacturing advanced probe cards, and adds a complementary 3D-NAND Flash probe-card product that is qualified and in production at one of the world's leading NAND Flash manufacturers. The acquisition was accounted for using the acquisition method of accounting, with FormFactor treated as the acquirer. The acquired assets and liabilities of Baldwin Park were recorded at their respective fair values including an amount for goodwill representing the difference between the acquisition consideration and the fair value of the identifiable net assets. Our Consolidated Statements of Income include the financial results of Baldwin Park subsequent to the acquisition date of July 30, 2020. Revenue related to Baldwin Park since the acquisition date that was included in our Consolidated Statements of Income for fiscal 2020 was not material. The acquisition price was allocated to the tangible and identified intangible assets acquired and liabilities assumed as of the closing date of the acquisition based upon their respective fair values. The fair values assigned to assets acquired and liabilities assumed were based on management’s assumptions as of the reporting date. Our purchase accounting remains open as of the reporting date, subject to finalization of the fair value of certain acquired assets and liabilities. The item pending includes finalizing certain key assumptions used to value intangible assets. The estimated fair value of assets acquired, including goodwill and intangibles, and liabilities assumed for the purchase as follows (in thousands): Amount Accounts receivable $ 4,365 Inventory 2,579 Property, plant and equipment 9,053 Operating lease, right-of-use-assets 519 Prepaid expenses and other assets 56 Tangible assets acquired 16,572 Accounts payable and accrued liabilities (743) Operating lease liabilities (519) Total net tangible assets acquired and liabilities assumed 15,310 Intangible assets 14,100 Goodwill 5,590 Net assets acquired $ 35,000 The preliminary intangible assets as of the closing date of the acquisition included (in thousands): Amount Weighted Average Useful Life (in years) Developed technologies $ 10,400 10.0 Customer relationships 3,300 3.0 In-process research and development 400 N/A Total intangible assets $ 14,100 8.3 Indications of fair value of the intangible assets acquired in connection with the acquisition were determined using either the income, market or replacement cost methodologies. The intangible assets are being amortized over periods which reflect the pattern in which economic benefits of the assets are expected to be realized. Identifiable Intangible Assets Valuation of intangible assets involves multiple assumptions. The key assumptions are described below. Developed technology acquired consists of existing technology related to 3D NAND Flash probe cards and the value of cost savings expected to be derived from Low Temperature Co-fired Ceramic ("LTCC") technology. We valued the developed technology related to 3D NAND Flash using the multi-period excess earnings method under the income approach. Using this approach, the estimated fair values were calculated using expected future cash flows from specific products discounted to their net present values at an appropriate risk-adjusted rate of return. We valued the LTCC developed technology asset using the incremental cash flow method. This method estimates value based on the incremental cash flow afforded by having the LTCC capability in place on the acquisition date versus having no capability in place and needing to replicate or replace that capability. The incremental cash flows are then discounted to a present value to arrive at an estimate of fair value for this asset class. In-process research and development acquired primarily consists of research and development projects that were in process at the time of acquisition related to technologies used in DRAM probe cards. Once these projects are complete they will be placed in developed technologies and amortized over its useful life. We valued the IPR&D using the multi-period excess earnings method under the income approach. Using this approach, the estimated fair values were calculated using expected future cash flows from specific products discounted to their net present values at an appropriate risk-adjusted rate of return. Customer relationships represent the fair value of future projected revenues that will be derived from the sale of products to Baldwin Park's existing customers. We valued customer relationships using the incremental cash flow method. This method estimates value based on the incremental cash flow afforded by having the customers relationships in place on the acquisition date versus having no relationships in place and needing to replicate or replace those relationships. The incremental cash flows are then discounted to a present value to arrive at an estimate of fair value for this asset class. Goodwill The excess of purchase price over the fair value assigned to the assets acquired and liabilities assumed represents the amount of goodwill resulting from the acquisition. We believe the factors that contributed to goodwill include synergies that are specific to our consolidated business, such as cost savings and operational efficiencies, and the acquisition of a talented workforce that expands our expertise in business development, none of which qualify for recognition as a separate intangible asset. We expect this goodwill to be deductible for tax purposes. The goodwill attributable to the acquisition was recorded as a non-current asset and is not amortized, but is subject to an annual review for impairment. The goodwill arising from the acquisition was allocated to the Probe Cards reporting unit within the Probe Cards reportable segment. We have not presented unaudited combined pro forma financial information as the Baldwin Park acquisition was not significant to our consolidated results of operations and financial position. FRT GmbH Acquisition On October 9, 2019, we acquired 100% of the shares of FRT, a German-based company, for total consideration of $26.9 million, net of cash acquired of $1.7 million. The fair value of the purchase consideration was comprised of a $22.2 million cash payment and $6.5 million of contingent consideration. The contingent consideration is a cash amount equal to 1.5x Earnings Before Interest and Tax ("EBIT") as defined in the purchase agreement, from a minimum of zero up to a maximum of €10.3 million, payable subject to the performance of the acquired business in calendar 2020. We estimated the fair value of contingent consideration using a probability weighted approach. Key assumptions in determining the fair value of contingent consideration include estimating the probability of achieving certain EBIT levels and discounting at an appropriate discount rate. See Note 8, Fair Value, for additional information . This acquisition strengthens our leadership in test and measurement by expanding our addressable market into 3D hybrid surface metrology and extending the optical applications scope of our existing Systems segment. The acquisition was accounted for using the acquisition method of accounting, with FormFactor treated as the acquirer. The acquired assets and liabilities of FRT were recorded at their respective fair values including an amount for goodwill representing the difference between the acquisition consideration and the fair value of the identifiable net assets. Our Consolidated Statements of Income include the financial results of FRT subsequent to the acquisition date of October 9, 2019. Revenue in fiscal 2019 related to FRT subsequent to the acquisition date that was included in our Consolidated Statements of Income was not material. Separate from the purchase agreement, we entered into a term loan agreement with a lender for an aggregate amount of $23.4 million to finance the acquisition. See Note 5, Debt , for additional information. The acquisition price was allocated to the tangible and identified intangible assets acquired and liabilities assumed as of the closing date of the acquisition based upon their respective fair values. The fair values assigned to assets acquired and liabilities assumed were based on management’s assumptions as of the reporting date. We have finalized our allocation of the assets acquired, including goodwill and intangibles, and liabilities assumed for the purchase as follows (in thousands): Amount Cash and cash equivalents $ 1,687 Accounts receivable 3,079 Inventory 2,643 Property, plant and equipment 696 Operating lease, right-of-use-assets 335 Prepaid expenses and other assets 838 Tangible assets acquired 9,278 Customer deposits (1,933) Accounts payable and accrued liabilities (1,182) Operating lease liabilities (335) Deferred tax liabilities (5,757) Total net tangible assets acquired and liabilities assumed 71 Intangible assets 17,429 Goodwill 11,123 Net assets acquired $ 28,623 The intangible assets as of the closing date of the acquisition included (in thousands): Amount Weighted Average Useful Life (in years) Developed technologies $ 12,505 8.0 Customer relationships 3,071 6.0 Order backlog 1,645 0.5 Trade names 208 2.0 Total intangible assets $ 17,429 6.9 Indications of fair value of the intangible assets acquired in connection with the acquisition were determined using either the income, market or replacement cost methodologies. The intangible assets are being amortized over periods which reflect the pattern in which economic benefits of the assets are expected to be realized. Identifiable Intangible Assets Valuation of intangible assets involves multiple assumptions. The key assumptions are described below. Developed technology acquired primarily consists of existing technology related to hybrid 3D surface metrology measurement equipment. We valued the developed technology using the multi-period excess earnings method under the income approach. Using this approach, the estimated fair values were calculated using expected future cash flows from specific products discounted to their net present values at an appropriate risk-adjusted rate of return. Customer relationships represent the fair value of future projected revenues that will be derived from the sale of products to FRT's existing customers. We valued customer relationships using the incremental cash flow method. This method estimates value based on the incremental cash flow afforded by having the customers relationships in place on the acquisition date versus having no relationships in place and needing to replicate or replace those relationships. The incremental cash flows are then discounted to a present value to arrive at an estimate of fair value for this asset class. Order backlog represents business under existing contractual obligations. Expected cash flow from order backlog was valued on a direct cash flow basis. The identified trade names intangibles relate to the estimated fair value of future cash flows related to the FRT brand. We valued trade names by applying the relief-from-royalty method under the income approach. This method is based on the application of a royalty rate to forecasted revenue under the trade name. Goodwill The excess of purchase price over the fair value assigned to the assets acquired and liabilities assumed represents the amount of goodwill resulting from the acquisition. We believe the factors that contributed to goodwill include synergies that are specific to our consolidated business, such as cost savings and operational efficiencies, and the acquisition of a talented workforce that expands our expertise in business development and commercializing semiconductor test products, none of which qualify for recognition as a separate intangible asset. We do not expect any portion of this goodwill to be deductible for tax purposes. The goodwill attributable to the acquisition was recorded as a non-current asset and is not amortized, but is subject to an annual review for impairment. The goodwill arising from the acquisition was allocated to the FRT reporting unit within the Systems reportable segment. We have not presented unaudited combined pro forma financial information as the FRT acquisition was not significant to our consolidated results of operations and financial position. |
Debt
Debt | 12 Months Ended |
Dec. 26, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt Our debt consisted of the following (in thousands): December 26, 2020 December 28, 2019 Term loans $ 34,569 $ 58,514 Less unamortized issuance costs (75) (29) Term loans less issuance costs $ 34,494 $ 58,485 CMI Term Loan On June 24, 2016, we entered into a Credit Agreement (the “Credit Agreement”) with HSBC Bank USA, National Association ("HSBC"), as administrative agent, co-lead arranger, sole bookrunner and syndication agent, other lenders that may from time-to-time be a party to the Credit Agreement, and certain guarantors. Pursuant to the Credit Agreement, the lenders provided us with a senior secured term loan facility of $150 million (the “CMI Term Loan”). The proceeds of the CMI Term Loan were used to finance a portion of the purchase price paid in connection with the Cascade Microtech acquisition in fiscal 2016 and to pay related bank fees and expenses. The CMI Term Loan bore interest at a rate equal to, at our option, (i) the applicable London Interbank Offered Rate ("LIBOR") rate plus 2.00% per annum or (ii) Base Rate (as defined in the Credit Agreement) plus 1.00% per annum. We elected to pay interest at 2.00% over the one-month LIBOR rate. Interest payments were payable in quarterly installments over a five-year period. The principal payments on the CMI Term Loan were scheduled to be paid in equal quarterly installments that began June 30, 2016, in an annual amount equal to 5% for year one, 10% for year two, 20% for year three, 30% for year four and 35% for year five. We accelerated payments of these scheduled amounts and made the final payment on the CMI Term Loan on June 30, 2020, approximately one year before the original maturity. We are no longer subject to the terms of the Credit Agreement. FRT Term Loan On October 25, 2019, we entered into a euro denominated $23.4 million three-year credit facility loan agreement (the "FRT Term Loan") with HSBC Trinkaus & Burkhardt AG, Germany, to fund the acquisition of FRT GmbH, which we acquired on October 9, 2019. See Note 4, Acquisitions , for further details of the acquisition. The FRT Term Loan bears interest at a rate equal to the Euro Interbank Offered Rate ("EURIBOR") plus 1.75 % per annum and will be repaid in quarterly installments of approximately $2.0 million plus interest. The interest rate at December 26, 2020 was 1.24%. The obligations under the FRT Term Loan are fully and unconditionally guaranteed by FormFactor, Inc. The FRT Term Loan contains negative covenants customary for financing of this type, including covenants that place limitations on the incurrence of additional indebtedness, the creation of liens, the payment of dividends; dispositions; fundamental changes, including mergers and acquisitions; loans and investments; sale leasebacks; negative pledges; transactions with affiliates; changes in fiscal year; sanctions and anti-bribery laws and regulations, and modifications to charter documents in a manner materially adverse to the Lenders. The FRT Term Loan also contains affirmative covenants and representations and warranties customary for financing of this type. As of December 26, 2020, the balance outstanding pursuant to the FRT term loan was $17.1 million. Building Term Loan On June 22, 2020, we entered into an $18.0 million 15-year credit facility loan agreement (the “Building Term Loan”) with MUFG Union Bank, National Association ("Union Bank"). The proceeds of the Building Term Loan were used to purchase a building adjacent to our leased facilities in Livermore, California. The Building Term Loan bears interest at a rate equal to the applicable LIBOR rate plus 1.75% per annum. Interest payments are payable in monthly installments over a fifteen-year period. The interest rate at December 26, 2020 was 1.90%. On March 17, 2020, we entered into an interest rate swap agreement with Union Bank to hedge the interest payments on the Building Term Loan for the notional amount of $18.0 million. As future levels of LIBOR over the life of the loan are uncertain, we entered into this interest-rate swap agreement to hedge the exposure in interest rate risks associated with movement in LIBOR rates. By entering into the agreement, we convert a floating rate interest at one-month LIBOR plus 1.75% into a fixed rate interest at 2.75%. The interest rate swap also includes a 0% floor that is effective for one year from the date of the swap. As of December 26, 2020, the notional amount of the loan that is subject to this interest rate swap is $17.5 million. See Note 8, Fair Value and Derivative Instruments , for additional information. The obligations under the Building Term Loan are guaranteed by a deed of trust covering certain real property and improvements and certain personal property used in connection therewith. The deed of trust creates a first priority lien or encumbrance on the property with only such exceptions as may be approved by the Union Bank in writing. The Credit Agreement contains covenants customary for financing of this type. As of December 26, 2020, the balance outstanding pursuant to the Building Term Loan was $17.5 million. Future principal and interest payments on our term loans as of December 26, 2020, based on the interest rate in effect at that date were as follows (in thousands): Payments Due In Fiscal Year 2021 2022 2023 2024 2025 2026 and thereafter Total Term loans - principal payments $ 9,521 $ 9,549 $ 1,050 $ 1,080 $ 1,111 $ 12,258 $ 34,569 Term loans - interest payments (1) 503 377 290 271 248 1,185 2,874 $ 10,024 $ 9,926 $ 1,340 $ 1,351 $ 1,359 $ 13,443 $ 37,443 (1) Represents our minimum interest payment commitments at 1.24% per annum for the FRT Term Loan and 1.90% per annum for the Building Term Loan. |
Leases
Leases | 12 Months Ended |
Dec. 26, 2020 | |
Leases [Abstract] | |
Leases | Leases We adopted Accounting Standards Update ("ASU") 2016-02, “ Leases (Topic 842) ,” ASU 2018-10, “ Codification Improvements to Topic 842, Leases ,” ASU 2018-11, “ Leases (Topic 842): Targeted Improvements ,” and ASU 2019-01, “ Leases (Topic 842): Codification Improvements ," on December 30, 2018, the first day of fiscal 2019, using the modified transition approach. The modified transition approach permitted a company to use its effective date as the date of initial application and to apply the standard to its leases, and, therefore, not restate comparative prior period financial information. Consequently, prior period financial information is not updated, and the disclosures required under the new standard are not provided for the period before December 30, 2018. Our operating lease, right-of-use assets relate to real estate space under non-cancelable operating lease agreements for commercial and industrial space, as well as for our corporate headquarters located in Livermore, California. Our leases have remaining terms of 1 to 8 years, and some leases include options to extend up to 20 years. We also have operating leases for automobiles with remaining lease terms of 1 to 3 years. We did not include any of our renewal options in our lease terms for calculating our lease liability as the renewal options allow us to maintain operational flexibility and we are not reasonably certain we will exercise these options at this time. The weighted-average remaining lease term for our operating leases was 6.6 years at December 26, 2020 and the weighted-average discount rate was 4.33%. The components of lease expense were as follows (in thousands): Lease Expense December 26, 2020 December 28, 2019 Operating lease expense $ 7,468 $ 6,985 Short-term lease expense 136 142 Variable lease expense 1,574 1,286 $ 9,178 $ 8,413 Operating lease expense for the year ended December 29, 2018 was $8.4 million. Future minimum payments under our non-cancelable operating leases were as follows as of December 26, 2020 (in thousands): Fiscal Year Amount 2021 $ 7,349 2022 6,115 2023 5,254 2024 4,903 2025 4,863 Thereafter 12,531 Total minimum lease payments 41,015 Less: interest (6,315) Present value of net minimum lease payments 34,700 Less: current portion (6,704) Total long-term operating lease liabilities $ 27,996 |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Dec. 26, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments Foreign Exchange Derivative Contracts We operate and sell our products in various global markets. As a result, we are exposed to changes in foreign currency exchange rates. We utilize foreign currency forward contracts to hedge against future movements in foreign exchange rates that affect certain existing foreign currency denominated assets and liabilities and forecasted foreign currency revenue and expense transactions. Under this program, our strategy is to have increases or decreases in our foreign currency exposures mitigated by gains or losses on the foreign currency forward contracts in order to mitigate the risks and volatility associated with foreign currency transaction gains or losses. We do not use derivative financial instruments for speculative or trading purposes. For accounting purposes, certain of our foreign currency forward contracts are not designated as hedging instruments and, accordingly, we record the fair value of these contracts as of the end of our reporting period in our Consolidated Balance Sheets with changes in fair value recorded within Other income (expense), net in our Consolidated Statements of Income for both realized and unrealized gains and losses. Certain of our foreign currency forward contracts are designated as cash flow hedges, and, accordingly, we record the fair value of these contracts as of the end of our reporting period in our Consolidated Balance Sheets with changes in fair value recorded as a component of Accumulated other comprehensive income (loss) and reclassified into earnings in the same period in which the hedged transaction affects earnings, and in the same line item on the Consolidated Statements of Income as the impact of the hedge transaction. At December 26, 2020, we expect to reclassify $0.9 million of the amount accumulated in other comprehensive income (loss) to earnings during the next 12 months, due to the recognition in earnings of the hedged forecasted transactions. The fair value of our foreign exchange derivative contracts was determined based on current foreign currency exchange rates and forward points. All of our foreign exchange derivative contracts outstanding at December 26, 2020 will mature by the fourth quarter of fiscal 2021. The following table provides information about our foreign currency forward contracts outstanding as of December 26, 2020 (in thousands): Currency Contract Position Contract Amount (Local Currency) Contract Amount (U.S. Dollars) Euro Buy (11,350) $ (13,019) Euro Sell 12,304 15,002 Japanese Yen Sell 1,707,934 16,479 Korean Won Sell 2,309,079 2,093 Total USD notional amount of outstanding foreign exchange contracts $ 20,555 Our foreign currency contracts are classified within Level 2 of the fair value hierarchy as they are valued using pricing models that utilize observable market inputs. The location and amount of gains (losses) related to non-designated derivative instruments in the Consolidated Statements of Income were as follows (in thousands): Location of Gain (Loss) Recognized Fiscal Year Ended Derivatives Not Designated as Hedging Instruments December 26, 2020 December 28, 2019 December 29, 2018 Foreign exchange forward contracts Other income (expense), net $ (1,437) $ 248 $ 906 The location and amount of gains (losses) related to derivative instruments designated as cash flow hedges on our Consolidated Statements of Income was as follows (in thousands): Amount of Gain or (Loss) Recognized in Accumulated OCI on Derivative Location of Gain or (Loss) Reclassified from Accumulated OCI into Income Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income Fiscal 2020 1,142 Cost of revenues $ 89 Research and development 77 Selling, general and administrative 25 $ 191 Fiscal 2019 $ 93 Cost of revenues $ (526) Research and development (75) Selling, general and administrative (172) (773) Interest Rate Swaps Pursuant to our interest rate and risk management strategy, during fiscal 2016 we entered into an interest rate swap agreement with HSBC and other lenders to hedge the interest payments on the Term Loan for the notional amount of $95.6 million. As future levels of LIBOR over the life of the loan are uncertain, we entered into these interest-rate swap agreements to hedge the exposure in interest rate risks associated with the movement in LIBOR rates. By entering into the agreements, we converted a floating rate interest at one-month LIBOR plus 2.00% into a fixed rate interest at 2.94%. The interest rate swap agreement ended as of March 28, 2020. During fiscal 2020 we entered into an interest rate swap agreement with Union Bank to hedge the interest payments on the Building Term Loan for the notional amount of $18.0 million. As future levels of LIBOR over the life of the loan are uncertain, we entered into this interest-rate swap agreement to hedge the exposure in interest rate risks associated with movement in LIBOR rates. By entering into the agreement, we convert a floating rate interest at one-month LIBOR plus 1.75% into a fixed rate interest at 2.75%. The interest rate swap also includes a 0% floor that is effective for one year from the date of the swap. As of December 26, 2020, the notional amount of the loan that is subject to this interest rate swap was $17.5 million. See Note 5, Debt , for additional information. For accounting purposes, the interest-rate swap contracts qualify for and are designated as cash flow hedges. All hedging relationships are formally documented, and the hedges are designed to offset changes to future cash flows on hedged transactions. We evaluate hedge effectiveness at hedge inception and on an ongoing basis. The fair value of our interest rate swap contracts is determined at the end of each reporting period based on valuation models that use interest rate yield curves as inputs. For accounting purposes, our interest rate swap contracts qualify for, and are designated as, cash flow hedges. The cash flows associated with the interest rate swaps are reported in Net cash provided by operating activities in our Consolidated Statements of Cash Flows and the fair value of the interest rate swap contracts are recorded within Accrued Liabilities and Other assets. The impact of the interest rate swaps on the Consolidated Statements of Income was as follows (in thousands): Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion) Location of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) Fiscal 2020 $ (119) Other income (expense), net $ (64) Fiscal 2019 $ (86) Other income (expense), net $ 548 Fiscal 2018 $ 340 Other income (expense), net $ 721 See also Note 8, Fair Value . |
Fair Value
Fair Value | 12 Months Ended |
Dec. 26, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value Whenever possible, the fair values of our financial assets and liabilities are determined using quoted market prices of identical securities or quoted market prices of similar securities from active markets. The three levels of inputs that may be used to measure fair value are as follows: • Level 1 valuations are obtained from real-time quotes for transactions in active exchange markets involving identical securities; • Level 2 valuations utilize significant observable inputs, such as quoted prices for similar assets or liabilities, quoted prices near the reporting date in markets that are less active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 valuations utilize unobservable inputs to the valuation methodology and include our own data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. We did not have any transfers of assets or liabilities measured at fair value on a recurring basis to or from Level 1, Level 2 or Level 3 during fiscal 2020, 2019 or 2018. The carrying values of Cash, Accounts receivable, net, Restricted cash, Prepaid expenses and other current assets, Accounts payable, Accrued liabilities, and Current portion of term loans, net of unamortized issuance costs approximate fair value due to their short maturities. No changes were made to our valuation techniques during fiscal 2020. Cash Equivalents The fair value of our cash equivalents is determined based on quoted market prices for similar or identical securities. Marketable Securities We classify our marketable securities as available-for-sale and value them utilizing a market approach. Our investments are priced by pricing vendors who provide observable inputs for their pricing without applying significant judgment. Broker pricing is used mainly when a quoted price is not available, the investment is not priced by our pricing vendors or when a broker price is more reflective of fair value. Our broker-priced investments are categorized as Level 2 investments because fair value is based on similar assets without applying significant judgments. In addition, all of our investments have a sufficient level of trading volume to demonstrate that the fair value is appropriate. Contingent Consideration Contingent consideration, arising from the acquisition of FRT (see Note 4, Acquisitions ), is a cash amount equal to 1.5x EBIT as defined in the purchase agreement, up to a maximum of €10.3 million, payable subject to the performance of the acquired business in calendar 2020. We originally estimated the fair value of contingent consideration at acquisition using a probability weighted approach. Key assumptions in determining the fair value of contingent consideration included estimating the probability of achieving certain EBIT levels and discounting at an appropriate discount rate. Based on actual results during the earnout period, contingent consideration as of December 26, 2020 was estimated to be $4.0 million, a net decrease of $1.4 million from $5.4 million as of December 28, 2019. Assets and liabilities Measured at Fair Value on a Recurring Basis Assets and liabilities measured at fair value on a recurring basis were as follows (in thousands): December 26, 2020 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 43,019 $ — $ — $ 43,019 Marketable securities: U.S. Treasuries 40,726 — — 40,726 Certificates of deposit — 2,179 — 2,179 Agency securities — 575 — 575 Corporate bonds — 24,330 — 24,330 40,726 27,084 — 67,810 Foreign exchange derivative contracts — 1,057 — 1,057 Interest rate swap derivative contracts — 57 — 57 Total assets $ 83,745 $ 28,198 $ — $ 111,943 Liabilities: Foreign exchange derivative contracts $ — $ — $ — $ — Interest rate swap derivative contracts — (87) — (87) Contingent consideration — — (4,012) (4,012) Total liabilities $ — $ (87) $ (4,012) $ (4,099) December 28, 2019 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 17,056 $ — $ — $ 17,056 Marketable securities: U.S. Treasuries 10,468 — — 10,468 Certificates of deposit — 3,590 — 3,590 Agency securities — 24,430 — 24,430 Corporate bonds — 33,928 — 33,928 Commercial paper — 3,911 — 3,911 10,468 65,859 — 76,327 Foreign exchange derivative contract — 41 — 41 Interest rate swap derivative contracts — 26 — 26 Total assets $ 27,524 $ 65,926 $ — $ 93,450 Liabilities: Foreign exchange derivative contracts $ — $ (240) $ — $ (240) Contingent consideration — — (5,364) (5,364) Total liabilities $ — $ (240) $ (5,364) $ (5,604) Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis We measure and report our non-financial assets such as Property, plant and equipment, Goodwill and Intangible assets at fair value on a non-recurring basis if we determine these assets to be impaired or in the period when we make a business acquisition. Other than as discussed in Note 4, Acquisitions |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 26, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill Goodwill by reportable segment was as follows (in thousands): Probe Cards Systems Total Goodwill, gross, as of December 30, 2017 $ 172,482 $ 17,438 $ 189,920 Foreign currency translation — (706) (706) Goodwill, gross, as of December 29, 2018 172,482 16,732 189,214 Addition - FRT acquisition — 10,148 10,148 Foreign currency translation — (166) (166) Goodwill, gross, as of December 28, 2019 172,482 26,714 199,196 Addition - FRT acquisition — 975 975 Addition - Baldwin Park acquisition 5,590 — 5,590 Addition - HPD acquisition — 4,654 4,654 Foreign currency translation — 2,346 2,346 Goodwill, gross, as of December 26, 2020 $ 178,072 $ 34,689 $ 212,761 We have not recorded any goodwill impairments as of December 26, 2020. Intangible Assets Intangible assets were as follows (in thousands): December 26, 2020 December 28, 2019 Other Intangible Assets Gross Accumulated Amortization Net Gross Accumulated Amortization Net Existing developed technologies $ 176,265 $ 137,754 $ 38,511 $ 154,951 $ 116,138 $ 38,813 Trade name 8,162 7,363 799 7,816 6,976 840 Customer relationships 52,488 33,378 19,110 44,229 27,057 17,172 Backlog 2,227 1,900 327 1,676 891 785 In-process research and development 400 — 400 — — — $ 239,542 $ 180,395 $ 59,147 $ 208,672 $ 151,062 $ 57,610 Amortization expense was included in our Consolidated Statements of Income as follows (in thousands): Fiscal Year Ended December 26, December 28, December 29, Cost of revenues $ 21,609 $ 20,036 $ 20,530 Selling, general and administrative 6,382 7,636 8,843 $ 27,991 $ 27,672 $ 29,373 The estimated future amortization of definite-lived intangible assets, excluding in-process research and development, is as follows (in thousands): Fiscal Year Amount 2021 $ 20,207 2022 10,594 2023 8,364 2024 5,951 2025 4,398 Thereafter 9,233 Total $ 58,747 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 26, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases See Note 6, Leases . Environmental Matters We are subject to U.S. federal, state, local, and foreign governmental laws and regulations relating to the protection of the environment, including those governing the discharge of pollutants into the air and water, the management and disposal of hazardous substances and wastes, the clean-up of contaminated sites and the maintenance of a safe workplace. We believe that we comply in all material respects with the environmental laws and regulations that apply to us. We did not receive any notices of violations of environmental laws and regulations in fiscal 2020, 2019 or 2018. In the future, we may receive notices of violations of environmental regulations, or otherwise learn of such violations. Environmental contamination or violations may negatively impact our business. Indemnification Arrangements We have entered, and may from time to time in the ordinary course of our business enter, into contractual arrangements with third parties that include indemnification obligations. Under these contractual arrangements, we have agreed to defend, indemnify and/or hold the third party harmless from and against certain liabilities. These arrangements include indemnities in favor of customers in the event that our products or services infringe a third party's intellectual property or cause property or other indemnities in favor of our lessors in connection with facility leasehold liabilities that we may cause. In addition, we have entered into indemnification agreements with our directors and certain of our officers, and our bylaws contain indemnification obligations in favor of our directors, officers and agents. These indemnity arrangements may limit the type of the claim, the total amount that we can be required to pay in connection with the indemnification obligation and the time within which an indemnification claim can be made. The duration of the indemnification obligation may vary, and for most arrangements, survives the agreement term and is indefinite. We believe that substantially all of our indemnity arrangements provide either for limitations on the maximum potential future payments we could be obligated to make, or for limitations on the types of claims and damages we could be obligated to indemnify, or both. However, it is not possible to determine or reasonably estimate the maximum potential amount of future payments under these indemnification obligations due to the varying terms of such obligations, a lack of history of prior indemnification claims, the unique facts and circumstances involved in each particular contractual arrangement and in each potential future claim for indemnification, and the contingency of any potential liabilities upon the occurrence of events that are not reasonably determinable. We have not had any material requests for indemnification under these arrangements. We have not recorded any liabilities for these indemnification arrangements on our Consolidated Balance Sheets as of December 26, 2020 or December 28, 2019. Legal Matters From time to time, we may be subject to legal proceedings and claims in the ordinary course of business. As of December 26, 2020, and as of the filing of these financial statements, we were not involved in any material legal proceedings. In the future, we may become a party to additional legal proceedings that may require us to spend significant resources. Litigation can be expensive and disruptive to normal business operations. The results of legal proceedings are difficult to predict, and the costs incurred in litigation can be substantial, regardless of outcome. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 26, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Preferred Stock We have authorized 10,000,000 shares of undesignated preferred stock, $0.001 par value, none of which is issued and outstanding. Our Board of Directors shall determine the rights, preferences, privileges and restrictions of the preferred stock, including dividends rights, conversion rights, voting rights, terms of redemption, liquidation preferences, sinking fund terms and the number of shares constituting any series or the designation of any series. Common Stock Each share of common stock has the right to one vote. The holders of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the Board of Directors, subject to the prior rights of holders, if any, of all classes of stock outstanding having priority rights as to dividends. No dividends have been declared or paid as of December 26, 2020. Common Stock Repurchase Program On October 26, 2020, our Board of Directors authorized a program to repurchase up to $50 million of outstanding common stock to offset potential dilution from issuances of common stock under our stock-based incentive plans. The share repurchase program will expire October 28, 2022. This repurchase program replaced the previous repurchase program that expired in February 2020 to purchase up to $25.0 million of outstanding common stock. During fiscal 2020, 2019 and 2018, we did not repurchase any shares. Equity Incentive Plan We currently grant equity-based awards under our Equity Incentive Plan, as amended (the "2012 Plan") which was approved by our stockholders. As amended, the 2012 Plan has authorized for issuance a total of 16.8 million shares, 6.0 million of which were available for grant as of December 26, 2020. RSUs granted under the 2012 Plan generally vest over three years in annual tranches, though we have granted, and will continue to grant, such awards that vest over a shorter term for employee retention purposes. The 2012 Plan provides that incentive stock options may be granted to our employees and nonqualified stock options, and all awards other than incentive stock options, may be granted to employees, directors and consultants. The exercise price of incentive stock options must be at least equal to the fair market value of our common stock on the date of grant. All restricted stock units and options granted under the 2012 Plan generally vest over three years and expire after seven years, unless otherwise determined by the Compensation Committee of the Board of Directors. Stock Options Stock option activity was as follows: Outstanding Options Number of Weighted Weighted Aggregate Outstanding at December 28, 2019 361,769 $ 8.35 Options exercised (255,769) 8.35 Outstanding at December 26, 2020 106,000 $ 8.35 2.16 $ 3,627,900 Vested and expected to vest at December 26, 2020 106,000 $ 8.35 2.16 $ 3,627,900 Exercisable at December 26, 2020 106,000 $ 8.35 2.16 $ 3,627,900 Restricted Stock Units RSUs, including Performance Restricted Stock Units ("PRSUs") are converted into shares of our common stock upon vesting on a one-for-one basis. The vesting of RSUs is subject to the employee's continuing service. RSU activity was as follows: Number of Weighted Restricted stock units at December 28, 2019 3,069,000 $ 14.30 Granted 1,274,453 25.96 Vested (1,453,378) 13.72 Canceled (49,153) 15.70 Restricted stock units at December 26, 2020 2,840,922 19.80 The PRSUs granted in fiscal 2020, 2019 and 2018 listed below vest based on us achieving certain market performance criteria. The performance criteria are based on a metric called Total Shareholder Return ("TSR") for the performance period of three years, relative to the TSR of the companies identified as being part of the S&P Semiconductor Select Industry Index (FormFactor peer companies) as of a specific date. Of the 333,000 PRSUs granted in fiscal 2017, 78,333 shares were forfeited, resulting in 255,000 shares vesting in fiscal 2020. These shares achieved the maximum 125% TSR performance, which resulted in an additional 63,750 shares issued in fiscal 2020 related to the fiscal 2017 PRSU grant. PRSU grant activity was as follows: Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Grant Date August 27, 2020 June 4, 2019 August 16, 2018 Performance period July 1, 2020 - June 30, 2023 July 1, 2019 - June 30, 2022 July 1, 2018 - June 30, 2021 Number of shares 258,000 273,000 318,100 TSR as-of date August 27, 2020 June 4, 2019 August 16, 2018 Stock-based compensation $6.9 million $4.4 million $4.7 million Employee Stock Purchase Plan Our 2012 Employee Stock Purchase Plan (the "ESPP"), as amended, allows for the issuance of a total of 7,000,000 shares. The offering periods under the ESPP are 12 months commencing on February 1 of each calendar year and ending on January 31 of the subsequent calendar year, and a six-month fixed offering period commencing on August 1 of each calendar year and ending on January 31 of the subsequent calendar year. The 12-month offering period consists of two six-month purchase periods and the six-month offering period consists of one six-month purchase period. The price of the common stock purchased is 85% of the lesser of the fair market value of the common stock on the first day of the applicable offering period or the last day of each purchase period. During fiscal 2020, employees purchased 485,566 shares under this program at a weighted average exercise price of $16.47 per share, which represented a weighted average discount of $11.00 per share from the fair value of the stock purchased. As of December 26, 2020, 2,171,656 shares remained available for issuance. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 26, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock-Based Compensation Expense Certain information regarding our stock-based compensation was as follows (in thousands, except per share amounts): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Weighted average grant date per share fair value of RSUs granted $ 25.96 $ 15.12 $ 13.79 Total intrinsic value of stock options exercised 4,688 1,814 631 Fair value of RSUs vested $ 42,597 $ 23,450 $ 17,541 Pre-tax stock-based compensation expense by financial statement line and related tax benefit in the Consolidated Statements of Income are as follows (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Stock-based compensation expense included in: Cost of revenues $ 3,951 $ 4,055 $ 3,525 Research and development 5,824 6,367 5,398 Selling, general and administrative 14,055 12,754 8,904 Total stock-based compensation $ 23,830 $ 23,176 $ 17,827 Stock-based compensation tax benefit $ 4,962 $ 911 $ 453 Unrecognized Stock-Based Compensation Expense Unrecognized stock-based compensation expense at December 26, 2020 consisted of the following (in thousands): Unrecognized Expense Weighted Average Recognition Period (Years) Restricted stock units $ 32,122 2.2 Performance restricted stock units 9,075 2.1 Employee stock purchase plan 248 0.1 Total unrecognized stock-based compensation expense $ 41,445 2.2 Valuation Assumptions The following assumptions were used in estimating the fair value of PRSUs: Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 PRSUs: Dividend yield — % — % — % Expected volatility 52.01 % 47.34 % 45.61 % Risk-free interest rate 0.18 % 1.83 % 2.67 % Expected life (in years) 2.8 3.1 2.9 The following assumptions were used in estimating the fair value of shares under the Employee Stock Purchase Plan: Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Employee Stock Purchase Plan: Dividend yield — % — % — % Expected volatility 30.4% - 74.4% 36.6% - 59.5% 44.9% - 48.9% Risk-free interest rate 0.10% - 1.54% 2.04% - 2.46% 0.83% - 2.22% Expected life (in years) 0.5 - 1.0 0.5 - 1.0 0.5 - 1.0 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 26, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Components of Income Before Income Taxes The components of income before income taxes were as follows (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 United States $ 72,950 $ 41,115 $ 20,877 Foreign 12,225 9,948 13,050 $ 85,175 $ 51,063 $ 33,927 Provision for Income Taxes The components of the provision (benefit) for income taxes are as follows (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Current provision: Federal $ 1,799 $ 179 $ 79 State 1,194 2,302 388 Foreign 4,278 4,202 4,687 7,271 6,683 5,154 Deferred provision (benefit): Federal 1,472 8,128 (72,295) State (267) (1,898) (2,056) Foreign (1,824) (1,196) (912) (619) 5,034 (75,263) Total provision (benefit) for income taxes $ 6,652 $ 11,717 $ (70,109) Tax Rate Reconciliation The following is a reconciliation of the difference between income taxes computed by applying the federal statutory rate of 21% and the provision (benefit) from income taxes (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 U.S. statutory federal tax rate $ 17,887 $ 10,723 $ 7,125 State taxes, net of federal benefit 663 441 778 Stock-based compensation (4,962) (911) (453) Research and development credits (6,576) (6,436) (3,213) Foreign taxes at rates different than the U.S. 415 1,454 1,287 Other permanent differences 400 (148) 152 Global intangible low-taxed income — 1,369 1,828 Foreign Derived Intangible Income (3,668) — — Change in valuation allowance 1,862 2,567 (75,803) Other 631 2,658 (1,810) Total $ 6,652 $ 11,717 $ (70,109) Deferred Tax Assets and Liabilities Deferred tax assets and liabilities are recognized for the future tax consequences of differences between the carrying amounts of assets and liabilities and their respective tax basis using enacted tax rates in effect for the year in which the differences are expected to be reversed. Significant deferred tax assets and liabilities consisted of the following (in thousands): As of December 26, 2020 December 28, 2019 Tax credits $ 42,927 $ 44,696 Inventory reserve 13,401 12,350 Other reserves and accruals 9,470 5,852 Non-statutory stock options 2,794 2,982 Depreciation and amortization 20,961 27,758 Net operating loss carryforwards 18,421 21,410 Gross deferred tax assets 107,974 115,048 Valuation allowance (38,466) (36,604) Total deferred tax assets 69,508 78,444 Acquired intangibles and fixed assets (8,395) (13,997) Unrealized investment gains (106) (106) Tax on undistributed earnings (110) (75) Total deferred tax liabilities (8,611) (14,178) Net deferred tax assets $ 60,897 $ 64,266 We are required to evaluate the realizability of our deferred tax assets in both our U.S. and non-U.S. jurisdictions on an ongoing basis to determine whether there is a need for a valuation allowance with respect to such deferred tax assets. From the fourth quarter of fiscal 2009 to the third quarter of fiscal 2018, we maintained a 100% valuation allowance against most of our U.S. deferred tax assets because there was insufficient positive evidence to overcome the existing negative evidence such that it was not more likely than not that the U.S. deferred tax assets were realizable. While we reported U.S. pre-tax income in fiscal 2015 and fiscal 2017, because we reported U.S. pre-tax losses during the previous seven fiscal years, we continued to maintain the 100% valuation allowance through the third quarter of fiscal 2018. The valuation allowance decreased by $75.8 million in fiscal 2018 as we released the valuation allowance against a significant portion of the U.S. federal deferred tax assets and a portion of the U.S. state deferred tax assets. We determined that the positive evidence overcame any negative evidence and concluded that it was more likely than not that the U.S. deferred tax assets were realizable after considering the reported positive operating performance in the U.S. for two As of December 26, 2020, we maintained a valuation allowance of $38.5 million, primarily related to California deferred tax assets arising from research credits and foreign tax credit carryovers, due to uncertainty about the future realization of these assets. Tax Credits and Carryforwards Tax credits and carryforwards available to us at December 26, 2020 consisted of the following (in thousands): Amount Latest Expiration Date Federal research and development tax credit $ 36,579 2023-2040 Foreign tax credit carryforwards 1,059 2021-2027 California research credits 42,615 Indefinite State net operating loss carryforwards 247,990 2022-Indefinite Singapore net operating loss carryforwards 7,046 Indefinite Undistributed Earnings As of December 26, 2020, unremitted earnings of foreign subsidiaries was estimated at $34.4 million. We intend to permanently invest $12.0 million of undistributed earnings indefinitely outside of the U.S. To the extent we repatriate the remaining $22.4 million of undistributed foreign earnings to the U.S., we established a deferred tax liability of $0.1 million for foreign withholding taxes. Our estimates are provisional and subject to further analysis. Unrecognized Tax Benefits We recognize the benefits of tax return positions if we determine that the positions are “more-likely-than-not” to be sustained by the taxing authority. Interest and penalties accrued on unrecognized tax benefits are recorded as tax expense in the period incurred. The following table reflects changes in the unrecognized tax benefits (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Unrecognized tax benefit, beginning balance $ 28,800 $ 25,224 $ 18,296 Additions based on tax positions related to the current year 3,072 3,679 1,677 Additions based on tax positions from prior years 702 — 5,332 Reductions for tax positions of prior years — (5) (7) Reductions due to lapse of the applicable statute of limitations (77) (98) (74) Unrecognized tax benefit, ending balance $ 32,497 $ 28,800 $ 25,224 Interest and penalties recognized as a component of Provision (benefit) for income taxes $ 50 $ 59 $ 71 Interest and penalties accrued at period end 204 212 230 Of the unrecognized tax benefits at December 26, 2020, $15.8 million would impact the effective tax rate if recognized. The amount of income taxes we pay is subject to ongoing audits by federal, state and foreign tax authorities which might result in proposed assessments. Our estimate for the potential outcome for any uncertain tax issue is judgmental in nature. However, we believe we have adequately provided for any reasonably foreseeable outcome related to those matters. Our future results may include favorable or unfavorable adjustments to our estimated tax liabilities in the period the assessments are made or resolved or when statutes of limitation on potential assessments expire. As of December 26, 2020, changes to our uncertain tax positions in the next 12 months that are reasonably possible are not expected to have a significant impact on our financial position or results of operations. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 26, 2020 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit PlansWe have an employee savings plan that qualifies as a deferred salary arrangement under Section 401(k) of the Internal Revenue Code. The plan is designed to provide employees with an accumulation of funds for retirement on a tax-deferred basis and provide for annual discretionary employer contributions. The total charge to net income under the 401(k) plan for fiscal 2020, 2019 and 2018 aggregated $2.2 million, $2.1 million and $2.0 million, respectively. |
Segments and Geographic Informa
Segments and Geographic Information | 12 Months Ended |
Dec. 26, 2020 | |
Segment Reporting [Abstract] | |
Segments and Geographic Information | Segments and Geographic Information We operate in two reportable segments consisting of the Probe Cards Segment and the Systems Segment. Our chief operating decision maker ("CODM") is our Chief Executive Officer, who reviews operating results to make decisions about allocating resources and assessing performance for the entire company. The following table summarizes the operating results by reportable segment (dollars in thousands): Fiscal 2020 Probe Cards Systems Corporate and Other Total Revenues $ 581,739 $ 111,877 $ — $ 693,616 Gross profit $ 263,215 $ 51,835 $ (27,130) $ 287,920 Gross margin 45.2 % 46.3 % — % 41.5 % Fiscal 2019 Probe Cards Systems Corporate and Other Total Revenues $ 491,363 $ 98,101 $ — $ 589,464 Gross profit $ 211,382 $ 50,927 $ (24,813) $ 237,496 Gross margin 43.0 % 51.9 % — % 40.3 % Fiscal 2018 Probe Cards Systems Corporate and Other Total Revenues $ 434,269 $ 95,406 $ — $ 529,675 Gross profit $ 187,320 $ 47,074 $ (24,055) $ 210,339 Gross margin 43.1 % 49.3% — % 39.7 % Operating results provide useful information to our management for assessment of our performance and results of operations. Certain components of our operating results are utilized to determine executive compensation along with other measures. Corporate and Other includes unallocated expenses relating to amortization of intangible assets, share-based compensation expense, acquisition-related costs, including charges related to inventory stepped up to fair value, and other costs, which are not used in evaluating the results of, or in allocating resources to, our reportable segments. Acquisition-related costs include transaction costs and any costs directly related to the acquisition and integration of acquired businesses. The following table summarizes revenue, by geographic region, as a percentage of total revenues based upon ship-to location: Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 China 25.2 % 18.0 % 14.7 % Taiwan 21.7 14.7 20.3 United States 18.4 26.3 25.2 South Korea 12.5 19.8 17.2 Europe 9.5 7.0 7.5 Japan 6.3 8.9 9.4 Asia-Pacific (1) 4.8 3.7 4.9 Rest of World 1.6 1.6 0.8 Total Revenues 100.0 % 100.0 % 100.0 % (1) Asia-Pacific includes all countries in the region except Taiwan, South Korea, China, and Japan, which are disclosed separately. The following table summarizes revenue by market (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Foundry & Logic $ 446,183 $ 318,552 $ 258,459 DRAM 109,734 147,257 135,333 Flash 25,822 25,554 40,477 Systems 111,877 98,101 95,406 Total revenues $ 693,616 $ 589,464 $ 529,675 The following table summarizes revenue by timing of revenue recognition (in thousands): Fiscal Year Ended December 26, December 28, December 29, Probe Cards Systems Total Probe Cards Systems Total Probe Cards Systems Total Products transferred at a point in time $ 579,569 $ 104,858 $ 684,427 $ 488,925 $ 93,837 $ 582,762 $ 432,033 $ 91,514 $ 523,547 Services transferred over time 2,170 7,019 9,189 2,438 4,264 6,702 2,236 3,892 6,128 Total $ 581,739 $ 111,877 $ 693,616 $ 491,363 $ 98,101 $ 589,464 $ 434,269 $ 95,406 $ 529,675 Long-lived assets, comprised of Operating lease, right-of-use-assets, Property, plant and equipment, net, Goodwill and Intangibles, net, reported based on the location of the asset was as follows (in thousands): December 26, 2020 December 28, 2019 December 29, 2018 United States $ 347,654 $ 287,600 $ 280,405 Europe 51,791 52,309 26,118 Asia-Pacific 7,322 7,064 4,385 Total $ 406,767 $ 346,973 $ 310,908 |
New Accounting Pronouncements
New Accounting Pronouncements | 12 Months Ended |
Dec. 26, 2020 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements ASU 2016-13 In June 2016, the Financial Accounting Standard Board ("FASB") issued ASU No. 2016-13, "Measurement of Credit Losses on Financial Instruments (Topic 326)." The provisions of this standard require financial assets measured at amortized cost to be presented at the net amount expected to be collected. An allowance account would be established to present the net carrying value at the amount expected to be collected. ASU 2016-13 also provides that credit losses relating to available-for-sale debt securities should be recorded through an allowance for credit losses. The guidance was amended through various ASU's subsequent to ASU 2016-13, all of which was effective beginning fiscal 2020. We adopted ASU 2016-13 on a prospective basis on December 29, 2019, the first day of fiscal 2020. The adoption did not have a material effect on our financial position, results of operations or cash flows. ASU 2018-15 In August 2018, the FASB issued ASU 2018-15, "Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract." The new guidance clarifies the accounting for implementation costs in cloud computing arrangements. ASU 2018-15 is effective for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2019. We adopted ASU 2018-15 on a prospective basis on December 29, 2019, the first day of fiscal 2020. The adoption did not have a material effect on our financial position, results of operations or cash flows. ASU 2019-12 In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740),” which simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption of the amendments is permitted, including adoption in any interim period for which financial statements have not yet been issued. Depending on the amendment, adoption may be applied on the retrospective, modified retrospective or prospective basis. We do not expect the adoption of ASU 2019-12 to have a material effect on our financial position, results of operations or cash flows. ASU 2020-04 In March 2020, the FASB issued ASU 2020-04, "Referenced Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting." The amendments in this update apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022. The amendments in this update are elective and are effective upon issuance for all entities. We have not yet evaluated the transition approach for our LIBOR indexed contracts and have not determined whether we will be electing such expedients and exceptions. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 26, 2020 | |
Accounting Policies [Abstract] | |
Fiscal Year | Fiscal YearOur fiscal year ends on the last Saturday in December. |
Basis of Consolidation | Basis of Consolidation and Foreign Currency Translation The consolidated financial statements include our accounts and those of our wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. We completed the acquisitions of FRT GmbH ("FRT") on October 9, 2019, the probe card assets of Advantest Corporation ("Baldwin Park") on July 30, 2020, and High Precision Devises, Inc. ("HPD") on October 19, 2020. Accordingly, our Consolidated Statements of Income include the results of operations of FRT, Baldwin Park, and HPD since those dates. See Note 4, Acquisitions . |
Foreign Currency Translation | The functional currencies of certain of our foreign subsidiaries are the local currencies and, accordingly, all assets and liabilities of these foreign operations are translated to U.S. Dollars at current period-end exchange rates, and revenues and expenses are translated to U.S. Dollars using average exchange rates in effect during the period. The gains and losses from the foreign currency translation of these subsidiaries' financial statements are included as a separate component of stockholders' equity on our Consolidated Balance Sheets under Accumulated other comprehensive income (loss). Certain other of our foreign subsidiaries use the U.S. Dollar as their functional currency. Accordingly, monetary assets and liabilities in non-functional currencies of these subsidiaries are remeasured using exchange rates in effect at the end of the period. Revenues and costs in local currency are remeasured using average exchange rates for the period, except for costs related to those balance sheet items that are remeasured using historical exchange rates. The resulting remeasurement gains and losses are included in the Consolidated Statements of Income as a component of Other income (expense), net as incurred. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Estimates may change as new information is obtained. We believe that the estimates, assumptions and judgments involved in revenue recognition, fair value of marketable securities, fair value of derivative financial instruments used to hedge both foreign currency and interest rate exposures, allowance for doubtful accounts, reserves for product warranty, valuation of obsolete and slow moving inventory, assets acquired and liabilities assumed in business combinations, legal contingencies, valuation of goodwill, the assessment of recoverability of long-lived assets, valuation and recognition of stock-based compensation, provision for income taxes and valuation of deferred tax assets have the greatest potential impact on our consolidated financial statements. Actual results could differ from those estimates. |
Business Acquisitions | Business Acquisitions Our consolidated financial statements include the operations of acquired businesses after the completion of their respective acquisitions. We account for acquired businesses using the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date, and that the fair value of acquired intangibles be recorded on the balance sheet. Transaction costs are expensed as incurred. Any excess of the purchase price over the assigned fair values of the net assets acquired is recorded as goodwill. |
Cash and Cash Equivalents | Cash and Cash Equivalents and Marketable SecuritiesCash and cash equivalents consist of deposits and financial instruments which are readily convertible into cash and have original maturities of 90 days or less at the time of acquisition. |
Marketable Securities | Marketable securities consist primarily of highly liquid investments with maturities of greater than 90 days when purchased. We classify our marketable securities as available-for-sale and, accordingly, report them at fair value with the related unrealized gains and losses included in Accumulated other comprehensive income (loss) in our Consolidated Balance Sheets. Any unrealized losses which are considered to be other-than-temporary are recorded in Other income (expense), net, in the Consolidated Statements of Income. Realized gains and losses on the sale of marketable securities are determined using the specific-identification method and recorded in Other income (expense), net, in the Consolidated Statements of Income. All of our available-for-sale investments are subject to a periodic impairment review. If an available-for-sale debt security’s fair value is less than its amortized cost basis, then we evaluate whether the decline is the result of a credit loss, in which case an impairment is recorded through an allowance for credit losses. Unrealized gains and losses not attributable to credit losses are included, net of tax, in Accumulated other comprehensive income (loss) in our Consolidated Balance Sheets. |
Foreign Exchange Management | Foreign Exchange Management We transact business in various foreign currencies. We enter into forward foreign exchange contracts in an effort to mitigate the risks associated with currency fluctuations on certain foreign currency balance sheet exposures and certain operational costs denominated in local currency impacting our statement of income. For accounting purposes, certain of our foreign currency forward contracts are not designated as hedging instruments and, accordingly, we record the fair value of these contracts as of the end of our reporting period in our Consolidated Balance Sheets with changes in fair value recorded within Other income (expense), net in our Consolidated Statements of Income for both realized and unrealized gains and losses. Certain of our foreign currency forward contracts are designated as cash flow hedges, and, accordingly, we record the fair value of these contracts as of the end of our reporting period in our Consolidated Balance Sheets with changes in fair value recorded as a component of accumulated other comprehensive income (loss) and reclassified into earnings in the same period in which the hedged transaction affects earnings, and in the same line item on the Consolidated Statements of Income as the impact of the hedge transaction. We do not use derivative financial instruments for trading or speculative purposes. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts The majority of our accounts receivable are derived from sales to large multinational semiconductor manufacturers throughout the world, are recorded at their invoiced amount and do not bear interest. In order to monitor potential credit losses, we perform ongoing credit evaluations of our customers' financial condition. An allowance for doubtful accounts is maintained based upon our assessment of the expected collectability of all accounts receivable. The allowance for doubtful accounts is reviewed and assessed for adequacy on a quarterly basis. We take into consideration (1) any circumstances of which we are aware of a customer's inability to meet its financial obligations and (2) our judgments as to prevailing economic conditions in the industry and their impact on our customers. If circumstances change, and the financial condition of our customers is adversely affected and they are unable to meet their financial obligations, we may need to take additional allowances, which would result in an increase in our operating expense. |
Inventories | Inventories We state our inventories at the lower of cost (principally standard cost which approximates actual cost on a first in, first out basis) or net realizable value. We continually assess the value of our inventory and will periodically write down its value for estimated excess inventory and product obsolescence based upon an analysis of existing inventory quantities compared to estimated future consumption. Future consumption is estimated based upon assumptions about how past consumption, recent purchases, backlog and other factors indicate future consumption. On a quarterly basis, we review existing inventory quantities in comparison to our past consumption, recent purchases, backlog and other factors to determine what inventory quantities, if any, may not be sellable. Based on this analysis, we record an adjustment to the cost basis of inventory when evidence exists that the net realizable value of inventory is lower than its cost, which occurs when we have excess and/or obsolete inventory. Once the value is adjusted, the original cost of our inventory, less the related inventory write-down, represents the new cost basis. Reversal of these write downs is recognized only when the related inventory has been scrapped or sold. Shipping and handling costs are classified as a component of Cost of revenues in the Consolidated Statements of Income. |
Restricted Cash | Restricted CashRestricted cash is comprised primarily of funds held by our foreign subsidiaries for employee obligations, office leases, customer deposits, temporary customs import permits, and environmental remediation. |
Property, Plant, and Equipment | Property, Plant, and Equipment Property, plant and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is provided on a straight-line method. Machinery and equipment, computer equipment and software, and furniture and fixtures are depreciated over 1 to 5 years. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the related asset. Construction-in-progress assets are not depreciated until the assets are placed in service. Upon sale or retirement of assets, the cost and related accumulated depreciation or amortization are removed from the Consolidated Balance Sheets and the resulting gain or loss is reflected in Operating income in our Consolidated Statements of Income. |
Leases | Leases The Company determines if an arrangement is a lease at its inception. Right-of-use (“ROU”) assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. We uses our estimated incremental borrowing rate in determining the present value of lease payments considering the term of the lease, which is derived from information available at the lease commencement date. The lease term includes renewal options when it is reasonably certain that the option will be exercised and excludes termination options. To the extent that the Company’s agreements have variable lease payments, the Company includes variable lease payments that depend on an index or a rate and excludes those that depend on facts or circumstances occurring after the commencement date, other than the passage of time. Lease expense for these leases is recognized on a straight-line basis over the lease term. We have elected not to recognize ROU assets and lease liabilities that arise from short-term leases for any class of underlying asset. Operating leases are included in Operating lease, right-of-use-assets, Operating lease liabilities, and Long-term operating lease liabilities in our Consolidated Balance Sheets. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of identifiable assets acquired and liabilities assumed. Goodwill is not amortized, rather assessed, at least annually, for impairment at a reporting unit level. Impairment of goodwill exists when the carrying amount of a reporting unit exceeds its fair value. A goodwill impairment loss is recognized for the amount that the carrying amount of the reporting unit, including goodwill, exceeds its fair value, limited to the total amount of goodwill allocated to that reporting unit. If the fair value of a reporting unit exceeds the carrying amount, goodwill of the reporting unit is not considered impaired. We evaluate impairment by first assessing qualitative factors to determine whether it is necessary to perform a quantitative impairment test. If we determine, as a result of the qualitative assessment, that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the quantitative impairment test is required. Otherwise, no further testing is required. We perform our annual goodwill impairment test in the fourth quarter of each year by assessing qualitative factors, including, but not limited to an assessment of our market capitalization, which was significantly higher than our book value. Based on these tests, we determined that the quantitative impairment test was not required and no impairment charges were recorded in fiscal 2020, 2019 or 2018. |
Intangible Assets | Intangible Assets Intangible assets consist of acquisition related intangible assets and intellectual property. The intangible assets are being amortized over periods of 1 to 10 years, which reflect the pattern in which economic benefits of the assets are expected to be realized. We perform a review of intangible assets when facts and circumstances indicate that the useful life is shorter than originally estimated or that the carrying amount of assets may not be recoverable. Such facts and circumstances include significant adverse changes in the business climate or legal factors; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the intangible assets; and current expectation that the intangible assets will more likely than not be sold or disposed of before the end of their estimated useful lives. We assess the recoverability of identified intangible assets by comparing the projected undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. Impairments, if any, are based on the excess of the carrying amount over the fair value of those assets. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We test long-lived assets or asset groups, such as property, plant and equipment and intangible assets, for recoverability when events or changes in circumstances indicate that their carrying amounts may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and current expectation that the asset will more likely than not be sold or disposed of before the end of its estimated useful life. |
Concentration of Credit Risk and Other Risk and Uncertainties | Concentration of Credit Risk and Other Risks and UncertaintiesFinancial instruments that potentially subject us to concentrations of credit risk consist primarily of cash equivalents, marketable securities and accounts receivable. Our cash equivalents and marketable securities are held in safekeeping by large, credit worthy financial institutions. We invest our excess cash primarily in U.S. banks, government and agency bonds, money market funds and corporate obligations. We have established guidelines relative to credit ratings, diversification and maturities that seek to maintain safety and liquidity. Deposits in these banks may exceed the amounts of insurance provided on such deposits. To date, we have not experienced any losses on our deposits of cash and cash equivalents. We market and sell our products to a relatively narrow base of customers and generally do not require collateral. |
Revenue Recognition | Revenue Recognition Revenue is recognized upon transferring control of products and services, and the amounts recognized reflect the consideration we expect to be entitled to receive in exchange for these products and services. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. An arrangement may include some or all of the following products and services: probe cards, systems, accessories, installation services, service contracts and extended warranty contracts. We sell our products and services direct to customers and to partners in two distribution channels: global direct sales force and through a combination of manufacturers’ representatives and distributors. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. In contracts with multiple performance obligations, we identify each performance obligation and evaluate whether the performance obligation is distinct within the context of the contract at contract inception. Performance obligations that are not distinct at contract inception are combined and accounted for as one unit of account. Generally, the performance obligations in a contract are considered distinct within the context of the contract and are accounted for as separate units of account. Our products may be customized to our customers’ specifications, however, control of our product is typically transferred to the customer at the point in time the product is either shipped or delivered, depending on the terms of the arrangement, as the criteria for overtime recognition is not met. In limited circumstances, substantive acceptance by the customer exists which results in the deferral of revenue until acceptance is formally received from the customer. Judgment may be required in determining if the acceptance clause is substantive. In certain instances control of products is transferred to the customer over time based on performance and in those instances we utilize an appropriate input or output measure to determine to what extent control has transferred to the customer. Judgment may be required in determining an appropriate measure of performance. Installation services are routinely provided to customers purchasing our systems. Installation services are a distinct performance obligation apart from the systems and recognized in the period they are performed. Service contracts, which include repair and maintenance service contracts, and extended warranty contracts are also distinct performance obligations and recognized over the contractual service period, which ranges from one to three years. For these service contracts recognized over time, we use an input measure, days elapsed, to measure progress. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. In determining the transaction price, we evaluate whether the price is subject to refund or adjustment to determine the net consideration to which we expect to be entitled. We generally do not grant return privileges, except for defective products during the warranty period. Sales incentives and other programs that we may make available to these customers are considered to be a form of variable consideration, which is estimated in determining the contract’s transaction price to be allocated to the performance obligations. For contracts with multiple performance obligations, we allocate the contract’s transaction price to each performance obligation based on its relative stand-alone selling price. The stand-alone selling prices are determined based on observable prices, which are the prices at which we separately sell these products. For items which do not have observable prices, we use our best estimate of the stand-alone selling prices. Transaction price allocated to the remaining performance obligations: On December 26, 2020, we had $7.9 million of remaining performance obligations, which were comprised of deferred service contracts and extended warranty contracts and contracts with overtime revenue recognition that are not yet delivered. We expect to recognize approximately 84.1% of our remaining performance obligations as revenue in fiscal 2021, approximately 9.5% in fiscal 2022, and approximately 6.4% in fiscal 2023 and thereafter. The foregoing excludes the value of remaining performance obligations that have original durations of one year or less, and also excludes information about variable consideration allocated entirely to a wholly unsatisfied performance obligation. Contract balances: The timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable is recorded at the invoiced amount, net of an allowance for doubtful accounts. A receivable is recognized in the period we deliver goods or provide services or when our right to consideration is unconditional. A contract asset is recorded when we have performed under the contract but our right to consideration is conditional on something other than the passage of time. Contract assets as of December 26, 2020 and December 28, 2019 were $3.7 million and $0.9 million, respectively, and are reported on the Consolidated Balance Sheets as a component of Prepaid expenses and other current assets. Contract liabilities include payments received and payments due in advance of performance under a contract and are satisfied as the associated revenue is recognized. Contract liabilities are reported on the Consolidated Balance Sheets on a contract-by-contract basis at the end of each reporting period as a component of Deferred revenue and Other liabilities. Contract liabilities totaled $22.2 million and $10.8 million at December 26, 2020 and December 28, 2019, respectively. During fiscal 2020, we recognized $9.5 million of revenue that was included in contract liabilities as of December 28, 2019. Costs to obtain a contract: We generally expense sales commissions when incurred as a component of Selling, general and administrative expense as the amortization period is typically less than one year. Revenue by Category: Refer to Note 15, Segments and Geographic Information |
Warranty Obligations | Warranty Obligations We offer warranties on certain products and record a liability for the estimated future costs associated with warranty claims at the time revenue is recognized. The warranty liability is based upon historical experience and our estimate of the level of future costs. While we engage in product quality programs and processes, our warranty obligation is affected by product failure rates, material usage and service delivery costs incurred in correcting a product failure. We continuously monitor product returns for warranty and maintain a reserve for the related expenses based upon our historical experience and any specifically identified field failures. As we sell new products to our customers, we must exercise considerable judgment in estimating the expected failure rates. This estimating process is based on historical experience of similar products, as well as various other assumptions that we believe to be reasonable under the circumstances. We provide for the estimated cost of product warranties at the time revenue is recognized. Warranty costs are reflected in the Consolidated Statement of Income as a Cost of revenues. |
Research and Development | Research and Development Research and development expenses include expenses related to product development, engineering and material costs. All research and development costs are expensed as incurred. |
Income Taxes | Income Taxes We utilize the asset and liability method of accounting for income taxes, under which deferred taxes are determined based on the temporary differences between the financial statement and tax basis of assets and liabilities using tax rates expected to be in effect during the years in which the basis differences reverse and for operating losses and tax credit carryforwards. We estimate our provision for income taxes and amounts ultimately payable or recoverable in numerous tax jurisdictions around the world. Estimates involve interpretations of regulations and are inherently complex. Resolution of income tax treatments in individual jurisdictions may not be known for many years after completion of any fiscal year. We are required to evaluate the realizability of our deferred tax assets on an ongoing basis to determine whether there is a need for a valuation allowance with respect to such deferred tax assets. A valuation allowance is recorded when it is more likely than not that some or all of the deferred tax assets will not be realized. In evaluating the ability to recover deferred tax assets, we consider all available positive and negative evidence giving greater weight to our recent cumulative income, our historical ability to utilize net operating losses in recent years and our forecast of future taxable income, including the reversal of temporary differences and the implementation of feasible and prudent tax planning strategies. We recognize and measure uncertain tax positions taken or expected to be taken in a tax return if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized are then measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement. We report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. We adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such determination is made. The provision for income taxes includes the impact of reserve provisions and changes to reserves that are considered appropriate, as well as the related net interest. We recognize interest and penalties related to unrecognized tax benefits within the income tax provision. Accrued interest and penalties are included within the related tax liability in the Consolidated Balance Sheets. We file annual income tax returns in multiple taxing jurisdictions around the world. A number of years may elapse before an uncertain tax position is audited and finally resolved. While it is often difficult to predict the final outcome or the timing of resolution of any particular uncertain tax position, we believe that our related liability reflects the most likely outcome. We adjust the liability, as well as the related interest, in light of changing facts and circumstances. Settlement of any particular position could require the use of cash. |
Stock-Based Compensation | Stock-Based Compensation We recognize compensation expense for all stock-based awards based on the grant-date estimated fair values. The value of the portion of the award that is ultimately expected to vest is recognized as expense ratably over the requisite service periods in our Consolidated Statements of Income. The fair value of stock options is measured using the Black-Scholes option pricing model, while the fair value for restricted stock units ("RSUs") is measured based on the closing market price of our common stock on the date of grant. The fair value of Performance RSUs ("PRSU") is based on certain market performance criteria and is measured using the Monte Carlo simulation pricing model. See Notes 11, Stockholders' Equity , and 12, Stock-Based Compensation , for additional information. |
Net Income Per Share | Net Income Per ShareBasic net income per share is computed by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted net income per share is computed giving effect to all potentially dilutive common stock and common stock equivalents, including stock options, RSUs and common stock subject to repurchase. |
Fair Value Measurement | Whenever possible, the fair values of our financial assets and liabilities are determined using quoted market prices of identical securities or quoted market prices of similar securities from active markets. The three levels of inputs that may be used to measure fair value are as follows: • Level 1 valuations are obtained from real-time quotes for transactions in active exchange markets involving identical securities; • Level 2 valuations utilize significant observable inputs, such as quoted prices for similar assets or liabilities, quoted prices near the reporting date in markets that are less active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 valuations utilize unobservable inputs to the valuation methodology and include our own data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. We did not have any transfers of assets or liabilities measured at fair value on a recurring basis to or from Level 1, Level 2 or Level 3 during fiscal 2020, 2019 or 2018. The carrying values of Cash, Accounts receivable, net, Restricted cash, Prepaid expenses and other current assets, Accounts payable, Accrued liabilities, and Current portion of term loans, net of unamortized issuance costs approximate fair value due to their short maturities. No changes were made to our valuation techniques during fiscal 2020. Cash Equivalents The fair value of our cash equivalents is determined based on quoted market prices for similar or identical securities. Marketable Securities We classify our marketable securities as available-for-sale and value them utilizing a market approach. Our investments are priced by pricing vendors who provide observable inputs for their pricing without applying significant judgment. Broker pricing is used mainly when a quoted price is not available, the investment is not priced by our pricing vendors or when a broker price is more reflective of fair value. Our broker-priced investments are categorized as Level 2 investments because fair value is based on similar assets without applying significant judgments. In addition, all of our investments have a sufficient level of trading volume to demonstrate that the fair value is appropriate. Contingent Consideration Contingent consideration, arising from the acquisition of FRT (see Note 4, Acquisitions ), is a cash amount equal to 1.5x EBIT as defined in the purchase agreement, up to a maximum of €10.3 million, payable subject to the performance of the acquired |
New Accounting Pronouncements | ASU 2016-13 In June 2016, the Financial Accounting Standard Board ("FASB") issued ASU No. 2016-13, "Measurement of Credit Losses on Financial Instruments (Topic 326)." The provisions of this standard require financial assets measured at amortized cost to be presented at the net amount expected to be collected. An allowance account would be established to present the net carrying value at the amount expected to be collected. ASU 2016-13 also provides that credit losses relating to available-for-sale debt securities should be recorded through an allowance for credit losses. The guidance was amended through various ASU's subsequent to ASU 2016-13, all of which was effective beginning fiscal 2020. We adopted ASU 2016-13 on a prospective basis on December 29, 2019, the first day of fiscal 2020. The adoption did not have a material effect on our financial position, results of operations or cash flows. ASU 2018-15 In August 2018, the FASB issued ASU 2018-15, "Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract." The new guidance clarifies the accounting for implementation costs in cloud computing arrangements. ASU 2018-15 is effective for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2019. We adopted ASU 2018-15 on a prospective basis on December 29, 2019, the first day of fiscal 2020. The adoption did not have a material effect on our financial position, results of operations or cash flows. ASU 2019-12 In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740),” which simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption of the amendments is permitted, including adoption in any interim period for which financial statements have not yet been issued. Depending on the amendment, adoption may be applied on the retrospective, modified retrospective or prospective basis. We do not expect the adoption of ASU 2019-12 to have a material effect on our financial position, results of operations or cash flows. ASU 2020-04 In March 2020, the FASB issued ASU 2020-04, "Referenced Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting." The amendments in this update apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022. The amendments in this update are elective and are effective upon issuance for all entities. We have not yet evaluated the transition approach for our LIBOR indexed contracts and have not determined whether we will be electing such expedients and exceptions. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Allowance for Doubtful Accounts | Activity related to our allowance for doubtful accounts receivable was as follows (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Balance at beginning of year $ 222 $ 185 $ 200 Charges (reversals) to costs and expenses 26 37 (15) Balance at end of year $ 248 $ 222 $ 185 |
Schedules of Concentration of Risk, by Customer | The following customers represented 10% or more of our revenues: Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Intel Corporation 31.5 % 25.3 % 19.0 % Samsung Electronics., LTD. * 11.5 * * Less than 10% of revenues. |
Schedule of Product Warranty Liability Reconciliation | A reconciliation of the changes in our warranty liability is as follows (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Balance at beginning of year $ 1,942 $ 2,102 $ 3,662 Accruals 5,727 3,881 3,181 Settlements (3,751) (4,041) (4,741) Balance at end of year $ 3,918 $ 1,942 $ 2,102 |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | The following table reconciles the shares used in calculating basic net income per share and diluted net income per share (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Weighted-average shares used in computing basic net income per share 76,681 74,994 73,482 Add potentially dilutive securities 2,320 2,292 1,700 Weighted-average shares used in computing basic and diluted net income per share 79,001 77,286 75,182 |
Schedule of Accumulated Other Comprehensive Income (Loss) | Accumulated other comprehensive income (loss) ("OCI") includes the following items, the impact of which has been excluded from earnings and reflected as components of stockholders' equity as shown below (in thousands): December 26, 2020 December 28, 2019 Unrealized losses on available-for-sale marketable securities $ (126) $ (352) Translation adjustments and other 5,184 53 Unrealized gains (losses) on derivative instruments 828 (360) Accumulated other comprehensive income (loss) $ 5,886 $ (659) |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Balance Sheet Components [Abstract] | |
Schedule of Marketable Securities | Marketable securities consisted of the following (in thousands): December 26, 2020 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. Treasuries $ 40,602 $ 124 $ — $ 40,726 Corporate bonds 24,156 176 (2) 24,330 Certificate of deposit 2,160 19 — 2,179 Agency securities 575 — — 575 $ 67,493 $ 319 $ (2) $ 67,810 December 28, 2019 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. Treasuries $ 10,458 $ 11 $ — $ 10,469 Commercial paper 3,914 1 (4) 3,911 Corporate bond 33,867 68 (7) 33,928 Certificate of deposit 3,584 5 — 3,589 Agency securities 24,408 38 (16) 24,430 $ 76,231 $ 123 $ (27) $ 76,327 |
Contractual Maturity of Marketable Securities | The contractual maturities of marketable securities were as follows (in thousands): December 26, 2020 December 28, 2019 Amortized Cost Fair Value Amortized Cost Fair Value Due in one year or less $ 50,500 $ 50,679 $ 38,899 $ 38,944 Due after one year to five years 16,993 17,131 37,332 37,383 $ 67,493 $ 67,810 $ 76,231 $ 76,327 |
Schedule of Net Inventory | Inventories consisted of the following (in thousands): December 26, 2020 December 28, 2019 Raw materials $ 48,122 $ 38,528 Work-in-progress 30,806 29,720 Finished goods 20,301 15,010 $ 99,229 $ 83,258 |
Schedule of Property, Plant and Equipment | Property, plant and equipment, net consisted of the following (in thousands): December 26, 2020 December 28, 2019 Land $ 4,751 $ — Machinery and equipment 226,185 201,861 Computer equipment and software 36,361 35,192 Furniture and fixtures 6,894 6,756 Leasehold improvements 79,144 76,081 Sub-total 353,335 319,890 Less: Accumulated depreciation and amortization (294,468) (273,001) Net property, plant and equipment 58,867 46,889 Construction-in-progress 45,236 11,858 Total $ 104,103 $ 58,747 |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): December 26, 2020 December 28, 2019 Accrued compensation and benefits $ 33,110 $ 21,329 Accrued employee stock purchase plan contributions withheld 4,240 3,331 Accrued warranty 3,918 1,942 Accrued income and other taxes 6,976 6,846 Accrued contingent consideration 4,012 — Other accrued expenses 3,086 2,991 $ 55,342 $ 36,439 |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Business Combinations [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | The total estimated purchase price allocated to the underlying assets acquired and liabilities assumed based on the provisional amounts are as follows (in thousands):` Amount Cash and cash equivalents $ 1,680 Accounts receivable 1,017 Inventory 3,047 Property, plant and equipment 669 Operating lease, right-of-use-assets 2,554 Prepaid expenses and other assets 599 Tangible assets acquired 9,566 Deferred revenue (2,393) Accounts payable and accrued liabilities (1,268) Operating lease liabilities (2,554) Deferred tax liability (3,465) Total net tangible assets acquired and liabilities assumed (114) Intangible assets 14,020 Goodwill 4,654 Net assets acquired $ 18,560 Amount Accounts receivable $ 4,365 Inventory 2,579 Property, plant and equipment 9,053 Operating lease, right-of-use-assets 519 Prepaid expenses and other assets 56 Tangible assets acquired 16,572 Accounts payable and accrued liabilities (743) Operating lease liabilities (519) Total net tangible assets acquired and liabilities assumed 15,310 Intangible assets 14,100 Goodwill 5,590 Net assets acquired $ 35,000 Amount Cash and cash equivalents $ 1,687 Accounts receivable 3,079 Inventory 2,643 Property, plant and equipment 696 Operating lease, right-of-use-assets 335 Prepaid expenses and other assets 838 Tangible assets acquired 9,278 Customer deposits (1,933) Accounts payable and accrued liabilities (1,182) Operating lease liabilities (335) Deferred tax liabilities (5,757) Total net tangible assets acquired and liabilities assumed 71 Intangible assets 17,429 Goodwill 11,123 Net assets acquired $ 28,623 |
Summary of Finite-Lived Intangible Assets Acquired | The preliminary intangible assets as of the closing date of the acquisition included (in thousands): Amount Weighted Average Useful Life (in years) Developed technologies $ 8,000 10.0 Customer relationships 5,400 5.0 Order backlog 400 0.5 Trade names 220 5.0 Total intangible assets $ 14,020 7.7 The preliminary intangible assets as of the closing date of the acquisition included (in thousands): Amount Weighted Average Useful Life (in years) Developed technologies $ 10,400 10.0 Customer relationships 3,300 3.0 In-process research and development 400 N/A Total intangible assets $ 14,100 8.3 The intangible assets as of the closing date of the acquisition included (in thousands): Amount Weighted Average Useful Life (in years) Developed technologies $ 12,505 8.0 Customer relationships 3,071 6.0 Order backlog 1,645 0.5 Trade names 208 2.0 Total intangible assets $ 17,429 6.9 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Our debt consisted of the following (in thousands): December 26, 2020 December 28, 2019 Term loans $ 34,569 $ 58,514 Less unamortized issuance costs (75) (29) Term loans less issuance costs $ 34,494 $ 58,485 |
Schedule of Maturities of Long-term Debt | Future principal and interest payments on our term loans as of December 26, 2020, based on the interest rate in effect at that date were as follows (in thousands): Payments Due In Fiscal Year 2021 2022 2023 2024 2025 2026 and thereafter Total Term loans - principal payments $ 9,521 $ 9,549 $ 1,050 $ 1,080 $ 1,111 $ 12,258 $ 34,569 Term loans - interest payments (1) 503 377 290 271 248 1,185 2,874 $ 10,024 $ 9,926 $ 1,340 $ 1,351 $ 1,359 $ 13,443 $ 37,443 (1) Represents our minimum interest payment commitments at 1.24% per annum for the FRT Term Loan and 1.90% per annum for the Building Term Loan. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense were as follows (in thousands): Lease Expense December 26, 2020 December 28, 2019 Operating lease expense $ 7,468 $ 6,985 Short-term lease expense 136 142 Variable lease expense 1,574 1,286 $ 9,178 $ 8,413 Operating lease expense for the year ended December 29, 2018 was $8.4 million. |
Schedule of Future Minimum Payments | Future minimum payments under our non-cancelable operating leases were as follows as of December 26, 2020 (in thousands): Fiscal Year Amount 2021 $ 7,349 2022 6,115 2023 5,254 2024 4,903 2025 4,863 Thereafter 12,531 Total minimum lease payments 41,015 Less: interest (6,315) Present value of net minimum lease payments 34,700 Less: current portion (6,704) Total long-term operating lease liabilities $ 27,996 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Foreign Currency Forward Contracts Outstanding | The following table provides information about our foreign currency forward contracts outstanding as of December 26, 2020 (in thousands): Currency Contract Position Contract Amount (Local Currency) Contract Amount (U.S. Dollars) Euro Buy (11,350) $ (13,019) Euro Sell 12,304 15,002 Japanese Yen Sell 1,707,934 16,479 Korean Won Sell 2,309,079 2,093 Total USD notional amount of outstanding foreign exchange contracts $ 20,555 The location and amount of gains (losses) related to derivative instruments designated as cash flow hedges on our Consolidated Statements of Income was as follows (in thousands): Amount of Gain or (Loss) Recognized in Accumulated OCI on Derivative Location of Gain or (Loss) Reclassified from Accumulated OCI into Income Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income Fiscal 2020 1,142 Cost of revenues $ 89 Research and development 77 Selling, general and administrative 25 $ 191 Fiscal 2019 $ 93 Cost of revenues $ (526) Research and development (75) Selling, general and administrative (172) (773) |
Schedule of Non-designated Derivative Gains (Losses) | The location and amount of gains (losses) related to non-designated derivative instruments in the Consolidated Statements of Income were as follows (in thousands): Location of Gain (Loss) Recognized Fiscal Year Ended Derivatives Not Designated as Hedging Instruments December 26, 2020 December 28, 2019 December 29, 2018 Foreign exchange forward contracts Other income (expense), net $ (1,437) $ 248 $ 906 |
Schedule of the Impact of Cash Flow Hedges on Consolidated Financial Statements | The impact of the interest rate swaps on the Consolidated Statements of Income was as follows (in thousands): Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion) Location of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) Fiscal 2020 $ (119) Other income (expense), net $ (64) Fiscal 2019 $ (86) Other income (expense), net $ 548 Fiscal 2018 $ 340 Other income (expense), net $ 721 |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Values Measured on Recurring Basis | December 26, 2020 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 43,019 $ — $ — $ 43,019 Marketable securities: U.S. Treasuries 40,726 — — 40,726 Certificates of deposit — 2,179 — 2,179 Agency securities — 575 — 575 Corporate bonds — 24,330 — 24,330 40,726 27,084 — 67,810 Foreign exchange derivative contracts — 1,057 — 1,057 Interest rate swap derivative contracts — 57 — 57 Total assets $ 83,745 $ 28,198 $ — $ 111,943 Liabilities: Foreign exchange derivative contracts $ — $ — $ — $ — Interest rate swap derivative contracts — (87) — (87) Contingent consideration — — (4,012) (4,012) Total liabilities $ — $ (87) $ (4,012) $ (4,099) December 28, 2019 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 17,056 $ — $ — $ 17,056 Marketable securities: U.S. Treasuries 10,468 — — 10,468 Certificates of deposit — 3,590 — 3,590 Agency securities — 24,430 — 24,430 Corporate bonds — 33,928 — 33,928 Commercial paper — 3,911 — 3,911 10,468 65,859 — 76,327 Foreign exchange derivative contract — 41 — 41 Interest rate swap derivative contracts — 26 — 26 Total assets $ 27,524 $ 65,926 $ — $ 93,450 Liabilities: Foreign exchange derivative contracts $ — $ (240) $ — $ (240) Contingent consideration — — (5,364) (5,364) Total liabilities $ — $ (240) $ (5,364) $ (5,604) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Goodwill by reportable segment was as follows (in thousands): Probe Cards Systems Total Goodwill, gross, as of December 30, 2017 $ 172,482 $ 17,438 $ 189,920 Foreign currency translation — (706) (706) Goodwill, gross, as of December 29, 2018 172,482 16,732 189,214 Addition - FRT acquisition — 10,148 10,148 Foreign currency translation — (166) (166) Goodwill, gross, as of December 28, 2019 172,482 26,714 199,196 Addition - FRT acquisition — 975 975 Addition - Baldwin Park acquisition 5,590 — 5,590 Addition - HPD acquisition — 4,654 4,654 Foreign currency translation — 2,346 2,346 Goodwill, gross, as of December 26, 2020 $ 178,072 $ 34,689 $ 212,761 |
Schedule of Finite-lived Intangible Assets | Intangible assets were as follows (in thousands): December 26, 2020 December 28, 2019 Other Intangible Assets Gross Accumulated Amortization Net Gross Accumulated Amortization Net Existing developed technologies $ 176,265 $ 137,754 $ 38,511 $ 154,951 $ 116,138 $ 38,813 Trade name 8,162 7,363 799 7,816 6,976 840 Customer relationships 52,488 33,378 19,110 44,229 27,057 17,172 Backlog 2,227 1,900 327 1,676 891 785 In-process research and development 400 — 400 — — — $ 239,542 $ 180,395 $ 59,147 $ 208,672 $ 151,062 $ 57,610 |
Schedule of Amortization Expense | Amortization expense was included in our Consolidated Statements of Income as follows (in thousands): Fiscal Year Ended December 26, December 28, December 29, Cost of revenues $ 21,609 $ 20,036 $ 20,530 Selling, general and administrative 6,382 7,636 8,843 $ 27,991 $ 27,672 $ 29,373 |
Schedule of Remaining Estimated Amortization Expense | The estimated future amortization of definite-lived intangible assets, excluding in-process research and development, is as follows (in thousands): Fiscal Year Amount 2021 $ 20,207 2022 10,594 2023 8,364 2024 5,951 2025 4,398 Thereafter 9,233 Total $ 58,747 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Equity [Abstract] | |
Schedule of Stock Option Activity | Stock option activity was as follows: Outstanding Options Number of Weighted Weighted Aggregate Outstanding at December 28, 2019 361,769 $ 8.35 Options exercised (255,769) 8.35 Outstanding at December 26, 2020 106,000 $ 8.35 2.16 $ 3,627,900 Vested and expected to vest at December 26, 2020 106,000 $ 8.35 2.16 $ 3,627,900 Exercisable at December 26, 2020 106,000 $ 8.35 2.16 $ 3,627,900 |
Schedule of Restricted Stock Unit Activity | RSU activity was as follows: Number of Weighted Restricted stock units at December 28, 2019 3,069,000 $ 14.30 Granted 1,274,453 25.96 Vested (1,453,378) 13.72 Canceled (49,153) 15.70 Restricted stock units at December 26, 2020 2,840,922 19.80 |
Schedule of Performance Restricted Stock Unit Activity | PRSU grant activity was as follows: Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Grant Date August 27, 2020 June 4, 2019 August 16, 2018 Performance period July 1, 2020 - June 30, 2023 July 1, 2019 - June 30, 2022 July 1, 2018 - June 30, 2021 Number of shares 258,000 273,000 318,100 TSR as-of date August 27, 2020 June 4, 2019 August 16, 2018 Stock-based compensation $6.9 million $4.4 million $4.7 million |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Additional Information Regarding Stock Based Compensation | Certain information regarding our stock-based compensation was as follows (in thousands, except per share amounts): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Weighted average grant date per share fair value of RSUs granted $ 25.96 $ 15.12 $ 13.79 Total intrinsic value of stock options exercised 4,688 1,814 631 Fair value of RSUs vested $ 42,597 $ 23,450 $ 17,541 |
Schedule of Stock-based Compensation Expense | Pre-tax stock-based compensation expense by financial statement line and related tax benefit in the Consolidated Statements of Income are as follows (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Stock-based compensation expense included in: Cost of revenues $ 3,951 $ 4,055 $ 3,525 Research and development 5,824 6,367 5,398 Selling, general and administrative 14,055 12,754 8,904 Total stock-based compensation $ 23,830 $ 23,176 $ 17,827 Stock-based compensation tax benefit $ 4,962 $ 911 $ 453 |
Schedule of Unrecognized Compensation Expense | Unrecognized stock-based compensation expense at December 26, 2020 consisted of the following (in thousands): Unrecognized Expense Weighted Average Recognition Period (Years) Restricted stock units $ 32,122 2.2 Performance restricted stock units 9,075 2.1 Employee stock purchase plan 248 0.1 Total unrecognized stock-based compensation expense $ 41,445 2.2 |
Schedule of Assumptions, Fair Value of PRSUs | The following assumptions were used in estimating the fair value of PRSUs: Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 PRSUs: Dividend yield — % — % — % Expected volatility 52.01 % 47.34 % 45.61 % Risk-free interest rate 0.18 % 1.83 % 2.67 % Expected life (in years) 2.8 3.1 2.9 |
Schedule of Assumptions, Fair Value of Employee Purchase Rights | The following assumptions were used in estimating the fair value of shares under the Employee Stock Purchase Plan: Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Employee Stock Purchase Plan: Dividend yield — % — % — % Expected volatility 30.4% - 74.4% 36.6% - 59.5% 44.9% - 48.9% Risk-free interest rate 0.10% - 1.54% 2.04% - 2.46% 0.83% - 2.22% Expected life (in years) 0.5 - 1.0 0.5 - 1.0 0.5 - 1.0 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Before Income Taxes | The components of income before income taxes were as follows (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 United States $ 72,950 $ 41,115 $ 20,877 Foreign 12,225 9,948 13,050 $ 85,175 $ 51,063 $ 33,927 |
Schedule of Components of Provision for Income Taxes | The components of the provision (benefit) for income taxes are as follows (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Current provision: Federal $ 1,799 $ 179 $ 79 State 1,194 2,302 388 Foreign 4,278 4,202 4,687 7,271 6,683 5,154 Deferred provision (benefit): Federal 1,472 8,128 (72,295) State (267) (1,898) (2,056) Foreign (1,824) (1,196) (912) (619) 5,034 (75,263) Total provision (benefit) for income taxes $ 6,652 $ 11,717 $ (70,109) |
Schedule of Effective Income Tax Rate Reconciliation | The following is a reconciliation of the difference between income taxes computed by applying the federal statutory rate of 21% and the provision (benefit) from income taxes (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 U.S. statutory federal tax rate $ 17,887 $ 10,723 $ 7,125 State taxes, net of federal benefit 663 441 778 Stock-based compensation (4,962) (911) (453) Research and development credits (6,576) (6,436) (3,213) Foreign taxes at rates different than the U.S. 415 1,454 1,287 Other permanent differences 400 (148) 152 Global intangible low-taxed income — 1,369 1,828 Foreign Derived Intangible Income (3,668) — — Change in valuation allowance 1,862 2,567 (75,803) Other 631 2,658 (1,810) Total $ 6,652 $ 11,717 $ (70,109) |
Schedule of Deferred Tax Assets and Liabilities | Significant deferred tax assets and liabilities consisted of the following (in thousands): As of December 26, 2020 December 28, 2019 Tax credits $ 42,927 $ 44,696 Inventory reserve 13,401 12,350 Other reserves and accruals 9,470 5,852 Non-statutory stock options 2,794 2,982 Depreciation and amortization 20,961 27,758 Net operating loss carryforwards 18,421 21,410 Gross deferred tax assets 107,974 115,048 Valuation allowance (38,466) (36,604) Total deferred tax assets 69,508 78,444 Acquired intangibles and fixed assets (8,395) (13,997) Unrealized investment gains (106) (106) Tax on undistributed earnings (110) (75) Total deferred tax liabilities (8,611) (14,178) Net deferred tax assets $ 60,897 $ 64,266 |
Summary of Tax Credit Carryforwards | Tax credits and carryforwards available to us at December 26, 2020 consisted of the following (in thousands): Amount Latest Expiration Date Federal research and development tax credit $ 36,579 2023-2040 Foreign tax credit carryforwards 1,059 2021-2027 California research credits 42,615 Indefinite State net operating loss carryforwards 247,990 2022-Indefinite Singapore net operating loss carryforwards 7,046 Indefinite |
Schedule of Unrecognized Tax Benefits | The following table reflects changes in the unrecognized tax benefits (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Unrecognized tax benefit, beginning balance $ 28,800 $ 25,224 $ 18,296 Additions based on tax positions related to the current year 3,072 3,679 1,677 Additions based on tax positions from prior years 702 — 5,332 Reductions for tax positions of prior years — (5) (7) Reductions due to lapse of the applicable statute of limitations (77) (98) (74) Unrecognized tax benefit, ending balance $ 32,497 $ 28,800 $ 25,224 Interest and penalties recognized as a component of Provision (benefit) for income taxes $ 50 $ 59 $ 71 Interest and penalties accrued at period end 204 212 230 |
Segments and Geographic Infor_2
Segments and Geographic Information (Tables) | 12 Months Ended |
Dec. 26, 2020 | |
Segment Reporting [Abstract] | |
Operating Results by Reportable Segments | The following table summarizes the operating results by reportable segment (dollars in thousands): Fiscal 2020 Probe Cards Systems Corporate and Other Total Revenues $ 581,739 $ 111,877 $ — $ 693,616 Gross profit $ 263,215 $ 51,835 $ (27,130) $ 287,920 Gross margin 45.2 % 46.3 % — % 41.5 % Fiscal 2019 Probe Cards Systems Corporate and Other Total Revenues $ 491,363 $ 98,101 $ — $ 589,464 Gross profit $ 211,382 $ 50,927 $ (24,813) $ 237,496 Gross margin 43.0 % 51.9 % — % 40.3 % Fiscal 2018 Probe Cards Systems Corporate and Other Total Revenues $ 434,269 $ 95,406 $ — $ 529,675 Gross profit $ 187,320 $ 47,074 $ (24,055) $ 210,339 Gross margin 43.1 % 49.3% — % 39.7 % |
Summary of Revenue by Geographic Region | The following table summarizes revenue, by geographic region, as a percentage of total revenues based upon ship-to location: Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 China 25.2 % 18.0 % 14.7 % Taiwan 21.7 14.7 20.3 United States 18.4 26.3 25.2 South Korea 12.5 19.8 17.2 Europe 9.5 7.0 7.5 Japan 6.3 8.9 9.4 Asia-Pacific (1) 4.8 3.7 4.9 Rest of World 1.6 1.6 0.8 Total Revenues 100.0 % 100.0 % 100.0 % (1) Asia-Pacific includes all countries in the region except Taiwan, South Korea, China, and Japan, which are disclosed separately. |
Summary of Revenue by Market | The following table summarizes revenue by market (in thousands): Fiscal Year Ended December 26, 2020 December 28, 2019 December 29, 2018 Foundry & Logic $ 446,183 $ 318,552 $ 258,459 DRAM 109,734 147,257 135,333 Flash 25,822 25,554 40,477 Systems 111,877 98,101 95,406 Total revenues $ 693,616 $ 589,464 $ 529,675 |
Summary of Revenue by Timing of Recognition | The following table summarizes revenue by timing of revenue recognition (in thousands): Fiscal Year Ended December 26, December 28, December 29, Probe Cards Systems Total Probe Cards Systems Total Probe Cards Systems Total Products transferred at a point in time $ 579,569 $ 104,858 $ 684,427 $ 488,925 $ 93,837 $ 582,762 $ 432,033 $ 91,514 $ 523,547 Services transferred over time 2,170 7,019 9,189 2,438 4,264 6,702 2,236 3,892 6,128 Total $ 581,739 $ 111,877 $ 693,616 $ 491,363 $ 98,101 $ 589,464 $ 434,269 $ 95,406 $ 529,675 |
Long-lived Assets by Location | Long-lived assets, comprised of Operating lease, right-of-use-assets, Property, plant and equipment, net, Goodwill and Intangibles, net, reported based on the location of the asset was as follows (in thousands): December 26, 2020 December 28, 2019 December 29, 2018 United States $ 347,654 $ 287,600 $ 280,405 Europe 51,791 52,309 26,118 Asia-Pacific 7,322 7,064 4,385 Total $ 406,767 $ 346,973 $ 310,908 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance at beginning of year | $ 222 | $ 185 | $ 200 |
Charges (reversals) to costs and expenses | 26 | 37 | (15) |
Balance at end of year | $ 248 | $ 222 | $ 185 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Accounting Policies [Abstract] | |||
Aggregate inventory write downs | $ 13,117 | $ 10,421 | $ 10,479 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Property, Plant, and Equipment (Details) | 12 Months Ended |
Dec. 26, 2020 | |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment useful lives | 1 year |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment useful lives | 5 years |
Computer equipment and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment useful lives | 1 year |
Computer equipment and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment useful lives | 5 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment useful lives | 1 year |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment useful lives | 5 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Intangible Assets (Details) | 12 Months Ended |
Dec. 26, 2020 | |
Minimum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Useful Life (in years) | 1 year |
Maximum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Weighted Average Useful Life (in years) | 10 years |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Concentration of Credit Risk and Other Risks and Uncertainties (Details) - Customer Concentration Risk | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Intel Corporation | Revenue Benchmark | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 31.50% | 25.30% | 19.00% |
Samsung Electronics., LTD. | Revenue Benchmark | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 11.50% | ||
Major Customer 1 | Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 15.30% | 25.70% | |
Major Customer 2 | Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 13.70% | 15.10% | |
Major Customer 3 | Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 11.50% |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 26, 2020 | Dec. 28, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenue, performance obligation, description of timing | one to three years | |
Remaining performance obligations | $ 7.9 | |
Contract assets | 3.7 | $ 0.9 |
Contract liabilities | 22.2 | $ 10.8 |
Revenue recognized on contract liabilities | $ 9.5 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Revenue Remaining Performance Obligation (Details) | Dec. 26, 2020 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-12-27 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 84.10% |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-12-26 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 9.50% |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 6.40% |
Revenue, remaining performance obligation, expected timing of satisfaction, period |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Warranty Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Balance at beginning of year | $ 1,942 | $ 2,102 | $ 3,662 |
Accruals | 5,727 | 3,881 | 3,181 |
Settlements | (3,751) | (4,041) | (4,741) |
Balance at end of year | $ 3,918 | $ 1,942 | $ 2,102 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Net Income per Share (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Accounting Policies [Abstract] | |||
Weighted-average shares used in computing basic net income (loss) per share (in shares) | 76,681 | 74,994 | 73,482 |
Add potentially dilutive securities (in shares) | 2,320 | 2,292 | 1,700 |
Weighted-average shares used in computing basic and diluted net income per share (in shares) | 79,001 | 77,286 | 75,182 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Accounting Policies [Abstract] | ||
Unrealized losses on available-for-sale marketable securities | $ (126) | $ (352) |
Translation adjustments and other | 5,184 | 53 |
Unrealized gains (losses) on derivative instruments | 828 | (360) |
Accumulated other comprehensive income (loss) | $ 5,886 | $ (659) |
Balance Sheet Components - Mark
Balance Sheet Components - Marketable Securities (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Debt Securities, Available-for-sale [Abstract] | ||
Amortized Cost | $ 67,493 | $ 76,231 |
Gross Unrealized Gains | 319 | 123 |
Gross Unrealized Losses | (2) | (27) |
Fair Value | 67,810 | 76,327 |
Amortized Cost | ||
Due in one year or less | 50,500 | 38,899 |
Due after one year to five years | 16,993 | 37,332 |
Amortized Cost | 67,493 | 76,231 |
Fair Value | ||
Due in one year or less | 50,679 | 38,944 |
Due after one year to five years | 17,131 | 37,383 |
Fair Value | 67,810 | 76,327 |
U.S. Treasuries | ||
Debt Securities, Available-for-sale [Abstract] | ||
Amortized Cost | 40,602 | 10,458 |
Gross Unrealized Gains | 124 | 11 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 40,726 | 10,469 |
Amortized Cost | ||
Amortized Cost | 40,602 | 10,458 |
Fair Value | ||
Fair Value | 40,726 | 10,469 |
Commercial paper | ||
Debt Securities, Available-for-sale [Abstract] | ||
Amortized Cost | 3,914 | |
Gross Unrealized Gains | 1 | |
Gross Unrealized Losses | (4) | |
Fair Value | 3,911 | |
Amortized Cost | ||
Amortized Cost | 3,914 | |
Fair Value | ||
Fair Value | 3,911 | |
Corporate bonds | ||
Debt Securities, Available-for-sale [Abstract] | ||
Amortized Cost | 24,156 | 33,867 |
Gross Unrealized Gains | 176 | 68 |
Gross Unrealized Losses | (2) | (7) |
Fair Value | 24,330 | 33,928 |
Amortized Cost | ||
Amortized Cost | 24,156 | 33,867 |
Fair Value | ||
Fair Value | 24,330 | 33,928 |
Certificates of deposit | ||
Debt Securities, Available-for-sale [Abstract] | ||
Amortized Cost | 2,160 | 3,584 |
Gross Unrealized Gains | 19 | 5 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 2,179 | 3,589 |
Amortized Cost | ||
Amortized Cost | 2,160 | 3,584 |
Fair Value | ||
Fair Value | 2,179 | 3,589 |
Agency securities | ||
Debt Securities, Available-for-sale [Abstract] | ||
Amortized Cost | 575 | 24,408 |
Gross Unrealized Gains | 0 | 38 |
Gross Unrealized Losses | 0 | (16) |
Fair Value | 575 | 24,430 |
Amortized Cost | ||
Amortized Cost | 575 | 24,408 |
Fair Value | ||
Fair Value | $ 575 | $ 24,430 |
Balance Sheet Components - Inve
Balance Sheet Components - Inventory (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Balance Sheet Components [Abstract] | ||
Raw materials | $ 48,122 | $ 38,528 |
Work-in-progress | 30,806 | 29,720 |
Finished goods | 20,301 | 15,010 |
Inventory, net | $ 99,229 | $ 83,258 |
Balance Sheet Components - Prop
Balance Sheet Components - Property Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 353,335 | $ 319,890 |
Less: Accumulated depreciation and amortization | (294,468) | (273,001) |
Net property, plant and equipment | 58,867 | 46,889 |
Construction-in-progress | 45,236 | 11,858 |
Property, plant and equipment, net | 104,103 | 58,747 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 4,751 | 0 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 226,185 | 201,861 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 36,361 | 35,192 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 6,894 | 6,756 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 79,144 | $ 76,081 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Accrued Liabilities, Current [Abstract] | ||
Accrued compensation and benefits | $ 33,110 | $ 21,329 |
Accrued employee stock purchase plan contributions withheld | 4,240 | 3,331 |
Accrued warranty | 3,918 | 1,942 |
Accrued income and other taxes | 6,976 | 6,846 |
Accrued contingent consideration | 4,012 | 0 |
Other accrued expenses | 3,086 | 2,991 |
Total | $ 55,342 | $ 36,439 |
Acquisition - Additional Inform
Acquisition - Additional Information (Details) | Oct. 19, 2020USD ($)millikelvin | Jul. 30, 2020USD ($) | Oct. 09, 2019USD ($) | Dec. 26, 2020USD ($) | Dec. 28, 2019USD ($) | Dec. 29, 2018USD ($) | Oct. 25, 2019USD ($) | Oct. 09, 2019EUR (€) |
Business Acquisition [Line Items] | ||||||||
Fair value of purchase consideration | $ 51,880,000 | $ 20,524,000 | $ 0 | |||||
Contingent consideration | $ 4,012,000 | $ 5,364,000 | ||||||
FRT Term Loan | ||||||||
Business Acquisition [Line Items] | ||||||||
Debt instrument, face amount | $ 23,400,000 | |||||||
Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Contingent consideration | € | € 10,300,000 | |||||||
High Precision Devices, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Percentage of voting interests acquired | 100.00% | |||||||
Total acquisition consideration | $ 16,900,000 | |||||||
Cash acquired in combination | $ 1,680,000 | |||||||
High Precision Devices, Inc. | Minimum | ||||||||
Business Acquisition [Line Items] | ||||||||
Sensor markets, operating temperature | millikelvin | 30 | |||||||
Baldwin Park | ||||||||
Business Acquisition [Line Items] | ||||||||
Total acquisition consideration | $ 35,000,000 | |||||||
FRT | ||||||||
Business Acquisition [Line Items] | ||||||||
Percentage of voting interests acquired | 100.00% | 100.00% | ||||||
Total acquisition consideration | $ 26,900,000 | |||||||
Cash acquired in combination | 1,687,000 | |||||||
Fair value of purchase consideration | 22,200,000 | |||||||
Contingent consideration | $ 6,500,000 | |||||||
Contingent consideration, multiple of EBIT | 150.00% | |||||||
FRT | Minimum | ||||||||
Business Acquisition [Line Items] | ||||||||
Contingent consideration | € | € 0 | |||||||
FRT | Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Contingent consideration | € | € 10,300,000 |
Acquisition - Assets Acquired a
Acquisition - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Oct. 19, 2020 | Jul. 30, 2020 | Oct. 09, 2019 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 212,761 | $ 199,196 | $ 189,214 | $ 189,920 | |||
High Precision Devices, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Cash and cash equivalents | $ 1,680 | ||||||
Accounts receivable | 1,017 | ||||||
Inventory | 3,047 | ||||||
Property, plant and equipment | 669 | ||||||
Operating lease, right-of-use-assets | 2,554 | ||||||
Prepaid expenses and other assets | 599 | ||||||
Tangible assets acquired | 9,566 | ||||||
Deferred revenue | (2,393) | ||||||
Accounts payable and accrued liabilities | (1,268) | ||||||
Operating lease liabilities | (2,554) | ||||||
Deferred tax liabilities | (3,465) | ||||||
Total net tangible assets acquired and liabilities assumed | (114) | ||||||
Intangible assets | 14,020 | $ 14,020 | |||||
Goodwill | 4,654 | ||||||
Net assets acquired | 18,560 | ||||||
Total acquisition consideration | $ 16,900 | ||||||
Baldwin Park | |||||||
Business Acquisition [Line Items] | |||||||
Accounts receivable | $ 4,365 | ||||||
Inventory | 2,579 | ||||||
Property, plant and equipment | 9,053 | ||||||
Operating lease, right-of-use-assets | 519 | ||||||
Prepaid expenses and other assets | 56 | ||||||
Tangible assets acquired | 16,572 | ||||||
Accounts payable and accrued liabilities | (743) | ||||||
Operating lease liabilities | (519) | ||||||
Total net tangible assets acquired and liabilities assumed | 15,310 | ||||||
Intangible assets | 14,100 | ||||||
Goodwill | 5,590 | ||||||
Total acquisition consideration | $ 35,000 | ||||||
FRT | |||||||
Business Acquisition [Line Items] | |||||||
Cash and cash equivalents | 1,687 | ||||||
Accounts receivable | 3,079 | ||||||
Inventory | 2,643 | ||||||
Property, plant and equipment | 696 | ||||||
Operating lease, right-of-use-assets | 335 | ||||||
Prepaid expenses and other assets | 838 | ||||||
Tangible assets acquired | 9,278 | ||||||
Deferred revenue | (1,933) | ||||||
Accounts payable and accrued liabilities | (1,182) | ||||||
Operating lease liabilities | (335) | ||||||
Deferred tax liabilities | (5,757) | ||||||
Total net tangible assets acquired and liabilities assumed | 71 | ||||||
Intangible assets | 17,429 | ||||||
Goodwill | 11,123 | ||||||
Net assets acquired | 28,623 | ||||||
Total acquisition consideration | $ 26,900 |
Acquisition - Intangible Assets
Acquisition - Intangible Assets Acquired (Details) - USD ($) $ in Thousands | Jul. 30, 2020 | Oct. 09, 2019 | Oct. 19, 2020 |
High Precision Devices, Inc. | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 14,020 | $ 14,020 | |
Weighted Average Useful Life (in years) | 7 years 8 months 12 days | ||
FRT | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 17,429 | ||
Weighted Average Useful Life (in years) | 6 years 10 months 24 days | ||
Baldwin Park | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 14,100 | ||
Weighted Average Useful Life (in years) | 8 years 3 months 18 days | ||
Baldwin Park | In-process research and development | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 400 | ||
Developed technologies | High Precision Devices, Inc. | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 8,000 | ||
Weighted Average Useful Life (in years) | 10 years | ||
Developed technologies | FRT | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 12,505 | ||
Weighted Average Useful Life (in years) | 8 years | ||
Developed technologies | Baldwin Park | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 10,400 | ||
Weighted Average Useful Life (in years) | 10 years | ||
Customer relationships | High Precision Devices, Inc. | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 5,400 | ||
Weighted Average Useful Life (in years) | 5 years | ||
Customer relationships | FRT | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 3,071 | ||
Weighted Average Useful Life (in years) | 6 years | ||
Customer relationships | Baldwin Park | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 3,300 | ||
Weighted Average Useful Life (in years) | 3 years | ||
Order backlog | High Precision Devices, Inc. | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 400 | ||
Weighted Average Useful Life (in years) | 6 months | ||
Order backlog | FRT | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 1,645 | ||
Weighted Average Useful Life (in years) | 6 months | ||
Trade name | High Precision Devices, Inc. | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 220 | ||
Weighted Average Useful Life (in years) | 5 years | ||
Trade name | FRT | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 208 | ||
Weighted Average Useful Life (in years) | 2 years |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Debt Disclosure [Abstract] | ||
Term loans | $ 34,569 | $ 58,514 |
Less unamortized issuance costs | (75) | (29) |
Term loans less issuance costs | $ 34,494 | $ 58,485 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Jun. 22, 2020 | Mar. 17, 2020 | Oct. 25, 2019 | Jun. 24, 2016 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 31, 2016 |
Debt Instrument [Line Items] | |||||||
Term loans | $ 34,569,000 | $ 58,514,000 | |||||
Derivative, notional amount | $ 95,600,000 | ||||||
FRT Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 23,400,000 | ||||||
Line of credit facility, expiration period | 3 years | ||||||
Long-term line of credit, quarterly repayment amount | $ 2,000,000 | ||||||
Interest rate at period end | 1.24% | ||||||
Term loans | $ 17,100,000 | ||||||
Building Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 18,000,000 | ||||||
Interest rate at period end | 1.90% | ||||||
Term loans | $ 17,500,000 | ||||||
Debt instrument, term | 15 years | ||||||
Debt instrument, interest payment term | 15 years | ||||||
Debt instrument, interest rate, effective percentage | 2.75% | ||||||
Building Term Loan | Interest Rate Contract | |||||||
Debt Instrument [Line Items] | |||||||
Derivative, notional amount | $ 18,000,000 | $ 18,000,000 | |||||
Derivative, floor interest rate | 0.00% | ||||||
Derivative, floor interest rate term | 1 year | 1 year | |||||
LIBOR | Building Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.75% | 1.75% | 1.75% | ||||
Euro Interbank Offered Rate (EURIBOR) | FRT Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 175.00% | ||||||
Senior Secured Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Derivative, notional amount | $ 17,500,000 | ||||||
Senior Secured Term Loan | CMI Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 150,000,000 | ||||||
Interest payment term | 5 years | ||||||
Debt principal payable in current year, percentage | 5.00% | ||||||
Debt principal payable in year two, percentage | 10.00% | ||||||
Debt principal payable in year three, percentage | 20.00% | ||||||
Debt principal payable in year four, percentage | 30.00% | ||||||
Debt principal payable in year five, percentage | 35.00% | ||||||
Senior Secured Term Loan | LIBOR | CMI Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.00% | ||||||
Senior Secured Term Loan | Base Rate | CMI Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.00% |
Debt - Future Principle and Int
Debt - Future Principle and Interest Payments (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Debt Instrument [Line Items] | ||
Principal, 2021 | $ 9,521 | |
Principal, 2022 | 9,549 | |
Principal, 2023 | 1,050 | |
Principal, 2024 | 1,080 | |
Principal, 2025 | 1,111 | |
Principal, 2026 and thereafter | 12,258 | |
Principal, total | 34,569 | $ 58,514 |
Interest, 2021 | 503 | |
Interest, 2022 | 377 | |
Interest, 2023 | 290 | |
Interest, 2024 | 271 | |
Interest, 2025 | 248 | |
Interest, 2026 and thereafter | 1,185 | |
Interest, total | 2,874 | |
Total payments, 2021 | 10,024 | |
Total payments, 2022 | 9,926 | |
Total payments, 2023 | 1,340 | |
Total payments, 2024 | 1,351 | |
Total payments, 2025 | 1,359 | |
Total payments, 2026 and thereafter | 13,443 | |
Long-term debt, maturities, total payments due | 37,443 | |
FRT Term Loan | ||
Debt Instrument [Line Items] | ||
Principal, total | $ 17,100 | |
Interest rate at period end | 1.24% | |
Building Term Loan | ||
Debt Instrument [Line Items] | ||
Principal, total | $ 17,500 | |
Interest rate at period end | 1.90% |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 29, 2018 | Dec. 26, 2020 | |
Lessee, Lease, Description [Line Items] | ||
Operating lease, renewal term | 20 years | |
Operating lease, weighted average remaining lease term | 6 years 7 months 6 days | |
Operating lease, weighted average discount rate | 4.33% | |
Rent expense | $ 8.4 | |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease, term of contract | 1 year | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease, term of contract | 8 years | |
Automobiles | Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease, term of contract | 1 year | |
Automobiles | Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease, term of contract | 3 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 26, 2020 | Dec. 28, 2019 | |
Leases [Abstract] | ||
Operating lease expense | $ 7,468 | $ 6,985 |
Short-term lease expense | 136 | 142 |
Variable lease expense | 1,574 | 1,286 |
Total lease expense | $ 9,178 | $ 8,413 |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Payments Under Leases (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Leases [Abstract] | ||
2021 | $ 7,349 | |
2022 | 6,115 | |
2023 | 5,254 | |
2024 | 4,903 | |
2025 | 4,863 | |
Thereafter | 12,531 | |
Total minimum lease payments | 41,015 | |
Less: interest | (6,315) | |
Present value of net minimum lease payments | 34,700 | |
Less: current portion | (6,704) | $ (6,551) |
Long-term operating lease liabilities | $ 27,996 | $ 29,088 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Foreign Currency Derivatives (Details) € in Thousands, ₩ in Thousands, ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 26, 2020USD ($) | Dec. 26, 2020EUR (€) | Dec. 26, 2020JPY (¥) | Dec. 26, 2020KRW (₩) | Dec. 31, 2016USD ($) | |
Derivatives, Fair Value [Line Items] | |||||
Cash flow hedge amount to be reclassified within twelve months | $ 900 | ||||
Derivative, notional amount | $ 95,600 | ||||
Foreign Exchange Forward | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative, notional amount | 20,555 | ||||
Buy | Euro | Foreign Exchange Forward | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative, notional amount | 13,019 | € 11,350 | |||
Sell | Euro | Foreign Exchange Forward | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative, notional amount | 15,002 | € 12,304 | |||
Sell | Japanese Yen | Foreign Exchange Forward | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative, notional amount | 16,479 | ¥ 1,707,934 | |||
Sell | Korean Won | Foreign Exchange Forward | |||||
Derivatives, Fair Value [Line Items] | |||||
Derivative, notional amount | $ 2,093 | ₩ 2,309,079 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Gains (Losses) Of Cash Flow Hedges (Details) - Foreign Exchange Forward - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Not Designated as Hedging Instrument | Other income (expense), net | |||
Derivatives, Fair Value [Line Items] | |||
Foreign exchange forward contracts | $ (1,437) | $ 248 | $ 906 |
Designated as Hedging Instrument | |||
Derivatives, Fair Value [Line Items] | |||
Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion) | 1,142 | 93 | |
Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) | 191 | (773) | |
Designated as Hedging Instrument | Cost of revenues | |||
Derivatives, Fair Value [Line Items] | |||
Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) | 89 | (526) | |
Designated as Hedging Instrument | Research and development | |||
Derivatives, Fair Value [Line Items] | |||
Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) | 77 | (75) | |
Designated as Hedging Instrument | Selling, general and administrative | |||
Derivatives, Fair Value [Line Items] | |||
Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) | $ 25 | $ (172) |
Derivative Financial Instrume_5
Derivative Financial Instruments - Interest Rate Swaps (Details) - USD ($) $ in Thousands | Jun. 22, 2020 | Mar. 17, 2020 | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 31, 2016 |
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivative, notional amount | $ 95,600 | |||||
Building Term Loan | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Debt instrument, interest rate, effective percentage | 2.75% | |||||
Interest Rate Contract | Building Term Loan | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivative, notional amount | $ 18,000 | $ 18,000 | ||||
Derivative, floor interest rate | 0.00% | |||||
Derivative, floor interest rate term | 1 year | 1 year | ||||
Interest Rate Swap | Designated as Hedging Instrument | Cash Flow Hedging | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion) | $ (119) | $ (86) | $ 340 | |||
Interest Rate Swap | Other income (expense), net | Designated as Hedging Instrument | Cash Flow Hedging | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) | (64) | $ 548 | $ 721 | |||
Senior Secured Term Loan | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivative, notional amount | $ 17,500 | |||||
Fixed interest rate, derivative | 2.94% | |||||
LIBOR | Building Term Loan | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Basis spread on variable rate | 1.75% | 1.75% | 1.75% | |||
LIBOR | Senior Secured Term Loan | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Derivative variable rate basis spread | 2.00% |
Fair Value - Narrative (Details
Fair Value - Narrative (Details) € in Millions | Oct. 09, 2019USD ($) | Dec. 26, 2020USD ($) | Dec. 28, 2019USD ($) | Oct. 09, 2019EUR (€) | Dec. 29, 2018USD ($) |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Contingent consideration | $ 4,012,000 | $ 5,364,000 | |||
Change in contingent consideration | (1,400,000) | ||||
Nonrecurring | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Assets (liabilities), net | $ 0 | $ 0 | $ 0 | ||
Maximum | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Contingent consideration | € | € 10.3 | ||||
FRT | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Contingent consideration, multiple of EBIT | 150.00% | ||||
Contingent consideration | $ 6,500,000 | ||||
FRT | Maximum | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Contingent consideration | € | € 10.3 |
Fair Value - Assets and Liabili
Fair Value - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | $ 67,810 | $ 76,327 |
Total assets | 111,943 | 93,450 |
Contingent consideration | (4,012) | (5,364) |
Liabilities measured at fair value | (4,099) | (5,604) |
Foreign exchange derivative contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 1,057 | 41 |
Derivative liability | 0 | (240) |
Interest rate swap derivative contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 57 | 26 |
Derivative liability | (87) | |
Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents: | 43,019 | 17,056 |
U.S. Treasuries | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 40,726 | 10,468 |
Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 2,179 | 3,590 |
Agency securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 575 | 24,430 |
Corporate bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 24,330 | 33,928 |
Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 3,911 | |
Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 40,726 | 10,468 |
Total assets | 83,745 | 27,524 |
Contingent consideration | 0 | 0 |
Liabilities measured at fair value | 0 | 0 |
Level 1 | Foreign exchange derivative contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 0 | 0 |
Derivative liability | 0 | 0 |
Level 1 | Interest rate swap derivative contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 0 | 0 |
Derivative liability | 0 | |
Level 1 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents: | 43,019 | 17,056 |
Level 1 | U.S. Treasuries | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 40,726 | 10,468 |
Level 1 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 0 | 0 |
Level 1 | Agency securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 0 | 0 |
Level 1 | Corporate bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 0 | 0 |
Level 1 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 0 | |
Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 27,084 | 65,859 |
Total assets | 28,198 | 65,926 |
Contingent consideration | 0 | 0 |
Liabilities measured at fair value | (87) | (240) |
Level 2 | Foreign exchange derivative contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 1,057 | 41 |
Derivative liability | 0 | (240) |
Level 2 | Interest rate swap derivative contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 57 | 26 |
Derivative liability | (87) | |
Level 2 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents: | 0 | 0 |
Level 2 | U.S. Treasuries | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 0 | 0 |
Level 2 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 2,179 | 3,590 |
Level 2 | Agency securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 575 | 24,430 |
Level 2 | Corporate bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 24,330 | 33,928 |
Level 2 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 3,911 | |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 0 | 0 |
Total assets | 0 | 0 |
Contingent consideration | (4,012) | (5,364) |
Liabilities measured at fair value | (4,012) | (5,364) |
Level 3 | Foreign exchange derivative contract | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 0 | 0 |
Derivative liability | 0 | 0 |
Level 3 | Interest rate swap derivative contracts | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative contracts | 0 | 0 |
Derivative liability | 0 | |
Level 3 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents: | 0 | 0 |
Level 3 | U.S. Treasuries | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 0 | 0 |
Level 3 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 0 | 0 |
Level 3 | Agency securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | 0 | 0 |
Level 3 | Corporate bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | $ 0 | 0 |
Level 3 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities: | $ 0 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill (Details) - USD ($) | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | $ 199,196,000 | $ 189,214,000 | $ 189,920,000 |
Foreign currency translation | 2,346,000 | (166,000) | (706,000) |
Goodwill, ending balance | 212,761,000 | 199,196,000 | 189,214,000 |
Goodwill impairments | 0 | ||
FRT GmbH | |||
Goodwill [Roll Forward] | |||
Goodwill, acquired during period | 975,000 | 10,148,000 | |
Baldwin Park | |||
Goodwill [Roll Forward] | |||
Goodwill, acquired during period | 5,590,000 | ||
High Precision Devices, Inc. | |||
Goodwill [Roll Forward] | |||
Goodwill, acquired during period | 4,654,000 | ||
Probe Cards | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 172,482,000 | 172,482,000 | 172,482,000 |
Foreign currency translation | 0 | 0 | 0 |
Goodwill, ending balance | 178,072,000 | 172,482,000 | 172,482,000 |
Probe Cards | FRT GmbH | |||
Goodwill [Roll Forward] | |||
Goodwill, acquired during period | 0 | 0 | |
Probe Cards | Baldwin Park | |||
Goodwill [Roll Forward] | |||
Goodwill, acquired during period | 5,590,000 | ||
Probe Cards | High Precision Devices, Inc. | |||
Goodwill [Roll Forward] | |||
Goodwill, acquired during period | 0 | ||
Systems | |||
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | 26,714,000 | 16,732,000 | 17,438,000 |
Foreign currency translation | 2,346,000 | (166,000) | (706,000) |
Goodwill, ending balance | 34,689,000 | 26,714,000 | $ 16,732,000 |
Systems | FRT GmbH | |||
Goodwill [Roll Forward] | |||
Goodwill, acquired during period | 975,000 | $ 10,148,000 | |
Systems | Baldwin Park | |||
Goodwill [Roll Forward] | |||
Goodwill, acquired during period | 0 | ||
Systems | High Precision Devices, Inc. | |||
Goodwill [Roll Forward] | |||
Goodwill, acquired during period | $ 4,654,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 239,542 | $ 208,672 |
Accumulated Amortization | 180,395 | 151,062 |
Net | 59,147 | 57,610 |
Existing developed technologies | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 176,265 | 154,951 |
Accumulated Amortization | 137,754 | 116,138 |
Net | 38,511 | 38,813 |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 8,162 | 7,816 |
Accumulated Amortization | 7,363 | 6,976 |
Net | 799 | 840 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 52,488 | 44,229 |
Accumulated Amortization | 33,378 | 27,057 |
Net | 19,110 | 17,172 |
Backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 2,227 | 1,676 |
Accumulated Amortization | 1,900 | 891 |
Net | 327 | 785 |
In-process research and development | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 400 | 0 |
Accumulated Amortization | 0 | 0 |
Net | $ 400 | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Amortization of intangible assets | $ 27,991 | $ 27,672 | $ 29,373 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Rolling Maturity [Abstract] | |||
2021 | 20,207 | ||
2022 | 10,594 | ||
2023 | 8,364 | ||
2024 | 5,951 | ||
2025 | 4,398 | ||
Thereafter | 9,233 | ||
Total | 58,747 | ||
Cost of revenues | |||
Property, Plant and Equipment [Line Items] | |||
Amortization of intangible assets | 21,609 | 20,036 | 20,530 |
Selling, general and administrative | |||
Property, Plant and Equipment [Line Items] | |||
Amortization of intangible assets | $ 6,382 | $ 7,636 | $ 8,843 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Impairment of intangible assets | $ 0 | $ 0 | $ 0 |
Stockholders' Equity - Preferre
Stockholders' Equity - Preferred Stock (Details) - $ / shares | Dec. 26, 2020 | Dec. 28, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Preferred stock authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock par value (in USD per share) | $ 0.001 | $ 0.001 |
Preferred Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Preferred stock authorized (in shares) | 10,000,000 | |
Preferred stock par value (in USD per share) | $ 0.001 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock and Repurchase Program (Details) - USD ($) | 12 Months Ended | ||
Dec. 26, 2020 | Oct. 26, 2020 | Feb. 29, 2020 | |
Class of Stock [Line Items] | |||
Dividends declared and paid | $ 0 | ||
Common Stock | |||
Class of Stock [Line Items] | |||
Stock repurchase program authorized amount | $ 50,000,000 | $ 25,000,000 |
Stockholders' Equity - Equity I
Stockholders' Equity - Equity Incentive Plans (Details) - 2012 Plan | 12 Months Ended |
Dec. 26, 2020shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares authorized for issuance (in shares) | 16,800,000 |
Shares available for grant (in shares) | 6,000,000 |
Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 3 years |
Term granted | 7 years |
Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 3 years |
Term granted | 7 years |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Options Rollforward (Details) - 2012 Plan | 12 Months Ended |
Dec. 26, 2020USD ($)$ / sharesshares | |
Number of Shares | |
Number of Shares, Outstanding (in shares) | shares | 361,769 |
Number of Shares, Options exercised (in shares) | shares | (255,769) |
Number of Shares, Outstanding (in shares) | shares | 106,000 |
Weighted Average Exercise Price | |
Weighted Average Exercise Price, Outstanding (in USD per share) | $ / shares | $ 8.35 |
Weighted Average Exercise Price, Options exercised (in USD per share) | $ / shares | 8.35 |
Weighted Average Exercise Price, Outstanding (in USD per share) | $ / shares | $ 8.35 |
Vested and Expected to Vest | |
Number of Shares, Vested and expected to vest (in shares) | shares | 106,000 |
Weighted Average Exercise Price, Vested and expected to vest (in USD per share) | $ / shares | $ 8.35 |
Weighted Average Remaining Contractual Life, Vested and expected to vest | 2 years 1 month 28 days |
Aggregate Intrinsic Value, Vested and expected to vest | $ | $ 3,627,900 |
Additional Disclosures | |
Number of Shares, Exercisable (in shares) | shares | 106,000 |
Weighted Average Exercise Price, Exercisable (in USD per share) | $ / shares | $ 8.35 |
Weighted Average Remaining Contractual Life, Outstanding | 2 years 1 month 28 days |
Aggregate Intrinsic Value, Outstanding | $ | $ 3,627,900 |
Weighted Average Remaining Contractual Life, Exercisable | 2 years 1 month 28 days |
Aggregate Intrinsic Value, Exercisable | $ | $ 3,627,900 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted Stock Units (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | 48 Months Ended | |||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | Dec. 30, 2017 | Dec. 26, 2020 | |
Weighted Average Grant Date Fair Value | |||||
Weighted Average Grant Date Fair Value, Granted (in USD per share) | $ 25.96 | $ 15.12 | $ 13.79 | ||
Stock-based compensation expense | $ 23,830 | $ 23,176 | $ 17,827 | ||
Performance Restricted Stock Units | |||||
Number of Shares | |||||
Number of Shares, Granted (in shares) | 258,000 | 273,000 | 318,100 | ||
Weighted Average Grant Date Fair Value | |||||
Performance period | 3 years | ||||
Stock options granted (in shares) | 258,000 | 273,000 | 318,100 | ||
Stock-based compensation expense | $ 6,900 | $ 4,400 | $ 4,700 | ||
2012 Plan | |||||
Number of Shares | |||||
Number of Shares, Granted (in shares) | 333,000 | ||||
Number of Shares, Vested (in shares) | (255,000) | ||||
Number of Shares, Canceled (in shares) | (78,333) | ||||
Weighted Average Grant Date Fair Value | |||||
Stock options granted (in shares) | 333,000 | ||||
2012 Plan | Maximum | |||||
Weighted Average Grant Date Fair Value | |||||
Total shareholder return | 125.00% | ||||
2012 Plan | Restricted stock units | |||||
Number of Shares | |||||
Number of Shares, Restricted stock units, beginning balance (in shares) | 3,069,000 | ||||
Number of Shares, Granted (in shares) | 1,274,453 | ||||
Number of Shares, Vested (in shares) | (1,453,378) | ||||
Number of Shares, Canceled (in shares) | (49,153) | ||||
Number of Shares, Restricted stock units, ending balance (in shares) | 2,840,922 | 3,069,000 | 2,840,922 | ||
Weighted Average Grant Date Fair Value | |||||
Weighted Average Grant Date Fair Value, Restricted stock units, beginning balance (in USD per share) | $ 14.30 | ||||
Weighted Average Grant Date Fair Value, Granted (in USD per share) | 25.96 | ||||
Weighted Average Grant Date Fair Value, Vested (in USD per share) | 13.72 | ||||
Weighted Average Grant Date Fair Value, Canceled (in USD per share) | 15.70 | ||||
Weighted Average Grant Date Fair Value, Restricted stock units, ending balance (in USD per share) | $ 19.80 | $ 14.30 | $ 19.80 | ||
Stock options granted (in shares) | 1,274,453 | ||||
2012 Plan | Performance Shares, Total Shareholder Return Grants | |||||
Number of Shares | |||||
Number of Shares, Granted (in shares) | 63,750 | ||||
Weighted Average Grant Date Fair Value | |||||
Stock options granted (in shares) | 63,750 |
Stockholders' Equity - Employee
Stockholders' Equity - Employee Stock Purchase Plan (Details) | 12 Months Ended |
Dec. 26, 2020purchasePeriod$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Discount from market price, offering date | 85.00% |
Employee Stock | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares authorized for issuance (in shares) | 7,000,000 |
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 485,566 |
Weighted average exercise price, exercisable (in USD per share) | $ / shares | $ 16.47 |
Weighted average discount (in USD per share) | $ / shares | $ 11 |
Shares available for grant (in shares) | 2,171,656 |
Employee Stock | Twelve Month | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Offering period, duration | 12 months |
Number of purchase periods | purchasePeriod | 2 |
Purchase period, duration | 6 months |
Employee Stock | Six Month | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Offering period, duration | 6 months |
Number of purchase periods | purchasePeriod | 1 |
Purchase period, duration | 6 months |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-based compensation details (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Share-based Payment Arrangement [Abstract] | |||
Weighted average grant date per share fair value of RSUs granted (in USD per share) | $ 25.96 | $ 15.12 | $ 13.79 |
Total intrinsic value of stock options exercised | $ 4,688 | $ 1,814 | $ 631 |
Fair value of RSUs vested | $ 42,597 | $ 23,450 | $ 17,541 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restructuring and impairment charges, net | $ 23,830 | $ 23,176 | $ 17,827 |
Stock-based compensation tax benefit | 4,962 | 911 | 453 |
Cost of revenues | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restructuring and impairment charges, net | 3,951 | 4,055 | 3,525 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restructuring and impairment charges, net | 5,824 | 6,367 | 5,398 |
Selling, general and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restructuring and impairment charges, net | $ 14,055 | $ 12,754 | $ 8,904 |
Stock-Based Compensation - Unre
Stock-Based Compensation - Unrecognized Stock-Based Compensation (Details) $ in Thousands | 12 Months Ended |
Dec. 26, 2020USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Expense | $ 41,445 |
Weighted Average Recognition Period (Years) | 2 years 2 months 12 days |
Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Expense | $ 32,122 |
Weighted Average Recognition Period (Years) | 2 years 2 months 12 days |
Performance restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Expense | $ 9,075 |
Weighted Average Recognition Period (Years) | 2 years 1 month 6 days |
Employee stock purchase plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Expense | $ 248 |
Weighted Average Recognition Period (Years) | 1 month 6 days |
Stock-Based Compensation - Valu
Stock-Based Compensation - Valuation Assumptions (Details) | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Performance restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility | 52.01% | 47.34% | 45.61% |
Risk-free interest rate | 0.18% | 1.83% | 2.67% |
Expected life (in years) | 2 years 9 months 18 days | 3 years 1 month 6 days | 2 years 10 months 24 days |
Employee Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0.00% | 0.00% | 0.00% |
Minimum | Employee Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 30.40% | 36.60% | 44.90% |
Risk-free interest rate | 0.10% | 2.04% | 0.83% |
Expected life (in years) | 6 months | 6 months | 6 months |
Maximum | Employee Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 74.40% | 59.50% | 48.90% |
Risk-free interest rate | 1.54% | 2.46% | 2.22% |
Expected life (in years) | 1 year | 1 year | 1 year |
Income Taxes - Components of In
Income Taxes - Components of Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest [Abstract] | |||
United States | $ 72,950 | $ 41,115 | $ 20,877 |
Foreign | 12,225 | 9,948 | 13,050 |
Income before income taxes | $ 85,175 | $ 51,063 | $ 33,927 |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Current provision: | |||
Federal | $ 1,799 | $ 179 | $ 79 |
State | 1,194 | 2,302 | 388 |
Foreign | 4,278 | 4,202 | 4,687 |
Total current provision (benefit) | 7,271 | 6,683 | 5,154 |
Deferred provision (benefit): | |||
Federal | 1,472 | 8,128 | (72,295) |
State | (267) | (1,898) | (2,056) |
Foreign | (1,824) | (1,196) | (912) |
Total deferred provision (benefit) | (619) | 5,034 | (75,263) |
Total provision (benefit) for income taxes | $ 6,652 | $ 11,717 | $ (70,109) |
Income Taxes - Tax Rate Reconci
Income Taxes - Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Income Tax Reconciliation | |||
U.S. statutory federal tax rate | $ 17,887 | $ 10,723 | $ 7,125 |
State taxes, net of federal benefit | 663 | 441 | 778 |
Stock-based compensation | (4,962) | (911) | (453) |
Research and development credits | (6,576) | (6,436) | (3,213) |
Foreign taxes at rates different than the U.S. | 415 | 1,454 | 1,287 |
Other permanent differences | 400 | (148) | 152 |
Global intangible low-taxed income | 0 | 1,369 | 1,828 |
Foreign Derived Intangible Income | (3,668) | 0 | 0 |
Change in valuation allowance | 1,862 | 2,567 | (75,803) |
Other | 631 | 2,658 | (1,810) |
Total provision (benefit) for income taxes | $ 6,652 | $ 11,717 | $ (70,109) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 29, 2018 | Dec. 28, 2019 | |
Components of Deferred Tax Assets and Liabilities [Abstract] | |||
Tax credits | $ 42,927 | $ 44,696 | |
Inventory reserve | 13,401 | 12,350 | |
Other reserves and accruals | 9,470 | 5,852 | |
Non-statutory stock options | 2,794 | 2,982 | |
Depreciation and amortization | 20,961 | 27,758 | |
Net operating loss carryforwards | 18,421 | 21,410 | |
Gross deferred tax assets | 107,974 | 115,048 | |
Valuation allowance | (38,466) | (36,604) | |
Total deferred tax assets | 69,508 | 78,444 | |
Acquired intangibles and fixed assets | (8,395) | (13,997) | |
Unrealized investment gains | (106) | (106) | |
Tax on undistributed earnings | (110) | (75) | |
Total deferred tax liabilities | (8,611) | (14,178) | |
Net deferred tax assets | $ 60,897 | $ 64,266 | |
Decrease in valuation allowance | $ 75,800 | ||
Consecutive period with positive operating performance | 2 years | ||
Cumulative period with U.S. pre-tax profit | 3 years |
Income Taxes - Tax Credits and
Income Taxes - Tax Credits and Carryforwards (Details) $ in Thousands | Dec. 26, 2020USD ($) |
California | |
Operating Loss Carryforwards [Line Items] | |
California research credits | $ 42,615 |
Singapore | |
Operating Loss Carryforwards [Line Items] | |
Singapore net operating loss carryforwards | 7,046 |
Federal | |
Operating Loss Carryforwards [Line Items] | |
Federal research and development tax credit | 36,579 |
Foreign tax credit carryforwards | 1,059 |
State | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards | $ 247,990 |
Income Taxes - Undistributed Ea
Income Taxes - Undistributed Earnings (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 |
Income Tax Contingency [Line Items] | ||
Repatriation of earnings of foreign subsidiaries | $ 34,400 | |
Deferred tax liabilities on undistributed earnings | 110 | $ 75 |
Non-US | ||
Income Tax Contingency [Line Items] | ||
Repatriation of earnings of foreign subsidiaries | 12,000 | |
United States | ||
Income Tax Contingency [Line Items] | ||
Repatriation of earnings of foreign subsidiaries | $ 22,400 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefit, beginning balance | $ 28,800 | $ 25,224 | $ 18,296 |
Additions based on tax positions related to the current year | 3,072 | 3,679 | 1,677 |
Additions based on tax positions from prior years | 702 | 0 | 5,332 |
Reductions for tax positions of prior years | 0 | (5) | (7) |
Reductions due to lapse of the applicable statute of limitations | (77) | (98) | (74) |
Unrecognized tax benefit, ending balance | 32,497 | 28,800 | 25,224 |
Interest and penalties recognized as a component of Provision (benefit) for income taxes | 50 | 59 | 71 |
Interest and penalties accrued at period end | 204 | $ 212 | $ 230 |
Tax-effected unrecognized tax benefits | $ 15,800 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Retirement Benefits [Abstract] | |||
Cost recognized under defined contribution plans | $ 2.2 | $ 2.1 | $ 2 |
Segments and Geographic Infor_3
Segments and Geographic Information - Operating Results By Segment (Details) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020USD ($)segment | Dec. 28, 2019USD ($) | Dec. 29, 2018USD ($) | |
Segment Reporting [Abstract] | |||
Number of reportable segments | segment | 2 | ||
Segment Reporting Information [Line Items] | |||
Revenues | $ 693,616 | $ 589,464 | $ 529,675 |
Gross profit | $ 287,920 | $ 237,496 | $ 210,339 |
Gross margin | 41.50% | 40.30% | 39.70% |
Probe Cards | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 581,739 | $ 491,363 | $ 434,269 |
Systems | |||
Segment Reporting Information [Line Items] | |||
Revenues | 111,877 | 98,101 | 95,406 |
Operating Segments | Probe Cards | |||
Segment Reporting Information [Line Items] | |||
Revenues | 581,739 | 491,363 | 434,269 |
Gross profit | $ 263,215 | $ 211,382 | $ 187,320 |
Gross margin | 45.20% | 43.00% | 43.10% |
Operating Segments | Systems | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 111,877 | $ 98,101 | $ 95,406 |
Gross profit | $ 51,835 | $ 50,927 | $ 47,074 |
Gross margin | 46.30% | 51.90% | 49.30% |
Corporate and Other | |||
Segment Reporting Information [Line Items] | |||
Revenues | $ 0 | $ 0 | $ 0 |
Gross profit | $ (27,130) | $ (24,813) | $ (24,055) |
Gross margin | 0.00% | 0.00% | 0.00% |
Segments and Geographic Infor_4
Segments and Geographic Information - Revenue by Country (Details) - Geographic Concentration Risk - Revenue | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Product Information [Line Items] | |||
Concentration risk percentage | 100.00% | 100.00% | 100.00% |
United States | |||
Product Information [Line Items] | |||
Concentration risk percentage | 18.40% | 26.30% | 25.20% |
South Korea | |||
Product Information [Line Items] | |||
Concentration risk percentage | 12.50% | 19.80% | 17.20% |
China | |||
Product Information [Line Items] | |||
Concentration risk percentage | 25.20% | 18.00% | 14.70% |
Taiwan | |||
Product Information [Line Items] | |||
Concentration risk percentage | 21.70% | 14.70% | 20.30% |
Japan | |||
Product Information [Line Items] | |||
Concentration risk percentage | 6.30% | 8.90% | 9.40% |
Europe | |||
Product Information [Line Items] | |||
Concentration risk percentage | 9.50% | 7.00% | 7.50% |
Asia Pacific | |||
Product Information [Line Items] | |||
Concentration risk percentage | 4.80% | 3.70% | 4.90% |
Rest of World | |||
Product Information [Line Items] | |||
Concentration risk percentage | 1.60% | 1.60% | 0.80% |
Segments and Geographic Infor_5
Segments and Geographic Information - Revenue by Market (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Revenue from External Customers [Line Items] | |||
Revenues | $ 693,616 | $ 589,464 | $ 529,675 |
Foundry & Logic | |||
Revenue from External Customers [Line Items] | |||
Revenues | 446,183 | 318,552 | 258,459 |
DRAM | |||
Revenue from External Customers [Line Items] | |||
Revenues | 109,734 | 147,257 | 135,333 |
Flash | |||
Revenue from External Customers [Line Items] | |||
Revenues | 25,822 | 25,554 | 40,477 |
Systems | |||
Revenue from External Customers [Line Items] | |||
Revenues | $ 111,877 | $ 98,101 | $ 95,406 |
Segments and Geographic Infor_6
Segments and Geographic Information - Revenue by Timing of Recognition (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenues | $ 693,616 | $ 589,464 | $ 529,675 |
Products transferred at a point in time | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenues | 684,427 | 582,762 | 523,547 |
Services transferred over time | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenues | 9,189 | 6,702 | 6,128 |
Probe Cards | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenues | 581,739 | 491,363 | 434,269 |
Probe Cards | Products transferred at a point in time | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenues | 579,569 | 488,925 | 432,033 |
Probe Cards | Services transferred over time | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenues | 2,170 | 2,438 | 2,236 |
Systems | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenues | 111,877 | 98,101 | 95,406 |
Systems | Products transferred at a point in time | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenues | 104,858 | 93,837 | 91,514 |
Systems | Services transferred over time | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Revenues | $ 7,019 | $ 4,264 | $ 3,892 |
Segments and Geographic Infor_7
Segments and Geographic Information - Long-Lived Assets by Geographical Location (Details) - USD ($) $ in Thousands | Dec. 26, 2020 | Dec. 28, 2019 | Dec. 29, 2018 |
Long-Lived Assets [Line Items] | |||
Long-lived assets | $ 406,767 | $ 346,973 | $ 310,908 |
United States | |||
Long-Lived Assets [Line Items] | |||
Long-lived assets | 347,654 | 287,600 | 280,405 |
Europe | |||
Long-Lived Assets [Line Items] | |||
Long-lived assets | 51,791 | 52,309 | 26,118 |
Asia Pacific | |||
Long-Lived Assets [Line Items] | |||
Long-lived assets | $ 7,322 | $ 7,064 | $ 4,385 |
Uncategorized Items - form-2020
Label | Element | Value |
Restricted Cash, Current | us-gaap_RestrictedCashCurrent | $ 1,904,000 |
Restricted Cash, Current | us-gaap_RestrictedCashCurrent | 1,981,000 |
Restricted Cash, Current | us-gaap_RestrictedCashCurrent | 849,000 |
Restricted Cash, Noncurrent | us-gaap_RestrictedCashNoncurrent | 1,969,000 |
Restricted Cash, Noncurrent | us-gaap_RestrictedCashNoncurrent | 1,411,000 |
Restricted Cash, Noncurrent | us-gaap_RestrictedCashNoncurrent | $ 1,225,000 |
Accounting Standards Update [Extensible List] | us-gaap_AccountingStandardsUpdateExtensibleList | us-gaap:AccountingStandardsUpdate201712Member |