Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 22, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | MKSI | ||
Entity Registrant Name | MKS INSTRUMENTS INC | ||
Entity Central Index Key | 1,049,502 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 53,824,189 | ||
Entity Public Float | $ 2,306,662,236 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 228,623 | $ 227,574 |
Restricted cash | 5,287 | |
Short-term investments | 189,463 | 430,663 |
Trade accounts receivable, net of allowance for doubtful accounts of $3,909 and $1,760 at December 31, 2016 and 2015, respectively | 248,757 | 101,883 |
Inventories | 275,869 | 152,631 |
Income tax receivable | 4,604 | 8,682 |
Other current assets | 46,166 | 18,078 |
Total current assets | 998,769 | 939,511 |
Property, plant and equipment, net | 174,559 | 68,856 |
Goodwill | 588,585 | 199,703 |
Intangible assets, net | 408,004 | 44,027 |
Long-term investments | 9,858 | |
Other assets | 32,467 | 21,250 |
Total assets | 2,212,242 | 1,273,347 |
Current liabilities: | ||
Short-term borrowings and current portion of long-term debt | 10,993 | |
Accounts payable | 69,337 | 23,177 |
Accrued compensation | 67,728 | 28,424 |
Income taxes payable | 22,794 | 4,024 |
Deferred revenue | 14,463 | 7,189 |
Other current liabilities | 51,985 | 28,170 |
Total current liabilities | 237,300 | 90,984 |
Long-term debt, net | 601,229 | |
Non-current deferred taxes | 66,446 | 2,655 |
Non-current accrued compensation | 44,714 | 13,395 |
Other liabilities | 20,761 | 5,432 |
Total liabilities | 970,450 | 112,466 |
Commitments and contingencies (Note 23) | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value, 2,000,000 shares authorized; none issued and outstanding | ||
Common stock, no par value, 200,000,000 shares authorized; 53,672,861 and 53,199,720 shares issued and outstanding at December 31, 2016 and 2015, respectively | 113 | 113 |
Additional paid-in capital | 777,482 | 744,725 |
Retained earnings | 494,744 | 427,214 |
Accumulated other comprehensive loss | (30,547) | (11,171) |
Total stockholders' equity | 1,241,792 | 1,160,881 |
Total liabilities and stockholders' equity | $ 2,212,242 | $ 1,273,347 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 3,909 | $ 1,760 |
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 | 53,672,861 | 53,199,720 |
Common stock, shares outstanding | 53,672,861 | 53,199,720 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Net Revenues: | ||||
Products | $ 1,134,013 | $ 697,104 | $ 673,819 | |
Services | 161,329 | 116,420 | 107,050 | |
Total net revenues | 1,295,342 | 813,524 | 780,869 | |
Cost of revenues: | ||||
Cost of products | 627,850 | 373,764 | 374,200 | |
Cost of service | 101,873 | 76,888 | 68,903 | |
Total cost of revenues (exclusive of amortization shown separately below) | 729,723 | 450,652 | 443,103 | |
Gross profit | 565,619 | 362,872 | 337,766 | |
Research and development | 110,579 | 68,305 | 62,888 | |
Selling, general and administrative | 229,171 | 129,087 | 131,828 | |
Acquisition and integration costs | 27,279 | 30 | 499 | |
Restructuring | 642 | 2,074 | 2,464 | |
Asset impairment | 5,000 | |||
Amortization of intangible assets | 35,681 | 6,764 | 4,945 | |
Income from operations | 157,267 | 156,612 | 135,142 | |
Interest income | 2,560 | 2,999 | 1,323 | |
Interest expense | 30,611 | 143 | 72 | |
Other expense, net | 1,239 | |||
Income before income taxes | 127,977 | 159,468 | 136,393 | |
Provision for income taxes | 23,168 | 37,171 | 20,615 | |
Net income | 104,809 | 122,297 | 115,778 | |
Other comprehensive income: | ||||
Changes in value of financial instruments designated as cash flow hedges, net of tax expense (benefit) | [1] | 3,380 | (469) | 1,210 |
Foreign currency translation adjustments, net of tax of $0 for 2016, 2015 and 2014 | (22,713) | (8,301) | (14,707) | |
Unrecognized pension loss, net of tax benefit | [2] | (266) | ||
Unrealized gain (loss) on investments, net of tax expense (benefit) | [3] | 223 | (317) | (460) |
Total comprehensive income | $ 85,433 | $ 113,210 | $ 101,821 | |
Net income per share: | ||||
Basic | $ 1.96 | $ 2.30 | $ 2.17 | |
Diluted | 1.94 | 2.28 | 2.16 | |
Cash dividends paid per common share | $ 0.680 | $ 0.675 | $ 0.655 | |
Weighted average common shares outstanding: | ||||
Basic | 53,472 | 53,282 | 53,232 | |
Diluted | 54,051 | 53,560 | 53,515 | |
[1] | Tax expense (benefit) was $2,535, $(85) and $144 for the years ended December 31, 2016, 2015 and 2014, respectively. | |||
[2] | Tax benefit was $(199) for the year ended December 31, 2016 and $0 for 2015 and 2014. | |||
[3] | Tax expense (benefit) was $167, $(58), and $(55) for the years ended December 31, 2016, 2015 and 2014, respectively. |
Consolidated Statements of Ope5
Consolidated Statements of Operations and Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Tax expense (benefit) on changes in value of financial instruments designated as cash flow hedges | $ 2,535 | $ (85) | $ 144 |
Tax on foreign currency translation adjustments | 0 | 0 | 0 |
Tax benefit on unrecognized net pension loss | (199) | 0 | 0 |
Tax expense (benefit) on unrealized gain (loss) on investments | $ 167 | $ (58) | $ (55) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income/(Loss) [Member] |
Beginning Balance at Dec. 31, 2013 | $ 1,021,523 | $ 113 | $ 730,571 | $ 278,966 | $ 11,873 |
Beginning Balance, Shares at Dec. 31, 2013 | 53,363,450 | ||||
Net issuance under stock-based plans | 2,492 | 2,492 | |||
Net issuance under stock-based plans, Shares | 519,128 | ||||
Stock-based compensation | 11,315 | 11,315 | |||
Tax effect from stock-based plans | 331 | 331 | |||
Stock repurchase | (20,809) | (9,977) | (10,832) | ||
Stock repurchase, Shares | (727,912) | ||||
Cash dividend | (34,851) | (34,851) | |||
Comprehensive income (net of tax): | |||||
Net issuance under stock-based plans | 2,492 | 2,492 | |||
Net issuance under stock-based plans, Shares | 519,128 | ||||
Stock-based compensation | 11,315 | 11,315 | |||
Tax effect from stock-based plans | 331 | 331 | |||
Stock repurchase | (20,809) | (9,977) | (10,832) | ||
Stock repurchase, Shares | (727,912) | ||||
Cash dividend | (34,851) | (34,851) | |||
Net income | 115,778 | 115,778 | |||
Other comprehensive loss | (13,957) | (13,957) | |||
Ending Balance at Dec. 31, 2014 | 1,081,822 | $ 113 | 734,732 | 349,061 | (2,084) |
Ending Balance, Shares at Dec. 31, 2014 | 53,154,666 | ||||
Ending Balance, Shares at Dec. 31, 2014 | 53,154,666 | ||||
Net issuance under stock-based plans | 1,262 | 1,262 | |||
Net issuance under stock-based plans, Shares | 414,187 | ||||
Stock-based compensation | 13,013 | 13,013 | |||
Tax effect from stock-based plans | 837 | 837 | |||
Stock repurchase | $ (13,294) | (5,119) | (8,175) | ||
Stock repurchase, Shares | (369,133) | (369,133) | |||
Cash dividend | $ (35,969) | (35,969) | |||
Comprehensive income (net of tax): | |||||
Net issuance under stock-based plans | 1,262 | 1,262 | |||
Net issuance under stock-based plans, Shares | 414,187 | ||||
Stock-based compensation | 13,013 | 13,013 | |||
Tax effect from stock-based plans | 837 | 837 | |||
Stock repurchase | $ (13,294) | (5,119) | (8,175) | ||
Stock repurchase, Shares | (369,133) | (369,133) | |||
Cash dividend | $ (35,969) | (35,969) | |||
Net income | 122,297 | 122,297 | |||
Other comprehensive loss | (9,087) | (9,087) | |||
Ending Balance at Dec. 31, 2015 | 1,160,881 | $ 113 | 744,725 | 427,214 | (11,171) |
Ending Balance, Shares at Dec. 31, 2015 | 53,199,720 | ||||
Ending Balance, Shares at Dec. 31, 2015 | 53,199,720 | ||||
Net issuance under stock-based plans | 6,902 | 6,902 | |||
Net issuance under stock-based plans, Shares | 517,939 | ||||
Stock-based compensation | 25,228 | 25,228 | |||
Tax effect from stock-based plans | 1,254 | 1,254 | |||
Stock repurchase | $ (1,545) | (627) | (918) | ||
Stock repurchase, Shares | (44,798) | (44,798) | |||
Cash dividend | $ (36,361) | (36,361) | |||
Comprehensive income (net of tax): | |||||
Net issuance under stock-based plans | 6,902 | 6,902 | |||
Net issuance under stock-based plans, Shares | 517,939 | ||||
Stock-based compensation | 25,228 | 25,228 | |||
Tax effect from stock-based plans | 1,254 | 1,254 | |||
Stock repurchase | $ (1,545) | (627) | (918) | ||
Stock repurchase, Shares | (44,798) | (44,798) | |||
Cash dividend | $ (36,361) | (36,361) | |||
Net income | 104,809 | 104,809 | |||
Other comprehensive loss | (19,376) | (19,376) | |||
Ending Balance at Dec. 31, 2016 | $ 1,241,792 | $ 113 | $ 777,482 | $ 494,744 | $ (30,547) |
Ending Balance, Shares at Dec. 31, 2016 | 53,672,861 | ||||
Ending Balance, Shares at Dec. 31, 2016 | 53,672,861 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net income | $ 104,809 | $ 122,297 | $ 115,778 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 65,926 | 22,103 | 20,514 |
Amortization of inventory step-up adjustment to fair value | 15,090 | 2,179 | |
Amortization of debt issuance cost and original issue discount | 9,265 | ||
Stock-based compensation | 25,228 | 13,013 | 11,315 |
Provision for excess and obsolete inventory | 16,039 | 13,602 | 12,131 |
Provision for doubtful accounts | 1,109 | (255) | 668 |
Deferred income taxes | (38,822) | 410 | 5,264 |
Excess tax benefits from stock-based compensation | (1,468) | (904) | (447) |
Impairment of investment | 5,000 | ||
Other | 256 | 275 | 139 |
Changes in operating assets and liabilities: | |||
Trade accounts receivable | (58,111) | 2,334 | 6,103 |
Inventories | (13,798) | (14,501) | (23,089) |
Income taxes | 30,914 | (8,462) | (32,744) |
Other current and non-current assets | (12,165) | (1,526) | (325) |
Accrued compensation | 10,965 | 3,335 | (13,563) |
Other current and non-current liabilities | 3,681 | (2,797) | 3,469 |
Accounts payable | 16,180 | (10,629) | (5,478) |
Net cash provided by operating activities | 180,098 | 138,295 | 101,914 |
Cash flows from investing activities: | |||
Acquisition of business, net of cash acquired | (939,591) | (9,910) | (86,950) |
Purchases of investments | (268,458) | (385,999) | (360,813) |
Maturities of investments | 160,917 | 179,285 | 249,359 |
Sales of investments | 338,996 | 61,659 | 185,186 |
Purchases of property, plant and equipment | (19,123) | (12,414) | (13,183) |
Other | 273 | 8 | 1,593 |
Net cash used in investing activities | (726,986) | (167,371) | (24,808) |
Cash flows from financing activities: | |||
Restricted cash | (5,860) | ||
Proceeds from short-term borrowings | 18,964 | ||
Payments on short-term borrowings | (11,742) | ||
Net proceeds from long-term borrowings | 744,653 | ||
Payments of long-term borrowings | (153,395) | ||
Repurchases of common stock | (1,545) | (13,294) | (20,809) |
Net proceeds related to employee stock awards | (1,922) | 1,262 | 2,492 |
Dividend payments | (36,361) | (35,969) | (34,851) |
Excess tax benefit from stock-based compensation | 1,468 | 904 | 447 |
Net cash provided by (used in) financing activities | 554,260 | (47,097) | (52,721) |
Effect of exchange rate changes on cash and cash equivalents | (6,323) | (1,690) | (7,850) |
Increase (decrease) in cash and cash equivalents | 1,049 | (77,863) | 16,535 |
Cash and cash equivalents at beginning of year | 227,574 | 305,437 | 288,902 |
Cash and cash equivalents at end of year | 228,623 | 227,574 | 305,437 |
Cash paid during the period for: | |||
Interest | 20,839 | 34 | 44 |
Income taxes | $ 44,967 | $ 43,239 | $ 47,948 |
Business Description
Business Description | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description | 1) Business Description MKS Instruments, Inc. (“MKS” or the “Company”) was founded in 1961 and is a global provider of instruments, subsystems and process control solutions that measure, control, power, deliver, monitor and analyze critical parameters of advanced manufacturing processes to improve process performance and productivity. The Company’s products are derived from its core competencies in automation and control, gas composition analysis, lasers, materials delivery, optics, photonics, pressure, power, reactive gas and vacuum. The primary served markets are manufacturers of capital equipment for semiconductor manufacturing, electronic thin films, life and health sciences, process and industrial technologies, as well as research and defense. The Company groups its products into seven product groups based upon the similarity of the product function, type of product and manufacturing processes. These seven groups are: Analytical and Controls Solutions Products; Materials Delivery Solutions Products; Power, Plasma and Reactive Gas Solutions Products; Pressure and Vacuum Measurement Products; Photonics Products; Optics Products; and Lasers Products. The Company has two reportable segments: Vacuum & Analysis and Light & Motion. |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 2) Basis of Presentation The consolidated financial statements include the accounts of MKS Instruments, Inc. and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of these 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 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 and allowance for doubtful accounts, inventory valuation, warranty costs, stock-based compensation, intangible assets, goodwill, other long-lived assets, in process research and development and other acquisition expenses and income taxes. 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. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 3) Summary of Significant Accounting Policies Revenue Recognition and Accounts Receivable Allowances Revenue from product sales is recorded upon transfer of title and risk of loss to the customer provided that there is evidence of an arrangement, the sales price is fixed or determinable, and collection of the related receivable is reasonably assured. In most transactions, the Company has no obligations to customers after the date products are shipped other than pursuant to warranty obligations. In some instances, the Company provides installation, training, support and services to customers after the product has been shipped. For those revenue arrangements with multiple deliverables, the Company allocates revenue to each element based upon its relative selling price using vendor-specific objective evidence (“VSOE”), or third-party evidence (“TPE”) or based upon the relative selling price using estimated prices if VSOE or TPE does not exist. The Company then recognizes revenue on each deliverable in accordance with its policies for product and service revenue recognition. The Company provides for the estimated costs to fulfill customer warranty obligations upon the recognition of the related revenue. Shipping and handling fees, if any, billed to customers are recognized as revenue. The related shipping and handling costs are recognized in cost of revenues. Accounts receivable allowances include sales returns and bad debt allowances. The Company monitors and tracks the amount of product returns and reduces revenue at the time of shipment for the estimated amount of such future returns, based on historical experience. The Company makes estimates evaluating its allowance for doubtful accounts. The Company continuously monitors collections and payments from its customers and maintains a provision for estimated credit losses based upon its historical experience and any specific customer collection issues that it has identified. Research and Development Research and development costs are expensed as incurred and consist mainly of compensation-related expenses and project materials. The Company’s research and development efforts include numerous projects, which generally have a duration of 3 to 30 months. Acquired in-process research and development (“IPR&D”) expenses, which are capitalized at fair value as an intangible asset until the related project is completed, are then amortized over the estimated useful life of the product. The Company monitors projects and, if they are abandoned, the Company immediately writes them off. Advertising Costs Advertising costs are expensed as incurred and were $1,137 in 2016 and immaterial in 2015 and 2014. The increase in 2016 compared to 2015, is due to the Newport Merger which accounted for $992 of the increase. Stock-Based Compensation The accounting for share-based compensation expense requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors based on estimated fair values. For restricted stock units (“RSUs”), the fair value is the fair value on the date of grant that normally vests over a three year period. The Company also provides employees the opportunity to purchase shares through an employee stock purchase plan. For shares issued under its employee stock purchase plan, the Company has estimated the fair value on the date of grant using the Black Scholes pricing model, which is affected by the Company’s stock price as well as assumptions regarding a number of complex and subjective variables. These variables include the Company’s expected stock price volatility over the term of the awards, expected life, risk-free interest rate and expected dividends. The Company is also required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. Management determined that blended volatility, a combination of historical and implied volatility, is more reflective of market conditions and a better indicator of expected volatility than historical or implied volatility alone. The assumptions used in calculating the fair value of share-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, its stock-based compensation expense could be materially different in the future. Accumulated Other Comprehensive Income For foreign subsidiaries where the functional currency is the local currency, assets and liabilities are translated into U.S. dollars at the current exchange rate on the balance sheet date. Revenue and expenses are translated at average rates of exchange prevailing during the year. Translation adjustments resulting from this process are recorded to Accumulated Other Comprehensive Income (“OCI”). Unrealized gains and losses on securities classified as available-for-sale and unrecognized pension gains and losses are included in OCI in consolidated stockholders’ equity. For derivative instruments designated as cash-flow hedges, the effective portion of the derivative’s gain (loss) is initially reported as a component of OCI and is subsequently recognized in earnings when the hedged exposure is recognized in earnings. Net Income Per Share Basic net income per share is based on the weighted average number of common shares outstanding, and diluted net income per share is based on the weighted average number of common shares outstanding and all potential dilutive common equivalent shares outstanding. The dilutive effect of options is determined under the treasury stock method using the average market price for the period. Common equivalent shares are included in the per share calculations when the effect of their inclusion would be dilutive. Cash and Cash Equivalents and Investments All highly liquid investments with a maturity date of three months or less at the date of purchase are considered to be cash equivalents. The appropriate classification of investments in securities is determined at the time of purchase. Debt securities that the Company does not have the intent and ability to hold to maturity are classified as “available-for-sale” and are carried at fair value. Effective December 31, 2015, the Company changed the method of classification of its investments previously classified as long-term investments to short-term investments within current assets and the balances for the prior year have been reclassified to conform to the current year’s presentation. This new method classifies these securities as current or long-term based on the nature of the securities and the availability for use in current operations while the prior classification was based on the maturity dates of the investments. The Company believes this method is preferable because it is more reflective of the Company’s assessment of its overall liquidity position. The Company reviews its investment portfolio on a quarterly basis to identify and evaluate individual investments that have indications of possible impairment. The factors considered in determining whether a loss is other-than-temporary include: the length of time and extent to which fair market value has been below the cost basis, the financial condition and near-term prospects of the issuer, credit quality, and the Company’s ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in fair value. Concentrations of Credit Risk The Company’s significant concentrations of credit risk consist principally of cash and cash equivalents, investments, forward exchange contracts and trade accounts receivable. The Company maintains cash and cash equivalents with financial institutions including some banks with which it had borrowings. The Company maintains investments primarily in U.S. Treasury and government agency securities and corporate debt securities. The Company enters into forward currency contracts with high credit-quality financial institutions in order to minimize credit risk exposure. The Company’s customers are primarily concentrated in the semiconductor industry, and a limited number of customers account for a significant portion of the Company’s revenues. The Company regularly monitors the creditworthiness of its customers and believes it has adequately provided for potential credit loss exposures. Credit is extended for all customers based primarily on financial condition, and collateral is not required. The Company had one customer comprising 14%, 18% and 19% of net revenues for 2016, 2015 and 2014, respectively, and another customer comprising 11%, 13% and 13% of net revenues for 2016, 2015 and 2014, respectively. During the years 2016, 2015 and 2014, approximately 58%, 69% and 70% of the Company’s net revenues, respectively, were from sales to semiconductor capital equipment manufacturers and semiconductor device manufacturers. One customer comprised 10% or more of the Company’s accounts receivable balance as of December 31, 2016. Inventories Inventories are stated at the lower of cost or market, cost being determined using a standard costing system which approximates cost based on a first-in, first-out method. The Company regularly reviews inventory quantities on hand and records a provision to write-down excess and obsolete inventory to its estimated net realizable value, if less than cost, based primarily on its estimated forecast of product demand. Property, Plant and Equipment Property, plant and equipment are stated at cost. Expenditures for major renewals and betterments that extend the useful lives of property, plant and equipment are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. When assets are sold or otherwise disposed of, the cost and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is recognized in earnings. Depreciation is provided on the straight-line method over the estimated useful lives of twenty to thirty-one and one-half years for buildings and three to ten years for machinery and equipment, furniture and fixtures and office equipment, which includes enterprise resource planning software. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the leased asset. Intangible Assets Intangible assets resulting from the acquisitions of businesses are estimated by management based on the fair value of assets acquired. These include acquired customer lists, technology, patents, trade names, covenants not to compete and IPR&D. Intangible assets are amortized from one to twelve years on a straight-line basis which represents the estimated periods of benefit and the expected pattern of consumption. Goodwill Goodwill is the amount by which the cost of acquired net assets exceeded the fair value of those net assets on the date of acquisition. The Company allocates goodwill to reporting units at the time of acquisition or when there is a change in the reporting structure and bases that allocation on which reporting units will benefit from the acquired assets and liabilities. Reporting units are defined as operating segments or one level below an operating segment, referred to as a component. In 2015, the Company reallocated its goodwill based upon a change in its reporting structure. There was no goodwill impairment as a result of this change in reporting units. The Company assesses goodwill for impairment on an annual basis as of October 31 or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The estimated fair value of the Company’s reporting units were based on discounted cash flow models derived from internal earnings and internal and external market forecasts. Determining fair value requires the exercise of significant judgment, including judgments about appropriate discount rates, perpetual growth rates and the amount and timing of expected future cash flows. Discount rates are based on a weighted average cost of capital (“WACC”), which represents the average rate a business must pay its providers of debt and equity. The WACC used to test goodwill is derived from a group of comparable companies. Assumptions in estimating future cash flows are subject to a high degree of judgment and complexity. The Company makes every effort to forecast these future cash flows as accurately as possible with the information available at the time the forecast is developed. The Company has the option of first assessing qualitative factors to determine whether it is necessary to perform the current two-step impairment test or the Company can perform the two-step impairment test without performing the qualitative assessment. For the reporting units that did not experience any significant adverse changes in their business or reporting structures or any other adverse changes, and the reporting unit’s fair value substantially exceeded its amount from the prior year assessment, the Company performed the qualitative “Step 0” assessment. In performing the qualitative Step 0 assessment, the Company considered certain events and circumstances specific to the reporting unit and to the entity as a whole, such as macroeconomic conditions, industry and market considerations, overall financial performance and cost factors when evaluating whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. For the remaining reporting units that did not meet these criteria, the Company performed the two-step goodwill impairment test. Under the two-step goodwill impairment test, the Company compared the fair value of each reporting unit to its respective carrying amount, including goodwill. If the fair value of the reporting unit exceeds the fair value, the second step of the goodwill impairment test must be completed to measure the amount of impairment loss, if any. The second step compares the implied fair value of goodwill with the carrying value of goodwill. The implied fair value is determined by allocating the fair value of the reporting unit to all of the assets and liabilities of that unit, the excess of the fair value of the amounts assigned to its assets and liabilities is the implied fair value of goodwill. If the implied fair value of goodwill is less than the carrying amount of goodwill, an impairment loss is recognized equal to the difference. As of October 31, 2016, the Company performed its annual impairment assessment of goodwill and determined that it is more likely than not that the fair values of the reporting units exceed their carrying amount. Impairment of Long-Lived Assets The Company evaluates the recoverability of its long-lived assets whenever events and changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. This periodic review may result in an adjustment of estimated depreciable lives or asset impairment. When indicators of impairment are present, the carrying values of the asset are evaluated in relation to their operating performance and future undiscounted cash flows of the underlying business. If the future undiscounted cash flows are less than their carrying value, impairment exists. The impairment is measured as the difference between the carrying value and the fair value of the underlying asset. Fair values are based on estimates of market prices and assumptions concerning the amount and timing of estimated future cash flows and assumed discount rates, reflecting varying degrees of perceived risk. Foreign Exchange The functional currency of the majority of the Company’s foreign subsidiaries is the applicable local currency. For those subsidiaries, assets and liabilities are translated to U.S. dollars at year-end exchange rates. Income and expense accounts are translated at the average exchange rates prevailing during the year. The resulting translation adjustments are included in accumulated other comprehensive income (loss) in consolidated stockholders’ equity. Foreign exchange transaction gains and losses are classified in other income/expense in the statement of Foreign exchange transaction gains and losses, which arise from transaction activity, are reflected in selling, general and administrative expenses in the statement of operations. Net foreign exchange losses resulting from re-measurement were $2,823 and are included in other expense (income) for the year ended December 31, 2016. Net foreign exchange losses resulting from re-measurement were $1,388 and $314 for the years ended December 31, 2015 and 2014, respectively and were included in selling, general and administrative expenses. These amounts do not reflect the corresponding gain (loss) from foreign exchange contracts. See Note 7 “Derivatives” regarding foreign exchange contracts. In 2016, we reclassified the impact of foreign exchange losses (gains), from selling, general and administrative expenses to other expense (income), net. Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, and also for operating loss and tax credit carry-forwards. On a quarterly basis, the Company evaluates both the positive and negative evidence that affects the realizability of net deferred tax assets and assesses the need for a valuation allowance. The future benefit to be derived from its deferred tax assets is dependent upon its ability to generate sufficient future taxable income in each jurisdiction of the right type to realize the assets. The Company records a valuation allowance to reduce its net deferred tax assets to the amount that is more likely than not to be realized. To the extent the Company establishes a valuation allowance an expense will be recorded as a component of the provision for income taxes on the statement of operations. During 2014, the Company decreased its valuation allowance by $339 primarily related to the effective settlement of a foreign tax audit. As a result, the valuation allowance was $26,763 at December 31, 2014. During 2015, the Company decreased its valuation allowance by $20,636 primarily related to the expiration of U.S. capital loss carry-forwards. As a result, the valuation allowance was $6,127 at December 31, 2015. During 2016, the Company increased its valuation allowance by $6,400 primarily related to the addition of historical valuation allowances for Newport and its subsidiaries which were included as a result of the acquisition in April 2016. As a result, the valuation allowance was $12,527 at December 31, 2016. Accounting for income taxes requires a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if, based on the technical merits, it is more likely than not that the position will be sustained upon audit, including resolutions of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company re-evaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit and new audit activity. Any change in these factors could result in the recognition of a tax benefit or an additional charge to the tax provision. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | 4) Recently Issued Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-04, “Intangibles-Goodwill and Other (Topic 350).” This standard simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of goodwill. The provisions of this ASU are effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. 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 November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230)-Restricted Cash,” an amendment to ASU 2016-15. This standard requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash and restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. Early adoption is permitted. The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years and should be applied at the time of adoption of ASU 2016-15. The Company does not expect adoption of this ASU to have a material impact on the Company’s consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740)-Intra-Entity Transfer of Assets Other Than Inventory.” This standard requires that an entity recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs as opposed to when the assets have been sold to an outside party. The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years and early adoption is permitted. 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 August 2016, the FASB issued 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 May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606)—Narrow-Scope Improvements and Practical Expedients,” an amendment to ASU 2014-09. This standard is intended to reduce the cost and complexity of applying the revenue recognition guidance and result in a more consistent application of the revenue recognition rules. The amendment clarifies the implementation guidance on collectability, non-cash consideration and the presentation of sales and other similar taxes, as well as transitional guidance related to completed contracts. The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years and should be applied at the time of the adoption of ASU 2014-09. Early adoption is not permitted. 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 April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606)—Identifying Performance Obligations and Licensing,” an amendment to ASU 2014-09. This standard clarifies the implementation guidance on identifying performance obligations and licensing. Specifically, the amendment reduces the cost and complexity of identifying promised goods or services and improves the guidance for determining whether promises are separately identifiable. The amendment also provides implementation guidance on determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years and should be applied at the time of the adoption of ASU 2014-09. Early adoption is not permitted. 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 2016-08, “Revenue from Contracts with Customers (Topic 606)-Principal versus Agent,” an amendment to ASU 2014-09. This standard clarifies the application of principal versus agent guidance, identification of the units of accounting, as well as application of the control principle to certain types of arrangements within the scope of the guidance. The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years and should be applied at the time of the adoption of ASU 2014-09. Early adoption is not permitted. 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 is expected to result in a material benefit to our tax provision and result in a reduction of the tax rate in 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. The new 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 fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company will adopt this ASU during the first quarter of 2017 and adoption is not expected 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 the new 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 ending after December 15, 2016, and for annual and interim periods thereafter. The Company will adopt this ASU during the first quarter of 2017 and adoption is not expected 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 reporting periods beginning after December 15, 2017, including interim periods within that reporting period. 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. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 5) Investments Investments classified as short-term consists of the following: Years Ended December 31, Available-for-sale investments: 2016 2015 Time deposits and certificates of deposit $ 23,818 $ 11,892 Bankers’ acceptance drafts 1,439 728 Asset-backed securities 36,809 124,997 Commercial paper 24,381 — Corporate obligations 46,707 165,109 Municipal bonds 591 8,355 Promissory note 675 — U.S. treasury obligations 25,414 — U.S. agency obligations 29,629 119,582 $ 189,463 $ 430,663 Investments classified as long-term consists of the following: Years Ended December 31, Available-for-sale investments: 2016 2015 Group insurance contracts $ 5,558 $ — Cost method investments: Minority interest in a private company(1) 4,300 — $ 9,858 $ — (1) In April of 2016 the Company invested $9,300 for a minority interest in a private company. During 2016, the Company recognized $5,000 of impairment charges related to this cost method investment. The following table shows the gross unrealized gains and (losses) aggregated by investment category for available-for-sale investments: As of December 31, 2016: Cost Gross Gross Estimated Short-term investments: Available-for-sale investments: Time deposits and certificates of deposit $ 23,818 $ — $ — $ 23,818 Bankers acceptance drafts 1,439 — — 1,439 Asset-backed securities 36,847 6 (44 ) 36,809 Commercial paper 24,423 — (42 ) 24,381 Corporate obligations 46,700 21 (14 ) 46,707 Municipal bonds 591 — — 591 Promissory note 675 — — 675 U.S. treasury obligations 25,414 — — 25,414 U.S. agency obligations 29,631 8 (10 ) 29,629 $ 189,538 $ 35 $ (110 ) $ 189,463 As of December 31, 2016: Cost Gross Gross Estimated Long-term investments: Available-for-sale investments: Group insurance contracts $ 6,276 $ — $ (718 ) $ 5,558 Cost method investments: Minority interest in a private company(1) 4,300 — — 4,300 $ 10,576 $ — $ (718 ) $ 9,858 (1) In April of 2016 the Company invested $9,300 for a minority interest in a private company. During 2016, the Company recognized $5,000 of impairment charges related to this cost method investment. 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 December 31, 2016 and 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 on the accompanying balance sheets. 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 and realized gains or losses are reflected in income and was not material in 2016, 2015 and 2014. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6) 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 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. Assets and liabilities of the Company measured at fair value on a recurring basis as of December 31, 2016, are summarized as follows: Fair Value Measurements at Reporting Date Using Description December 31, Quoted Prices in (Level 1) Significant Other (Level 2) Significant (Level 3) Assets: Cash equivalents: Money market funds $ 10,155 $ 10,155 $ — $ — Time deposits and certificates of deposit 4,900 — 4,900 — Bankers acceptance drafts 448 — 448 — Commercial paper 11,828 — 11,828 — Corporate obligations 2,025 — 2,025 — U.S. agency obligations 3,899 — 3,899 — Restricted cash – money market funds 5,287 5,287 — — Available-for-sale securities: Time deposits and certificates of deposit 23,818 — 23,818 — Bankers acceptance drafts 1,439 — 1,439 — Asset-backed securities 36,809 — 36,809 — Commercial paper 24,381 — 24,381 — Corporate obligations 46,707 — 46,707 — Municipal bonds 591 — 591 — Promissory note 675 — 675 — U.S. treasury obligations 25,414 — 25,414 — U.S. agency obligations 29,629 — 29,629 — Group insurance contracts 5,558 — 5,558 — Derivatives — currency forward contracts 2,985 — 2,985 — Derivatives — options contracts 4 — 4 — Funds in investments and other assets: Israeli pension assets 13,910 — 13,910 — Derivatives — interest rate 4,900 — 4,900 — Restricted cash — non-current 573 573 — — Total assets $ 255,935 $ 16,015 $ 239,920 $ — Liabilities: Derivatives — currency forward contracts 543 — 543 — Derivatives — options contracts 16 — 16 — Total liabilities $ 559 $ — $ 559 $ — Reported as follows: Assets: Cash and cash equivalents(1) $ 33,255 $ 10,155 $ 23,100 $ — Restricted cash 5,287 5,287 — — Short-term investments 189,463 — 189,463 — Other current assets 2,989 — 2,989 — Total current assets $ 230,994 $ 15,442 $ 215,552 $ — Long-term investments(2) $ 5,558 $ — $ 5,558 $ — Other long-term assets 18,810 — 18,810 — Restricted cash—non-current 573 573 — — Total long-term assets $ 24,941 $ 573 $ 24,368 $ — Liabilities: Other current liabilities $ 559 $ — $ 559 $ — (1) The cash and cash equivalent amounts presented in the table above do not include cash of $192,432 and non-negotiable time deposits of $2,936 as of December 31, 2016. (2) The long-term investments presented in the table above do not include our minority interest investment in a private company, which is accounted for under the cost method. Assets and liabilities of the Company measured at fair value on a recurring basis as of December 31, 2015, are summarized as follows: Fair Value Measurements at Reporting Date Using Description December 31, Quoted Prices in (Level 1) Significant Other (Level 2) Significant (Level 3) Assets: Cash equivalents: Money market funds $ 106,099 $ 106,099 $ — $ — Bankers acceptance drafts 11 — 11 — Corporate obligations 330 — 330 — Available-for-sale securities: 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 — $ 538,589 $ 106,099 $ 432,490 $ — Liabilities: Other current liabilities $ 263 $ — $ 263 $ — (1) The cash and cash equivalent 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 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 December 31, 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 and U.S. agency obligations. 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 usually are large commercial banks. The forward foreign currency exchange contracts are valued using broker quotations, or market transactions and are classified within Level 2 of the fair value hierarchy. |
Derivatives
Derivatives | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | 7) Derivatives The Company enters 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 15. This 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 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 and had a fair value of $4,900 at December 31, 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 December 31, 2016 and 2015, the Company had outstanding forward foreign exchange contracts with gross notional values of $120,208 and $89,989, respectively. The following tables provide a summary of the primary net hedging positions and corresponding fair values held as of December 31, 2016 and 2015: December 31, 2016 Currency Hedged (Buy/Sell) Gross Notional Fair Value (1) U.S. Dollar/Japanese Yen $ 30,522 $ 763 U.S. Dollar/South Korean Won 50,049 1,342 U.S. Dollar/Euro 18,040 156 U.S. Dollar/U.K. Pound Sterling 6,067 117 U.S. Dollar/Taiwan Dollar 15,530 64 Total $ 120,208 $ 2,442 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 receivable (payable) amount included in the consolidated balance sheet. The following table provides a summary of the fair value amounts of the Company’s derivative instruments: Years Ended December 31, Derivatives Designated as Hedging Instruments 2016 2015 Derivative assets: Forward exchange contracts(1) $ 2,985 $ 1,486 Foreign currency option contracts(1) 4 — Foreign currency interest rate hedge(2) 4,900 — Derivative liabilities: Forward exchange contracts(1) (543 ) (263 ) Foreign currency option contracts(1) (16 ) — Total net derivative asset designated as hedging instruments $ 7,330 $ 1,223 (1) The derivative asset of $2,989 and derivative liability of $(559) related to the foreign exchange contracts and foreign currency option contracts are classified in other current assets and other current liabilities in the consolidated balance sheet as of December 31, 2016. The derivative asset of $1,486 and derivative liability of $(263) are classified in other current assets and other current liabilities in the 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. (2) The foreign currency interest rate hedge asset of $4,900 is classified in other assets in the consolidated balance sheet as of December 31, 2016. The net amount of existing gains as of December 31, 2016 that is expected to be reclassified from OCI into earnings within the next 12 months is immaterial. The following table provides a summary of the (losses) gains on derivatives designated as hedging instruments: Years Ended December 31, Derivatives Designated as Cash Flow Hedging Instruments 2016 2015 2014 Forward exchange contracts: Net gain (loss) recognized in OCI(1) $ 5,914 $ (3,748 ) $ (984 ) Net (loss) gain reclassified from OCI into income(2) $ (1,414 ) $ 3,520 $ (160 ) (1) Net change in the fair value of the effective portion classified in OCI. (2) Effective portion classified as cost of products in 2016, 2015 and 2014. The following table provides a summary of (losses) gains on derivatives not designated as hedging instruments: Years Ended December 31, Derivatives Not Designated as Hedging Instruments 2016 2015 2014 Forward exchange contracts: Net (loss) gain recognized in income(1) $ (31 ) $ (40 ) $ 101 (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 other expense, net in 2016 and in selling, general and administrative expenses in 2015 and 2014. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | 8) Inventories Inventories consist of the following: Years Ended December 31, 2016 2015 Raw material $ 150,150 $ 78,352 Work-in-process 39,105 23,297 Finished goods 86,614 50,982 $ 275,869 $ 152,631 Inventory-related excess and obsolete charges of $16,039, $13,602 and $12,131 were recorded in cost of products in the years ended December 31, 2016, 2015 and 2014, respectively. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | 9) Property, Plant and Equipment Property, plant and equipment consist of the following: Years Ended December 31, 2016 2015 Land $ 11,115 $ 8,535 Buildings 100,169 68,881 Machinery and equipment 297,342 119,739 Furniture and fixtures, office equipment and software 139,392 61,490 Leasehold improvements 63,431 21,303 Construction in progress 6,592 4,171 618,041 284,119 Less: accumulated depreciation 443,482 215,263 $ 174,559 $ 68,856 Depreciation of property, plant and equipment totaled $30,245, $15,339 and $15,569 for the years ended 2016, 2015 and 2014, respectively. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | 10) 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 15. 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. Goodwill and intangible assets will not be amortizable for tax purposes. The following table summarizes the allocation of the purchase price to the fair values assigned to assets acquired and liabilities assumed at the date of the Newport Merger: Current assets (including cash) $ 186,137 Inventory 142,714 Intangible assets 404,506 Goodwill 396,027 Property, plant and equipment 119,932 Long-term assets 22,725 Total assets acquired 1,272,041 Current liabilities 95,156 Intangible liability 4,302 Other long-term liabilities 165,305 Total liabilities assumed 264,763 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 year ended December 31, 2016, the Company recorded $15,090 of incremental cost of sale charges associated with the fair value write-up of inventory acquired in the Newport Merger. 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 247,793 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 (favorable) 6,428 4-5 years Total intangible assets $ 404,506 Leasehold interest (unfavorable) $ 4,302 (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. 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 has resulted in changes in the valuation of assets acquired and liabilities assumed during 2016. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company has recorded 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 recorded 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. The Company believes that the measurement period is complete as of December 31, 2016. 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 reportable segment (see Note 21). Certain executives from Newport had severance provisions in their respective Newport employment agreements. The agreements included 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 $5,816 and $3,334 as compensation expense and stock-based 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. Years Ended December 31, 2016 2015 Total net revenues $ 1,475,637 $ 1,412,748 Net income 111,076 69,096 Net income per share: Basic $ 2.08 $ 1.30 Diluted $ 2.06 $ 1.29 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 year ended December 31, 2016 and the addition of these items to the year ended December 31, 2015. (5) The estimated tax impact of the above adjustments. Cost Method Investment in a Private Company On April 27, 2016, the Company invested $9,300 for a minority interest in a private company, which operates in the field of semiconductor process equipment instrumentation. The Company accounted for this investment using the cost method of accounting. During the fourth quarter of 2016, the Company recognized an impairment loss on this investment of $5,000 based upon financial information of this private company. 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 asset 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 intangible assets $ 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 segment. Granville-Phillips On May 30, 2014, the Company acquired Granville-Phillips, a division of Brooks Automation, Inc., for $86,950. Granville-Phillips is a leading global provider of vacuum measurement and control instruments to the semiconductor, thin film and general industrial markets. The acquisition reflects the Company’s strategy to grow our semiconductor business, while diversifying into other high growth advanced markets. The following table summarizes the estimated fair value of the assets acquired and liabilities assumed at the date of acquisition: Inventory $ 5,198 Property and equipment 299 Other assets 191 Intangible assets 38,850 Goodwill 42,587 Warranty liability (175 ) Total purchase price $ 86,950 Substantially all of the purchase price was deductible for tax purposes. The following table reflects the allocation of the acquired intangible assets and related estimates of useful lives. These acquired intangibles are being amortized on a straight-line basis. Customer relationships $ 21,250 7 years Trademark and trade names 1,900 12 years Developed technology 15,700 9-12 years Total intangible assets $ 38,850 This transaction resulted in an amount of purchase price that exceeded the estimated fair value of tangible and intangible assets, which was allocated to goodwill. The Company believes that 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 the Company’s position in the vacuum gauge market. The results of this acquisition were included in the Company’s consolidated operations beginning on May 30, 2014. The pro forma consolidated statements reflecting the operating results of Granville-Phillips, had it been acquired as of January 1, 2013, would not differ materially from the operating results of the Company as reported for the year ended December 31, 2014. Granville-Phillips is included in the Company’s Instruments, Control and Vacuum Products group and the Vacuum & Analysis segment. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 11) 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 losses were as follows: 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) 396,027 — 396,027 8,017 — 8,017 Foreign currency translation (7,145 ) — (7,145 ) (695 ) — (695 ) Ending balance at December 31 $ 727,999 $ (139,414 ) $ 588,585 $ 339,117 $ (139,414 ) $ 199,703 (1) During 2016, the Company recorded $396,027 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 The Company is required to test certain long-lived assets when indicators of impairment are present. For the purposes of the impairment test, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. There were no intangible asset impairment charges in 2016, 2015 or 2014. Components of the Company’s acquired intangible assets are comprised of the following: As of December 31, 2016 Gross Accumulated Foreign Net Completed technology(1) $ 176,586 $ (97,707 ) $ (1,068 ) $ 77,811 Customer relationships(1) 285,044 (29,709 ) (3,404 ) 251,931 Patents, trademarks, trade names and other(1) 111,723 (33,397 ) (64 ) 78,262 $ 573,353 $ (160,813 ) $ (4,536 ) $ 408,004 (1) During 2016, the Company recorded $404,506 of separately identified intangible assets related to the Newport Merger, of which $75,386 was completed technology, $247,793 was customer relationships and $81,327 was patents, trademarks, trade names, in-process research and development and other. The Company also recorded $4,302 of unfavorable lease commitments, which is recorded in other liabilities in the balance sheet. As of December 31, 2015 Gross Accumulated Foreign Net Completed technology(1) $ 101,200 $ (82,330 ) $ (272 ) $ 18,598 Customer relationships(1) 37,251 (16,345 ) 10 20,916 Patents, trademarks, trade names and other(1) 30,396 (25,888 ) 5 4,513 $ 168,847 $ (124,563 ) $ (257 ) $ 44,027 (1) 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 intangible assets for the years 2016, 2015 and 2014 was $35,681, $6,764 and $4,945, respectively. The amortization expense in 2016 is net of $569 amortization income from unfavorable lease commitments. Aggregate net amortization expense related to acquired intangible assets and unfavorable lease commitments for future years is: Year Amount 2017 $ 45,252 2018 42,563 2019 39,450 2020 27,580 2021 19,708 Thereafter 173,871 |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | 12) Other Assets Years Ended December 31, 2016 2015 Other Assets: Long-term deferred tax asset $ 5,092 $ 19,252 Other 27,375 1,998 Total other assets $ 32,467 $ 21,250 |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | 13) Other Liabilities Years Ended December 31, 2016 2015 Other Current Liabilities: Product warranties $ 8,200 $ 5,205 Other 43,785 22,965 Total other current liabilities $ 51,985 $ 28,170 Other Liabilities: Long-term income taxes payable $ 11,622 $ 4,483 Other 9,139 949 Total other liabilities $ 20,761 $ 5,432 |
Product Warranties
Product Warranties | 12 Months Ended |
Dec. 31, 2016 | |
Guarantees [Abstract] | |
Product Warranties | 14) Product Warranties The Company provides for 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 consolidated balance sheets. Product warranty activities were as follows: Years Ended December 31, 2016 2015 Beginning balance $ 5,205 $ 6,266 Product warranty liability from Newport Merger 3,040 — Provisions for product warranties 8,858 4,343 Direct charges to warranty liability (8,685 ) (5,296 ) Foreign currency translation (157 ) (108 ) Ending balance $ 8,261 $ 5,205 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 15) 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. On June 9, 2016, the Company entered into Amendment No. 1 (the “Re-pricing Amendment 1”) 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 Re-pricing Amendment 1 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 “Re-pricing Transaction” (as defined in the Credit Agreement) until six months after the effective date of the Re-pricing Amendment 1. In connection with the execution of the Re-pricing Amendment 1, 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 Re-pricing Amendment 1, the Company prepaid $50,000 of principal under the Credit Agreement. In September 2016, the Company prepaid an additional $60,000 under the Credit Agreement. On December 14, 2016, the Company entered into Amendment No. 2 (the “Re-pricing Amendment 2”) to the Credit Agreement by and among the Company, the Lenders and Barclays Bank PLC, as administrative agent and collateral agent for the Lenders (as amended from time to time, including Re-pricing Amendment No. 1). The Re-pricing Amendment 2 decreased the applicable margin for the Company’s term loan under the Credit Agreement to 2.75% for LIBOR borrowings with a LIBOR floor of 0.75% and 1.75% for base rate borrowings with a base rate floor of 1.75% and reset the period during which a prepayment premium may be required for a “Re-pricing Transaction” (as defined in the Credit Agreement) until six months after the effective date of the Re-pricing Amendment. In November 2016, prior to the effectiveness of the Re-pricing Amendment 2, the Company prepaid an additional $40,000 of principal under the Credit Agreement. After total 2016 prepayments of $150,000 and regularly scheduled principal payments of $3,395, the total outstanding principal balance was $626,605 as of December 31, 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 re-pricing 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. A portion of these fees have been written-off in connection with the various debt prepayments during 2016. The remaining balance of the deferred finance fees, original issue discount and re-pricing fee related to the Term Loan was $19,642 as of December 31, 2016. 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 $150,000 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 December 31, 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 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. The total commitment fee recognized in interest expense in 2016 was $128. 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 December 31, 2016 of up to an equivalent of $19,675 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 December 31, 2016 and 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 December 31, 2016 of up to an equivalent of $10,693 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: December 31, 2016 Japanese lines of credit $ 4,245 Japanese receivables financing facility 458 Other debt 8 Current portion of Term Loan Facility 6,282 $ 10,993 Long-term debt: December 31, 2016 Austrian loans due through March 2020 $ 548 Term Loan Facility, net(1) 600,681 Other debt $ 601,229 (1) Net of deferred financing fees, original issuance discount and re-pricing fee of $19,642. The Company recognized interest expense of $30,611 in 2016, primarily related to the Term Loan Facility. Contractual maturities of the Company’s debt obligations as of December 31, 2016 are as follows: Year Amount 2017 $ 10,993 2018 6,388 2019 6,681 2020 6,324 2021 6,282 Thereafter 595,196 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 16) Income Taxes A reconciliation of the Company’s effective tax rate to the U.S. federal statutory rate is as follows: Years Ended December 31, 2016 2015 2014 U.S. Federal income tax statutory rate 35.0 % 35.0 % 35.0 % Federal tax credits (1.8 ) (1.2 ) (1.0 ) State income taxes, net of federal benefit 0.8 1.3 2.0 Effect of foreign operations taxed at various rates (12.7 ) (6.4 ) (7.3 ) Qualified production activity tax benefit (2.9 ) (1.6 ) (1.8 ) Deferred tax asset valuation allowance 2.1 — (0.5 ) Release of income tax reserves (including interest) (2.4 ) (4.8 ) (10.7 ) Foreign dividends, net of foreign tax credits (2.2 ) 0.7 (1.0 ) Acquisition and integration related costs 1.5 — — Other 0.7 0.3 0.4 18.1 % 23.3 % 15.1 % The components of income from continuing operations before income taxes and the related provision for income taxes consist of the following: Years Ended December 31, 2016 2015 2014 Income from continuing operations before income taxes: United States $ 42,491 $ 90,401 $ 86,015 Foreign 85,486 69,067 50,378 $ 127,977 $ 159,468 $ 136,393 Current taxes: United States $ 17,693 $ 15,813 $ 8,361 State 2,359 2,927 1,124 Foreign 41,938 18,021 5,866 61,990 36,761 15,351 Deferred taxes: United States (23,604 ) (862 ) 8,908 State and Foreign (15,218 ) 1,272 (3,644 ) (38,822 ) 410 5,264 Provision for income taxes $ 23,168 $ 37,171 $ 20,615 The significant components of the deferred tax assets and deferred tax liabilities are as follows: Years Ended December 31, 2016 2015 Deferred tax assets: Carry-forward losses and credits $ 50,673 $ 8,531 Inventory and warranty reserves 24,253 15,404 Accrued expenses and other reserves 16,176 2,343 Stock-based compensation 8,995 3,713 Executive supplemental retirement benefits 6,888 3,947 Total deferred tax assets $ 106,985 $ 33,938 Deferred tax liabilities: Acquired intangible assets (127,571 ) (9,434 ) Depreciation and amortization (16,428 ) (1,724 ) Loan costs (7,282 ) — Unrealized gain (3,195 ) — Other (1,336 ) (57 ) Total deferred tax liabilities (155,812 ) (11,215 ) Valuation allowance (12,527 ) (6,127 ) Net deferred tax (liabilities) assets $ (61,354 ) $ 16,596 As of December 31, 2016, the Company had federal, state and foreign gross research and other tax credit carry-forwards of $63,925. These credit carry-forwards will expire at various dates through 2036. The Company also had federal, state and foreign gross net operating loss carry-forwards of $50,434. Included in the total carry-forward are $28,476 of losses that can be carried forward indefinitely while the remaining losses of $21,958 begin to expire in 2020. Although the Company believes that its tax positions are consistent with applicable U.S. federal, state and international laws, it maintains certain tax reserves as of December 31, 2016 in the event its tax positions were to be challenged by the applicable tax authority and additional tax assessed on audit. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows: Years Ended December 31, 2016 2015 2014 Balance at beginning of year $ 4,332 $ 19,610 $ 47,684 Decreases for prior years (195 ) (26 ) (13 ) Increases for the current year 23,940 322 550 Reductions related to settlements with taxing authorities — (15,370 ) (18,235 ) Reductions related to expiration of statute of limitations (2,612 ) (204 ) (10,376 ) Balance at end of year $ 25,465 $ 4,332 $ 19,610 As of December 31, 2016, the total amount of gross unrecognized tax benefits, which excludes interest and penalties, was $25,465. As of December 31, 2015, the total amount of gross unrecognized tax benefits, which excludes interest and penalties, was $4,332. The net increase from December 31, 2015 was primarily attributable to the addition of historical unrecognized tax benefits for Newport and its subsidiaries which were included as a result of the acquisition of Newport in April 2016. As of December 31, 2016, excluding interest and penalties, there are $18,417 of net unrecognized tax benefits that, if recognized, would impact the Company’s annual effective tax rate. In 2016, the Company recorded a net benefit to income tax expense of $2,606, excluding interest and penalties, due to the release of income tax reserves related to the expiration of certain statutes of limitation. The Company accrues interest and, if applicable, penalties for any uncertain tax positions. Interest and penalties are classified as a component of income tax expense. As of December 31, 2016, 2015 and 2014, the Company had accrued interest on unrecognized tax benefits of approximately $491, $157 and $578, respectively. Over the next 12 months it is reasonably possible that the Company may recognize approximately $3,100 of previously net unrecognized tax benefits, excluding interest and penalties, related to state and foreign tax positions as a result of the expiration of statutes of limitation. The Company is subject to examination by U.S. federal, state and foreign tax authorities. The United States Internal Revenue Service commenced an examination of our U.S. federal tax filings for tax years 2011 through 2013 during the quarter ended March 31, 2015. This audit was effectively settled during the quarter 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. The U.S. statute of limitations for tax year 2011 expired September 30, 2016. The Company also effectively settled another U.S. federal income tax examination, for tax years 2007 through 2009, during the quarter ended December 31, 2014 upon receipt of an audit approval letter from the Joint Committee on Taxation. The statute of limitations for tax years 2007 through 2009 expired on December 31, 2015. The U.S. statute of limitations remains open for tax years 2013 through present. The statute of limitations for 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 the present. On a quarterly basis, the Company evaluates both positive and negative evidence that affects the realizability of net deferred tax assets and assesses the need for a valuation allowance. The future benefit to be derived from its deferred tax assets is dependent upon its ability to generate sufficient future taxable income to realize the assets. During 2016, the Company increased its valuation allowance by $6,400 primarily related to the addition of historical valuation allowances for Newport and its subsidiaries which were included as a result of the acquisition in April 2016. During 2015, the Company decreased its valuation allowance by $20,636, primarily related to the expiration of U.S. capital loss carry-forwards. During 2014, the Company decreased its valuation allowance by $339, primarily related to the effective settlement of a foreign tax audit. Through December 31, 2016, the Company has not provided deferred income taxes on the undistributed earnings of its foreign subsidiaries because such earnings are intended to be permanently reinvested outside of the United States. Determination of the potential deferred income tax liability on these undistributed earnings is not practicable because such liability, if any, is dependent on circumstances existing and tax planning choices available when remittance occurs. At December 31, 2016, the Company had approximately $545,000 of undistributed earnings in its foreign subsidiaries which are considered to be indefinitely reinvested. The Company’s Israeli subsidiaries have elected to be treated under a preferential Israeli tax regime under which their taxable income is taxed at reduced tax rates. These reduced rates range anywhere between 9% and 16%. One of the Company’s Israeli subsidiaries effectively settled an examination for tax years 2009 through 2011 during the quarter ended March 31, 2014. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | 17) Stockholders’ 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 will depend upon a variety of factors, including business conditions, stock market conditions 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. The Company has repurchased approximately 1,770,000 shares of common stock for approximately $52,000 pursuant to the program since its adoption. During 2016, the Company repurchased 44,798 shares of its common stock for $1,545 at an average price of $34.50 per share. During 2015, the Company repurchased 369,133 shares of its common stock for $13,294 at an average price of $36.01 per share. Cash Dividends Holders of the Company’s common stock are entitled to receive dividends when and if they are declared by the Company’s board of directors. During 2016, the Company’s board of directors declared a cash dividend of $0.17 per share during the first, second, third and fourth quarters, which totaled $36,361. During 2015, the Company’s board of directors declared a cash dividend of $0.165 per share during the first quarter of 2015 and a cash dividend of $0.17 per share during the second, third and fourth quarters of 2015, which totaled $35,969. 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. On February 13, 2017, the Company’s board of directors declared a quarterly cash dividend of $0.175 per share to be paid on March 10, 2017 to shareholders of record as of February 27, 2017. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 18) Stock-Based Compensation Employee Stock Purchase Plans The Company’s Fourth Restated 1999 Employee Stock Purchase Plan (the “Purchase Plan”) authorized the issuance of up to an aggregate of 1,950,000 shares of common stock to participating employees. Offerings under the Purchase Plan commenced on June 1 and December 1 of each year and terminated the following November 30 and May 31, respectively. Under the Purchase Plan, eligible employees purchased shares of common stock through payroll deductions of up to 10% of their compensation or up to an annual maximum amount of $21,250. The price at which an employee’s purchase option was exercised was the lower of (1) 85% of the closing price of the common stock on the NASDAQ Global Select Market on the day that each offering commenced, or (2) 85% of the closing price on the day that each offering terminated. During 2014, the Company issued 69,474 shares of common stock to employees who participated in the Purchase Plan at an exercise price of $24.52 per share. As of June 1, 2014, the Purchase Plan was replaced by the 2014 Employee Stock Purchase Plan (the “2014 ESPP Plan”). The Company’s Third Amended and Restated International Employee Stock Purchase Plan (the “Foreign Purchase Plan”) authorized the issuance of up to an aggregate of 400,000 shares of common stock to participating employees. Offerings under the Foreign Purchase Plan commenced on June 1 and December 1 of each year and terminated the following November 30 and May 31, respectively. Under the Foreign Purchase Plan, eligible employees purchased shares of common stock through payroll deductions of up to 10% of their compensation or up to an annual maximum amount of $21,250. The price at which an employee’s purchase option was exercised was the lower of (1) 85% of the closing price of the common stock on the NASDAQ Global Select Market on the day that each offering commenced, or (2) 85% of the closing price on the day that each offering terminated. During 2014, the Company issued 20,053 shares of common stock to employees who participated in the Foreign Purchase Plan at an exercise price of $24.52 per share. As of June 1, 2014, the Foreign Purchase Plan was replaced by the 2014 ESPP Plan. The 2014 ESPP Plan was adopted by the Board of Directors on February 10, 2014 and approved by the Company’s stockholders on May 5, 2014. The 2014 ESPP Plan authorizes the issuance of up to an aggregate of 2,500,000 shares of common stock to participating employees. Offerings under the 2014 ESPP Plan commence on June 1 and December 1 and terminate, respectively, on November 30 and May 31. Under the 2014 ESPP Plan, eligible employees may purchase shares of common stock through payroll deductions of up to 10% of their compensation or up to an annual maximum amount of $21,250. The price at which an employee’s purchase option is exercised is the lower of (1) 85% of the closing price of the common stock on the NASDAQ Global Select Market on the day that each offering commences, or (2) 85% of the closing price on the day that each offering terminates. During 2016, 2015, and 2014, the Company issued 139,079, 140,531, and 82,481 shares, respectively, of common stock to employees who participated in the 2014 ESPP Plan at exercise prices of $31.40 and $35.16 per share in 2016, $30.74 and $31.34 per share in 2015, and $24.33 per share in 2014. As of December 31, 2016, there were 2,137,909 shares reserved for future issuance under the 2014 ESPP Plan. Equity Incentive Plans The Company has granted options to employees under the 2004 Stock Incentive Plan (the “2004 Plan”) and the Second Restated 1995 Stock Incentive Plan (the “1995 Plan”), and to directors under the 1997 Director Stock Plan (the “1997 Director Plan”); the Company has also granted restricted stock units (“RSUs”) to employees and directors under the 2004 Plan and the 2014 Stock Incentive Plan (the “2014 Plan” and together with the 2004 Plan, the 1995 Plan, and the 1997 Director Plan, the “Plans”). The Plans are administered by the Compensation Committee of the Company’s Board of Directors. The Plans are intended to attract and retain employees and to provide an incentive for them to assist the Company to achieve long-range performance goals and to enable them to participate in the long-term growth of the Company. Employees may be granted RSUs, options to purchase shares of the Company’s stock and other equity incentives under the Plans. The Company’s 2014 Plan was adopted by the Board of Directors on February 10, 2014 and approved by the Company’s stockholders on May 5, 2014. Up to 18,000,000 shares of common stock (subject to adjustment in the event of stock splits and other similar events) may be issued pursuant to awards granted under the 2014 Plan. The Company may grant options, RSUs, restricted stock, stock appreciation rights and other stock-based awards to employees, officers, directors, consultants and advisors under the 2014 Plan. Any full-value awards granted under the 2014 Plan will be counted against the shares reserved for issuance under the 2014 Plan as 2.4 shares for each share of common stock subject to such award and any award granted under the 2014 Plan that is not a full-value award (including, without limitation, any option or SAR) will be counted against the shares reserved for issuance under the plan as one share for each one share of common stock subject to such award. “Full-value award” means any RSU, or other stock-based award with a per share price or per unit purchase price lower than 100% of fair market value on the date of grant. To the extent a share that was subject to an award that counted as one share is returned to the 2014 Plan, each applicable share reserve will be credited with one share. To the extent that a share that was subject to an award that counts as 2.4 shares is returned to the 2014 Plan, each applicable share reserve will be credited with 2.4 shares. As of December 31, 2016, there were 15,306,423 shares reserved for future issuance under the 2014 Plan. The Company’s 2004 Plan expired in March 2014 and no further awards may be granted under the 2004 Plan, although there are still outstanding RSUs which may vest under the 2004 Plan. The Company’s 1995 Plan expired in November 2005 and no further awards may be granted under the 1995 Plan. The Company’s 1997 Director Plan expired in February 2007 and no further awards may be granted under the 1997 Director Plan. Stock options were granted at an exercise price equal to 100% of the fair value of the Company’s common stock on the date of grant. Generally, stock options granted to employees under the 1995 Plan and the 2004 Plan from 2001 to 2006, vested 25% after one year and 6.25% per quarter thereafter, and expired 10 years after the grant date. Options granted to directors generally vested at the earliest of (1) one day prior to the next annual meeting, (2) 13 months from the date of grant, or (3) the effective date of an acquisition. There were no remaining outstanding stock options as of December 31, 2016 and 2015, respectively under any of the Plans. RSUs granted to employees in 2016, 2015 and 2014 generally vest 33.3% per year on the anniversary of the date of grant. RSUs granted to certain employees who are at least 60 years old and have a minimum of 10 Years of Service (as defined in the applicable RSU agreement) are expensed immediately. RSUs granted to directors generally vest at the earliest of (1) one day prior to the next annual meeting, (2) 13 months from date of grant, or (3) the effective date of a change in control of the Company. Certain RSUs are subject to performance conditions (“performance shares”) under the Company’s 2004 Plan and 2014 Plan. Such performance shares are available, subject to time-based vesting conditions, if, and to the extent that, financial or operational performance criteria for the applicable period are achieved. Accordingly, the number of performance shares earned will vary based on the level of achievement of financial or operational performance objectives for the applicable period. In connection with the completion of the Newport Merger, the Company assumed: • all 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 December 31, 2016, 17,462 Company RSUs remained outstanding under the DC Plan, and an additional 187 shares of the Company’s common stock 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 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 2014 Plan were registered under the Securities Act of 1933, as amended (“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 2014 Plan and previously registered under the Securities Act on a registration statement on Form S-8. The following table presents the activity for RSUs under the Plans: Year Ended December 31, 2016 Non-vested RSUs Weighted Non-vested RSUs — beginning of period 733,162 $ 30.94 Assumed RSUs from Newport acquisition 360,674 35.01 Accrued dividend shares 187 47.84 Granted 746,721 35.62 Vested (434,951 ) 31.20 Forfeited or expired (80,277 ) 34.51 Non-vested RSUs — end of period 1,325,516 $ 34.38 The following table presents the activity for SARs under the Plans: Year Ended December 31, 2016 Non-vested SARs Weighted SARs — beginning of period — $ — Assumed SARs from Newport acquisition 899,851 27.71 Granted — — Exercised (280,106 ) 26.70 Forfeited or expired (20,411 ) 30.29 SARs Outstanding — end of period 599,334 $ 28.10 There were no options outstanding or exercisable under the Plans at December 31, 2016 and 2015, respectively. At December 31, 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 Average Base Value Weighted Average (years) Aggregate Intrinsic Stock appreciation rights outstanding 599,334 $ 28.10 3.9 $ 18,758 Stock appreciation rights exercisable 377,722 $ 26.62 3.3 $ 12,383 The total cash received from employees as a result of employee stock option exercises during 2015 was approximately $592. In connection with these exercises, the tax benefit realized by the Company in 2015 was approximately $21. There were no stock options outstanding during 2016. The Company settles employee stock option exercises, restricted stock unit vesting and stock appreciation rights exercises with newly issued shares of the Company’s common stock. Stock-Based Compensation Expense The Company recognized the full impact of its share-based payment plans in the consolidated statements of operations and comprehensive income for the years 2016, 2015 and 2014. As of December 31, 2016 and 2015, the Company capitalized $471 of such cost on its consolidated balance sheet. The following table reflects the effect of recording stock-based compensation for the years 2016, 2015 and 2014: Years Ended December 31, 2016 2015 2014 Stock-based compensation expense by type of award: Restricted stock units $ 23,302 $ 11,885 $ 10,203 Stock appreciation rights 700 — — Employee stock purchase plan 1,226 1,128 1,112 Total stock-based compensation 25,228 13,013 11,315 Tax effect on stock-based compensation (1,254 ) (836 ) (331 ) Net effect on net income $ 23,974 $ 12,177 $ 10,984 Effect on net earnings per share: Basic $ 0.45 $ 0.23 $ 0.21 Diluted $ 0.44 $ 0.23 $ 0.21 The pre-tax effect within the consolidated statements of operations and comprehensive income of recording stock-based compensation for the years 2016, 2015 and 2014 was as follows: Years Ended December 31, 2016 2015 2014 Cost of revenues $ 2,997 $ 1,814 $ 1,960 Research and development expense 2,529 1,590 1,659 Selling, general and administrative expense 19,702 9,609 7,696 Total pre-tax stock-based compensation expense $ 25,228 $ 13,013 $ 11,315 Valuation Assumptions The Company determines the fair value of RSUs based on the closing market price of the Company’s common stock on the date of the award, and estimates the fair value of stock options and employee stock purchase plan rights using the Black-Scholes valuation model. Such values are recognized as expense on a straight-line basis over the requisite service periods, 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 estimation of stock-based awards that will ultimately vest requires significant judgment. 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 Company did not grant options during 2016, 2015 and 2014. There were no options outstanding in 2016. The total intrinsic value of options exercised during 2015 and 2014 was approximately $494 and $958, respectively. The weighted average fair value per share of employee stock purchase plan rights granted in 2016, 2015 and 2014 was $8.52, $8.16 and $6.37, respectively. The fair value of the employees’ purchase plan rights was estimated using the Black-Scholes option-pricing model with the following weighted average assumptions: Years Ended December 31, 2016 2015 2014 Employee stock purchase plan rights: Expected life (years) 0.5 0.5 0.5 Risk-free interest rate 0.5 % 0.1 % 0.1 % Expected volatility 25.4 % 26.4 % 26.4 % Expected annual dividends per share $ 0.68 $ 0.675 $ 0.655 Expected volatilities for 2016, 2015 and 2014 are based on a combination of implied and historical volatilities of the Company’s common stock; the expected life represents the weighted average period of time that options granted are expected to be outstanding giving consideration to vesting schedules and the Company’s historical exercise patterns; and the risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. The total intrinsic value of options exercised, stock appreciation rights exercised and the total fair value of RSUs vested during 2016, 2015 and 2014 was approximately $18,844, $12,868 and $12,106, respectively. As of December 31, 2016, the unrecognized compensation cost related to RSUs and stock appreciation rights was approximately $23,446 and will be recognized over an estimated weighted average amortization period of 0.93 years. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2016 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | 19) Employee Benefit Plans The Company has a 401(k) profit-sharing plan for U.S. employees meeting certain requirements in which eligible employees may contribute between 1% and 50% of their annual compensation to this plan, and, with respect to employees who are age 50 and older, certain specified additional amounts, limited by an annual maximum amount determined by the Internal Revenue Service. The Company, at its discretion, makes certain matching contributions to these plans based on participating employees’ contributions to the plans and their total compensation. The Company’s contributions were $6,524, $2,667 and $2,484 for 2016, 2015 and 2014, respectively. The Company maintains a bonus plan which provides cash awards to key employees, at the discretion of the compensation committee of the board of directors, based upon operating results and employee performance. In addition, the Company’s foreign locations also have various bonus plans based upon local operating results and employee performance. The total bonus expense was $28,097, $14,599 and $14,434 for 2016, 2015 and 2014, respectively. The Company provides supplemental retirement benefits for one of its current executive officers and a number of former retired executives. The total cost of these benefits was $1,805, $1,704 and $2,258 for 2016, 2015 and 2014, respectively. The accumulated benefit obligation was $12,450 and $10,645 at December 31, 2016 and 2015, respectively, which was included in other long-term liabilities. The Company also has a deferred compensation plan for certain Light & Motion segment executives. Defined Benefit 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 assets and 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 net periodic benefit costs for the plans included the following components: Year Ended December 31, 2016 Service cost $ 479 Interest cost on projected benefit obligations 377 Expected return on plan assets (84 ) Amortization of actuarial net loss 406 $ 1,178 The changes in projected benefit obligations and plan assets, as well as the ending balance sheet amounts for the Company’s defined benefit plans, were as follows: December 31, 2016 Change in projected benefit obligations: Projected benefit obligations, beginning of year(1) $ 2,134 Liabilities assumed through acquisition 22,437 Service cost 479 Interest cost 377 Actuarial (gain) loss 1,085 Benefits paid (897 ) Currency translation adjustments (2,165 ) Projected benefit obligations, end of year $ 23,450 Change in plan assets: Fair value of plan assets, beginning of year(1) $ 301 Assets acquired through acquisition 7,896 Company contributions 741 Gain on plan assets 66 Benefits paid (437 ) Currency translation adjustments (895 ) Fair value of plan assets, end of year 7,672 Net underfunded status $ (15,778 ) (1) The beginning of the year balances relate to plans held in Taiwan and Germany in the Vacuum & Analysis segment. These were not disclosed in prior years as the net liability was not material. Changes in plan assets and benefit obligations recognized in other comprehensive income (loss) included the following components: Amounts recognized in accumulated comprehensive income: Accumulated net actuarial loss $ 465 Income tax benefit 199 Accumulated other comprehensive loss $ 266 The Company’s Israeli plans account for the deferred vested benefits using the shut-down method of accounting, which resulted in assets of $13,910 and $16,224 and vested benefit obligations, reported on a gross basis as of December 31, 2016. Under the shut-down method, the liability is calculated as if it were payable as of the balance sheet date, on an undiscounted basis. As of December 31, 2016, the estimated benefit payments for the next 10 years were as follows: Estimated benefit 2017 $ 2,224 2018 2,266 2019 2,949 2020 2,842 2021 3,151 2022-2026 12,554 $ 25,986 The Company expects to contribute $1,716 to the plans during 2017. The weighted-average rates used to determine the net periodic benefit costs were as follows: December 31, 2016 Discount rate 1.9 % Rate of increase in salary levels 2.4 Expected long-term rate of return on assets 1.8 In determining the expected long-term rate of return on plan assets, the Company considers the relative weighting of plan assets, the historical performance of total plan assets and individual asset classes, and economic and other indicators of future performance. Plan assets were held in the following categories as a percentage of total plan assets: Year Ended December 31, 2016 Amount Percentage Cash $ 948 12.0 % Debt securities 4,105 54.0 Equity securities 1,630 21.0 Other 989 13.0 $ 7,672 100.0 % In general, the Company’s asset management objectives include maintaining an adequate level of diversification to reduce interest rate and market risk while providing adequate liquidity to meet immediate and future benefit payment requirements. In Japan, assets are primarily invested in pooled funds of insurance companies. The expected long-term rate of return on these assets is approximately 2.0%, which is based on the general yield environment for high quality instruments in Japan. The United Kingdom pension plan invests in a combination of equity and bond funds. The allocation mix is designed to minimize risk while providing a rate of return that will provide asset growth which will be sufficient to cover expected liabilities. The expected long-term rate of return on these assets is approximately 3.0%, which is a combination of long dated government and corporate bond yields for the bond funds, and long dated government and corporate bond yields with an allowance for out-performance for equity funds. In France, assets are invested in group insurance contracts and the expected long-term rate of return on these assets is approximately 1.3%, which is based on the expected return on the underlying assets. Other Pension-Related Assets As of December 31, 2016, the Company had assets with an aggregate market value of $5,558, which it has set aside in connection with its German pension plans. These assets are invested in group insurance contracts through the insurance companies administering these plans, in accordance with applicable pension laws. The Germany contracts have a guaranteed minimum rate of return ranging from 2.25% to 4.25%, depending on the contract. Because the assets were not separate legal assets of the pension plan, they were not included in the Company’s plan assets shown above. However, the Company has designated such assets to pay pension benefits. Such assets are included in other assets in the accompanying consolidated balance sheet. |
Net Income Per Share
Net Income Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | 20) Net Income Per Share 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, stock appreciation rights and employee stock purchase plan) had been converted to such common shares, and if such assumed conversion is dilutive. The following is a reconciliation of basic to diluted net income per share: Years Ended December 31, 2016 2015 2014 Numerator: Net income $ 104,809 $ 122,297 $ 115,778 Denominator: Shares used in net income per common share — basic 53,472,000 53,282,000 53,232,000 Effect of dilutive securities 579,000 278,000 283,000 Shares used in net income per common share — diluted 54,051,000 53,560,000 53,515,000 Net income per common share: Basic $ 1.96 $ 2.30 $ 2.17 Diluted $ 1.94 $ 2.28 $ 2.16 As of December 31, 2016, RSUs relating to an aggregate of approximately 1,326,000 shares were outstanding. There were no stock options outstanding as of December 31, 2016. As of December 31, 2015 and 2014, stock options and RSUs relating to an aggregate of approximately 733,000 and 747,000 shares of the Company’s common stock, respectively, were outstanding. In 2016, 2015 and 2014, the potential dilutive effect of 453, 0 and 600 weighted average shares, respectively, of RSUs and stock options were excluded from the computation of diluted weighted-average shares outstanding as the shares would have an anti-dilutive effect on EPS. |
Business Segment, Geographic Ar
Business Segment, Geographic Area, Product and Significant Customer Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Business Segment, Geographic Area, Product and Significant Customer Information | 21) 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, deliver, 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: Vacuum & Analysis and Light & Motion. The Vacuum & Analysis segment represents the legacy MKS business and the Light & Motion segment represents the legacy Newport business. The Vacuum & Analysis segment 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 segment provides a broad range of instruments, components and subsystems which are derived from the Company’s core competencies in lasers, photonics 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: Years Ended December 31, 2016 2015 2014 Vacuum & Analysis $ 872,291 $ 813,524 $ 780,869 Light & Motion 423,051 — — $ 1,295,342 $ 813,524 $ 780,869 The following is a reconciliation of segment gross profit to consolidated net income: Years Ended December 31, 2016 2015 2014 Gross profit by reportable segment: Vacuum & Analysis $ 388,220 $ 362,872 $ 337,766 Light & Motion 177,399 — — Total gross profit by reportable segment 565,619 362,872 337,766 Operating expenses: Research and development 110,579 68,305 62,888 Selling, general and administrative 229,171 129,087 131,828 Acquisition and integration costs 27,279 30 499 Restructuring 642 2,074 2,464 Asset impairment 5,000 — — Amortization of intangible assets 35,681 6,764 4,945 Income from operations 157,267 156,612 135,142 Interest income 2,560 2,999 1,323 Interest expense 30,611 143 72 Other expense, net 1,239 — — Income before income taxes 127,977 159,468 136,393 Provision for income taxes 23,168 37,171 20,615 Net income $ 104,809 $ 122,297 $ 115,778 The following is capital expenditures by reportable segment for the years ended December 31, 2016, 2015 and 2014: Vacuum & Analysis Light & Motion Total December 31, 2016: Capital expenditures $ 11,732 $ 7,391 $ 19,123 December 31, 2015: Capital expenditures $ 12,414 $ — $ 12,414 December 31, 2014: Capital expenditures $ 13,183 $ — $ 13,183 The following is depreciation and amortization of intangible assets for the years ended December 31, 2016, 2015 and 2014: Vacuum & Analysis Light & Motion Total December 31, 2016: Depreciation and amortization $ 20,820 $ 45,106 $ 65,926 December 31, 2015: Depreciation and amortization $ 22,103 $ — $ 22,103 December 31, 2014: Depreciation and amortization $ 20,514 $ — $ 20,514 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: Vacuum & Analysis Light & Motion Corporate, Total December 31, 2016: Segment assets: Accounts receivable $ 148,516 $ 121,516 $ (21,275 ) $ 248,757 Inventory 165,040 110,829 — 275,869 Total segment assets $ 313,556 $ 232,345 $ (21,275 ) $ 524,626 Vacuum & Analysis Light & Motion Corporate, Total December 31, 2015: 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: Years Ended December 31, 2016 2015 Total segment assets $ 524,626 $ 254,514 Cash and cash equivalents, restricted cash and investments 433,231 658,237 Income tax receivable and other current assets 50,770 26,760 Property, plant and equipment, net 174,559 68,856 Goodwill and intangible assets, net 996,589 243,730 Other assets 32,467 21,250 Consolidated total assets $ 2,212,242 $ 1,273,347 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. Years Ended December 31, Net revenues: 2016 2015 2014 United States $ 675,601 $ 458,313 $ 448,452 Korea 112,432 106,909 97,323 Japan 96,954 62,879 61,092 Europe 156,365 79,927 80,659 Asia (excluding Korea and Japan) 253,990 105,496 93,343 $ 1,295,342 $ 813,524 $ 780,869 Years Ended December 31, Long-lived assets:(1) 2016 2015 United States $ 122,547 $ 56,594 Europe 28,717 5,783 Asia 49,406 8,952 $ 200,670 $ 71,329 (1) Long-lived assets include property, plant and equipment, net and certain other assets, and exclude goodwill and intangibles and long-term tax-related accounts. Goodwill associated with each of our reportable segments is as follows: Years Ended December 31, 2016 2015 Reportable segment: Vacuum & Analysis $ 199,453 $ 199,703 Light & Motion 389,132 — Total goodwill $ 588,585 $ 199,703 Worldwide Product Information Because the reportable segment information above does not reflect worldwide sales of the Company’s products, the Company groups its products into seven groups of similar products based upon the similarity of product function. Worldwide net revenue for each group of products is as follows: Years Ended December 31, 2016 2015 2014 Analytical and Control Solutions Products $ 115,758 $ 102,658 $ 104,189 Materials Delivery Solutions Products 135,989 131,996 126,267 Power, Plasma and Reactive Gas Solutions Products 367,665 350,469 335,271 Pressure and Vacuum Measurement Products 252,879 228,401 215,142 Lasers Products 124,432 — — Optics Products 124,218 — — Photonics Products 174,401 — — $ 1,295,342 $ 813,524 $ 780,869 Sales of Analytical and Control Solutions Products; Materials Delivery Solutions Products; Power, Plasma and Reactive Gas Solutions Products; and Pressure and Vacuum Measurement Products are included in the Company’s Vacuum & Analysis segment. Sales of Lasers Products; Optics Products; and Photonics Products are included in the Light & Motion segment. Major Customers The Company had two customers with net revenues greater than 10% of total net revenues in the periods shown as follows: Years Ended December 31, 2016 2015 2014 Applied Materials, Inc. 13.6 % 17.8 % 19.1 % Lam Research Corporation 11.2 % 13.4 % 12.9 % Net revenues for each of our reportable segments include revenues from each of the two customers, which represent net revenues greater than 10% of total net revenues. |
Restructurings
Restructurings | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructurings | 22) Restructurings During 2016, the Company recorded restructuring charges of $642. The restructuring charges were primarily severance costs related to the consolidation of one of our international facilities. During 2015, the Company recorded restructuring charges of $2,074. The restructuring charges were primarily for severance associated with the reduction in workforce of approximately 266 people throughout the Company as a result of outsourcing an international manufacturing operation and the consolidation of certain other foreign manufacturing locations. This restructuring was substantially complete by December 31, 2015. The activity related to the Company’s restructuring accrual is shown below: 2016 2015 Balance at January 1 $ 807 $ 92 Restructuring liability from Newport Merger 562 — Charged to expense 642 2,074 Payments and adjustment (1,471 ) (1,359 ) Balance at December 31 $ 540 $ 807 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 23) 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 October19, 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 legal proceedings and claims, which have arisen in the ordinary course of business. In the opinion of management, 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. The Company leases certain of its facilities and machinery and equipment under operating leases expiring in various years through 2022. Generally, the facility leases require the Company to pay maintenance, insurance and real estate taxes. Rental expense under operating leases totaled $16,253, $7,845 and $6,909 for 2016, 2015 and 2014, respectively. Minimum lease payments under operating leases are as follows: Year Ending December 31, Operating Leases 2017 $ 16,586 2018 14,507 2019 12,649 2020 10,965 2021 7,166 Thereafter 5,430 Total minimum lease payments $ 67,303 As of December 31, 2016, the Company has entered into purchase commitments for certain inventory components and other equipment and services used in its normal operations. The majority of these purchase commitments covered by these arrangements are for periods of less than one year and aggregate to approximately $247,563. To the extent permitted by Massachusetts law, the Company’s Restated Articles of Organization, as amended, require the Company to indemnify any of its current or former officers or directors or any person who has served or is serving in any capacity with respect to any of the Company’s employee benefit plans. The Company believes that the estimated exposure for these indemnification obligations is currently not material. Accordingly, the Company has no material liabilities recorded for these requirements as of December 31, 2016. The Company also enters into agreements in the ordinary course of business which include indemnification provisions. Pursuant to these agreements, the Company indemnifies, holds harmless and agrees to reimburse the indemnified party, generally its customers, for losses suffered or incurred by the indemnified party in connection with certain patent or other intellectual property infringement claims, and, in some instances, other claims, by any third party with respect to the Company’s products. The term of these indemnification obligations is generally perpetual after execution of the agreement. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in some instances, not contractually limited. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification obligations. As a result, the Company believes the estimated fair value of these obligations is minimal. Accordingly, the Company has no liabilities recorded for these obligations as of December 31, 2016. As part of past acquisitions and divestitures of businesses or assets, the Company has provided a variety of indemnifications to the sellers and purchasers for certain events or occurrences that took place prior to the date of the acquisition or divestiture. Typically, certain of the indemnifications expire after a defined period of time following the transaction, but certain indemnifications may survive indefinitely. The maximum potential amount of future payments the Company could be required to make for such obligations is undeterminable at this time. Other than obligations recorded as liabilities at the time of the acquisitions, historically the Company has not made significant payments for these indemnifications. Accordingly, no material liabilities have been recorded for these obligations. In conjunction with certain asset sales, the Company may provide routine indemnifications whose terms range in duration and often are not explicitly defined. Where appropriate, an obligation for such indemnification is recorded as a liability. Because the amounts of liability under these types of indemnifications are not explicitly stated, the overall maximum amount of the obligation under such indemnifications cannot be reasonably estimated. Other than obligations recorded as liabilities at the time of the asset sale, historically the Company has not made significant payments for these indemnifications. |
Supplemental Financial Data
Supplemental Financial Data | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Supplemental Financial Data | MKS Instruments, Inc. Supplemental Financial Data Quarter Ended March 31 June 30 Sept. 30 Dec. 31 (Table in thousands, except per share data) (Unaudited) 2016 Statement of Operations Data Net revenues(1) $ 183,681 $ 325,861 $ 380,660 $ 405,140 Gross profit 77,913 135,913 168,385 183,408 Income from operations 22,559 19,186 53,008 62,514 Net income $ 17,563 $ 9,210 $ 32,549 $ 45,487 Net income per share: Basic $ 0.33 $ 0.17 $ 0.61 $ 0.85 Diluted $ 0.33 $ 0.17 $ 0.60 $ 0.83 Cash dividends paid per common share $ 0.17 $ 0.17 $ 0.17 $ 0.17 (1) The increase in net revenues in the quarter ended June 30, 2016, compared to the quarter ended March 31, 2016, related to the Newport Merger which closed on April 29, 2016. 2015 Statement of Operations Data Net revenues $ 213,839 $ 217,966 $ 209,332 $ 172,387 Gross profit 97,046 98,798 94,229 72,799 Income from operations 47,010 46,034 41,363 22,205 Net income $ 33,786 $ 33,220 $ 29,769 $ 25,522 Net income per share: Basic $ 0.63 $ 0.62 $ 0.56 $ 0.48 Diluted $ 0.63 $ 0.62 $ 0.56 $ 0.48 Cash dividends paid per common share |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | MKS INSTRUMENTS, INC. SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS Additions Description Balance at Acquisition Balance Charged to Charged Deductions & Balance at End of Year (in thousands) Allowance for doubtful accounts: Years ended December 31, 2016 $ 1,760 $ 1,292 $ 1,109 $ (66 ) $ (186 ) $ 3,909 2015 $ 2,250 $ — $ (255 ) $ 21 $ (256 ) $ 1,760 2014 $ 1,924 $ — $ 668 $ 12 $ (354 ) $ 2,250 Additions Description Balance at Acquisition Balance Charged to Charged Deductions & Write-offs Balance at End of Year (in thousands) Allowance for sales returns: Years ended December 31, 2016 $ 601 $ 423 $ 2,262 $ — $ (2,148 ) $ 1,138 2015 $ 730 $ — $ 2,500 $ (3 ) $ (2,626 ) $ 601 2014 $ 827 $ — $ 2,223 $ — $ (2,320 ) $ 730 Additions Description Balance at Acquisition Balance Charged to Charged Deductions Balance at (in thousands) Valuation allowance on deferred tax asset: Years ended December 31, 2016 $ 6,127 $ 3,769 $ 2,719 $ — $ (88 ) $ 12,527 2015 $ 26,763 $ — $ — $ 113 $ (20,749 ) $ 6,127 2014 $ 27,102 $ — $ — $ — $ (339 ) $ 26,763 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Use of Estimates | Use of Estimates The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of these 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 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 and allowance for doubtful accounts, inventory valuation, warranty costs, stock-based compensation, intangible assets, goodwill, other long-lived assets, in process research and development and other acquisition expenses and income taxes. 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. |
Revenue Recognition and Accounts Receivable Allowances | Revenue Recognition and Accounts Receivable Allowances Revenue from product sales is recorded upon transfer of title and risk of loss to the customer provided that there is evidence of an arrangement, the sales price is fixed or determinable, and collection of the related receivable is reasonably assured. In most transactions, the Company has no obligations to customers after the date products are shipped other than pursuant to warranty obligations. In some instances, the Company provides installation, training, support and services to customers after the product has been shipped. For those revenue arrangements with multiple deliverables, the Company allocates revenue to each element based upon its relative selling price using vendor-specific objective evidence (“VSOE”), or third-party evidence (“TPE”) or based upon the relative selling price using estimated prices if VSOE or TPE does not exist. The Company then recognizes revenue on each deliverable in accordance with its policies for product and service revenue recognition. The Company provides for the estimated costs to fulfill customer warranty obligations upon the recognition of the related revenue. Shipping and handling fees, if any, billed to customers are recognized as revenue. The related shipping and handling costs are recognized in cost of revenues. Accounts receivable allowances include sales returns and bad debt allowances. The Company monitors and tracks the amount of product returns and reduces revenue at the time of shipment for the estimated amount of such future returns, based on historical experience. The Company makes estimates evaluating its allowance for doubtful accounts. The Company continuously monitors collections and payments from its customers and maintains a provision for estimated credit losses based upon its historical experience and any specific customer collection issues that it has identified. |
Research and Development | Research and Development Research and development costs are expensed as incurred and consist mainly of compensation-related expenses and project materials. The Company’s research and development efforts include numerous projects, which generally have a duration of 3 to 30 months. Acquired in-process research and development (“IPR&D”) expenses, which are capitalized at fair value as an intangible asset until the related project is completed, are then amortized over the estimated useful life of the product. The Company monitors projects and, if they are abandoned, the Company immediately writes them off. |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred and were $1,137 in 2016 and immaterial in 2015 and 2014. The increase in 2016 compared to 2015, is due to the Newport Merger which accounted for $992 of the increase. |
Stock-Based Compensation | Stock-Based Compensation The accounting for share-based compensation expense requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors based on estimated fair values. For restricted stock units (“RSUs”), the fair value is the fair value on the date of grant that normally vests over a three year period. The Company also provides employees the opportunity to purchase shares through an employee stock purchase plan. For shares issued under its employee stock purchase plan, the Company has estimated the fair value on the date of grant using the Black Scholes pricing model, which is affected by the Company’s stock price as well as assumptions regarding a number of complex and subjective variables. These variables include the Company’s expected stock price volatility over the term of the awards, expected life, risk-free interest rate and expected dividends. The Company is also required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods if actual forfeitures differ from those estimates. Management determined that blended volatility, a combination of historical and implied volatility, is more reflective of market conditions and a better indicator of expected volatility than historical or implied volatility alone. The assumptions used in calculating the fair value of share-based payment awards represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if factors change and the Company uses different assumptions, its stock-based compensation expense could be materially different in the future. |
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Income For foreign subsidiaries where the functional currency is the local currency, assets and liabilities are translated into U.S. dollars at the current exchange rate on the balance sheet date. Revenue and expenses are translated at average rates of exchange prevailing during the year. Translation adjustments resulting from this process are recorded to Accumulated Other Comprehensive Income (“OCI”). Unrealized gains and losses on securities classified as available-for-sale and unrecognized pension gains and losses are included in OCI in consolidated stockholders’ equity. For derivative instruments designated as cash-flow hedges, the effective portion of the derivative’s gain (loss) is initially reported as a component of OCI and is subsequently recognized in earnings when the hedged exposure is recognized in earnings. |
Net Income Per Share | Net Income Per Share Basic net income per share is based on the weighted average number of common shares outstanding, and diluted net income per share is based on the weighted average number of common shares outstanding and all potential dilutive common equivalent shares outstanding. The dilutive effect of options is determined under the treasury stock method using the average market price for the period. Common equivalent shares are included in the per share calculations when the effect of their inclusion would be dilutive. |
Cash and Cash Equivalents and Investments | Cash and Cash Equivalents and Investments All highly liquid investments with a maturity date of three months or less at the date of purchase are considered to be cash equivalents. The appropriate classification of investments in securities is determined at the time of purchase. Debt securities that the Company does not have the intent and ability to hold to maturity are classified as “available-for-sale” and are carried at fair value. Effective December 31, 2015, the Company changed the method of classification of its investments previously classified as long-term investments to short-term investments within current assets and the balances for the prior year have been reclassified to conform to the current year’s presentation. This new method classifies these securities as current or long-term based on the nature of the securities and the availability for use in current operations while the prior classification was based on the maturity dates of the investments. The Company believes this method is preferable because it is more reflective of the Company’s assessment of its overall liquidity position. The Company reviews its investment portfolio on a quarterly basis to identify and evaluate individual investments that have indications of possible impairment. The factors considered in determining whether a loss is other-than-temporary include: the length of time and extent to which fair market value has been below the cost basis, the financial condition and near-term prospects of the issuer, credit quality, and the Company’s ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in fair value. |
Concentrations of Credit Risk | Concentrations of Credit Risk The Company’s significant concentrations of credit risk consist principally of cash and cash equivalents, investments, forward exchange contracts and trade accounts receivable. The Company maintains cash and cash equivalents with financial institutions including some banks with which it had borrowings. The Company maintains investments primarily in U.S. Treasury and government agency securities and corporate debt securities. The Company enters into forward currency contracts with high credit-quality financial institutions in order to minimize credit risk exposure. The Company’s customers are primarily concentrated in the semiconductor industry, and a limited number of customers account for a significant portion of the Company’s revenues. The Company regularly monitors the creditworthiness of its customers and believes it has adequately provided for potential credit loss exposures. Credit is extended for all customers based primarily on financial condition, and collateral is not required. The Company had one customer comprising 14%, 18% and 19% of net revenues for 2016, 2015 and 2014, respectively, and another customer comprising 11%, 13% and 13% of net revenues for 2016, 2015 and 2014, respectively. During the years 2016, 2015 and 2014, approximately 58%, 69% and 70% of the Company’s net revenues, respectively, were from sales to semiconductor capital equipment manufacturers and semiconductor device manufacturers. One customer comprised 10% or more of the Company’s accounts receivable balance as of December 31, 2016. |
Inventories | Inventories Inventories are stated at the lower of cost or market, cost being determined using a standard costing system which approximates cost based on a first-in, first-out method. The Company regularly reviews inventory quantities on hand and records a provision to write-down excess and obsolete inventory to its estimated net realizable value, if less than cost, based primarily on its estimated forecast of product demand. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost. Expenditures for major renewals and betterments that extend the useful lives of property, plant and equipment are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. When assets are sold or otherwise disposed of, the cost and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is recognized in earnings. Depreciation is provided on the straight-line method over the estimated useful lives of twenty to thirty-one and one-half years for buildings and three to ten years for machinery and equipment, furniture and fixtures and office equipment, which includes enterprise resource planning software. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the leased asset. |
Intangible Assets | Intangible Assets Intangible assets resulting from the acquisitions of businesses are estimated by management based on the fair value of assets acquired. These include acquired customer lists, technology, patents, trade names, covenants not to compete and IPR&D. Intangible assets are amortized from one to twelve years on a straight-line basis which represents the estimated periods of benefit and the expected pattern of consumption. |
Goodwill | Goodwill Goodwill is the amount by which the cost of acquired net assets exceeded the fair value of those net assets on the date of acquisition. The Company allocates goodwill to reporting units at the time of acquisition or when there is a change in the reporting structure and bases that allocation on which reporting units will benefit from the acquired assets and liabilities. Reporting units are defined as operating segments or one level below an operating segment, referred to as a component. In 2015, the Company reallocated its goodwill based upon a change in its reporting structure. There was no goodwill impairment as a result of this change in reporting units. The Company assesses goodwill for impairment on an annual basis as of October 31 or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The estimated fair value of the Company’s reporting units were based on discounted cash flow models derived from internal earnings and internal and external market forecasts. Determining fair value requires the exercise of significant judgment, including judgments about appropriate discount rates, perpetual growth rates and the amount and timing of expected future cash flows. Discount rates are based on a weighted average cost of capital (“WACC”), which represents the average rate a business must pay its providers of debt and equity. The WACC used to test goodwill is derived from a group of comparable companies. Assumptions in estimating future cash flows are subject to a high degree of judgment and complexity. The Company makes every effort to forecast these future cash flows as accurately as possible with the information available at the time the forecast is developed. The Company has the option of first assessing qualitative factors to determine whether it is necessary to perform the current two-step impairment test or the Company can perform the two-step impairment test without performing the qualitative assessment. For the reporting units that did not experience any significant adverse changes in their business or reporting structures or any other adverse changes, and the reporting unit’s fair value substantially exceeded its amount from the prior year assessment, the Company performed the qualitative “Step 0” assessment. In performing the qualitative Step 0 assessment, the Company considered certain events and circumstances specific to the reporting unit and to the entity as a whole, such as macroeconomic conditions, industry and market considerations, overall financial performance and cost factors when evaluating whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. For the remaining reporting units that did not meet these criteria, the Company performed the two-step goodwill impairment test. Under the two-step goodwill impairment test, the Company compared the fair value of each reporting unit to its respective carrying amount, including goodwill. If the fair value of the reporting unit exceeds the fair value, the second step of the goodwill impairment test must be completed to measure the amount of impairment loss, if any. The second step compares the implied fair value of goodwill with the carrying value of goodwill. The implied fair value is determined by allocating the fair value of the reporting unit to all of the assets and liabilities of that unit, the excess of the fair value of the amounts assigned to its assets and liabilities is the implied fair value of goodwill. If the implied fair value of goodwill is less than the carrying amount of goodwill, an impairment loss is recognized equal to the difference. As of October 31, 2016, the Company performed its annual impairment assessment of goodwill and determined that it is more likely than not that the fair values of the reporting units exceed their carrying amount. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company evaluates the recoverability of its long-lived assets whenever events and changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. This periodic review may result in an adjustment of estimated depreciable lives or asset impairment. When indicators of impairment are present, the carrying values of the asset are evaluated in relation to their operating performance and future undiscounted cash flows of the underlying business. If the future undiscounted cash flows are less than their carrying value, impairment exists. The impairment is measured as the difference between the carrying value and the fair value of the underlying asset. Fair values are based on estimates of market prices and assumptions concerning the amount and timing of estimated future cash flows and assumed discount rates, reflecting varying degrees of perceived risk. |
Foreign Exchange | Foreign Exchange The functional currency of the majority of the Company’s foreign subsidiaries is the applicable local currency. For those subsidiaries, assets and liabilities are translated to U.S. dollars at year-end exchange rates. Income and expense accounts are translated at the average exchange rates prevailing during the year. The resulting translation adjustments are included in accumulated other comprehensive income (loss) in consolidated stockholders’ equity. Foreign exchange transaction gains and losses are classified in other income/expense in the statement of Foreign exchange transaction gains and losses, which arise from transaction activity, are reflected in selling, general and administrative expenses in the statement of operations. Net foreign exchange losses resulting from re-measurement were $2,823 and are included in other expense (income) for the year ended December 31, 2016. Net foreign exchange losses resulting from re-measurement were $1,388 and $314 for the years ended December 31, 2015 and 2014, respectively and were included in selling, general and administrative expenses. These amounts do not reflect the corresponding gain (loss) from foreign exchange contracts. See Note 7 “Derivatives” regarding foreign exchange contracts. In 2016, we reclassified the impact of foreign exchange losses (gains), from selling, general and administrative expenses to other expense (income), net. |
Income Taxes | Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, and also for operating loss and tax credit carry-forwards. On a quarterly basis, the Company evaluates both the positive and negative evidence that affects the realizability of net deferred tax assets and assesses the need for a valuation allowance. The future benefit to be derived from its deferred tax assets is dependent upon its ability to generate sufficient future taxable income in each jurisdiction of the right type to realize the assets. The Company records a valuation allowance to reduce its net deferred tax assets to the amount that is more likely than not to be realized. To the extent the Company establishes a valuation allowance an expense will be recorded as a component of the provision for income taxes on the statement of operations. During 2014, the Company decreased its valuation allowance by $339 primarily related to the effective settlement of a foreign tax audit. As a result, the valuation allowance was $26,763 at December 31, 2014. During 2015, the Company decreased its valuation allowance by $20,636 primarily related to the expiration of U.S. capital loss carry-forwards. As a result, the valuation allowance was $6,127 at December 31, 2015. During 2016, the Company increased its valuation allowance by $6,400 primarily related to the addition of historical valuation allowances for Newport and its subsidiaries which were included as a result of the acquisition in April 2016. As a result, the valuation allowance was $12,527 at December 31, 2016. Accounting for income taxes requires a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if, based on the technical merits, it is more likely than not that the position will be sustained upon audit, including resolutions of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company re-evaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit and new audit activity. Any change in these factors could result in the recognition of a tax benefit or an additional charge to the tax provision. |
Intangibles-Goodwill and Other | In January 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-04, “Intangibles-Goodwill and Other (Topic 350).” This standard simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of goodwill. The provisions of this ASU are effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is currently evaluating the requirements of this ASU and has not yet determined its impact on the Company’s consolidated financial statements. |
Recently Issued Accounting Pronouncements | In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230)-Restricted Cash,” an amendment to ASU 2016-15. This standard requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents and amounts generally described as restricted cash and restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. Early adoption is permitted. The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years and should be applied at the time of adoption of ASU 2016-15. The Company does not expect adoption of this ASU to have a material impact on the Company’s consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740)-Intra-Entity Transfer of Assets Other Than Inventory.” This standard requires that an entity recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs as opposed to when the assets have been sold to an outside party. The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years and early adoption is permitted. 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 August 2016, the FASB issued 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 May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606)—Narrow-Scope Improvements and Practical Expedients,” an amendment to ASU 2014-09. This standard is intended to reduce the cost and complexity of applying the revenue recognition guidance and result in a more consistent application of the revenue recognition rules. The amendment clarifies the implementation guidance on collectability, non-cash consideration and the presentation of sales and other similar taxes, as well as transitional guidance related to completed contracts. The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years and should be applied at the time of the adoption of ASU 2014-09. Early adoption is not permitted. 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 April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606)—Identifying Performance Obligations and Licensing,” an amendment to ASU 2014-09. This standard clarifies the implementation guidance on identifying performance obligations and licensing. Specifically, the amendment reduces the cost and complexity of identifying promised goods or services and improves the guidance for determining whether promises are separately identifiable. The amendment also provides implementation guidance on determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years and should be applied at the time of the adoption of ASU 2014-09. Early adoption is not permitted. 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 2016-08, “Revenue from Contracts with Customers (Topic 606)-Principal versus Agent,” an amendment to ASU 2014-09. This standard clarifies the application of principal versus agent guidance, identification of the units of accounting, as well as application of the control principle to certain types of arrangements within the scope of the guidance. The provisions of this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those fiscal years and should be applied at the time of the adoption of ASU 2014-09. Early adoption is not permitted. 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 is expected to result in a material benefit to our tax provision and result in a reduction of the tax rate in 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. The new 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 fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company will adopt this ASU during the first quarter of 2017 and adoption is not expected 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 the new 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 ending after December 15, 2016, and for annual and interim periods thereafter. The Company will adopt this ASU during the first quarter of 2017 and adoption is not expected 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 reporting periods beginning after December 15, 2017, including interim periods within that reporting period. 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. |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments Classified as Short-Term and Long-Term Available-for-Sale Investments and Long-Term Cost Method Investments | Investments classified as short-term consists of the following: Years Ended December 31, Available-for-sale investments: 2016 2015 Time deposits and certificates of deposit $ 23,818 $ 11,892 Bankers’ acceptance drafts 1,439 728 Asset-backed securities 36,809 124,997 Commercial paper 24,381 — Corporate obligations 46,707 165,109 Municipal bonds 591 8,355 Promissory note 675 — U.S. treasury obligations 25,414 — U.S. agency obligations 29,629 119,582 $ 189,463 $ 430,663 Investments classified as long-term consists of the following: Years Ended December 31, Available-for-sale investments: 2016 2015 Group insurance contracts $ 5,558 $ — Cost method investments: Minority interest in a private company(1) 4,300 — $ 9,858 $ — (1) In April of 2016 the Company invested $9,300 for a minority interest in a private company. During 2016, the Company recognized $5,000 of impairment charges related to this cost method investment. |
Gross Unrealized Gains and (Losses) Aggregated by Investment Category | The following table shows the gross unrealized gains and (losses) aggregated by investment category for available-for-sale investments: As of December 31, 2016: Cost Gross Gross Estimated Short-term investments: Available-for-sale investments: Time deposits and certificates of deposit $ 23,818 $ — $ — $ 23,818 Bankers acceptance drafts 1,439 — — 1,439 Asset-backed securities 36,847 6 (44 ) 36,809 Commercial paper 24,423 — (42 ) 24,381 Corporate obligations 46,700 21 (14 ) 46,707 Municipal bonds 591 — — 591 Promissory note 675 — — 675 U.S. treasury obligations 25,414 — — 25,414 U.S. agency obligations 29,631 8 (10 ) 29,629 $ 189,538 $ 35 $ (110 ) $ 189,463 As of December 31, 2016: Cost Gross Gross Estimated Long-term investments: Available-for-sale investments: Group insurance contracts $ 6,276 $ — $ (718 ) $ 5,558 Cost method investments: Minority interest in a private company(1) 4,300 — — 4,300 $ 10,576 $ — $ (718 ) $ 9,858 (1) In April of 2016 the Company invested $9,300 for a minority interest in a private company. During 2016, the Company recognized $5,000 of impairment charges related to this cost method investment. 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) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis | Assets and liabilities of the Company measured at fair value on a recurring basis as of December 31, 2016, are summarized as follows: Fair Value Measurements at Reporting Date Using Description December 31, Quoted Prices in (Level 1) Significant Other (Level 2) Significant (Level 3) Assets: Cash equivalents: Money market funds $ 10,155 $ 10,155 $ — $ — Time deposits and certificates of deposit 4,900 — 4,900 — Bankers acceptance drafts 448 — 448 — Commercial paper 11,828 — 11,828 — Corporate obligations 2,025 — 2,025 — U.S. agency obligations 3,899 — 3,899 — Restricted cash – money market funds 5,287 5,287 — — Available-for-sale securities: Time deposits and certificates of deposit 23,818 — 23,818 — Bankers acceptance drafts 1,439 — 1,439 — Asset-backed securities 36,809 — 36,809 — Commercial paper 24,381 — 24,381 — Corporate obligations 46,707 — 46,707 — Municipal bonds 591 — 591 — Promissory note 675 — 675 — U.S. treasury obligations 25,414 — 25,414 — U.S. agency obligations 29,629 — 29,629 — Group insurance contracts 5,558 — 5,558 — Derivatives — currency forward contracts 2,985 — 2,985 — Derivatives — options contracts 4 — 4 — Funds in investments and other assets: Israeli pension assets 13,910 — 13,910 — Derivatives — interest rate 4,900 — 4,900 — Restricted cash — non-current 573 573 — — Total assets $ 255,935 $ 16,015 $ 239,920 $ — Liabilities: Derivatives — currency forward contracts 543 — 543 — Derivatives — options contracts 16 — 16 — Total liabilities $ 559 $ — $ 559 $ — Reported as follows: Assets: Cash and cash equivalents(1) $ 33,255 $ 10,155 $ 23,100 $ — Restricted cash 5,287 5,287 — — Short-term investments 189,463 — 189,463 — Other current assets 2,989 — 2,989 — Total current assets $ 230,994 $ 15,442 $ 215,552 $ — Long-term investments(2) $ 5,558 $ — $ 5,558 $ — Other long-term assets 18,810 — 18,810 — Restricted cash—non-current 573 573 — — Total long-term assets $ 24,941 $ 573 $ 24,368 $ — Liabilities: Other current liabilities $ 559 $ — $ 559 $ — (1) The cash and cash equivalent amounts presented in the table above do not include cash of $192,432 and non-negotiable time deposits of $2,936 as of December 31, 2016. (2) The long-term investments presented in the table above do not include our minority interest investment in a private company, which is accounted for under the cost method. Assets and liabilities of the Company measured at fair value on a recurring basis as of December 31, 2015, are summarized as follows: Fair Value Measurements at Reporting Date Using Description December 31, Quoted Prices in (Level 1) Significant Other (Level 2) Significant (Level 3) Assets: Cash equivalents: Money market funds $ 106,099 $ 106,099 $ — $ — Bankers acceptance drafts 11 — 11 — Corporate obligations 330 — 330 — Available-for-sale securities: 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 — $ 538,589 $ 106,099 $ 432,490 $ — Liabilities: Other current liabilities $ 263 $ — $ 263 $ — (1) The cash and cash equivalent 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) | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Primary Net Hedging Positions and Corresponding Fair Values | respectively. The following tables provide a summary of the primary net hedging positions and corresponding fair values held as of December 31, 2016 and 2015: December 31, 2016 Currency Hedged (Buy/Sell) Gross Notional Fair Value (1) U.S. Dollar/Japanese Yen $ 30,522 $ 763 U.S. Dollar/South Korean Won 50,049 1,342 U.S. Dollar/Euro 18,040 156 U.S. Dollar/U.K. Pound Sterling 6,067 117 U.S. Dollar/Taiwan Dollar 15,530 64 Total $ 120,208 $ 2,442 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 receivable (payable) amount included in the 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: Years Ended December 31, Derivatives Designated as Hedging Instruments 2016 2015 Derivative assets: Forward exchange contracts(1) $ 2,985 $ 1,486 Foreign currency option contracts(1) 4 — Foreign currency interest rate hedge(2) 4,900 — Derivative liabilities: Forward exchange contracts(1) (543 ) (263 ) Foreign currency option contracts(1) (16 ) — Total net derivative asset designated as hedging instruments $ 7,330 $ 1,223 (1) The derivative asset of $2,989 and derivative liability of $(559) related to the foreign exchange contracts and foreign currency option contracts are classified in other current assets and other current liabilities in the consolidated balance sheet as of December 31, 2016. The derivative asset of $1,486 and derivative liability of $(263) are classified in other current assets and other current liabilities in the 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. (2) The foreign currency interest rate hedge asset of $4,900 is classified in other assets in the consolidated balance sheet as of December 31, 2016. |
Summary of (Losses) Gains on Derivatives Designated as Hedging Instruments | The following table provides a summary of the (losses) gains on derivatives designated as hedging instruments: Years Ended December 31, Derivatives Designated as Cash Flow Hedging Instruments 2016 2015 2014 Forward exchange contracts: Net gain (loss) recognized in OCI(1) $ 5,914 $ (3,748 ) $ (984 ) Net (loss) gain reclassified from OCI into income(2) $ (1,414 ) $ 3,520 $ (160 ) (1) Net change in the fair value of the effective portion classified in OCI. (2) Effective portion classified as cost of products in 2016, 2015 and 2014. |
Summary of (Losses) Gains on Derivatives Not Designated as Hedging Instruments | The following table provides a summary of (losses) gains on derivatives not designated as hedging instruments: Years Ended December 31, Derivatives Not Designated as Hedging Instruments 2016 2015 2014 Forward exchange contracts: Net (loss) gain recognized in income(1) $ (31 ) $ (40 ) $ 101 (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 other expense, net in 2016 and in selling, general and administrative expenses in 2015 and 2014. |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories consist of the following: Years Ended December 31, 2016 2015 Raw material $ 150,150 $ 78,352 Work-in-process 39,105 23,297 Finished goods 86,614 50,982 $ 275,869 $ 152,631 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment | Property, plant and equipment consist of the following: Years Ended December 31, 2016 2015 Land $ 11,115 $ 8,535 Buildings 100,169 68,881 Machinery and equipment 297,342 119,739 Furniture and fixtures, office equipment and software 139,392 61,490 Leasehold improvements 63,431 21,303 Construction in progress 6,592 4,171 618,041 284,119 Less: accumulated depreciation 443,482 215,263 $ 174,559 $ 68,856 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 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 purchase price to the fair values assigned to assets acquired and liabilities assumed at the date of the Newport Merger: Current assets (including cash) $ 186,137 Inventory 142,714 Intangible assets 404,506 Goodwill 396,027 Property, plant and equipment 119,932 Long-term assets 22,725 Total assets acquired 1,272,041 Current liabilities 95,156 Intangible liability 4,302 Other long-term liabilities 165,305 Total liabilities assumed 264,763 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 247,793 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 (favorable) 6,428 4-5 years Total intangible assets $ 404,506 Leasehold interest (unfavorable) $ 4,302 (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. |
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. Years Ended December 31, 2016 2015 Total net revenues $ 1,475,637 $ 1,412,748 Net income 111,076 69,096 Net income per share: Basic $ 2.08 $ 1.30 Diluted $ 2.06 $ 1.29 |
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 asset 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 intangible assets $ 5,110 |
Granville-Phillips [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 acquisition: Inventory $ 5,198 Property and equipment 299 Other assets 191 Intangible assets 38,850 Goodwill 42,587 Warranty liability (175 ) Total purchase price $ 86,950 |
Allocation of Acquired Intangible Assets and Related Estimates of Useful Lives | Substantially all of the purchase price was deductible for tax purposes. The following table reflects the allocation of the acquired intangible assets and related estimates of useful lives. These acquired intangibles are being amortized on a straight-line basis. Customer relationships $ 21,250 7 years Trademark and trade names 1,900 12 years Developed technology 15,700 9-12 years Total intangible assets $ 38,850 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | The changes in the carrying amount of goodwill and accumulated impairment losses were as follows: 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) 396,027 — 396,027 8,017 — 8,017 Foreign currency translation (7,145 ) — (7,145 ) (695 ) — (695 ) Ending balance at December 31 $ 727,999 $ (139,414 ) $ 588,585 $ 339,117 $ (139,414 ) $ 199,703 (1) During 2016, the Company recorded $396,027 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 acquired intangible assets are comprised of the following: As of December 31, 2016 Gross Accumulated Foreign Net Completed technology(1) $ 176,586 $ (97,707 ) $ (1,068 ) $ 77,811 Customer relationships(1) 285,044 (29,709 ) (3,404 ) 251,931 Patents, trademarks, trade names and other(1) 111,723 (33,397 ) (64 ) 78,262 $ 573,353 $ (160,813 ) $ (4,536 ) $ 408,004 (1) During 2016, the Company recorded $404,506 of separately identified intangible assets related to the Newport Merger, of which $75,386 was completed technology, $247,793 was customer relationships and $81,327 was patents, trademarks, trade names, in-process research and development and other. The Company also recorded $4,302 of unfavorable lease commitments, which is recorded in other liabilities in the balance sheet. As of December 31, 2015 Gross Accumulated Foreign Net Completed technology(1) $ 101,200 $ (82,330 ) $ (272 ) $ 18,598 Customer relationships(1) 37,251 (16,345 ) 10 20,916 Patents, trademarks, trade names and other(1) 30,396 (25,888 ) 5 4,513 $ 168,847 $ (124,563 ) $ (257 ) $ 44,027 (1) 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 Net Amortization Expense | Aggregate net amortization expense related to acquired intangible assets and unfavorable lease commitments for future years is: Year Amount 2017 $ 45,252 2018 42,563 2019 39,450 2020 27,580 2021 19,708 Thereafter 173,871 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | Years Ended December 31, 2016 2015 Other Assets: Long-term deferred tax asset $ 5,092 $ 19,252 Other 27,375 1,998 Total other assets $ 32,467 $ 21,250 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Liabilities | Years Ended December 31, 2016 2015 Other Current Liabilities: Product warranties $ 8,200 $ 5,205 Other 43,785 22,965 Total other current liabilities $ 51,985 $ 28,170 Other Liabilities: Long-term income taxes payable $ 11,622 $ 4,483 Other 9,139 949 Total other liabilities $ 20,761 $ 5,432 |
Product Warranties (Tables)
Product Warranties (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Guarantees [Abstract] | |
Product Warranty Activities | Product warranty activities were as follows: Years Ended December 31, 2016 2015 Beginning balance $ 5,205 $ 6,266 Product warranty liability from Newport Merger 3,040 — Provisions for product warranties 8,858 4,343 Direct charges to warranty liability (8,685 ) (5,296 ) Foreign currency translation (157 ) (108 ) Ending balance $ 8,261 $ 5,205 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Short-Term Debt | Short-term debt: December 31, 2016 Japanese lines of credit $ 4,245 Japanese receivables financing facility 458 Other debt 8 Current portion of Term Loan Facility 6,282 $ 10,993 (1) Net of deferred financing fees, original issuance discount and re-pricing fee of $19,642. |
Schedule of Long-Term Debt | Long-term debt: December 31, 2016 Austrian loans due through March 2020 $ 548 Term Loan Facility, net(1) 600,681 Other debt $ 601,229 (1) Net of deferred financing fees, original issuance discount and re-pricing fee of $19,642. |
Schedule of Contractual Maturities of Debt Obligations | Contractual maturities of the Company’s debt obligations as of December 31, 2016 are as follows: Year Amount 2017 $ 10,993 2018 6,388 2019 6,681 2020 6,324 2021 6,282 Thereafter 595,196 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Reconciliation of Company's Effective Tax Rate to U.S. Federal Statutory Rate | A reconciliation of the Company’s effective tax rate to the U.S. federal statutory rate is as follows: Years Ended December 31, 2016 2015 2014 U.S. Federal income tax statutory rate 35.0 % 35.0 % 35.0 % Federal tax credits (1.8 ) (1.2 ) (1.0 ) State income taxes, net of federal benefit 0.8 1.3 2.0 Effect of foreign operations taxed at various rates (12.7 ) (6.4 ) (7.3 ) Qualified production activity tax benefit (2.9 ) (1.6 ) (1.8 ) Deferred tax asset valuation allowance 2.1 — (0.5 ) Release of income tax reserves (including interest) (2.4 ) (4.8 ) (10.7 ) Foreign dividends, net of foreign tax credits (2.2 ) 0.7 (1.0 ) Acquisition and integration related costs 1.5 — — Other 0.7 0.3 0.4 18.1 % 23.3 % 15.1 % |
Components of Income from Continuing Operations Before Income Taxes and Related Provision for Income Taxes | The components of income from continuing operations before income taxes and the related provision for income taxes consist of the following: Years Ended December 31, 2016 2015 2014 Income from continuing operations before income taxes: United States $ 42,491 $ 90,401 $ 86,015 Foreign 85,486 69,067 50,378 $ 127,977 $ 159,468 $ 136,393 Current taxes: United States $ 17,693 $ 15,813 $ 8,361 State 2,359 2,927 1,124 Foreign 41,938 18,021 5,866 61,990 36,761 15,351 Deferred taxes: United States (23,604 ) (862 ) 8,908 State and Foreign (15,218 ) 1,272 (3,644 ) (38,822 ) 410 5,264 Provision for income taxes $ 23,168 $ 37,171 $ 20,615 |
Significant Components of Deferred Tax Assets and Deferred Tax Liabilities | The significant components of the deferred tax assets and deferred tax liabilities are as follows: Years Ended December 31, 2016 2015 Deferred tax assets: Carry-forward losses and credits $ 50,673 $ 8,531 Inventory and warranty reserves 24,253 15,404 Accrued expenses and other reserves 16,176 2,343 Stock-based compensation 8,995 3,713 Executive supplemental retirement benefits 6,888 3,947 Total deferred tax assets $ 106,985 $ 33,938 Deferred tax liabilities: Acquired intangible assets (127,571 ) (9,434 ) Depreciation and amortization (16,428 ) (1,724 ) Loan costs (7,282 ) — Unrealized gain (3,195 ) — Other (1,336 ) (57 ) Total deferred tax liabilities (155,812 ) (11,215 ) Valuation allowance (12,527 ) (6,127 ) Net deferred tax (liabilities) assets $ (61,354 ) $ 16,596 |
Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows: Years Ended December 31, 2016 2015 2014 Balance at beginning of year $ 4,332 $ 19,610 $ 47,684 Decreases for prior years (195 ) (26 ) (13 ) Increases for the current year 23,940 322 550 Reductions related to settlements with taxing authorities — (15,370 ) (18,235 ) Reductions related to expiration of statute of limitations (2,612 ) (204 ) (10,376 ) Balance at end of year $ 25,465 $ 4,332 $ 19,610 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Activity for RSUs | The following table presents the activity for RSUs under the Plans: Year Ended December 31, 2016 Non-vested RSUs Weighted Non-vested RSUs — beginning of period 733,162 $ 30.94 Assumed RSUs from Newport acquisition 360,674 35.01 Accrued dividend shares 187 47.84 Granted 746,721 35.62 Vested (434,951 ) 31.20 Forfeited or expired (80,277 ) 34.51 Non-vested RSUs — end of period 1,325,516 $ 34.38 |
Summary of Activity for Outstanding and Exercisable Stock Appreciation Rights | At December 31, 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 Average Base Value Weighted Average (years) Aggregate Intrinsic Stock appreciation rights outstanding 599,334 $ 28.10 3.9 $ 18,758 Stock appreciation rights exercisable 377,722 $ 26.62 3.3 $ 12,383 |
Effect of Recording Stock-Based Compensation | The following table reflects the effect of recording stock-based compensation for the years 2016, 2015 and 2014: Years Ended December 31, 2016 2015 2014 Stock-based compensation expense by type of award: Restricted stock units $ 23,302 $ 11,885 $ 10,203 Stock appreciation rights 700 — — Employee stock purchase plan 1,226 1,128 1,112 Total stock-based compensation 25,228 13,013 11,315 Tax effect on stock-based compensation (1,254 ) (836 ) (331 ) Net effect on net income $ 23,974 $ 12,177 $ 10,984 Effect on net earnings per share: Basic $ 0.45 $ 0.23 $ 0.21 Diluted $ 0.44 $ 0.23 $ 0.21 |
Pre-Tax Effect Within Consolidated Statements of Operations of Recording Stock-Based Compensation | The pre-tax effect within the consolidated statements of operations and comprehensive income of recording stock-based compensation for the years 2016, 2015 and 2014 was as follows: Years Ended December 31, 2016 2015 2014 Cost of revenues $ 2,997 $ 1,814 $ 1,960 Research and development expense 2,529 1,590 1,659 Selling, general and administrative expense 19,702 9,609 7,696 Total pre-tax stock-based compensation expense $ 25,228 $ 13,013 $ 11,315 |
Fair Value of Employees' Purchase Rights Estimated using Black-Scholes Option-Pricing Model | The fair value of the employees’ purchase plan rights was estimated using the Black-Scholes option-pricing model with the following weighted average assumptions: Years Ended December 31, 2016 2015 2014 Employee stock purchase plan rights: Expected life (years) 0.5 0.5 0.5 Risk-free interest rate 0.5 % 0.1 % 0.1 % Expected volatility 25.4 % 26.4 % 26.4 % Expected annual dividends per share $ 0.68 $ 0.675 $ 0.655 |
Stock Appreciation Rights (SARs) [Member] | |
Summary of Activity for Outstanding and Exercisable Stock Appreciation Rights | The following table presents the activity for SARs under the Plans: Year Ended December 31, 2016 Non-vested SARs Weighted SARs — beginning of period — $ — Assumed SARs from Newport acquisition 899,851 27.71 Granted — — Exercised (280,106 ) 26.70 Forfeited or expired (20,411 ) 30.29 SARs Outstanding — end of period 599,334 $ 28.10 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Postemployment Benefits [Abstract] | |
Summary of Net Periodic Benefit Costs | The net periodic benefit costs for the plans included the following components: Year Ended December 31, 2016 Service cost $ 479 Interest cost on projected benefit obligations 377 Expected return on plan assets (84 ) Amortization of actuarial net loss 406 $ 1,178 |
Summary of Changes in Projected Benefit Obligations and Plan Assets, and Ending Balances of Defined Benefit Plans | The changes in projected benefit obligations and plan assets, as well as the ending balance sheet amounts for the Company’s defined benefit plans, were as follows: December 31, 2016 Change in projected benefit obligations: Projected benefit obligations, beginning of year(1) $ 2,134 Liabilities assumed through acquisition 22,437 Service cost 479 Interest cost 377 Actuarial (gain) loss 1,085 Benefits paid (897 ) Currency translation adjustments (2,165 ) Projected benefit obligations, end of year $ 23,450 Change in plan assets: Fair value of plan assets, beginning of year(1) $ 301 Assets acquired through acquisition 7,896 Company contributions 741 Gain on plan assets 66 Benefits paid (437 ) Currency translation adjustments (895 ) Fair value of plan assets, end of year 7,672 Net underfunded status $ (15,778 ) (1) The beginning of the year balances relate to plans held in Taiwan and Germany in the Vacuum & Analysis segment. These were not disclosed in prior years as the net liability was not material. |
Summary of Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Income (Loss) | Changes in plan assets and benefit obligations recognized in other comprehensive income (loss) included the following components: Amounts recognized in accumulated comprehensive income: Accumulated net actuarial loss $ 465 Income tax benefit 199 Accumulated other comprehensive loss $ 266 |
Summary of Estimated Benefit Payments for Next 10 Years | As of December 31, 2016, the estimated benefit payments for the next 10 years were as follows: Estimated benefit 2017 $ 2,224 2018 2,266 2019 2,949 2020 2,842 2021 3,151 2022-2026 12,554 $ 25,986 |
Schedule of Weighted Average Rates Used to Determine Net Periodic Benefit Costs | The weighted-average rates used to determine the net periodic benefit costs were as follows: December 31, 2016 Discount rate 1.9 % Rate of increase in salary levels 2.4 Expected long-term rate of return on assets 1.8 |
Schedule of Defined Benefit Plan Assets | Plan assets were held in the following categories as a percentage of total plan assets: Year Ended December 31, 2016 Amount Percentage Cash $ 948 12.0 % Debt securities 4,105 54.0 Equity securities 1,630 21.0 Other 989 13.0 $ 7,672 100.0 % |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic and Diluted Net Income Per Share | The following is a reconciliation of basic to diluted net income per share: Years Ended December 31, 2016 2015 2014 Numerator: Net income $ 104,809 $ 122,297 $ 115,778 Denominator: Shares used in net income per common share — basic 53,472,000 53,282,000 53,232,000 Effect of dilutive securities 579,000 278,000 283,000 Shares used in net income per common share — diluted 54,051,000 53,560,000 53,515,000 Net income per common share: Basic $ 1.96 $ 2.30 $ 2.17 Diluted $ 1.94 $ 2.28 $ 2.16 |
Business Segment, Geographic 49
Business Segment, Geographic Area, Product and Significant Customer Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Net Revenues, Assets and Goodwill by Reportable Segment | The following is net revenues by reportable segment: Years Ended December 31, 2016 2015 2014 Vacuum & Analysis $ 872,291 $ 813,524 $ 780,869 Light & Motion 423,051 — — $ 1,295,342 $ 813,524 $ 780,869 The following is segment assets by reportable segment: Vacuum & Analysis Light & Motion Corporate, Total December 31, 2016: Segment assets: Accounts receivable $ 148,516 $ 121,516 $ (21,275 ) $ 248,757 Inventory 165,040 110,829 — 275,869 Total segment assets $ 313,556 $ 232,345 $ (21,275 ) $ 524,626 Vacuum & Analysis Light & Motion Corporate, Total December 31, 2015: Segment assets: Accounts receivable $ 101,883 $ — $ — $ 101,883 Inventory 152,631 — — 152,631 Total segment assets $ 254,514 $ — $ — $ 254,514 Goodwill associated with each of our reportable segments is as follows: Years Ended December 31, 2016 2015 Reportable segment: Vacuum & Analysis $ 199,453 $ 199,703 Light & Motion 389,132 — Total goodwill $ 588,585 $ 199,703 |
Reconciliation of Segment Gross Profit to Consolidated Net Income | The following is a reconciliation of segment gross profit to consolidated net income: Years Ended December 31, 2016 2015 2014 Gross profit by reportable segment: Vacuum & Analysis $ 388,220 $ 362,872 $ 337,766 Light & Motion 177,399 — — Total gross profit by reportable segment 565,619 362,872 337,766 Operating expenses: Research and development 110,579 68,305 62,888 Selling, general and administrative 229,171 129,087 131,828 Acquisition and integration costs 27,279 30 499 Restructuring 642 2,074 2,464 Asset impairment 5,000 — — Amortization of intangible assets 35,681 6,764 4,945 Income from operations 157,267 156,612 135,142 Interest income 2,560 2,999 1,323 Interest expense 30,611 143 72 Other expense, net 1,239 — — Income before income taxes 127,977 159,468 136,393 Provision for income taxes 23,168 37,171 20,615 Net income $ 104,809 $ 122,297 $ 115,778 |
Schedule of Capital Expenditures, Depreciation and Amortization Expense of Intangible Assets by Reportable Segment | The following is capital expenditures by reportable segment for the years ended December 31, 2016, 2015 and 2014: Vacuum & Analysis Light & Motion Total December 31, 2016: Capital expenditures $ 11,732 $ 7,391 $ 19,123 December 31, 2015: Capital expenditures $ 12,414 $ — $ 12,414 December 31, 2014: Capital expenditures $ 13,183 $ — $ 13,183 The following is depreciation and amortization of intangible assets for the years ended December 31, 2016, 2015 and 2014: Vacuum & Analysis Light & Motion Total December 31, 2016: Depreciation and amortization $ 20,820 $ 45,106 $ 65,926 December 31, 2015: Depreciation and amortization $ 22,103 $ — $ 22,103 December 31, 2014: Depreciation and amortization $ 20,514 $ — $ 20,514 |
Reconciliation of Segment Assets to Consolidated Total Assets | A reconciliation of segment assets to consolidated total assets is as follows: Years Ended December 31, 2016 2015 Total segment assets $ 524,626 $ 254,514 Cash and cash equivalents, restricted cash and investments 433,231 658,237 Income tax receivable and other current assets 50,770 26,760 Property, plant and equipment, net 174,559 68,856 Goodwill and intangible assets, net 996,589 243,730 Other assets 32,467 21,250 Consolidated total assets $ 2,212,242 $ 1,273,347 |
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. Years Ended December 31, Net revenues: 2016 2015 2014 United States $ 675,601 $ 458,313 $ 448,452 Korea 112,432 106,909 97,323 Japan 96,954 62,879 61,092 Europe 156,365 79,927 80,659 Asia (excluding Korea and Japan) 253,990 105,496 93,343 $ 1,295,342 $ 813,524 $ 780,869 Years Ended December 31, Long-lived assets:(1) 2016 2015 United States $ 122,547 $ 56,594 Europe 28,717 5,783 Asia 49,406 8,952 $ 200,670 $ 71,329 (1) Long-lived assets include property, plant and equipment, net and certain other assets, and exclude goodwill and intangibles and long-term tax-related accounts. |
Worldwide Net Revenue for Each Group of Products | Worldwide net revenue for each group of products is as follows: Years Ended December 31, 2016 2015 2014 Analytical and Control Solutions Products $ 115,758 $ 102,658 $ 104,189 Materials Delivery Solutions Products 135,989 131,996 126,267 Power, Plasma and Reactive Gas Solutions Products 367,665 350,469 335,271 Pressure and Vacuum Measurement Products 252,879 228,401 215,142 Lasers Products 124,432 — — Optics Products 124,218 — — Photonics Products 174,401 — — $ 1,295,342 $ 813,524 $ 780,869 |
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: Years Ended December 31, 2016 2015 2014 Applied Materials, Inc. 13.6 % 17.8 % 19.1 % Lam Research Corporation 11.2 % 13.4 % 12.9 % |
Restructurings (Tables)
Restructurings (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Company's Restructuring Activity | The activity related to the Company’s restructuring accrual is shown below: 2016 2015 Balance at January 1 $ 807 $ 92 Restructuring liability from Newport Merger 562 — Charged to expense 642 2,074 Payments and adjustment (1,471 ) (1,359 ) Balance at December 31 $ 540 $ 807 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Minimum Lease Payments under Operating Lease | Minimum lease payments under operating leases are as follows: Year Ending December 31, Operating Leases 2017 $ 16,586 2018 14,507 2019 12,649 2020 10,965 2021 7,166 Thereafter 5,430 Total minimum lease payments $ 67,303 |
Supplemental Financial Data (Ta
Supplemental Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Supplemental Financial Data | MKS Instruments, Inc. Supplemental Financial Data Quarter Ended March 31 June 30 Sept. 30 Dec. 31 (Table in thousands, except per share data) (Unaudited) 2016 Statement of Operations Data Net revenues(1) $ 183,681 $ 325,861 $ 380,660 $ 405,140 Gross profit 77,913 135,913 168,385 183,408 Income from operations 22,559 19,186 53,008 62,514 Net income $ 17,563 $ 9,210 $ 32,549 $ 45,487 Net income per share: Basic $ 0.33 $ 0.17 $ 0.61 $ 0.85 Diluted $ 0.33 $ 0.17 $ 0.60 $ 0.83 Cash dividends paid per common share $ 0.17 $ 0.17 $ 0.17 $ 0.17 (1) The increase in net revenues in the quarter ended June 30, 2016, compared to the quarter ended March 31, 2016, related to the Newport Merger which closed on April 29, 2016. 2015 Statement of Operations Data Net revenues $ 213,839 $ 217,966 $ 209,332 $ 172,387 Gross profit 97,046 98,798 94,229 72,799 Income from operations 47,010 46,034 41,363 22,205 Net income $ 33,786 $ 33,220 $ 29,769 $ 25,522 Net income per share: Basic $ 0.63 $ 0.62 $ 0.56 $ 0.48 Diluted $ 0.63 $ 0.62 $ 0.56 $ 0.48 Cash dividends paid per common share |
Business Description - Addition
Business Description - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2016SegmentProduct | |
Number Of Product Groups And Reportable Segments [Abstract] | |
Number of product groups | Product | 7 |
Number of reportable segments | Segment | 2 |
Summary of Significant Accoun54
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)Customer | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Schedule Of Significant Accounting Policies [Line Items] | |||
Minimum period of company's research and development projects | 3 months | ||
Maximum period of company's research and development projects | 30 months | ||
Advertising costs incurred | $ 1,137 | ||
Vesting period | 3 years | ||
Maximum maturity period of liquid investments | 3 years | ||
Amortization period of leasehold improvements | Shorter of the lease term or the estimated useful life of the leased asset. | ||
Goodwill Impairment | $ 0 | ||
Increase (decrease) in valuation allowance on state tax credit carryforwards | $ 6,400 | (20,636) | $ (339) |
Valuation allowance | $ 12,527 | 6,127 | 26,763 |
Minimum percentage of recognition of tax benefits from uncertain tax positions | 50.00% | ||
Other Expense [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Net foreign exchange losses from re-measurement | $ (2,823) | ||
Selling, General and Administrative Expenses [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Net foreign exchange losses from re-measurement | $ (1,388) | $ (314) | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Number of customers comprising of Accounts Receivable | Customer | 1 | ||
Customer Concentration Risk [Member] | Customer A [Member] | Sales Revenue, Net [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 14.00% | 18.00% | 19.00% |
Customer Concentration Risk [Member] | Customer B [Member] | Sales Revenue, Net [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 11.00% | 13.00% | 13.00% |
Customer Concentration Risk [Member] | Semiconductor Products [Member] | Sales Revenue, Net [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 58.00% | 69.00% | 70.00% |
Newport [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Advertising costs incurred | $ 992 | ||
Minimum [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Intangible assets amortized period | 1 year | ||
Minimum [Member] | Credit Concentration Risk [Member] | Accounts Receivable [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 10.00% | ||
Minimum [Member] | Buildings [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Estimated useful lives | 20 years | ||
Minimum [Member] | Machinery and Equipment [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Estimated useful lives | 3 years | ||
Minimum [Member] | Furniture and Fixtures [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Estimated useful lives | 3 years | ||
Minimum [Member] | Office Equipment [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Estimated useful lives | 3 years | ||
Maximum [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Intangible assets amortized period | 12 years | ||
Maximum [Member] | Buildings [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Estimated useful lives | 31 years 6 months | ||
Maximum [Member] | Machinery and Equipment [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Estimated useful lives | 10 years | ||
Maximum [Member] | Furniture and Fixtures [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Estimated useful lives | 10 years | ||
Maximum [Member] | Office Equipment [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Estimated useful lives | 10 years |
Investments - Investments Class
Investments - Investments Classified as Short-Term Available-for-Sale Investments (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | $ 189,463 | $ 430,663 |
Time Deposits and Certificates of Deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 23,818 | 11,892 |
Bankers Acceptance Drafts [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 1,439 | 728 |
Asset-Backed Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 36,809 | 124,997 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 24,381 | |
Corporate Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 46,707 | 165,109 |
Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 591 | 8,355 |
Promissory Note [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 675 | |
U.S. Treasury Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 25,414 | |
U.S. Agency Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | $ 29,629 | $ 119,582 |
Investments - Investments Cla56
Investments - Investments Classified as Long-Term Available-for-Sale Investments and Cost Method Investments (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Schedule of Available-for-sale Securities and Cost-method Investments [Line Items] | |
Investments classified as long-term | $ 9,858 |
Available-for-Sale Investments [Member] | Group Insurance Contracts [Member] | |
Schedule of Available-for-sale Securities and Cost-method Investments [Line Items] | |
Investments classified as long-term | 5,558 |
Cost-method Investments [Member] | Minority Interest in Private Company [Member] | |
Schedule of Available-for-sale Securities and Cost-method Investments [Line Items] | |
Investments classified as long-term | $ 4,300 |
Investments - Investments Cla57
Investments - Investments Classified as Long-Term Available-for-Sale Investments and Cost Method Investments (Parenthetical) (Detail) - USD ($) $ in Thousands | Apr. 27, 2016 | Dec. 31, 2016 | Dec. 31, 2016 |
Schedule of Cost-method Investments [Line Items] | |||
Impairment charges | $ 5,000 | ||
Minority Interest in Private Company [Member] | |||
Schedule of Cost-method Investments [Line Items] | |||
Investments in minority interest | $ 9,300 | ||
Impairment charges | $ 5,000 | $ 5,000 |
Investments - Gross Unrealized
Investments - Gross Unrealized Gains and (Losses) Aggregated by Investment Category (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | $ 189,538 | $ 431,382 |
Investments, Gross Unrealized Gains | 35 | 21 |
Investments, Gross Unrealized (Losses) | (110) | (740) |
Investments, Estimated Fair Value | 189,463 | 430,663 |
Long Term Investments [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 10,576 | |
Investments, Gross Unrealized (Losses) | (718) | |
Investments, Estimated Fair Value | 9,858 | |
Time Deposits and Certificates of Deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 23,818 | 11,893 |
Investments, Gross Unrealized (Losses) | (1) | |
Investments, Estimated Fair Value | 23,818 | 11,892 |
Bankers Acceptance Drafts [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 1,439 | 728 |
Investments, Estimated Fair Value | 1,439 | 728 |
Asset-Backed Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 36,847 | 125,271 |
Investments, Gross Unrealized Gains | 6 | |
Investments, Gross Unrealized (Losses) | (44) | (274) |
Investments, Estimated Fair Value | 36,809 | 124,997 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 24,423 | |
Investments, Gross Unrealized (Losses) | (42) | |
Investments, Estimated Fair Value | 24,381 | |
Corporate Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 46,700 | 165,445 |
Investments, Gross Unrealized Gains | 21 | 5 |
Investments, Gross Unrealized (Losses) | (14) | (341) |
Investments, Estimated Fair Value | 46,707 | 165,109 |
Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 591 | 8,346 |
Investments, Gross Unrealized Gains | 13 | |
Investments, Gross Unrealized (Losses) | (4) | |
Investments, Estimated Fair Value | 591 | 8,355 |
Promissory Note [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 675 | |
Investments, Estimated Fair Value | 675 | |
U.S. Treasury Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 25,414 | |
Investments, Estimated Fair Value | 25,414 | |
U.S. Agency Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 29,631 | 119,699 |
Investments, Gross Unrealized Gains | 8 | 3 |
Investments, Gross Unrealized (Losses) | (10) | (120) |
Investments, Estimated Fair Value | 29,629 | $ 119,582 |
Group Insurance Contracts [Member] | Long Term Investments [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 6,276 | |
Investments, Gross Unrealized (Losses) | (718) | |
Investments, Estimated Fair Value | 5,558 | |
Minority Interest in Private Company [Member] | Long Term Investments [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 4,300 | |
Investments, Estimated Fair Value | $ 4,300 |
Investments - Gross Unrealize59
Investments - Gross Unrealized Gains and (Losses) Aggregated by Investment Category (Parenthetical) (Detail) - USD ($) $ in Thousands | Apr. 27, 2016 | Dec. 31, 2016 | Dec. 31, 2016 |
Schedule of Cost-method Investments [Line Items] | |||
Impairment charges | $ 5,000 | ||
Minority Interest in Private Company [Member] | |||
Schedule of Cost-method Investments [Line Items] | |||
Investments in minority interest | $ 9,300 | ||
Impairment charges | $ 5,000 | $ 5,000 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash | $ 5,287 | |
Available-for-sale securities | 189,463 | $ 430,663 |
Short-term investments | 189,463 | 430,663 |
Derivatives - contracts | 1,486 | |
Other current assets | 1,486 | |
Other long-term assets | 32,467 | 21,250 |
Derivatives - contracts | 263 | |
Interest Rate Hedge [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - contracts | 4,900 | |
Other current assets | 4,900 | |
Derivatives - interest rate hedge - non-current | 4,900 | |
Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash - non-current | 573 | |
Total assets | 255,935 | 538,589 |
Total liabilities | 559 | |
Cash and cash equivalents | 33,255 | 106,440 |
Restricted cash | 5,287 | |
Short-term investments | 189,463 | 430,663 |
Derivatives - contracts | 2,989 | 1,486 |
Other current assets | 2,989 | 1,486 |
Total current assets | 230,994 | 538,589 |
Available-for-sale securities | 5,558 | |
Other long-term assets | 18,810 | |
Restricted cash - non-current | 573 | |
Total long-term assets | 24,941 | |
Derivatives - contracts | 559 | 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 | 2,985 | |
Other current assets | 2,985 | |
Derivatives - contracts | 543 | 263 |
Fair Value Measurements, Recurring [Member] | Options Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - contracts | 4 | |
Other current assets | 4 | |
Derivatives - contracts | 16 | |
Fair Value Measurements, Recurring [Member] | Interest Rate Hedge [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - interest rate hedge - non-current | 4,900 | |
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 | 10,155 | 106,099 |
Restricted cash | 5,287 | |
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 | 448 | 11 |
Available-for-sale securities | 1,439 | 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 | 4,900 | |
Available-for-sale securities | 23,818 | 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 securities | 36,809 | 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 securities | 25,414 | |
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 | 3,899 | |
Available-for-sale securities | 29,629 | 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 | 573 | |
Total assets | 16,015 | 106,099 |
Cash and cash equivalents | 10,155 | 106,099 |
Restricted cash | 5,287 | |
Total current assets | 15,442 | 106,099 |
Restricted cash - non-current | 573 | |
Total long-term assets | 573 | |
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 | 10,155 | 106,099 |
Restricted cash | 5,287 | |
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 | 239,920 | 432,490 |
Total liabilities | 559 | |
Cash and cash equivalents | 23,100 | 341 |
Short-term investments | 189,463 | 430,663 |
Derivatives - contracts | 2,989 | 1,486 |
Other current assets | 2,989 | 1,486 |
Total current assets | 215,552 | 432,490 |
Available-for-sale securities | 5,558 | |
Other long-term assets | 18,810 | |
Total long-term assets | 24,368 | |
Derivatives - contracts | 559 | 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 | 2,985 | |
Other current assets | 2,985 | |
Derivatives - contracts | 543 | 263 |
Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements, Recurring [Member] | Options Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - contracts | 4 | |
Other current assets | 4 | |
Derivatives - contracts | 16 | |
Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements, Recurring [Member] | Interest Rate Hedge [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - interest rate hedge - non-current | 4,900 | |
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 | 448 | 11 |
Available-for-sale securities | 1,439 | 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 | 4,900 | |
Available-for-sale securities | 23,818 | 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 securities | 36,809 | 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 securities | 25,414 | |
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 | 3,899 | |
Available-for-sale securities | 29,629 | 119,582 |
Corporate Obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 46,707 | 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 | 2,025 | 330 |
Available-for-sale securities | 46,707 | 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 | 2,025 | 330 |
Available-for-sale securities | 46,707 | 165,109 |
Municipal Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 591 | 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 securities | 591 | 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 securities | 591 | $ 8,355 |
Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 24,381 | |
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 | 11,828 | |
Available-for-sale securities | 24,381 | |
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 | 11,828 | |
Available-for-sale securities | 24,381 | |
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 securities | 5,558 | |
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 securities | 5,558 | |
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 | 13,910 | |
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 | 13,910 | |
Promissory Note [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 675 | |
Promissory Note [Member] | Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 675 | |
Promissory Note [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 securities | $ 675 |
Fair Value Measurements - Sch61
Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Parenthetical) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
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 | $ 228,623 | $ 227,574 | $ 305,437 | $ 288,902 |
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 | 192,432 | 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 | $ 2,936 | $ 11,016 |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 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 | $ 120,208,000 | $ 89,989,000 | |
Accumulated other comprehensive income realization period | 12 months | ||
Interest Rate Hedge [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 15. This 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. | ||
Interest rate swap agreement, fair value | $ 4,900,000 | ||
Cash Flow Hedging [Member] | Interest Rate Hedge [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 | Dec. 31, 2016 | Dec. 31, 2015 |
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | $ 120,208 | $ 89,989 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | 2,442 | 1,223 |
Forward Exchange Contracts [Member] | U.S. Dollar/Japanese Yen [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 30,522 | 26,848 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | 763 | (136) |
Forward Exchange Contracts [Member] | U.S. Dollar/South Korean Won [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 50,049 | 34,777 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | 1,342 | 915 |
Forward Exchange Contracts [Member] | U.S. Dollar/Euro [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 18,040 | 10,987 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | 156 | 19 |
Forward Exchange Contracts [Member] | U.S. Dollar/U.K. Pound Sterling [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 6,067 | 4,587 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | 117 | 61 |
Forward Exchange Contracts [Member] | U.S. Dollar/Taiwan Dollar [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 15,530 | 12,790 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | $ 64 | $ 364 |
Derivatives - Summary of Fair V
Derivatives - Summary of Fair Value Amounts of Company's Derivative Instruments (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 1,486 | |
Derivative liabilities | (263) | |
Total net derivative asset designated as hedging instruments | $ 2,442 | 1,223 |
Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total net derivative asset designated as hedging instruments | 7,330 | 1,223 |
Forward Exchange Contracts [Member] | Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 2,985 | 1,486 |
Derivative liabilities | (543) | $ (263) |
Foreign Currency Option Contracts [Member] | Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 4 | |
Derivative liabilities | (16) | |
Interest Rate Hedge [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 4,900 | |
Interest Rate Hedge [Member] | Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 4,900 |
Derivatives - Summary of Fair65
Derivatives - Summary of Fair Value Amounts of Company's Derivative Instruments (Parenthetical) (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Derivative asset classified in other current assets | $ 1,486 | |
Derivative liability classified in other current liabilities | $ (263) | |
Interest Rate Hedge [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset classified in other current assets | $ 4,900 | |
Foreign Exchange Contracts and Foreign Exchange Option Contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset classified in other current assets | 2,989 | |
Derivative liability classified in other current liabilities | $ (559) |
Derivatives - Summary of (Losse
Derivatives - Summary of (Losses) Gains on Derivatives Designated as Hedging Instruments (Detail) - Forward Exchange Contracts [Member] - Cash Flow Hedging [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net gain (loss) recognized in OCI | $ 5,914 | $ (3,748) | $ (984) |
Net (loss) gain reclassified from OCI into income | $ (1,414) | $ 3,520 | $ (160) |
Derivatives - Summary of (Los67
Derivatives - Summary of (Losses) Gains on Derivatives Not Designated as Hedging Instruments (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Forward Exchange Contracts [Member] | |||
Derivative Instruments Gain Loss Not Designated As Hedging Instruments [Line Items] | |||
Net (loss) gain recognized in income | $ (31) | $ (40) | $ 101 |
Inventories - Summary of Invent
Inventories - Summary of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw material | $ 150,150 | $ 78,352 |
Work-in-process | 39,105 | 23,297 |
Finished goods | 86,614 | 50,982 |
Inventories | $ 275,869 | $ 152,631 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Inventory Disclosure [Abstract] | |||
Inventory related excess and obsolete charges | $ 16,039 | $ 13,602 | $ 12,131 |
Property, Plant and Equipment -
Property, Plant and Equipment - Summary of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 618,041 | $ 284,119 |
Less: accumulated depreciation | 443,482 | 215,263 |
Property, plant and equipment, net | 174,559 | 68,856 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 11,115 | 8,535 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 100,169 | 68,881 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 297,342 | 119,739 |
Furniture and Fixtures, Office Equipment and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 139,392 | 61,490 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 63,431 | 21,303 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 6,592 | $ 4,171 |
Property, Plant and Equipment71
Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation of property, plant and equipment | $ 30,245 | $ 15,339 | $ 15,569 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Apr. 29, 2016 | Apr. 27, 2016 | Mar. 17, 2015 | Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | May 30, 2014 |
Business Acquisition [Line Items] | ||||||||
Business acquisition share price | $ 23 | $ 23 | ||||||
Measurement period from acquisition date | 1 year | |||||||
Stock-based compensation expense | $ 25,228 | $ 13,013 | $ 11,315 | |||||
Impairment charges | 5,000 | |||||||
Payments to acquire business, net of cash acquired | 939,591 | $ 9,910 | $ 86,950 | |||||
Minority Interest in Private Company [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Investments in minority interest | $ 9,300 | |||||||
Impairment charges | $ 5,000 | 5,000 | ||||||
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 | |||||||
Business combination consideration price | $ 12,520 | |||||||
Newport [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business acquisition share price | $ 23 | |||||||
Incremental cost of sale charges | 15,090 | |||||||
Fair value write-up of acquired property, plant and equipment | $ 36,242 | 36,242 | ||||||
Compensation expense | 5,816 | |||||||
Stock-based compensation expense | $ 3,334 | |||||||
Payments to acquire business, net of cash acquired | $ 945,815 | |||||||
Business acquisition, cash acquired | 61,463 | |||||||
Business combination consideration price | $ 1,007,278 | |||||||
Granville-Phillips [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business combination consideration price | $ 86,950 |
Acquisitions - Summary of Purch
Acquisitions - Summary of Purchase Price (Detail) - USD ($) $ in Thousands | Apr. 29, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||
Total purchase price, net of cash and cash equivalents acquired | $ 939,591 | $ 9,910 | $ 86,950 | |
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 Pur74
Acquisitions - Summary of Purchase Price (Parenthetical) (Detail) | Dec. 31, 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 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | May 30, 2014 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 588,585 | $ 199,703 | $ 192,381 | |||
Total purchase price, net of cash acquired | 939,591 | 9,910 | $ 86,950 | |||
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 | $ 186,137 | |||||
Inventory | 142,714 | |||||
Intangible assets | 404,506 | |||||
Goodwill | 396,027 | $ 396,027 | ||||
Property, plant and equipment | 119,932 | |||||
Long-term assets | 22,725 | |||||
Total assets acquired | 1,272,041 | |||||
Current liabilities | 95,156 | |||||
Intangible liability | 4,302 | |||||
Other long-term liabilities | 165,305 | |||||
Total liabilities assumed | 264,763 | |||||
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 | |||||
Granville-Phillips [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Inventory | $ 5,198 | |||||
Intangible assets | 38,850 | |||||
Goodwill | 42,587 | |||||
Property, plant and equipment | 299 | |||||
Long-term assets | 191 | |||||
Warranty liability | (175) | |||||
Fair value of assets acquired and liabilities assumed | $ 86,950 |
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 | May 30, 2014 | Dec. 31, 2016 | Dec. 31, 2015 |
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Acquired intangible assets, purchase price | $ 404,506 | ||||
Minimum [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Estimated useful life of finite-lived intangible assets | 1 year | ||||
Maximum [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Estimated useful life of finite-lived intangible assets | 12 years | ||||
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 | $ 404,506 | ||||
Granville-Phillips [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Acquired intangible assets, purchase price | $ 38,850 | ||||
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 | $ 247,793 | $ 247,793 | |||
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 | ||||
Customer Relationships [Member] | Granville-Phillips [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Acquired intangible assets, purchase price | $ 21,250 | ||||
Estimated useful life of finite-lived intangible assets | 7 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 | ||||
Trademarks and Trade Names [Member] | Granville-Phillips [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Acquired intangible assets, purchase price | $ 1,900 | ||||
Estimated useful life of finite-lived intangible assets | 12 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 | ||||
Developed Technology [Member] | Granville-Phillips [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Acquired intangible assets, purchase price | $ 15,700 | ||||
Developed Technology [Member] | Granville-Phillips [Member] | Minimum [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Estimated useful life of finite-lived intangible assets | 9 years | ||||
Developed Technology [Member] | Granville-Phillips [Member] | Maximum [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Estimated useful life of finite-lived intangible assets | 12 years | ||||
In-process Research and Development [Member] | Newport [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Acquired intangible assets, purchase price | $ 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 | ||||
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 | ||||
Leasehold Interest Favorable [Member] | Newport [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Acquired intangible assets, purchase price | $ 6,428 | ||||
Leasehold Interest Favorable [Member] | Newport [Member] | Minimum [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Estimated useful life of finite-lived intangible assets | 4 years | ||||
Leasehold Interest Favorable [Member] | Newport [Member] | Maximum [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Estimated useful life of finite-lived intangible assets | 5 years | ||||
Leasehold Interest Unfavorable [Member] | Newport [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Acquired intangible assets, purchase price | $ 4,302 |
Acquisitions - Schedule of Unau
Acquisitions - Schedule of Unaudited Pro Forma Financial Information (Detail) - Newport [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | ||
Total net revenues | $ 1,475,637 | $ 1,412,748 |
Net income | $ 111,076 | $ 69,096 |
Net income per share: | ||
Basic | $ 2.08 | $ 1.30 |
Diluted | $ 2.06 | $ 1.29 |
Goodwill and Intangible Asset78
Goodwill and Intangible Assets - Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 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 | 396,027 | 8,017 |
Foreign currency translation, Gross Carrying Amount | (7,145) | (695) |
Ending balance, Goodwill Gross Carrying Amount | 727,999 | 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 | 396,027 | 8,017 |
Foreign currency translation, Net | (7,145) | (695) |
Ending balance, Goodwill Net | $ 588,585 | $ 199,703 |
Goodwill and Intangible Asset79
Goodwill and Intangible Assets - Goodwill (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2016 | Apr. 29, 2016 | Mar. 17, 2015 | Dec. 31, 2014 | |
Goodwill [Line Items] | |||||
Goodwill | $ 199,703 | $ 588,585 | $ 192,381 | ||
Acquisition purchase price | 975 | ||||
Newport [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill | $ 396,027 | $ 396,027 | |||
Precisive, LLC [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill | $ 7,042 | $ 7,042 |
Goodwill and Intangible Asset80
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Impairment charges | $ 0 | $ 0 | $ 0 |
Amortization of intangible assets | 35,681,000 | $ 6,764,000 | $ 4,945,000 |
Amortization income from unfavorable lease commitments | $ 569,000 |
Goodwill and Intangible Asset81
Goodwill and Intangible Assets - Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | $ 573,353 | $ 168,847 |
Accumulated Amortization | (160,813) | (124,563) |
Foreign Currency Translation | (4,536) | (257) |
Intangible assets, net | 408,004 | 44,027 |
Completed Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 176,586 | 101,200 |
Accumulated Amortization | (97,707) | (82,330) |
Foreign Currency Translation | (1,068) | (272) |
Intangible assets, net | 77,811 | 18,598 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 285,044 | 37,251 |
Accumulated Amortization | (29,709) | (16,345) |
Foreign Currency Translation | (3,404) | 10 |
Intangible assets, net | 251,931 | 20,916 |
Patents, Trademarks, Trade Names and Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 111,723 | 30,396 |
Accumulated Amortization | (33,397) | (25,888) |
Foreign Currency Translation | (64) | 5 |
Intangible assets, net | $ 78,262 | $ 4,513 |
Goodwill and Intangible Asset82
Goodwill and Intangible Assets - Intangible Assets (Parenthetical) (Detail) - USD ($) $ in Thousands | Apr. 29, 2016 | Mar. 17, 2015 | Dec. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | $ 404,506 | |||
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 | $ 404,506 | |||
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 | $ 247,793 | 247,793 | ||
Newport [Member] | Patents, Trademarks, Trade Names and Other [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets | $ 81,327 |
Goodwill and Intangible Asset83
Goodwill and Intangible Assets - Estimated Net Amortization Expense (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,017 | $ 45,252 |
2,018 | 42,563 |
2,019 | 39,450 |
2,020 | 27,580 |
2,021 | 19,708 |
Thereafter | $ 173,871 |
Other Assets - Schedule of Othe
Other Assets - Schedule of Other Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Other Assets: | ||
Long-term deferred tax asset | $ 5,092 | $ 19,252 |
Other | 27,375 | 1,998 |
Total other assets | $ 32,467 | $ 21,250 |
Other Liabilities - Schedule of
Other Liabilities - Schedule of Other Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Other Current Liabilities: | ||
Product warranties | $ 8,200 | $ 5,205 |
Other | 43,785 | 22,965 |
Total other current liabilities | 51,985 | 28,170 |
Other Liabilities: | ||
Long-term income taxes payable | 11,622 | 4,483 |
Other | 9,139 | 949 |
Total other liabilities | $ 20,761 | $ 5,432 |
Product Warranties - Product Wa
Product Warranties - Product Warranty Activities (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Guarantees [Abstract] | ||
Beginning of period | $ 5,205 | $ 6,266 |
Product warranty liability from Newport Merger | 3,040 | |
Provisions for product warranties | 8,858 | 4,343 |
Direct charges to warranty liability | (8,685) | (5,296) |
Foreign currency translation | (157) | (108) |
End of period | $ 8,261 | $ 5,205 |
Debt - Additional Information (
Debt - Additional Information (Detail) | Dec. 14, 2016 | Sep. 30, 2016USD ($) | Jun. 09, 2016USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($)InstitutionSecurityLoan | Nov. 30, 2016USD ($) | Dec. 31, 2015USD ($) |
Interest Rate Hedge [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 | $ 19,675,000 | ||||||
Number of financial institutions for available lines of credit and borrowing arrangements | Institution | 2 | ||||||
Aggregate borrowings expire and renewed | 3 month intervals | ||||||
Total borrowings outstanding | $ 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 | $ 10,693,000 | ||||||
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 | $ 30,611,000 | ||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Secured term loan, face amount | $ 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 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. | ||||||
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 year | ||||||
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 1 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate | 2.50% | ||||||
Debt instrument, prepayment premium percentage | 1.00% | ||||||
Debt instrument, prepayment premium | $ 7,300,000 | ||||||
Debt instrument, prepaid principal amount | $ 50,000,000 | ||||||
Debt instrument, prepaid amount | $ 60,000,000 | ||||||
Deferred finance fees, original issue discount and re-pricing fee, gross | $ 28,747,000 | ||||||
Deferred finance fees, original issue discount and re-pricing fee, net | $ 19,642,000 | ||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment 1 [Member] | Interest Rate Hedge [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 1 [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 1 [Member] | LIBOR [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate | 3.50% | ||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment 2 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Secured term loan, face amount | $ 626,605,000 | ||||||
Debt instrument, prepaid principal amount | 150,000,000 | $ 40,000,000 | |||||
Debt instrument, scheduled principal payments | 3,395,000 | ||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment 2 [Member] | LIBOR Floor Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate | 0.75% | ||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment 2 [Member] | LIBOR [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate | 2.75% | ||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment 2 [Member] | Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate | 1.75% | ||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment 2 [Member] | Base Rate Floor [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, interest rate | 1.75% | ||||||
Newport [Member] | Asset Based Credit Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt issuance cost capitalized | $ 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 | ||||||
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 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% | ||||||
Initial commitment fee percentage | 0.375% | ||||||
Total commitment fee recognized in interest expense | $ 128,000 | ||||||
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 |
Debt - Schedule of Short Term D
Debt - Schedule of Short Term Debt (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Short-term Debt [Line Items] | |
Short term debt | $ 6,282 |
Short term debt | 10,993 |
Other Debt [Member] | |
Short-term Debt [Line Items] | |
Short term debt | 8 |
Japan [Member] | Line of Credit [Member] | |
Short-term Debt [Line Items] | |
Short term debt | 4,245 |
Japan [Member] | Receivables Financing Facility [Member] | |
Short-term Debt [Line Items] | |
Short term debt | $ 458 |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | |
Long term debt | $ 601,229 |
Term Loan Facility, Net [Member] | |
Debt Instrument [Line Items] | |
Long term debt | 600,681 |
Australia [Member] | Loans Due Through March 2020 [Member] | |
Debt Instrument [Line Items] | |
Long term debt | $ 548 |
Debt - Schedule of Long Term 90
Debt - Schedule of Long Term Debt (Parenthetical) (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Term Loan Facility, Net [Member] | |
Debt Instrument [Line Items] | |
Deferred financing fees, original issuance discount and re-pricing fee | $ 19,642 |
Debt - Schedule of Contractual
Debt - Schedule of Contractual Maturities of Debt Obligations (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Maturities of Long-term Debt [Abstract] | |
2,017 | $ 10,993 |
2,018 | 6,388 |
2,019 | 6,681 |
2,020 | 6,324 |
2,021 | 6,282 |
Thereafter | $ 595,196 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Company's Effective Tax Rate to U.S. Federal Statutory Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
U.S. Federal income tax statutory rate | 35.00% | 35.00% | 35.00% |
Federal tax credits | (1.80%) | (1.20%) | (1.00%) |
State income taxes, net of federal benefit | 0.80% | 1.30% | 2.00% |
Effect of foreign operations taxed at various rates | (12.70%) | (6.40%) | (7.30%) |
Qualified production activity tax benefit | (2.90%) | (1.60%) | (1.80%) |
Deferred tax asset valuation allowance | 2.10% | (0.50%) | |
Release of income tax reserves (including interest) | (2.40%) | (4.80%) | (10.70%) |
Foreign dividends, net of foreign tax credits | (2.20%) | 0.70% | (1.00%) |
Acquisition and integration related costs | 1.50% | ||
Other | 0.70% | 0.30% | 0.40% |
Total | 18.10% | 23.30% | 15.10% |
Income Taxes - Components of In
Income Taxes - Components of Income from Continuing Operations Before Income Taxes and Related Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income from continuing operations before income taxes: | |||
United States | $ 42,491 | $ 90,401 | $ 86,015 |
Foreign | 85,486 | 69,067 | 50,378 |
Income from continuing operations before income taxes | 127,977 | 159,468 | 136,393 |
Current taxes: | |||
United States | 17,693 | 15,813 | 8,361 |
State | 2,359 | 2,927 | 1,124 |
Foreign 11 | 41,938 | 18,021 | 5,866 |
Current taxes, Total | 61,990 | 36,761 | 15,351 |
Deferred taxes: | |||
United States | (23,604) | (862) | 8,908 |
State and Foreign | (15,218) | 1,272 | (3,644) |
Deferred taxes, Total | (38,822) | 410 | 5,264 |
Provision for income taxes | $ 23,168 | $ 37,171 | $ 20,615 |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Deferred Tax Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | |||
Carry-forward losses and credits | $ 50,673 | $ 8,531 | |
Inventory and warranty reserves | 24,253 | 15,404 | |
Accrued expenses and other reserves | 16,176 | 2,343 | |
Stock-based compensation | 8,995 | 3,713 | |
Executive supplemental retirement benefits | 6,888 | 3,947 | |
Total deferred tax assets | 106,985 | 33,938 | |
Deferred tax liabilities: | |||
Acquired intangible assets | (127,571) | (9,434) | |
Depreciation and amortization | (16,428) | (1,724) | |
Loan costs | (7,282) | ||
Unrealized gain | (3,195) | ||
Other | (1,336) | (57) | |
Total deferred tax liabilities | (155,812) | (11,215) | |
Valuation allowance | (12,527) | (6,127) | $ (26,763) |
Net deferred tax liabilities | $ (61,354) | ||
Net deferred tax assets | $ 16,596 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Line Items] | ||||
Gross tax research other tax credit carryforwards | $ 63,925 | |||
Tax credit expiration period | 2,036 | |||
Gross unrecognized tax benefits excluding interest and penalties | $ 25,465 | $ 4,332 | $ 19,610 | $ 47,684 |
Net unrecognized tax benefit excluding interest and penalties that would impact effective tax rate | 18,417 | |||
Net benefit to income tax expense, excluding interest and penalties, due to discrete reserve releases | 2,606 | |||
Accrued interest on unrecognized tax benefits | 491 | 157 | 578 | |
Net unrecognized tax benefits, excluding interest and penalties, related to foreign tax positions | $ 3,100 | |||
Income tax examination, description | The Company is subject to examination by U.S. federal, state and foreign tax authorities. The United States Internal Revenue Service commenced an examination of our U.S. federal tax filings for tax years 2011 through 2013 during the quarter ended March 31, 2015. | |||
Change in valuation allowance | $ 6,400 | $ (20,636) | $ (339) | |
Undistributed earnings in foreign subsidiaries | $ 545,000 | |||
Minimum [Member] | ||||
Income Taxes [Line Items] | ||||
Income tax holiday tax rate | 9.00% | |||
Maximum [Member] | ||||
Income Taxes [Line Items] | ||||
Income tax holiday tax rate | 16.00% | |||
Federal State and Foreign [Member] | ||||
Income Taxes [Line Items] | ||||
Operating loss carry forwards | $ 50,434 | |||
Federal State and Foreign [Member] | Indefinite [Member] | ||||
Income Taxes [Line Items] | ||||
Operating loss carry forwards | 28,476 | |||
Federal State and Foreign [Member] | 2017 [Member] | ||||
Income Taxes [Line Items] | ||||
Operating loss carry forwards | $ 21,958 | |||
Earliest Tax Year [Member] | Internal Revenue Service (IRS) [Member] | ||||
Income Taxes [Line Items] | ||||
Open tax year | 2,011 |
Income Taxes - Reconciliation96
Income Taxes - Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Balance at beginning of year | $ 4,332 | $ 19,610 | $ 47,684 |
Decreases for prior years | (195) | (26) | (13) |
Increases for the current year | 23,940 | 322 | 550 |
Reductions related to settlements with taxing authorities | (15,370) | (18,235) | |
Reductions related to expiration of statute of limitations | (2,612) | (204) | (10,376) |
Balance at end of year | $ 25,465 | $ 4,332 | $ 19,610 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Feb. 13, 2017 | Jul. 25, 2011 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Stockholders Equity [Line Items] | |||||||||||||
Common stock, value of shares authorized to repurchase | $ 200,000,000 | ||||||||||||
Stock repurchase, shares | 1,770,000 | 44,798 | 369,133 | ||||||||||
Value of shares repurchased | $ 52,000,000 | $ 1,545,000 | $ 13,294,000 | $ 20,809,000 | |||||||||
Average price of repurchased shares | $ 34.50 | $ 36.01 | |||||||||||
Cash dividends per common share | $ 0.17 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.165 | $ 0.680 | $ 0.675 | $ 0.655 | ||
Dividend payment to common shareholders | $ 36,361,000 | $ 36,361,000 | $ 36,361,000 | $ 35,969,000 | $ 35,969,000 | $ 35,969,000 | $ 36,361,000 | $ 35,969,000 | $ 34,851,000 | ||||
Subsequent Event [Member] | |||||||||||||
Stockholders Equity [Line Items] | |||||||||||||
Dividend declared date | Feb. 13, 2017 | ||||||||||||
Cash dividend to be paid | $ 0.175 | ||||||||||||
Dividend to be paid date | Mar. 10, 2017 | ||||||||||||
Dividend declared, shareholders of record date | Feb. 27, 2017 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | Apr. 29, 2016 | May 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, shares issued | 53,672,861 | 53,199,720 | |||
Common stock reserved for issuance | 18,000,000 | ||||
Vesting period | 3 years | ||||
Number of stock options outstanding | 0 | 0 | |||
Number of stock options exercisable | 0 | 0 | |||
Tax effect from stock-based plans | $ 1,254,000 | $ 837,000 | $ 331,000 | ||
Capitalization of share based payment costs | $ 471,000 | $ 471,000 | |||
Options granted | 0 | 0 | 0 | ||
Total intrinsic value of options exercised | $ 494,000 | $ 958,000 | |||
Restricted stock units, weighted average grant date fair value | $ 8.52 | $ 8.16 | $ 6.37 | ||
Employee Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of stock options outstanding | 0 | ||||
Cash received from employees as a result of employee stock option exercises | $ 592,000 | ||||
Tax effect from stock-based plans | $ 21,000 | ||||
Employee Stock Purchase Plan - Second Amended and Restated [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares authorized for issuance | 400,000 | ||||
Percentage of Common Stock through payroll deductions | 10.00% | ||||
Amount of payroll deduction | $ 21,250 | ||||
Percentage of closing price of the Common Stock | 85.00% | ||||
Common stock, shares issued | 20,053 | ||||
Common stock, exercise price | $ 24.52 | ||||
Employee Stock Purchase Plan - Second Amended and Restated [Member] | Offer Terminate [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of closing price of the Common Stock | 85.00% | ||||
Stock Incentive Plan 2014 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock reserved for issuance | 15,306,423 | ||||
Shares available for future grant | 18,000,000 | ||||
Percentage of exercise price fair value option grant in period | 100.00% | ||||
Number of shares returned for each common stock | 2.4 | ||||
Stock Incentive Plans 2001 and After [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of exercise price fair value option grant in period | 100.00% | ||||
Stock options granted to employees under plans prior to 2001, vested per quarter thereafter | 6.25% | ||||
Stock options expired | 10 years | ||||
Stock Incentive Plans 2001 and After [Member] | Share-based Compensation Award, Tranche One [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options granted to employees under plans prior to 2001, vested after one year | 25.00% | ||||
1997 Director Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation arrangement by share based payment award vesting period description | Options granted to directors generally vested at the earliest of (1) one day prior to the next annual meeting, (2) 13 months from the date of grant, or (3) the effective date of an acquisition. | ||||
Number of stock options outstanding | 0 | 0 | |||
1997 Director Plan [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 1 day | ||||
1997 Director Plan [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 13 months | ||||
2014 ESPP Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares authorized for issuance | 2,500,000 | ||||
Percentage of payroll deduction to compensation | Up to 10% | ||||
Percentage of Common Stock through payroll deductions | 10.00% | ||||
Amount of payroll deduction | $ 21,250 | ||||
Percentage of closing price of the Common Stock | 85.00% | ||||
Common stock, shares issued | 139,079 | 140,531 | 82,481 | ||
Common stock, exercise price | $ 24.33 | ||||
Common stock reserved for issuance | 2,137,909 | ||||
2014 ESPP Plan [Member] | Offer Terminate [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of closing price of the Common Stock | 85.00% | ||||
2014 ESPP Plan [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, exercise price | $ 31.40 | $ 30.74 | |||
2014 ESPP Plan [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, exercise price | $ 35.16 | $ 31.34 | |||
Employee Stock Purchase Plan - Third Amended and Restated [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares authorized for issuance | 1,950,000 | ||||
Percentage of payroll deduction to compensation | Up to 10% | ||||
Percentage of Common Stock through payroll deductions | 10.00% | ||||
Amount of payroll deduction | $ 21,250 | ||||
Percentage of closing price of the Common Stock | 85.00% | ||||
Common stock, shares issued | 69,474 | ||||
Common stock, exercise price | $ 24.52 | ||||
Employee Stock Purchase Plan - Third Amended and Restated [Member] | Offer Terminate [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of closing price of the Common Stock | 85.00% | ||||
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 | 187 | ||||
Restricted stock units, weighted average grant date fair value | $ 35.62 | ||||
Total intrinsic value of options, stock appreciation rights exercised and fair value of RSUs vested | $ 18,844,000 | $ 12,868,000 | $ 12,106,000 | ||
Total compensation expense related to restricted stock unites and stock appreciation rights | $ 23,446,000 | ||||
Estimated weighted average amortization period | 11 months 5 days | ||||
Restricted Stock Units (RSUs) [Member] | Share-based Compensation Award, Tranche One [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options granted to employees under plans prior to 2001, vested after one year | 33.30% | 33.30% | 33.30% | ||
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 1 day | ||||
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 13 months | ||||
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 | ||||
RSUs Granted to Employees [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation arrangement by share based payment award vesting period description | Employees who are at least 60 years old and have a minimum of 10 Years of Service (as defined in the applicable RSU agreement) are expensed immediately. | ||||
Minimum years of service for RSU | 10 years | ||||
RSUs Granted to Directors [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation arrangement by share based payment award vesting period description | Earliest of (1) one day prior to the next annual meeting, (2) 13 months from date of grant, or (3) the effective date of a change in control of the Company. | ||||
Stock Appreciation Rights (SARs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total intrinsic value of options, stock appreciation rights exercised and fair value of RSUs vested | $ 18,844,000 | $ 12,868,000 | $ 12,106,000 | ||
Total compensation expense related to restricted stock unites and stock appreciation rights | $ 23,446,000 | ||||
Estimated weighted average amortization period | 11 months 5 days | ||||
Employee Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total intrinsic value of options, stock appreciation rights exercised and fair value of RSUs vested | $ 18,844,000 | $ 12,868,000 | $ 12,106,000 | ||
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 - Summ
Stock-Based Compensation - Summary of Activity for RSUs (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted Average Grant Date Fair Value, Granted | $ 8.52 | $ 8.16 | $ 6.37 |
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Non-vested RSUs/SARs - beginning of period | 733,162 | ||
Assumed RSUs from Newport acquisition | 360,674 | ||
Granted | 746,721 | ||
Vested | (434,951) | ||
Forfeited or expired | (80,277) | ||
Non-vested RSUs/SARs - end of period | 1,325,516 | 733,162 | |
Weighted Average Grant Date Fair Value, Beginning of period | $ 30.94 | ||
Weighted Average Grant Date Fair Value, Assumed RSUs from Newport acquisition | 35.01 | ||
Weighted Average Grant Date Fair Value, Granted | 35.62 | ||
Weighted Average Grant Date Fair Value, Vested | 31.20 | ||
Weighted Average Grant Date Fair Value, Forfeited or expired | 34.51 | ||
Weighted Average Grant Date Fair Value, end of period | $ 34.38 | $ 30.94 | |
Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Accrued dividend shares | 187 | ||
Weighted Average Grant Date Fair Value, Accrued dividend shares | $ 47.84 |
Stock-Based Compensation - S100
Stock-Based Compensation - Summary of Activity for SARs (Detail) - Stock Appreciation Rights (SARs) [Member] | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Assumed SARs from Newport acquisition, Non-vested SARs | shares | 899,851 |
Granted, Non-vested SARs | shares | 0 |
Exercised, Non-vested SARs | shares | (280,106) |
Forfeited or expired, Non-vested SARs | shares | (20,411) |
Non-vested RSUs/SARs - end of period | shares | 599,334 |
Assumed SARs from Newport acquisition, Weighted Average Base Value | $ / shares | $ 27.71 |
Granted, Weighted Average Base Value | $ / shares | 0 |
Exercised, Weighted Average Base Value | $ / shares | 26.70 |
Forfeited or expired, Weighted Average Base Value | $ / shares | 30.29 |
SARs Outstanding - end of period, Weighted Average Base Value | $ / shares | $ 28.10 |
Stock-Based Compensation - S101
Stock-Based Compensation - Summary of Activity for Outstanding and Exercisable Stock Appreciation Rights (Detail) - Stock Appreciation Rights (SARs) [Member] | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock appreciation rights outstanding | shares | 599,334 |
Stock appreciation rights exercisable | shares | 377,722 |
Weighted Average Base Value, Stock appreciation rights outstanding | $ / shares | $ 28.10 |
Weighted Average Base Value, Stock appreciation rights exercisable | $ / shares | $ 26.62 |
Weighted Average Remaining Contractual Life, Stock appreciation rights outstanding | 3 years 10 months 24 days |
Weighted Average Remaining Contractual Life, Stock appreciation rights exercisable | 3 years 3 months 18 days |
Aggregate Intrinsic Value, Stock appreciation rights outstanding | $ | $ 18,758 |
Aggregate Intrinsic Value, Stock appreciation rights exercisable | $ | $ 12,383 |
Stock-Based Compensation - Effe
Stock-Based Compensation - Effect of Recording Stock-Based Compensation (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation | $ 25,228 | $ 13,013 | $ 11,315 |
Tax effect on stock-based compensation | (1,254) | (836) | (331) |
Net effect on net income | $ 23,974 | $ 12,177 | $ 10,984 |
Basic | $ 0.45 | $ 0.23 | $ 0.21 |
Diluted | $ 0.44 | $ 0.23 | $ 0.21 |
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation | $ 23,302 | $ 11,885 | $ 10,203 |
Stock Appreciation Rights (SARs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation | 700 | ||
Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation | $ 1,226 | $ 1,128 | $ 1,112 |
Stock-Based Compensation - Pre-
Stock-Based Compensation - Pre-Tax Effect Within Consolidated Statements of Operations of Recording Stock-Based Compensation (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total pre-tax stock-based compensation expense | $ 25,228 | $ 13,013 | $ 11,315 |
Cost of Revenues [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total pre-tax stock-based compensation expense | 2,997 | 1,814 | 1,960 |
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 | 2,529 | 1,590 | 1,659 |
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 | $ 19,702 | $ 9,609 | $ 7,696 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair Value of Employees' Purchase Rights Estimated Using Black-Scholes Option-Pricing Model (Detail) - $ / shares | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||
Expected life (years) | 6 months | 6 months | 6 months | ||||||||
Risk-free interest rate | 0.50% | 0.10% | 0.10% | ||||||||
Expected volatility | 25.40% | 26.40% | 26.40% | ||||||||
Expected annual dividends per share | $ 0.17 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.165 | $ 0.680 | $ 0.675 | $ 0.655 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Employee contribution to Company's profit sharing plan percentage | 1.00% | ||
Employee contribution to Company's profit sharing plan percentage | 50.00% | ||
Minimum age limit for specified additional amount | 50 years | ||
Company's contributions | $ 6,524 | $ 2,667 | $ 2,484 |
Bonus expense | 28,097 | 14,599 | 14,434 |
Supplemental retirement benefits cost | 1,805 | 1,704 | $ 2,258 |
Accumulated benefit obligation | 12,450 | 10,645 | |
Defined benefit plan expected future benefit payments | $ 1,716 | ||
Expected long-term rate of return on assets | 1.80% | ||
Defined benefit plan assets | $ 7,672 | ||
Israel [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan assets | $ 13,910 | $ 16,224 | |
Japan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected long-term rate of return on assets | 2.00% | ||
United Kingdom [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected long-term rate of return on assets | 3.00% | ||
France [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected long-term rate of return on assets | 1.30% | ||
Germany [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan assets | $ 5,558 | ||
Germany [Member] | Minimum [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan assets guaranteed rate of return | 2.25% | ||
Germany [Member] | Maximum [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan assets guaranteed rate of return | 4.25% |
Employee Benefit Plans - Summar
Employee Benefit Plans - Summary of Net Periodic Benefit Costs (Detail) - Newport [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |
Service cost | $ 479 |
Interest cost on projected benefit obligations | 377 |
Expected return on plan assets | (84) |
Amortization of actuarial net loss | 406 |
Net periodic benefit costs | $ 1,178 |
Employee Benefit Plans - Sum107
Employee Benefit Plans - Summary of Changes in Projected Benefit Obligations and Plan Assets, and Ending Balances of Defined Benefit Plans (Detail) - Newport [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Change in projected benefit obligations: | |
Service cost | $ 479 |
Interest cost | 377 |
Change in plan assets: | |
Net underfunded status | (15,778) |
Change in Projected Benefit Obligation [Member] | |
Change in projected benefit obligations: | |
Projected benefit obligations, beginning of year | 2,134 |
Liabilities assumed through acquisition | 22,437 |
Service cost | 479 |
Interest cost | 377 |
Actuarial (gain) loss | 1,085 |
Benefits paid | (897) |
Currency translation adjustments | (2,165) |
Projected benefit obligations, end of year | 23,450 |
Change in plan assets: | |
Gain on plan assets | 1,085 |
Benefits paid | (897) |
Change in Plan Assets [Member] | |
Change in projected benefit obligations: | |
Actuarial (gain) loss | 66 |
Benefits paid | (437) |
Change in plan assets: | |
Fair value of plan assets, beginning of year | 301 |
Assets acquired through acquisition | 7,896 |
Company contributions | 741 |
Gain on plan assets | 66 |
Benefits paid | (437) |
Currency translation adjustments | (895) |
Fair value of plan assets, end of year | $ 7,672 |
Employee Benefit Plans - Sum108
Employee Benefit Plans - Summary of Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Income (Loss) (Detail) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016USD ($) | ||
Amounts recognized in accumulated comprehensive income: | ||
Accumulated net actuarial loss | $ 465 | |
Income tax benefit | 199 | |
Accumulated other comprehensive loss | $ 266 | [1] |
[1] | Tax benefit was $(199) for the year ended December 31, 2016 and $0 for 2015 and 2014. |
Employee Benefit Plans - Sum109
Employee Benefit Plans - Summary of Estimated Benefit Payments for Next 10 Years (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Defined Benefit Plan, Expected Future Benefit Payments, Fiscal Year Maturity [Abstract] | |
2,017 | $ 2,224 |
2,018 | 2,266 |
2,019 | 2,949 |
2,020 | 2,842 |
2,021 | 3,151 |
2022-2026 | 12,554 |
Estimated benefit payments for next 10 years, total | $ 25,986 |
Employee Benefit Plans - Schedu
Employee Benefit Plans - Schedule of Weighted Average Rates Used to Determine Net Periodic Benefit Costs (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |
Discount rate | 1.90% |
Rate of increase in salary levels | 2.40% |
Expected long-term rate of return on assets | 1.80% |
Employee Benefit Plans - Sch111
Employee Benefit Plans - Schedule of Defined Benefit Plan Assets (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Defined Benefit Plan Disclosure [Line Items] | |
Defined benefit plan assets, amount | $ 7,672 |
Defined benefit plan assets, percentage | 100.00% |
Cash [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined benefit plan assets, amount | $ 948 |
Defined benefit plan assets, percentage | 12.00% |
Debt Securities [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined benefit plan assets, amount | $ 4,105 |
Defined benefit plan assets, percentage | 54.00% |
Equity Securities [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined benefit plan assets, amount | $ 1,630 |
Defined benefit plan assets, percentage | 21.00% |
Other [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Defined benefit plan assets, amount | $ 989 |
Defined benefit plan assets, percentage | 13.00% |
Net Income Per Share - Reconcil
Net Income Per Share - Reconciliation of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Numerator: | |||||||||||
Net income | $ 45,487 | $ 32,549 | $ 9,210 | $ 17,563 | $ 25,522 | $ 29,769 | $ 33,220 | $ 33,786 | $ 104,809 | $ 122,297 | $ 115,778 |
Denominator: | |||||||||||
Shares used in net income per common share - basic | 53,472,000 | 53,282,000 | 53,232,000 | ||||||||
Effect of dilutive securities | 579,000 | 278,000 | 283,000 | ||||||||
Shares used in net income per common share - diluted | 54,051,000 | 53,560,000 | 53,515,000 | ||||||||
Net income per common share: | |||||||||||
Basic | $ 0.85 | $ 0.61 | $ 0.17 | $ 0.33 | $ 0.48 | $ 0.56 | $ 0.62 | $ 0.63 | $ 1.96 | $ 2.30 | $ 2.17 |
Diluted | $ 0.83 | $ 0.60 | $ 0.17 | $ 0.33 | $ 0.48 | $ 0.56 | $ 0.62 | $ 0.63 | $ 1.94 | $ 2.28 | $ 2.16 |
Net Income Per Share - Addition
Net Income Per Share - Additional Information (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Line Items] | |||
Number of stock options outstanding | 0 | 0 | |
Stock options and restricted stock units outstanding | 733,000 | 747,000 | |
Number of shares excluded from computation of diluted earnings per share | 453 | 0 | 600 |
Restricted Stock Units (RSUs) [Member] | |||
Earnings Per Share [Line Items] | |||
Number of restricted stock units outstanding | 1,325,516 | 733,162 |
Business Segment, Geographic114
Business Segment, Geographic Area, Product and Significant Customer Information - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2016CustomerSegmentProduct | |
Segment Reporting [Abstract] | |
Number of reportable segments | Segment | 2 |
Number of product groups | Product | 7 |
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, Geographic115
Business Segment, Geographic Area, Product and Significant Customer Information - Net Revenues by Reportable Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||||||||
Total net revenues | $ 405,140 | $ 380,660 | $ 325,861 | $ 183,681 | $ 172,387 | $ 209,332 | $ 217,966 | $ 213,839 | $ 1,295,342 | $ 813,524 | $ 780,869 |
Vacuum & Analysis [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total net revenues | 872,291 | $ 813,524 | $ 780,869 | ||||||||
Light & Motion [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total net revenues | $ 423,051 |
Business Segment, Geographic116
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 | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||||||||
Gross profit | $ 183,408 | $ 168,385 | $ 135,913 | $ 77,913 | $ 72,799 | $ 94,229 | $ 98,798 | $ 97,046 | $ 565,619 | $ 362,872 | $ 337,766 |
Research and development | 110,579 | 68,305 | 62,888 | ||||||||
Selling, general and administrative | 229,171 | 129,087 | 131,828 | ||||||||
Acquisition and integration costs | 27,279 | 30 | 499 | ||||||||
Restructuring | 642 | 2,074 | 2,464 | ||||||||
Asset impairment | 5,000 | ||||||||||
Amortization of intangible assets | 35,681 | 6,764 | 4,945 | ||||||||
Income from operations | 62,514 | 53,008 | 19,186 | 22,559 | 22,205 | 41,363 | 46,034 | 47,010 | 157,267 | 156,612 | 135,142 |
Interest income | 2,560 | 2,999 | 1,323 | ||||||||
Interest expense | 30,611 | 143 | 72 | ||||||||
Other expense, net | 1,239 | ||||||||||
Income before income taxes | 127,977 | 159,468 | 136,393 | ||||||||
Provision for income taxes | 23,168 | 37,171 | 20,615 | ||||||||
Net income | $ 45,487 | $ 32,549 | $ 9,210 | $ 17,563 | $ 25,522 | $ 29,769 | $ 33,220 | $ 33,786 | 104,809 | 122,297 | 115,778 |
Vacuum & Analysis [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Gross profit | 388,220 | $ 362,872 | $ 337,766 | ||||||||
Light & Motion [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Gross profit | $ 177,399 |
Business Segment, Geographic117
Business Segment, Geographic Area, Product and Significant Customer Information - Schedule of Capital Expenditures, Depreciation and Amortization Expense of Intangible Assets by Reportable Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||
Capital expenditures | $ 19,123 | $ 12,414 | $ 13,183 |
Depreciation and amortization | 65,926 | 22,103 | 20,514 |
Vacuum & Analysis [Member] | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 11,732 | 12,414 | 13,183 |
Depreciation and amortization | 20,820 | $ 22,103 | $ 20,514 |
Light & Motion [Member] | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 7,391 | ||
Depreciation and amortization | $ 45,106 |
Business Segment, Geographic118
Business Segment, Geographic Area, Product and Significant Customer Information - Segment Assets by Reportable Segment (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Accounts receivable | $ 248,757 | $ 101,883 |
Inventory | 275,869 | 152,631 |
Total assets | 2,212,242 | 1,273,347 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | 248,757 | 101,883 |
Inventory | 275,869 | 152,631 |
Total assets | 524,626 | 254,514 |
Operating Segments [Member] | Vacuum & Analysis [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | 148,516 | 101,883 |
Inventory | 165,040 | 152,631 |
Total assets | 313,556 | $ 254,514 |
Operating Segments [Member] | Light & Motion [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | 121,516 | |
Inventory | 110,829 | |
Total assets | 232,345 | |
Corporate, Eliminations and Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | (21,275) | |
Total assets | $ (21,275) |
Business Segment, Geographic119
Business Segment, Geographic Area, Product and Significant Customer Information - Reconciliation of Segment Assets to Consolidated Total Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Consolidated total assets | $ 2,212,242 | $ 1,273,347 |
Property, plant and equipment, net | 174,559 | 68,856 |
Other assets | 32,467 | 21,250 |
Operating Segments [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Consolidated total assets | 524,626 | 254,514 |
Segment Reconciling Items [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Cash and cash equivalents, restricted cash and investments | 433,231 | 658,237 |
Income tax receivable and other current assets | 50,770 | 26,760 |
Property, plant and equipment, net | 174,559 | 68,856 |
Goodwill and intangible assets, net | 996,589 | 243,730 |
Other assets | $ 32,467 | $ 21,250 |
Business Segment, Geographic120
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 | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net revenues | $ 405,140 | $ 380,660 | $ 325,861 | $ 183,681 | $ 172,387 | $ 209,332 | $ 217,966 | $ 213,839 | $ 1,295,342 | $ 813,524 | $ 780,869 |
Long-lived assets | 200,670 | 71,329 | 200,670 | 71,329 | |||||||
United States [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net revenues | 675,601 | 458,313 | 448,452 | ||||||||
Long-lived assets | 122,547 | 56,594 | 122,547 | 56,594 | |||||||
Korea [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net revenues | 112,432 | 106,909 | 97,323 | ||||||||
Japan [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net revenues | 96,954 | 62,879 | 61,092 | ||||||||
Europe [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net revenues | 156,365 | 79,927 | 80,659 | ||||||||
Long-lived assets | 28,717 | 5,783 | 28,717 | 5,783 | |||||||
Asia (Excluding Korea and Japan) [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net revenues | 253,990 | 105,496 | $ 93,343 | ||||||||
Long-lived assets | $ 49,406 | $ 8,952 | $ 49,406 | $ 8,952 |
Business Segment, Geographic121
Business Segment, Geographic Area, Product and Significant Customer Information - Summary of Goodwill Associated with Reportable Segments (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | |||
Goodwill | $ 588,585 | $ 199,703 | $ 192,381 |
Vacuum & Analysis [Member] | |||
Segment Reporting Information [Line Items] | |||
Goodwill | 199,453 | $ 199,703 | |
Light & Motion [Member] | |||
Segment Reporting Information [Line Items] | |||
Goodwill | $ 389,132 |
Business Segment, Geographic122
Business Segment, Geographic Area, Product and Significant Customer Information - Worldwide Net Revenue for Each Group of Products (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue from External Customer [Line Items] | |||||||||||
Net sales from product groups | $ 405,140 | $ 380,660 | $ 325,861 | $ 183,681 | $ 172,387 | $ 209,332 | $ 217,966 | $ 213,839 | $ 1,295,342 | $ 813,524 | $ 780,869 |
Analytical and Control Solutions Products [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales from product groups | 115,758 | 102,658 | 104,189 | ||||||||
Materials Delivery Solutions Products [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales from product groups | 135,989 | 131,996 | 126,267 | ||||||||
Power Plasma and Reactive Gas Solutions Products [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales from product groups | 367,665 | 350,469 | 335,271 | ||||||||
Pressure and Vacuum Measurement Products [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales from product groups | 252,879 | $ 228,401 | $ 215,142 | ||||||||
Lasers Products [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales from product groups | 124,432 | ||||||||||
Optics Products [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales from product groups | 124,218 | ||||||||||
Photonics Products [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Net sales from product groups | $ 174,401 |
Business Segment, Geographic123
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] | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Applied Materials, Inc [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of total net revenues | 13.60% | 17.80% | 19.10% |
LAM Research Corporation [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of total net revenues | 11.20% | 13.40% | 12.90% |
Restructurings - Additional Inf
Restructurings - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)Facilities | Dec. 31, 2015USD ($)People | Dec. 31, 2014USD ($) | |
Reorganizations [Abstract] | |||
Restructuring charges | $ | $ 642 | $ 2,074 | $ 2,464 |
Number of facilities consolidated | Facilities | 1 | ||
Approximate number of workforce reduction from the company's headcount | People | 266 |
Restructurings - Schedule of Co
Restructurings - Schedule of Company's Restructuring Activity (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring and Related Activities [Abstract] | |||
Balance at January 1 | $ 807 | $ 92 | |
Restructuring liability from Newport Merger | 562 | ||
Charged to expense | 642 | 2,074 | $ 2,464 |
Payments and adjustment | (1,471) | (1,359) | |
Balance at December 31 | $ 540 | $ 807 | $ 92 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Lease expiration date | 2,022 | ||
Rental expenses under operating leases | $ 16,253 | $ 7,845 | $ 6,909 |
Purchase commitments covered by aggregate value | $ 247,563 | ||
Purchase commitments | Less than one year |
Commitments and Contingencie127
Commitments and Contingencies - Minimum Lease Payments under Operating Leases (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 16,586 |
2,018 | 14,507 |
2,019 | 12,649 |
2,020 | 10,965 |
2,021 | 7,166 |
Thereafter | 5,430 |
Total minimum lease payments | $ 67,303 |
Supplemental Financial Data (De
Supplemental Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Operations Data | |||||||||||
Net revenues | $ 405,140 | $ 380,660 | $ 325,861 | $ 183,681 | $ 172,387 | $ 209,332 | $ 217,966 | $ 213,839 | $ 1,295,342 | $ 813,524 | $ 780,869 |
Gross profit | 183,408 | 168,385 | 135,913 | 77,913 | 72,799 | 94,229 | 98,798 | 97,046 | 565,619 | 362,872 | 337,766 |
Income from operations | 62,514 | 53,008 | 19,186 | 22,559 | 22,205 | 41,363 | 46,034 | 47,010 | 157,267 | 156,612 | 135,142 |
Net income | $ 45,487 | $ 32,549 | $ 9,210 | $ 17,563 | $ 25,522 | $ 29,769 | $ 33,220 | $ 33,786 | $ 104,809 | $ 122,297 | $ 115,778 |
Net income per share: | |||||||||||
Basic | $ 0.85 | $ 0.61 | $ 0.17 | $ 0.33 | $ 0.48 | $ 0.56 | $ 0.62 | $ 0.63 | $ 1.96 | $ 2.30 | $ 2.17 |
Diluted | 0.83 | 0.60 | 0.17 | 0.33 | 0.48 | 0.56 | 0.62 | 0.63 | 1.94 | 2.28 | 2.16 |
Cash dividends paid per common share | $ 0.17 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.170 | $ 0.165 | $ 0.680 | $ 0.675 | $ 0.655 |
Schedule II - Valuation and 129
Schedule II - Valuation and Qualifying Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Valuation Allowance for Doubtful Accounts [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Year | $ 1,760 | $ 2,250 | $ 1,924 |
Additions Acquisition Beginning Balance | 1,292 | ||
Additions Charged to Costs and Expenses | 1,109 | (255) | 668 |
Additions Charged to Other Accounts | (66) | 21 | 12 |
Deductions & Write-offs | (186) | (256) | (354) |
Balance at End of Year | 3,909 | 1,760 | 2,250 |
Valuation Allowance for Sales Returns [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Year | 601 | 730 | 827 |
Additions Acquisition Beginning Balance | 423 | ||
Additions Charged to Costs and Expenses | 2,262 | 2,500 | 2,223 |
Additions Charged to Other Accounts | (3) | ||
Deductions & Write-offs | (2,148) | (2,626) | (2,320) |
Balance at End of Year | 1,138 | 601 | 730 |
Valuation Allowance on Deferred Tax Asset [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Year | 6,127 | 26,763 | 27,102 |
Additions Acquisition Beginning Balance | 3,769 | ||
Additions Charged to Costs and Expenses | 2,719 | ||
Additions Charged to Other Accounts | 113 | ||
Deductions & Write-offs | (88) | (20,749) | (339) |
Balance at End of Year | $ 12,527 | $ 6,127 | $ 26,763 |