Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 01, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | MKSI | |
Entity Registrant Name | MKS INSTRUMENTS INC | |
Entity Central Index Key | 1,049,502 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 53,592,715 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 366,874 | $ 227,574 |
Restricted cash | 5,931 | |
Short-term investments | 53,104 | 430,663 |
Trade accounts receivable, net | 243,853 | 101,883 |
Inventories, net | 278,965 | 152,631 |
Other current assets | 53,616 | 26,760 |
Total current assets | 1,002,343 | 939,511 |
Property, plant and equipment, net | 179,694 | 68,856 |
Goodwill | 594,635 | 199,703 |
Intangible assets, net | 419,811 | 44,027 |
Long-term investments | 15,256 | |
Other assets | 29,926 | 21,250 |
Total assets | 2,241,665 | 1,273,347 |
Current liabilities: | ||
Short-term borrowings and current portion of long-term debt | 11,528 | |
Accounts payable | 68,371 | 23,177 |
Accrued compensation | 63,424 | 28,424 |
Income taxes payable | 13,758 | 4,024 |
Other current liabilities | 73,354 | 35,359 |
Total current liabilities | 230,435 | 90,984 |
Long-term debt, net | 639,068 | |
Non-current deferred taxes | 91,928 | 2,655 |
Non-current accrued compensation | 44,739 | 13,395 |
Other liabilities | 19,956 | 5,432 |
Total liabilities | 1,026,126 | 112,466 |
Commitments and contingencies (Note 20) | ||
Stockholders' equity: | ||
Preferred Stock, $0.01 par value per share, 2,000,000 shares authorized; none issued and outstanding | ||
Common Stock, no par value, 200,000,000 shares authorized; 53,578,091 and 53,199,720 shares issued and outstanding at September 30, 2016 and December 31, 2015, respectively | 113 | 113 |
Additional paid-in capital | 770,444 | 744,725 |
Retained earnings | 458,369 | 427,214 |
Accumulated other comprehensive loss | (13,387) | (11,171) |
Total stockholders' equity | 1,215,539 | 1,160,881 |
Total liabilities and stockholders' equity | $ 2,241,665 | $ 1,273,347 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, par value | $ 0.01 | $ 0.01 |
Preferred Stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Common Stock, par value | ||
Common Stock, shares authorized | 200,000,000 | 200,000,000 |
Common Stock, shares issued | 53,578,091 | 53,199,720 |
Common Stock, shares outstanding | 53,578,091 | 53,199,720 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | ||
Net revenues: | |||||
Products | $ 335,156 | $ 179,441 | $ 774,248 | $ 553,818 | |
Services | 45,504 | 29,891 | 115,954 | 87,319 | |
Total net revenues | 380,660 | 209,332 | 890,202 | 641,137 | |
Cost of revenues: | |||||
Cost of products | 183,789 | 95,710 | 433,134 | 294,211 | |
Cost of services | 28,486 | 19,393 | 74,857 | 56,853 | |
Total cost of revenues (exclusive of amortization shown separately below) | 212,275 | 115,103 | 507,991 | 351,064 | |
Gross profit | 168,385 | 94,229 | 382,211 | 290,073 | |
Research and development | 32,268 | 17,217 | 77,709 | 51,464 | |
Selling, general and administrative | 70,424 | 33,396 | 175,803 | 97,532 | |
Acquisition costs | 233 | 10,932 | 30 | ||
Restructuring | 562 | 24 | 1,569 | ||
Amortization of intangible assets | 12,452 | 1,691 | 22,990 | 5,071 | |
Income from operations | 53,008 | 41,363 | 94,753 | 134,407 | |
Interest and other (expense) income, net | (10,760) | 721 | (16,332) | 2,015 | |
Income before income taxes | 42,248 | 42,084 | 78,421 | 136,422 | |
Provision for income taxes | 9,699 | 12,315 | 19,099 | 39,647 | |
Net income | 32,549 | 29,769 | 59,322 | 96,775 | |
Other comprehensive income: | |||||
Changes in value of financial instruments designated as cash flow hedges, net of tax (expense) benefit | [1] | (229) | 939 | (2,104) | 2 |
Foreign currency translation adjustments, net of tax of $0 | 5,698 | (3,623) | (536) | (6,217) | |
Unrealized (loss) gain on investments and minimum pension liability adjustment, net of tax (benefit) expense | [2] | (31) | 100 | 424 | 16 |
Total comprehensive income | $ 37,987 | $ 27,185 | $ 57,106 | $ 90,576 | |
Net income per share: | |||||
Basic | $ 0.61 | $ 0.56 | $ 1.11 | $ 1.82 | |
Diluted | 0.60 | 0.56 | 1.10 | 1.81 | |
Cash dividends per common share | $ 0.170 | $ 0.170 | $ 0.510 | $ 0.505 | |
Weighted average common shares outstanding: | |||||
Basic | 53,574 | 53,314 | 53,423 | 53,304 | |
Diluted | 54,315 | 53,568 | 53,895 | 53,562 | |
[1] | Tax (benefit) expense was $(117) and $548 for the three months ended September 30, 2016 and 2015, respectively. Tax (benefit) expense was $(1,357) and $20 for the nine months ended September 30, 2016 and 2015, respectively | ||||
[2] | Tax (benefit) expense was $(15) and $59 for the three months ended September 30, 2016 and 2015, respectively. Tax expense was $274 and $221 for the nine months ended September 30, 2016 and 2015, respectively. |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Tax (benefit) expense on changes in value of financial instruments designated as cash flow hedges | $ (117) | $ 548 | $ (1,357) | $ 20 |
Tax on foreign currency translation adjustments | 0 | 0 | 0 | 0 |
Tax (benefit) expense on unrealized (loss) gain on investment and minimum pension liability adjustment | $ (15) | $ 59 | $ 274 | $ 221 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows provided by operating activities: | ||
Net income | $ 59,322 | $ 96,775 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 43,757 | 16,606 |
Amortization of inventory step-up adjustment to fair value | 15,090 | |
Amortization of debt issuance cost and original issue discount | 6,453 | |
Stock-based compensation | 19,826 | 10,025 |
Provision for excess and obsolete inventory | 11,045 | 9,235 |
Provision for bad debt | 167 | (358) |
Deferred income taxes | (9,567) | (2,153) |
Excess tax benefits from stock-based compensation | (678) | (884) |
Other | 125 | 248 |
Changes in operating assets and liabilities: | ||
Trade accounts receivable | (44,508) | (11,424) |
Inventories | (5,077) | (25,219) |
Income taxes | 20,418 | 10,461 |
Other current assets | (8,846) | (7,935) |
Accrued compensation | 4,460 | 3,619 |
Other current and non-current liabilities | 4,568 | 4,557 |
Accounts payable | 14,110 | (7,542) |
Other assets | (3,288) | (441) |
Net cash provided by operating activities | 127,377 | 95,570 |
Cash flows used in investing activities: | ||
Acquisition of businesses, net of cash acquired | (939,591) | (9,910) |
Purchases of investments | (116,075) | (318,340) |
Maturities of investments | 148,606 | 131,004 |
Sales of investments | 337,592 | 35,720 |
Proceeds from sale of property, plant and equipment | 40 | 8 |
Purchases of property, plant and equipment | (11,959) | (8,831) |
Net cash used in investing activities | (581,387) | (170,349) |
Cash flows provided by (used in) financing activities: | ||
Restricted cash | (6,176) | |
Proceeds from short-term borrowings | 15,434 | 2,020 |
Payments of short-term borrowings | (8,289) | (2,020) |
Net proceeds from long-term borrowings | 743,746 | |
Payments of long-term borrowings | (111,825) | |
Repurchase of common stock | (1,545) | (8,866) |
Net payments related to employee stock awards | (3,108) | (800) |
Dividend payments to common stockholders | (27,249) | (26,928) |
Excess tax benefits from stock-based compensation | 678 | 884 |
Net cash provided by (used in) financing activities | 601,666 | (35,710) |
Effect of exchange rate changes on cash and cash equivalents | (8,356) | 199 |
Increase (decrease) in cash and cash equivalents | 139,300 | (110,290) |
Cash and cash equivalents at beginning of period | 227,574 | 305,437 |
Cash and cash equivalents at end of period | $ 366,874 | $ 195,147 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 1) Basis of Presentation The terms “MKS” and the “Company” refer to MKS Instruments, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The interim financial data as of September 30, 2016 and for the three and nine months ended September 30, 2016 and 2015 are unaudited; however, in the opinion of MKS, the interim data includes all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of the results for the interim periods. The condensed consolidated balance sheet presented as of December 31, 2015 has been derived from the consolidated audited financial statements as of that date. The unaudited condensed consolidated financial statements presented herein have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by United States generally accepted accounting principles (“U.S. GAAP”). The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the MKS Annual Report on Form 10-K for the year ended December 31, 2015 filed with the Securities and Exchange Commission on February 26, 2016. On April 29, 2016, the Company completed its acquisition of Newport Corporation which is more fully described in Note 3 below. This transaction was recorded using the purchase method of accounting; accordingly, the financial results of the acquisition are included in the accompanying unaudited condensed consolidated financial statements for the periods subsequent to the acquisition. The preparation of these unaudited condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates and judgments, including those related to revenue recognition, stock-based compensation, inventory, intangible assets, goodwill and other long-lived assets, warranty liabilities, pension liabilities, acquisition expenses, income taxes and investments. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | 2) Recently Issued Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-15, “Statement of Cash Flows (Topic 230)-Classification of Certain Cash Receipts and Cash Payments.” This standard addresses eight specific cash flow issues with the objective of addressing the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230. The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating the requirements of this ASU and has not yet determined its impact on the Company’s consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation - Stock Compensation (Topic 718)—Improvements to Employee Share-Based Payment Accounting.” This standard simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The provisions of this ASU are effective for annual periods beginning after December 15, 2016, including interim periods within those fiscal years and early adoption is permitted. This ASU will be adopted in the first quarter of 2017 and could have a material impact on the Company’s consolidated financial statements In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” This standard requires the recognition of lease assets and liabilities for all leases, with certain exceptions, on the balance sheet. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This ASU is effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the requirements of this ASU and has not yet determined its impact on the Company’s consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, “Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” This ASU provides guidance for the recognition, measurement, presentation, and disclosure of financial instruments. The new pronouncement revises accounting related to equity investments and the presentation of certain fair value changes for financial assets and liabilities measured at fair value. Among other things, it amends the presentation and disclosure requirements of equity securities that do not result in consolidation and are not accounted for under the equity method. Changes in the fair value of these equity securities will be recognized directly in net income. This pronouncement is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. The Company does not expect adoption of this ASU to have a material impact on the Company’s consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, “Inventory (Topic 330)—Simplifying the Measurement of Inventory.” The amendments in this ASU apply to all inventory that is measured using first-in, first-out or average cost. This standard requires that an entity measure inventory within the scope of this update at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The amendments in this ASU are effective for annual periods beginning after December 15, 2016, including interim periods within those fiscal years. The Company does not expect adoption of this ASU to have a material impact on the Company’s consolidated financial statements. In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” Under this guidance, management will be required to assess an entity’s ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. The provisions of this ASU are effective for annual periods beginning after December 15, 2016, including interim periods within those fiscal years. The Company does not expect the adoption of this ASU to have an impact on the Company’s consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” which supersedes all existing revenue recognition requirements, including most industry-specific guidance. This standard requires a company to recognize revenue when it transfers goods and services to customers in an amount that reflects the consideration that the company expects to be entitled to in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and assets recognized from costs incurred to obtain or fulfill a contract. This pronouncement is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company has not yet selected a transition method. The Company is currently evaluating the requirements of this ASU and has not yet determined its impact on the Company’s consolidated financial statements. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | 3) Acquisitions Newport Corporation On April 29, 2016, the Company completed its acquisition of Newport Corporation (“Newport”) pursuant to an Agreement and Plan of Merger, dated as of February 22, 2016 (the “Merger Agreement”), by and among the Company, PSI Equipment, Inc., a wholly owned subsidiary of the Company (“Merger Sub”), and Newport (the “Newport Merger”). At the effective time of the Newport Merger and pursuant to the terms and conditions of the Merger Agreement, each share of Newport’s common stock that was issued and outstanding immediately prior to the effective time of the Newport Merger was converted into the right to receive $23.00 in cash, without interest and subject to deduction for any required withholding tax. Newport’s innovative solutions leverage its expertise in advanced technologies, including lasers, photonics and precision motion equipment, and optical components and sub-systems, to enhance the capabilities and productivity of its customers’ manufacturing, engineering and research applications. Newport is a global supplier of advanced-technology products and systems to customers in the scientific research and defense/security, microelectronics, life and health sciences and industrial manufacturing markets. The purchase price of Newport consisted of the following: Cash paid for outstanding shares (1) $ 905,254 Settlement of share-based compensation awards (2) 8,824 Cash paid for Newport debt (3) 93,200 Total purchase price $ 1,007,278 Less: Cash and cash equivalents acquired (61,463 ) Total purchase price, net of cash and cash equivalents acquired $ 945,815 (1) Represents cash paid of $23.00 per share for approximately 39,359,000 shares of Newport common stock, without interest and subject to a deduction for any required withholding tax. (2) Represents the vested but not issued portion of Newport share-based compensation awards as of the acquisition date of April 29, 2016. (3) Represents the cash paid for the outstanding balance of Newport’s senior secured revolving credit agreement. The Company funded the payment of the aggregate consideration with a combination of the Company’s available cash on hand and the proceeds from the Company’s senior secured term loan facility, as described in Note 11. Under the acquisition method of accounting, the total estimated acquisition consideration is allocated to the acquired tangible and intangible assets and assumed liabilities of Newport based on their fair values as of the acquisition date. Any excess of the acquisition consideration over the fair value of assets acquired and liabilities assumed is allocated to goodwill. The Company expects that all such goodwill and intangible assets will not be deductible for tax purposes. The following table summarizes the allocation of the preliminary purchase price to the fair values assigned to assets acquired and liabilities assumed at the date of the Newport Merger: Current assets (including cash) $ 185,155 Inventory 142,714 Intangible assets 399,806 Goodwill 396,216 Property, plant and equipment 119,932 Long-term assets 22,725 Total assets acquired 1,266,548 Current liabilities 98,458 Other long-term liabilities 160,812 Total liabilities assumed 259,270 Fair value of assets acquired and liabilities assumed 1,007,278 Less: Cash and cash equivalents acquired (61,463 ) Total purchase price, net of cash and cash equivalents acquired $ 945,815 For the three and nine months ended September 30, 2016, the Company recorded $4,971 and $15,090 incremental cost of sales charges associated with the fair value write-up of inventory acquired in the merger with Newport. The fair value write-up of acquired property, plant and equipment of $36,242 will be amortized over the useful life of the asset. Property, plant and equipment is valued at its value-in-use, unless there was a known plan to dispose of the asset. The acquired intangible assets are being amortized on a straight-line basis, which approximates the economic use of the asset. The following table reflects the allocation of the acquired intangible assets and liabilities and related estimate of useful lives: Order backlog $ 12,100 1 year Customer relationships 243,093 6-18 years Trademarks and trade names 55,900 Indefinite Developed technology 75,386 4-8 years In-process research and development 6,899 Undefined (1) Leasehold interest, net (2) 2,126 4-5 years Total $ 395,504 (1) The useful lives of in-process research and development will be defined in the future upon further evaluation of the status of these programs. (2) Leasehold interest is comprised of a favorable leasehold asset of $6,428 and an unfavorable leasehold liability of $4,302. The fair value of the acquired intangibles was determined using the income approach. In performing these valuations, the key underlying probability-adjusted assumptions of the discounted cash flows were projected revenues, gross margin expectations and operating cost estimates. The valuations were based on the information that was available as of the acquisition date and the expectations and assumptions that have been deemed reasonable by the Company’s management. There are inherent uncertainties and management judgment required in these determinations. This acquisition resulted in a purchase price that exceeded the estimated fair value of tangible and intangible assets, the excess amount of which was allocated to goodwill. While the Company uses its best estimates and assumptions as part of the purchase price allocation process to value the assets acquired and liabilities assumed on the acquisition date, its estimates and assumptions are subject to refinement. Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact the Company’s results of operations. The finalization of the purchase accounting assessment will result in a change in the valuation of assets acquired and liabilities assumed and may have a material impact on the Company’s results of operations and financial position. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company will record adjustments to the assets acquired and liabilities assumed with a corresponding offset to goodwill to reflect additional information received about facts and circumstances which existed at the date of acquisition. The Company records adjustments to the assets acquired and liabilities assumed subsequent to the purchase price allocation period in the Company’s operating results in the period in which the adjustments were determined. The size and breadth of the Newport Merger necessitates the use of this measurement period to adequately analyze and assess a number of the factors used in establishing the fair value of certain tangible and intangible assets acquired and liabilities assumed as of the acquisition date and the related tax impacts of any changes made. Any potential adjustments made could be material in relation to the preliminary values presented above. The Company believes the amount of goodwill relative to identifiable intangible assets relates to several factors including: (1) potential buyer-specific synergies related to market opportunities for a combined product offering; and (2) potential to leverage the Company’s sales force to attract new customers and revenue and cross sell to existing customers. The results of this acquisition were included in the Company’s consolidated operations beginning on April 29, 2016. Newport constitutes the Company’s Light & Motion Division reportable segment (see Note 19). Certain executives from Newport have severance provisions in their respective Newport employment agreements. The agreements include terms that are accounted for as dual-trigger arrangements. Through the Company’s acquisition accounting, the expense relating to these benefits was recognized in the combined entity’s financial statements, however, the benefit itself will not be distributed until the final provision is met by each eligible executive. The Company recorded costs of $6,631 and $3,334 as compensation expense and stock-based compensation expense, respectively, for the nine months ended September 30, 2016 in connection with these severance provisions. The shares underlying the restricted stock units and stock appreciation rights that are eligible for accelerated vesting if the executive exercises his rights are not issued as of each reporting period-end and are excluded from the computation of basic earnings per share and included in the computation of diluted earnings per share for such reporting period. Pro Forma Results The following unaudited pro forma financial information presents the combined results of operations of the Company as if the Newport Merger had occurred on January 1, 2015. The unaudited pro forma financial information is not necessarily indicative of what the Company’s condensed consolidated results of operations actually would have been had the acquisition occurred at the beginning of each year. In addition, the unaudited pro forma financial information does not attempt to project the future results of operations of the combined company. Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Total net revenues $ 380,660 $ 355,955 $ 1,070,471 $ 1,090,641 Net income $ 35,915 $ 23,725 $ 65,313 $ 48,239 Net income per share: Basic $ 0.67 $ 0.45 $ 1.22 $ 0.90 Diluted $ 0.66 $ 0.44 $ 1.21 $ 0.90 The unaudited pro forma financial information above gives effect primarily to the following: (1) Incremental amortization and depreciation expense related to the estimated fair value of identifiable intangible assets and property, plant and equipment from the purchase price allocation. (2) Revenue adjustments as a result of the reduction in deferred revenue related to its estimated fair value. (3) Incremental interest expense related to the Company’s term loan credit agreement. (4) The exclusion of acquisition costs and inventory step-up amortization from the three and nine month periods ended September 30, 2016 and the addition of these items to the nine month period ended September 30, 2015. (5) The estimated tax impact of the above adjustments. Investment in Reno Sub-Systems, Inc. On April 27, 2016, the Company invested $9,300 for a minority interest in Reno Sub-Systems, Inc., a Delaware corporation, which operates in the field of semiconductor process equipment instrumentation. The Company accounted for this investment using the cost method of accounting. Precisive, LLC On March 17, 2015, the Company acquired Precisive, LLC (“Precisive”) for $12,085, net of cash acquired of $435. The purchase price included a deferred payment amount of $2,600 to cover any potential indemnification claims, which amount was paid to the sellers in the second quarter of 2016. Precisive is an innovative developer of optical analyzers based on Tunable Filter Spectroscopy, which provide real-time gas analysis in the natural gas and hydrocarbon processing industries, including refineries, hydrocarbon processing plants, gas-to-power machines, biogas processes and fuel gas transportation and metering, while delivering customers a lower total cost of ownership. The following table summarizes the estimated fair value of the assets acquired and liabilities assumed at the date of the Precisive acquisition: Current assets $ 693 Non-current assets 18 Intangible assets 5,110 Goodwill 7,042 Total assets acquired 12,863 Total current liabilities assumed (343 ) Fair value of assets acquired and liabilities assumed 12,520 Less: cash acquired (435 ) Total purchase price, net of cash acquired $ 12,085 Substantially all of the purchase price is deductible for tax purposes. The following table reflects the allocation of the acquired intangible assets and related estimates of useful lives. These acquired intangibles will be amortized on a straight-line basis, which approximates the pattern of use. Order backlog $ 50 18 months Customer relationships 1,430 8 years Exclusive patent license 2,600 10 years Trade names 210 10 years Developed technology 820 10 years Total $ 5,110 The fair value of the acquired intangibles was determined using the income approach. The Precisive acquisition resulted in a purchase price that exceeded the estimated fair value of tangible and intangible assets, the excess amount of which was allocated to goodwill. The Company believes the amount of goodwill relative to identifiable intangible assets relates to several factors including: (1) potential buyer-specific synergies related to market opportunities for a combined product offering; (2) potential to leverage the Company’s sales force and intellectual property to attract new customers and revenue; and (3) potential to strengthen and expand into new but complementary markets, including targeting new applications such as natural gas processing, hydrocarbon processing and other oil and gas segments. The results of this acquisition were included in the Company’s consolidated operations beginning on March 17, 2015. Precisive is included in the Company’s Instruments, Control and Vacuum Products group within the Vacuum & Analysis Division segment. |
Investments
Investments | 9 Months Ended |
Sep. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 4) Investments Investments classified as short-term consists of the following: September 30, 2016 December 31, 2015 Available-for-sale investments: Time deposits and certificates of deposit $ 1,395 $ 11,892 Bankers’ acceptance drafts 2,487 728 Asset-backed securities 18,326 124,997 Commercial paper 2,793 — Corporate obligations 16,701 165,109 Municipal bonds 593 8,355 U.S. treasury obligations 1,152 — U.S. agency obligations 9,657 119,582 $ 53,104 $ 430,663 Investments classified as long-term consists of the following: September 30, 2016 December 31, 2015 Available-for-sale investments: Group insurance contracts $ 5,956 $ — Cost method investments: Minority interest in Reno Sub-Systems, Inc. 9,300 — $ 15,256 $ — The following tables show the gross unrealized gains and (losses) aggregated by investment category for short-term and long-term available-for-sale investments: As of September 30, 2016: Cost Gross Gross Estimated Short-term investments: Available-for-sale investments: Time deposits and certificates of deposit $ 1,395 $ — $ — $ 1,395 Bankers’ acceptance drafts 2,487 — — 2,487 Asset-backed securities 18,317 13 (4 ) 18,326 Commercial paper 2,794 — (1 ) 2,793 Corporate obligations 16,699 15 (13 ) 16,701 Municipal bonds 592 1 — 593 U.S. treasury obligations 1,151 1 — 1,152 U.S. agency obligations 9,653 4 — 9,657 $ 53,088 $ 34 $ (18 ) $ 53,104 As of September 30, 2016: Cost Gross Gross Estimated Long-term investments: Available-for-sale investments: Group insurance contracts $ 5,988 $ — $ (32 ) $ 5,956 As of December 31, 2015: Cost Gross Gross Estimated Short-term investments: Available-for-sale investments: Time deposits and certificates of deposit $ 11,893 $ — $ (1 ) $ 11,892 Bankers’ acceptance drafts 728 — — 728 Asset-backed securities 125,271 — (274 ) 124,997 Corporate obligations 165,445 5 (341 ) 165,109 Municipal bonds 8,346 13 (4 ) 8,355 U.S. agency obligations 119,699 3 (120 ) 119,582 $ 431,382 $ 21 $ (740 ) $ 430,663 The tables above, which show the gross unrealized gains and (losses) aggregated by investment category for available-for-sale investments as of September 30, 2016 and December 31, 2015, reflect the inclusion within short-term investments of investments with contractual maturities greater than one year from the date of purchase. Management has the ability, if necessary, to liquidate any of its investments in order to meet the Company’s liquidity needs in the next 12 months. Accordingly, those investments with contractual maturities greater than one year from the date of purchase are classified as short-term investments on the accompanying balance sheet. Interest income is accrued as earned. Dividend income is recognized as income on the date the stock trades “ex-dividend.” The cost of marketable securities sold is determined by the specific identification method. Realized gains or losses are reflected in income and were not material for the three and nine months ended September 30, 2016 and 2015. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5) Fair Value Measurements In accordance with the provisions of fair value accounting, a fair value measurement assumes that the transaction to sell an asset or transfer a liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability and defines fair value based upon an exit price model. The fair value measurement guidance establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The guidance describes three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets or liabilities assessed as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not 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. Level 2 assets and liabilities include debt securities with quoted prices that are traded less frequently than exchange-traded instruments or securities or derivative contracts that are valued using a pricing model with inputs that are observable in the market or can be derived principally from or corroborated by observable market data. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the Company categorizes such assets and liabilities based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Assets and liabilities of the Company are measured at fair value on a recurring basis as of September 30, 2016 and are summarized as follows: Fair Value Measurements at Reporting Date Using Description September 30, Quoted Prices in Significant Significant Assets: Cash equivalents: Money market funds $ 10,105 $ 10,105 $ — $ — Time deposits and certificates of deposit 1,000 — 1,000 Bankers’ acceptance drafts 936 — 936 — Commercial paper 2,845 — 2,845 — U.S. agency obligations 650 — 650 — Restricted cash – money market funds 5,931 5,931 — — Available-for-sale investments: Time deposits and certificates of deposit 1,395 — 1,395 — Bankers’ acceptance drafts 2,487 — 2,487 — Asset-backed securities 18,326 — 18,326 — Commercial paper 2,793 — 2,793 — Corporate obligations 16,701 — 16,701 — Municipal bonds 593 — 593 — U.S. treasury obligations 1,152 — 1,152 — U.S. agency obligations 9,657 — 9,657 — Group insurance contracts 5,956 — 5,956 — Derivatives – currency forward contracts 250 — 250 — Derivatives – option contracts 72 — 72 — Funds in investments and other assets: Israeli pension assets 13,779 — 13,779 — Restricted cash – non-current 245 245 — Total assets $ 94,873 $ 16,281 $ 78,592 $ — Liabilities: Derivatives – currency forward contracts $ 3,030 $ — $ 3,030 $ — Derivatives – option contracts 17 — 17 — Total liabilities $ 3,047 $ — $ 3,047 $ — Reported as follows: Assets: Cash and cash equivalents (1) $ 15,536 $ 10,105 $ 5,431 $ — Restricted cash 5,931 5,931 — — Short-term investments 53,104 — 53,104 — Other current assets 322 — 322 — Total current assets $ 74,893 $ 16,036 $ 58,857 $ — Long-term investments (2) $ 5,956 $ — $ 5,956 $ — Other long-term assets 13,779 — 13,779 — Restricted cash – non-current 245 245 — — Total long-term assets 19,980 245 19,735 — Liabilities: Other current liabilities $ 3,047 $ — $ 3,047 $ — (1) The cash and cash equivalents amounts presented in the table above do not include cash of $349,885 and non-negotiable time deposits of $1,453 as of September 30, 2016. (2) The long-term investments presented in the table above do not include our investment in Reno Sub-Systems, Inc., which is accounted for under the cost method. Assets and liabilities of the Company are measured at fair value on a recurring basis as of December 31, 2015 and are summarized as follows: Fair Value Measurements at Reporting Date Using Description December 31, 2015 Quoted Prices in Significant Significant Assets: Cash equivalents: Money market funds $ 106,099 $ 106,099 $ — $ — Bankers’ acceptance drafts 11 — 11 — Corporate obligations 330 — 330 — Available-for-sale investments: Time deposits and certificates of deposit 11,892 — 11,892 — Bankers’ acceptance drafts 728 — 728 — Asset-backed securities 124,997 — 124,997 — Corporate obligations 165,109 — 165,109 — Municipal bonds 8,355 — 8,355 — U.S. agency obligations 119,582 — 119,582 — Derivatives – currency forward contracts 1,486 — 1,486 — Total assets $ 538,589 $ 106,099 $ 432,490 $ — Liabilities: Derivatives – currency forward contracts $ 263 $ — $ 263 $ — Reported as follows: Assets: Cash and cash equivalents (1) $ 106,440 $ 106,099 $ 341 $ — Short-term investments 430,663 — 430,663 — Other current assets 1,486 — 1,486 — Total current assets $ 538,589 $ 106,099 $ 432,490 $ — Liabilities: Other current liabilities $ 263 $ — $ 263 $ — (1) The cash and cash equivalents amounts presented in the table above do not include cash of $110,118 and non-negotiable time deposits of $11,016 as of December 31, 2015. Money Market Funds Money market funds are recorded as cash and cash equivalents and are classified within Level 1 of the fair value hierarchy. Restricted Cash The Company has letters of credit, which require it to maintain specified cash deposit balances, consisting mainly of money market funds, as collateral. Such amounts have been classified as restricted cash and are classified as Level 1. Available-For-Sale Investments As of September 30, 2016, available-for-sale investments consisted of time deposits and drafts denominated in the Euro currency, certificates of deposit, bankers’ acceptance drafts, asset-backed securities (which include auto loans, credit card receivables and equipment trust receivables), corporate obligations, municipal bonds, U.S. treasury obligations, U.S. agency obligations and group insurance contracts. The Company measures its debt and equity investments at fair value. The Company’s available-for-sale investments are classified within Level 1 and Level 2 of the fair value hierarchy. Israeli Pension Assets Israeli pension assets represent investments in mutual funds, government securities and other time deposits. These investments are set aside for the retirement benefit of the employees at the Company’s Israeli subsidiaries. These funds are classified within Level 2 of the fair value hierarchy. Derivatives As a result of the Company’s global operating activities, the Company is exposed to market risks from changes in foreign currency exchange rates, which may adversely affect its operating results and financial position. When deemed appropriate, the Company minimizes its risks from foreign currency exchange rate fluctuations through the use of derivative financial instruments. The principal market in which the Company executes its foreign currency contracts is the institutional market in an over-the-counter environment with a relatively high level of price transparency. The market participants are usually large commercial banks. The forward foreign currency exchange and option contracts are valued using broker quotations, or market transactions and are classified within Level 2 of the fair value hierarchy. |
Derivatives
Derivatives | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | 6) Derivatives The Company entered into derivative instruments for risk management purposes only, including derivatives designated as hedging instruments and those utilized as economic hedges. The Company operates internationally and, in the normal course of business, is exposed to fluctuations in interest rates and foreign exchange rates. These fluctuations can increase the costs of financing, investing and operating the business. The Company has used derivative instruments, such as forward contracts and foreign currency option contracts, to manage certain foreign currency exposure. By nature, all financial instruments involve market and credit risks. The Company enters into derivative instruments with major investment grade financial institutions, for which no collateral is required. The Company has policies to monitor the credit risk of these counterparties. While there can be no assurance, the Company does not anticipate any material non-performance by any of these counterparties. Interest Rate Swap Agreement On September 30, 2016, the Company entered into an interest rate swap agreement to fix the rate on approximately 50% of its remaining outstanding term loan balance, as described further in Note 11. This cash flow hedge fixes the interest rate paid on the hedged debt at 1.198% per annum plus the credit spread of 3.50% through September 30, 2020. The interest rate swap will be recorded at fair value on the balance sheet and changes in the fair value will be recognized in other comprehensive income (loss) (“OCI”). To the extent that this arrangement is no longer an effective hedge, any ineffectiveness measured in the hedging relationship is recorded currently in earnings in the period it occurs. The notional amount of this transaction was $335,000 at September 30, 2016. Foreign Exchange Contracts The Company hedges a portion of its forecasted foreign currency-denominated intercompany sales of inventory, over a maximum period of eighteen months, using forward foreign exchange contracts accounted for as cash-flow hedges related to Japanese, South Korean, British, Euro and Taiwanese currencies. To the extent these derivatives are effective in off-setting the variability of the hedged cash flows, and otherwise meet the hedge accounting criteria, changes in the derivatives’ fair value are not included in current earnings but are included in OCI in stockholders’ equity. These changes in fair value will subsequently be reclassified into earnings, as applicable, when the forecasted transaction occurs. To the extent that a previously designated hedging transaction is no longer an effective hedge, any ineffectiveness measured in the hedging relationship will be recorded currently in earnings in the period in which it occurs. The cash flows resulting from forward exchange contracts are classified in the consolidated statements of cash flows as part of cash flows from operating activities. The Company does not enter into derivative instruments for trading or speculative purposes. The Company also enters into forward exchange contracts to hedge certain balance sheet amounts and foreign currency option contracts related to the Israeli Shekel. To the extent the hedge accounting criteria is not met, the related foreign currency forward contracts and foreign currency option contracts are considered as economic hedges and changes in the fair value of these contracts are recorded immediately in earnings in the period in which they occur. These include hedges that are used to reduce exchange rate risks arising from the change in fair value of certain foreign currency-denominated assets and liabilities (i.e., payables, receivables) and other economic hedges where the hedge accounting criteria were not met. As of September 30, 2016 and December 31, 2015, the Company had outstanding forward foreign exchange contracts with gross notional values of $41,471 and $89,989, respectively. The following tables provide a summary of the primary net hedging positions and corresponding fair values held as of September 30, 2016 and December 31, 2015: September 30, 2016 Currency Hedged (Buy/Sell) Gross Notional Fair Value (1) U.S. Dollar/Japanese Yen $ 13,213 $ (1,876 ) U.S. Dollar/South Korean Won 18,150 (930 ) U.S. Dollar/Euro 3,969 (14 ) U.S. Dollar/U.K. Pound Sterling 1,461 207 U.S. Dollar/Taiwan Dollar 4,678 (167 ) Total $ 41,471 $ (2,780 ) (1) Represents the fair value of the net (liability) asset amount included in the condensed consolidated balance sheet. December 31, 2015 Currency Hedged (Buy/Sell) Gross Notional Fair Value (1) U.S. Dollar/Japanese Yen $ 26,848 $ (136 ) U.S. Dollar/South Korean Won 34,777 915 U.S. Dollar/Euro 10,987 19 U.S. Dollar/U.K. Pound Sterling 4,587 61 U.S. Dollar/Taiwan Dollar 12,790 364 Total $ 89,989 $ 1,223 (1) Represents the fair value of the net asset (liability) amount included in the condensed consolidated balance sheet. The following table provides a summary of the fair value amounts of the Company’s derivative instruments: September 30, 2016 December 31, 2015 Derivative assets: Forward exchange contracts $ 250 $ 1,486 Foreign currency option contracts 72 — Derivative liabilities: Forward exchange contracts (3,030 ) (263 ) Foreign currency option contracts (17 ) — Total net derivative (liabilities) assets (1) $ (2,725 ) $ 1,223 (1) The derivative asset of $322 and derivative liability of $3,047 are classified in other current assets and other current liabilities, respectively, in the condensed consolidated balance sheet as of September 30, 2016. The derivative asset of $1,486 and derivative liability of $263 are classified in other current assets and other current liabilities, respectively, in the condensed consolidated balance sheet as of December 31, 2015. These foreign exchange contracts are subject to a master netting agreement with one financial institution. However, the Company has elected to record these contracts on a gross basis in the balance sheet. The net amount of existing gains as of September 30, 2016 that the Company expects to reclassify from OCI into earnings within the next twelve months is immaterial. The following table provides a summary of the gains (losses) on derivatives designated as hedging instruments: Three Months Ended Nine Months Ended Derivatives Designated as Cash Flow Hedging Instruments 2016 2015 2016 2015 Forward exchange contracts: Net gain (loss) recognized in OCI (1) $ 326 $ 1,148 $ (3,107 ) $ (2,372 ) Net (loss) gain reclassified from accumulated OCI into income (2) $ (764 ) $ 857 $ (487 ) $ 2,766 (1) Net change in the fair value of the effective portion classified in OCI. (2) Effective portion classified in cost of products for the three and nine months ended September 30, 2016 and 2015. The tax effect of the gains or losses reclassified from accumulated OCI into income is immaterial. As of September 30, 2016, the Company had outstanding foreign currency option contracts related to the Israeli Shekel with gross notional values of $(476) and a net fair value asset of $55. These instruments do not qualify for hedge accounting. The following table provides a summary of the (losses) and gains on derivatives not designated as hedging instruments: Three Months Ended Nine Months Ended Derivatives Not Designated as Hedging Instruments 2016 2015 2016 2015 Forward exchange contracts: Net (loss) gain recognized in income (1) $ (339 ) $ 116 $ (1,283 ) $ 1,331 Foreign currency option contracts: Net (loss) gain recognized in income (1) $ (63 ) $ — $ 52 $ — (1) The Company enters into foreign exchange contracts to hedge against changes in the balance sheet for certain subsidiaries and also enters into foreign currency option contracts to mitigate the risk associated with certain foreign currency transactions in the ordinary course of business. These derivatives are not designated as hedging instruments and gains or losses from these derivatives are recorded immediately in selling, general and administrative expenses. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | 7) Inventories Inventories consist of the following: September 30, 2016 December 31, 2015 Raw materials $ 100,691 $ 78,352 Work-in-process 94,679 23,297 Finished goods 83,595 50,982 $ 278,965 $ 152,631 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 8) Goodwill and Intangible Assets Goodwill The Company’s methodology for allocating the purchase price relating to purchase acquisitions is determined through established and generally accepted valuation techniques. Goodwill is measured as the excess of the cost of the acquisition over the sum of the amounts assigned to tangible and identifiable intangible assets acquired less liabilities assumed. The Company assigns assets acquired (including goodwill) and liabilities assumed to one or more reporting units as of the date of acquisition. Typically acquisitions relate to a single reporting unit and thus do not require the allocation of goodwill to multiple reporting units. If the products obtained in an acquisition are assigned to multiple reporting units, the goodwill is distributed to the respective reporting units as part of the purchase price allocation process. Goodwill and purchased intangible assets with indefinite useful lives are not amortized, but are reviewed for impairment annually during the fourth quarter of each fiscal year and whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. The process of evaluating the potential impairment of goodwill and intangible assets requires significant judgment. The Company regularly monitors current business conditions and other factors including, but not limited to, adverse industry or economic trends, restructuring actions and lower projections of profitability that may impact future operating results. The changes in the carrying amount of goodwill and accumulated impairment (loss) during the nine months ended September 30, 2016 and year ended December 31, 2015 were as follows: Nine Months Ended September 30, Twelve Months Ended December 31, 2016 2015 Gross Accumulated Net Gross Accumulated Net Beginning balance at January 1 $ 339,117 $ (139,414 ) $ 199,703 $ 331,795 $ (139,414 ) $ 192,381 Acquired goodwill (1) 396,216 — 396,216 8,017 — 8,017 Foreign currency translation (1,284 ) — (1,284 ) (695 ) — (695 ) Ending balance at September 30, 2016 and December 31, 2015 $ 734,049 $ (139,414 ) $ 594,635 $ 339,117 $ (139,414 ) $ 199,703 (1) During 2016, the Company recorded $396,216 of goodwill related to the Newport Merger. During 2015, the Company recorded $7,042 of goodwill related to the acquisition of Precisive. During 2015, the Company recorded a purchase accounting adjustment of $975 primarily related to an inventory valuation adjustment related to an acquisition that occurred in 2014. Intangible Assets Components of the Company’s intangible assets are comprised of the following: As of September 30, 2016: Gross Accumulated Foreign Currency Net Completed technology (1) $ 176,586 $ (89,912 ) $ (290 ) $ 86,384 Customer relationships (1) 280,344 (25,742 ) (954 ) 253,648 Patents, trademarks, trade names and other (1) 104,824 (31,899 ) (26 ) 72,899 In-process research and development (1) 6,899 — (19 ) 6,880 $ 568,653 $ (147,553 ) $ (1,289 ) $ 419,811 As of December 31, 2015: Gross Accumulated Foreign Currency Net Completed technology (2) $ 101,200 $ (82,330 ) $ (272 ) $ 18,598 Customer relationships (2) 37,251 (16,345 ) 10 20,916 Patents, trademarks, trade names and other (2) 30,396 (25,888 ) 5 4,513 $ 168,847 $ (124,563 ) $ (257 ) $ 44,027 (1) During 2016, the Company recorded $399,806 of separately identified intangible assets related to the Newport Merger, of which $75,386 was completed technology, $243,093 was customer relationships, $74,428 was patents, trademarks, trade names and other, and $6,899 was in-process research and development. The Company also recorded $4,302 of unfavorable lease commitments, which is recorded in other liabilities in the balance sheet. (2) During 2015, the Company recorded $5,110 of separately identified intangible assets related to the acquisition of Precisive, of which $820 was completed technology, $1,430 was customer relationships and $2,860 was patents, trademarks, trade names and other. Aggregate amortization expense related to acquired intangibles for the three and nine months ended September 30, 2016 was $12,452 and $22,990, respectively. Aggregate amortization expense related to acquired intangibles for the three and nine months ended September 30, 2015 was $1,691 and $5,071, respectively. Estimated amortization expense for each of the remaining fiscal years is as follows: Year Amount 2016 (remaining) $ 12,605 2017 42,335 2018 38,287 2019 38,244 2020 34,270 2021 27,276 Thereafter 170,894 |
Other Assets
Other Assets | 9 Months Ended |
Sep. 30, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | 9) Other Assets September 30, 2016 December 31, 2015 Other Current Assets: Income tax receivable $ 7,754 $ 8,682 Prepaid income tax 10,825 4,755 Other 35,037 13,323 Total other current assets $ 53,616 $ 26,760 Other Assets: Deferred tax assets, net $ 3,025 $ 19,252 Other 26,901 1,998 Total other assets $ 29,926 $ 21,250 |
Other Liabilities
Other Liabilities | 9 Months Ended |
Sep. 30, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | 10) Other Liabilities September 30, 2016 December 31, 2015 Other Current Liabilities: VAT payable $ 6,004 $ 3,075 Customer prepayments 4,349 1,741 Product warranties 8,083 5,205 Deferred revenue 14,704 7,189 Other 40,214 18,149 Total other current liabilities $ 73,354 $ 35,359 Other Liabilities: Long-term income tax payable $ 14,140 $ 4,483 Other 5,816 949 Total other liabilities $ 19,956 $ 5,432 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 11) Debt Term Loan Credit Agreement In connection with the completion of the Newport Merger, the Company entered into a term loan credit agreement (the “Credit Agreement”) with Barclays Bank PLC, as administrative agent and collateral agent, and the lenders from time to time party thereto (the “Lenders”), that provided senior secured financing of $780,000, subject to increase at the Company’s option in accordance with the Credit Agreement (the “Term Loan Facility”). Borrowings under the Term Loan Facility bear interest per annum at one of the following rates selected by the Company: (a) a base rate determined by reference to the highest of (1) the federal funds effective rate plus 0.50%, (2) the “prime rate” quoted in The Wall Street Journal, (3) a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00%, and (4) a floor of 1.75%, plus, in each case, an applicable margin of 3.00%; or (b) a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, subject to a LIBOR rate floor of 0.75%, plus an applicable margin of 4.00%. The Company has elected the interest rate as described in clause (b). The Term Loan Facility was issued with original issue discount of 1.00% of the principal amount thereof. The term loans are prepayable in whole or in part from time to time, and were initially subject to a prepayment premium if a prepayment was to be made on or prior to October 29, 2016 and only in certain circumstances. The Company will be obligated to pay a prepayment fee equal to 1.00% of the amount of the term loans outstanding immediately prior to any amendment resulting in a repricing transaction. On June 9, 2016, the Company entered into Amendment No. 1 (the “Repricing Amendment”) to the Credit Agreement by and among the Company, the Lenders and Barclays Bank PLC, as administrative agent and collateral agent for the Lenders. The Repricing Amendment decreased the applicable margin for borrowings under the Company’s Term Loan Facility to 2.50% for base rate borrowings and 3.50% for LIBOR borrowings and extended the period during which a prepayment premium may be required for a “Repricing Transaction” (as defined in the Credit Agreement) until six months after the effective date of the Repricing Amendment. In connection with the execution of the Repricing Amendment, the Company paid a prepayment premium of 1.00%, or $7,300, as well as certain fees and expenses of the administrative agent and the Lenders, in accordance with the terms of the Credit Agreement. Immediately prior to the effectiveness of the Repricing Amendment, the Company prepaid $50,000 of principal under the Credit Agreement. On September 29, 2016, the Company made another voluntary prepayment of $60,000 of principal under the Credit Agreement. This prepayment was in addition to a scheduled principal payment of $1,825. As a result, the outstanding principal amount of the term loan was $668,175 as of September 30, 2016. On September 30, 2016, the Company entered into an interest rate swap agreement, which has a maturity date of September 30, 2020, to fix the rate on $335,000 of the outstanding balance of the Credit Agreement. The rate is fixed at 1.198% per annum plus the credit spread of 3.50%. The Company incurred $28,747 of deferred finance fees, original issue discount and a repricing fee related to the term loans, which are included in long-term debt in the accompanying consolidated balance sheets and will be amortized to interest expense over the estimated life of the term loans using the effective interest method. Under the Credit Agreement, the Company is required to prepay outstanding term loans, subject to certain exceptions, with portions of its annual excess cash flow as well as with the net cash proceeds of certain asset sales, certain casualty and condemnation events and the incurrence or issuance of certain debt. The Company is also required to make scheduled quarterly payments each equal to 0.25% of the original principal amount of the term loans made on the closing date with such original principal amount reduced by any such prepayments (including the $110,000 prepaid to date in 2016), with the balance due on the seventh anniversary of the closing date. All obligations under the Term Loan Facility are guaranteed by certain of the Company’s domestic subsidiaries, and are secured by substantially all of the Company’s assets and the assets of such subsidiaries, subject to certain exceptions and exclusions. The Credit Agreement contains customary representations and warranties, affirmative and negative covenants and provisions relating to events of default. If an event of default occurs, the Lenders under the Term Loan Facility will be entitled to take various actions, including the acceleration of amounts due under the Term Loan Facility and all actions generally permitted to be taken by a secured creditor. At September 30, 2016, the Company is in compliance with all covenants under the Credit Agreement. Senior Secured Asset-Based Revolving Credit Facility In connection with the completion of the Newport Merger, the Company also entered into an asset-based credit agreement with Deutsche Bank AG New York Branch, as administrative agent and collateral agent, the other borrowers from time to time party thereto, and the lenders and letters of credit issuers from time to time party thereto (the “ABL Facility”), that provides senior secured financing of up to $50,000, subject to a borrowing base limitation. The borrowing base for the ABL Facility at any time equals the sum of: (a) 85% of certain eligible accounts; plus (b) subject to certain notice and field examination and appraisal requirements, the lesser of (i) the lesser of (A) 65% of the lower of cost or market value of certain eligible inventory and (B) 85% of the net orderly liquidation value of certain eligible inventory and (ii) 30% of the borrowing base; minus (c) reserves established by the administrative agent; provided that until the administrative agent’s receipt of a field examination of accounts receivable the borrowing base shall be equal to 70% of the book value of certain eligible accounts. The ABL Facility includes borrowing capacity in the form of letters of credit up to $15,000. The Company has not drawn against the ABL Facility. Borrowings under the ABL Facility bear interest per annum at one of the following rates selected by the Company: (a) a base rate determined by reference to the highest of (1) the federal funds effective rate plus 0.50%, (2) the “prime rate” quoted in the The Wall Street Journal, and (3) a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00%, plus, in each case, an initial applicable margin of 0.75%; and (b) a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, plus an initial applicable margin of 1.75%. Commencing with the completion of the first fiscal quarter ending after the closing of the ABL Facility, the applicable margin for borrowings thereunder is subject to upward or downward adjustment each fiscal quarter, based on the average historical excess availability during the preceding quarter. The Company incurred $1,201 of costs in connection with the ABL Facility, which were capitalized and included in other assets in the accompanying consolidated balance sheets and will be amortized to interest expense using the straight-line method over the contractual term of five years of the ABL Facility. In addition to paying interest on outstanding principal under the ABL Facility, the Company is required to pay a commitment fee in respect of the unutilized commitments thereunder. The initial commitment fee is 0.375% per annum. Commencing with the completion of the first fiscal quarter ending after the closing of the ABL Facility, the commitment fee is subject to downward adjustment based on the amount of average unutilized commitments for the three-month period immediately preceding such adjustment date. The Company must also pay customary letter of credit fees and agency fees. Lines of Credit and Short-Term Borrowing Arrangements One of the Company’s Japanese subsidiaries has lines of credit and short-term borrowing arrangements with two financial institutions which arrangements generally expire and are renewed at three-month intervals. The lines of credit provided for aggregate borrowings as of September 30, 2016 of up to an equivalent of $22,763 U.S. dollars. One of the borrowing arrangements has an interest rate based on the Tokyo Interbank Offer Rate at the time of borrowing and the other has an interest rate based on the Japanese Short-term Prime Lending Rate. There were no borrowings outstanding under these arrangements at September 30, 2016 and December 31, 2015. The Company assumed various revolving lines of credit and a financing facility with the completion of the Newport Merger. These revolving lines of credit and financing facility have no expiration date and provided for aggregate borrowings as of September 30, 2016 of up to an equivalent of $9,897 U.S. dollars. These lines of credit have a base interest rate of 1.25% plus a Japanese Yen overnight LIBOR rate. One of the Company’s Austrian subsidiaries has four outstanding loans from the Austrian government to fund research and development. These loans are unsecured and do not require principal repayment as long as certain conditions are met. Interest on these loans is payable semi-annually. The interest rates associated with these loans range from 0.75% - 2.00%. Short-term debt: September 30, 2016 Japanese lines of credit $ 3,958 Japanese receivables financing facility 252 Other debt 18 Current portion of Term Loan Facility 7,300 $ 11,528 Long-term debt: September 30, 2016 Austrian loans due through March 2020 $ 587 Term Loan Facility, net (1) 638,481 $ 639,068 (1) Net of deferred financing fees, original issuance discount and repricing fees of $22,394. For the three and nine months ended September 30, 2016, the Company recognized interest expense of $8,461 and $11,989, respectively, related to the Term Loan Facility. Contractual maturities of the Company’s debt obligations as of September 30, 2016 are as follows: Year Amount 2016 (remaining) $ 6,054 2017 7,404 2018 7,312 2019 7,726 2020 7,344 2021 7,300 Thereafter 629,850 |
Product Warranties
Product Warranties | 9 Months Ended |
Sep. 30, 2016 | |
Guarantees [Abstract] | |
Product Warranties | 12) Product Warranties The Company records the estimated costs to fulfill customer warranty obligations upon the recognition of the related revenue. While the Company engages in extensive product quality programs and processes, including actively monitoring and evaluating the quality of its component suppliers, the Company’s warranty obligation is affected by shipment volume, product failure rates, utilization levels, material usage, and supplier warranties on parts delivered to the Company. Should actual product failure rates, utilization levels, material usage, or supplier warranties on parts differ from the Company’s estimates, revisions to the estimated warranty liability would be required. The product warranty liability is included in other current liabilities in the condensed consolidated balance sheet. Product warranty activities were as follows: Nine Months Ended September 30, 2016 2015 Beginning of period $ 5,205 $ 6,266 Product warranty liability from Newport Merger 3,040 — Provision for product warranties 5,067 3,527 Direct charges to warranty liability (5,213 ) (3,859 ) Foreign currency translation 43 (97 ) End of period (1) $ 8,142 $ 5,837 (1) Short-term product warranty of $8,083 and long-term product warranty of $59 are included in other current liabilities and other liabilities, respectively, in the accompanying condensed consolidated balance sheet. |
Pension Plans
Pension Plans | 9 Months Ended |
Sep. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension Plans | 13) Pension Plans As a result of the Newport Merger, the Company has assumed all assets and liabilities of Newport’s defined benefit pension plans, which cover substantially all of its full-time employees in France, Germany, Israel and Japan. In addition, there are certain pension liabilities relating to former employees in the United Kingdom. The German plan is unfunded, as permitted under the plan and applicable laws. For financial reporting purposes, the calculation of net periodic pension costs was based upon a number of actuarial assumptions including a discount rate for plan obligations, an assumed rate of return on pension plan assets and an assumed rate of compensation increase for employees covered by the plan. All of these assumptions were based upon management’s judgment, considering all known trends and uncertainties. Actual results that differ from these assumptions would impact future expense recognition and the cash funding requirements of the Company’s pension plans. The Company has included the net periodic benefit costs for the plans from the date of the acquisition on April 29, 2016 through September 30, 2016. The net periodic benefit costs included the following components: Three months ended Nine months ended Service cost $ 596 $ 1,000 Interest cost on projected benefit obligation 121 201 Expected return on plan assets (44 ) (75 ) $ 673 $ 1,126 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14) Income Taxes The Company’s effective tax rate for the three and nine months ended September 30, 2016 was 23.0% and 24.4%, respectively. The effective tax rate for the three and nine months ended September 30, 2016 was lower than the U.S. statutory tax rate primarily due to the geographic mix of income and profits earned by the Company’s international subsidiaries being taxed at rates lower than the U.S. statutory tax rate, the federal research credit and the deduction for domestic production activities. These amounts were partially offset by taxes paid on the Company’s reorganization of certain international subsidiaries and state income taxes. The Company’s effective tax rate for the three and nine months ended September 30, 2015 was 29.3% and 29.1%, respectively. The effective tax rate for the three and nine months ended September 30, 2015 was lower than the U.S. statutory tax rate primarily due to the geographic mix of income and profits earned by the Company’s international subsidiaries being taxed at rates lower than the U.S. statutory tax rate and the deduction for domestic production activities. As of September 30, 2016, the total amount of gross unrecognized tax benefits, which excludes interest and penalties, was approximately $30,567. At December 31, 2015, the total amount of gross unrecognized tax benefits, which excludes interest and penalties, was approximately $4,332. The net increase from December 31, 2015 was primarily attributable to the addition of historical gross unrecognized tax benefits for Newport which were included as a result of the acquisition in April 2016. As of September 30, 2016, if these gross unrecognized tax benefits were recognized in a future period, the timing of which is not estimable, the net unrecognized tax benefit of $19,399, excluding interest and penalties, would impact the Company’s effective tax rate. The Company accrues interest expense, and if applicable, penalties, for any uncertain tax positions. Interest and penalties are classified as a component of income tax expense. As of September 30, 2016 and December 31, 2015, the Company had accrued interest on unrecognized tax benefits of approximately $738 and $157, respectively. Over the next 12 months it is reasonably possible that the Company may recognize approximately $3,370 of previously net unrecognized tax benefits, excluding interest and penalties, related to various U.S. federal, state and foreign tax positions primarily as a result of the expiration of certain statutes of limitations. The Company and its subsidiaries are subject to examination by U.S. federal, state and foreign tax authorities. The United States Internal Revenue Service commenced an examination of the Company’s U.S. federal tax filings for tax years 2011 through 2013 during the quarter ended March 31, 2015. The audit was effectively settled during the three months ended December 31, 2015 upon the Company’s acceptance of the income tax examination changes. As part of the audit, the Company consented to extend the U.S. statute of limitations for tax year 2011 until September 30, 2016. The U.S. statute of limitations remains open for tax years 2013 through present. The statute of limitations for the Company’s tax filings in other jurisdictions varies between fiscal years 2007 through present. The Company also has certain federal credit carry-forwards and state tax loss and credit carry-forwards that are open for examination for tax years 2000 through present. |
Interest and Other (Expense) In
Interest and Other (Expense) Income, Net | 9 Months Ended |
Sep. 30, 2016 | |
Other Income and Expenses [Abstract] | |
Interest and Other (Expense) Income, Net | 15) Interest and Other (Expense) Income, Net Three Months Ended Nine Months Ended 2016 2015 2016 2015 Interest income $ 404 $ 778 $ 1,859 $ 2,147 Other income 1,544 — 1,583 — Interest expense (12,007 ) (57 ) (20,527 ) (132 ) Impact of foreign exchange (expense) income (701 ) — 753 — Interest and other (expense) income, net $ (10,760 ) $ 721 $ (16,332 ) $ 2,015 In 2016, the Company reclassified the impact of foreign exchange income (expense) from selling, general and administrative expenses to interest and other (expense) income, net. The amount included in selling, general and administrative expenses for the three and nine months ended September 30, 2015 was expense of $836 and $288, respectively. |
Net Income Per Share
Net Income Per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | 16) Net Income Per Share The following table sets forth the computation of basic and diluted net income per share: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Numerator: Net income $ 32,549 $ 29,769 $ 59,322 $ 96,775 Denominator: Shares used in net income per common share – basic 53,574,000 53,314,000 53,423,000 53,304,000 Effect of dilutive securities: Stock options, restricted stock, stock appreciation rights and employee stock purchase plan 741,000 254,000 472,000 258,000 Shares used in net income per common share – diluted 54,315,000 53,568,000 53,895,000 53,562,000 Net income per common share: Basic $ 0.61 $ 0.56 $ 1.11 $ 1.82 Diluted $ 0.60 $ 0.56 $ 1.10 $ 1.81 Basic earnings per share (“EPS”) is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding during the period. The computation of diluted EPS is similar to the computation of basic EPS except that the denominator is increased to include the number of additional common shares that would have been outstanding (using the treasury stock method) if securities containing potentially dilutive common shares (stock options, restricted stock units and stock appreciation rights) had been converted to such common shares, and if such assumed conversion is dilutive. |
Stockholder's Equity
Stockholder's Equity | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Stockholder's Equity | 17) Stockholder’s Equity Stock Repurchase Program On July 25, 2011, the Company’s Board of Directors approved a share repurchase program for the repurchase of up to an aggregate of $200,000 of its outstanding common stock from time to time in open market purchases, privately negotiated transactions or through other appropriate means. The timing and quantity of any shares repurchased depends upon a variety of factors, including business conditions, stock market conditions, debt agreement limitations and business development activities, including, but not limited to, merger and acquisition opportunities. These repurchases may be commenced, suspended or discontinued at any time without prior notice. We have repurchased approximately 1,770,000 shares of our common stock for approximately $52,000 pursuant to the program since its adoption. During the nine months ended September 30, 2016, the Company repurchased approximately 45,000 shares of its common stock for $1,545, or an average price of $34.50 per share. During the nine months ended September 30, 2015, the Company repurchased approximately 244,000 shares of its common stock for $8,866, or an average price of $36.32 per share. Cash Dividends Holders of the Company’s common stock are entitled to receive dividends when they are declared by the Company’s Board of Directors. During the nine months ended September 30, 2016, the Company’s Board of Directors declared a cash dividend of $0.17 per share in the first, second and third quarters of 2016, which totaled $27,249. During the nine months ended September 30, 2015, the Company’s Board of Directors declared a cash dividend of $0.165 per share in the first quarter of 2015 and a cash dividend of $0.17 per share in the second and third quarters of 2015, which dividends totaled $26,928. On October 24, 2016, the Company’s Board of Directors declared a quarterly cash dividend of $0.17 per share to be paid on December 9, 2016 to shareholders of record as of November 28, 2016. Future dividend declarations, if any, as well as the record and payment dates for such dividends, are subject to the final determination of the Company’s Board of Directors. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 18) Stock-Based Compensation In connection with the completion of the Newport Merger, the Company assumed: • all restricted stock units (“RSUs”) granted under any Newport equity plan that were outstanding immediately prior to the effective time of the Newport Merger, and as to which shares of Newport common stock were not fully distributed in connection with the closing of the Newport Merger, and • all stock appreciation rights granted under any Newport equity plan, whether vested or unvested, that were outstanding immediately prior to the effective time of the Newport Merger. As of the effective time of the Newport Merger, based on a formula provided in the Merger Agreement, (a) the Newport RSUs were converted automatically into RSUs with respect to 360,674 shares of the Company’s common stock (the “Assumed RSUs”), and (b) the Newport stock appreciation rights were converted automatically into stock appreciation rights with respect to 899,851 shares of the Company’s common stock (the “Assumed SARs”). Included in the total number of Assumed RSUs were 36,599 RSUs for outside directors that were part of the Newport Deferred Compensation Plan (the “DC Plan”), from which 19,137 underlying shares were released in May 2016. As of September 30, 2016, 17,462 RSUs remained outstanding under the DC Plan, and an additional 136 shares were added to the DC Plan due to reinvested dividends. These Assumed RSUs will not become issued shares until their respective release dates. The shares of the Company’s common stock that are subject to the Assumed SARs and the Assumed RSUs are issuable pursuant to the Company’s 2014 Stock Incentive Plan (the “Plan”). The 1,260,525 shares of the Company’s common stock that are issuable pursuant to the Assumed RSUs and the Assumed SARs under the Plan were registered under the Securities Act of 1933, as amended (the “Securities Act”), on a registration statement on Form S-8. These shares are in addition to the 18,000,000 shares of the Company’s common stock reserved for issuance under the Plan and previously registered under the Securities Act on a registration statement on Form S-8. During the nine months ended September 30, 2016, the Company granted 740,985 RSUs with a weighted average grant date fair value of $35.51 and the Company did not grant any stock appreciation rights. The total stock-based compensation expense included in the Company’s consolidated statements of income and comprehensive income was as follows: Three Months Ended Nine Months Ended 2016 2015 2016 2015 Cost of revenues $ 666 $ 432 $ 1,996 $ 1,489 Research and development expense 551 405 1,614 1,255 Selling, general and administrative expense 3,941 2,410 16,216 7,281 Total pre-tax stock-based compensation expense $ 5,158 $ 3,247 $ 19,826 $ 10,025 At September 30, 2016, the total compensation expense related to unvested stock-based awards granted to employees, officers and directors under the Company’s stock–based compensation plan that had not been recognized was $29,283, net of estimated forfeitures. The future compensation expense is recognized on a straight-line basis over the requisite service period, net of estimated forfeitures except for retirement eligible employees in which the Company expenses the fair value of the grant in the period the grant is issued. The Company considers many factors when estimating expected forfeitures, including types of awards and historical experience. Actual results, and future changes in estimates, may differ substantially from the Company’s current estimates. The following table presents the activity for RSUs under the Plan: Nine Months Ended September 30, 2016 Non-vested RSUs Weighted Average Non-vested RSUs – beginning of period 733,162 $ 30.94 Assumed RSUs from Newport Merger 360,674 35.01 Accrued dividend shares 136 43.64 Granted 740,985 35.51 Vested (452,251 ) 31.18 Forfeited (55,474 ) 33.74 Non-vested RSUs – end of period 1,327,232 $ 34.40 For the three months ended September 30, 2016, there were approximately 529,000 and 213,000 weighted-average RSUs and stock appreciation rights, respectively, that would have an anti-dilutive effect on EPS, and would thus need to be excluded from the computation of diluted weighted-average shares. For the nine months ended September 30, 2016, there were approximately 401,000 and 181,000 weighted-average RSUs and stock appreciation rights, respectively, that would have an anti-dilutive effect on EPS, and would thus need to be excluded from the computation of diluted weighted-average shares. As of September 30, 2015, stock options and RSUs related to an aggregate of approximately 752,000 shares were outstanding. For the three and nine months ended September 30, 2015, there were no RSUs or stock options that were excluded from the computation of diluted weighted-average shares outstanding that would have had an anti-dilutive effect on EPS. At September 30, 2016, the Company’s outstanding and exercisable stock appreciation rights, the weighted-average base value, the weighted average remaining contractual life and the aggregate intrinsic value thereof, were as follows: Number Weighted Weighted Aggregate Stock appreciation rights outstanding 712,284 $ 27.86 4.1 $ 15,581 Stock appreciation rights exercisable 482,001 $ 26.52 3.5 $ 11,185 |
Business Segment, Geographic Ar
Business Segment, Geographic Area, Product and Significant Customer Information | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Business Segment, Geographic Area, Product and Significant Customer Information | 19) Business Segment, Geographic Area, Product and Significant Customer Information The Company is a global provider of instruments, subsystems and process control solutions that measure, control, power, monitor and analyze critical parameters of advanced manufacturing processes to improve process performance and productivity. The Company also provides services relating to the maintenance and repair of products it sells, software maintenance, installation services and training. The Company’s Chief Operating Decision Maker (“CODM”) utilizes financial information to make decisions about allocating resources and assessing performance for the entire Company, which is used in the decision making process to assess performance. Based upon the information provided to the CODM, the Company has determined it has two reportable segments. Effective April 29, 2016, in conjunction with the Newport Merger, the Company changed its reportable segments based upon the organizational structure of the Company and how the CODM utilizes information provided to allocate resources and make decisions. The Company’s two reportable segments are the Vacuum & Analysis Division and the Light & Motion Division. The Vacuum & Analysis Division provides a broad range of instruments, components, subsystems and software which are derived from the Company’s core competencies in pressure measurement and control, flow measurement and control, gas and vapor delivery, gas composition analysis, residual gas analysis, leak detection, control and information technology, ozone generation and delivery, RF & DC power, reactive gas generation and vacuum technology. The Light & Motion Division provides a broad range of instruments, components and subsystems which are derived from the Company’s core competencies in lasers, photonics, sub-micron positioning, vibration isolation and optics. The Company derives its segment results directly from the manner in which results are reported in its management reporting system. The accounting policies that the Company uses to derive reportable segment results are substantially the same as those used for external reporting purposes. The Company does not disclose external or intersegment revenues separately by reportable segment as this information is not presented to the CODM for decision making purposes. The following is net revenues by reportable segment: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Vacuum & Analysis Division $ 229,167 $ 209,332 $ 620,207 $ 641,137 Light & Motion Division 151,493 — 269,995 — $ 380,660 $ 209,332 $ 890,202 $ 641,137 The following is a reconciliation of segment gross profit to consolidated net income: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Gross profit by reportable segment: Vacuum & Analysis Division $ 104,232 $ 94,229 $ 273,004 $ 290,073 Light & Motion Division 64,153 — 109,207 — Total gross profit by reportable segment 168,385 94,229 382,211 290,073 Operating expenses: Research and development 32,268 17,217 77,709 51,464 Selling, general and administrative 70,424 33,396 175,803 97,532 Acquisition costs 233 — 10,932 30 Restructuring — 562 24 1,569 Amortization of intangible assets 12,452 1,691 22,990 5,071 Income from operations 53,008 41,363 94,753 134,407 Interest and other (expense) income, net (10,760 ) 721 (16,332 ) 2,015 Income before income taxes 42,248 42,084 78,421 136,422 Provision for income taxes 9,699 12,315 19,099 39,647 Net income $ 32,549 $ 29,769 $ 59,322 $ 96,775 The following is capital expenditures by reportable segment for the three and nine months ended September 30, 2016 and 2015: Vacuum & Analysis Light & Motion Total Three Months Ended September 30, 2016: Capital expenditures $ 2,772 $ 1,923 $ 4,695 Nine Months Ended September 30, 2016: Capital expenditures $ 7,964 $ 3,995 $ 11,959 Vacuum & Analysis Light & Motion Total Three Months Ended September 30, 2015: Capital expenditures $ 3,497 $ — $ 3,497 Nine Months Ended September 30, 2015: Capital expenditures $ 8,831 $ — $ 8,831 The following is depreciation and amortization by reportable segment for the three and nine months ended September 30, 2016 and 2015: Vacuum & Analysis Light & Motion Total Three Months Ended September 30, 2016: Depreciation and amortization $ 5,142 $ 16,907 $ 22,049 Nine Months Ended September 30, 2016: Depreciation and amortization $ 15,628 $ 28,129 $ 43,757 Vacuum & Analysis Light & Motion Total Three Months Ended September 30, 2015: Depreciation and amortization $ 5,524 $ — $ 5,524 Nine Months Ended September 30, 2015: Depreciation and amortization $ 16,606 $ — $ 16,606 Total income tax expense is not presented by reportable segment because the necessary information is not available or used by the CODM. The following is segment assets by reportable segment: September 30, 2016 Vacuum & Analysis Light & Motion Corporate & Total Segment assets: Accounts receivable $ 136,654 $ 128,401 $ (21,202 ) $ 243,853 Inventory 161,219 117,746 — 278,965 Total segment assets $ 297,873 $ 246,147 $ (21,202 ) $ 522,818 December 31, 2015 Vacuum & Analysis Light & Motion Corporate & Total Segment assets: Accounts receivable $ 101,883 $ — $ — $ 101,883 Inventory 152,631 — — 152,631 Total segment assets $ 254,514 $ — $ — $ 254,514 A reconciliation of segment assets to consolidated total assets is as follows: September 30, 2016 December 31, 2015 Total segment assets $ 522,818 $ 254,514 Cash and cash equivalents and investments 435,234 658,237 Other current assets, including restricted cash 59,547 26,760 Property, plant and equipment, net 179,694 68,856 Goodwill and intangible assets, net 1,014,446 243,730 Other assets 29,926 21,250 Consolidated total assets $ 2,241,665 $ 1,273,347 Goodwill associated with the Company’s reportable segments is as follows: September 30, 2016 December 31, 2015 Reportable segment: Vacuum & Analysis Division $ 200,368 $ 199,703 Light & Motion Division 394,267 — Total goodwill $ 594,635 $ 199,703 Worldwide Product Information The Company groups its products into six groups of similar products based upon the similarity of product function. Worldwide net revenue for each group of products is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Instruments, Control & Vacuum Products $ 114,491 $ 98,614 $ 317,141 $ 319,491 Power & Reactive Gas Products 98,827 95,311 259,797 276,787 Analytical Solutions Products 15,907 15,407 43,334 44,859 Photonics Products 62,226 — 108,090 — Optics Products 44,331 — 79,594 — Lasers Products 44,878 — 82,246 — $ 380,660 $ 209,332 $ 890,202 $ 641,137 Sales of Instruments, Control & Vacuum Products, Power & Reactive Gas Products and Analytical Solutions Products are included in the Company’s Vacuum & Analysis Division segment. Sales of Photonics Products, Optics Products and Lasers Products are included in the Light & Motion Division segment. Geographic Information about the Company’s operations in different geographic regions is presented in the tables below. Net revenues to unaffiliated customers are based on the location in which the sale originated. Transfers between geographic areas are at negotiated transfer prices and have been eliminated from consolidated net revenues. Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net revenues: North America $ 198,305 $ 122,348 $ 460,994 $ 365,942 Korea 32,642 27,760 79,240 87,181 Japan 26,970 14,699 68,738 49,001 Asia (excluding Korea and Japan) 75,179 24,833 173,526 79,259 Europe 47,564 19,692 107,704 59,754 $ 380,660 $ 209,332 $ 890,202 $ 641,137 September 30, 2016 December 31, 2015 Long-lived assets: (1) North America $ 120,379 $ 56,594 Europe 30,818 5,783 Asia 50,551 8,952 $ 201,748 $ 71,329 (1) Long-lived assets include property, plant and equipment, net and certain other long-term assets, excluding long-term tax-related accounts. Major Customers The Company had two customers with net revenues greater than 10% of total net revenues in the periods shown as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Applied Materials, Inc. 12 % 18 % 14 % 18 % LAM Research Corporation 9 % 16 % 11 % 14 % |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 20) Commitments and Contingencies On March 9, 2016, a putative class action lawsuit captioned Dixon Chung v. Newport Corp., et al Also on March 25, 2016, a second putative class action complaint captioned Hubert C. Pincon v. Newport Corp., et al. On April 14, 2016, the Court granted plaintiffs’ motion to consolidate the Pincon and Chung actions and appointed counsel in the Pincon action as lead counsel. Also on April 14, 2016, the Court granted plaintiffs’ motion for expedited discovery and scheduled a hearing on plaintiffs’ anticipated motion for a preliminary injunction for April 25, 2016. On April 20, 2016, plaintiffs filed a motion to vacate the hearing on their anticipated motion for a preliminary injunction and notified the Court that they did not presently intend to file a motion for a preliminary injunction regarding the Merger Agreement. On April 22, 2016, the Court vacated the hearing on plaintiffs’ anticipated motion for a preliminary injunction. In August, plaintiffs completed the expedited discovery that the Court ordered. On October 24, 2016, plaintiffs filed an amended complaint captioned In re Newport Corporation Shareholder Litigation The Company believes that the claims asserted in the amended complaint have no merit and the Company, Newport and the named directors intend to defend vigorously against these claims. The Company is subject to various other legal proceedings and claims, which have arisen in the ordinary course of business. In the Company’s opinion, the ultimate disposition of these matters will not have a material adverse effect on the Company’s results of operations, financial condition or cash flows. |
Recently Issued Accounting Pr27
Recently Issued Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-15, “Statement of Cash Flows (Topic 230)-Classification of Certain Cash Receipts and Cash Payments.” This standard addresses eight specific cash flow issues with the objective of addressing the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230. The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. The Company is currently evaluating the requirements of this ASU and has not yet determined its impact on the Company’s consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation - Stock Compensation (Topic 718)—Improvements to Employee Share-Based Payment Accounting.” This standard simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The provisions of this ASU are effective for annual periods beginning after December 15, 2016, including interim periods within those fiscal years and early adoption is permitted. This ASU will be adopted in the first quarter of 2017 and could have a material impact on the Company’s consolidated financial statements In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” This standard requires the recognition of lease assets and liabilities for all leases, with certain exceptions, on the balance sheet. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This ASU is effective for annual periods beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the requirements of this ASU and has not yet determined its impact on the Company’s consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, “Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” This ASU provides guidance for the recognition, measurement, presentation, and disclosure of financial instruments. The new pronouncement revises accounting related to equity investments and the presentation of certain fair value changes for financial assets and liabilities measured at fair value. Among other things, it amends the presentation and disclosure requirements of equity securities that do not result in consolidation and are not accounted for under the equity method. Changes in the fair value of these equity securities will be recognized directly in net income. This pronouncement is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. The Company does not expect adoption of this ASU to have a material impact on the Company’s consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, “Inventory (Topic 330)—Simplifying the Measurement of Inventory.” The amendments in this ASU apply to all inventory that is measured using first-in, first-out or average cost. This standard requires that an entity measure inventory within the scope of this update at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The amendments in this ASU are effective for annual periods beginning after December 15, 2016, including interim periods within those fiscal years. The Company does not expect adoption of this ASU to have a material impact on the Company’s consolidated financial statements. In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” Under this guidance, management will be required to assess an entity’s ability to continue as a going concern, and to provide related footnote disclosures in certain circumstances. The provisions of this ASU are effective for annual periods beginning after December 15, 2016, including interim periods within those fiscal years. The Company does not expect the adoption of this ASU to have an impact on the Company’s consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” which supersedes all existing revenue recognition requirements, including most industry-specific guidance. This standard requires a company to recognize revenue when it transfers goods and services to customers in an amount that reflects the consideration that the company expects to be entitled to in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and assets recognized from costs incurred to obtain or fulfill a contract. This pronouncement is effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years. The two permitted transition methods under the new standard are the full retrospective method, in which case the standard would be applied to each prior reporting period presented, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company has not yet selected a transition method. The Company is currently evaluating the requirements of this ASU and has not yet determined its impact on the Company’s consolidated financial statements. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Newport [Member] | |
Summary of Purchase Price | The purchase price of Newport consisted of the following: Cash paid for outstanding shares (1) $ 905,254 Settlement of share-based compensation awards (2) 8,824 Cash paid for Newport debt (3) 93,200 Total purchase price $ 1,007,278 Less: Cash and cash equivalents acquired (61,463 ) Total purchase price, net of cash and cash equivalents acquired $ 945,815 (1) Represents cash paid of $23.00 per share for approximately 39,359,000 shares of Newport common stock, without interest and subject to a deduction for any required withholding tax. (2) Represents the vested but not issued portion of Newport share-based compensation awards as of the acquisition date of April 29, 2016. (3) Represents the cash paid for the outstanding balance of Newport’s senior secured revolving credit agreement. |
Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of the preliminary purchase price to the fair values assigned to assets acquired and liabilities assumed at the date of the Newport Merger: Current assets (including cash) $ 185,155 Inventory 142,714 Intangible assets 399,806 Goodwill 396,216 Property, plant and equipment 119,932 Long-term assets 22,725 Total assets acquired 1,266,548 Current liabilities 98,458 Other long-term liabilities 160,812 Total liabilities assumed 259,270 Fair value of assets acquired and liabilities assumed 1,007,278 Less: Cash and cash equivalents acquired (61,463 ) Total purchase price, net of cash and cash equivalents acquired $ 945,815 |
Allocation of Acquired Intangible Assets and Related Estimates of Useful Lives | The following table reflects the allocation of the acquired intangible assets and liabilities and related estimate of useful lives: Order backlog $ 12,100 1 year Customer relationships 243,093 6-18 years Trademarks and trade names 55,900 Indefinite Developed technology 75,386 4-8 years In-process research and development 6,899 Undefined (1) Leasehold interest, net (2) 2,126 4-5 years Total $ 395,504 (1) The useful lives of in-process research and development will be defined in the future upon further evaluation of the status of these programs. (2) Leasehold interest is comprised of a favorable leasehold asset of $6,428 and an unfavorable leasehold liability of $4,302. |
Schedule of Unaudited Pro Forma Financial Information | The following unaudited pro forma financial information presents the combined results of operations of the Company as if the Newport Merger had occurred on January 1, 2015. The unaudited pro forma financial information is not necessarily indicative of what the Company’s condensed consolidated results of operations actually would have been had the acquisition occurred at the beginning of each year. In addition, the unaudited pro forma financial information does not attempt to project the future results of operations of the combined company. Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Total net revenues $ 380,660 $ 355,955 $ 1,070,471 $ 1,090,641 Net income $ 35,915 $ 23,725 $ 65,313 $ 48,239 Net income per share: Basic $ 0.67 $ 0.45 $ 1.22 $ 0.90 Diluted $ 0.66 $ 0.44 $ 1.21 $ 0.90 |
Precisive, LLC [Member] | |
Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair value of the assets acquired and liabilities assumed at the date of the Precisive acquisition: Current assets $ 693 Non-current assets 18 Intangible assets 5,110 Goodwill 7,042 Total assets acquired 12,863 Total current liabilities assumed (343 ) Fair value of assets acquired and liabilities assumed 12,520 Less: cash acquired (435 ) Total purchase price, net of cash acquired $ 12,085 |
Allocation of Acquired Intangible Assets and Related Estimates of Useful Lives | Substantially all of the purchase price is deductible for tax purposes. The following table reflects the allocation of the acquired intangible assets and related estimates of useful lives. These acquired intangibles will be amortized on a straight-line basis, which approximates the pattern of use. Order backlog $ 50 18 months Customer relationships 1,430 8 years Exclusive patent license 2,600 10 years Trade names 210 10 years Developed technology 820 10 years Total $ 5,110 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments Classified as Short-Term and Long-Term Available-for-Sale Investments | Investments classified as short-term consists of the following: September 30, 2016 December 31, 2015 Available-for-sale investments: Time deposits and certificates of deposit $ 1,395 $ 11,892 Bankers’ acceptance drafts 2,487 728 Asset-backed securities 18,326 124,997 Commercial paper 2,793 — Corporate obligations 16,701 165,109 Municipal bonds 593 8,355 U.S. treasury obligations 1,152 — U.S. agency obligations 9,657 119,582 $ 53,104 $ 430,663 Investments classified as long-term consists of the following: September 30, 2016 December 31, 2015 Available-for-sale investments: Group insurance contracts $ 5,956 $ — Cost method investments: Minority interest in Reno Sub-Systems, Inc. 9,300 — $ 15,256 $ — |
Gross Unrealized Gains and (Losses) Aggregated by Investment Category Short-Term and Long-Term Securities | The following tables show the gross unrealized gains and (losses) aggregated by investment category for short-term and long-term available-for-sale investments: As of September 30, 2016: Cost Gross Gross Estimated Short-term investments: Available-for-sale investments: Time deposits and certificates of deposit $ 1,395 $ — $ — $ 1,395 Bankers’ acceptance drafts 2,487 — — 2,487 Asset-backed securities 18,317 13 (4 ) 18,326 Commercial paper 2,794 — (1 ) 2,793 Corporate obligations 16,699 15 (13 ) 16,701 Municipal bonds 592 1 — 593 U.S. treasury obligations 1,151 1 — 1,152 U.S. agency obligations 9,653 4 — 9,657 $ 53,088 $ 34 $ (18 ) $ 53,104 As of September 30, 2016: Cost Gross Gross Estimated Long-term investments: Available-for-sale investments: Group insurance contracts $ 5,988 $ — $ (32 ) $ 5,956 As of December 31, 2015: Cost Gross Gross Estimated Short-term investments: Available-for-sale investments: Time deposits and certificates of deposit $ 11,893 $ — $ (1 ) $ 11,892 Bankers’ acceptance drafts 728 — — 728 Asset-backed securities 125,271 — (274 ) 124,997 Corporate obligations 165,445 5 (341 ) 165,109 Municipal bonds 8,346 13 (4 ) 8,355 U.S. agency obligations 119,699 3 (120 ) 119,582 $ 431,382 $ 21 $ (740 ) $ 430,663 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis | Assets and liabilities of the Company are measured at fair value on a recurring basis as of September 30, 2016 and are summarized as follows: Fair Value Measurements at Reporting Date Using Description September 30, Quoted Prices in Significant Significant Assets: Cash equivalents: Money market funds $ 10,105 $ 10,105 $ — $ — Time deposits and certificates of deposit 1,000 — 1,000 Bankers’ acceptance drafts 936 — 936 — Commercial paper 2,845 — 2,845 — U.S. agency obligations 650 — 650 — Restricted cash – money market funds 5,931 5,931 — — Available-for-sale investments: Time deposits and certificates of deposit 1,395 — 1,395 — Bankers’ acceptance drafts 2,487 — 2,487 — Asset-backed securities 18,326 — 18,326 — Commercial paper 2,793 — 2,793 — Corporate obligations 16,701 — 16,701 — Municipal bonds 593 — 593 — U.S. treasury obligations 1,152 — 1,152 — U.S. agency obligations 9,657 — 9,657 — Group insurance contracts 5,956 — 5,956 — Derivatives – currency forward contracts 250 — 250 — Derivatives – option contracts 72 — 72 — Funds in investments and other assets: Israeli pension assets 13,779 — 13,779 — Restricted cash – non-current 245 245 — Total assets $ 94,873 $ 16,281 $ 78,592 $ — Liabilities: Derivatives – currency forward contracts $ 3,030 $ — $ 3,030 $ — Derivatives – option contracts 17 — 17 — Total liabilities $ 3,047 $ — $ 3,047 $ — Reported as follows: Assets: Cash and cash equivalents (1) $ 15,536 $ 10,105 $ 5,431 $ — Restricted cash 5,931 5,931 — — Short-term investments 53,104 — 53,104 — Other current assets 322 — 322 — Total current assets $ 74,893 $ 16,036 $ 58,857 $ — Long-term investments (2) $ 5,956 $ — $ 5,956 $ — Other long-term assets 13,779 — 13,779 — Restricted cash – non-current 245 245 — — Total long-term assets 19,980 245 19,735 — Liabilities: Other current liabilities $ 3,047 $ — $ 3,047 $ — (1) The cash and cash equivalents amounts presented in the table above do not include cash of $349,885 and non-negotiable time deposits of $1,453 as of September 30, 2016. (2) The long-term investments presented in the table above do not include our investment in Reno Sub-Systems, Inc., which is accounted for under the cost method. Assets and liabilities of the Company are measured at fair value on a recurring basis as of December 31, 2015 and are summarized as follows: Fair Value Measurements at Reporting Date Using Description December 31, 2015 Quoted Prices in Significant Significant Assets: Cash equivalents: Money market funds $ 106,099 $ 106,099 $ — $ — Bankers’ acceptance drafts 11 — 11 — Corporate obligations 330 — 330 — Available-for-sale investments: Time deposits and certificates of deposit 11,892 — 11,892 — Bankers’ acceptance drafts 728 — 728 — Asset-backed securities 124,997 — 124,997 — Corporate obligations 165,109 — 165,109 — Municipal bonds 8,355 — 8,355 — U.S. agency obligations 119,582 — 119,582 — Derivatives – currency forward contracts 1,486 — 1,486 — Total assets $ 538,589 $ 106,099 $ 432,490 $ — Liabilities: Derivatives – currency forward contracts $ 263 $ — $ 263 $ — Reported as follows: Assets: Cash and cash equivalents (1) $ 106,440 $ 106,099 $ 341 $ — Short-term investments 430,663 — 430,663 — Other current assets 1,486 — 1,486 — Total current assets $ 538,589 $ 106,099 $ 432,490 $ — Liabilities: Other current liabilities $ 263 $ — $ 263 $ — (1) The cash and cash equivalents amounts presented in the table above do not include cash of $110,118 and non-negotiable time deposits of $11,016 as of December 31, 2015. |
Derivatives (Tables)
Derivatives (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Primary Net Hedging Positions and Corresponding Fair Values | The following tables provide a summary of the primary net hedging positions and corresponding fair values held as of September 30, 2016 and December 31, 2015: September 30, 2016 Currency Hedged (Buy/Sell) Gross Notional Fair Value (1) U.S. Dollar/Japanese Yen $ 13,213 $ (1,876 ) U.S. Dollar/South Korean Won 18,150 (930 ) U.S. Dollar/Euro 3,969 (14 ) U.S. Dollar/U.K. Pound Sterling 1,461 207 U.S. Dollar/Taiwan Dollar 4,678 (167 ) Total $ 41,471 $ (2,780 ) (1) Represents the fair value of the net (liability) asset amount included in the condensed consolidated balance sheet. December 31, 2015 Currency Hedged (Buy/Sell) Gross Notional Fair Value (1) U.S. Dollar/Japanese Yen $ 26,848 $ (136 ) U.S. Dollar/South Korean Won 34,777 915 U.S. Dollar/Euro 10,987 19 U.S. Dollar/U.K. Pound Sterling 4,587 61 U.S. Dollar/Taiwan Dollar 12,790 364 Total $ 89,989 $ 1,223 (1) Represents the fair value of the net asset (liability) amount included in the condensed consolidated balance sheet. |
Summary of Fair Value Amounts of Company's Derivative Instruments | The following table provides a summary of the fair value amounts of the Company’s derivative instruments: September 30, 2016 December 31, 2015 Derivative assets: Forward exchange contracts $ 250 $ 1,486 Foreign currency option contracts 72 — Derivative liabilities: Forward exchange contracts (3,030 ) (263 ) Foreign currency option contracts (17 ) — Total net derivative (liabilities) assets (1) $ (2,725 ) $ 1,223 (1) The derivative asset of $322 and derivative liability of $3,047 are classified in other current assets and other current liabilities, respectively, in the condensed consolidated balance sheet as of September 30, 2016. The derivative asset of $1,486 and derivative liability of $263 are classified in other current assets and other current liabilities, respectively, in the condensed consolidated balance sheet as of December 31, 2015. These foreign exchange contracts are subject to a master netting agreement with one financial institution. However, the Company has elected to record these contracts on a gross basis in the balance sheet. |
Summary of Gains (Losses) on Derivatives Designated as Hedging Instruments | The following table provides a summary of the gains (losses) on derivatives designated as hedging instruments: Three Months Ended Nine Months Ended Derivatives Designated as Cash Flow Hedging Instruments 2016 2015 2016 2015 Forward exchange contracts: Net gain (loss) recognized in OCI (1) $ 326 $ 1,148 $ (3,107 ) $ (2,372 ) Net (loss) gain reclassified from accumulated OCI into income (2) $ (764 ) $ 857 $ (487 ) $ 2,766 (1) Net change in the fair value of the effective portion classified in OCI. (2) Effective portion classified in cost of products for the three and nine months ended September 30, 2016 and 2015. The tax effect of the gains or losses reclassified from accumulated OCI into income is immaterial. |
Summary of (Losses) and Gains on Derivatives Not Designated as Hedging Instruments | The following table provides a summary of the (losses) and gains on derivatives not designated as hedging instruments: Three Months Ended Nine Months Ended Derivatives Not Designated as Hedging Instruments 2016 2015 2016 2015 Forward exchange contracts: Net (loss) gain recognized in income (1) $ (339 ) $ 116 $ (1,283 ) $ 1,331 Foreign currency option contracts: Net (loss) gain recognized in income (1) $ (63 ) $ — $ 52 $ — (1) The Company enters into foreign exchange contracts to hedge against changes in the balance sheet for certain subsidiaries and also enters into foreign currency option contracts to mitigate the risk associated with certain foreign currency transactions in the ordinary course of business. These derivatives are not designated as hedging instruments and gains or losses from these derivatives are recorded immediately in selling, general and administrative expenses. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories consist of the following: September 30, 2016 December 31, 2015 Raw materials $ 100,691 $ 78,352 Work-in-process 94,679 23,297 Finished goods 83,595 50,982 $ 278,965 $ 152,631 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | The changes in the carrying amount of goodwill and accumulated impairment (loss) during the nine months ended September 30, 2016 and year ended December 31, 2015 were as follows: Nine Months Ended September 30, Twelve Months Ended December 31, 2016 2015 Gross Accumulated Net Gross Accumulated Net Beginning balance at January 1 $ 339,117 $ (139,414 ) $ 199,703 $ 331,795 $ (139,414 ) $ 192,381 Acquired goodwill (1) 396,216 — 396,216 8,017 — 8,017 Foreign currency translation (1,284 ) — (1,284 ) (695 ) — (695 ) Ending balance at September 30, 2016 and December 31, 2015 $ 734,049 $ (139,414 ) $ 594,635 $ 339,117 $ (139,414 ) $ 199,703 (1) During 2016, the Company recorded $396,216 of goodwill related to the Newport Merger. During 2015, the Company recorded $7,042 of goodwill related to the acquisition of Precisive. During 2015, the Company recorded a purchase accounting adjustment of $975 primarily related to an inventory valuation adjustment related to an acquisition that occurred in 2014. |
Intangible Assets | Components of the Company’s intangible assets are comprised of the following: As of September 30, 2016: Gross Accumulated Foreign Currency Net Completed technology (1) $ 176,586 $ (89,912 ) $ (290 ) $ 86,384 Customer relationships (1) 280,344 (25,742 ) (954 ) 253,648 Patents, trademarks, trade names and other (1) 104,824 (31,899 ) (26 ) 72,899 In-process research and development (1) 6,899 — (19 ) 6,880 $ 568,653 $ (147,553 ) $ (1,289 ) $ 419,811 As of December 31, 2015: Gross Accumulated Foreign Currency Net Completed technology (2) $ 101,200 $ (82,330 ) $ (272 ) $ 18,598 Customer relationships (2) 37,251 (16,345 ) 10 20,916 Patents, trademarks, trade names and other (2) 30,396 (25,888 ) 5 4,513 $ 168,847 $ (124,563 ) $ (257 ) $ 44,027 (1) During 2016, the Company recorded $399,806 of separately identified intangible assets related to the Newport Merger, of which $75,386 was completed technology, $243,093 was customer relationships, $74,428 was patents, trademarks, trade names and other, and $6,899 was in-process research and development. The Company also recorded $4,302 of unfavorable lease commitments, which is recorded in other liabilities in the balance sheet. (2) During 2015, the Company recorded $5,110 of separately identified intangible assets related to the acquisition of Precisive, of which $820 was completed technology, $1,430 was customer relationships and $2,860 was patents, trademarks, trade names and other. |
Estimated Amortization Expense | Estimated amortization expense for each of the remaining fiscal years is as follows: Year Amount 2016 (remaining) $ 12,605 2017 42,335 2018 38,287 2019 38,244 2020 34,270 2021 27,276 Thereafter 170,894 |
Other Assets (Tables)
Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | September 30, 2016 December 31, 2015 Other Current Assets: Income tax receivable $ 7,754 $ 8,682 Prepaid income tax 10,825 4,755 Other 35,037 13,323 Total other current assets $ 53,616 $ 26,760 Other Assets: Deferred tax assets, net $ 3,025 $ 19,252 Other 26,901 1,998 Total other assets $ 29,926 $ 21,250 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Liabilities | September 30, 2016 December 31, 2015 Other Current Liabilities: VAT payable $ 6,004 $ 3,075 Customer prepayments 4,349 1,741 Product warranties 8,083 5,205 Deferred revenue 14,704 7,189 Other 40,214 18,149 Total other current liabilities $ 73,354 $ 35,359 Other Liabilities: Long-term income tax payable $ 14,140 $ 4,483 Other 5,816 949 Total other liabilities $ 19,956 $ 5,432 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Short-Term Debt | Short-term debt: September 30, 2016 Japanese lines of credit $ 3,958 Japanese receivables financing facility 252 Other debt 18 Current portion of Term Loan Facility 7,300 $ 11,528 (1) Net of deferred financing fees, original issuance discount and repricing fees of $22,394. |
Schedule of Long-Term Debt | Long-term debt: September 30, 2016 Austrian loans due through March 2020 $ 587 Term Loan Facility, net (1) 638,481 $ 639,068 (1) Net of deferred financing fees, original issuance discount and repricing fees of $22,394. |
Schedule of Contractual Maturities of Debt Obligations | Contractual maturities of the Company’s debt obligations as of September 30, 2016 are as follows: Year Amount 2016 (remaining) $ 6,054 2017 7,404 2018 7,312 2019 7,726 2020 7,344 2021 7,300 Thereafter 629,850 |
Product Warranties (Tables)
Product Warranties (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Guarantees [Abstract] | |
Product Warranty Activities | Product warranty activities were as follows: Nine Months Ended September 30, 2016 2015 Beginning of period $ 5,205 $ 6,266 Product warranty liability from Newport Merger 3,040 — Provision for product warranties 5,067 3,527 Direct charges to warranty liability (5,213 ) (3,859 ) Foreign currency translation 43 (97 ) End of period (1) $ 8,142 $ 5,837 (1) Short-term product warranty of $8,083 and long-term product warranty of $59 are included in other current liabilities and other liabilities, respectively, in the accompanying condensed consolidated balance sheet. |
Pension Plans (Tables)
Pension Plans (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Summary of Net Periodic Benefit Costs | The Company has included the net periodic benefit costs for the plans from the date of the acquisition on April 29, 2016 through September 30, 2016. The net periodic benefit costs included the following components: Three months ended Nine months ended Service cost $ 596 $ 1,000 Interest cost on projected benefit obligation 121 201 Expected return on plan assets (44 ) (75 ) $ 673 $ 1,126 |
Interest and Other (Expense) 39
Interest and Other (Expense) Income, Net (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Other Income and Expenses [Abstract] | |
Summary of Interest and Other (Expense) Income, Net | Three Months Ended Nine Months Ended 2016 2015 2016 2015 Interest income $ 404 $ 778 $ 1,859 $ 2,147 Other income 1,544 — 1,583 — Interest expense (12,007 ) (57 ) (20,527 ) (132 ) Impact of foreign exchange (expense) income (701 ) — 753 — Interest and other (expense) income, net $ (10,760 ) $ 721 $ (16,332 ) $ 2,015 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income Per Share | The following table sets forth the computation of basic and diluted net income per share: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Numerator: Net income $ 32,549 $ 29,769 $ 59,322 $ 96,775 Denominator: Shares used in net income per common share – basic 53,574,000 53,314,000 53,423,000 53,304,000 Effect of dilutive securities: Stock options, restricted stock, stock appreciation rights and employee stock purchase plan 741,000 254,000 472,000 258,000 Shares used in net income per common share – diluted 54,315,000 53,568,000 53,895,000 53,562,000 Net income per common share: Basic $ 0.61 $ 0.56 $ 1.11 $ 1.82 Diluted $ 0.60 $ 0.56 $ 1.10 $ 1.81 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Total Stock-Based Compensation Expense Included in Company's Consolidated Statements of Income and Comprehensive Income | The total stock-based compensation expense included in the Company’s consolidated statements of income and comprehensive income was as follows: Three Months Ended Nine Months Ended 2016 2015 2016 2015 Cost of revenues $ 666 $ 432 $ 1,996 $ 1,489 Research and development expense 551 405 1,614 1,255 Selling, general and administrative expense 3,941 2,410 16,216 7,281 Total pre-tax stock-based compensation expense $ 5,158 $ 3,247 $ 19,826 $ 10,025 |
Summary of Activity for RSUs | The following table presents the activity for RSUs under the Plan: Nine Months Ended September 30, 2016 Non-vested RSUs Weighted Average Non-vested RSUs – beginning of period 733,162 $ 30.94 Assumed RSUs from Newport Merger 360,674 35.01 Accrued dividend shares 136 43.64 Granted 740,985 35.51 Vested (452,251 ) 31.18 Forfeited (55,474 ) 33.74 Non-vested RSUs – end of period 1,327,232 $ 34.40 |
Summary of Activity for Outstanding and Exercisable Stock Appreciation Rights | At September 30, 2016, the Company’s outstanding and exercisable stock appreciation rights, the weighted-average base value, the weighted average remaining contractual life and the aggregate intrinsic value thereof, were as follows: Number Weighted Weighted Aggregate Stock appreciation rights outstanding 712,284 $ 27.86 4.1 $ 15,581 Stock appreciation rights exercisable 482,001 $ 26.52 3.5 $ 11,185 |
Business Segment, Geographic 42
Business Segment, Geographic Area, Product and Significant Customer Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Net Revenues, Assets and Goodwill by Reportable Segment | The following is net revenues by reportable segment: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Vacuum & Analysis Division $ 229,167 $ 209,332 $ 620,207 $ 641,137 Light & Motion Division 151,493 — 269,995 — $ 380,660 $ 209,332 $ 890,202 $ 641,137 Total income tax expense is not presented by reportable segment because the necessary information is not available or used by the CODM. The following is segment assets by reportable segment: September 30, 2016 Vacuum & Analysis Light & Motion Corporate & Total Segment assets: Accounts receivable $ 136,654 $ 128,401 $ (21,202 ) $ 243,853 Inventory 161,219 117,746 — 278,965 Total segment assets $ 297,873 $ 246,147 $ (21,202 ) $ 522,818 December 31, 2015 Vacuum & Analysis Light & Motion Corporate & Total Segment assets: Accounts receivable $ 101,883 $ — $ — $ 101,883 Inventory 152,631 — — 152,631 Total segment assets $ 254,514 $ — $ — $ 254,514 Goodwill associated with the Company’s reportable segments is as follows: September 30, 2016 December 31, 2015 Reportable segment: Vacuum & Analysis Division $ 200,368 $ 199,703 Light & Motion Division 394,267 — Total goodwill $ 594,635 $ 199,703 |
Reconciliation of Segment Gross Profit to Consolidated Net Income | The following is a reconciliation of segment gross profit to consolidated net income: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Gross profit by reportable segment: Vacuum & Analysis Division $ 104,232 $ 94,229 $ 273,004 $ 290,073 Light & Motion Division 64,153 — 109,207 — Total gross profit by reportable segment 168,385 94,229 382,211 290,073 Operating expenses: Research and development 32,268 17,217 77,709 51,464 Selling, general and administrative 70,424 33,396 175,803 97,532 Acquisition costs 233 — 10,932 30 Restructuring — 562 24 1,569 Amortization of intangible assets 12,452 1,691 22,990 5,071 Income from operations 53,008 41,363 94,753 134,407 Interest and other (expense) income, net (10,760 ) 721 (16,332 ) 2,015 Income before income taxes 42,248 42,084 78,421 136,422 Provision for income taxes 9,699 12,315 19,099 39,647 Net income $ 32,549 $ 29,769 $ 59,322 $ 96,775 |
Schedule of Capital Expenditures, Depreciation and Amortization Expense and Segment Assets by Reportable Segment | The following is capital expenditures by reportable segment for the three and nine months ended September 30, 2016 and 2015: Vacuum & Analysis Light & Motion Total Three Months Ended September 30, 2016: Capital expenditures $ 2,772 $ 1,923 $ 4,695 Nine Months Ended September 30, 2016: Capital expenditures $ 7,964 $ 3,995 $ 11,959 Vacuum & Analysis Light & Motion Total Three Months Ended September 30, 2015: Capital expenditures $ 3,497 $ — $ 3,497 Nine Months Ended September 30, 2015: Capital expenditures $ 8,831 $ — $ 8,831 The following is depreciation and amortization by reportable segment for the three and nine months ended September 30, 2016 and 2015: Vacuum & Analysis Light & Motion Total Three Months Ended September 30, 2016: Depreciation and amortization $ 5,142 $ 16,907 $ 22,049 Nine Months Ended September 30, 2016: Depreciation and amortization $ 15,628 $ 28,129 $ 43,757 Vacuum & Analysis Light & Motion Total Three Months Ended September 30, 2015: Depreciation and amortization $ 5,524 $ — $ 5,524 Nine Months Ended September 30, 2015: Depreciation and amortization $ 16,606 $ — $ 16,606 |
Reconciliation of Segment Assets to Consolidated Total Assets | A reconciliation of segment assets to consolidated total assets is as follows: September 30, 2016 December 31, 2015 Total segment assets $ 522,818 $ 254,514 Cash and cash equivalents and investments 435,234 658,237 Other current assets, including restricted cash 59,547 26,760 Property, plant and equipment, net 179,694 68,856 Goodwill and intangible assets, net 1,014,446 243,730 Other assets 29,926 21,250 Consolidated total assets $ 2,241,665 $ 1,273,347 |
Worldwide Net Revenue for Each Group of Products | Worldwide net revenue for each group of products is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Instruments, Control & Vacuum Products $ 114,491 $ 98,614 $ 317,141 $ 319,491 Power & Reactive Gas Products 98,827 95,311 259,797 276,787 Analytical Solutions Products 15,907 15,407 43,334 44,859 Photonics Products 62,226 — 108,090 — Optics Products 44,331 — 79,594 — Lasers Products 44,878 — 82,246 — $ 380,660 $ 209,332 $ 890,202 $ 641,137 |
Schedule of Net Revenues and Long-Lived Assets by Geographic Regions | Transfers between geographic areas are at negotiated transfer prices and have been eliminated from consolidated net revenues. Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net revenues: North America $ 198,305 $ 122,348 $ 460,994 $ 365,942 Korea 32,642 27,760 79,240 87,181 Japan 26,970 14,699 68,738 49,001 Asia (excluding Korea and Japan) 75,179 24,833 173,526 79,259 Europe 47,564 19,692 107,704 59,754 $ 380,660 $ 209,332 $ 890,202 $ 641,137 September 30, 2016 December 31, 2015 Long-lived assets: (1) North America $ 120,379 $ 56,594 Europe 30,818 5,783 Asia 50,551 8,952 $ 201,748 $ 71,329 (1) Long-lived assets include property, plant and equipment, net and certain other long-term assets, excluding long-term tax-related accounts. |
Customers with Net Revenues Greater than 10% of Total Net Revenues | The Company had two customers with net revenues greater than 10% of total net revenues in the periods shown as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Applied Materials, Inc. 12 % 18 % 14 % 18 % LAM Research Corporation 9 % 16 % 11 % 14 % |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Apr. 29, 2016 | Apr. 27, 2016 | Mar. 17, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Business Acquisition [Line Items] | |||||||
Business acquisition share price | $ 23 | $ 23 | |||||
Measurement period from acquisition date | 1 year | ||||||
Stock-based compensation expense | $ 5,158 | $ 3,247 | $ 19,826 | $ 10,025 | |||
Payments to acquire business, net of cash acquired | 939,591 | $ 9,910 | |||||
Reno Sub-Systems Inc [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Investments in minority interest | $ 9,300 | ||||||
Precisive, LLC [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Payments to acquire business, net of cash acquired | $ 12,085 | ||||||
Business acquisition, cash acquired | 435 | ||||||
Business acquisition, deferred consideration payment | $ 2,600 | ||||||
Newport [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition share price | $ 23 | ||||||
Incremental cost of sales charges | 4,971 | 15,090 | |||||
Fair value write-up of acquired property, plant and equipment | $ 36,242 | 36,242 | |||||
Compensation expense | 6,631 | ||||||
Stock-based compensation expense | $ 3,334 | ||||||
Payments to acquire business, net of cash acquired | $ 945,815 | ||||||
Business acquisition, cash acquired | $ 61,463 |
Acquisitions - Summary of Purch
Acquisitions - Summary of Purchase Price (Detail) - USD ($) $ in Thousands | Apr. 29, 2016 | Sep. 30, 2016 | Sep. 30, 2015 |
Business Acquisition [Line Items] | |||
Total purchase price, net of cash and cash equivalents acquired | $ 939,591 | $ 9,910 | |
Newport [Member] | |||
Business Acquisition [Line Items] | |||
Cash paid for outstanding shares | $ 905,254 | ||
Settlement of share-based compensation awards | 8,824 | ||
Cash paid for Newport debt | 93,200 | ||
Total purchase price | 1,007,278 | ||
Less: Cash and cash equivalents acquired | (61,463) | ||
Total purchase price, net of cash and cash equivalents acquired | $ 945,815 |
Acquisitions - Summary of Pur45
Acquisitions - Summary of Purchase Price (Parenthetical) (Detail) | Sep. 30, 2016$ / sharesshares |
Business Combinations [Abstract] | |
Business acquisition share price | $ / shares | $ 23 |
Business acquisition number of shares acquired | shares | 39,359,000 |
Acquisitions - Summary of Estim
Acquisitions - Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Apr. 29, 2016 | Mar. 17, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 594,635 | $ 199,703 | $ 192,381 | |||
Total purchase price, net of cash acquired | 939,591 | $ 9,910 | ||||
Precisive, LLC [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Current assets | $ 693 | |||||
Non-current assets | 18 | |||||
Intangible assets | 5,110 | |||||
Goodwill | 7,042 | $ 7,042 | ||||
Total assets acquired | 12,863 | |||||
Current liabilities | 343 | |||||
Fair value of assets acquired and liabilities assumed | 12,520 | |||||
Less cash acquired | (435) | |||||
Total purchase price, net of cash acquired | $ 12,085 | |||||
Newport [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Current assets | $ 185,155 | |||||
Inventory | 142,714 | |||||
Intangible assets | 399,806 | |||||
Goodwill | 396,216 | $ 396,216 | ||||
Property, plant and equipment | 119,932 | |||||
Long-term assets | 22,725 | |||||
Total assets acquired | 1,266,548 | |||||
Current liabilities | 98,458 | |||||
Other long-term liabilities | 160,812 | |||||
Total liabilities assumed | 259,270 | |||||
Fair value of assets acquired and liabilities assumed | 1,007,278 | |||||
Less cash acquired | (61,463) | |||||
Total purchase price, net of cash acquired | $ 945,815 |
Acquisitions - Allocation of Ac
Acquisitions - Allocation of Acquired Intangible Assets and Liabilities Related Estimates of Useful Lives (Detail) - USD ($) $ in Thousands | Apr. 29, 2016 | Mar. 17, 2015 | Sep. 30, 2016 | Dec. 31, 2015 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 395,504 | |||
Precisive, LLC [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 5,110 | $ 5,110 | ||
Newport [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 399,806 | |||
Order Backlog [Member] | Precisive, LLC [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 50 | |||
Estimated useful life of finite-lived intangible assets | 18 months | |||
Order Backlog [Member] | Newport [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 12,100 | |||
Estimated useful life of finite-lived intangible assets | 1 year | |||
Customer Relationships [Member] | Precisive, LLC [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 1,430 | $ 1,430 | ||
Estimated useful life of finite-lived intangible assets | 8 years | |||
Customer Relationships [Member] | Newport [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 243,093 | 243,093 | ||
Customer Relationships [Member] | Newport [Member] | Minimum [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life of finite-lived intangible assets | 6 years | |||
Customer Relationships [Member] | Newport [Member] | Maximum [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life of finite-lived intangible assets | 18 years | |||
Trade names [Member] | Precisive, LLC [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 210 | |||
Estimated useful life of finite-lived intangible assets | 10 years | |||
Developed Technology [Member] | Precisive, LLC [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 820 | |||
Estimated useful life of finite-lived intangible assets | 10 years | |||
Developed Technology [Member] | Newport [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 75,386 | |||
Developed Technology [Member] | Newport [Member] | Minimum [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life of finite-lived intangible assets | 4 years | |||
Developed Technology [Member] | Newport [Member] | Maximum [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life of finite-lived intangible assets | 8 years | |||
In-process Research and Development [Member] | Newport [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 6,899 | $ 6,899 | ||
Estimated useful life of finite-lived intangible assets | Undefined | |||
Exclusive Patent License [Member] | Precisive, LLC [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 2,600 | |||
Estimated useful life of finite-lived intangible assets | 10 years | |||
Trademarks and Trade Names [Member] | Newport [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 55,900 | |||
Estimated useful life of finite-lived intangible assets | Indefinite | |||
Leasehold Interest, Net [Member] | Newport [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets, purchase price | $ 2,126 | |||
Leasehold Interest, Net [Member] | Newport [Member] | Minimum [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life of finite-lived intangible assets | 4 years | |||
Leasehold Interest, Net [Member] | Newport [Member] | Maximum [Member] | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Estimated useful life of finite-lived intangible assets | 5 years |
Acquisitions - Allocation of 48
Acquisitions - Allocation of Acquired Intangible Assets and Liabilities Related Estimates of Useful Lives (Parenthetical) (Detail) $ in Thousands | Apr. 29, 2016USD ($) |
Business Combinations [Abstract] | |
Favorable leasehold asset | $ 6,428 |
Unfavorable leasehold liability | $ 4,302 |
Acquisitions - Schedule of Unau
Acquisitions - Schedule of Unaudited Pro Forma Financial Information (Detail) - Newport [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Business Acquisition [Line Items] | ||||
Total net revenues | $ 380,660 | $ 355,955 | $ 1,070,471 | $ 1,090,641 |
Net income | $ 35,915 | $ 23,725 | $ 65,313 | $ 48,239 |
Net income per share: | ||||
Basic | $ 0.67 | $ 0.45 | $ 1.22 | $ 0.90 |
Diluted | $ 0.66 | $ 0.44 | $ 1.21 | $ 0.90 |
Investments - Investments Class
Investments - Investments Classified as Short-Term Available-for-Sale Investments (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | $ 53,104 | $ 430,663 |
Time Deposits and Certificates of Deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 1,395 | 11,892 |
Bankers' Acceptance Drafts [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 2,487 | 728 |
Asset-Backed Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 18,326 | 124,997 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 2,793 | |
Corporate Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 16,701 | 165,109 |
Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 593 | 8,355 |
U.S. Treasury Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 1,152 | |
U.S. Agency Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | $ 9,657 | $ 119,582 |
Investments - Investments Cla51
Investments - Investments Classified as Long-Term Available-for-Sale Investments (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Schedule of Available-for-sale Securities [Line Items] | |
Long-term available-for-sale investments | $ 15,256 |
Minority Interest in Reno Sub-Systems [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Long-term available-for-sale investments | 9,300 |
Group Insurance Contracts [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Long-term available-for-sale investments | $ 5,956 |
Investments - Gross Unrealized
Investments - Gross Unrealized Gains and (Losses) Aggregated by Investment Category Short-Term and Long-Term Securities (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | $ 53,088 | $ 431,382 |
Investments, Gross Unrealized Gains | 34 | 21 |
Investments, Gross Unrealized (Losses) | (18) | (740) |
Investments, Estimated Fair Value | 53,104 | 430,663 |
Time Deposits and Certificates of Deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 1,395 | 11,893 |
Investments, Gross Unrealized (Losses) | (1) | |
Investments, Estimated Fair Value | 1,395 | 11,892 |
Bankers' Acceptance Drafts [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 2,487 | 728 |
Investments, Estimated Fair Value | 2,487 | 728 |
Asset-Backed Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 18,317 | 125,271 |
Investments, Gross Unrealized Gains | 13 | |
Investments, Gross Unrealized (Losses) | (4) | (274) |
Investments, Estimated Fair Value | 18,326 | 124,997 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 2,794 | |
Investments, Gross Unrealized (Losses) | (1) | |
Investments, Estimated Fair Value | 2,793 | |
Corporate Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 16,699 | 165,445 |
Investments, Gross Unrealized Gains | 15 | 5 |
Investments, Gross Unrealized (Losses) | (13) | (341) |
Investments, Estimated Fair Value | 16,701 | 165,109 |
Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 592 | 8,346 |
Investments, Gross Unrealized Gains | 1 | 13 |
Investments, Gross Unrealized (Losses) | (4) | |
Investments, Estimated Fair Value | 593 | 8,355 |
U.S. Treasury Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 1,151 | |
Investments, Gross Unrealized Gains | 1 | |
Investments, Estimated Fair Value | 1,152 | |
U.S. Agency Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 9,653 | 119,699 |
Investments, Gross Unrealized Gains | 4 | 3 |
Investments, Gross Unrealized (Losses) | (120) | |
Investments, Estimated Fair Value | 9,657 | $ 119,582 |
Group Insurance Contracts [Member] | Long Term Investments [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 5,988 | |
Investments, Gross Unrealized (Losses) | (32) | |
Investments, Estimated Fair Value | $ 5,956 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash | $ 5,931 | |
Available-for-sale investments | 53,104 | $ 430,663 |
Short-term investments | 53,104 | 430,663 |
Derivatives - contracts | 322 | 1,486 |
Other current assets | 322 | 1,486 |
Available-for-sale investments | 15,256 | |
Other long-term assets | 29,926 | 21,250 |
Derivatives - contracts | 3,047 | 263 |
Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash - non-current | 245 | |
Total assets | 94,873 | 538,589 |
Total liabilities | 3,047 | |
Cash and cash equivalents | 15,536 | 106,440 |
Restricted cash | 5,931 | |
Short-term investments | 53,104 | 430,663 |
Derivatives - contracts | 322 | 1,486 |
Other current assets | 322 | 1,486 |
Total current assets | 74,893 | 538,589 |
Available-for-sale investments | 5,956 | |
Other long-term assets | 13,779 | |
Restricted cash - non-current | 245 | |
Total long-term assets | 19,980 | |
Derivatives - contracts | 3,047 | 263 |
Fair Value Measurements, Recurring [Member] | Currency Forward Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - contracts | 250 | |
Other current assets | 250 | |
Derivatives - contracts | 3,030 | 263 |
Fair Value Measurements, Recurring [Member] | Option Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - contracts | 72 | |
Other current assets | 72 | |
Derivatives - contracts | 17 | |
Money Market Funds [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 10,105 | 106,099 |
Restricted cash | 5,931 | |
Bankers' Acceptance Drafts [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 936 | 11 |
Available-for-sale investments | 2,487 | 728 |
Time Deposits and Certificates of Deposit [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 1,000 | |
Available-for-sale investments | 1,395 | 11,892 |
Asset-Backed Securities [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 18,326 | 124,997 |
U.S. Treasury Obligations [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 1,152 | |
U.S. Agency Obligations [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 650 | |
Available-for-sale investments | 9,657 | 119,582 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash - non-current | 245 | |
Total assets | 16,281 | 106,099 |
Cash and cash equivalents | 10,105 | 106,099 |
Restricted cash | 5,931 | |
Total current assets | 16,036 | 106,099 |
Restricted cash - non-current | 245 | |
Total long-term assets | 245 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money Market Funds [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 10,105 | 106,099 |
Restricted cash | 5,931 | |
Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 78,592 | 432,490 |
Total liabilities | 3,047 | |
Cash and cash equivalents | 5,431 | 341 |
Short-term investments | 53,104 | 430,663 |
Derivatives - contracts | 322 | 1,486 |
Other current assets | 322 | 1,486 |
Total current assets | 58,857 | 432,490 |
Available-for-sale investments | 5,956 | |
Other long-term assets | 13,779 | |
Total long-term assets | 19,735 | |
Derivatives - contracts | 3,047 | 263 |
Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements, Recurring [Member] | Currency Forward Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - contracts | 250 | |
Other current assets | 250 | |
Derivatives - contracts | 3,030 | 263 |
Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements, Recurring [Member] | Option Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - contracts | 72 | |
Other current assets | 72 | |
Derivatives - contracts | 17 | |
Significant Other Observable Inputs (Level 2) [Member] | Bankers' Acceptance Drafts [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 936 | 11 |
Available-for-sale investments | 2,487 | 728 |
Significant Other Observable Inputs (Level 2) [Member] | Time Deposits and Certificates of Deposit [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 1,000 | |
Available-for-sale investments | 1,395 | 11,892 |
Significant Other Observable Inputs (Level 2) [Member] | Asset-Backed Securities [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 18,326 | 124,997 |
Significant Other Observable Inputs (Level 2) [Member] | U.S. Treasury Obligations [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 1,152 | |
Significant Other Observable Inputs (Level 2) [Member] | U.S. Agency Obligations [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 650 | |
Available-for-sale investments | 9,657 | 119,582 |
Corporate Obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 16,701 | 165,109 |
Corporate Obligations [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 330 | |
Available-for-sale investments | 16,701 | 165,109 |
Corporate Obligations [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 330 | |
Available-for-sale investments | 16,701 | 165,109 |
Municipal Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 593 | 8,355 |
Municipal Bonds [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 593 | 8,355 |
Municipal Bonds [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 593 | $ 8,355 |
Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 2,793 | |
Commercial Paper [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 2,845 | |
Available-for-sale investments | 2,793 | |
Commercial Paper [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 2,845 | |
Available-for-sale investments | 2,793 | |
Group Insurance Contracts [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 5,956 | |
Group Insurance Contracts [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments | 5,956 | |
Israeli Pension Assets [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash surrender value of life insurance | 13,779 | |
Israeli Pension Assets [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash surrender value of life insurance | $ 13,779 |
Fair Value Measurements - Sch54
Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Parenthetical) (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash/Non-negotiable time deposits - not subject to fair value disclosure requirements | $ 366,874 | $ 227,574 | $ 195,147 | $ 305,437 |
Cash [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash/Non-negotiable time deposits - not subject to fair value disclosure requirements | 349,885 | 110,118 | ||
Non-Negotiable Time Deposits [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash/Non-negotiable time deposits - not subject to fair value disclosure requirements | $ 1,453 | $ 11,016 |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Maximum period for hedging a portion of forecasted foreign currency denominated intercompany sales of inventory | 18 months | |
Gross notional values of outstanding forward foreign exchange contracts | $ 41,471,000 | $ 89,989,000 |
Accumulated other comprehensive income realization period | 12 months | |
Net fair value asset of outstanding foreign currency option contracts | $ (2,780,000) | $ 1,223,000 |
Interest Rate Swap [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Percentage of debt which is subject to interest rate swap fixed rate | 50.00% | |
Interest rate swap agreement, credit spread rate | 3.50% | |
Interest rate swap agreement, maturity date | Sep. 30, 2020 | |
Interest rate swap agreement, notional amount | $ 335,000,000 | |
Interest rate swap agreement, interest rate description | The Company entered into an interest rate swap agreement to fix the rate on approximately 50% of its remaining outstanding term loan balance, as described further in Note 11. This cash flow hedge fixes the interest rate paid on the hedged debt at 1.198% per annum plus the credit spread of 3.50% through September 30, 2020. | |
Israeli Shekel [Member] | Foreign Currency Option Contracts [Member] | Instruments Not Qualify for Hedge Accounting [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross notional values of outstanding foreign currency option contracts | $ (476,000) | |
Net fair value asset of outstanding foreign currency option contracts | $ 55,000 | |
Cash Flow Hedging [Member] | Interest Rate Swap [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Interest rate swap agreement, interest rate | 1.198% |
Derivatives - Summary of Primar
Derivatives - Summary of Primary Net Hedging Positions and Corresponding Fair Values (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | $ 41,471 | $ 89,989 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | (2,780) | 1,223 |
Forward Exchange Contracts [Member] | U.S. Dollar/Japanese Yen [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 13,213 | 26,848 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | (1,876) | (136) |
Forward Exchange Contracts [Member] | U.S. Dollar/South Korean Won [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 18,150 | 34,777 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | (930) | 915 |
Forward Exchange Contracts [Member] | U.S. Dollar/Euro [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 3,969 | 10,987 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | (14) | 19 |
Forward Exchange Contracts [Member] | U.S. Dollar/U.K. Pound Sterling [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 1,461 | 4,587 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | 207 | 61 |
Forward Exchange Contracts [Member] | U.S. Dollar/Taiwan Dollar [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 4,678 | 12,790 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | $ (167) | $ 364 |
Derivatives - Summary of Fair V
Derivatives - Summary of Fair Value Amounts of Company's Derivative Instruments (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 322 | $ 1,486 |
Derivative liabilities | (3,047) | (263) |
Total net derivative (liabilities) assets | (2,780) | 1,223 |
Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total net derivative (liabilities) assets | (2,725) | 1,223 |
Forward Exchange Contracts [Member] | Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 250 | 1,486 |
Derivative liabilities | (3,030) | $ (263) |
Foreign Currency Option Contracts [Member] | Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 72 | |
Derivative liabilities | $ (17) |
Derivatives - Summary of Fair58
Derivatives - Summary of Fair Value Amounts of Company's Derivative Instruments (Parenthetical) (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative asset classified in other current assets | $ 322 | $ 1,486 |
Derivative liability classified in other current liabilities | $ 3,047 | $ 263 |
Derivatives - Summary of Gains
Derivatives - Summary of Gains (Losses) on Derivatives Designated as Hedging Instruments (Detail) - Forward Exchange Contracts [Member] - Cash Flow Hedging [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Net gain (loss) recognized in OCI | $ 326 | $ 1,148 | $ (3,107) | $ (2,372) |
Net (loss) gain reclassified from accumulated OCI into income | $ (764) | $ 857 | $ (487) | $ 2,766 |
Derivatives - Summary of (Losse
Derivatives - Summary of (Losses) and Gains on Derivatives Not Designated as Hedging Instruments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Forward Exchange Contracts [Member] | ||||
Derivative Instruments Gain Loss Not Designated As Hedging Instruments [Line Items] | ||||
Net (loss) gain recognized in income | $ (339) | $ 116 | $ (1,283) | $ 1,331 |
Foreign Currency Option Contracts [Member] | ||||
Derivative Instruments Gain Loss Not Designated As Hedging Instruments [Line Items] | ||||
Net (loss) gain recognized in income | $ (63) | $ 52 |
Inventories - Summary of Invent
Inventories - Summary of Inventories (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 100,691 | $ 78,352 |
Work-in-process | 94,679 | 23,297 |
Finished goods | 83,595 | 50,982 |
Inventories | $ 278,965 | $ 152,631 |
Goodwill and Intangible Asset62
Goodwill and Intangible Assets - Goodwill (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Beginning balance, Goodwill Gross Carrying Amount | $ 339,117 | $ 331,795 |
Acquired goodwill, Gross Carrying Amount | 396,216 | 8,017 |
Foreign currency translation, Gross Carrying Amount | (1,284) | (695) |
Ending balance, Goodwill Gross Carrying Amount | 734,049 | 339,117 |
Beginning balance, Accumulated Impairment (Loss) | (139,414) | (139,414) |
Acquired goodwill, Accumulated Impairment (Loss) | 0 | 0 |
Foreign currency translation, Accumulated Impairment (Loss) | 0 | 0 |
Ending balance, Accumulated Impairment (Loss) | (139,414) | (139,414) |
Beginning balance, Goodwill Net | 199,703 | 192,381 |
Acquired goodwill, Net | 396,216 | 8,017 |
Foreign currency translation, Net | (1,284) | (695) |
Ending balance, Goodwill Net | $ 594,635 | $ 199,703 |
Goodwill and Intangible Asset63
Goodwill and Intangible Assets - Goodwill (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2015 | Sep. 30, 2016 | Apr. 29, 2016 | Mar. 17, 2015 | Dec. 31, 2014 | |
Goodwill [Line Items] | |||||
Goodwill | $ 199,703 | $ 594,635 | $ 192,381 | ||
Acquisition purchase price | 975 | ||||
Newport [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill | $ 396,216 | $ 396,216 | |||
Precisive, LLC [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill | $ 7,042 | $ 7,042 |
Goodwill and Intangible Asset64
Goodwill and Intangible Assets - Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | $ 568,653 | $ 168,847 |
Accumulated Amortization | (147,553) | (124,563) |
Foreign Currency Translation | (1,289) | (257) |
Intangible assets, net | 419,811 | 44,027 |
Completed Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 176,586 | 101,200 |
Accumulated Amortization | (89,912) | (82,330) |
Foreign Currency Translation | (290) | (272) |
Intangible assets, net | 86,384 | 18,598 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 280,344 | 37,251 |
Accumulated Amortization | (25,742) | (16,345) |
Foreign Currency Translation | (954) | 10 |
Intangible assets, net | 253,648 | 20,916 |
Patents, Trademarks, Trade Names and Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 104,824 | 30,396 |
Accumulated Amortization | (31,899) | (25,888) |
Foreign Currency Translation | (26) | 5 |
Intangible assets, net | 72,899 | $ 4,513 |
In-process Research and Development [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 6,899 | |
Foreign Currency Translation | (19) | |
Intangible assets, net | $ 6,880 |
Goodwill and Intangible Asset65
Goodwill and Intangible Assets - Intangible Assets (Parenthetical) (Detail) - USD ($) $ in Thousands | Apr. 29, 2016 | Mar. 17, 2015 | Sep. 30, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | $ 395,504 | |||
Unfavorable lease commitments | 4,302 | |||
Precisive, LLC [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | $ 5,110 | $ 5,110 | ||
Precisive, LLC [Member] | Completed Technology [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | 820 | |||
Precisive, LLC [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | $ 1,430 | 1,430 | ||
Precisive, LLC [Member] | Patents, Trademarks, Trade Names and Other [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | $ 2,860 | |||
Newport [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | $ 399,806 | |||
Unfavorable lease commitments | 4,302 | |||
Newport [Member] | Completed Technology [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | 75,386 | |||
Newport [Member] | Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | 243,093 | 243,093 | ||
Newport [Member] | Patents, Trademarks, Trade Names and Other [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | 74,428 | |||
Newport [Member] | In-process Research and Development [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | $ 6,899 | $ 6,899 |
Goodwill and Intangible Asset66
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 12,452 | $ 1,691 | $ 22,990 | $ 5,071 |
Goodwill and Intangible Asset67
Goodwill and Intangible Assets - Estimated Amortization Expense (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2016 (remaining) | $ 12,605 |
2,017 | 42,335 |
2,018 | 38,287 |
2,019 | 38,244 |
2,020 | 34,270 |
2,021 | 27,276 |
Thereafter | $ 170,894 |
Other Assets - Schedule of Othe
Other Assets - Schedule of Other Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Other Current Assets: | ||
Income tax receivable | $ 7,754 | $ 8,682 |
Prepaid income tax | 10,825 | 4,755 |
Other | 35,037 | 13,323 |
Total other current assets | 53,616 | 26,760 |
Other Assets: | ||
Deferred tax assets, net | 3,025 | 19,252 |
Other | 26,901 | 1,998 |
Total other assets | $ 29,926 | $ 21,250 |
Other Liabilities - Schedule of
Other Liabilities - Schedule of Other Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Other Current Liabilities: | ||
VAT payable | $ 6,004 | $ 3,075 |
Customer prepayments | 4,349 | 1,741 |
Product warranties | 8,083 | 5,205 |
Deferred revenue | 14,704 | 7,189 |
Other | 40,214 | 18,149 |
Total other current liabilities | 73,354 | 35,359 |
Other Liabilities: | ||
Long-term income tax payable | 14,140 | 4,483 |
Other | 5,816 | 949 |
Total other liabilities | $ 19,956 | $ 5,432 |
Debt - Additional Information (
Debt - Additional Information (Detail) | Sep. 29, 2016USD ($) | Jun. 09, 2016USD ($) | Sep. 30, 2016USD ($)Institution | Sep. 30, 2016USD ($)InstitutionSecurityLoan | Dec. 31, 2015USD ($) |
Interest Rate Swap [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate swap agreement, maturity date | Sep. 30, 2020 | ||||
Interest rate swap agreement, notional amount | $ 335,000,000 | $ 335,000,000 | |||
Interest rate swap agreement, credit spread rate | 3.50% | 3.50% | |||
Japan [Member] | |||||
Debt Instrument [Line Items] | |||||
Borrowing capacity in the form of letters of credit | $ 22,763,000 | $ 22,763,000 | |||
Number of financial institutions for available lines of credit and borrowing arrangements | Institution | 2 | 2 | |||
Aggregate borrowings expire and renewed | 3 month intervals | ||||
Total borrowings outstanding | $ 0 | $ 0 | $ 0 | ||
Austria [Member] | |||||
Debt Instrument [Line Items] | |||||
Number of outstanding loans | SecurityLoan | 4 | ||||
Interest on loans payable | Semi-annually | ||||
Minimum [Member] | Austria [Member] | |||||
Debt Instrument [Line Items] | |||||
Loan interest rate | 0.75% | ||||
Maximum [Member] | Austria [Member] | |||||
Debt Instrument [Line Items] | |||||
Loan interest rate | 2.00% | ||||
Revolving Lines of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Borrowing capacity in the form of letters of credit | 9,897,000 | $ 9,897,000 | |||
Revolving Lines of Credit [Member] | Base Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of credit base interest rate | 1.25% | ||||
Term Loan Credit Agreement [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest expense | 8,461,000 | $ 11,989,000 | |||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Secured term loan, face amount | 780,000,000 | $ 780,000,000 | |||
Debt instrument, interest rate terms | Borrowings under the Term Loan Facility bear interest per annum at one of the following rates selected by the Company: (a) a base rate determined by reference to the highest of (1) the federal funds effective rate plus 0.50%, (2) the “prime rate” quoted in The Wall Street Journal, (3) a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00%, and (4) a floor of 1.75%, plus, in each case, an applicable margin of 3.00%; or (b) a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, subject to a LIBOR rate floor of 0.75%, plus an applicable margin of 4.00%. The Term Loan Facility was issued with original issue discount of 1.00% of the principal amount thereof. | ||||
Debt instrument, issue discount percentage on principal | 1.00% | ||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | Federal Funds Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 0.50% | ||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | Adjusted One Month LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 1.00% | ||||
Period of Libor measurement | 1 month | ||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | Floor Rate [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 1.75% | ||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | Floor Rate [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 3.00% | ||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | LIBOR Floor Rate [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 0.75% | ||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | LIBOR Floor Rate [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 4.00% | ||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment [Member] | |||||
Debt Instrument [Line Items] | |||||
Secured term loan, face amount | $ 668,175,000 | $ 668,175,000 | |||
Debt instrument, interest rate | 2.50% | ||||
Percentage of prepayment premium fee | 1.00% | 1.00% | |||
Debt instrument, prepayment premium percentage | 1.00% | ||||
Debt instrument, prepayment premium | $ 7,300,000 | ||||
Debt instrument, prepaid principal amount | 50,000,000 | ||||
Debt instrument, voluntary prepayment of principal amount | $ 60,000,000 | ||||
Debt instrument, scheduled principal payment | $ 1,825,000 | ||||
Deferred finance fees, original issue discount and re-pricing fee | $ 28,747,000 | ||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment [Member] | Interest Rate Swap [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate swap agreement, maturity date | Sep. 30, 2020 | ||||
Interest rate swap agreement, notional amount | $ 335,000,000 | $ 335,000,000 | |||
Interest rate swap agreement, interest rate | 1.198% | 1.198% | |||
Interest rate swap agreement, credit spread rate | 3.50% | 3.50% | |||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, quarterly payment percentage | 0.25 | ||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment [Member] | LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 3.50% | ||||
Newport [Member] | Asset Based Credit Agreement [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt issuance cost capitalized | $ 1,201,000 | $ 1,201,000 | |||
Contractual term | 5 years | ||||
Newport [Member] | Asset Based Credit Agreement [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Secured term loan, face amount | $ 50,000,000 | $ 50,000,000 | |||
Debt instrument, interest rate terms | Borrowings under the ABL Facility bear interest per annum at one of the following rates selected by the Company: (a) a base rate determined by reference to the highest of (1) the federal funds effective rate plus 0.50%, (2) the “prime rate” quoted in the The Wall Street Journal, and (3) a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00%, plus, in each case, an initial applicable margin of 0.75%; and (b) a LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, plus an initial applicable margin of 1.75%. | ||||
Percentage of borrowing based on eligible accounts | 85.00% | ||||
Percentage of borrowing based on lower of cost or market value of certain eligible inventory | 65.00% | ||||
Percentage of borrowing based on net orderly liquidation value of certain eligible inventory | 85.00% | ||||
Percentage of borrowing base | 30.00% | 30.00% | |||
Initial commitment fee percentage | 0.375% | ||||
Newport [Member] | Asset Based Credit Agreement [Member] | Secured Debt [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of borrowing based on book value of certain eligible accounts | 70.00% | ||||
Newport [Member] | Asset Based Credit Agreement [Member] | Secured Debt [Member] | Federal Funds Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 0.50% | ||||
Newport [Member] | Asset Based Credit Agreement [Member] | Secured Debt [Member] | Adjusted One Month LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 1.00% | ||||
Period of Libor measurement | 1 month | ||||
Newport [Member] | Asset Based Credit Agreement [Member] | Secured Debt [Member] | LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 1.75% | ||||
Newport [Member] | Asset Based Credit Agreement [Member] | Secured Debt [Member] | Initial Margin Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate | 0.75% | ||||
Newport [Member] | Asset Based Credit Agreement [Member] | Letter of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Borrowing capacity in the form of letters of credit | $ 15,000,000 | $ 15,000,000 |
Debt - Schedule of Short Term D
Debt - Schedule of Short Term Debt (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Short-term Debt [Line Items] | |
Short term debt | $ 7,300 |
Short term debt | 11,528 |
Other Debt [Member] | |
Short-term Debt [Line Items] | |
Short term debt | 18 |
Japan [Member] | Line of Credit [Member] | |
Short-term Debt [Line Items] | |
Short term debt | 3,958 |
Japan [Member] | Receivables Financing Facility [Member] | |
Short-term Debt [Line Items] | |
Short term debt | $ 252 |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Debt Instrument [Line Items] | |
Long term debt | $ 639,068 |
Term Loan Facility, Net [Member] | |
Debt Instrument [Line Items] | |
Long term debt | 638,481 |
Australia [Member] | Loans Due Through March 2020 [Member] | |
Debt Instrument [Line Items] | |
Long term debt | $ 587 |
Debt - Schedule of Long Term 73
Debt - Schedule of Long Term Debt (Parenthetical) (Detail) - Term Loan Facility, Net [Member] $ in Thousands | Sep. 30, 2016USD ($) |
Debt Instrument [Line Items] | |
Debt issuance discount and repricing fees | $ 22,394 |
Deferred financing fees | $ 22,394 |
Debt - Schedule of Contractual
Debt - Schedule of Contractual Maturities of Debt Obligations (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Maturities of Long-term Debt [Abstract] | |
2016 (remaining) | $ 6,054 |
2,017 | 7,404 |
2,018 | 7,312 |
2,019 | 7,726 |
2,020 | 7,344 |
2,021 | 7,300 |
Thereafter | $ 629,850 |
Product Warranties - Product Wa
Product Warranties - Product Warranty Activities (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Guarantees [Abstract] | ||
Beginning of period | $ 5,205 | $ 6,266 |
Product warranty liability from Newport Merger | 3,040 | |
Provision for product warranties | 5,067 | 3,527 |
Direct charges to warranty liability | (5,213) | (3,859) |
Foreign currency translation | 43 | (97) |
End of period | $ 8,142 | $ 5,837 |
Product Warranties - Product 76
Product Warranties - Product Warranty Activities (Parenthetical) (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Guarantees [Abstract] | ||
Short-term product warranty | $ 8,083 | $ 5,205 |
Long-term product warranty | $ 59 |
Pension Plans - Summary of Net
Pension Plans - Summary of Net Periodic Benefit Costs (Detail) - Newport [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2016 | Sep. 30, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | $ 596 | $ 1,000 |
Interest cost on projected benefit obligation | 121 | 201 |
Expected return on plan assets | (44) | (75) |
Net periodic benefit costs | $ 673 | $ 1,126 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Income Taxes [Line Items] | |||||
Effective tax rate | 23.00% | 29.30% | 24.40% | 29.10% | |
Gross unrecognized tax benefits excluding interest and penalties | $ 30,567 | $ 30,567 | $ 4,332 | ||
Net unrecognized tax benefit excluding interest and penalties that would impact effective tax rate | 19,399 | 19,399 | |||
Accrued interest on unrecognized tax benefits | $ 738 | 738 | $ 157 | ||
Net unrecognized tax benefits, excluding interest and penalties, related to foreign tax positions | $ 3,370 | ||||
Income tax examination, description | The Company and its subsidiaries are subject to examination by U.S. federal, state and foreign tax authorities. The United States Internal Revenue Service commenced an examination of the Company's U.S. federal tax filings for tax years 2011 through 2013 during the quarter ended March 31, 2015. | ||||
Earliest Tax Year [Member] | Internal Revenue Service (IRS) [Member] | |||||
Income Taxes [Line Items] | |||||
Open tax year | 2,011 |
Interest and Other (Expense) 79
Interest and Other (Expense) Income, Net - Summary of Interest and Other (Expense) Income, Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Interest Income (Expense), Net [Abstract] | ||||
Interest income | $ 404 | $ 778 | $ 1,859 | $ 2,147 |
Other income | 1,544 | 1,583 | ||
Interest expense | (12,007) | (57) | (20,527) | (132) |
Impact of foreign exchange (expense) income | (701) | 753 | ||
Interest and other (expense) income, net | $ (10,760) | $ 721 | $ (16,332) | $ 2,015 |
Interest and Other (Expense) 80
Interest and Other (Expense) Income, Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Interest And Other Expense Income [Line Items] | ||||
Foreign exchange income (expense) | $ (701) | $ 753 | ||
Selling, General and Administrative Expenses [Member] | ||||
Interest And Other Expense Income [Line Items] | ||||
Foreign exchange income (expense) | $ 836 | $ 288 |
Net Income Per Share - Computat
Net Income Per Share - Computation of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Numerator: | ||||
Net income | $ 32,549 | $ 29,769 | $ 59,322 | $ 96,775 |
Denominator: | ||||
Shares used in net income per common share - basic | 53,574,000 | 53,314,000 | 53,423,000 | 53,304,000 |
Effect of dilutive securities: | ||||
Stock options, restricted stock, stock appreciation rights and employee stock purchase plan | 741,000 | 254,000 | 472,000 | 258,000 |
Shares used in net income per common share - diluted | 54,315,000 | 53,568,000 | 53,895,000 | 53,562,000 |
Net income per common share: | ||||
Basic | $ 0.61 | $ 0.56 | $ 1.11 | $ 1.82 |
Diluted | $ 0.60 | $ 0.56 | $ 1.10 | $ 1.81 |
Stockholder's Equity - Addition
Stockholder's Equity - Additional Information (Detail) - USD ($) | Oct. 24, 2016 | Jul. 25, 2011 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Stockholders Equity [Line Items] | ||||||||||
Common stock, value of shares authorized to repurchase | $ 200,000,000 | |||||||||
Stock repurchase, shares | 1,770,000 | 45,000 | 244,000 | |||||||
Value of shares repurchased | $ 52,000,000 | $ 1,545,000 | $ 8,866,000 | |||||||
Average price of repurchased shares | $ 34.50 | $ 36.32 | ||||||||
Cash dividends per common share | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.165 | $ 0.510 | $ 0.505 | ||
Dividend payment to common shareholders | $ 27,249,000 | $ 27,249,000 | $ 27,249,000 | $ 26,928,000 | $ 26,928,000 | $ 26,928,000 | $ 27,249,000 | $ 26,928,000 | ||
Subsequent Event [Member] | ||||||||||
Stockholders Equity [Line Items] | ||||||||||
Dividend declared date | Oct. 24, 2016 | |||||||||
Cash dividend to be paid | $ 0.17 | |||||||||
Dividend to be paid date | Dec. 9, 2016 | |||||||||
Dividend declared, shareholders of record date | Nov. 28, 2016 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Apr. 29, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock reserved for issuance | 18,000,000 | 18,000,000 | |||
Total compensation expense related to unvested stock-based awards granted to employees, officers and directors | $ 29,283 | $ 29,283 | |||
Stock options and restricted stock units, outstanding | 752,000 | 752,000 | |||
Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Anti-dilutive weighted-average restricted stock units excluded from computation of diluted weighted-average shares | 529,000 | 401,000 | |||
Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued as per merger agreement | 1,260,525 | ||||
Number of RSUs outstanding | 17,462 | ||||
Dividend reinvestment | 136 | ||||
Restricted stock units, granted | 740,985 | ||||
Restricted stock units, weighted average grant date fair value | $ 35.51 | ||||
Anti-dilutive weighted-average restricted stock units excluded from computation of diluted weighted-average shares | 0 | 0 | |||
Restricted Stock Units (RSUs) [Member] | Newport Deferred Compensation [Member] | Outside Directors [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Newport RSUs converted to MKS RSUs at Merger date | 36,599 | ||||
Newport RSUs converted to MKS RSUs at Merger date and released | 19,137 | ||||
Stock Appreciation Rights (SARs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted stock units, granted | 0 | ||||
Anti-dilutive weighted-average restricted stock units excluded from computation of diluted weighted-average shares | 213,000 | 181,000 | |||
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Anti-dilutive weighted-average restricted stock units excluded from computation of diluted weighted-average shares | 0 | 0 | |||
Newport [Member] | Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued as per merger agreement | 360,674 | ||||
Newport [Member] | Stock Appreciation Rights (SARs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued as per merger agreement | 899,851 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Total Stock-Based Compensation Expense Included in Company's Consolidated Statements of Income and Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total pre-tax stock-based compensation expense | $ 5,158 | $ 3,247 | $ 19,826 | $ 10,025 |
Cost of Revenues [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total pre-tax stock-based compensation expense | 666 | 432 | 1,996 | 1,489 |
Research and Development Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total pre-tax stock-based compensation expense | 551 | 405 | 1,614 | 1,255 |
Selling, General and Administrative Expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Total pre-tax stock-based compensation expense | $ 3,941 | $ 2,410 | $ 16,216 | $ 7,281 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Activity for RSUs (Detail) | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Non-vested RSUs - end of period | 712,284 |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Non-vested RSUs - beginning of period | 733,162 |
Assumed RSUs from Newport Merger | 360,674 |
Granted | 740,985 |
Vested | (452,251) |
Forfeited | (55,474) |
Non-vested RSUs - end of period | 1,327,232 |
Weighted Average Grant Date Fair Value, Beginning of period | $ / shares | $ 30.94 |
Weighted Average Grant Date Fair Value, Assumed RSUs from Newport Merger | $ / shares | 35.01 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 35.51 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 31.18 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 33.74 |
Weighted Average Grant Date Fair Value, end of period | $ / shares | $ 34.40 |
Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Accrued dividend shares | 136 |
Weighted Average Grant Date Fair Value, Accrued dividend shares | $ / shares | $ 43.64 |
Stock-Based Compensation - Su86
Stock-Based Compensation - Summary of Activity for Outstanding and Exercisable Stock Appreciation Rights (Detail) | 9 Months Ended |
Sep. 30, 2016USD ($)$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock appreciation rights outstanding | shares | 712,284 |
Stock appreciation rights exercisable | shares | 482,001 |
Weighted Average Base Value, Stock appreciation rights outstanding | $ / shares | $ 27.86 |
Weighted Average Base Value, Stock appreciation rights exercisable | $ / shares | $ 26.52 |
Weighted Average Remaining Contractual Life, Stock appreciation rights outstanding | 4 years 1 month 6 days |
Weighted Average Remaining Contractual Life, Stock appreciation rights exercisable | 3 years 6 months |
Aggregate Intrinsic Value, Stock appreciation rights outstanding | $ | $ 15,581 |
Aggregate Intrinsic Value, Stock appreciation rights exercisable | $ | $ 11,185 |
Business Segment, Geographic 87
Business Segment, Geographic Area, Product and Significant Customer Information - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2016SegmentCustomer | |
Segment Reporting [Abstract] | |
Number of reportable segments | Segment | 2 |
Number of customers with net revenues greater than 10% of total net revenues | Customer | 2 |
Entity wide net revenue major customer percentage minimum | 10.00% |
Business Segment, Geographic 88
Business Segment, Geographic Area, Product and Significant Customer Information - Net Revenues by Reportable Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Total net revenues | $ 380,660 | $ 209,332 | $ 890,202 | $ 641,137 |
Vacuum & Analysis Division [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenues | 229,167 | $ 209,332 | 620,207 | $ 641,137 |
Light & Motion Division [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total net revenues | $ 151,493 | $ 269,995 |
Business Segment, Geographic 89
Business Segment, Geographic Area, Product and Significant Customer Information - Reconciliation of Segment Gross Profit to Consolidated Net Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Gross profit | $ 168,385 | $ 94,229 | $ 382,211 | $ 290,073 |
Research and development | 32,268 | 17,217 | 77,709 | 51,464 |
Selling, general and administrative | 70,424 | 33,396 | 175,803 | 97,532 |
Acquisition costs | 233 | 10,932 | 30 | |
Restructuring | 562 | 24 | 1,569 | |
Amortization of intangible assets | 12,452 | 1,691 | 22,990 | 5,071 |
Income from operations | 53,008 | 41,363 | 94,753 | 134,407 |
Interest and other (expense) income, net | (10,760) | 721 | (16,332) | 2,015 |
Income before income taxes | 42,248 | 42,084 | 78,421 | 136,422 |
Provision for income taxes | 9,699 | 12,315 | 19,099 | 39,647 |
Net income | 32,549 | 29,769 | 59,322 | 96,775 |
Vacuum & Analysis Division [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Gross profit | 104,232 | $ 94,229 | 273,004 | $ 290,073 |
Light & Motion Division [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Gross profit | $ 64,153 | $ 109,207 |
Business Segment, Geographic 90
Business Segment, Geographic Area, Product and Significant Customer Information - Schedule of Capital Expenditures, Depreciation and Amortization Expense and Segment Assets by Reportable Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Capital expenditures | $ 4,695 | $ 3,497 | $ 11,959 | $ 8,831 |
Depreciation and amortization | 22,049 | 5,524 | 43,757 | 16,606 |
Vacuum & Analysis Division [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 2,772 | 3,497 | 7,964 | 8,831 |
Depreciation and amortization | 5,142 | $ 5,524 | 15,628 | $ 16,606 |
Light & Motion Division [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Capital expenditures | 1,923 | 3,995 | ||
Depreciation and amortization | $ 16,907 | $ 28,129 |
Business Segment, Geographic 91
Business Segment, Geographic Area, Product and Significant Customer Information - Segment Assets by Reportable Segment (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Accounts receivable | $ 243,853 | $ 101,883 |
Inventory | 278,965 | 152,631 |
Total assets | 2,241,665 | 1,273,347 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | 243,853 | 101,883 |
Inventory | 278,965 | 152,631 |
Total assets | 522,818 | 254,514 |
Operating Segments [Member] | Vacuum & Analysis Division [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | 136,654 | 101,883 |
Inventory | 161,219 | 152,631 |
Total assets | 297,873 | $ 254,514 |
Operating Segments [Member] | Light & Motion Division [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | 128,401 | |
Inventory | 117,746 | |
Total assets | 246,147 | |
Operating Segments [Member] | Corporate & Eliminations [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | (21,202) | |
Total assets | $ (21,202) |
Business Segment, Geographic 92
Business Segment, Geographic Area, Product and Significant Customer Information - Reconciliation of Segment Assets to Consolidated Total Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Consolidated total assets | $ 2,241,665 | $ 1,273,347 |
Property, plant and equipment, net | 179,694 | 68,856 |
Other assets | 29,926 | 21,250 |
Operating Segments [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Consolidated total assets | 522,818 | 254,514 |
Segment Reconciling Items [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Cash and cash equivalents and investments | 435,234 | 658,237 |
Other current assets, including restricted cash | 59,547 | 26,760 |
Property, plant and equipment, net | 179,694 | 68,856 |
Goodwill and intangible assets, net | 1,014,446 | 243,730 |
Other assets | $ 29,926 | $ 21,250 |
Business Segment, Geographic 93
Business Segment, Geographic Area, Product and Significant Customer Information - Summary of Goodwill Associated with Reportable Segments (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | |||
Goodwill | $ 594,635 | $ 199,703 | $ 192,381 |
Vacuum & Analysis Division [Member] | |||
Segment Reporting Information [Line Items] | |||
Goodwill | 200,368 | $ 199,703 | |
Light & Motion Division [Member] | |||
Segment Reporting Information [Line Items] | |||
Goodwill | $ 394,267 |
Business Segment, Geographic 94
Business Segment, Geographic Area, Product and Significant Customer Information - Worldwide Net Revenue for Each Group of Products (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue from External Customer [Line Items] | ||||
Net sales from product groups | $ 380,660 | $ 209,332 | $ 890,202 | $ 641,137 |
Instruments, Control & Vacuum Products [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Net sales from product groups | 114,491 | 98,614 | 317,141 | 319,491 |
Power & Reactive Gas Products [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Net sales from product groups | 98,827 | 95,311 | 259,797 | 276,787 |
Analytical Solutions Products [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Net sales from product groups | 15,907 | $ 15,407 | 43,334 | $ 44,859 |
Photonics Products [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Net sales from product groups | 62,226 | 108,090 | ||
Optics Products [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Net sales from product groups | 44,331 | 79,594 | ||
Lasers Products [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Net sales from product groups | $ 44,878 | $ 82,246 |
Business Segment, Geographic 95
Business Segment, Geographic Area, Product and Significant Customer Information - Schedule of Net Revenues and Long-Lived Assets by Geographic Regions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net revenues | $ 380,660 | $ 209,332 | $ 890,202 | $ 641,137 | |
Long-lived assets | 201,748 | 201,748 | $ 71,329 | ||
North America [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net revenues | 198,305 | 122,348 | 460,994 | 365,942 | |
Long-lived assets | 120,379 | 120,379 | 56,594 | ||
Korea [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net revenues | 32,642 | 27,760 | 79,240 | 87,181 | |
Japan [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net revenues | 26,970 | 14,699 | 68,738 | 49,001 | |
Asia (Excluding Korea and Japan) [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net revenues | 75,179 | 24,833 | 173,526 | 79,259 | |
Long-lived assets | 50,551 | 50,551 | 8,952 | ||
Europe [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net revenues | 47,564 | $ 19,692 | 107,704 | $ 59,754 | |
Long-lived assets | $ 30,818 | $ 30,818 | $ 5,783 |
Business Segment, Geographic 96
Business Segment, Geographic Area, Product and Significant Customer Information - Customers with Net Revenues Greater than 10% of Total Net Revenues (Detail) - Customer Concentration Risk [Member] - Sales Revenue, Net [Member] | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Applied Materials, Inc [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Percentage of total net revenues | 12.00% | 18.00% | 14.00% | 18.00% |
LAM Research Corporation [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Percentage of total net revenues | 9.00% | 16.00% | 11.00% | 14.00% |