Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 02, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | MKSI | |
Entity Registrant Name | MKS INSTRUMENTS INC | |
Entity Central Index Key | 1,049,502 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 54,108,231 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 255,912 | $ 228,623 |
Restricted cash | 5,274 | 5,287 |
Short-term investments | 155,299 | 189,463 |
Trade accounts receivable, net | 267,249 | 248,757 |
Inventories, net | 285,518 | 275,869 |
Other current assets | 52,266 | 50,770 |
Total current assets | 1,021,518 | 998,769 |
Property, plant and equipment, net | 169,833 | 174,559 |
Goodwill | 590,502 | 588,585 |
Intangible assets, net | 396,409 | 408,004 |
Long-term investments | 9,933 | 9,858 |
Other assets | 32,352 | 32,467 |
Total assets | 2,220,547 | 2,212,242 |
Current liabilities: | ||
Short-term borrowings and current portion of long-term debt | 10,623 | 10,993 |
Accounts payable | 70,493 | 69,337 |
Accrued compensation | 50,034 | 67,728 |
Income taxes payable | 27,469 | 22,794 |
Deferred revenue | 16,197 | 14,463 |
Other current liabilities | 55,580 | 51,985 |
Total current liabilities | 230,396 | 237,300 |
Long-term debt | 552,232 | 601,229 |
Non-current deferred taxes | 64,221 | 66,446 |
Non-current accrued compensation | 46,201 | 44,714 |
Other liabilities | 22,092 | 20,761 |
Total liabilities | 915,142 | 970,450 |
Commitments and contingencies (Note 18) | ||
Stockholders' equity: | ||
Preferred Stock, $0.01 par value per share, 2,000,000 shares authorized; none issued and outstanding | ||
Common Stock, no par value, 200,000,000 shares authorized; 53,886,862 and 53,672,861 shares issued and outstanding at March 31, 2017 and December 31, 2016, respectively | 113 | 113 |
Additional paid-in capital | 783,371 | 777,482 |
Retained earnings | 550,385 | 494,744 |
Accumulated other comprehensive loss | (28,464) | (30,547) |
Total stockholders' equity | 1,305,405 | 1,241,792 |
Total liabilities and stockholders' equity | $ 2,220,547 | $ 2,212,242 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 53,886,862 | 53,672,861 |
Common stock, shares outstanding | 53,886,862 | 53,672,861 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | ||
Net revenues: | |||
Products | $ 392,922 | $ 153,621 | |
Services | 44,231 | 30,060 | |
Total net revenues | 437,153 | 183,681 | |
Cost of revenues: | |||
Cost of products | 205,060 | 85,352 | |
Cost of services | 26,546 | 20,416 | |
Total cost of revenues (exclusive of amortization shown separately below) | 231,606 | 105,768 | |
Gross profit | 205,547 | 77,913 | |
Research and development | 33,282 | 17,227 | |
Selling, general and administrative | 74,220 | 33,950 | |
Acquisition and integration costs | 1,442 | 2,494 | |
Restructuring | 522 | 0 | |
Amortization of intangible assets | 12,501 | 1,683 | |
Income from operations | 83,580 | 22,559 | |
Interest income | 516 | 924 | |
Interest expense | 8,832 | 44 | |
Other income | 2,021 | 366 | |
Income before income taxes | 77,285 | 23,805 | |
Provision for income taxes | 12,225 | 6,242 | |
Net income | 65,060 | 17,563 | |
Other comprehensive income: | |||
Changes in value of financial instruments designated as cash flow hedges, net of tax benefit | [1] | (2,440) | (1,546) |
Foreign currency translation adjustments, net of tax of $0 | 4,534 | 2,652 | |
Unrecognized pension gain, net of tax expense | [2] | 115 | |
Unrealized (loss) gain on investments, net of tax (benefit) expense | [3] | (126) | 378 |
Total comprehensive income | $ 67,143 | $ 19,047 | |
Net income per share: | |||
Basic | $ 1.21 | $ 0.33 | |
Diluted | 1.18 | 0.33 | |
Cash dividends per common share | $ 0.175 | $ 0.170 | |
Weighted average common shares outstanding: | |||
Basic | 53,769 | 53,235 | |
Diluted | 54,958 | 53,563 | |
[1] | Tax benefit was $1,831 and $1,041 for the three months ended March 31, 2017 and 2016, respectively. | ||
[2] | Tax expense of $86 and $0 for the three months ended March 31, 2017 and 2016, respectively. | ||
[3] | Tax (benefit) expense was $(94) and $254 for the three months ended March 31, 2017 and 2016, respectively. |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Statement [Abstract] | ||
Tax benefit on changes in value of financial instruments designated as cash flow hedges | $ 1,831 | $ 1,041 |
Tax on foreign currency translation adjustments | 0 | 0 |
Tax expense on unrecognized net pension gain | 86 | 0 |
Tax (benefit) expense on unrealized (loss) gain on investments | $ (94) | $ 254 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Cash flows provided by operating activities: | ||
Net income | $ 65,060 | $ 17,563 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 21,833 | 5,278 |
Amortization of debt issuance costs, original issue discount and soft call premium | 2,715 | |
Stock-based compensation | 8,782 | 4,152 |
Provision for excess and obsolete inventory | 5,031 | 2,948 |
Provision for bad debt | 316 | 17 |
Deferred income taxes | (1,809) | 347 |
Excess tax benefits from stock-based compensation | (233) | |
Other | 85 | 68 |
Changes in operating assets and liabilities: | ||
Trade accounts receivable | (15,215) | (10,084) |
Inventories | (11,714) | (844) |
Income taxes | 8,067 | 2,316 |
Other current assets | (1,525) | (3,562) |
Accrued compensation | (16,786) | (7,086) |
Other current and non-current liabilities | 1,082 | 7,718 |
Accounts payable | 809 | 4,772 |
Other assets | (674) | (189) |
Net cash provided by operating activities | 66,057 | 23,181 |
Cash flows provided by investing activities: | ||
Purchases of investments | (42,292) | (82,135) |
Maturities of investments | 55,672 | 76,972 |
Sales of investments | 21,179 | 128,250 |
Purchases of property, plant and equipment | (4,099) | (2,156) |
Net cash provided by investing activities | 30,460 | 120,931 |
Cash flows used in financing activities: | ||
Restricted cash | (148) | |
Proceeds from short-term borrowings | 736 | |
Payments on short-term borrowings | (1,398) | |
Payments on long-term borrowings | (51,570) | |
Repurchase of common stock | (1,545) | |
Net payments related to employee stock awards | (2,894) | (2,587) |
Dividend payments to common stockholders | (9,419) | (9,056) |
Excess tax benefits from stock-based compensation | 233 | |
Net cash used in financing activities | (64,693) | (12,955) |
Effect of exchange rate changes on cash and cash equivalents | (4,535) | (876) |
Increase in cash and cash equivalents | 27,289 | 130,281 |
Cash and cash equivalents at beginning of period | 228,623 | 227,574 |
Cash and cash equivalents at end of period | $ 255,912 | $ 357,855 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 1) Basis of Presentation The terms “MKS” and the “Company” refer to MKS Instruments, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The interim financial data as of March 31, 2017, and for the three months ended March 31, 2017 and 2016 are unaudited; however, in the opinion of MKS, the interim data includes all adjustments, consisting of normal recurring adjustments, necessary for a fair statement of the results for the interim periods. The condensed consolidated balance sheet presented as of December 31, 2016 has been derived from the consolidated audited financial statements as of that date. The unaudited condensed consolidated financial statements presented herein have been prepared in accordance with the instructions to Form 10-Q 10-K The preparation of these unaudited condensed consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | 2) Recently Issued Accounting Pronouncements In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-07, In January 2017, the FASB issued ASU 2017-04, In January 2017, the FASB issued ASU 2017-01, In November 2016, the FASB issued ASU 2016-18, 2016-15. beginning-of-period end-of-period 2016-15. In October 2016, the FASB issued ASU 2016-16, In August 2016, the FASB issued ASU 2016-15, In February 2016, the FASB issued ASU 2016-02, In January 2016, the FASB issued ASU 2016-01, “Financial 825-10): In May 2014, the FASB issued ASU 2014-09, 2014-09 2014-09 In March, April, May and December 2016, the FASB issued additional updates to the new revenue standard relating to reporting revenue on a gross versus net basis, identifying performance obligations and licensing arrangements, narrow-scope improvements and practical expedients, and technical corrections and improvements, respectively. The Company has reviewed its plan for the implementation and will continue to report the status against that plan with the Company’s Audit Committee. The Company has established a cross functional project steering committee and implementation team to identify potential differences that would result from applying the requirements of the new standard to the Company’s revenue contracts and related expense line items. The Company has identified the various revenue streams, including product revenues, service revenues, installation and training, that could be impacted by Topic 606 and has started to review individual customer contracts related to these revenue streams to determine if any material differences exist between the current revenue standard, Accounting Standards Codification Topic 605 and Topic 606. In the second quarter of 2017, the Company will be reviewing the additional disclosure requirements of the new standard and the potential impact on its internal control structure and revenue recognition policy. The Company has not completed its assessment of the new revenue recognition standard and has not yet determined the impact on its consolidated financial statements. The Company anticipates that it will complete its assessment of the new standard and its potential financial impact by the end of the third quarter of 2017. |
Investments
Investments | 3 Months Ended |
Mar. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 3) Investments The fair value of investments classified as short-term consists of the following: March 31, 2017 December 31, 2016 Available-for-sale Time deposits and certificates of deposit $ 3,479 $ 23,818 Bankers’ acceptance drafts 1,117 1,439 Asset-backed securities 36,682 36,809 Commercial paper 12,134 24,381 Corporate obligations 51,393 46,707 Municipal bonds 251 591 Promissory note 675 675 U.S. treasury obligations 20,424 25,414 U.S. agency obligations 29,144 29,629 $ 155,299 $ 189,463 Investments classified as long-term consists of the following: March 31, 2017 December 31, 2016 Available-for-sale Group insurance contracts $ 5,633 $ 5,558 Cost method investments: Minority interest in a private company (1) 4,300 4,300 $ 9,933 $ 9,858 (1) In April 2016, the Company invested $9,300 for a minority interest in a private company. For the year ended December 31, 2016, the Company recognized $5,000 of impairment charges related to this cost method investment. The following tables show the gross unrealized gains and (losses) aggregated by investment category for available-for-sale As of March 31, 2017: Cost Gross Gross Estimated Short-term investments: Available-for-sale Time deposits and certificates of deposit $ 3,479 $ — $ — $ 3,479 Bankers’ acceptance drafts 1,117 — — 1,117 Asset-backed securities 36,711 12 (41 ) 36,682 Commercial paper 12,160 — (26 ) 12,134 Corporate obligations 51,328 70 (5 ) 51,393 Municipal bonds 251 — — 251 Promissory note 675 — — 675 U.S. treasury obligations 20,418 6 — 20,424 U.S. agency obligations 29,114 34 (4 ) 29,144 $ 155,253 $ 122 $ (76 ) $ 155,299 As of March 31, 2017: Cost Gross Gross Estimated Long-term investments: Available-for-sale Group insurance contracts $ 6,497 $ — $ (864 ) $ 5,633 As of December 31, 2016: Cost Gross Gross Estimated Short-term investments: Available-for-sale 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 Group insurance contracts $ 6,276 $ — $ (718 ) $ 5,558 The tables above, which show the gross unrealized gains and (losses) aggregated by investment category for available-for-sale Interest income is accrued as earned. Dividend income is recognized as income on the date the stock trades “ex-dividend.” |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4) Fair Value Measurements In accordance with the provisions of fair value accounting, a fair value measurement assumes that the transaction to sell an asset or transfer a liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability and defines fair value based upon an exit price model. The fair value measurement guidance establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The guidance describes three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets or liabilities assessed as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 2 assets and liabilities include debt securities with quoted prices that are traded less frequently than exchange-traded instruments or securities or derivative contracts that are valued using a pricing model with inputs that are observable in the market or can be derived principally from or corroborated by observable market data. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the Company categorizes such assets and liabilities based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Assets and liabilities of the Company are measured at fair value on a recurring basis as of March 31, 2017 and are summarized as follows: Fair Value Measurements at Reporting Date Using Description March 31, 2017 Quoted Prices Significant Significant Assets: Cash equivalents: Money market funds $ 1,263 $ 1,263 $ — $ — Time deposits and certificates of deposit 2,300 — 2,300 — Bankers’ acceptance drafts 682 — 682 — Commercial paper 10,604 — 10,604 — Corporate obligations 1,550 — 1,550 — Restricted cash – money market funds 5,274 5,274 — — Available-for-sale Time deposits and certificates of deposit 3,479 — 3,479 — Bankers’ acceptance drafts 1,117 — 1,117 — Asset-backed securities 36,682 — 36,682 — Commercial paper 12,134 — 12,134 — Corporate obligations 51,393 — 51,393 — Municipal bonds 251 — 251 — Promissory note 675 — 675 — U.S. treasury obligations 20,424 — 20,424 — U.S. agency obligations 29,144 — 29,144 — Group insurance contracts 5,633 — 5,633 — Derivatives – currency forward contracts 664 — 664 — Derivatives – options contracts 14 — 14 — Funds in investments and other assets: Israeli pension assets 14,024 — 14,024 — Derivatives – interest rate hedge – non-current 5,428 — 5,428 — Restricted cash – non-current 744 744 — — Total assets $ 203,479 $ 7,281 $ 196,198 $ — Liabilities: Derivatives – currency forward contracts $ 3,666 $ — $ 3,666 $ — Reported as follows: Assets: Cash and cash equivalents (1) $ 16,399 $ 1,263 $ 15,136 $ — Restricted cash 5,274 5,274 — — Short-term investments 155,299 — 155,299 — Other current assets 678 — 678 — Total current assets $ 177,650 $ 6,537 $ 171,113 $ — Long-term investments (2) 5,633 — 5,633 — Other long-term assets 19,452 — 19,452 — Restricted cash – non-current 744 744 — — Total long-term assets $ 25,829 $ 744 $ 25,085 $ — Liabilities: Other current liabilities $ 3,666 $ — $ 3,666 $ — (1) The cash and cash equivalent amounts presented in the table above do not include cash of $238,663 and non-negotiable (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 are measured at fair value on a recurring basis as of December 31, 2016 and are summarized as follows: Fair Value Measurements at Reporting Date Using Description December 31, Quoted Prices Significant Significant 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 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 hedge – non-current 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 $ — 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 (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. 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 Available-for-sale The Company measures its debt and equity investments at fair value. The Company’s available-for-sale 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 |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | 5) 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 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 balance of the Credit Agreement, as described further in Note 9. 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 other comprehensive income (loss) (“OCI”). To the extent that this arrangement is no longer an effective hedge, any ineffectiveness measured in the hedging relationship is recorded currently in earnings in the period it occurs. The notional amount of this transaction was $335,000 and had a fair value of $5,428 at March 31, 2017. 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 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 March 31, 2017 and December 31, 2016, the Company had outstanding forward foreign exchange contracts with gross notional values of $124,959 and $120,208, respectively. The following tables provide a summary of the primary net hedging positions and corresponding fair values held as of March 31, 2017 and December 31, 2016: March 31, 2017 Currency Hedged (Buy/Sell) Gross Notional Fair Value (1) U.S. Dollar/Japanese Yen $ 35,644 $ (493 ) U.S. Dollar/South Korean Won 45,972 (1,804 ) U.S. Dollar/Euro 20,150 (15 ) U.S. Dollar/U.K. Pound Sterling 6,599 (43 ) U.S. Dollar/Taiwan Dollar 16,594 (647 ) Total $ 124,959 $ (3,002 ) 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 (1) Represents the fair value of the net (liability) asset amount included in the consolidated balance sheet. The following table provides a summary of the fair value amounts of the Company’s derivative instruments: Derivatives Designated as Hedging Instruments March 31, 2017 December 31, 2016 Derivative assets: Foreign exchange contracts (1) $ 664 $ 2,985 Foreign currency options contracts (1) 14 4 Foreign currency interest rate hedge (2) 5,428 4,900 Derivative liabilities: Foreign exchange contracts (1) (3,666 ) (543 ) Foreign currency options contracts (1) — (16 ) Total net derivative assets designated as hedging instruments $ 2,440 $ 7,330 (1) The derivative asset of $678 and derivative liability of $(3,666) 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 March 31, 2017. 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. 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 assets of $5,428 and $4,900 are classified in other assets in the consolidated balance sheet as of March 31, 2017 and December 31, 2016, respectively, The net amount of existing gains as of March 31, 2017, that the Company expects to reclassify from OCI into earnings within the next twelve months is immaterial. The following table provides a summary of the (losses) gains on derivatives designated as hedging instruments: Three Months Ended March 31, Derivatives Designated as Cash Flow Hedging Instruments 2017 2016 Forward exchange contracts: Net loss recognized in OCI (1) $ (6,978 ) $ (3,418 ) Net gain reclassified from accumulated OCI into income (2) $ 452 $ 696 (1) Net change in the fair value of the effective portion classified in OCI. (2) Effective portion classified in cost of products for the three months ended March 31, 2017 and 2016. The tax effect of the gains or losses reclassified from accumulated OCI into income is immaterial. The following table provides a summary of the losses on derivatives not designated as hedging instruments: Three Months Ended March 31, Derivatives Not Designated as Hedging Instruments 2017 2016 Forward exchange contracts: Net loss recognized in income (1) $ (1,463 ) $ (565 ) (1) The Company enters into foreign exchange contracts to hedge against changes in the balance sheet for certain subsidiaries and also enters into foreign currency option contracts to mitigate the risk associated with certain foreign currency transactions in the ordinary course of business. These derivatives are not designated as hedging instruments and gains or losses from these derivatives are recorded immediately in selling, general and administrative expenses. |
Inventories, net
Inventories, net | 3 Months Ended |
Mar. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories, net | 6) Inventories, net Inventories consist of the following: March 31, 2017 December 31, 2016 Raw materials $ 159,354 $ 150,150 Work-in-process 48,306 39,105 Finished goods 77,858 86,614 $ 285,518 $ 275,869 |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | 7) 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, 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 9. Under the acquisition method of accounting, the total estimated acquisition consideration is allocated to the acquired tangible and intangible assets and assumed liabilities of Newport based on their fair values as of the acquisition date. Any excess of the acquisition consideration over the fair value of assets acquired and liabilities assumed is allocated to goodwill. The Company expects that all such goodwill and intangible assets will not be deductible for tax purposes. The following table summarizes the allocation of the 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 sales charges associated with the fair value write-up The fair value write-up value-in-use, 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 Trademarks and trade names 55,900 Indefinite Developed technology 75,386 4-8 In-process 6,899 Undefined (1) Leasehold interest (favorable) 6,428 4-5 Total intangible assets $ 404,506 Leasehold interest (unfavorable) $ 4,302 (1) The useful lives of in-process 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. 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 16). Certain executives from Newport have severance provisions in their respective Newport employment agreements. The agreements include terms that are accounted for as dual-trigger arrangements. Through the Company’s acquisition accounting, the expense relating to these benefits was recognized in the combined entity’s financial statements, however, the benefit itself will not be distributed until the final provision is met by each eligible executive. The Company recorded costs of $5,816 and $3,334 as compensation expense and stock-based compensation expense, respectively, for the twelve months ended December 31, 2016 in connection with these severance provisions. The shares underlying the restricted stock units and stock appreciation rights that are eligible for accelerated vesting if the executive exercises his rights are not issued as of each reporting period-end 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. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 8) Goodwill and Intangible Assets Goodwill The Company’s methodology for allocating the purchase price relating to purchase acquisitions is determined through established and generally accepted valuation techniques. Goodwill is measured as the excess of the cost of the acquisition over the sum of the amounts assigned to tangible and identifiable intangible assets acquired less liabilities assumed. The Company assigns assets acquired (including goodwill) and liabilities assumed to one or more reporting units as of the date of acquisition. Typically acquisitions relate to a single reporting unit and thus do not require the allocation of goodwill to multiple reporting units. If the products obtained in an acquisition are assigned to multiple reporting units, the goodwill is distributed to the respective reporting units as part of the purchase price allocation process. Goodwill and purchased intangible assets with indefinite useful lives are not amortized, but are reviewed for impairment annually during the fourth quarter of each fiscal year and whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. The process of evaluating the potential impairment of goodwill and intangible assets requires significant judgment. The Company regularly monitors current business conditions and other factors including, but not limited to, adverse industry or economic trends, restructuring actions and lower projections of profitability that may impact future operating results. The changes in the carrying amount of goodwill and accumulated impairment (loss) during the three months ended March 31, 2017 and year ended December 31, 2016 were as follows: Three Months Ended March 31, 2017 Twelve Months Ended December 31, 2016 Gross Accumulated Net Gross Accumulated Net Beginning balance at January 1 $ 727,999 $ (139,414 ) $ 588,585 $ 339,117 $ (139,414 ) $ 199,703 Acquired goodwill (1) — — — 396,027 — 396,027 Foreign currency translation 1,917 — 1,917 (7,145 ) — (7,145 ) Ending balance at March 31, 2017 and December 31, 2016 $ 729,916 $ (139,414 ) $ 590,502 $ 727,999 $ (139,414 ) $ 588,585 (1) During 2016, the Company recorded $396,027 of goodwill related to the Newport Merger. Intangible Assets Components of the Company’s intangible assets are comprised of the following: As of March 31, 2017: Gross Accumulated Foreign Net Completed technology $ 176,586 $ (103,127 ) $ (746 ) $ 72,713 Customer relationships 285,044 (34,246 ) (2,634 ) 248,164 Patents, trademarks, trade names and other 111,723 (36,118 ) (73 ) 75,532 $ 573,353 $ (173,491 ) $ (3,453 ) $ 396,409 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 Aggregate amortization expense related to acquired intangibles for the three months ended March 31, 2017 and 2016 was $12,501 and $1,683, respectively. The amortization expense for the three months ended March 31, 2017, is net of $177 amortization income from unfavorable lease commitments. Aggregate net amortization expense related to acquired intangible assets and unfavorable lease commitments for future years is as follows: Year Amount 2017 (remaining) $ 33,053 2018 42,951 2019 39,833 2020 27,940 2021 20,071 2022 17,475 Thereafter 155,672 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 9) 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 (that was initially 3.00% and was decreased as described below); 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 (that was initially 4.00% and was decreased as described below). 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 “Re-pricing Re-pricing Re-pricing Re-pricing 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%. 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. 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 and 1.75% for base rate borrowings and reset the period during which a pre-payment 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. In March 2017, the Company prepaid $50,000 of principal under the Credit Agreement. After pre-payments of $200,000 and regularly scheduled principal payments of $4,966, the total outstanding principal balance was $575,034 as of March 31, 2017. The Company incurred $28,747 of deferred finance fees, original issue discount and a re-pricing fee related to the term loans under the Term Loan Facility, which is 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 pre-payments during 2016 and the first quarter of 2017. The remaining balance of the deferred finance fees, original issue discount and re-pricing fee related to the Term Loan Facility was $16,987 as of March 31, 2017. 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 principal amount of the term loans outstanding on December 14, 2016 (the date of the Re-Pricing Amendment 2) less the amount of certain voluntary and mandatory repayments after such date, 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 March 31, 2017, the Company was 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 March 31, 2017 of up to an equivalent of $20,547 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 March 31, 2017 and December 31, 2016. 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 March 31, 2017 of up to an equivalent of $11,167 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%. March 31, 2017 December 31, 2016 Short-term debt: Japanese lines of credit $ 3,461 $ 4,245 Japanese receivables financing facility 782 458 Other debt 98 8 Current portion of Term Loan Facility 6,282 6,282 $ 10,623 $ 10,993 March 31, 2017 December 31, 2016 Long-term debt: Austrian loans due through March 2020 $ 467 $ 548 Term Loan Facility, net (1) 551,765 600,681 $ 552,232 $ 601,229 (1) Net of deferred financing fees, original issuance discount and re-pricing The Company recognized interest expense of $8,831 and $44 for the three months ended March 31, 2017 and 2016, respectively. The increase is primarily related to the Term Loan Facility. Contractual maturities of the Company’s debt obligations as of March 31, 2017, are as follows: Year Amount 2017 (remaining) $ 9,053 2018 6,298 2019 6,687 2020 6,327 2021 6,282 2022 6,282 Thereafter 538,913 |
Product Warranties
Product Warranties | 3 Months Ended |
Mar. 31, 2017 | |
Guarantees [Abstract] | |
Product Warranties | 10) Product Warranties The Company records the estimated costs to fulfill customer warranty obligations upon the recognition of the related revenue. While the Company engages in extensive product quality programs and processes, including actively monitoring and evaluating the quality of its component suppliers, the Company’s warranty obligation is affected by shipment volume, product failure rates, utilization levels, material usage, and supplier warranties on parts delivered to the Company. Should actual product failure rates, utilization levels, material usage, or supplier warranties on parts differ from the Company’s estimates, revisions to the estimated warranty liability would be required. The product warranty liability is included in other current liabilities in the consolidated balance sheets. Product warranty activities were as follows: Three Months Ended March 31, 2017 2016 Beginning of period $ 8,261 $ 5,205 Provision for product warranties 3,014 783 Direct charges to warranty liability (2,857 ) (984 ) Foreign currency translation 67 35 End of period $ 8,485 $ 5,039 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11) Income Taxes The Company’s effective tax rate for the three months ended March 31, 2017 and 2016 was 15.8% and 26.2%, respectively. The effective tax rate for the three months ended March 31, 2017 and related income tax expense, was lower than the U.S. statutory tax rate mainly due to the geographic mix of income earned by the Company’s international subsidiaries being taxed at rates lower than the U.S. statutory tax rate, the deduction for domestic production activities and the windfall stock compensation tax benefit related to the adoption of a new accounting standard that became applicable during the quarter ended March 31, 2017. The effective tax rate for the three months ended March 31, 2016 was lower than the U.S. statutory tax rate mainly due to the impact of lower tax rates on foreign income and the deduction for domestic production activities. As of March 31, 2017, the total amount of gross unrecognized tax benefits, which excludes interest and penalties, was approximately $25,925. At December 31, 2016, the total amount of gross unrecognized tax benefits, which excludes interest and penalties, was approximately $25,465. As of March 31, 2017, if these benefits were recognized in a future period, the timing of which is not estimable, the net unrecognized tax benefit of $18,854, excluding interest and penalties, would impact the Company’s effective tax rate. The Company accrues interest expense, and if applicable, penalties, for any uncertain tax positions. Interest and penalties are classified as a component of income tax expense. As of March 31, 2017 and December 31, 2016, the Company had accrued interest on unrecognized tax benefits of approximately $469 and $491, respectively. Over the next 12 months it is reasonably possible that the Company may recognize approximately $1,702 of previously net unrecognized tax benefits related to various U.S. federal, state and foreign tax positions primarily as a result of the expiration of certain statutes of limitations. The Company and its subsidiaries are subject to examination by U.S. federal, state and foreign tax authorities. The U.S. statute of limitations remains open for tax years 2013 through present. The statute of limitations for the Company’s tax filings in other jurisdictions varies between fiscal years 2008 through present. We also have certain federal credit carry-forwards and state tax loss and credit carry-forwards that are open to examination for tax years 2000 through the present. |
Pension Plans
Pension Plans | 3 Months Ended |
Mar. 31, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension Plans | 12) Pension Plans As a result of the acquisition of Newport, the Company has assumed all assets and liabilities of Newport’s defined benefit pension plans, which cover substantially all of its full-time employees in France, Germany, Israel and Japan. In addition, there are certain pension liabilities relating to former employees in the United Kingdom. The German plan is unfunded, as permitted under the plan and applicable laws. The net periodic benefit costs during the three months ended March 31, 2017, were approximately $260 and the Company made contributions of $227 to these plans, during the three months ended March 31, 2017. |
Net Income Per Share
Net Income Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | 13) Net Income Per Share The following table sets forth the computation of basic and diluted net income per share: Three Months Ended March 31, 2017 2016 Numerator: Net income $ 65,060 $ 17,563 Denominator: Shares used in net income per common share – basic 53,769,000 53,235,000 Effect of dilutive securities: Restricted stock units, stock appreciation rights and shares issued under employee stock purchase plan 1,189,000 328,000 Shares used in net income per common share – diluted 54,958,000 53,563,000 Net income per common share: Basic $ 1.21 $ 0.33 Diluted $ 1.18 $ 0.33 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 (restricted stock units and stock appreciation rights) had been converted to such common shares, and if such assumed conversion is dilutive. For the three months ended March 31, 2017 and 2016, there were no weighted-average shares of restricted stock units or stock appreciation rights that would have had an anti-dilutive effect on EPS, and would thus need to be excluded from the computation of diluted weighted-average shares. |
Stockholder's Equity
Stockholder's Equity | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Stockholder's Equity | 14) Stockholder’s Equity Stock Repurchase Program On July 25, 2011, the Company’s Board of Directors approved a share repurchase program for the repurchase of up to an aggregate of $200,000 of its outstanding common stock from time to time in open market purchases, privately negotiated transactions or through other appropriate means. The timing and quantity of any shares repurchased 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. There were no shares repurchased during the three months ended March 31, 2017. During the three months ended March 31, 2016, the Company repurchased approximately 45,000 shares of its common stock for $1,545, or an average price of $34.50 per share. Cash Dividends Holders of the Company’s common stock are entitled to receive dividends when they are declared by the Company’s Board of Directors. During the three months ended March 31, 2017, the Company’s Board of Directors declared a cash dividend of $0.175 per share, which dividends totaled $9,419. During the three months ended March 31, 2016, the Company’s Board of Directors declared a cash dividend of $0.17 per share, which dividends totaled $9,056. Future dividend declarations, if any, as well as the record and payment dates for such dividends, are subject to the final determination of the Company’s Board of Directors. |
Stock Based Compensation
Stock Based Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Based Compensation | 15) Stock Based Compensation In connection with the completion of the Newport Merger, the Company assumed: • all restricted stock units (“RSUs”) granted under any Newport equity plan that were outstanding immediately prior to the effective time of the Newport Merger, and as to which shares of Newport common stock were not fully distributed in connection with the closing of the Newport Merger, and • all stock appreciation rights granted under any Newport equity plan, whether vested or unvested, that were outstanding immediately prior to the effective time of the Newport Merger. As of the effective time of the Newport Merger, based on a formula provided in the Merger Agreement, (a) the Newport RSUs were converted automatically into RSUs with respect to 360,674 shares of the Company’s common stock (the “Assumed RSUs”), and (b) the Newport stock appreciation rights were converted automatically into stock appreciation rights with respect to 899,851 shares of the Company’s common stock (the “Assumed SARs”). Included in the total number of Assumed RSUs were 36,599 RSUs for outside directors that were part of the Newport Deferred Compensation Plan (the “DC Plan”), from which 19,137 underlying shares were released in May 2016. As of March 31, 2017, 17,462 RSUs remained outstanding under the DC Plan, and an additional 234 shares were added to the DC Plan due to reinvested dividends. These Assumed RSUs will not become issued shares until their respective release dates. The shares of the Company’s common stock that are subject to the Assumed SARs and the Assumed RSUs are issuable pursuant to the Company’s 2014 Stock Incentive Plan (the “Plan”). The 1,260,525 shares of the Company’s common stock that are issuable pursuant to the Assumed RSUs and the Assumed SARs under the Plan were registered under the Securities Act of 1933, as amended (the “Securities Act”), on a registration statement on Form S-8. S-8. During the three months ended March 31, 2017, the Company granted 171,179 RSUs with a weighted average grant date fair value of $66.06. There were no SARs granted during the three months ended March 31, 2017. The total stock-based compensation expense included in the Company’s consolidated statements of income and comprehensive income was as follows: Three Months Ended Three Months Ended Cost of revenues $ 930 $ 440 Research and development expense 745 374 Selling, general and administrative expense 7,107 3,338 Total pre-tax $ 8,782 $ 4,152 At March 31, 2017, the total compensation expense related to unvested stock-based awards granted to employees, officers and directors under the Plan that had not been recognized was $23,759, net of estimated forfeitures. The future compensation expense is recognized on a straight-line basis over the requisite service period, net of estimated forfeitures except for retirement eligible employees in which the Company expenses the fair value of the grant in the period the grant is issued. The Company considers many factors when estimating expected forfeitures, including types of awards and historical experience. Actual results, and future changes in estimates, may differ substantially from the Company’s current estimates. The following table presents the activity for RSUs under the Plan: Three Months Ended March 31, 2017 Outstanding RSUs Weighted Average RSUs – beginning of period 1,325,516 $ 34.38 Accrued dividend shares 47 66.20 Granted 171,179 66.06 Vested (499,743 ) 33.59 Forfeited or expired (34,180 ) 33.50 RSUs – end of period 962,819 $ 40.46 The following table presents the activity for SARs under the Plan: Three Months Ended March 31, 2017 Outstanding SARs Weighted Average SARs – beginning of period 599,334 $ 28.10 Granted — — Exercised (120,206 ) 25.81 Forfeited or expired (9,563 ) 25.58 SARs Outstanding – end of period 469,565 $ 28.74 At March 31, 2017, the Company’s outstanding and exercisable SARs, the weighted-average base value, the weighted average remaining contractual life and the aggregate intrinsic value thereof, were as follows: Number of Weighted Weighted Average Aggregate SARs outstanding 469,565 $ 28.74 3.9 $ 18,787 SARs exercisable 398,868 $ 28.32 3.7 $ 16,127 |
Business Segment, Geographic Ar
Business Segment, Geographic Area, Product and Significant Customer Information | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Business Segment, Geographic Area, Product and Significant Customer Information | 16) 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, 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 and subsystems 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: Three Months Ended March 31, 2017 2016 Vacuum & Analysis $ 277,984 $ 183,681 Light & Motion 159,169 — $ 437,153 $ 183,681 The following is a reconciliation of segment gross profit to consolidated net income: Three Months Ended March 31, 2017 2016 Gross profit by reportable segment: Vacuum & Analysis $ 128,924 $ 77,913 Light & Motion 76,623 — Total gross profit by reportable segment 205,547 77,913 Operating expenses: Research and development 33,282 17,227 Selling, general and administrative 74,220 33,950 Acquisition and integration costs 1,442 2,494 Restructuring 522 — Amortization of intangible assets 12,501 1,683 Income from operations 83,580 22,559 Interest and other (expense) income, net (6,295 ) 1,246 Income before income taxes 77,285 23,805 Provision for income taxes 12,225 6,242 Net income $ 65,060 $ 17,563 The following is capital expenditures by reportable segment for the three months ended March 31, 2017 and 2016: Vacuum & Analysis Light & Motion Total Three Months Ended March 31, 2017: Capital expenditures $ 2,374 $ 1,725 $ 4,099 Three Months Ended March 31, 2016: Capital expenditures $ 2,156 $ — $ 2,156 The following is depreciation and amortization by reportable segment for the three months ended March 31, 2017 and 2016: Vacuum & Analysis Light & Motion Total Three Months Ended March 31, 2017: Depreciation and amortization $ 5,122 $ 16,711 $ 21,833 Three Months Ended March 31, 2016: Depreciation and amortization $ 5,278 $ — $ 5,278 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: March 31, 2017: Vacuum & Light & Motion Corporate, Total Segment assets: Accounts receivable $ 165,210 $ 123,247 $ (21,208 ) $ 267,249 Inventory, net 167,322 118,196 — 285,518 Total segment assets $ 332,532 $ 241,443 $ (21,208 ) $ 552,767 December 31, 2016: Vacuum & Light & Motion Corporate, Total Segment assets: Accounts receivable $ 148,516 $ 121,516 $ (21,275 ) $ 248,757 Inventory, net 165,040 110,829 — 275,869 Total segment assets $ 313,556 $ 232,345 $ (21,275 ) $ 524,626 A reconciliation of segment assets to consolidated total assets is as follows: March 31, 2017 December 31, 2016 Total segment assets $ 552,767 $ 524,626 Cash and cash equivalents, restricted cash and investments 426,418 433,231 Income tax receivable and other current assets 52,266 50,770 Property, plant and equipment, net 169,833 174,559 Goodwill and intangible assets, net 986,911 996,589 Other assets 32,352 32,467 Consolidated total assets $ 2,220,547 $ 2,212,242 Geographic Information about the Company’s operations in different geographic regions is presented in the tables below. Net revenues to unaffiliated customers are based on the location in which the sale originated. Transfers between geographic areas are at negotiated transfer prices and have been eliminated from consolidated net revenues. Three Months Ended March 31, 2017 2016 Net revenues: United States $ 218,050 $ 94,218 Korea 44,878 20,550 Japan 37,792 16,236 Asia (excluding Korea and Japan) 88,243 33,456 Europe 48,190 19,221 $ 437,153 $ 183,681 Long-lived assets: (1) March 31, 2017 December 31, 2016 United States $ 119,337 $ 122,547 Europe 28,152 28,717 Asia 49,275 49,406 $ 196,764 $ 200,670 (1) Long-lived assets include property, plant and equipment, net and certain other long-term assets, excluding long-term tax related accounts. Goodwill associated with each of our reportable segments is as follows: March 31, 2017 December 31, 2016 Reportable segment: Vacuum & Analysis $ 200,206 $ 199,453 Light & Motion 390,296 389,132 Total goodwill $ 590,502 $ 588,585 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: Three Months Ended March 31, 2017 2016 Analytical and Control Solutions Products $ 31,820 $ 22,978 Materials Delivery Solutions Products 43,454 27,509 Power, Plasma and Reactive Gas Solutions Products 122,800 77,116 Pressure and Vacuum Measurement Products 79,910 56,078 Lasers Products 44,944 — Optics Products 46,505 — Photonics Products 67,720 — $ 437,153 $ 183,681 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: Three Months Ended March 31, 2017 2016 Applied Materials, Inc. 13.0 % 18.8 % LAM Research Corporation 12.6 % 17.1 % |
Restructuring
Restructuring | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | 17) Restructuring During the three months ended March 31, 2017 and 2016, the Company recorded restructuring charges of $522 and $0, respectively. The restructuring charges for the three months ended March 31, 2017 relate to the restructuring of one of our international facilities and the consolidation of certain sales offices. The activity related to the Company’s restructuring accrual is shown below: Three Months Ended Balance at January 1 $ 540 Charged to expense 522 Payments and adjustment (347 ) Balance at March 31 $ 715 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 18) Commitments and Contingencies On March 9, 2016, a putative class action lawsuit captioned Dixon Chung v. Newport Corp., et al A-16-733154-C, Also on March 25, 2016, a second putative class action complaint captioned Hubert C. Pincon v. Newport Corp., et al. A-16-734039-B, On April 14, 2016, the Court granted plaintiffs’ motion to consolidate the Pincon and Chung actions and appointed counsel in the Pincon action as lead counsel. Also on April 14, 2016, the Court granted plaintiffs’ motion for expedited discovery and scheduled a hearing on plaintiffs’ anticipated motion for a preliminary injunction for April 25, 2016. On April 20, 2016, plaintiffs filed a motion to vacate the hearing on their anticipated motion for a preliminary injunction and notified the Court that they did not presently intend to file a motion for a preliminary injunction regarding the Merger Agreement. On April 22, 2016, the Court vacated the hearing on plaintiffs’ anticipated motion for a preliminary injunction. In August, plaintiffs completed the expedited discovery that the Court ordered. On October 19, 2016, plaintiffs filed an amended complaint captioned In re Newport Corporation Shareholder Litigation A-16-733154-B, pre- 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. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 19) Subsequent Events In April 2017, the Company completed the sale of its Data Analytics Solutions business for approximately $80,000 and expects to record a pre-tax The business did not qualify as a discontinued operation as this sale did not represent a strategic shift in the Company’s business, nor did the sale have a major effect on the Company’s operations, therefore, the results of operations for all periods are included in the Company’s income from operations. The assets and liabilities of this business have not been reclassified or segregated in the consolidated balance sheet or consolidated statements of cash flows due to the immaterial amounts. |
Recently Issued Accounting Pr26
Recently Issued Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-07, In January 2017, the FASB issued ASU 2017-01, In November 2016, the FASB issued ASU 2016-18, 2016-15. beginning-of-period end-of-period 2016-15. In October 2016, the FASB issued ASU 2016-16, In August 2016, the FASB issued ASU 2016-15, In February 2016, the FASB issued ASU 2016-02, In January 2016, the FASB issued ASU 2016-01, “Financial 825-10): In May 2014, the FASB issued ASU 2014-09, 2014-09 2014-09 In March, April, May and December 2016, the FASB issued additional updates to the new revenue standard relating to reporting revenue on a gross versus net basis, identifying performance obligations and licensing arrangements, narrow-scope improvements and practical expedients, and technical corrections and improvements, respectively. The Company has reviewed its plan for the implementation and will continue to report the status against that plan with the Company’s Audit Committee. The Company has established a cross functional project steering committee and implementation team to identify potential differences that would result from applying the requirements of the new standard to the Company’s revenue contracts and related expense line items. The Company has identified the various revenue streams, including product revenues, service revenues, installation and training, that could be impacted by Topic 606 and has started to review individual customer contracts related to these revenue streams to determine if any material differences exist between the current revenue standard, Accounting Standards Codification Topic 605 and Topic 606. In the second quarter of 2017, the Company will be reviewing the additional disclosure requirements of the new standard and the potential impact on its internal control structure and revenue recognition policy. The Company has not completed its assessment of the new revenue recognition standard and has not yet determined the impact on its consolidated financial statements. The Company anticipates that it will complete its assessment of the new standard and its potential financial impact by the end of the third quarter of 2017. |
Intangibles-Goodwill and Other | In January 2017, the FASB issued ASU 2017-04, |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Short-Term and Long-Term Investments Available-for-Sale and Cost Method Investments | The fair value of investments classified as short-term consists of the following: March 31, 2017 December 31, 2016 Available-for-sale Time deposits and certificates of deposit $ 3,479 $ 23,818 Bankers’ acceptance drafts 1,117 1,439 Asset-backed securities 36,682 36,809 Commercial paper 12,134 24,381 Corporate obligations 51,393 46,707 Municipal bonds 251 591 Promissory note 675 675 U.S. treasury obligations 20,424 25,414 U.S. agency obligations 29,144 29,629 $ 155,299 $ 189,463 Investments classified as long-term consists of the following: March 31, 2017 December 31, 2016 Available-for-sale Group insurance contracts $ 5,633 $ 5,558 Cost method investments: Minority interest in a private company (1) 4,300 4,300 $ 9,933 $ 9,858 (1) In April 2016, the Company invested $9,300 for a minority interest in a private company. For the year ended December 31, 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 tables show the gross unrealized gains and (losses) aggregated by investment category for available-for-sale As of March 31, 2017: Cost Gross Gross Estimated Short-term investments: Available-for-sale Time deposits and certificates of deposit $ 3,479 $ — $ — $ 3,479 Bankers’ acceptance drafts 1,117 — — 1,117 Asset-backed securities 36,711 12 (41 ) 36,682 Commercial paper 12,160 — (26 ) 12,134 Corporate obligations 51,328 70 (5 ) 51,393 Municipal bonds 251 — — 251 Promissory note 675 — — 675 U.S. treasury obligations 20,418 6 — 20,424 U.S. agency obligations 29,114 34 (4 ) 29,144 $ 155,253 $ 122 $ (76 ) $ 155,299 As of March 31, 2017: Cost Gross Gross Estimated Long-term investments: Available-for-sale Group insurance contracts $ 6,497 $ — $ (864 ) $ 5,633 As of December 31, 2016: Cost Gross Gross Estimated Short-term investments: Available-for-sale 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 Group insurance contracts $ 6,276 $ — $ (718 ) $ 5,558 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis | Assets and liabilities of the Company are measured at fair value on a recurring basis as of March 31, 2017 and are summarized as follows: Fair Value Measurements at Reporting Date Using Description March 31, 2017 Quoted Prices Significant Significant Assets: Cash equivalents: Money market funds $ 1,263 $ 1,263 $ — $ — Time deposits and certificates of deposit 2,300 — 2,300 — Bankers’ acceptance drafts 682 — 682 — Commercial paper 10,604 — 10,604 — Corporate obligations 1,550 — 1,550 — Restricted cash – money market funds 5,274 5,274 — — Available-for-sale Time deposits and certificates of deposit 3,479 — 3,479 — Bankers’ acceptance drafts 1,117 — 1,117 — Asset-backed securities 36,682 — 36,682 — Commercial paper 12,134 — 12,134 — Corporate obligations 51,393 — 51,393 — Municipal bonds 251 — 251 — Promissory note 675 — 675 — U.S. treasury obligations 20,424 — 20,424 — U.S. agency obligations 29,144 — 29,144 — Group insurance contracts 5,633 — 5,633 — Derivatives – currency forward contracts 664 — 664 — Derivatives – options contracts 14 — 14 — Funds in investments and other assets: Israeli pension assets 14,024 — 14,024 — Derivatives – interest rate hedge – non-current 5,428 — 5,428 — Restricted cash – non-current 744 744 — — Total assets $ 203,479 $ 7,281 $ 196,198 $ — Liabilities: Derivatives – currency forward contracts $ 3,666 $ — $ 3,666 $ — Reported as follows: Assets: Cash and cash equivalents (1) $ 16,399 $ 1,263 $ 15,136 $ — Restricted cash 5,274 5,274 — — Short-term investments 155,299 — 155,299 — Other current assets 678 — 678 — Total current assets $ 177,650 $ 6,537 $ 171,113 $ — Long-term investments (2) 5,633 — 5,633 — Other long-term assets 19,452 — 19,452 — Restricted cash – non-current 744 744 — — Total long-term assets $ 25,829 $ 744 $ 25,085 $ — Liabilities: Other current liabilities $ 3,666 $ — $ 3,666 $ — (1) The cash and cash equivalent amounts presented in the table above do not include cash of $238,663 and non-negotiable (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 are measured at fair value on a recurring basis as of December 31, 2016 and are summarized as follows: Fair Value Measurements at Reporting Date Using Description December 31, Quoted Prices Significant Significant 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 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 hedge – non-current 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 $ — 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 (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. |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Primary Net Hedging Positions and Corresponding Fair Values | The following tables provide a summary of the primary net hedging positions and corresponding fair values held as of March 31, 2017 and December 31, 2016: March 31, 2017 Currency Hedged (Buy/Sell) Gross Notional Fair Value (1) U.S. Dollar/Japanese Yen $ 35,644 $ (493 ) U.S. Dollar/South Korean Won 45,972 (1,804 ) U.S. Dollar/Euro 20,150 (15 ) U.S. Dollar/U.K. Pound Sterling 6,599 (43 ) U.S. Dollar/Taiwan Dollar 16,594 (647 ) Total $ 124,959 $ (3,002 ) 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 (1) Represents the fair value of the net (liability) asset 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: Derivatives Designated as Hedging Instruments March 31, 2017 December 31, 2016 Derivative assets: Foreign exchange contracts (1) $ 664 $ 2,985 Foreign currency options contracts (1) 14 4 Foreign currency interest rate hedge (2) 5,428 4,900 Derivative liabilities: Foreign exchange contracts (1) (3,666 ) (543 ) Foreign currency options contracts (1) — (16 ) Total net derivative assets designated as hedging instruments $ 2,440 $ 7,330 (1) The derivative asset of $678 and derivative liability of $(3,666) 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 March 31, 2017. 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. 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 assets of $5,428 and $4,900 are classified in other assets in the consolidated balance sheet as of March 31, 2017 and December 31, 2016, respectively, |
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: Three Months Ended March 31, Derivatives Designated as Cash Flow Hedging Instruments 2017 2016 Forward exchange contracts: Net loss recognized in OCI (1) $ (6,978 ) $ (3,418 ) Net gain reclassified from accumulated OCI into income (2) $ 452 $ 696 (1) Net change in the fair value of the effective portion classified in OCI. (2) Effective portion classified in cost of products for the three months ended March 31, 2017 and 2016. The tax effect of the gains or losses reclassified from accumulated OCI into income is immaterial. |
Summary of Losses on Derivatives Not Designated as Hedging Instruments | The following table provides a summary of the losses on derivatives not designated as hedging instruments: Three Months Ended March 31, Derivatives Not Designated as Hedging Instruments 2017 2016 Forward exchange contracts: Net loss recognized in income (1) $ (1,463 ) $ (565 ) (1) The Company enters into foreign exchange contracts to hedge against changes in the balance sheet for certain subsidiaries and also enters into foreign currency option contracts to mitigate the risk associated with certain foreign currency transactions in the ordinary course of business. These derivatives are not designated as hedging instruments and gains or losses from these derivatives are recorded immediately in selling, general and administrative expenses. |
Inventories, net (Tables)
Inventories, net (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories consist of the following: March 31, 2017 December 31, 2016 Raw materials $ 159,354 $ 150,150 Work-in-process 48,306 39,105 Finished goods 77,858 86,614 $ 285,518 $ 275,869 |
Acquisitions (Tables)
Acquisitions (Tables) - Newport [Member] | 3 Months Ended |
Mar. 31, 2017 | |
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 Trademarks and trade names 55,900 Indefinite Developed technology 75,386 4-8 In-process 6,899 Undefined (1) Leasehold interest (favorable) 6,428 4-5 Total intangible assets $ 404,506 Leasehold interest (unfavorable) $ 4,302 (1) The useful lives of in-process |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | The changes in the carrying amount of goodwill and accumulated impairment (loss) during the three months ended March 31, 2017 and year ended December 31, 2016 were as follows: Three Months Ended March 31, 2017 Twelve Months Ended December 31, 2016 Gross Accumulated Net Gross Accumulated Net Beginning balance at January 1 $ 727,999 $ (139,414 ) $ 588,585 $ 339,117 $ (139,414 ) $ 199,703 Acquired goodwill (1) — — — 396,027 — 396,027 Foreign currency translation 1,917 — 1,917 (7,145 ) — (7,145 ) Ending balance at March 31, 2017 and December 31, 2016 $ 729,916 $ (139,414 ) $ 590,502 $ 727,999 $ (139,414 ) $ 588,585 (1) During 2016, the Company recorded $396,027 of goodwill related to the Newport Merger. |
Intangible Assets | Components of the Company’s intangible assets are comprised of the following: As of March 31, 2017: Gross Accumulated Foreign Net Completed technology $ 176,586 $ (103,127 ) $ (746 ) $ 72,713 Customer relationships 285,044 (34,246 ) (2,634 ) 248,164 Patents, trademarks, trade names and other 111,723 (36,118 ) (73 ) 75,532 $ 573,353 $ (173,491 ) $ (3,453 ) $ 396,409 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 |
Estimated Net Amortization Expense | Aggregate net amortization expense related to acquired intangible assets and unfavorable lease commitments for future years is as follows: Year Amount 2017 (remaining) $ 33,053 2018 42,951 2019 39,833 2020 27,940 2021 20,071 2022 17,475 Thereafter 155,672 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Short-Term Debt | March 31, 2017 December 31, 2016 Short-term debt: Japanese lines of credit $ 3,461 $ 4,245 Japanese receivables financing facility 782 458 Other debt 98 8 Current portion of Term Loan Facility 6,282 6,282 $ 10,623 $ 10,993 |
Schedule of Long-Term Debt | March 31, 2017 December 31, 2016 Long-term debt: Austrian loans due through March 2020 $ 467 $ 548 Term Loan Facility, net (1) 551,765 600,681 $ 552,232 $ 601,229 (1) Net of deferred financing fees, original issuance discount and re-pricing |
Schedule of Contractual Maturities of Debt Obligations | Contractual maturities of the Company’s debt obligations as of March 31, 2017, are as follows: Year Amount 2017 (remaining) $ 9,053 2018 6,298 2019 6,687 2020 6,327 2021 6,282 2022 6,282 Thereafter 538,913 |
Product Warranties (Tables)
Product Warranties (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Guarantees [Abstract] | |
Product Warranty Activities | Product warranty activities were as follows: Three Months Ended March 31, 2017 2016 Beginning of period $ 8,261 $ 5,205 Provision for product warranties 3,014 783 Direct charges to warranty liability (2,857 ) (984 ) Foreign currency translation 67 35 End of period $ 8,485 $ 5,039 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic and Diluted Net Income Per Share | The following table sets forth the computation of basic and diluted net income per share: Three Months Ended March 31, 2017 2016 Numerator: Net income $ 65,060 $ 17,563 Denominator: Shares used in net income per common share – basic 53,769,000 53,235,000 Effect of dilutive securities: Restricted stock units, stock appreciation rights and shares issued under employee stock purchase plan 1,189,000 328,000 Shares used in net income per common share – diluted 54,958,000 53,563,000 Net income per common share: Basic $ 1.21 $ 0.33 Diluted $ 1.18 $ 0.33 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Schedule of Total Stock-Based Compensation Expense Included in Company's Consolidated Statements of Income and Comprehensive Income | The total stock-based compensation expense included in the Company’s consolidated statements of income and comprehensive income was as follows: Three Months Ended Three Months Ended Cost of revenues $ 930 $ 440 Research and development expense 745 374 Selling, general and administrative expense 7,107 3,338 Total pre-tax $ 8,782 $ 4,152 |
Summary of Activity for RSUs | The following table presents the activity for RSUs under the Plan: Three Months Ended March 31, 2017 Outstanding RSUs Weighted Average RSUs – beginning of period 1,325,516 $ 34.38 Accrued dividend shares 47 66.20 Granted 171,179 66.06 Vested (499,743 ) 33.59 Forfeited or expired (34,180 ) 33.50 RSUs – end of period 962,819 $ 40.46 |
Summary of Activity for Outstanding and Exercisable SARs | At March 31, 2017, the Company’s outstanding and exercisable SARs, the weighted-average base value, the weighted average remaining contractual life and the aggregate intrinsic value thereof, were as follows: Number of Weighted Weighted Average Aggregate SARs outstanding 469,565 $ 28.74 3.9 $ 18,787 SARs exercisable 398,868 $ 28.32 3.7 $ 16,127 |
Stock Appreciation Rights (SARs) [Member] | |
Summary of Activity for Outstanding and Exercisable SARs | The following table presents the activity for SARs under the Plan: Three Months Ended March 31, 2017 Outstanding SARs Weighted Average SARs – beginning of period 599,334 $ 28.10 Granted — — Exercised (120,206 ) 25.81 Forfeited or expired (9,563 ) 25.58 SARs Outstanding – end of period 469,565 $ 28.74 |
Business Segment, Geographic 37
Business Segment, Geographic Area, Product and Significant Customer Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Net Revenues, Assets and Goodwill by Reportable Segment | The following is net revenues by reportable segment: Three Months Ended March 31, 2017 2016 Vacuum & Analysis $ 277,984 $ 183,681 Light & Motion 159,169 — $ 437,153 $ 183,681 The following is segment assets by reportable segment: March 31, 2017: Vacuum & Light & Motion Corporate, Total Segment assets: Accounts receivable $ 165,210 $ 123,247 $ (21,208 ) $ 267,249 Inventory, net 167,322 118,196 — 285,518 Total segment assets $ 332,532 $ 241,443 $ (21,208 ) $ 552,767 December 31, 2016: Vacuum & Light & Motion Corporate, Total Segment assets: Accounts receivable $ 148,516 $ 121,516 $ (21,275 ) $ 248,757 Inventory, net 165,040 110,829 — 275,869 Total segment assets $ 313,556 $ 232,345 $ (21,275 ) $ 524,626 Goodwill associated with each of our reportable segments is as follows: March 31, 2017 December 31, 2016 Reportable segment: Vacuum & Analysis $ 200,206 $ 199,453 Light & Motion 390,296 389,132 Total goodwill $ 590,502 $ 588,585 |
Reconciliation of Segment Gross Profit to Consolidated Net Income | The following is a reconciliation of segment gross profit to consolidated net income: Three Months Ended March 31, 2017 2016 Gross profit by reportable segment: Vacuum & Analysis $ 128,924 $ 77,913 Light & Motion 76,623 — Total gross profit by reportable segment 205,547 77,913 Operating expenses: Research and development 33,282 17,227 Selling, general and administrative 74,220 33,950 Acquisition and integration costs 1,442 2,494 Restructuring 522 — Amortization of intangible assets 12,501 1,683 Income from operations 83,580 22,559 Interest and other (expense) income, net (6,295 ) 1,246 Income before income taxes 77,285 23,805 Provision for income taxes 12,225 6,242 Net income $ 65,060 $ 17,563 |
Schedule of Capital Expenditures, Depreciation and Amortization Expense of Intangible Assets by Reportable Segment | The following is capital expenditures by reportable segment for the three months ended March 31, 2017 and 2016: Vacuum & Analysis Light & Motion Total Three Months Ended March 31, 2017: Capital expenditures $ 2,374 $ 1,725 $ 4,099 Three Months Ended March 31, 2016: Capital expenditures $ 2,156 $ — $ 2,156 The following is depreciation and amortization by reportable segment for the three months ended March 31, 2017 and 2016: Vacuum & Analysis Light & Motion Total Three Months Ended March 31, 2017: Depreciation and amortization $ 5,122 $ 16,711 $ 21,833 Three Months Ended March 31, 2016: Depreciation and amortization $ 5,278 $ — $ 5,278 |
Reconciliation of Segment Assets to Consolidated Total Assets | A reconciliation of segment assets to consolidated total assets is as follows: March 31, 2017 December 31, 2016 Total segment assets $ 552,767 $ 524,626 Cash and cash equivalents, restricted cash and investments 426,418 433,231 Income tax receivable and other current assets 52,266 50,770 Property, plant and equipment, net 169,833 174,559 Goodwill and intangible assets, net 986,911 996,589 Other assets 32,352 32,467 Consolidated total assets $ 2,220,547 $ 2,212,242 |
Schedule of Net Revenues and Long-Lived Assets by Geographic Regions | Transfers between geographic areas are at negotiated transfer prices and have been eliminated from consolidated net revenues. Three Months Ended March 31, 2017 2016 Net revenues: United States $ 218,050 $ 94,218 Korea 44,878 20,550 Japan 37,792 16,236 Asia (excluding Korea and Japan) 88,243 33,456 Europe 48,190 19,221 $ 437,153 $ 183,681 Long-lived assets: (1) March 31, 2017 December 31, 2016 United States $ 119,337 $ 122,547 Europe 28,152 28,717 Asia 49,275 49,406 $ 196,764 $ 200,670 (1) Long-lived assets include property, plant and equipment, net and certain other long-term assets, excluding long-term tax related accounts. |
Worldwide Net Revenue for Each Group of Products | Worldwide net revenue for each group of products is as follows: Three Months Ended March 31, 2017 2016 Analytical and Control Solutions Products $ 31,820 $ 22,978 Materials Delivery Solutions Products 43,454 27,509 Power, Plasma and Reactive Gas Solutions Products 122,800 77,116 Pressure and Vacuum Measurement Products 79,910 56,078 Lasers Products 44,944 — Optics Products 46,505 — Photonics Products 67,720 — $ 437,153 $ 183,681 |
Customers with Net Revenues Greater than 10% of Total Net Revenues | The Company had two customers with net revenues greater than 10% of total net revenues in the periods shown as follows: Three Months Ended March 31, 2017 2016 Applied Materials, Inc. 13.0 % 18.8 % LAM Research Corporation 12.6 % 17.1 % |
Restructuring (Tables)
Restructuring (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Company's Restructuring Activity | The activity related to the Company’s restructuring accrual is shown below: Three Months Ended Balance at January 1 $ 540 Charged to expense 522 Payments and adjustment (347 ) Balance at March 31 $ 715 |
Investments - Investments Class
Investments - Investments Classified as Short-Term Available-for-Sale Investments (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | $ 155,299 | $ 189,463 |
Time Deposits and Certificates of Deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 3,479 | 23,818 |
Bankers Acceptance Drafts [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 1,117 | 1,439 |
Asset-Backed Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 36,682 | 36,809 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 12,134 | 24,381 |
Corporate Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 51,393 | 46,707 |
Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 251 | 591 |
Promissory Note [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 675 | 675 |
U.S. Treasury Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | 20,424 | 25,414 |
U.S. Agency Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of available-for-sale investments | $ 29,144 | $ 29,629 |
Investments - Investments Cla40
Investments - Investments Classified as Long-Term Available-for-Sale Investments and Long-Term Cost Method Investments (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities and Cost-method Investments [Line Items] | ||
Investments classified as long-term | $ 9,933 | $ 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 | 5,633 | 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 | $ 4,300 |
Investments - Investments Cla41
Investments - Investments Classified as Long-Term Available-for-Sale Investments and Long-Term Cost Method Investments (Parenthetical) (Detail) - Minority Interest in Private Company [Member] - USD ($) $ in Thousands | Apr. 27, 2016 | Apr. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2016 |
Schedule of Cost-method Investments [Line Items] | ||||
Investments in minority interest | $ 9,300 | $ 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 | Mar. 31, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | $ 155,253 | $ 189,538 |
Investments, Gross Unrealized Gains | 122 | 35 |
Investments, Gross Unrealized (Losses) | (76) | (110) |
Investments, Estimated Fair Value | 155,299 | 189,463 |
Time Deposits and Certificates of Deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 3,479 | 23,818 |
Investments, Estimated Fair Value | 3,479 | 23,818 |
Bankers Acceptance Drafts [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 1,117 | 1,439 |
Investments, Estimated Fair Value | 1,117 | 1,439 |
Asset-Backed Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 36,711 | 36,847 |
Investments, Gross Unrealized Gains | 12 | 6 |
Investments, Gross Unrealized (Losses) | (41) | (44) |
Investments, Estimated Fair Value | 36,682 | 36,809 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 12,160 | 24,423 |
Investments, Gross Unrealized (Losses) | (26) | (42) |
Investments, Estimated Fair Value | 12,134 | 24,381 |
Corporate Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 51,328 | 46,700 |
Investments, Gross Unrealized Gains | 70 | 21 |
Investments, Gross Unrealized (Losses) | (5) | (14) |
Investments, Estimated Fair Value | 51,393 | 46,707 |
Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 251 | 591 |
Investments, Estimated Fair Value | 251 | 591 |
Promissory Note [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 675 | 675 |
Investments, Estimated Fair Value | 675 | 675 |
U.S. Treasury Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 20,418 | 25,414 |
Investments, Gross Unrealized Gains | 6 | |
Investments, Estimated Fair Value | 20,424 | 25,414 |
U.S. Agency Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 29,114 | 29,631 |
Investments, Gross Unrealized Gains | 34 | 8 |
Investments, Gross Unrealized (Losses) | (4) | (10) |
Investments, Estimated Fair Value | 29,144 | 29,629 |
Group Insurance Contracts [Member] | Long Term Investments [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments, Cost | 6,497 | 6,276 |
Investments, Gross Unrealized (Losses) | (864) | (718) |
Investments, Estimated Fair Value | $ 5,633 | $ 5,558 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash | $ 5,274 | $ 5,287 |
Available-for-sale securities | 155,299 | 189,463 |
Short-term investments | 155,299 | 189,463 |
Derivatives - contracts | 2,989 | |
Other long-term assets | 32,352 | 32,467 |
Derivatives - liabilities | 559 | |
Interest Rate Hedge [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - contracts | 5,428 | 4,900 |
Derivatives - interest rate hedge - non-current | 5,428 | |
Fair Value Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash - non-current | 744 | 573 |
Total assets | 203,479 | 255,935 |
Total liabilities | 559 | |
Cash and cash equivalents | 16,399 | 33,255 |
Restricted cash | 5,274 | 5,287 |
Short-term investments | 155,299 | 189,463 |
Derivatives - contracts | 678 | 2,989 |
Total current assets | 177,650 | 230,994 |
Available-for-sale securities | 5,633 | 5,558 |
Other long-term assets | 19,452 | 18,810 |
Restricted cash - non-current | 744 | 573 |
Total long-term assets | 25,829 | 24,941 |
Derivatives - liabilities | 3,666 | 559 |
Fair Value Measurements, Recurring [Member] | Currency Forward Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - contracts | 664 | 2,985 |
Derivatives - liabilities | 3,666 | 543 |
Fair Value Measurements, Recurring [Member] | Options Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivatives - contracts | 14 | 4 |
Derivatives - liabilities | 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 | 5,428 | 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 | 1,263 | 10,155 |
Restricted cash | 5,274 | 5,287 |
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 | 2,300 | 4,900 |
Available-for-sale securities | 3,479 | 23,818 |
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 | 682 | 448 |
Available-for-sale securities | 1,117 | 1,439 |
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 | 29,144 | 29,629 |
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 | 36,682 | 36,809 |
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 | 20,424 | 25,414 |
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 | 744 | 573 |
Total assets | 7,281 | 16,015 |
Cash and cash equivalents | 1,263 | 10,155 |
Restricted cash | 5,274 | 5,287 |
Total current assets | 6,537 | 15,442 |
Restricted cash - non-current | 744 | 573 |
Total long-term assets | 744 | 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 | 1,263 | 10,155 |
Restricted cash | 5,274 | 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 | 196,198 | 239,920 |
Total liabilities | 559 | |
Cash and cash equivalents | 15,136 | 23,100 |
Short-term investments | 155,299 | 189,463 |
Derivatives - contracts | 678 | 2,989 |
Total current assets | 171,113 | 215,552 |
Available-for-sale securities | 5,633 | 5,558 |
Other long-term assets | 19,452 | 18,810 |
Total long-term assets | 25,085 | 24,368 |
Derivatives - liabilities | 3,666 | 559 |
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 | 664 | 2,985 |
Derivatives - liabilities | 3,666 | 543 |
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 | 14 | 4 |
Derivatives - liabilities | 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 | 5,428 | 4,900 |
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 | 2,300 | 4,900 |
Available-for-sale securities | 3,479 | 23,818 |
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 | 682 | 448 |
Available-for-sale securities | 1,117 | 1,439 |
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 | 29,144 | 29,629 |
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 | 36,682 | 36,809 |
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 | 20,424 | 25,414 |
Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 12,134 | 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 | 10,604 | 11,828 |
Available-for-sale securities | 12,134 | 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 | 10,604 | 11,828 |
Available-for-sale securities | 12,134 | 24,381 |
Corporate Obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 51,393 | 46,707 |
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 | 1,550 | 2,025 |
Available-for-sale securities | 51,393 | 46,707 |
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 | 1,550 | 2,025 |
Available-for-sale securities | 51,393 | 46,707 |
Municipal Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 251 | 591 |
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 | 251 | 591 |
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 | 251 | 591 |
Promissory Note [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale securities | 675 | 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 | 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 | 675 |
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 | 5,633 | 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 | 5,633 | 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 | 14,024 | 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 | $ 14,024 | $ 13,910 |
Fair Value Measurements - Sch44
Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Parenthetical) (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
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 | $ 255,912 | $ 228,623 | $ 357,855 | $ 227,574 |
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 | 238,663 | 192,432 | ||
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 | $ 850 | $ 2,936 |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) - USD ($) | Sep. 30, 2016 | Mar. 31, 2017 | Dec. 31, 2016 |
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 | $ 124,959,000 | $ 120,208,000 | |
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 balance of the Credit Agreement, as described further in Note 9. 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 | $ 5,428,000 | ||
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 | Mar. 31, 2017 | Dec. 31, 2016 |
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | $ 124,959 | $ 120,208 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | (3,002) | 2,442 |
Forward Exchange Contracts [Member] | U.S. Dollar/Japanese Yen [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 35,644 | 30,522 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | (493) | 763 |
Forward Exchange Contracts [Member] | U.S. Dollar/South Korean Won [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 45,972 | 50,049 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | (1,804) | 1,342 |
Forward Exchange Contracts [Member] | U.S. Dollar/Euro [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 20,150 | 18,040 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | (15) | 156 |
Forward Exchange Contracts [Member] | U.S. Dollar/U.K. Pound Sterling [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 6,599 | 6,067 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | (43) | 117 |
Forward Exchange Contracts [Member] | U.S. Dollar/Taiwan Dollar [Member] | ||
Derivative [Line Items] | ||
Currency Hedged (Buy/Sell), Gross Notional Value, Net | 16,594 | 15,530 |
Currency Hedged (Buy/Sell), Fair Value, (Liability)/Asset, Net | $ (647) | $ 64 |
Derivatives - Summary of Fair V
Derivatives - Summary of Fair Value Amounts of Company's Derivative Instruments (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 2,989 | |
Derivative liabilities | (559) | |
Total net derivative assets designated as hedging instruments | $ (3,002) | 2,442 |
Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total net derivative assets designated as hedging instruments | 2,440 | 7,330 |
Foreign Exchange Contracts [Member] | Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 664 | 2,985 |
Derivative liabilities | (3,666) | (543) |
Foreign Currency Options Contracts [Member] | Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 14 | 4 |
Derivative liabilities | (16) | |
Interest Rate Hedge [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 5,428 | 4,900 |
Interest Rate Hedge [Member] | Derivatives Designated as Hedging Instruments [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 5,428 | $ 4,900 |
Derivatives - Summary of Fair48
Derivatives - Summary of Fair Value Amounts of Company's Derivative Instruments (Parenthetical) (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Derivatives, Fair Value [Line Items] | ||
Derivative asset classified in other current assets | $ 2,989 | |
Derivative liability classified in other current liabilities | (559) | |
Interest Rate Hedge [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset classified in other current assets | $ 5,428 | $ 4,900 |
Foreign Exchange Contracts and Foreign Exchange Option Contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative asset classified in other current assets | 678 | |
Derivative liability classified in other current liabilities | $ (3,666) |
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 | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Net loss recognized in OCI | $ (6,978) | $ (3,418) |
Net gain reclassified from accumulated OCI into income | $ 452 | $ 696 |
Derivatives - Summary of Losses
Derivatives - Summary of Losses on Derivatives Not Designated as Hedging Instruments (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Forward Exchange Contracts [Member] | ||
Derivative Instruments Gain Loss Not Designated As Hedging Instruments [Line Items] | ||
Net loss recognized in income | $ (1,463) | $ (565) |
Inventories - Summary of Invent
Inventories - Summary of Inventories (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 159,354 | $ 150,150 |
Work-in-process | 48,306 | 39,105 |
Finished goods | 77,858 | 86,614 |
Inventories | $ 285,518 | $ 275,869 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Apr. 27, 2016 | Apr. 30, 2016 | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Apr. 29, 2016 |
Business Acquisition [Line Items] | |||||||
Business acquisition share price | $ 23 | ||||||
Stock-based compensation expense | $ 8,782 | $ 4,152 | |||||
Minority Interest in Private Company [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Investments in minority interest | $ 9,300 | $ 9,300 | |||||
Impairment charges | $ 5,000 | $ 5,000 | |||||
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 | ||||||
Compensation expense | 5,816 | ||||||
Stock-based compensation expense | $ 3,334 |
Acquisitions - Summary of Purch
Acquisitions - Summary of Purchase Price (Detail) - Newport [Member] $ in Thousands | Apr. 29, 2016USD ($) |
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 Pur54
Acquisitions - Summary of Purchase Price (Parenthetical) (Detail) | Mar. 31, 2017$ / 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. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 590,502 | $ 588,585 | $ 199,703 | |
Newport [Member] | ||||
Business Acquisition [Line Items] | ||||
Current assets (including cash) | $ 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 and cash equivalents acquired | (61,463) | |||
Total purchase price, net of cash and cash equivalents acquired | $ 945,815 |
Acquisitions - Allocation of Ac
Acquisitions - Allocation of Acquired Intangible Assets and Liabilities Related Estimates of Useful Lives (Detail) - USD ($) $ in Thousands | Apr. 29, 2016 | Dec. 31, 2016 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets, purchase price | $ 404,506 | |
Newport [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets, purchase price | $ 404,506 | |
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] | 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 | |
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 | |
Developed Technology [Member] | Newport [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets, purchase price | $ 75,386 | |
Developed Technology [Member] | Newport [Member] | Minimum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life of finite-lived intangible assets | 4 years | |
Developed Technology [Member] | Newport [Member] | Maximum [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life of finite-lived intangible assets | 8 years | |
In-process Research and Development [Member] | Newport [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets, purchase price | $ 6,899 | |
Estimated useful life of finite-lived intangible assets | Undefined | |
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 |
Goodwill and Intangible Asset57
Goodwill and Intangible Assets - Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Beginning balance, Goodwill Gross Carrying Amount | $ 727,999 | $ 339,117 |
Acquired goodwill, Gross Carrying Amount | 396,027 | |
Foreign currency translation, Gross Carrying Amount | 1,917 | (7,145) |
Ending balance, Goodwill Gross Carrying Amount | 729,916 | 727,999 |
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 | 588,585 | 199,703 |
Acquired goodwill, Net | 396,027 | |
Foreign currency translation, Net | 1,917 | (7,145) |
Ending balance, Goodwill Net | $ 590,502 | $ 588,585 |
Goodwill and Intangible Asset58
Goodwill and Intangible Assets - Goodwill (Parenthetical) (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Apr. 29, 2016 | Dec. 31, 2015 |
Goodwill [Line Items] | ||||
Goodwill | $ 590,502 | $ 588,585 | $ 199,703 | |
Newport [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill | $ 396,027 | $ 396,027 |
Goodwill and Intangible Asset59
Goodwill and Intangible Assets - Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | $ 573,353 | $ 573,353 |
Accumulated Amortization | (173,491) | (160,813) |
Foreign Currency Translation | (3,453) | (4,536) |
Intangible assets, net | 396,409 | 408,004 |
Completed Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 176,586 | 176,586 |
Accumulated Amortization | (103,127) | (97,707) |
Foreign Currency Translation | (746) | (1,068) |
Intangible assets, net | 72,713 | 77,811 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 285,044 | 285,044 |
Accumulated Amortization | (34,246) | (29,709) |
Foreign Currency Translation | (2,634) | (3,404) |
Intangible assets, net | 248,164 | 251,931 |
Patents, Trademarks, Trade Names and Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 111,723 | 111,723 |
Accumulated Amortization | (36,118) | (33,397) |
Foreign Currency Translation | (73) | (64) |
Intangible assets, net | $ 75,532 | $ 78,262 |
Goodwill and Intangible Asset60
Goodwill and Intangible Assets - Intangible Assets (Parenthetical) (Detail) - USD ($) $ in Thousands | Apr. 29, 2016 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Acquired intangible assets | $ 404,506 | |
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 Asset61
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization of intangible assets | $ 12,501 | $ 1,683 | $ 1,683 |
Amortization income from unfavorable lease commitments | $ 177 |
Goodwill and Intangible Asset62
Goodwill and Intangible Assets - Estimated Net Amortization Expense (Detail) $ in Thousands | Mar. 31, 2017USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2017 (remaining) | $ 33,053 |
2,018 | 42,951 |
2,019 | 39,833 |
2,020 | 27,940 |
2,021 | 20,071 |
2,022 | 17,475 |
Thereafter | $ 155,672 |
Debt - Additional Information (
Debt - Additional Information (Detail) | Dec. 14, 2016 | Sep. 30, 2016USD ($) | Jun. 09, 2016USD ($) | Sep. 30, 2016USD ($) | Mar. 31, 2017USD ($)InstitutionSecurityLoan | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Nov. 30, 2016USD ($) |
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 | $ 20,547,000 | |||||||
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 | $ 11,167,000 | |||||||
Revolving Lines of Credit [Member] | Base Rate [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit base interest rate | 1.25% | |||||||
Term Loan Credit Agreement [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest expense | $ 8,831,000 | $ 44,000 | ||||||
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 (that was initially 3.00% and was decreased as described below); 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 (that was initially 4.00% and was decreased as described below). 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 month | |||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | Floor Rate [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 1.75% | |||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | Floor Rate [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 3.00% | |||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | LIBOR Floor Rate [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 0.75% | |||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt [Member] | LIBOR Floor Rate [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 4.00% | |||||||
Newport [Member] | Term Loan Credit Agreement [Member] | Secured Debt Repricing Amendment 1 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, interest rate | 2.50% | |||||||
Debt instrument, pre-payment premium percentage | 1.00% | |||||||
Debt instrument, pre-payment 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 | $ 16,987,000 | |||||||
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 | $ 575,034,000 | |||||||
Debt instrument, prepaid principal amount | 200,000,000 | $ 40,000,000 | ||||||
Debt instrument, scheduled principal payments | 4,966,000 | |||||||
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] | 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) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Short-term Debt [Line Items] | ||
Short term debt | $ 6,282 | $ 6,282 |
Short term debt | 10,623 | 10,993 |
Other Debt [Member] | ||
Short-term Debt [Line Items] | ||
Short term debt | 98 | 8 |
Japan [Member] | Line of Credit [Member] | ||
Short-term Debt [Line Items] | ||
Short term debt | 3,461 | 4,245 |
Japan [Member] | Receivables Financing Facility [Member] | ||
Short-term Debt [Line Items] | ||
Short term debt | $ 782 | $ 458 |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long term debt | $ 552,232 | $ 601,229 |
Term Loan Facility, Net [Member] | ||
Debt Instrument [Line Items] | ||
Long term debt | 551,765 | 600,681 |
Australia [Member] | Loans Due Through March 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Long term debt | $ 467 | $ 548 |
Debt - Schedule of Long Term 66
Debt - Schedule of Long Term Debt (Parenthetical) (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Term Loan Facility, Net [Member] | ||
Debt Instrument [Line Items] | ||
Deferred financing fees, original issuance discount and re-pricing fee | $ 16,987 | $ 19,642 |
Debt - Schedule of Contractual
Debt - Schedule of Contractual Maturities of Debt Obligations (Detail) $ in Thousands | Mar. 31, 2017USD ($) |
Maturities of Long-term Debt [Abstract] | |
2017 (remaining) | $ 9,053 |
2,018 | 6,298 |
2,019 | 6,687 |
2,020 | 6,327 |
2,021 | 6,282 |
2,022 | 6,282 |
Thereafter | $ 538,913 |
Product Warranties - Product Wa
Product Warranties - Product Warranty Activities (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Guarantees [Abstract] | ||
Beginning of period | $ 8,261 | $ 5,205 |
Provision for product warranties | 3,014 | 783 |
Direct charges to warranty liability | (2,857) | (984) |
Foreign currency translation | 67 | 35 |
End of period | $ 8,485 | $ 5,039 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Income Taxes [Line Items] | |||
Effective tax rate | 15.80% | 26.20% | |
Gross unrecognized tax benefits excluding interest and penalties | $ 25,925 | $ 25,465 | |
Net unrecognized tax benefit excluding interest and penalties that would impact effective tax rate | 18,854 | ||
Accrued interest on unrecognized tax benefits | 469 | $ 491 | |
Net unrecognized tax benefits, excluding interest and penalties, related to foreign tax positions | $ 1,702 | ||
Income tax examination, description | The Company and its subsidiaries are subject to examination by U.S. federal, state and foreign tax authorities. The U.S. statute of limitations remains open for tax years 2013 through present. The statute of limitations for the Company's tax filings in other jurisdictions varies between fiscal years 2008 through present. We also have certain federal credit carry-forwards and state tax loss and credit carry-forwards that are open to examination for tax years 2000 through the present. | ||
Earliest Tax Year [Member] | |||
Income Taxes [Line Items] | |||
Open tax year | 2,013 |
Pension Plans - Additional Info
Pension Plans - Additional Information (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | |
Net periodic benefit costs | $ 260 |
Company's contributions | $ 227 |
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 | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Numerator: | ||
Net income | $ 65,060 | $ 17,563 |
Denominator: | ||
Shares used in net income per common share - basic | 53,769,000 | 53,235,000 |
Effect of dilutive securities: | ||
Restricted stock units, stock appreciation rights and shares issued under employee stock purchase plan | 1,189,000 | 328,000 |
Shares used in net income per common share - diluted | 54,958,000 | 53,563,000 |
Net income per common share: | ||
Basic | $ 1.21 | $ 0.33 |
Diluted | $ 1.18 | $ 0.33 |
Net Income Per Share - Addition
Net Income Per Share - Additional Information (Detail) - shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Restricted Stock Units (RSUs) [Member] | ||
Earnings Per Share [Line Items] | ||
Number of shares excluded from computation of diluted earnings per share | 0 | 0 |
Stock Appreciation Rights (SARs) [Member] | ||
Earnings Per Share [Line Items] | ||
Number of shares excluded from computation of diluted earnings per share | 0 | 0 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Jul. 25, 2011 | Mar. 31, 2017 | Mar. 31, 2016 |
Equity [Abstract] | |||
Common stock, value of shares authorized to repurchase | $ 200,000,000 | ||
Stock repurchase, shares | 1,770,000 | 0 | 45,000 |
Value of shares repurchased | $ 52,000,000 | $ 1,545,000 | |
Average price of repurchased shares | $ 34.50 | ||
Cash dividends per common share | $ 0.175 | $ 0.170 | |
Dividend payment to common shareholders | $ 9,419,000 | $ 9,056,000 |
Stock Based Compensation - Addi
Stock Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Apr. 29, 2016 | May 31, 2016 | Mar. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved for issuance | 18,000,000 | ||
Total compensation expense related to unvested stock-based awards granted to employees, officers and directors | $ 23,759 | ||
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 | 234 | ||
Restricted stock units, granted | 171,179 | ||
Restricted stock units, weighted average grant date fair value | $ 66.06 | ||
Restricted Stock Units (RSUs) [Member] | Newport Deferred Compensation [Member] | Outside Directors [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Newport RSUs converted to MKS RSUs at Merger date | 36,599 | ||
Newport RSUs converted to MKS RSUs at Merger date and released | 19,137 | ||
Stock Appreciation Rights (SARs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock units, granted | 0 | ||
Restricted stock units, weighted average grant date fair value | $ 0 | ||
Newport [Member] | Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares issued as per merger agreement | 360,674 | ||
Newport [Member] | Stock Appreciation Rights (SARs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares issued as per merger agreement | 899,851 |
Stock Based Compensation - Sche
Stock Based Compensation - Schedule of Total Stock-Based Compensation Expense Included in Company's Consolidated Statements of Income and Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total pre-tax stock-based compensation expense | $ 8,782 | $ 4,152 |
Cost of Revenues [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total pre-tax stock-based compensation expense | 930 | 440 |
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 | 745 | 374 |
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 | $ 7,107 | $ 3,338 |
Stock Based Compensation - Summ
Stock Based Compensation - Summary of Activity for RSUs (Detail) | 3 Months Ended |
Mar. 31, 2017$ / sharesshares | |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
RSUs/SARs - beginning of period | shares | 1,325,516 |
Granted | shares | 171,179 |
Vested | shares | (499,743) |
Forfeited or expired | shares | (34,180) |
RSUs/SARs - end of period | shares | 962,819 |
RSUs/SARs, Weighted Average Grant Date Fair Value, Beginning of period | $ / shares | $ 34.38 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 66.06 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 33.59 |
Weighted Average Grant Date Fair Value, Forfeited or expired | $ / shares | 33.50 |
RSUs/SARs, Weighted Average Grant Date Fair Value, end of period | $ / shares | $ 40.46 |
Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Accrued dividend shares | shares | 47 |
Weighted Average Grant Date Fair Value, Accrued dividend shares | $ / shares | $ 66.20 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Activity for SARs (Detail) - Stock Appreciation Rights (SARs) [Member] | 3 Months Ended |
Mar. 31, 2017$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
RSUs/SARs - beginning of period | shares | 599,334 |
Granted, Outstanding SARs | shares | 0 |
Exercised, Outstanding SARs | shares | (120,206) |
Forfeited or expired, Outstanding SARs | shares | (9,563) |
RSUs/SARs - end of period | shares | 469,565 |
RSUs/SARs, Weighted Average Grant Date Fair Value, Beginning of period | $ / shares | $ 28.10 |
Granted, Weighted Average Grant Date Fair Value | $ / shares | 0 |
Exercised, Weighted Average Grant Date Fair Value | $ / shares | 25.81 |
Forfeited or expired, Weighted Average Grant Date Fair Value | $ / shares | 25.58 |
RSUs/SARs, Weighted Average Grant Date Fair Value, end of period | $ / shares | $ 28.74 |
Stock Based Compensation - Su78
Stock Based Compensation - Summary of Activity for Outstanding and Exercisable SARs (Detail) - Stock Appreciation Rights (SARs) [Member] - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
SARs outstanding | 469,565 | 599,334 |
SARs exercisable | 398,868 | |
Weighted Average Base Value, SARs outstanding | $ 28.74 | |
Weighted Average Base Value, SARs exercisable | $ 28.32 | |
Weighted Average Remaining Contractual Life, SARs outstanding | 3 years 10 months 24 days | |
Weighted Average Remaining Contractual Life, SARs exercisable | 3 years 8 months 12 days | |
Aggregate Intrinsic Value, SARs outstanding | $ 18,787 | |
Aggregate Intrinsic Value, SARs exercisable | $ 16,127 |
Business Segment, Geographic 79
Business Segment, Geographic Area, Product and Significant Customer Information - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2017SegmentCustomerProduct | |
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, Geographic 80
Business Segment, Geographic Area, Product and Significant Customer Information - Net Revenues by Reportable Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Total net revenues | $ 437,153 | $ 183,681 |
Vacuum & Analysis [Member] | ||
Segment Reporting Information [Line Items] | ||
Total net revenues | 277,984 | $ 183,681 |
Light & Motion [Member] | ||
Segment Reporting Information [Line Items] | ||
Total net revenues | $ 159,169 |
Business Segment, Geographic 81
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 | |
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Gross profit | $ 205,547 | $ 77,913 | |
Research and development | 33,282 | 17,227 | |
Selling, general and administrative | 74,220 | 33,950 | |
Acquisition and integration costs | 1,442 | 2,494 | |
Restructuring | 522 | 0 | |
Amortization of intangible assets | 12,501 | 1,683 | $ 1,683 |
Income from operations | 83,580 | 22,559 | |
Interest and other (expense) income, net | (6,295) | 1,246 | |
Income before income taxes | 77,285 | 23,805 | |
Provision for income taxes | 12,225 | 6,242 | |
Net income | 65,060 | 17,563 | |
Vacuum & Analysis [Member] | |||
Segment Reporting Information [Line Items] | |||
Gross profit | 128,924 | $ 77,913 | |
Light & Motion [Member] | |||
Segment Reporting Information [Line Items] | |||
Gross profit | $ 76,623 |
Business Segment, Geographic 82
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 | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Capital expenditures | $ 4,099 | $ 2,156 |
Depreciation and amortization | 21,833 | 5,278 |
Vacuum & Analysis [Member] | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 2,374 | 2,156 |
Depreciation and amortization | 5,122 | $ 5,278 |
Light & Motion [Member] | ||
Segment Reporting Information [Line Items] | ||
Capital expenditures | 1,725 | |
Depreciation and amortization | $ 16,711 |
Business Segment, Geographic 83
Business Segment, Geographic Area, Product and Significant Customer Information - Segment Assets by Reportable Segment (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Segment Reporting Information [Line Items] | ||
Accounts receivable | $ 267,249 | $ 248,757 |
Inventory, net | 285,518 | 275,869 |
Total assets | 2,220,547 | 2,212,242 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | 267,249 | 248,757 |
Inventory, net | 285,518 | 275,869 |
Total assets | 552,767 | 524,626 |
Operating Segments [Member] | Vacuum & Analysis [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | 165,210 | 148,516 |
Inventory, net | 167,322 | 165,040 |
Total assets | 332,532 | 313,556 |
Operating Segments [Member] | Light & Motion [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | 123,247 | 121,516 |
Inventory, net | 118,196 | 110,829 |
Total assets | 241,443 | 232,345 |
Corporate, Eliminations and Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Accounts receivable | (21,208) | (21,275) |
Total assets | $ (21,208) | $ (21,275) |
Business Segment, Geographic 84
Business Segment, Geographic Area, Product and Significant Customer Information - Reconciliation of Segment Assets to Consolidated Total Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Consolidated total assets | $ 2,220,547 | $ 2,212,242 |
Income tax receivable and other current assets | 52,266 | 50,770 |
Property, plant and equipment, net | 169,833 | 174,559 |
Other assets | 32,352 | 32,467 |
Operating Segments [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Consolidated total assets | 552,767 | 524,626 |
Segment Reconciling Items [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Cash and cash equivalents, restricted cash and investments | 426,418 | 433,231 |
Income tax receivable and other current assets | 52,266 | 50,770 |
Property, plant and equipment, net | 169,833 | 174,559 |
Goodwill and intangible assets, net | 986,911 | 996,589 |
Other assets | $ 32,352 | $ 32,467 |
Business Segment, Geographic 85
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 | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenues | $ 437,153 | $ 183,681 | |
Long-lived assets | 196,764 | $ 200,670 | |
United States [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenues | 218,050 | 94,218 | |
Long-lived assets | 119,337 | 122,547 | |
Korea [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenues | 44,878 | 20,550 | |
Japan [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenues | 37,792 | 16,236 | |
Asia (Excluding Korea and Japan) [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenues | 88,243 | 33,456 | |
Long-lived assets | 49,275 | 49,406 | |
Europe [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenues | 48,190 | $ 19,221 | |
Long-lived assets | $ 28,152 | $ 28,717 |
Business Segment, Geographic 86
Business Segment, Geographic Area, Product and Significant Customer Information - Summary of Goodwill Associated with Reportable Segments (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | |||
Goodwill | $ 590,502 | $ 588,585 | $ 199,703 |
Vacuum & Analysis [Member] | |||
Segment Reporting Information [Line Items] | |||
Goodwill | 200,206 | 199,453 | |
Light & Motion [Member] | |||
Segment Reporting Information [Line Items] | |||
Goodwill | $ 390,296 | $ 389,132 |
Business Segment, Geographic 87
Business Segment, Geographic Area, Product and Significant Customer Information - Worldwide Net Revenue for Each Group of Products (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenue from External Customer [Line Items] | ||
Net sales from product groups | $ 437,153 | $ 183,681 |
Analytical and Control Solutions Products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales from product groups | 31,820 | 22,978 |
Materials Delivery Solutions Products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales from product groups | 43,454 | 27,509 |
Power Plasma and Reactive Gas Solutions Products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales from product groups | 122,800 | 77,116 |
Pressure and Vacuum Measurement Products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales from product groups | 79,910 | $ 56,078 |
Lasers Products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales from product groups | 44,944 | |
Optics Products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales from product groups | 46,505 | |
Photonics Products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales from product groups | $ 67,720 |
Business Segment, Geographic 88
Business Segment, Geographic Area, Product and Significant Customer Information - Customers with Net Revenues Greater than 10% of Total Net Revenues (Detail) - Customer Concentration Risk [Member] - Sales Revenue, Net [Member] | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Applied Materials, Inc [Member] | ||
Revenue, Major Customer [Line Items] | ||
Percentage of total net revenues | 13.00% | 18.80% |
LAM Research Corporation [Member] | ||
Revenue, Major Customer [Line Items] | ||
Percentage of total net revenues | 12.60% | 17.10% |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017USD ($)Facilities | Mar. 31, 2016USD ($) | |
Restructuring and Related Activities [Abstract] | ||
Restructuring charges | $ | $ 522 | $ 0 |
Number of facilities consolidated | Facilities | 1 |
Restructurings - Schedule of Co
Restructurings - Schedule of Company's Restructuring Activity (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | ||
Balance at January 1 | $ 540 | |
Charged to expense | 522 | $ 0 |
Payments and adjustment | (347) | |
Balance at March 31 | $ 715 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Apr. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Subsequent Event [Line Items] | |||||
Net revenues | $ 437,153 | $ 183,681 | |||
Data Analytics Solutions Business [Member] | |||||
Subsequent Event [Line Items] | |||||
Net revenues | $ 12,700 | ||||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Proceeds from sale of business unit | $ 80,000 | ||||
Scenario, Forecast [Member] | |||||
Subsequent Event [Line Items] | |||||
Pre-tax gain | $ 75,000 |