Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 27, 2013 | Oct. 28, 2013 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 27-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'GSIG | ' |
Entity Registrant Name | 'GSI GROUP INC | ' |
Entity Central Index Key | '0001076930 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 33,960,019 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 27, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current Assets | ' | ' |
Cash and cash equivalents | $53,690 | $65,788 |
Accounts receivable, net of allowance of $823 and $374, respectively | 58,829 | 42,652 |
Inventories | 65,073 | 52,801 |
Income taxes receivable | 3,906 | 16,540 |
Deferred tax assets | 6,675 | 7,583 |
Prepaid expenses and other current assets | 6,610 | 5,486 |
Assets of discontinued operations | ' | 17,618 |
Total current assets | 194,783 | 208,468 |
Property, plant and equipment, net | 32,702 | 32,338 |
Deferred tax assets | 1,997 | 3,884 |
Other assets | 9,074 | 8,172 |
Intangible assets, net | 68,265 | 40,020 |
Goodwill | 71,087 | 44,578 |
Total assets | 377,908 | 337,460 |
Current Liabilities | ' | ' |
Current portion of long-term debt | 7,500 | 7,500 |
Accounts payable | 27,100 | 18,824 |
Income taxes payable | 2,983 | 3,317 |
Deferred revenue | 947 | 316 |
Deferred tax liabilities | 399 | 402 |
Accrued expenses and other current liabilities | 22,334 | 18,962 |
Liabilities of discontinued operations | 624 | 5,605 |
Total current liabilities | 61,887 | 54,926 |
Long-term debt | 70,875 | 42,500 |
Deferred tax liabilities | 927 | 255 |
Income taxes payable | 1,993 | 1,764 |
Other liabilities | 8,958 | 9,809 |
Total liabilities | 144,640 | 109,254 |
Commitments and Contingencies (Note 14) | ' | ' |
Stockholders' Equity: | ' | ' |
Common shares, no par value; Authorized shares: unlimited; Issued and outstanding: 33,959 and 33,796, respectively | 423,856 | 423,856 |
Additional paid-in capital | 25,157 | 21,924 |
Accumulated deficit | -205,221 | -208,222 |
Accumulated other comprehensive loss | -10,963 | -9,749 |
Total GSI Group Inc. stockholders' equity | 232,829 | 227,809 |
Noncontrolling interest | 439 | 397 |
Total stockholders' equity | 233,268 | 228,206 |
Total liabilities and stockholders' equity | $377,908 | $337,460 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 27, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accounts receivable, allowance | $823 | $374 |
Common shares, no par value | ' | ' |
Common shares, Issued | 33,959 | 33,796 |
Common shares, outstanding | 33,959 | 33,796 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 |
Sales | $85,484 | $69,520 | $253,905 | $205,085 |
Cost of sales | 49,693 | 40,667 | 150,452 | 117,884 |
Gross profit | 35,791 | 28,853 | 103,453 | 87,201 |
Operating expenses: | ' | ' | ' | ' |
Research and development and engineering | 6,585 | 5,545 | 19,988 | 16,933 |
Selling, general and administrative | 20,075 | 16,125 | 60,933 | 49,174 |
Amortization of purchased intangible assets | 1,772 | 663 | 5,625 | 1,988 |
Restructuring costs and other | 1,641 | 2,728 | 5,893 | 7,396 |
Total operating expenses | 30,073 | 25,061 | 92,439 | 75,491 |
Income from operations | 5,718 | 3,792 | 11,014 | 11,710 |
Interest income (expense), net | -839 | -656 | -2,649 | -2,143 |
Foreign exchange transaction gains (losses), net | -1,637 | -685 | -866 | -957 |
Other income (expense), net | 540 | 167 | 1,201 | 399 |
Income from continuing operations before income taxes | 3,782 | 2,618 | 8,700 | 9,009 |
Income tax provision | 1,610 | 563 | 4,217 | 1,410 |
Income from continuing operations | 2,172 | 2,055 | 4,483 | 7,599 |
Loss from discontinued operations, net of tax | -113 | -4,570 | -848 | -3,834 |
Loss on disposal of discontinued operations, net of tax | -281 | ' | -592 | ' |
Consolidated net income (loss) | 1,778 | -2,515 | 3,043 | 3,765 |
Less: Net (income) loss attributable to noncontrolling interest | 12 | -19 | -42 | -45 |
Net income (loss) attributable to GSI Group Inc. | $1,790 | ($2,534) | $3,001 | $3,720 |
Earnings per common share from continuing operations: | ' | ' | ' | ' |
Basic | $0.06 | $0.06 | $0.13 | $0.22 |
Diluted | $0.06 | $0.06 | $0.13 | $0.22 |
Loss per common share from discontinued operations: | ' | ' | ' | ' |
Basic | ($0.01) | ($0.13) | ($0.04) | ($0.11) |
Diluted | ($0.01) | ($0.13) | ($0.04) | ($0.11) |
Earnings (loss) per common share attributable to GSI Group Inc.: | ' | ' | ' | ' |
Basic | $0.05 | ($0.07) | $0.09 | $0.11 |
Diluted | $0.05 | ($0.07) | $0.09 | $0.11 |
Weighted average common shares outstanding-basic | 34,102 | 33,803 | 34,058 | 33,755 |
Weighted average common shares outstanding-diluted | 34,417 | 33,912 | 34,325 | 33,914 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (Loss) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 | ||||
Consolidated net income (loss) | $1,778 | ($2,515) | $3,043 | $3,765 | ||||
Other comprehensive income (loss): | ' | ' | ' | ' | ||||
Foreign currency translation adjustments, net of tax | 3,765 | [1] | 2,070 | [1] | -2,015 | [1] | 1,924 | [1] |
Pension liability adjustments, net of tax | -371 | [2] | 120 | [2] | 801 | [2] | 612 | [2] |
Total other comprehensive income (loss) | 3,394 | 2,190 | -1,214 | 2,536 | ||||
Total consolidated comprehensive income (loss) | 5,172 | -325 | 1,829 | 6,301 | ||||
Less: Comprehensive (income) loss attributable to noncontrolling interest | 12 | -19 | -42 | -45 | ||||
Comprehensive income (loss) to GSI Group Inc. | $5,184 | ($344) | $1,787 | $6,256 | ||||
[1] | The tax effect on the component of comprehensive income was zero and $1.3 million for the three and nine months ended September 27, 2013, respectively. The impact for the three and nine months ended September 28, 2012 was not material. | |||||||
[2] | The tax effect on the component of comprehensive income was not material for all periods presented. See Note 4 for the total amount of pension liability adjustments reclassified out of accumulated other comprehensive loss. |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) (USD $) | 3 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 27, 2013 | Sep. 27, 2013 |
Foreign currency translation adjustments - Tax effect on component of comprehensive income | $0 | $1.30 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 |
Cash flows from operating activities: | ' | ' |
Consolidated net income | $3,043 | $3,765 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 15,305 | 10,429 |
Share-based compensation | 4,212 | 3,479 |
Deferred income taxes | 2,130 | -657 |
Earnings from equity investment | -1,181 | -364 |
Loss on disposal of business | 592 | ' |
Non-cash interest expense | 735 | 796 |
Non-cash restructuring charges | 179 | 3,599 |
Other non-cash items | 1,079 | 91 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -7,097 | -5,766 |
Inventories | 470 | -62 |
Income taxes receivable and prepaid income taxes | 12,523 | 122 |
Prepaid expenses and other current assets | 1,927 | 1,813 |
Deferred revenue | -842 | -2,975 |
Accounts payable, accrued expenses, income taxes payable and other current liabilities | 1,164 | 6,183 |
Other non-current assets and liabilities | 209 | 1,046 |
Cash provided by operating activities | 34,448 | 21,499 |
Cash flows from investing activities: | ' | ' |
Purchases of property, plant and equipment | -3,073 | -3,734 |
Acquisition of business | -82,653 | ' |
Proceeds from the sale of property, plant and equipment | 4,615 | 283 |
Proceeds from sale of business, net of transaction costs of $1,060 | 8,190 | ' |
Cash used in investing activities | -72,921 | -3,451 |
Cash flows from financing activities: | ' | ' |
Proceeds from issuance of debt | 60,000 | ' |
Repayments of long-term debt | -5,625 | -7,500 |
Repayments of borrowings under the revolving credit facility | -26,000 | -13,000 |
Payments for debt issuance costs | -145 | -92 |
Payments of withholding taxes from stock-based awards | -820 | -100 |
Capital lease payments | -608 | -596 |
Cash provided by (used in) financing activities | 26,802 | -21,288 |
Effect of exchange rates on cash and cash equivalents | -427 | 1,268 |
Decrease in cash and cash equivalents | -12,098 | -1,972 |
Cash and cash equivalents, beginning of period | 65,788 | 54,835 |
Cash and cash equivalents, end of period | 53,690 | 52,863 |
Supplemental disclosure of cash flow information: | ' | ' |
Cash paid for interest | 1,674 | 1,441 |
Cash paid for income taxes | 1,935 | 686 |
Income tax refunds received | $12,607 | $222 |
Consolidated_Statements_of_Cas1
Consolidated Statements of Cash Flows (Parenthetical) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 27, 2013 |
Proceeds from sale of business, transaction costs | $1,060 |
Nature_of_Operations_and_Summa
Nature of Operations and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 27, 2013 | |
Nature of Operations and Summary of Significant Accounting Policies | ' |
1. Nature of Operations and Summary of Significant Accounting Policies | |
GSI Group Inc. and its subsidiaries (collectively referred to as the “Company”) design, develop, manufacture and sell precision photonics and motion control components and sub-systems for applications demanding extremely high levels of performance. The Company’s technology is targeted primarily at Original Equipment Manufacturers (“OEMs”) for incorporation into products and systems for a wide range of applications in major markets including: medical, industrial, electronics and scientific. | |
The accompanying unaudited consolidated financial statements have been prepared in U.S. dollars and in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”), applied on a consistent basis. The accounting policies underlying these unaudited consolidated financial statements are those set forth in Note 3 to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. Those policies are not presented herein, except to the extent that new policies have been adopted, or there is material current period activity or changes to the Company’s policies. | |
The interim consolidated financial statements include the accounts of the Company and its 50% owned joint venture, Excel Laser Technology Private Limited (“Excel SouthAsia JV”). Intercompany transactions and balances have been eliminated. During the second quarter of 2013, the Company’s ownership percentage in a privately held company located in the United Kingdom, Laser Quantum Ltd. (“Laser Quantum”) increased from 25.1% to 41.2% as a result of a share buy-back program by Laser Quantum. The Company continues to record the results of this entity under the equity method as it does not have a controlling interest in the entity. | |
The Company’s unaudited interim financial statements are prepared on a quarterly basis ending on the Friday closest to the end of the calendar quarter, with the exception of the fourth quarter which always ends on December 31. | |
The unaudited interim consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”), the instructions to Form 10-Q and the provisions of Regulation S-X pertaining to interim financial statements. Accordingly, certain information and footnote disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. The interim consolidated financial statements and notes included in this report should be read in conjunction with the financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. In the opinion of management, these interim consolidated financial statements include all significant adjustments and accruals of a normal and recurring nature necessary for a fair presentation of the results of the interim periods presented. The results for interim periods are not necessarily indicative of results to be expected for the full year or for any future periods. | |
Use of Estimates | |
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of sales and expenses during the reporting periods. The Company evaluates its estimates based on historical experience, current conditions and various other assumptions that it believes are reasonable under the circumstances. Estimates and assumptions are reviewed on an on-going basis and the effects of revisions are reflected in the period in which they are deemed to be necessary. Actual results could differ significantly from those estimates. | |
Reclassifications and Adjustments | |
As discussed in Note 15, the Company realigned its segment presentation during the first quarter of 2013 in light of the acquisition of NDS Surgical Imaging, LLC and NDS Surgical Imaging KK as well as restructuring activities. As a result, prior period segment information included in the consolidated statements has been reclassified to conform to the current period presentation. | |
Beginning in 2008, the Company did not properly recognize deferred tax liabilities associated with certain permanent intercompany loans and did not consider these deferred tax liability amounts when determining the realizability of its deferred tax assets and thereby recorded excess valuation allowances beginning in 2009. The Company identified and corrected this immaterial error of $0.7 million income tax benefit related to prior years during the three months ended March 29, 2013. During the three months ended June 28, 2013, the Company identified and corrected an immaterial error of $0.3 million income tax provision related to the deferred tax effect of a foreign statutory to U.S. GAAP difference in a prior year income tax provision calculation. These error corrections resulted in a net $0.4 million income tax benefit allocated to income from continuing operations for the nine months ended September 27, 2013. The net correction had no effect on income from continuing operations before income taxes or cash flows for any periods presented. The Company evaluated these errors considering both qualitative and quantitative factors pursuant to SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior year Misstatements When Quantifying Misstatements in Current Year Financial Statements,” and concluded that these adjustments were not material to the prior years’ consolidated financial statements. The Company also does not believe these adjustments will be material to the 2013 results. | |
Recent Accounting Pronouncements | |
In July 2012, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standard Update (“ASU”) 2012-02, “Testing Indefinite-Lived Intangible Assets for Impairment”. Similar to goodwill impairment testing guidance, the revised standard allows entities to use a qualitative approach to test indefinite-lived intangible assets for impairment. ASU 2012-02 permits entities to perform a qualitative assessment by considering events and circumstances which would impact the fair value of the entity’s indefinite-lived intangible assets to determine whether it is more likely than not that the fair value of the entity’s indefinite-lived intangible assets are impaired. An entity is not required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative impairment test unless the entity determines that it is more likely than not the asset is impaired. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. The Company adopted ASU 2012-02 in its annual impairment test performed as of the beginning of the second fiscal quarter. The adoption did not have any impact on the Company’s consolidated financial statements. | |
In January 2013, the FASB issued ASU 2013-02, “Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Comprehensive Income”. Under ASU 2013-02, an entity is required to provide information about the amounts reclassified out of accumulated other comprehensive income (loss) by component. In addition, an entity is required to present, either on the face of the financial statements or in the notes, significant amounts reclassified out of accumulated other comprehensive income (loss) by the respective line items of net income, but only if the amount reclassified is required to be reclassified in its entirety in the same reporting period. For amounts that are not required to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures that provide additional details about those amounts. ASU 2013-02 does not change the current requirements for reporting net income or other comprehensive income (loss) in the financial statements. The standard was effective for interim periods beginning after December 15, 2012. The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements. | |
In March 2013, the FASB issued ASU 2013-05, “Foreign Currency Matters (Topic 830): Parent’s Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity”. ASU 2013-05 provides clarification regarding whether ASC 810-10, “Consolidation – Overall” or ASC 830-30, “Foreign Currency Matters—Translation of Financial Statements,” applies to the release of cumulative translation adjustments into net income when a reporting entity either sells a part or all of its investment in a foreign entity or ceases to have a controlling financial interest in a subsidiary or group of assets that constitute a business within a foreign entity. The revised standard is effective for reporting periods beginning after December 15, 2013, with early adoption permitted. The adoption of this amendment is not expected to have a material impact on the Company’s consolidated financial statements. | |
In July 2013, the FASB issued ASU 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists”. ASU 2013-11 requires, unless certain conditions exists, an unrecognized tax benefit or a portion of an unrecognized tax benefit be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, similar to a tax loss or a tax credit carryforward. ASU 2013-11 is effective prospectively for reporting periods beginning after December 15, 2013. The adoption of this amendment is not expected to have a material impact on the Company’s consolidated financial statements. |
Discontinued_Operations
Discontinued Operations | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Discontinued Operations | ' | ||||||||||||||||
2. Discontinued Operations | |||||||||||||||||
In June 2012, the Company committed to a plan for the sale of the Semiconductor Systems operating segment, sold under the GSI brand name, and Laser Systems product lines, sold under the Control Laser and Baublys brand names. The Company began accounting for these businesses as discontinued operations beginning in the second quarter of 2012. The Company included all current and historical results of these businesses in loss from discontinued operations, net of tax, in the accompanying consolidated statements of operations. The Company classified the assets and liabilities of discontinued operations for both the current and prior year in the consolidated balance sheets as current assets and current liabilities, respectively. The Company’s consolidated statements of cash flows included the cash flows from both continuing and discontinued operations. | |||||||||||||||||
As discussed below, the Company settled final net working capital adjustments with the buyers of both the Laser Systems and Semiconductor Systems businesses, resulting in a loss on sale, net of tax, of $0.3 million during the three months ended September 27, 2013. | |||||||||||||||||
Laser Systems | |||||||||||||||||
In October 2012, the Company sold certain assets and liabilities of the Laser Systems business for $7.0 million to Hans Laser, subject to closing working capital adjustments, and recorded a $2.3 million gain in the consolidated statements of operations during the fiscal year ended December 31, 2012. In September 2013, we paid $0.4 million to Hans Laser as the final net working capital adjustment. | |||||||||||||||||
The Company retained the Orlando facility which was used to manufacture Laser Systems products and is currently leasing the facility to Hans Laser under an operating agreement which was extended through October 2014. As of the end of the second quarter of 2013, it was determined that it was no longer probable that the facility would be sold within the next twelve months and, as a result, the facility was reclassified from assets of discontinued operations to property, plant and equipment. | |||||||||||||||||
Semiconductor Systems | |||||||||||||||||
In May 2013, the Company consummated the sale of certain assets and liabilities of the Semiconductor Systems business to Electro Scientific Industries, Inc. (“ESI”) for $8.0 million in cash, subject to closing working capital adjustments. The Company recognized a $0.3 million loss on the sale, net of tax, in the consolidated statements of operations during the six months ended June 28, 2013. In September 2013, the Company settled final net working capital adjustments with ESI for $1.7 million in favor of the Company, resulting in an adjusted selling price of $9.7 million for the sale. | |||||||||||||||||
The major components of the assets and liabilities of discontinued operations as of September 27, 2013 and December 31, 2012 are as follows (in thousands): | |||||||||||||||||
September 27, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Accounts receivable, net | $ | — | $ | 2,981 | |||||||||||||
Inventories | — | 8,231 | |||||||||||||||
Other assets | — | 694 | |||||||||||||||
Property, plant and equipment | — | 5,712 | |||||||||||||||
Assets of discontinued operations | $ | — | $ | 17,618 | |||||||||||||
Accounts payable, accrued expenses and other current liabilities | $ | — | $ | 3,474 | |||||||||||||
Deferred revenue | — | 1,570 | |||||||||||||||
Other liabilities | 624 | 561 | |||||||||||||||
Liabilities of discontinued operations | $ | 624 | $ | 5,605 | |||||||||||||
Other liabilities of discontinued operations as of September 27, 2013 primarily relate to accrued severance owed to former Semiconductor Systems employees and cash owed ESI for trade receivables collected by the Company on behalf of ESI. | |||||||||||||||||
The following table presents the operating results which are reported as discontinued operations in the Company’s consolidated statements of operations (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Sales from discontinued operations | $ | — | $ | 9,618 | $ | 9,090 | $ | 38,342 | |||||||||
Loss from discontinued operations before income taxes | $ | (152 | ) | $ | (4,825 | ) | $ | (1,294 | ) | $ | (3,973 | ) | |||||
Loss from discontinued operations, net of tax | $ | (113 | ) | $ | (4,570 | ) | $ | (848 | ) | $ | (3,834 | ) | |||||
Loss on disposal of discontinued operations, net of tax | $ | (281 | ) | $ | — | $ | (592 | ) | $ | — |
Business_Combinations
Business Combinations | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Business Combinations | ' | ||||||||||||||||
3. Business Combinations | |||||||||||||||||
On January 15, 2013, the Company acquired 100% of the outstanding membership interests of NDS Surgical Imaging, LLC and 100% of the outstanding stock of NDS Surgical Imaging KK (collectively, “NDS”) from NDSSI Holdings, LLC and NDS Surgical Imaging, Inc. for $82.7 million in cash consideration, subject to customary closing working capital adjustments. In October 2013, we finalized the closing working capital adjustments with the seller for $1.9 million, resulting in an adjusted purchase price of $80.8 million. In addition, a total of $5.4 million held in escrow after the payments of closing working capital adjustments can be utilized as indemnification for certain representations and warranty claims against the seller until the expiration of the escrow arrangement in July 2014. The Company expects the addition of NDS will enable the Company to leverage its existing medical OEM sales channels and expertise in color measurement technology. The Company recognized acquisition-related costs which are included in restructuring costs and other in the consolidated statements of operations, as follows (in thousands): | |||||||||||||||||
Three Months | Nine Months | Cumulative | |||||||||||||||
Ended | Ended | Costs | |||||||||||||||
September 27, | September 27, | September 27, | |||||||||||||||
2013 | 2013 | 2013 | |||||||||||||||
Acquisition-related charges | $ | 45 | $ | 1,131 | $ | 1,816 | |||||||||||
The acquisition of NDS has been accounted for as a business combination. The allocation of the purchase price is based upon a valuation of assets and liabilities acquired. Assets acquired and liabilities assumed have been recorded at their estimated fair values as of the acquisition date. The fair values of intangible assets were based on valuations using an income approach, with estimates and assumptions provided by management of NDS and the Company. The excess of the purchase price over the tangible assets, identifiable intangible assets and assumed liabilities was recorded as goodwill. The Company’s estimates and assumptions in determining the estimated fair values of certain assets and liabilities are subject to change within the measurement period (up to one year from the acquisition date). The purchase price allocation is preliminary and the primary areas of the purchase price allocation that are not yet finalized relate to income taxes, the fair value of certain liabilities and the amount of resulting goodwill. | |||||||||||||||||
Based upon a preliminary valuation, the total purchase price was allocated as follows (in thousands): | |||||||||||||||||
Purchase Price | |||||||||||||||||
Allocation | |||||||||||||||||
Accounts receivable | $ | 10,327 | |||||||||||||||
Inventory | 14,144 | ||||||||||||||||
Property and equipment | 2,426 | ||||||||||||||||
Intangible assets | 37,817 | ||||||||||||||||
Other assets | 1,782 | ||||||||||||||||
Goodwill | 26,509 | ||||||||||||||||
Total assets acquired | 93,005 | ||||||||||||||||
Accounts payable | 4,768 | ||||||||||||||||
Accrued expenses | 6,217 | ||||||||||||||||
Deferred tax liabilities | 315 | ||||||||||||||||
Other liabilities assumed | 932 | ||||||||||||||||
Total liabilities assumed | 12,232 | ||||||||||||||||
Total net assets acquired | $ | 80,773 | |||||||||||||||
During the third quarter of 2013, the Company made adjustments to the preliminary purchase price allocation related to the finalization of closing working capital and adjustments to certain tangible and intangible assets, resulting in a decrease to goodwill of $2.4 million. | |||||||||||||||||
The preliminary fair value of intangible assets is comprised of the following (in thousands): | |||||||||||||||||
Estimated Fair | Weighted Average | ||||||||||||||||
Value | Amortization | ||||||||||||||||
Period | |||||||||||||||||
Customer relationships | $ | 22,294 | 20 years | ||||||||||||||
Developed technology | 6,689 | 10 years | |||||||||||||||
Trademarks and tradenames | 7,565 | 20 years | |||||||||||||||
Backlog | 1,269 | 1 year | |||||||||||||||
Total | $ | 37,817 | |||||||||||||||
The preliminary purchase price allocation resulted in $26.5 million of goodwill and $37.8 million of identifiable intangible assets, the majority of which are expected to be deductible for tax purposes. As a result, the Company recorded deferred tax liabilities of $0.3 million in purchase accounting, equal to the tax effect of the amount of certain acquired intangible assets other than goodwill. Intangible assets are being amortized over their weighted average useful lives primarily based upon the pattern in which economic benefits related to such assets are expected to be realized. The resulting amount of goodwill reflects our expectations of the following synergistic benefits: (1) the potential growth due to additional financial resources to spend on research and development activities, increase of sales resources and the ability to enhance product offerings; (2) the potential to sell NDS products into our customer base and to sell the Company’s products into NDS’s customer base; and (3) our intention to leverage our expertise in light and color measurement. | |||||||||||||||||
The results of the NDS operations have been included in the consolidated statements of operations since the acquisition date. NDS contributed sales of $14.6 million and $49.7 million for the three and nine months ended September 27, 2013, respectively, and losses from continuing operations before income taxes of $1.5 million and $2.5 million for the three and nine months ended September 27, 2013, respectively. The losses from continuing operations before income taxes for both periods include amortization of the purchase price allocation adjustments. | |||||||||||||||||
The following unaudited pro forma information presents the combined financial results for the Company and NDS as if the acquisition of NDS had been completed as of January 1, 2012 (in thousands, except per share information): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Sales | $ | 85,484 | $ | 88,838 | $ | 254,997 | $ | 267,373 | |||||||||
Income from continuing operations, net of tax | $ | 2,881 | $ | 2,194 | $ | 5,826 | $ | 8,513 | |||||||||
Earnings per share - Basic | $ | 0.08 | $ | 0.06 | $ | 0.17 | $ | 0.25 | |||||||||
Earnings per share - Diluted | $ | 0.08 | $ | 0.06 | $ | 0.17 | $ | 0.25 | |||||||||
The pro forma information presented below includes the effects of acquisition accounting, including amortization charges from acquired intangible assets, interest expense on borrowings in connection with the acquisition, acquisition-related charges, and the related tax effects as though the acquisition had been consummated as of the beginning of 2012. These pro forma results exclude the impact of transaction costs included in the historical results and the related tax effects. The pro forma financial information is presented for comparative purposes only and is not necessarily indicative of the results of operations that actually would have been achieved if the acquisition had taken place at the beginning of 2012. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Loss | 9 Months Ended | ||||||||||||
Sep. 27, 2013 | |||||||||||||
Accumulated Other Comprehensive Loss | ' | ||||||||||||
4. Accumulated Other Comprehensive Loss | |||||||||||||
The components of accumulated other comprehensive loss is as follows (in thousands): | |||||||||||||
Total accumulated other | Foreign currency | Pension liability | |||||||||||
comprehensive loss | translation adjustments | adjustments | |||||||||||
Balance at December 31, 2012 | $ | (9,749 | ) | $ | 1,299 | $ | (11,048 | ) | |||||
Other comprehensive income (loss) before reclassifications | (1,796 | ) | (2,015 | ) | 219 | ||||||||
Amounts reclassified from other comprehensive loss | 582 | — | 582 | ||||||||||
Balance at September 27, 2013 | $ | (10,963 | ) | $ | (716 | ) | $ | (10,247 | ) | ||||
Reclassification of pension liability adjustments out of accumulated other comprehensive loss and into net income for the nine months ended September 27, 2013 was included in selling, general and administrative costs in the consolidated statements of operations. |
Earnings_per_Share
Earnings per Share | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Earnings per Share | ' | ||||||||||||||||
5. Earnings per Share | |||||||||||||||||
Basic earnings per common share is computed by dividing net income by the weighted average number of common shares outstanding during the period. For diluted earnings per common share, the denominator also includes the dilutive effect of outstanding restricted stock units determined using the treasury stock method. For periods in which net losses are generated, the dilutive potential common shares are excluded from the calculation of diluted earnings per share as the effect would be anti-dilutive. | |||||||||||||||||
The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share amounts): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerators: | |||||||||||||||||
Consolidated net income | $ | 2,172 | $ | 2,055 | $ | 4,483 | $ | 7,599 | |||||||||
Less: (income) loss attributable to noncontrolling interest | 12 | (19 | ) | (42 | ) | (45 | ) | ||||||||||
Income from continuing operations | 2,184 | 2,036 | 4,441 | 7,554 | |||||||||||||
Loss from discontinued operations | (394 | ) | (4,570 | ) | (1,440 | ) | (3,834 | ) | |||||||||
Net income (loss) attributable to GSI Group Inc. | $ | 1,790 | $ | (2,534 | ) | $ | 3,001 | $ | 3,720 | ||||||||
Denominators: | |||||||||||||||||
Weighted average common shares outstanding—basic | 34,102 | 33,803 | 34,058 | 33,755 | |||||||||||||
Dilutive potential common shares (1) | 315 | 109 | 267 | 159 | |||||||||||||
Weighted average common shares outstanding—diluted | 34,417 | 33,912 | 34,325 | 33,914 | |||||||||||||
Antidilutive common shares excluded from above | 37 | 424 | 327 | 141 | |||||||||||||
Basic Earnings (Loss) per Common Share: | |||||||||||||||||
From continuing operations | $ | 0.06 | $ | 0.06 | $ | 0.13 | $ | 0.22 | |||||||||
From discontinued operations | $ | (0.01 | ) | $ | (0.13 | ) | $ | (0.04 | ) | $ | (0.11 | ) | |||||
Basic earnings (loss) per share attributable to GSI Group Inc. | $ | 0.05 | $ | (0.07 | ) | $ | 0.09 | $ | 0.11 | ||||||||
Diluted Earnings (Loss) per Common Share: | |||||||||||||||||
From continuing operations | $ | 0.06 | $ | 0.06 | $ | 0.13 | $ | 0.22 | |||||||||
From discontinued operations | $ | (0.01 | ) | $ | (0.13 | ) | $ | (0.04 | ) | $ | (0.11 | ) | |||||
Diluted earnings (loss) per share attributable to GSI Group Inc. | $ | 0.05 | $ | (0.07 | ) | $ | 0.09 | $ | 0.11 | ||||||||
(1) | Due to the Company’s net loss attributable to GSI Group Inc. for the three months ended September 28, 2012, all potentially dilutive shares were excluded as their effect would have been anti-dilutive. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
6. Fair Value Measurements | |||||||||||||||||
ASC 820, “Fair Value Measurements,” establishes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the third is considered unobservable: | |||||||||||||||||
• | Level 1: Quoted prices for identical assets or liabilities in active markets which the Company can access. | ||||||||||||||||
• | Level 2: Observable inputs other than those described in Level 1. | ||||||||||||||||
• | Level 3: Unobservable inputs. | ||||||||||||||||
The Company’s cash equivalents are investments in money market accounts, which represent the only asset the Company measures at fair value on a recurring basis. The Company determines the fair value of our cash equivalents using a market approach based on quoted prices in active markets. The fair values of cash, accounts receivable, income taxes receivable, accounts payable, income taxes payable, accrued expenses and other current liabilities approximate their carrying values because of their short-term nature. | |||||||||||||||||
The following table summarizes the fair values of our financial assets as of September 27, 2013 (in thousands): | |||||||||||||||||
Fair Value | Quoted Prices in | Significant Other | Significant Other | ||||||||||||||
Active Markets for | Observable Inputs | Unobservable | |||||||||||||||
Identical Assets | (Level 2) | Inputs | |||||||||||||||
(Level 1) | (Level 3) | ||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | $ | 3,143 | $ | 3,143 | $ | — | $ | — | |||||||||
The following table summarizes the fair values of our financial assets as of December 31, 2012 (in thousands): | |||||||||||||||||
Fair Value | Quoted Prices in | Significant Other | Significant Other | ||||||||||||||
Active Markets for | Observable | Unobservable | |||||||||||||||
Identical Assets | Inputs | Inputs | |||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | $ | 2,511 | $ | 2,511 | $ | — | $ | — | |||||||||
See Note 9 to Consolidated Financial Statements for discussion of the estimated fair value of the Company’s outstanding debt. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 9 Months Ended | ||||||||||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||||||||||
Goodwill and Intangible Assets | ' | ||||||||||||||||||||||||
7. Goodwill and Intangible Assets | |||||||||||||||||||||||||
Goodwill | |||||||||||||||||||||||||
Goodwill is recorded when the consideration for a business combination exceeds the fair value of net tangible and identifiable intangible assets and liabilities acquired. The Company tests its goodwill balances annually as of the beginning of the second quarter or more frequently if indicators are present or changes in circumstances suggest that impairment may exist. The Company performed its annual goodwill impairment test at the beginning of the second quarter and noted no impairment of goodwill. As of the date of our most recent annual impairment test, the fair value of our medical components reporting unit exceeded its carrying value by approximately 10%. The gap between the fair value and the carrying value is relatively small for this reporting unit because our recent NDS acquisition constitutes the majority of the reporting unit. | |||||||||||||||||||||||||
The following table summarizes changes in goodwill for the nine months ended September 27, 2013 (in thousands): | |||||||||||||||||||||||||
September 27, | |||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||
Balance at beginning of the period | $ | 44,578 | |||||||||||||||||||||||
Goodwill acquired from NDS acquisition | 26,509 | ||||||||||||||||||||||||
Balance at end of period | $ | 71,087 | |||||||||||||||||||||||
Goodwill acquired from the NDS acquisition is reflected in the Precision Technologies segment. Goodwill by reportable segment as of September 27, 2013 is as follows (in thousands): | |||||||||||||||||||||||||
Reportable Segment | Total | ||||||||||||||||||||||||
Laser | Precision | ||||||||||||||||||||||||
Products | Technologies | ||||||||||||||||||||||||
Goodwill | $ | 84,592 | $ | 118,149 | $ | 202,741 | |||||||||||||||||||
Accumulated impairment of goodwill | (54,099 | ) | (77,555 | ) | (131,654 | ) | |||||||||||||||||||
Total | $ | 30,493 | $ | 40,594 | $ | 71,087 | |||||||||||||||||||
Goodwill by reportable segment as of December 31, 2012, as restated to conform to the current period segment presentation, is as follows (in thousands): | |||||||||||||||||||||||||
Reportable Segment | Total | ||||||||||||||||||||||||
Laser | Precision | ||||||||||||||||||||||||
Products | Technologies | ||||||||||||||||||||||||
Goodwill | $ | 84,592 | $ | 91,640 | $ | 176,232 | |||||||||||||||||||
Accumulated impairment of goodwill | (54,099 | ) | (77,555 | ) | (131,654 | ) | |||||||||||||||||||
Total | $ | 30,493 | $ | 14,085 | $ | 44,578 | |||||||||||||||||||
Intangible Assets | |||||||||||||||||||||||||
Intangible assets as of September 27, 2013 and December 31, 2012, respectively, are summarized as follows (in thousands): | |||||||||||||||||||||||||
September 27, 2013 | December 31, 2012 | ||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Gross Carrying | Accumulated | Net Carrying | ||||||||||||||||||||
Amount | Amortization | Amount | Amount | Amortization | Amount | ||||||||||||||||||||
Amortizable intangible assets: | |||||||||||||||||||||||||
Patents and acquired technologies | $ | 68,294 | $ | (54,778 | ) | $ | 13,516 | $ | 61,667 | $ | (50,904 | ) | $ | 10,763 | |||||||||||
Customer relationships | 55,517 | (22,911 | ) | 32,606 | 33,245 | (18,981 | ) | 14,264 | |||||||||||||||||
Customer backlog | 3,623 | (3,516 | ) | 107 | 2,355 | (2,355 | ) | — | |||||||||||||||||
Trademarks, trade names and other | 13,331 | (4,322 | ) | 9,009 | 5,780 | (3,814 | ) | 1,966 | |||||||||||||||||
Amortizable intangible assets | 140,765 | (85,527 | ) | 55,238 | 103,047 | (76,054 | ) | 26,993 | |||||||||||||||||
Non-amortizable intangible assets: | |||||||||||||||||||||||||
Trade names | 13,027 | — | 13,027 | 13,027 | — | 13,027 | |||||||||||||||||||
Totals | $ | 153,792 | $ | (85,527 | ) | $ | 68,265 | $ | 116,074 | $ | (76,054 | ) | $ | 40,020 | |||||||||||
Definite-lived intangible assets are amortized on either a straight-line basis or an economic benefits basis over their remaining useful life. Amortization expense, by classification, in the consolidated statements of operations is summarized as follows (in thousands): | |||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||
Amortization expense – cost of sales | $ | 1,343 | $ | 791 | $ | 3,937 | $ | 2,373 | |||||||||||||||||
Amortization expense – operating expenses | 1,772 | 663 | 5,625 | 1,988 | |||||||||||||||||||||
Total amortization expense | $ | 3,115 | $ | 1,454 | $ | 9,562 | $ | 4,361 | |||||||||||||||||
Estimated amortization expense for each of the five succeeding years and thereafter as of September 27, 2013, is as follows (in thousands): | |||||||||||||||||||||||||
Year Ending December 31, | Cost of Sales | Operating | Total | ||||||||||||||||||||||
Expenses | |||||||||||||||||||||||||
2013 (remainder of year) | $ | 1,343 | $ | 1,645 | $ | 2,988 | |||||||||||||||||||
2014 | 4,953 | 6,041 | 10,994 | ||||||||||||||||||||||
2015 | 3,310 | 5,444 | 8,754 | ||||||||||||||||||||||
2016 | 1,965 | 5,050 | 7,015 | ||||||||||||||||||||||
2017 | 1,573 | 4,720 | 6,293 | ||||||||||||||||||||||
Thereafter | 372 | 18,822 | 19,194 | ||||||||||||||||||||||
Total | $ | 13,516 | $ | 41,722 | $ | 55,238 | |||||||||||||||||||
Supplementary_Balance_Sheet_In
Supplementary Balance Sheet Information | 9 Months Ended | ||||||||
Sep. 27, 2013 | |||||||||
Supplementary Balance Sheet Information | ' | ||||||||
8. Supplementary Balance Sheet Information | |||||||||
The following tables provide the details of selected balance sheet items as of the periods indicated (in thousands): | |||||||||
Inventories | |||||||||
September 27, | December 31, | ||||||||
2013 | 2012 | ||||||||
Raw materials | $ | 38,328 | $ | 30,554 | |||||
Work-in-process | 12,419 | 11,959 | |||||||
Finished goods | 11,200 | 8,023 | |||||||
Demo and consigned inventory | 3,126 | 2,265 | |||||||
Total inventories | $ | 65,073 | $ | 52,801 | |||||
Accrued Expenses and Other Current Liabilities | |||||||||
September 27, | December 31, | ||||||||
2013 | 2012 | ||||||||
Accrued compensation and benefits | $ | 7,489 | $ | 6,655 | |||||
Accrued warranty | 3,658 | 2,777 | |||||||
Customer deposits | 1,573 | 3,033 | |||||||
Other | 9,614 | 6,497 | |||||||
Total | $ | 22,334 | $ | 18,962 | |||||
Accrued Warranty | |||||||||
Nine Months Ended | |||||||||
September 27, | September 28, | ||||||||
2013 | 2012 | ||||||||
Balance at beginning of the period | $ | 2,777 | $ | 3,035 | |||||
Provision charged to cost of sales | 1,399 | 1,958 | |||||||
Acquisition related warranty accrual | 998 | — | |||||||
Use of provision | (1,517 | ) | (2,191 | ) | |||||
Foreign currency exchange rate changes | 1 | 50 | |||||||
Balance at end of period | $ | 3,658 | $ | 2,852 | |||||
Debt
Debt | 9 Months Ended | ||||||||
Sep. 27, 2013 | |||||||||
Debt | ' | ||||||||
9. Debt | |||||||||
Debt consisted of the following (in thousands): | |||||||||
September 27, | December 31, | ||||||||
2013 | 2012 | ||||||||
Senior Credit Facilities – term loan | $ | 44,375 | $ | 50,000 | |||||
Senior Credit Facilities – revolving credit facility | 34,000 | — | |||||||
Total Senior Credit Facilities | $ | 78,375 | $ | 50,000 | |||||
Senior Credit Facilities | |||||||||
The Company’s amended and restated senior secured credit agreement (the “Amended and Restated Credit Agreement”) provides for a $50.0 million, 5-year, term loan facility due in quarterly installments of $1.9 million beginning in January 2013 and a $75.0 million, 5-year, revolving credit facility (collectively, the “Senior Credit Facilities”) that matures in December 2017. Quarterly installments due in the next twelve months amount to $7.5 million and are classified as a current liability in the consolidated balance sheet. On September 13, 2013, we entered into a third amendment to the Amended and Restated Credit Agreement (the “Third Amendment”). The Third Amendment increases the accordion feature provided in the Amended and Restated Credit Agreement from uncommitted $50.0 million to uncommitted $100.0 million in aggregate of our revolving credit facility and term loan. | |||||||||
The Company is required to satisfy certain financial and non-financial covenants under the Amended and Restated Credit Agreement. The Company is in compliance with these covenants as of September 27, 2013. | |||||||||
Fair Value of Debt | |||||||||
As of September 27, 2013 and December 31, 2012, the outstanding balance of the Company’s Senior Credit Facilities approximated their fair value based on current rates available to the Company for debt of the same maturity, and is classified as Level 2 within the fair value hierarchy. |
ShareBased_Compensation
Share-Based Compensation | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Share-Based Compensation | ' | ||||||||||||||||
10. Share-Based Compensation | |||||||||||||||||
The table below summarizes activities relating to restricted stock units issued and outstanding under the 2010 Incentive Award Plan during the nine months ended September 27, 2013: | |||||||||||||||||
Restricted | Weighted | ||||||||||||||||
Stock Units | Average Grant | ||||||||||||||||
(In thousands) | Date Fair Value | ||||||||||||||||
Unvested at December 31, 2012 | 804 | $ | 10.9 | ||||||||||||||
Granted | 424 | $ | 9.61 | ||||||||||||||
Vested | (250 | ) | $ | 11.54 | |||||||||||||
Forfeited | (23 | ) | $ | 10.92 | |||||||||||||
Unvested at September 27, 2013 | 955 | $ | 10.16 | ||||||||||||||
Expected to vest as of September 27, 2013 | 938 | ||||||||||||||||
The total fair value of restricted stock units that vested during the nine months ended September 27, 2013 was $2.4 million based on the market price of the underlying stock on the day of vesting. | |||||||||||||||||
Share-Based Compensation Expense | |||||||||||||||||
The table below summarizes share-based compensation expense recorded in the consolidated statements of operations under the 2010 Incentive Award Plan (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Selling, general and administrative | $ | 1,264 | $ | 1,102 | $ | 3,993 | $ | 3,342 | |||||||||
Research and development and engineering | 48 | 31 | 129 | 80 | |||||||||||||
Cost of sales | 32 | 23 | 90 | 57 | |||||||||||||
Restructuring and other | — | 51 | — | 51 | |||||||||||||
Total share-based compensation expense | $ | 1,344 | $ | 1,207 | $ | 4,212 | $ | 3,530 | |||||||||
The expense recorded during the nine months ended September 27, 2013 and September 28, 2012 includes $0.5 million and $0.6 million, respectively, related to deferred stock units granted to the members of the Company’s Board of Directors, pursuant to the Company’s 2010 Incentive Award Plan. The expense associated with the respective deferred stock units was recognized in full on the respective date of grant, as the deferred stock units were fully vested and nonforfeitable on the date of grant. |
Employee_Benefit_Plans
Employee Benefit Plans | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Employee Benefit Plans | ' | ||||||||||||||||
11. Employee Benefit Plans | |||||||||||||||||
The net periodic pension cost for the U.K. defined benefit pension plan includes the following components (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Components of the net periodic pension cost: | |||||||||||||||||
Interest cost | $ | 355 | $ | 343 | $ | 1,064 | $ | 1,028 | |||||||||
Expected return on plan assets | (346 | ) | (315 | ) | (1,037 | ) | (943 | ) | |||||||||
Amortization of actuarial loss | 167 | 98 | 501 | 293 | |||||||||||||
Net periodic pension cost | $ | 176 | $ | 126 | $ | 528 | $ | 378 | |||||||||
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 27, 2013 | |
Income Taxes | ' |
12. Income Taxes | |
The Company determines its estimated annual effective tax rate at the end of each successive interim period based on facts known at that time. The estimated annual effective tax rate is applied to the year-to-date pre-tax income at the end of each interim period. The tax effect of significant unusual items is reflected in the period in which they occur. Since the Company is incorporated in Canada, it is required to use Canada’s blended statutory tax rate of 26.0% in the determination of the estimated annual effective tax rate. | |
The Company’s reported effective tax rate on income from continuing operations of 42.6% for the three months ended September 27, 2013 differs from the expected Canadian blended statutory rate of 26.0% primarily due to income earned in jurisdictions with varying tax rates and losses in jurisdictions with a valuation allowance which are not benefitted in the income tax provision in the current period. The Company’s reported effective tax rate on income from continuing operations of 48.5% for the nine months ended September 27, 2013 differs from the expected Canadian blended statutory rate of 26.0% primarily due to income earned in jurisdictions with varying tax rates and losses in jurisdictions with a valuation allowance which are not benefitted in the income tax provision in the current period. The Company’s reported effective tax rate on income from continuing operations for the three and nine months ended September 28, 2012 of 21.5% and 15.7%, respectively, differs from the current period effect tax rates due to the utilization of valuation allowances in the prior year comparable periods. | |
The Company maintains a valuation allowance on some of its deferred tax assets in certain jurisdictions. A valuation allowance is required when, based upon an assessment of various factors, including recent operating loss history, anticipated future earnings, and prudent and reasonable tax planning strategies, it is more likely than not that some portion of the deferred tax assets will not be realized. | |
In conjunction with the Company’s ongoing review of its actual results and anticipated future earnings, the Company continuously reassesses the possibility of releasing the remaining valuation allowance currently in place on its deferred tax assets. A release would be reported as a reduction to income tax expense without any impact on cash flows in the quarter in which it is released. | |
During the fourth quarter of 2012, the Company reached a settlement agreement with the IRS and Department of Justice regarding the IRS audit for the 2000 through 2008 tax years. This settlement was accepted by the Congressional Joint Committee on Taxation during the second quarter of 2013. During the third quarter of 2013, the Company received cash refunds from the IRS of $12.5 million and continues to record an income tax receivable of $0.3 million as of September 27, 2013. In addition, the Company expects to realize the benefit relating to the carryback and carryforward of certain net operating losses in 2014, which will result in the refund of tax payments made in the carryback periods and lower income tax payments in the carryforward periods. | |
On September 13, 2013, the IRS released final tangible property regulations under Sections 162(a) and 263(a) of the Internal Revenue Code of 1986 (the “Code”), regarding the deduction and capitalization of expenditures related to tangible property. In addition, the IRS proposed regulations under Section 168 of the Code regarding dispositions of tangible property. These final and proposed regulations will be effective for the Company’s fiscal year ending December 31, 2014. Transition guidance providing the procedural rules to comply with such regulations is expected to be released in the near term. The Company is in the process of reviewing the regulations and the related impact on its consolidated financial statements. |
Restructuring_Costs_and_Other
Restructuring Costs and Other | 9 Months Ended | ||||||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||||||
Restructuring Costs and Other | ' | ||||||||||||||||||||
13. Restructuring Costs and Other | |||||||||||||||||||||
The following table summarizes restructuring costs and other expenses in the accompanying consolidated statements of operations (in thousands): | |||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||
2011 restructuring | $ | 85 | $ | 974 | $ | 2,316 | $ | 5,626 | |||||||||||||
2012 restructuring | — | 1,711 | — | 1,711 | |||||||||||||||||
2013 restructuring | 1,443 | — | 2,370 | — | |||||||||||||||||
Germany restructuring | — | 43 | 8 | 59 | |||||||||||||||||
Total restructuring charges | $ | 1,528 | $ | 2,728 | $ | 4,694 | $ | 7,396 | |||||||||||||
Total acquisition related charges | 113 | — | 1,199 | — | |||||||||||||||||
Total restructuring costs and other | $ | 1,641 | $ | 2,728 | $ | 5,893 | $ | 7,396 | |||||||||||||
2011 Restructuring | |||||||||||||||||||||
In November 2011, the Company announced a strategic initiative (“2011 restructuring”), which aimed to consolidate operations to reduce our cost structure and improve operational efficiency. As part of this initiative, the Company eliminated facilities through consolidation of certain manufacturing, sales and distribution facilities and exit of businesses. The Company completed the 2011 restructuring plan during the nine months ended September 27, 2013. The Company records restructuring charges (benefits), as necessary, related to this plan for changes in estimates for facilities that were exited as part of the 2011 restructuring plan. | |||||||||||||||||||||
Presented below are actual cash charges, including severance and relocation costs, facility closure costs and consulting costs and non-cash charges related to accelerated depreciation for changes in estimated useful lives of certain long-lived assets for which the Company exited with respect to the 2011 restructuring plan (in thousands): | |||||||||||||||||||||
Three Months Ended | Nine Months Ended | Cumulative | |||||||||||||||||||
Costs for Plan | |||||||||||||||||||||
September 27, | September 28, | September 27, | September 28, | September 27, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | 2013 | |||||||||||||||||
Cash charges (benefits) | $ | (40 | ) | $ | 974 | $ | 1,850 | $ | 3,735 | $ | 7,020 | ||||||||||
Non-cash charges | 125 | — | 466 | 1,891 | 3,320 | ||||||||||||||||
Total restructuring costs | $ | 85 | $ | 974 | $ | 2,316 | $ | 5,626 | $ | 10,340 | |||||||||||
The following table summarizes restructuring costs for each segment and unallocated corporate costs related to the 2011 restructuring plan (in thousands): | |||||||||||||||||||||
Three Months Ended | Nine Months Ended | Cumulative | |||||||||||||||||||
Costs for Plan | |||||||||||||||||||||
September 27, | September 28, | September 27, | September 28, | September 27, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | 2013 | |||||||||||||||||
Laser Products | $ | 75 | $ | 371 | $ | 2,044 | $ | 4,335 | $ | 8,119 | |||||||||||
Precision Technologies | — | 452 | 53 | 652 | 746 | ||||||||||||||||
Unallocated restructuring costs(1) | 10 | 151 | 219 | 639 | 1,475 | ||||||||||||||||
Total restructuring costs | $ | 85 | $ | 974 | $ | 2,316 | $ | 5,626 | $ | 10,340 | |||||||||||
(1) | Represents consulting and severance restructuring costs related to corporate and shared service functions. | ||||||||||||||||||||
2013 Restructuring | |||||||||||||||||||||
During the first half of 2013, the Company initiated a plan following our acquisition of NDS to integrate the NDS business into our operating structure and further reduce manufacturing and operating costs across businesses to leverage our infrastructure and further integrate our product lines. The Company incurred $1.3 million and $2.2 million of cash related charges during the three and nine months ended September 27, 2013, respectively, related to this plan primarily related to exit costs associated with a facility exited during the first quarter of 2013, employee severance and an officer severance. The Company expects to incur between $0.2 million and $0.5 million of remaining cash charges related to this plan for the remainder of 2013. | |||||||||||||||||||||
The following table summarizes restructuring costs for each segment and unallocated corporate costs related to the 2013 restructuring plan (in thousands): | |||||||||||||||||||||
Three Months | Nine Months | ||||||||||||||||||||
Ended | Ended | ||||||||||||||||||||
September 27, | September 27, | ||||||||||||||||||||
2013 | 2013 | ||||||||||||||||||||
Laser Products | $ | 767 | $ | 938 | |||||||||||||||||
Precision Technologies | 437 | 1,138 | |||||||||||||||||||
Unallocated restructuring costs(1) | 239 | 294 | |||||||||||||||||||
Total restructuring costs | $ | 1,443 | $ | 2,370 | |||||||||||||||||
(1) | Represents consulting and severance restructuring costs related to corporate and shared service functions. | ||||||||||||||||||||
Rollforward of Accrued Expenses Related to Restructuring | |||||||||||||||||||||
The following table summarizes the accrual activities, by component, related to the Company’s restructuring plans recorded in the accompanying consolidated balance sheets (in thousands): | |||||||||||||||||||||
Total | Severance | Facility | Accelerated | Other | |||||||||||||||||
Depreciation | |||||||||||||||||||||
Balance at December 31, 2012 | $ | 2,030 | $ | 1,304 | $ | 489 | $ | — | $ | 237 | |||||||||||
Restructuring charges | 4,694 | 2,374 | 1,349 | 66 | 905 | ||||||||||||||||
Cash payments | (4,361 | ) | (2,428 | ) | (996 | ) | — | (937 | ) | ||||||||||||
Acquired lease obligation | 128 | — | 128 | — | — | ||||||||||||||||
Non-cash write-offs and other adjustments | (147 | ) | 21 | 21 | (66 | ) | (123 | ) | |||||||||||||
Balance at September 27, 2013 | $ | 2,344 | $ | 1,271 | $ | 991 | $ | — | $ | 82 | |||||||||||
In accordance with the guidance in ASC 420, “Exit or Disposal Cost Obligations,” the Company records lease termination accruals based on market estimates, including the time period for which facilities will remain vacant, sublease terms, sublease rates and discount rates. The Company reviews prior estimates and current market data available to determine the appropriate value of these liabilities at period end. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | ||||
Sep. 27, 2013 | |||||
Commitments and Contingencies | ' | ||||
14. Commitments and Contingencies | |||||
Operating Leases | |||||
The Company leases certain equipment and facilities under operating lease agreements. Excluding leases acquired as a result of the NDS acquisition, there have been no material changes to the Company’s operating leases through September 27, 2013 from those discussed in Note 15 to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. Future minimum lease payments under the existing operating leases for NDS are as follows (in thousands): | |||||
Year Ending December 31, | Operating Leases | ||||
2013 (remainder of year) | $ | 327 | |||
2014 | 1,223 | ||||
2015 | 84 | ||||
Thereafter | — | ||||
Total | $ | 1,634 | |||
Purchase Commitments | |||||
There have been no material changes to the Company’s purchase commitments from those discussed in Note 15 to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012. | |||||
Legal Proceedings | |||||
During the third quarter of 2005, the Company’s French subsidiary, GSI Lumonics SARL (“GSI France”), filed for bankruptcy protection, which was granted on July 7, 2005. On April 18, 2006, the commercial court of Le Creusot (France) ordered GSI France to pay approximately 0.7 million Euros to SCGI in the context of a claim filed by SCGI that a Laserdyne 890 system delivered in 1999 had unresolved technical problems. No appeal was lodged. On May 6, 2011, GSI Group Ltd. was served with summons from the official receiver of GSI France demanding that GSI Group Ltd. and the Company’s German subsidiary, GSI Group GmbH, appear before the Paris commercial court. GSI Group GmbH was subsequently served with a separate summons from the official receiver. The cases against GSI Group Ltd. and GSI Group GmbH were subsequently combined into a single case (docket number 2011/088718). The receiver claimed (i) that the bankruptcy proceedings initiated against GSI France in 2005 should be extended to GSI Group Ltd. and GSI Group GmbH on the ground that GSI France’s decisions were actually made by GSI Group Ltd. and that GSI Group GmbH made financial advances for no consideration, which would reveal in both cases confusion of personhood, or (ii) alternatively, that GSI Group Ltd. be ordered to pay approximately 3.1 million Euros (i.e. the aggregate of GSI France’s liabilities, consisting primarily of approximately 0.7 million Euros to SCGI and approximately 2.4 million Euros to GSI Group GmbH) on the ground that GSI Group Ltd. is liable in tort for having disposed of GSI France’s assets freely and for having paid all of GSI France’s debts except for the liability to SCGI. On June 19, 2012, the receiver withdrew its claim with respect to extending the bankruptcy proceedings to GSI Group Ltd. and GSI Group GmbH. On September 4, 2013, the Paris commercial court dismissed the receiver’s tort claims in whole on the ground that the action was time-barred. On October 9, 2013, the receiver lodged an appeal before the court of appeals of Paris. The calendar of the proceedings before the court of appeals of Paris has not yet been determined. The Company currently does not believe a loss is probable. Accordingly, no accrual has been made in the Company’s accompanying consolidated financial statements with respect to this claim. | |||||
The Company is also subject to various legal proceedings and claims that arise in the ordinary course of business. The Company does not believe that the outcome of these claims will have a material adverse effect upon its financial condition or results of operations but there can be no assurance that any such claims, or any similar claims, would not have a material adverse effect upon its financial condition or results of operations. | |||||
IRS Claim | |||||
On April 5, 2010, the IRS filed amended proofs of claim aggregating approximately $7.7 million with the United States Bankruptcy Court for Delaware (the “Bankruptcy Court”) as part of the Company’s proceedings under Chapter 11 of the Bankruptcy Code. On July 13, 2010, the Company filed a complaint, GSI Group Corporation v. United States of America, in Bankruptcy Court in an attempt to recover refunds totaling approximately $18.8 million in federal income taxes the Company asserts it overpaid to the IRS relating to tax years 2000 through 2009, together with applicable interest. The complaint includes an objection to the IRS proofs of claim which the Company believes are not allowable claims and should be expunged in their entirety. | |||||
During the fourth quarter of 2012, the Company reached a settlement agreement with the IRS and Department of Justice regarding the IRS audit for the 2000 through 2008 tax years. This settlement was accepted by the Congressional Joint Committee on Taxation during the second quarter of 2013. During the third quarter of 2013, the Company received cash refunds from the IRS of $12.5 million. The Company continues to record an income tax receivable of $0.3 million as of September 27, 2013. In addition, the Company expects to realize the benefit relating to the carryback and carryforward of certain net operating losses in 2014, which will result in the refund of tax payments made in the carryback periods and lower income tax payments in the carryforward periods. | |||||
Guarantees and Indemnifications | |||||
In the normal course of its operations, the Company executes agreements that provide for indemnification and guarantees to counterparties in transactions such as business dispositions, sale of assets, sale of products and operating leases. Additionally, the by-laws of the Company require it to indemnify certain current or former directors, officers, and employees of the Company against expenses incurred by them in connection with each proceeding in which he or she is involved as a result of serving or having served in certain capacities. Indemnification is not available with respect to a proceeding as to which it has been adjudicated that the person did not act in good faith in the reasonable belief that the action was in the best interests of the Company. On June 5, 2009, the Board of Directors of the Company approved a form of indemnification agreement to be implemented by the Company with respect to its directors and officers. The form of indemnification agreement provides, among other things, that each director and officer of the Company who signs the indemnification agreement shall be indemnified to the fullest extent permitted by applicable law against all expenses, judgments, fines and amounts paid in settlement actually and reasonably incurred by such officer or director in connection with any proceeding by reason of his or her relationship with the Company. In addition, the form of indemnification agreement provides for the advancement of expenses incurred by such director or officer in connection with any proceeding covered by the indemnification agreement, subject to the conditions set forth therein and to the extent such advancement is not prohibited by law. The indemnification agreement also sets out the procedures for determining entitlement to indemnification, the requirements relating to notice and defense of claims for which indemnification is sought, the procedures for enforcement of indemnification rights, the limitations on and exclusions from indemnification, and the minimum levels of directors’ and officers’ liability insurance to be maintained by the Company. |
Segment_Information
Segment Information | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Segment Information | ' | ||||||||||||||||
15. Segment Information | |||||||||||||||||
Reportable Segments | |||||||||||||||||
The Company evaluates the performance of, and allocates resources to, its segments based on sales, gross profit and operating profit. The Company reports assets on a consolidated basis to the chief operating decision maker, which is the Chief Executive Officer. The Company’s reportable segments have been identified based on commonality of end markets, customers, applications and technologies amongst the Company’s individual product lines, which is consistent with the Company’s operating structure, associated management structure, and management compensation programs. | |||||||||||||||||
The Company previously operated in three reportable segments: Laser Products, Precision Motion and Technologies and Semiconductor Systems. The Company divested its Semiconductor Systems and Laser Systems businesses in May 2013 and October 2012, respectively. As a result, these businesses have been reported as discontinued operations in the consolidated financial statements. | |||||||||||||||||
As a result of the NDS acquisition and restructuring activities, the Company realigned its reportable segments during the first quarter of 2013 into two segments: Laser Products and Precision Technologies. The segment realignment resulted in the scanning solutions product line being moved to the Laser Products segment and added NDS to the Precision Technologies segment. The segment realignment was based on the following factors: (i) customers and sales channel overlap; (ii) commonality amongst customer applications; (iii) allocation of resources, as the Company has a Group President for each of its two reportable segments who is held accountable for the overall results of the respective segment; (iv) consistency with the structure of the Company’s senior management non-equity incentive program for each segment’s senior management; (v) grouping together those product lines whose organizational and operating cost structures we expect will be consolidated in the future; and (vi) meetings between the chief operating decision maker and the two segment Group Presidents to review the operating performance of each segment and to allocate resources. | |||||||||||||||||
Reportable segment financial information has been revised based on the circumstances outlined above. The remaining reportable segments and their principal activities consist of the following: | |||||||||||||||||
Laser Products | |||||||||||||||||
The Laser Products segment designs, manufactures and markets photonics-based solutions to customers worldwide. The segment serves highly demanding photonics-based applications such as cutting, welding, marking, medical diagnosis and treatment, and scientific research. The vast majority of the segment’s product offerings are sold to OEMs. The segment sells these products both directly utilizing a highly technical sales force and indirectly through resellers and distributors. | |||||||||||||||||
Precision Technologies | |||||||||||||||||
The Precision Technologies segment designs, manufactures and markets medical visualization solutions and imaging informatics products, medical printers, optical encoders, air bearing spindles, and light and color measurement instrumentation to customers worldwide. The vast majority of the segment’s product offerings are sold to OEMs. The segment sells these products both directly utilizing a highly technical sales force and indirectly through resellers and distributors. | |||||||||||||||||
Reportable Segment Financial Information | |||||||||||||||||
Sales, gross profit, gross profit margin and operating income by reportable segments are as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Sales | |||||||||||||||||
Laser Products | $ | 50,340 | $ | 48,369 | $ | 142,519 | $ | 138,828 | |||||||||
Precision Technologies | 35,144 | 21,151 | 111,386 | 66,257 | |||||||||||||
Total | $ | 85,484 | $ | 69,520 | $ | 253,905 | $ | 205,085 | |||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Gross Profit | |||||||||||||||||
Laser Products | $ | 20,882 | $ | 19,245 | $ | 56,857 | $ | 56,683 | |||||||||
Precision Technologies | 14,964 | 9,903 | 46,759 | 31,230 | |||||||||||||
Corporate (1) | (55 | ) | (295 | ) | (163 | ) | (712 | ) | |||||||||
Total | $ | 35,791 | $ | 28,853 | $ | 103,453 | $ | 87,201 | |||||||||
(1) | Corporate costs primarily represent unallocated overhead. | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Gross Profit Margin | |||||||||||||||||
Laser Products | 41.5 | % | 39.8 | % | 39.9 | % | 40.8 | % | |||||||||
Precision Technologies | 42.6 | % | 46.8 | % | 42 | % | 47.1 | % | |||||||||
Total | 41.9 | % | 41.5 | % | 40.7 | % | 42.5 | % | |||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Operating Income | |||||||||||||||||
Laser Products | $ | 7,653 | $ | 5,379 | $ | 16,258 | $ | 13,313 | |||||||||
Precision Technologies | 2,754 | 3,689 | 11,032 | 14,208 | |||||||||||||
Corporate, shared services and unallocated (2) | (4,689 | ) | (5,276 | ) | (16,276 | ) | (15,811 | ) | |||||||||
Total | $ | 5,718 | $ | 3,792 | $ | 11,014 | $ | 11,710 | |||||||||
(2) | Corporate and shared services costs primarily represent corporate and shared service function costs which are not allocated to the operating segments, including restructuring and all acquisition related costs. |
Nature_of_Operations_and_Summa1
Nature of Operations and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 27, 2013 | |
Use of Estimates | ' |
Use of Estimates | |
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of sales and expenses during the reporting periods. The Company evaluates its estimates based on historical experience, current conditions and various other assumptions that it believes are reasonable under the circumstances. Estimates and assumptions are reviewed on an on-going basis and the effects of revisions are reflected in the period in which they are deemed to be necessary. Actual results could differ significantly from those estimates. | |
Reclassifications and Adjustments | ' |
Reclassifications and Adjustments | |
As discussed in Note 15, the Company realigned its segment presentation during the first quarter of 2013 in light of the acquisition of NDS Surgical Imaging, LLC and NDS Surgical Imaging KK as well as restructuring activities. As a result, prior period segment information included in the consolidated statements has been reclassified to conform to the current period presentation. | |
Beginning in 2008, the Company did not properly recognize deferred tax liabilities associated with certain permanent intercompany loans and did not consider these deferred tax liability amounts when determining the realizability of its deferred tax assets and thereby recorded excess valuation allowances beginning in 2009. The Company identified and corrected this immaterial error of $0.7 million income tax benefit related to prior years during the three months ended March 29, 2013. During the three months ended June 28, 2013, the Company identified and corrected an immaterial error of $0.3 million income tax provision related to the deferred tax effect of a foreign statutory to U.S. GAAP difference in a prior year income tax provision calculation. These error corrections resulted in a net $0.4 million income tax benefit allocated to income from continuing operations for the nine months ended September 27, 2013. The net correction had no effect on income from continuing operations before income taxes or cash flows for any periods presented. The Company evaluated these errors considering both qualitative and quantitative factors pursuant to SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior year Misstatements When Quantifying Misstatements in Current Year Financial Statements,” and concluded that these adjustments were not material to the prior years’ consolidated financial statements. The Company also does not believe these adjustments will be material to the 2013 results. | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
In July 2012, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standard Update (“ASU”) 2012-02, “Testing Indefinite-Lived Intangible Assets for Impairment”. Similar to goodwill impairment testing guidance, the revised standard allows entities to use a qualitative approach to test indefinite-lived intangible assets for impairment. ASU 2012-02 permits entities to perform a qualitative assessment by considering events and circumstances which would impact the fair value of the entity’s indefinite-lived intangible assets to determine whether it is more likely than not that the fair value of the entity’s indefinite-lived intangible assets are impaired. An entity is not required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative impairment test unless the entity determines that it is more likely than not the asset is impaired. The revised standard is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. The Company adopted ASU 2012-02 in its annual impairment test performed as of the beginning of the second fiscal quarter. The adoption did not have any impact on the Company’s consolidated financial statements. | |
In January 2013, the FASB issued ASU 2013-02, “Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Comprehensive Income”. Under ASU 2013-02, an entity is required to provide information about the amounts reclassified out of accumulated other comprehensive income (loss) by component. In addition, an entity is required to present, either on the face of the financial statements or in the notes, significant amounts reclassified out of accumulated other comprehensive income (loss) by the respective line items of net income, but only if the amount reclassified is required to be reclassified in its entirety in the same reporting period. For amounts that are not required to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures that provide additional details about those amounts. ASU 2013-02 does not change the current requirements for reporting net income or other comprehensive income (loss) in the financial statements. The standard was effective for interim periods beginning after December 15, 2012. The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements. | |
In March 2013, the FASB issued ASU 2013-05, “Foreign Currency Matters (Topic 830): Parent’s Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity”. ASU 2013-05 provides clarification regarding whether ASC 810-10, “Consolidation – Overall” or ASC 830-30, “Foreign Currency Matters—Translation of Financial Statements,” applies to the release of cumulative translation adjustments into net income when a reporting entity either sells a part or all of its investment in a foreign entity or ceases to have a controlling financial interest in a subsidiary or group of assets that constitute a business within a foreign entity. The revised standard is effective for reporting periods beginning after December 15, 2013, with early adoption permitted. The adoption of this amendment is not expected to have a material impact on the Company’s consolidated financial statements. | |
In July 2013, the FASB issued ASU 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists”. ASU 2013-11 requires, unless certain conditions exists, an unrecognized tax benefit or a portion of an unrecognized tax benefit be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, similar to a tax loss or a tax credit carryforward. ASU 2013-11 is effective prospectively for reporting periods beginning after December 15, 2013. The adoption of this amendment is not expected to have a material impact on the Company’s consolidated financial statements. |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Components of Assets and Liabilities and Operating Results Historically Included Segment | ' | ||||||||||||||||
The major components of the assets and liabilities of discontinued operations as of September 27, 2013 and December 31, 2012 are as follows (in thousands): | |||||||||||||||||
September 27, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Accounts receivable, net | $ | — | $ | 2,981 | |||||||||||||
Inventories | — | 8,231 | |||||||||||||||
Other assets | — | 694 | |||||||||||||||
Property, plant and equipment | — | 5,712 | |||||||||||||||
Assets of discontinued operations | $ | — | $ | 17,618 | |||||||||||||
Accounts payable, accrued expenses and other current liabilities | $ | — | $ | 3,474 | |||||||||||||
Deferred revenue | — | 1,570 | |||||||||||||||
Other liabilities | 624 | 561 | |||||||||||||||
Liabilities of discontinued operations | $ | 624 | $ | 5,605 | |||||||||||||
The following table presents the operating results which are reported as discontinued operations in the Company’s consolidated statements of operations (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Sales from discontinued operations | $ | — | $ | 9,618 | $ | 9,090 | $ | 38,342 | |||||||||
Loss from discontinued operations before income taxes | $ | (152 | ) | $ | (4,825 | ) | $ | (1,294 | ) | $ | (3,973 | ) | |||||
Loss from discontinued operations, net of tax | $ | (113 | ) | $ | (4,570 | ) | $ | (848 | ) | $ | (3,834 | ) | |||||
Loss on disposal of discontinued operations, net of tax | $ | (281 | ) | $ | — | $ | (592 | ) | $ | — |
Business_Combinations_Tables
Business Combinations (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Acquisition Related Costs Recognized in Consolidated Statements of Operations | ' | ||||||||||||||||
The Company recognized acquisition-related costs which are included in restructuring costs and other in the consolidated statements of operations, as follows (in thousands): | |||||||||||||||||
Three Months | Nine Months | Cumulative | |||||||||||||||
Ended | Ended | Costs | |||||||||||||||
September 27, | September 27, | September 27, | |||||||||||||||
2013 | 2013 | 2013 | |||||||||||||||
Acquisition-related charges | $ | 45 | $ | 1,131 | $ | 1,816 | |||||||||||
Summary of Fair Values of Assets Acquired and Liabilities Assumed Purchase Price Allocation | ' | ||||||||||||||||
Based upon a preliminary valuation, the total purchase price was allocated as follows (in thousands): | |||||||||||||||||
Purchase Price | |||||||||||||||||
Allocation | |||||||||||||||||
Accounts receivable | $ | 10,327 | |||||||||||||||
Inventory | 14,144 | ||||||||||||||||
Property and equipment | 2,426 | ||||||||||||||||
Intangible assets | 37,817 | ||||||||||||||||
Other assets | 1,782 | ||||||||||||||||
Goodwill | 26,509 | ||||||||||||||||
Total assets acquired | 93,005 | ||||||||||||||||
Accounts payable | 4,768 | ||||||||||||||||
Accrued expenses | 6,217 | ||||||||||||||||
Deferred tax liabilities | 315 | ||||||||||||||||
Other liabilities assumed | 932 | ||||||||||||||||
Total liabilities assumed | 12,232 | ||||||||||||||||
Total net assets acquired | $ | 80,773 | |||||||||||||||
Fair Value of Intangible Assets | ' | ||||||||||||||||
The preliminary fair value of intangible assets is comprised of the following (in thousands): | |||||||||||||||||
Estimated Fair | Weighted Average | ||||||||||||||||
Value | Amortization | ||||||||||||||||
Period | |||||||||||||||||
Customer relationships | $ | 22,294 | 20 years | ||||||||||||||
Developed technology | 6,689 | 10 years | |||||||||||||||
Trademarks and tradenames | 7,565 | 20 years | |||||||||||||||
Backlog | 1,269 | 1 year | |||||||||||||||
Total | $ | 37,817 | |||||||||||||||
Unaudited Pro forma Information | ' | ||||||||||||||||
The following unaudited pro forma information presents the combined financial results for the Company and NDS as if the acquisition of NDS had been completed as of January 1, 2012 (in thousands, except per share information): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Sales | $ | 85,484 | $ | 88,838 | $ | 254,997 | $ | 267,373 | |||||||||
Income from continuing operations, net of tax | $ | 2,881 | $ | 2,194 | $ | 5,826 | $ | 8,513 | |||||||||
Earnings per share - Basic | $ | 0.08 | $ | 0.06 | $ | 0.17 | $ | 0.25 | |||||||||
Earnings per share - Diluted | $ | 0.08 | $ | 0.06 | $ | 0.17 | $ | 0.25 |
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended | ||||||||||||
Sep. 27, 2013 | |||||||||||||
Components of Accumulated Other Comprehensive Loss | ' | ||||||||||||
The components of accumulated other comprehensive loss is as follows (in thousands): | |||||||||||||
Total accumulated other | Foreign currency | Pension liability | |||||||||||
comprehensive loss | translation adjustments | adjustments | |||||||||||
Balance at December 31, 2012 | $ | (9,749 | ) | $ | 1,299 | $ | (11,048 | ) | |||||
Other comprehensive income (loss) before reclassifications | (1,796 | ) | (2,015 | ) | 219 | ||||||||
Amounts reclassified from other comprehensive loss | 582 | — | 582 | ||||||||||
Balance at September 27, 2013 | $ | (10,963 | ) | $ | (716 | ) | $ | (10,247 | ) | ||||
Earnings_per_Share_Tables
Earnings per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Computation of Basic and Diluted Earnings Per Share | ' | ||||||||||||||||
The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share amounts): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Numerators: | |||||||||||||||||
Consolidated net income | $ | 2,172 | $ | 2,055 | $ | 4,483 | $ | 7,599 | |||||||||
Less: (income) loss attributable to noncontrolling interest | 12 | (19 | ) | (42 | ) | (45 | ) | ||||||||||
Income from continuing operations | 2,184 | 2,036 | 4,441 | 7,554 | |||||||||||||
Loss from discontinued operations | (394 | ) | (4,570 | ) | (1,440 | ) | (3,834 | ) | |||||||||
Net income (loss) attributable to GSI Group Inc. | $ | 1,790 | $ | (2,534 | ) | $ | 3,001 | $ | 3,720 | ||||||||
Denominators: | |||||||||||||||||
Weighted average common shares outstanding—basic | 34,102 | 33,803 | 34,058 | 33,755 | |||||||||||||
Dilutive potential common shares (1) | 315 | 109 | 267 | 159 | |||||||||||||
Weighted average common shares outstanding—diluted | 34,417 | 33,912 | 34,325 | 33,914 | |||||||||||||
Antidilutive common shares excluded from above | 37 | 424 | 327 | 141 | |||||||||||||
Basic Earnings (Loss) per Common Share: | |||||||||||||||||
From continuing operations | $ | 0.06 | $ | 0.06 | $ | 0.13 | $ | 0.22 | |||||||||
From discontinued operations | $ | (0.01 | ) | $ | (0.13 | ) | $ | (0.04 | ) | $ | (0.11 | ) | |||||
Basic earnings (loss) per share attributable to GSI Group Inc. | $ | 0.05 | $ | (0.07 | ) | $ | 0.09 | $ | 0.11 | ||||||||
Diluted Earnings (Loss) per Common Share: | |||||||||||||||||
From continuing operations | $ | 0.06 | $ | 0.06 | $ | 0.13 | $ | 0.22 | |||||||||
From discontinued operations | $ | (0.01 | ) | $ | (0.13 | ) | $ | (0.04 | ) | $ | (0.11 | ) | |||||
Diluted earnings (loss) per share attributable to GSI Group Inc. | $ | 0.05 | $ | (0.07 | ) | $ | 0.09 | $ | 0.11 | ||||||||
(1) | Due to the Company’s net loss attributable to GSI Group Inc. for the three months ended September 28, 2012, all potentially dilutive shares were excluded as their effect would have been anti-dilutive. |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Fair Value of Asset Measured on Recurring and Nonrecurring Basis | ' | ||||||||||||||||
The following table summarizes the fair values of our financial assets as of September 27, 2013 (in thousands): | |||||||||||||||||
Fair Value | Quoted Prices in | Significant Other | Significant Other | ||||||||||||||
Active Markets for | Observable Inputs | Unobservable | |||||||||||||||
Identical Assets | (Level 2) | Inputs | |||||||||||||||
(Level 1) | (Level 3) | ||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | $ | 3,143 | $ | 3,143 | $ | — | $ | — | |||||||||
The following table summarizes the fair values of our financial assets as of December 31, 2012 (in thousands): | |||||||||||||||||
Fair Value | Quoted Prices in | Significant Other | Significant Other | ||||||||||||||
Active Markets for | Observable | Unobservable | |||||||||||||||
Identical Assets | Inputs | Inputs | |||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | $ | 2,511 | $ | 2,511 | $ | — | $ | — |
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||||||||||
Summary of Changes in Goodwill | ' | ||||||||||||||||||||||||
The following table summarizes changes in goodwill for the nine months ended September 27, 2013 (in thousands): | |||||||||||||||||||||||||
September 27, | |||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||
Balance at beginning of the period | $ | 44,578 | |||||||||||||||||||||||
Goodwill acquired from NDS acquisition | 26,509 | ||||||||||||||||||||||||
Balance at end of period | $ | 71,087 | |||||||||||||||||||||||
Goodwill by Reportable Segment | ' | ||||||||||||||||||||||||
Goodwill acquired from the NDS acquisition is reflected in the Precision Technologies segment. Goodwill by reportable segment as of September 27, 2013 is as follows (in thousands): | |||||||||||||||||||||||||
Reportable Segment | Total | ||||||||||||||||||||||||
Laser | Precision | ||||||||||||||||||||||||
Products | Technologies | ||||||||||||||||||||||||
Goodwill | $ | 84,592 | $ | 118,149 | $ | 202,741 | |||||||||||||||||||
Accumulated impairment of goodwill | (54,099 | ) | (77,555 | ) | (131,654 | ) | |||||||||||||||||||
Total | $ | 30,493 | $ | 40,594 | $ | 71,087 | |||||||||||||||||||
Goodwill by reportable segment as of December 31, 2012, as restated to conform to the current period segment presentation, is as follows (in thousands): | |||||||||||||||||||||||||
Reportable Segment | Total | ||||||||||||||||||||||||
Laser | Precision | ||||||||||||||||||||||||
Products | Technologies | ||||||||||||||||||||||||
Goodwill | $ | 84,592 | $ | 91,640 | $ | 176,232 | |||||||||||||||||||
Accumulated impairment of goodwill | (54,099 | ) | (77,555 | ) | (131,654 | ) | |||||||||||||||||||
Total | $ | 30,493 | $ | 14,085 | $ | 44,578 | |||||||||||||||||||
Intangible Assets | ' | ||||||||||||||||||||||||
Intangible assets as of September 27, 2013 and December 31, 2012, respectively, are summarized as follows (in thousands): | |||||||||||||||||||||||||
September 27, 2013 | December 31, 2012 | ||||||||||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Gross Carrying | Accumulated | Net Carrying | ||||||||||||||||||||
Amount | Amortization | Amount | Amount | Amortization | Amount | ||||||||||||||||||||
Amortizable intangible assets: | |||||||||||||||||||||||||
Patents and acquired technologies | $ | 68,294 | $ | (54,778 | ) | $ | 13,516 | $ | 61,667 | $ | (50,904 | ) | $ | 10,763 | |||||||||||
Customer relationships | 55,517 | (22,911 | ) | 32,606 | 33,245 | (18,981 | ) | 14,264 | |||||||||||||||||
Customer backlog | 3,623 | (3,516 | ) | 107 | 2,355 | (2,355 | ) | — | |||||||||||||||||
Trademarks, trade names and other | 13,331 | (4,322 | ) | 9,009 | 5,780 | (3,814 | ) | 1,966 | |||||||||||||||||
Amortizable intangible assets | 140,765 | (85,527 | ) | 55,238 | 103,047 | (76,054 | ) | 26,993 | |||||||||||||||||
Non-amortizable intangible assets: | |||||||||||||||||||||||||
Trade names | 13,027 | — | 13,027 | 13,027 | — | 13,027 | |||||||||||||||||||
Totals | $ | 153,792 | $ | (85,527 | ) | $ | 68,265 | $ | 116,074 | $ | (76,054 | ) | $ | 40,020 | |||||||||||
Amortization Expense of Intangible Assets | ' | ||||||||||||||||||||||||
Amortization expense, by classification, in the consolidated statements of operations is summarized as follows (in thousands): | |||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||
Amortization expense – cost of sales | $ | 1,343 | $ | 791 | $ | 3,937 | $ | 2,373 | |||||||||||||||||
Amortization expense – operating expenses | 1,772 | 663 | 5,625 | 1,988 | |||||||||||||||||||||
Total amortization expense | $ | 3,115 | $ | 1,454 | $ | 9,562 | $ | 4,361 | |||||||||||||||||
Estimated Amortization Expense | ' | ||||||||||||||||||||||||
Estimated amortization expense for each of the five succeeding years and thereafter as of September 27, 2013, is as follows (in thousands): | |||||||||||||||||||||||||
Year Ending December 31, | Cost of Sales | Operating | Total | ||||||||||||||||||||||
Expenses | |||||||||||||||||||||||||
2013 (remainder of year) | $ | 1,343 | $ | 1,645 | $ | 2,988 | |||||||||||||||||||
2014 | 4,953 | 6,041 | 10,994 | ||||||||||||||||||||||
2015 | 3,310 | 5,444 | 8,754 | ||||||||||||||||||||||
2016 | 1,965 | 5,050 | 7,015 | ||||||||||||||||||||||
2017 | 1,573 | 4,720 | 6,293 | ||||||||||||||||||||||
Thereafter | 372 | 18,822 | 19,194 | ||||||||||||||||||||||
Total | $ | 13,516 | $ | 41,722 | $ | 55,238 | |||||||||||||||||||
Supplementary_Balance_Sheet_In1
Supplementary Balance Sheet Information (Tables) | 9 Months Ended | ||||||||
Sep. 27, 2013 | |||||||||
Inventories | ' | ||||||||
Inventories | |||||||||
September 27, | December 31, | ||||||||
2013 | 2012 | ||||||||
Raw materials | $ | 38,328 | $ | 30,554 | |||||
Work-in-process | 12,419 | 11,959 | |||||||
Finished goods | 11,200 | 8,023 | |||||||
Demo and consigned inventory | 3,126 | 2,265 | |||||||
Total inventories | $ | 65,073 | $ | 52,801 | |||||
Accrued Expenses and Other Current Liabilities | ' | ||||||||
Accrued Expenses and Other Current Liabilities | |||||||||
September 27, | December 31, | ||||||||
2013 | 2012 | ||||||||
Accrued compensation and benefits | $ | 7,489 | $ | 6,655 | |||||
Accrued warranty | 3,658 | 2,777 | |||||||
Customer deposits | 1,573 | 3,033 | |||||||
Other | 9,614 | 6,497 | |||||||
Total | $ | 22,334 | $ | 18,962 | |||||
Accrued Warranty | ' | ||||||||
Accrued Warranty | |||||||||
Nine Months Ended | |||||||||
September 27, | September 28, | ||||||||
2013 | 2012 | ||||||||
Balance at beginning of the period | $ | 2,777 | $ | 3,035 | |||||
Provision charged to cost of sales | 1,399 | 1,958 | |||||||
Acquisition related warranty accrual | 998 | — | |||||||
Use of provision | (1,517 | ) | (2,191 | ) | |||||
Foreign currency exchange rate changes | 1 | 50 | |||||||
Balance at end of period | $ | 3,658 | $ | 2,852 | |||||
Debt_Tables
Debt (Tables) | 9 Months Ended | ||||||||
Sep. 27, 2013 | |||||||||
Debt | ' | ||||||||
Debt consisted of the following (in thousands): | |||||||||
September 27, | December 31, | ||||||||
2013 | 2012 | ||||||||
Senior Credit Facilities – term loan | $ | 44,375 | $ | 50,000 | |||||
Senior Credit Facilities – revolving credit facility | 34,000 | — | |||||||
Total Senior Credit Facilities | $ | 78,375 | $ | 50,000 | |||||
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Share Based Compensation Expense | ' | ||||||||||||||||
The table below summarizes share-based compensation expense recorded in the consolidated statements of operations under the 2010 Incentive Award Plan (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Selling, general and administrative | $ | 1,264 | $ | 1,102 | $ | 3,993 | $ | 3,342 | |||||||||
Research and development and engineering | 48 | 31 | 129 | 80 | |||||||||||||
Cost of sales | 32 | 23 | 90 | 57 | |||||||||||||
Restructuring and other | — | 51 | — | 51 | |||||||||||||
Total share-based compensation expense | $ | 1,344 | $ | 1,207 | $ | 4,212 | $ | 3,530 | |||||||||
2010 Incentive Award Plan | ' | ||||||||||||||||
Restricted Stock Units Issued and Outstanding | ' | ||||||||||||||||
The table below summarizes activities relating to restricted stock units issued and outstanding under the 2010 Incentive Award Plan during the nine months ended September 27, 2013: | |||||||||||||||||
Restricted | Weighted | ||||||||||||||||
Stock Units | Average Grant | ||||||||||||||||
(In thousands) | Date Fair Value | ||||||||||||||||
Unvested at December 31, 2012 | 804 | $ | 10.9 | ||||||||||||||
Granted | 424 | $ | 9.61 | ||||||||||||||
Vested | (250 | ) | $ | 11.54 | |||||||||||||
Forfeited | (23 | ) | $ | 10.92 | |||||||||||||
Unvested at September 27, 2013 | 955 | $ | 10.16 | ||||||||||||||
Expected to vest as of September 27, 2013 | 938 | ||||||||||||||||
Employee_Benefit_Plans_Tables
Employee Benefit Plans (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Net Periodic Cost for U.K Defined Benefit Pension Plan | ' | ||||||||||||||||
The net periodic pension cost for the U.K. defined benefit pension plan includes the following components (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Components of the net periodic pension cost: | |||||||||||||||||
Interest cost | $ | 355 | $ | 343 | $ | 1,064 | $ | 1,028 | |||||||||
Expected return on plan assets | (346 | ) | (315 | ) | (1,037 | ) | (943 | ) | |||||||||
Amortization of actuarial loss | 167 | 98 | 501 | 293 | |||||||||||||
Net periodic pension cost | $ | 176 | $ | 126 | $ | 528 | $ | 378 | |||||||||
Restructuring_Costs_and_Other_
Restructuring Costs and Other (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||||||
Summary of Restructuring Costs and Other Expense | ' | ||||||||||||||||||||
The following table summarizes restructuring costs and other expenses in the accompanying consolidated statements of operations (in thousands): | |||||||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||
2011 restructuring | $ | 85 | $ | 974 | $ | 2,316 | $ | 5,626 | |||||||||||||
2012 restructuring | — | 1,711 | — | 1,711 | |||||||||||||||||
2013 restructuring | 1,443 | — | 2,370 | — | |||||||||||||||||
Germany restructuring | — | 43 | 8 | 59 | |||||||||||||||||
Total restructuring charges | $ | 1,528 | $ | 2,728 | $ | 4,694 | $ | 7,396 | |||||||||||||
Total acquisition related charges | 113 | — | 1,199 | — | |||||||||||||||||
Total restructuring costs and other | $ | 1,641 | $ | 2,728 | $ | 5,893 | $ | 7,396 | |||||||||||||
Actual Cash and Non-Cash Charges of the Restructuring Plan | ' | ||||||||||||||||||||
Presented below are actual cash charges, including severance and relocation costs, facility closure costs and consulting costs and non-cash charges related to accelerated depreciation for changes in estimated useful lives of certain long-lived assets for which the Company exited with respect to the 2011 restructuring plan (in thousands): | |||||||||||||||||||||
Three Months Ended | Nine Months Ended | Cumulative | |||||||||||||||||||
Costs for Plan | |||||||||||||||||||||
September 27, | September 28, | September 27, | September 28, | September 27, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | 2013 | |||||||||||||||||
Cash charges (benefits) | $ | (40 | ) | $ | 974 | $ | 1,850 | $ | 3,735 | $ | 7,020 | ||||||||||
Non-cash charges | 125 | — | 466 | 1,891 | 3,320 | ||||||||||||||||
Total restructuring costs | $ | 85 | $ | 974 | $ | 2,316 | $ | 5,626 | $ | 10,340 | |||||||||||
Summary of Accrual Activities by Components Related to Company's Restructuring Plans | ' | ||||||||||||||||||||
The following table summarizes the accrual activities, by component, related to the Company’s restructuring plans recorded in the accompanying consolidated balance sheets (in thousands): | |||||||||||||||||||||
Total | Severance | Facility | Accelerated | Other | |||||||||||||||||
Depreciation | |||||||||||||||||||||
Balance at December 31, 2012 | $ | 2,030 | $ | 1,304 | $ | 489 | $ | — | $ | 237 | |||||||||||
Restructuring charges | 4,694 | 2,374 | 1,349 | 66 | 905 | ||||||||||||||||
Cash payments | (4,361 | ) | (2,428 | ) | (996 | ) | — | (937 | ) | ||||||||||||
Acquired lease obligation | 128 | — | 128 | — | — | ||||||||||||||||
Non-cash write-offs and other adjustments | (147 | ) | 21 | 21 | (66 | ) | (123 | ) | |||||||||||||
Balance at September 27, 2013 | $ | 2,344 | $ | 1,271 | $ | 991 | $ | — | $ | 82 | |||||||||||
2011 Restructuring | ' | ||||||||||||||||||||
Summary of Restructuring Costs for Each Segment and Unallocated Corporate Costs | ' | ||||||||||||||||||||
The following table summarizes restructuring costs for each segment and unallocated corporate costs related to the 2011 restructuring plan (in thousands): | |||||||||||||||||||||
Three Months Ended | Nine Months Ended | Cumulative | |||||||||||||||||||
Costs for Plan | |||||||||||||||||||||
September 27, | September 28, | September 27, | September 28, | September 27, | |||||||||||||||||
2013 | 2012 | 2013 | 2012 | 2013 | |||||||||||||||||
Laser Products | $ | 75 | $ | 371 | $ | 2,044 | $ | 4,335 | $ | 8,119 | |||||||||||
Precision Technologies | — | 452 | 53 | 652 | 746 | ||||||||||||||||
Unallocated restructuring costs(1) | 10 | 151 | 219 | 639 | 1,475 | ||||||||||||||||
Total restructuring costs | $ | 85 | $ | 974 | $ | 2,316 | $ | 5,626 | $ | 10,340 | |||||||||||
(1) | Represents consulting and severance restructuring costs related to corporate and shared service functions. | ||||||||||||||||||||
2013 Restructuring | ' | ||||||||||||||||||||
Summary of Restructuring Costs for Each Segment and Unallocated Corporate Costs | ' | ||||||||||||||||||||
The following table summarizes restructuring costs for each segment and unallocated corporate costs related to the 2013 restructuring plan (in thousands): | |||||||||||||||||||||
Three Months | Nine Months | ||||||||||||||||||||
Ended | Ended | ||||||||||||||||||||
September 27, | September 27, | ||||||||||||||||||||
2013 | 2013 | ||||||||||||||||||||
Laser Products | $ | 767 | $ | 938 | |||||||||||||||||
Precision Technologies | 437 | 1,138 | |||||||||||||||||||
Unallocated restructuring costs(1) | 239 | 294 | |||||||||||||||||||
Total restructuring costs | $ | 1,443 | $ | 2,370 | |||||||||||||||||
(1) | Represents consulting and severance restructuring costs related to corporate and shared service functions. |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||
Sep. 27, 2013 | |||||
Future Minimum Lease Payments Under Operating Leases | ' | ||||
Future minimum lease payments under the existing operating leases for NDS are as follows (in thousands): | |||||
Year Ending December 31, | Operating Leases | ||||
2013 (remainder of year) | $ | 327 | |||
2014 | 1,223 | ||||
2015 | 84 | ||||
Thereafter | — | ||||
Total | $ | 1,634 | |||
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 27, 2013 | |||||||||||||||||
Sales Gross Profit Gross Profit Margin and Operating Income by Reportable Segments | ' | ||||||||||||||||
Sales, gross profit, gross profit margin and operating income by reportable segments are as follows (in thousands): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Sales | |||||||||||||||||
Laser Products | $ | 50,340 | $ | 48,369 | $ | 142,519 | $ | 138,828 | |||||||||
Precision Technologies | 35,144 | 21,151 | 111,386 | 66,257 | |||||||||||||
Total | $ | 85,484 | $ | 69,520 | $ | 253,905 | $ | 205,085 | |||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Gross Profit | |||||||||||||||||
Laser Products | $ | 20,882 | $ | 19,245 | $ | 56,857 | $ | 56,683 | |||||||||
Precision Technologies | 14,964 | 9,903 | 46,759 | 31,230 | |||||||||||||
Corporate (1) | (55 | ) | (295 | ) | (163 | ) | (712 | ) | |||||||||
Total | $ | 35,791 | $ | 28,853 | $ | 103,453 | $ | 87,201 | |||||||||
(1) | Corporate costs primarily represent unallocated overhead. | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Gross Profit Margin | |||||||||||||||||
Laser Products | 41.5 | % | 39.8 | % | 39.9 | % | 40.8 | % | |||||||||
Precision Technologies | 42.6 | % | 46.8 | % | 42 | % | 47.1 | % | |||||||||
Total | 41.9 | % | 41.5 | % | 40.7 | % | 42.5 | % | |||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 27, | September 28, | September 27, | September 28, | ||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Operating Income | |||||||||||||||||
Laser Products | $ | 7,653 | $ | 5,379 | $ | 16,258 | $ | 13,313 | |||||||||
Precision Technologies | 2,754 | 3,689 | 11,032 | 14,208 | |||||||||||||
Corporate, shared services and unallocated (2) | (4,689 | ) | (5,276 | ) | (16,276 | ) | (15,811 | ) | |||||||||
Total | $ | 5,718 | $ | 3,792 | $ | 11,014 | $ | 11,710 | |||||||||
(2) | Corporate and shared services costs primarily represent corporate and shared service function costs which are not allocated to the operating segments, including restructuring and all acquisition related costs. |
Nature_of_Operations_and_Summa2
Nature of Operations and Summary of Significant Accounting Policies - Additional information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |
In Millions, unless otherwise specified | Jun. 28, 2013 | Mar. 29, 2013 | Sep. 27, 2013 |
Significant Accounting Policies [Line Items] | ' | ' | ' |
Minority interest ownership percentage | ' | ' | 50.00% |
Equity method investment previous ownership percentage on Laser Quantum | ' | 25.10% | ' |
Equity method investment ownership percentage on Laser Quantum | 41.20% | ' | ' |
Net income tax benefit from the error correction | $0.30 | $0.70 | $0.40 |
Discontinued_Operations_Additi
Discontinued Operations - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | 6 Months Ended | 3 Months Ended | ||
Sep. 27, 2013 | Sep. 27, 2013 | Oct. 31, 2012 | Sep. 27, 2013 | 30-May-13 | Jun. 28, 2013 | Sep. 27, 2013 | Sep. 27, 2013 | |
Laser Products | Laser Products | Semiconductor Systems | Semiconductor Systems | Semiconductor Systems | Semiconductor Systems | |||
Adjusted selling price | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (Loss) on sale of business | ($281,000) | ($592,000) | $2,300,000 | ' | ' | ($300,000) | ' | ' |
Sale of assets and liabilities | ' | 8,190,000 | 7,000,000 | ' | 8,000,000 | ' | ' | 9,700,000 |
Settlement of closing working capital adjustments | ' | ' | ' | $400,000 | ' | ' | $1,700,000 | ' |
Components_of_Assets_and_Liabi
Components of Assets and Liabilities (Detail) (USD $) | Sep. 27, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' |
Accounts receivable, net | ' | $2,981 |
Inventories | ' | 8,231 |
Other assets | ' | 694 |
Property, plant and equipment | ' | 5,712 |
Assets of discontinued operations | ' | 17,618 |
Accounts payable, accrued expenses and other current liabilities | ' | 3,474 |
Deferred revenue | ' | 1,570 |
Other liabilities | 624 | 561 |
Liabilities of discontinued operations | $624 | $5,605 |
Operating_Results_Historically
Operating Results Historically Included Segment (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' |
Sales from discontinued operations | ' | $9,618 | $9,090 | $38,342 |
Loss from discontinued operations before income taxes | -152 | -4,825 | -1,294 | -3,973 |
Loss from discontinued operations, net of tax | -113 | -4,570 | -848 | -3,834 |
Loss on disposal of discontinued operations, net of tax | ($281) | ' | ($592) | ' |
Business_Combinations_Addition
Business Combinations - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Jan. 15, 2013 | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 | Oct. 30, 2013 | Jan. 15, 2013 | Sep. 27, 2013 | Sep. 27, 2013 | Jan. 15, 2013 | Jan. 15, 2013 | |
Subsequent Event | Maximum | NDS | NDS | NDS Surgical Imaging, LLC | NDS Surgical Imaging KK | ||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | 100.00% |
Cash consideration | $82,653,000 | ' | ' | $82,653,000 | ' | ' | ' | ' | ' | ' | ' |
Closing working capital adjustments | ' | ' | ' | ' | ' | 1,900,000 | ' | ' | ' | ' | ' |
Adjusted purchase price | ' | ' | ' | ' | ' | 80,773,000 | ' | ' | ' | ' | ' |
Escrow after the payments of closing working capital adjustments | ' | ' | ' | ' | ' | 5,400,000 | ' | ' | ' | ' | ' |
Estimates and assumptions, measurement period | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' |
Preliminary purchase price allocation related to the finalization of closing working capital and adjustments to tangible and intangible assets | ' | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill | 26,509,000 | ' | ' | 26,509,000 | ' | ' | ' | ' | ' | ' | ' |
Intangible assets | 37,817,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred tax liabilities | 315,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales | ' | 85,484,000 | 69,520,000 | 253,905,000 | 205,085,000 | ' | ' | 14,600,000 | 49,700,000 | ' | ' |
Losses from continuing operations before income taxes | ' | $3,782,000 | $2,618,000 | $8,700,000 | $9,009,000 | ' | ' | ($1,500,000) | ($2,500,000) | ' | ' |
Acquisition_Related_Costs_Reco
Acquisition Related Costs Recognized in Consolidated Statements of Operations (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 27, 2013 | Sep. 27, 2013 | Sep. 27, 2013 | Sep. 27, 2013 |
NDS Acquisition | NDS Acquisition | Cumulative Costs | |||
NDS Acquisition | |||||
Redomestication [Line Items] | ' | ' | ' | ' | ' |
Acquisition-related charges | $113 | $1,199 | $45 | $1,131 | $1,816 |
Summary_of_Fair_Values_of_Asse
Summary of Fair Values of Assets Acquired and Liabilities Assumed Purchase Price Allocation (Detail) (USD $) | Sep. 27, 2013 | Jan. 15, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Schedule of Business Acquisitions, Purchase Price Allocation [Line Items] | ' | ' | ' |
Accounts receivable | ' | $10,327 | ' |
Inventory | ' | 14,144 | ' |
Property and equipment | ' | 2,426 | ' |
Intangible assets | ' | 37,817 | ' |
Other assets | ' | 1,782 | ' |
Goodwill | 71,087 | 26,509 | 44,578 |
Total assets acquired | ' | 93,005 | ' |
Accounts payable | ' | 4,768 | ' |
Accrued expenses | ' | 6,217 | ' |
Deferred tax liabilities | ' | 315 | ' |
Other liabilities assumed | ' | 932 | ' |
Total liabilities assumed | ' | 12,232 | ' |
Total net assets acquired | ' | $80,773 | ' |
Fair_Value_of_Intangible_Asset
Fair Value of Intangible Assets (Detail) (USD $) | 1 Months Ended |
In Thousands, unless otherwise specified | Jan. 15, 2013 |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Intangible assets | $37,817 |
Customer Relationships | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Intangible assets | 22,294 |
Amortization Period of intangible assets | '20 years |
Developed Technology | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Intangible assets | 6,689 |
Amortization Period of intangible assets | '10 years |
Trademarks and Trade Names | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Intangible assets | 7,565 |
Amortization Period of intangible assets | '20 years |
Backlog | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Intangible assets | $1,269 |
Amortization Period of intangible assets | '1 year |
Unaudited_Pro_forma_Informatio
Unaudited Pro forma Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 |
Business Combination, Pro Forma Information [Line Items] | ' | ' | ' | ' |
Sales | $85,484 | $88,838 | $254,997 | $267,373 |
Income from continuing operations, net of tax | $2,881 | $2,194 | $5,826 | $8,513 |
Earnings per share - Basic | $0.08 | $0.06 | $0.17 | $0.25 |
Earnings per share - Diluted | $0.08 | $0.06 | $0.17 | $0.25 |
Components_of_Accumulated_Othe
Components of Accumulated Other Comprehensive Loss (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 27, 2013 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning Balance | ($9,749) |
Other comprehensive income (loss) before reclassifications | -1,796 |
Amounts reclassified from other comprehensive loss | 582 |
Ending Balance | -10,963 |
Foreign currency translation adjustments | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning Balance | 1,299 |
Other comprehensive income (loss) before reclassifications | -2,015 |
Ending Balance | -716 |
Pension liability adjustments | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' |
Beginning Balance | -11,048 |
Other comprehensive income (loss) before reclassifications | 219 |
Amounts reclassified from other comprehensive loss | 582 |
Ending Balance | ($10,247) |
Computation_of_Basic_and_Dilut
Computation of Basic and Diluted Earnings Per Share (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, except Per Share data, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 | ||||
Numerators: | ' | ' | ' | ' | ||||
Consolidated net income | $2,172 | $2,055 | $4,483 | $7,599 | ||||
Less: (income) loss attributable to noncontrolling interest | 12 | -19 | -42 | -45 | ||||
Income from continuing operations | 2,184 | 2,036 | 4,441 | 7,554 | ||||
Loss from discontinued operations | -394 | -4,570 | -1,440 | -3,834 | ||||
Net income (loss) attributable to GSI Group Inc. | $1,790 | ($2,534) | $3,001 | $3,720 | ||||
Denominators: | ' | ' | ' | ' | ||||
Weighted average common shares outstanding-basic | 34,102 | 33,803 | 34,058 | 33,755 | ||||
Dilutive potential common shares | 315 | [1] | 109 | [1] | 267 | [1] | 159 | [1] |
Weighted average common shares outstanding-diluted | 34,417 | 33,912 | 34,325 | 33,914 | ||||
Antidilutive common shares excluded from above | 37 | 424 | 327 | 141 | ||||
Basic Earnings (Loss) per Common Share: | ' | ' | ' | ' | ||||
From continuing operations | $0.06 | $0.06 | $0.13 | $0.22 | ||||
From discontinued operations | ($0.01) | ($0.13) | ($0.04) | ($0.11) | ||||
Basic earnings (loss) per share attributable to GSI Group Inc. | $0.05 | ($0.07) | $0.09 | $0.11 | ||||
Diluted Earnings (Loss) per Common Share: | ' | ' | ' | ' | ||||
From continuing operations | $0.06 | $0.06 | $0.13 | $0.22 | ||||
From discontinued operations | ($0.01) | ($0.13) | ($0.04) | ($0.11) | ||||
Diluted earnings (loss) per share attributable to GSI Group Inc. | $0.05 | ($0.07) | $0.09 | $0.11 | ||||
[1] | Due to the Company's net loss attributable to GSI Group Inc. for the three months ended September 28, 2012, all potentially dilutive shares were excluded as their effect would have been anti-dilutive. |
Fair_Values_of_Financial_Asset
Fair Values of Financial Assets (Detail) (USD $) | Sep. 27, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Assets | ' | ' |
Cash equivalents | $3,143 | $2,511 |
Fair Value, Inputs, Level 1 | ' | ' |
Assets | ' | ' |
Cash equivalents | $3,143 | $2,511 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets - Additional Information (Detail) (USD $) | 9 Months Ended |
Sep. 27, 2013 | |
Goodwill And Intangible Assets [Line Items] | ' |
Goodwill impairment loss | $0 |
Medical Component | ' |
Goodwill And Intangible Assets [Line Items] | ' |
Reporting units in excess of carrying value | 10.00% |
Summary_of_Changes_in_Goodwill
Summary of Changes in Goodwill (Detail) (USD $) | 1 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Jan. 15, 2013 | Sep. 27, 2013 |
Goodwill [Line Items] | ' | ' |
Balance at beginning of the period | ' | $44,578 |
Goodwill acquired from NDS acquisition | 26,509 | 26,509 |
Balance at end of period | $26,509 | $71,087 |
Goodwill_By_Reportable_Segment
Goodwill By Reportable Segment (Detail) (USD $) | Sep. 27, 2013 | Jan. 15, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Goodwill [Line Items] | ' | ' | ' |
Goodwill | $202,741 | ' | $176,232 |
Accumulated impairment of goodwill | -131,654 | ' | -131,654 |
Total | 71,087 | 26,509 | 44,578 |
Laser Products | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' |
Goodwill | 84,592 | ' | 84,592 |
Accumulated impairment of goodwill | -54,099 | ' | -54,099 |
Total | 30,493 | ' | 30,493 |
Precision Technologies | ' | ' | ' |
Goodwill [Line Items] | ' | ' | ' |
Goodwill | 118,149 | ' | 91,640 |
Accumulated impairment of goodwill | -77,555 | ' | -77,555 |
Total | $40,594 | ' | $14,085 |
Intangible_Assets_Detail
Intangible Assets (Detail) (USD $) | Sep. 27, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of Intangible Assets Disclosure [Line Items] | ' | ' |
Amortizable intangible assets, gross carrying amount | $140,765 | $103,047 |
Amortizable intangible assets, accumulated amortization | -85,527 | -76,054 |
Amortizable intangible assets, net carrying amount | 55,238 | 26,993 |
Gross carrying amount | 153,792 | 116,074 |
Accumulated amortization | -85,527 | -76,054 |
Net carrying amount | 68,265 | 40,020 |
Patents and acquired technology | ' | ' |
Schedule of Intangible Assets Disclosure [Line Items] | ' | ' |
Amortizable intangible assets, gross carrying amount | 68,294 | 61,667 |
Amortizable intangible assets, accumulated amortization | -54,778 | -50,904 |
Amortizable intangible assets, net carrying amount | 13,516 | 10,763 |
Customer Relationships | ' | ' |
Schedule of Intangible Assets Disclosure [Line Items] | ' | ' |
Amortizable intangible assets, gross carrying amount | 55,517 | 33,245 |
Amortizable intangible assets, accumulated amortization | -22,911 | -18,981 |
Amortizable intangible assets, net carrying amount | 32,606 | 14,264 |
Customer Backlog | ' | ' |
Schedule of Intangible Assets Disclosure [Line Items] | ' | ' |
Amortizable intangible assets, gross carrying amount | 3,623 | 2,355 |
Amortizable intangible assets, accumulated amortization | -3,516 | -2,355 |
Amortizable intangible assets, net carrying amount | 107 | ' |
Trademarks, trade names and other | ' | ' |
Schedule of Intangible Assets Disclosure [Line Items] | ' | ' |
Amortizable intangible assets, gross carrying amount | 13,331 | 5,780 |
Amortizable intangible assets, accumulated amortization | -4,322 | -3,814 |
Amortizable intangible assets, net carrying amount | 9,009 | 1,966 |
Trade Names | ' | ' |
Schedule of Intangible Assets Disclosure [Line Items] | ' | ' |
Non-amortizable intangible assets, gross carrying amount | 13,027 | 13,027 |
Non-amortizable intangible assets, accumulated amortization | ' | ' |
Non-amortizable intangible assets, net carrying amount | $13,027 | $13,027 |
Amortization_Expense_of_Intang
Amortization Expense of Intangible Assets (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 |
Finite Lived Intangible Assets Amortization Expense [Line Items] | ' | ' | ' | ' |
Amortization | $3,115 | $1,454 | $9,562 | $4,361 |
Cost of Sales | ' | ' | ' | ' |
Finite Lived Intangible Assets Amortization Expense [Line Items] | ' | ' | ' | ' |
Amortization | 1,343 | 791 | 3,937 | 2,373 |
Operating Expense | ' | ' | ' | ' |
Finite Lived Intangible Assets Amortization Expense [Line Items] | ' | ' | ' | ' |
Amortization | $1,772 | $663 | $5,625 | $1,988 |
Estimated_Amortization_Expense
Estimated Amortization Expense (Detail) (USD $) | Sep. 27, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
2013 (remainder of year) | $2,988 | ' |
2014 | 10,994 | ' |
2015 | 8,754 | ' |
2016 | 7,015 | ' |
2017 | 6,293 | ' |
Thereafter | 19,194 | ' |
Amortizable intangible assets, net carrying amount | 55,238 | 26,993 |
Cost of Sales | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
2013 (remainder of year) | 1,343 | ' |
2014 | 4,953 | ' |
2015 | 3,310 | ' |
2016 | 1,965 | ' |
2017 | 1,573 | ' |
Thereafter | 372 | ' |
Amortizable intangible assets, net carrying amount | 13,516 | ' |
Operating Expense | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
2013 (remainder of year) | 1,645 | ' |
2014 | 6,041 | ' |
2015 | 5,444 | ' |
2016 | 5,050 | ' |
2017 | 4,720 | ' |
Thereafter | 18,822 | ' |
Amortizable intangible assets, net carrying amount | $41,722 | ' |
Inventories_Detail
Inventories (Detail) (USD $) | Sep. 27, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Inventory [Line Items] | ' | ' |
Raw materials | $38,328 | $30,554 |
Work-in-process | 12,419 | 11,959 |
Finished goods | 11,200 | 8,023 |
Demo and consigned inventory | 3,126 | 2,265 |
Total inventories | $65,073 | $52,801 |
Accrued_Expenses_and_Other_Cur
Accrued Expenses and Other Current Liabilities (Detail) (USD $) | Sep. 27, 2013 | Dec. 31, 2012 | Sep. 28, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Accrued Expenses and Other Current Liabilities [Line Items] | ' | ' | ' | ' |
Accrued compensation and benefits | $7,489 | $6,655 | ' | ' |
Accrued warranty | 3,658 | 2,777 | 2,852 | 3,035 |
Customer deposits | 1,573 | 3,033 | ' | ' |
Other | 9,614 | 6,497 | ' | ' |
Total | $22,334 | $18,962 | ' | ' |
Accrued_Warranty_Detail
Accrued Warranty (Detail) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 |
Accrued Warranty [Line Items] | ' | ' |
Balance at beginning of the period | $2,777 | $3,035 |
Provision charged to cost of sales | 1,399 | 1,958 |
Acquisition related warranty accrual | 998 | ' |
Use of provision | -1,517 | -2,191 |
Foreign currency exchange rate changes | 1 | 50 |
Balance at end of period | $3,658 | $2,852 |
Debt_Detail
Debt (Detail) (Senior Credit Facilities, USD $) | Sep. 27, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Debt long term and short term | $78,375 | $50,000 |
Term Loan | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt long term and short term | 44,375 | 50,000 |
Revolving Credit Facility | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt long term and short term | $34,000 | ' |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | Sep. 27, 2013 | Dec. 31, 2012 | Sep. 27, 2013 | Sep. 27, 2013 | Sep. 27, 2013 |
Term Loans | Revolving Credit Facilities | Revolving credit facility and term loan | |||
Third Amendment | |||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | $50,000,000 | $75,000,000 | $100,000,000 |
Debt instrument maturity period | ' | ' | '5 years | '5 years | ' |
Quarterly installments payable on term loan | ' | ' | 1,900,000 | ' | ' |
Revolving credit facility maturity year | ' | ' | ' | '2017-12 | ' |
Current portion of long-term debt | $7,500,000 | $7,500,000 | ' | ' | ' |
Restricted_Stock_Units_Issued_
Restricted Stock Units Issued and Outstanding (Detail) (2010 Incentive Award Plan, Restricted Stock Units, USD $) | 9 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Sep. 27, 2013 |
2010 Incentive Award Plan | Restricted Stock Units | ' |
Restricted Stock Units | ' |
Unvested Beginning Balance | 804 |
Granted | 424 |
Vested | -250 |
Forfeited | -23 |
Unvested Ending Balance | 955 |
Expected to vest | 938 |
Weighted Average Grant Date Fair Value | ' |
Unvested Beginning Balance | $10.90 |
Granted | $9.61 |
Vested | $11.54 |
Forfeited | $10.92 |
Unvested Ending Balance | $10.16 |
ShareBased_Compensation_Additi
Share-Based Compensation - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 | |
Deferred Stock Units | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | ' | ' | $500,000 | $600,000 |
2010 Incentive Award Plan | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Share-based compensation expense | 1,344,000 | 1,207,000 | 4,212,000 | 3,530,000 |
2010 Incentive Award Plan | Restricted Stock Units | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Total fair value of restricted stock vested | ' | ' | $2,400,000 | ' |
Share_Based_Compensation_Expen
Share Based Compensation Expense in Statements of Operations (Detail) (2010 Incentive Award Plan, USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 |
Share Based Compensation [Line Items] | ' | ' | ' | ' |
Share based compensation expense | $1,344 | $1,207 | $4,212 | $3,530 |
Selling, general and administrative | ' | ' | ' | ' |
Share Based Compensation [Line Items] | ' | ' | ' | ' |
Share based compensation expense | 1,264 | 1,102 | 3,993 | 3,342 |
Research and development and engineering | ' | ' | ' | ' |
Share Based Compensation [Line Items] | ' | ' | ' | ' |
Share based compensation expense | 48 | 31 | 129 | 80 |
Cost of Sales | ' | ' | ' | ' |
Share Based Compensation [Line Items] | ' | ' | ' | ' |
Share based compensation expense | 32 | 23 | 90 | 57 |
Restructuring and other | ' | ' | ' | ' |
Share Based Compensation [Line Items] | ' | ' | ' | ' |
Share based compensation expense | ' | $51 | ' | $51 |
Net_Periodic_Cost_for_UK_Defin
Net Periodic Cost for U.K Defined Benefit Pension Plan (Detail) (UNITED KINGDOM, USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 |
UNITED KINGDOM | ' | ' | ' | ' |
Components of the net periodic pension cost: | ' | ' | ' | ' |
Interest cost | $355 | $343 | $1,064 | $1,028 |
Expected return on plan assets | -346 | -315 | -1,037 | -943 |
Amortization of actuarial loss | 167 | 98 | 501 | 293 |
Net periodic pension cost | $176 | $126 | $528 | $378 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 | |
Income Taxes [Line Items] | ' | ' | ' | ' |
Effective tax rate on income from operations | 42.60% | 21.50% | 48.50% | 15.70% |
Income tax refund received | ' | ' | $12,607,000 | $222,000 |
CANADA | ' | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' | ' |
Statutory tax rate | 26.00% | ' | 26.00% | ' |
Internal Revenue Service (IRS) | ' | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' | ' |
Income tax refund received | 12,500,000 | ' | ' | ' |
Income tax receivable | 300,000 | ' | $300,000 | ' |
Summary_of_Restructuring_Costs
Summary of Restructuring Costs and Other Expense (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Restructuring charges | $1,528 | $2,728 | $4,694 | $7,396 |
Total acquisition related charges | 113 | ' | 1,199 | ' |
Total restructuring costs and other | 1,641 | 2,728 | 5,893 | 7,396 |
Germany Restructuring | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Restructuring charges | ' | 43 | 8 | 59 |
2011 Restructuring | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Restructuring charges | 85 | 974 | 2,316 | 5,626 |
2012 Restructuring | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Restructuring charges | ' | 1,711 | ' | 1,711 |
2013 Restructuring | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Restructuring charges | $1,443 | ' | $2,370 | ' |
Restructuring_Costs_and_Other_1
Restructuring Costs and Other - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 | |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Restructuring charges | $1,528,000 | $2,728,000 | $4,694,000 | $7,396,000 |
2011 Restructuring | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Restructuring plan | ' | ' | 'In November 2011, the Company announced a strategic initiative ("2011 restructuring"), which aimed to consolidate operations to reduce our cost structure and improve operational efficiency. As part of this initiative, the Company eliminated facilities through consolidation of certain manufacturing, sales and distribution facilities and exit of businesses. The Company completed the 2011 restructuring plan during the nine months ended September 27, 2013. | ' |
Restructuring charges | 85,000 | 974,000 | 2,316,000 | 5,626,000 |
2013 Restructuring | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Restructuring charges | 1,443,000 | ' | 2,370,000 | ' |
2013 Restructuring | Minimum | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Total cash cost expected under plan | ' | ' | 200,000 | ' |
2013 Restructuring | Maximum | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Total cash cost expected under plan | ' | ' | $500,000 | ' |
Actual_Cash_and_NonCash_Charge
Actual Cash and Non-Cash Charges of the Restructuring Plan (Detail) (2011 Restructuring Plan, USD $) | 3 Months Ended | 9 Months Ended | 23 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' |
Total restructuring costs | $85 | $974 | $2,316 | $5,626 | ' |
Cumulative Costs for Plan | ' | ' | ' | ' | 10,340 |
Cash Charges (Benefits) | ' | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' |
Total restructuring costs | -40 | 974 | 1,850 | 3,735 | ' |
Cumulative Costs for Plan | ' | ' | ' | ' | 7,020 |
Non-Cash Charges | ' | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' |
Total restructuring costs | 125 | ' | 466 | 1,891 | ' |
Cumulative Costs for Plan | ' | ' | ' | ' | $3,320 |
Summary_of_Restructuring_Costs1
Summary of Restructuring Costs for Each Segment and Unallocated Corporate Costs (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 23 Months Ended | |||||||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | |||||
Restructuring Costs | $1,528 | $2,728 | $4,694 | $7,396 | ' | |||||
2013 Restructuring | ' | ' | ' | ' | ' | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | |||||
Restructuring Costs | 1,443 | ' | 2,370 | ' | ' | |||||
2013 Restructuring | Laser Products | ' | ' | ' | ' | ' | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | |||||
Restructuring Costs | 767 | ' | 938 | ' | ' | |||||
2013 Restructuring | Precision Technologies | ' | ' | ' | ' | ' | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | |||||
Restructuring Costs | 437 | ' | 1,138 | ' | ' | |||||
2013 Restructuring | Unallocated Restructuring Costs | ' | ' | ' | ' | ' | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | |||||
Restructuring Costs | 239 | [1] | ' | 294 | [1] | ' | ' | |||
2011 Restructuring | ' | ' | ' | ' | ' | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | |||||
Restructuring Costs | 85 | 974 | 2,316 | 5,626 | ' | |||||
Cumulative Costs for Plan | ' | ' | ' | ' | 10,340 | |||||
2011 Restructuring | Laser Products | ' | ' | ' | ' | ' | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | |||||
Restructuring Costs | 75 | 371 | 2,044 | 4,335 | ' | |||||
Cumulative Costs for Plan | ' | ' | ' | ' | 8,119 | |||||
2011 Restructuring | Precision Technologies | ' | ' | ' | ' | ' | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | |||||
Restructuring Costs | ' | 452 | 53 | 652 | ' | |||||
Cumulative Costs for Plan | ' | ' | ' | ' | 746 | |||||
2011 Restructuring | Unallocated Restructuring Costs | ' | ' | ' | ' | ' | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | |||||
Restructuring Costs | 10 | [1] | 151 | [1] | 219 | [1] | 639 | [1] | ' | |
Cumulative Costs for Plan | ' | ' | ' | ' | $1,475 | [1] | ||||
[1] | Represents consulting and severance restructuring costs related to corporate and shared service functions. |
Summary_of_Accrual_Activities_
Summary of Accrual Activities by Components Related to Company's Restructuring Plans (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Accrued expense beginning balance | ' | ' | $2,030 | ' |
Restructuring charges | 1,528 | 2,728 | 4,694 | 7,396 |
Cash payments | ' | ' | -4,361 | ' |
Non-cash write-offs and other adjustments | ' | ' | -147 | ' |
Accrued expense ending balance | 2,344 | ' | 2,344 | ' |
Restructuring Related Lease | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Acquired lease obligation | ' | ' | 128 | ' |
Employee Severance | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Accrued expense beginning balance | ' | ' | 1,304 | ' |
Restructuring charges | ' | ' | 2,374 | ' |
Cash payments | ' | ' | -2,428 | ' |
Non-cash write-offs and other adjustments | ' | ' | 21 | ' |
Accrued expense ending balance | 1,271 | ' | 1,271 | ' |
Facility | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Accrued expense beginning balance | ' | ' | 489 | ' |
Restructuring charges | ' | ' | 1,349 | ' |
Cash payments | ' | ' | -996 | ' |
Non-cash write-offs and other adjustments | ' | ' | 21 | ' |
Accrued expense ending balance | 991 | ' | 991 | ' |
Facility | Restructuring Related Lease | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Acquired lease obligation | ' | ' | 128 | ' |
Accelerated Depreciation and Impairment | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Restructuring charges | ' | ' | 66 | ' |
Non-cash write-offs and other adjustments | ' | ' | -66 | ' |
Other Restructuring Charges | ' | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Accrued expense beginning balance | ' | ' | 237 | ' |
Restructuring charges | ' | ' | 905 | ' |
Cash payments | ' | ' | -937 | ' |
Non-cash write-offs and other adjustments | ' | ' | -123 | ' |
Accrued expense ending balance | $82 | ' | $82 | ' |
Future_Minimum_Lease_Payments_
Future Minimum Lease Payments Under Operating Leases (Detail) (USD $) | Sep. 27, 2013 |
In Thousands, unless otherwise specified | |
Operating Leases | ' |
2013 (remainder of year) | $327 |
2014 | 1,223 |
2015 | 84 |
Thereafter | ' |
Total minimum lease payments | $1,634 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) | 1 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | |||||
Jul. 13, 2010 | Sep. 27, 2013 | Sep. 28, 2012 | 6-May-11 | Apr. 18, 2006 | Sep. 27, 2013 | Sep. 27, 2013 | Apr. 05, 2010 | 6-May-11 | Apr. 18, 2006 | Sep. 30, 2005 | |
USD ($) | USD ($) | USD ($) | EUR (€) | EUR (€) | Internal Revenue Service (IRS) | Internal Revenue Service (IRS) | Internal Revenue Service (IRS) | GSI Group GmbH | GSI's French Subsidiary | GSI's French Subsidiary | |
USD ($) | USD ($) | USD ($) | EUR (€) | ||||||||
Commitments and Contingencies Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Filed for bankruptcy protection date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7-Jul-05 |
Actions taken | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'On April 18, 2006, the commercial court of Le Creusot (France) ordered GSI France to pay approximately 0.7 million Euros to SCGI in the context of a claim filed by SCGI that a Laserdyne 890 system delivered in 1999 had unresolved technical problems. | ' |
Payment to settle claim filed, minimum | ' | ' | ' | ' | € 700,000 | ' | ' | ' | ' | ' | ' |
Payment to settle claim filed, maximum | ' | ' | ' | 3,100,000 | ' | ' | ' | ' | ' | ' | ' |
Payment in the respect of a claim filed | ' | ' | ' | ' | ' | ' | ' | ' | 2,400,000 | ' | ' |
IRS filed amended proofs of claim date | ' | ' | ' | ' | ' | ' | 'April 5, 2010 | ' | ' | ' | ' |
IRS filed aggregate claims | ' | ' | ' | ' | ' | ' | ' | 7,700,000 | ' | ' | ' |
IRS Claims | 'On July 13, 2010, the Company filed a complaint, GSI Group Corporation v. United States of America, in Bankruptcy Court in an attempt to recover refunds totaling approximately $18.8 million in federal income taxes the Company asserts it overpaid to the IRS relating to tax years 2000 through 2009, together with applicable interest. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of claim we filed with the IRS for federal income taxes overpaid | 18,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income tax refund received | ' | 12,607,000 | 222,000 | ' | ' | 12,500,000 | ' | ' | ' | ' | ' |
Income tax receivable | ' | ' | ' | ' | ' | $300,000 | $300,000 | ' | ' | ' | ' |
Segment_Information_Additional
Segment Information - Additional Information (Detail) | 3 Months Ended | |
Mar. 29, 2013 | Jun. 29, 2012 | |
Segment | Segment | |
Segment Reporting Information [Line Items] | ' | ' |
Number of operating segments | 2 | 3 |
Sales_Gross_Profit_and_Gross_P
Sales, Gross Profit and Gross Profit Margin by Reportable Segments (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Sales | $85,484 | $69,520 | $253,905 | $205,085 | ||||
Gross profit | 35,791 | 28,853 | 103,453 | 87,201 | ||||
Gross profit margin percentage | 41.90% | 41.50% | 40.70% | 42.50% | ||||
Laser Products | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Sales | 50,340 | 48,369 | 142,519 | 138,828 | ||||
Gross profit | 20,882 | 19,245 | 56,857 | 56,683 | ||||
Gross profit margin percentage | 41.50% | 39.80% | 39.90% | 40.80% | ||||
Precision Technologies | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Sales | 35,144 | 21,151 | 111,386 | 66,257 | ||||
Gross profit | 14,964 | 9,903 | 46,759 | 31,230 | ||||
Gross profit margin percentage | 42.60% | 46.80% | 42.00% | 47.10% | ||||
Corporate | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ||||
Gross profit | ($55) | [1] | ($295) | [1] | ($163) | [1] | ($712) | [1] |
[1] | Corporate costs primarily represent unallocated overhead. |
Operating_Income_by_Reportable
Operating Income by Reportable Segments (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, unless otherwise specified | Sep. 27, 2013 | Sep. 28, 2012 | Sep. 27, 2013 | Sep. 28, 2012 | ||||
Operating Income | ' | ' | ' | ' | ||||
Operating Income | $5,718 | $3,792 | $11,014 | $11,710 | ||||
Laser Products | ' | ' | ' | ' | ||||
Operating Income | ' | ' | ' | ' | ||||
Operating Income | 7,653 | 5,379 | 16,258 | 13,313 | ||||
Precision Technologies | ' | ' | ' | ' | ||||
Operating Income | ' | ' | ' | ' | ||||
Operating Income | 2,754 | 3,689 | 11,032 | 14,208 | ||||
Corporate, shared services and unallocated | ' | ' | ' | ' | ||||
Operating Income | ' | ' | ' | ' | ||||
Operating Income | ($4,689) | [1] | ($5,276) | [1] | ($16,276) | [1] | ($15,811) | [1] |
[1] | Corporate and shared services costs primarily represent corporate and shared service function costs which are not allocated to the operating segments, including restructuring and all acquisition related costs. |