Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 20, 2015 | Jun. 27, 2014 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | GSIG | ||
Entity Registrant Name | GSI GROUP INC | ||
Entity Central Index Key | 1076930 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 34,239,720 | ||
Entity Public Float | $367,951,219 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current Assets | ||
Cash and cash equivalents | $51,146 | $60,980 |
Accounts receivable, net of allowance of $282 and $575, respectively | 51,494 | 48,552 |
Inventories | 62,943 | 58,290 |
Income taxes receivable | 5,906 | 5,715 |
Deferred tax assets | 5,971 | 5,122 |
Prepaid expenses and other current assets | 5,236 | 5,134 |
Assets of discontinued operations | 631 | 17,836 |
Total current assets | 183,327 | 201,629 |
Property, plant and equipment, net | 40,088 | 31,303 |
Deferred tax assets | 2,912 | |
Other assets | 14,604 | 9,426 |
Intangible assets, net | 67,242 | 65,293 |
Goodwill | 90,746 | 71,156 |
Total assets | 398,919 | 378,807 |
Current Liabilities | ||
Current portion of long-term debt | 7,500 | 7,500 |
Accounts payable | 25,592 | 24,361 |
Income taxes payable | 1,189 | 1,018 |
Deferred tax liabilities | 208 | 177 |
Accrued expenses and other current liabilities | 19,401 | 22,288 |
Liabilities of discontinued operations | 324 | 6,143 |
Total current liabilities | 54,214 | 61,487 |
Long-term debt | 107,500 | 64,000 |
Deferred tax liabilities | 35 | 293 |
Income taxes payable | 7,097 | 5,596 |
Other liabilities | 18,819 | 5,028 |
Total liabilities | 187,665 | 136,404 |
Commitments and Contingencies (Note 15) | ||
Stockholders’ Equity: | ||
Common shares, no par value; Authorized shares: unlimited; Issued and outstanding: 34,219 and 33,991, respectively | 423,856 | 423,856 |
Additional paid-in capital | 28,590 | 25,383 |
Accumulated deficit | -225,165 | -200,913 |
Accumulated other comprehensive loss | -16,456 | -6,342 |
Total GSI Group Inc. stockholders’ equity | 210,825 | 241,984 |
Noncontrolling interest | 429 | 419 |
Total stockholders’ equity | 211,254 | 242,403 |
Total liabilities and stockholders’ equity | $398,919 | $378,807 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance | $282 | $575 |
Common shares, no par value | $0 | $0 |
Common shares, Issued | 34,219 | 33,991 |
Common shares, outstanding | 34,219 | 33,991 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Statement [Abstract] | |||
Sales | $364,706 | $316,910 | $243,796 |
Cost of sales | 214,539 | 184,683 | 138,278 |
Gross profit | 150,167 | 132,227 | 105,518 |
Operating expenses: | |||
Research and development and engineering | 28,954 | 23,787 | 18,530 |
Selling, general and administrative | 84,380 | 76,337 | 59,707 |
Amortization of purchased intangible assets | 10,262 | 7,270 | 2,650 |
Restructuring and acquisition related costs | 1,935 | 5,387 | 4,369 |
Impairment of goodwill and intangible assets | 41,442 | 0 | 0 |
Total operating expenses | 166,973 | 112,781 | 85,256 |
Operating income (loss) from continuing operations | -16,806 | 19,446 | 20,262 |
Interest income (expense), net | -5,096 | -3,468 | -2,792 |
Foreign exchange transaction gains (losses), net | 1,281 | -1,301 | -1,347 |
Other income (expense), net | 2,706 | 1,500 | 579 |
Income (loss) from continuing operations before income taxes | -17,915 | 16,177 | 16,702 |
Income tax provision (benefit) | -1,006 | 6,200 | -11,595 |
Income (loss) from continuing operations | -16,909 | 9,977 | 28,297 |
Loss from discontinued operations, net of tax | -5,607 | -2,054 | -10,974 |
Gain (loss) on disposal of discontinued operations, net of tax | -1,726 | -592 | 2,255 |
Consolidated net income (loss) | -24,242 | 7,331 | 19,578 |
Less: Net income attributable to noncontrolling interest | -10 | -22 | -40 |
Net income (loss) attributable to GSI Group Inc. | -24,252 | 7,309 | 19,538 |
Earnings (loss) per common share from continuing operations: | |||
Basic | ($0.49) | $0.29 | $0.84 |
Diluted | ($0.49) | $0.29 | $0.84 |
Loss per common share from discontinued operations: | |||
Basic | ($0.21) | ($0.08) | ($0.26) |
Diluted | ($0.21) | ($0.08) | ($0.26) |
Earnings (loss) per common share attributable to GSI Group Inc.: | |||
Basic | ($0.70) | $0.21 | $0.58 |
Diluted | ($0.70) | $0.21 | $0.58 |
Weighted average common shares outstanding—basic | 34,352 | 34,073 | 33,775 |
Weighted average common shares outstanding—diluted | 34,352 | 34,396 | 33,936 |
Amounts attributable to GSI Group Inc.: | |||
Income (loss) from continuing operations | -16,909 | 9,977 | 28,297 |
Loss from discontinued operations | -7,343 | -2,668 | -8,759 |
Net income (loss) attributable to GSI Group Inc. | ($24,252) | $7,309 | $19,538 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Statement Of Income And Comprehensive Income [Abstract] | ||||||
Consolidated net income (loss) | ($24,242) | $7,331 | $19,578 | |||
Other comprehensive income (loss): | ||||||
Foreign currency translation adjustments, net of tax | -6,968 | [1] | 54 | [1] | -1,510 | [1] |
Pension liability adjustments, net of tax | -3,146 | [2] | 3,353 | [2] | -3,215 | [2] |
Total other comprehensive income (loss) | -10,114 | 3,407 | -4,725 | |||
Total consolidated comprehensive income (loss) | -34,356 | 10,738 | 14,853 | |||
Less: Comprehensive income attributable to noncontrolling interest | -10 | -22 | -40 | |||
Comprehensive income (loss) attributable to GSI Group Inc. | ($34,366) | $10,716 | $14,813 | |||
[1] | The tax effect on this component of comprehensive income was $622, $477 and $1,942 in 2014, 2013 and 2012, respectively. | |||||
[2] | The tax effect on this component of comprehensive income was ($906), $900 and ($829) in 2014, 2013 and 2012, respectively. |
CONSOLIDATED_STATEMENTS_OF_COM1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement Of Income And Comprehensive Income [Abstract] | |||
Foreign currency translation adjustments - Tax effect on component of comprehensive income | $622 | $477 | $1,942 |
Pension liability adjustments, tax effect on the component of comprehensive income | ($906) | $900 | ($829) |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Total | Capital Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings (Accumulated Deficit) | Noncontrolling Interest |
In Thousands | ||||||
Balance at Dec. 31, 2011 | $209,360 | $423,856 | $17,931 | ($5,024) | ($227,760) | $357 |
Balance (in shares) at Dec. 31, 2011 | 33,478 | |||||
Net income | 19,578 | 19,538 | 40 | |||
Issuance of common stock upon vesting of non-vested stock awards (in shares) | 383 | |||||
Share-based compensation | 4,631 | 4,631 | ||||
Net settlement of vested stock awards (in shares) | -65 | |||||
Net settlement of vested stock awards | -543 | -543 | ||||
Tax benefit (shortfalls) of vested stock awards | -95 | -95 | ||||
Other comprehensive loss, net of tax | -4,725 | -4,725 | ||||
Balance at Dec. 31, 2012 | 228,206 | 423,856 | 21,924 | -9,749 | -208,222 | 397 |
Balance (in shares) at Dec. 31, 2012 | 33,796 | |||||
Net income | 7,331 | 7,309 | 22 | |||
Issuance of common stock upon vesting of non-vested stock awards (in shares) | 395 | |||||
Repurchase of common stock (in shares) | -50 | |||||
Repurchase of common stock | -526 | -526 | ||||
Share-based compensation | 5,624 | 5,624 | ||||
Net settlement of vested stock awards (in shares) | -150 | |||||
Net settlement of vested stock awards | -1,495 | -1,495 | ||||
Tax benefit (shortfalls) of vested stock awards | -144 | -144 | ||||
Other comprehensive loss, net of tax | 3,407 | 3,407 | ||||
Balance at Dec. 31, 2013 | 242,403 | 423,856 | 25,383 | -6,342 | -200,913 | 419 |
Balance (in shares) at Dec. 31, 2013 | 33,991 | |||||
Net income | -24,242 | -24,252 | 10 | |||
Issuance of common stock upon vesting of non-vested stock awards (in shares) | 362 | |||||
Repurchase of common stock (in shares) | 0 | |||||
Share-based compensation | 4,659 | 4,659 | ||||
Net settlement of vested stock awards (in shares) | -134 | |||||
Net settlement of vested stock awards | -1,666 | -1,666 | ||||
Tax benefit (shortfalls) of vested stock awards | 214 | 214 | ||||
Other comprehensive loss, net of tax | -10,114 | -10,114 | ||||
Balance at Dec. 31, 2014 | $211,254 | $423,856 | $28,590 | ($16,456) | ($225,165) | $429 |
Balance (in shares) at Dec. 31, 2014 | 34,219 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Consolidated net income (loss) | ($24,242) | $7,331 | $19,578 |
Less: Loss from discontinued operations, net of tax | 7,333 | 2,646 | 8,719 |
Income (loss) from continuing operations | -16,909 | 9,977 | 28,297 |
Adjustments to reconcile income (loss) from continuing operations to net cash provided by operating activities of continuing operations: | |||
Depreciation and amortization | 23,797 | 19,570 | 12,458 |
Provision for inventory excess and obsolescence | 832 | 1,582 | 1,853 |
Impairment of goodwill and intangible assets | 41,442 | 0 | 0 |
Share-based compensation | 4,329 | 5,442 | 4,534 |
Deferred income taxes | -6,736 | 3,886 | -17,430 |
Earnings from equity investment | -2,700 | -1,469 | -556 |
Non-cash interest expense | 1,379 | 965 | 1,049 |
Other non-cash items | 1,586 | 1,230 | 422 |
Changes in assets and liabilities which provided (used) cash, excluding effects from businesses purchased or classified as held for sale: | |||
Accounts receivable | 3,526 | -1,826 | -2,330 |
Inventories | -991 | -1,688 | -1,889 |
Prepaid expenses and other current assets | -527 | 854 | 282 |
Income taxes receivable | -206 | 10,848 | 6,161 |
Accounts payable, accrued expenses, deferred revenue and other current liabilities | -4,698 | 5,958 | 7,155 |
Long-term income taxes payable | -158 | 532 | -6,291 |
Other non-current assets and liabilities | 24 | 317 | -627 |
Cash provided by operating activities of continuing operations | 43,990 | 56,178 | 33,088 |
Cash used in operating activities of discontinued operations | -1,701 | -6,978 | -4,658 |
Cash provided by operating activities | 42,289 | 49,200 | 28,430 |
Cash flows from investing activities: | |||
Purchases of property, plant and equipment | -5,415 | -4,777 | -3,521 |
Acquisition of businesses, net of cash acquired and escrow recovery | -88,238 | -80,773 | |
Proceeds from the sale of property, plant and equipment | 112 | 253 | 168 |
Cash used in investing activities of continuing operations | -93,541 | -85,297 | -3,353 |
Cash provided by investing activities of discontinued operations | 3,768 | 12,341 | 6,328 |
Cash provided by (used in) investing activities | -89,773 | -72,956 | 2,975 |
Cash flows from financing activities: | |||
Borrowings under revolving credit facility | 77,000 | 60,000 | 5,000 |
Repayments of long-term debt and revolving credit facility | -33,500 | -38,500 | -23,000 |
Payments for debt issuance costs | -712 | -145 | -1,826 |
Payments of withholding taxes from stock-based awards | -1,666 | -1,495 | -543 |
Other financing activities | -841 | -1,286 | -743 |
Cash provided by (used in) financing activities of continuing operations | 40,281 | 18,574 | -21,112 |
Cash provided by (used in) financing activities of discontinued operations | 0 | 0 | 0 |
Cash provided by (used in ) financing activities | 40,281 | 18,574 | -21,112 |
Effect of exchange rates on cash and cash equivalents | -2,631 | 374 | 660 |
Increase (decrease) in cash and cash equivalents | -9,834 | -4,808 | 10,953 |
Cash and cash equivalents, beginning of year | 60,980 | 65,788 | 54,835 |
Cash and cash equivalents, end of year | 51,146 | 60,980 | 65,788 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | 3,793 | 2,291 | 2,067 |
Cash paid for income taxes | 6,087 | 2,197 | 3,440 |
Income tax refunds received | 931 | 12,607 | 222 |
Supplemental disclosure of non-cash investing activity: | |||
Accrual for capital expenditures | 26 | 184 | 925 |
Supplemental disclosure of non-cash financing activity: | |||
Assets acquired under capital lease obligation | $10,438 | $0 | $0 |
Organization_and_Presentation
Organization and Presentation | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Organization and Presentation | 1. Organization and Presentation |
GSI Group Inc. and its subsidiaries (collectively referred to as the “Company”, “we”, “us”, “our”) design, develop, manufacture and sell precision photonic and motion control components and subsystems primarily to original equipment manufacturers (“OEM’s”) in the medical equipment and advanced industrial technology markets. Our highly engineered enabling technologies include laser sources, laser scanning and beam delivery products, optical data collection and machine vision technologies, medical visualization and informatics solutions, and precision motion control products. We specialize in collaborating with OEM customers to adapt our component and subsystem technologies to deliver highly differentiated performance in their applications. | |
Basis of Presentation | |
These consolidated financial statements have been prepared by the Company in U.S. dollars and in accordance with U.S. generally accepted accounting principles, applied on a consistent basis. | |
Basis of Consolidation | |
The consolidated financial statements include the accounts of GSI Group Inc. and its wholly owned subsidiaries. Intercompany accounts and transactions have been eliminated. The Company’s 50% owned joint venture, Excel Laser Technology Private Limited (the “India JV”), has been consolidated since it is a variable interest entity and the Company is considered the primary beneficiary of the joint venture. The India JV is reported as discontinued operations in the Company’s consolidated financial statements because it was part of the Scientific Lasers business that the Company divested in July 2014. The Company records noncontrolling interest in its consolidated statements of operations for the ownership interest of the minority owners of the India JV. Financial information related to the joint venture is not considered material to the consolidated financial statements. The Company is currently in negotiations with the joint venture partner to dissolve the joint venture. | |
The Company accounts for investments in businesses in which it owns between 20% and 50% using the equity method. | |
Reclassifications | |
In the first quarter of 2014, the Company’s Board of Directors committed to a plan to sell the Scientific Lasers business which sold products and services under the Continuum brand name within the Laser Products segment. The Company determined that the asset held-for-sale criteria were satisfied and began to report the Scientific Lasers business as discontinued operations in the first quarter of 2014. As a result, prior period information related to the business has been reclassified into discontinued operations to conform to current period presentation. The discontinued business has been excluded from the following Notes to Consolidated Financial Statements unless otherwise stated. See Note 4 to Consolidated Financial Statements for further information on discontinued operations. | |
Bankruptcy | |
In 2008, the Company did not file its quarterly report on Form 10-Q for the quarter ended September 26, 2008 within the time period required by the rules and regulations of the Securities and Exchange Commission (“SEC”) as a result of errors discovered by the Company in its application of revenue recognition standards concerning multiple-element revenue arrangements. The delay in the quarterly report on Form 10-Q caused a noncompliance with a covenant in the indenture governing the $210.0 million of 11% unsecured senior notes due 2013 (the “2008 Senior Notes”). On June 30, 2009, the Company reached an agreement with certain beneficial owners holding greater than 75% of the outstanding aggregate principal amount of the 2008 Senior Notes on a non-binding term sheet to consensually restructure the outstanding obligations under the 2008 Senior Notes. Between December 2008 and March 2009, the Company announced that it had discovered material errors related to its revenue recognition affecting 2004 through 2008 and that the annual reports for 2006, 2007 and 2008 and quarterly reports through the second quarter of 2008 should not be relied upon. In November 2009, the NASDAQ announced that the Company’s common stock was delisted and ceased trading on the NASDAQ Global Select Market as a result of the continued delays in the Company’s periodic filings with the SEC. | |
On November 20, 2009 (the “Petition Date”), GSI Group Inc. and two of its United States subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) (the “Chapter 11 Cases”). Following the Petition Date, the Company continued to operate its business as “debtors-in-possession” in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. In late December 2009, the United States trustee overseeing the Chapter 11 Cases appointed an Official Committee of Equity Security Holders (the “Equity Committee”) to represent the interests of the Company’s equity holders. In May 2010, the Company filed the final Chapter 11 reorganization plan (the “Final Chapter 11 Plan”) with the Bankruptcy Court. | |
On July 23, 2010 (the “Effective Date”), the Company successfully emerged from bankruptcy as a reorganized company pursuant to the Final Chapter 11 Plan. The Final Chapter 11 Plan deleveraged the Company’s balance sheet by reducing debt and increasing stockholders’ equity. The financial restructuring was accomplished through a debt-for-equity exchange and by using the proceeds from a shareholder rights offering and cash on hand to reduce outstanding indebtedness. | |
The Chapter 11 Cases were closed on September 2, 2011, and the Company no longer has any legal or material financial constraint relating to those cases. | |
Listing of Common Shares | |
The Company’s common shares were approved for listing on The NASDAQ Global Select Market on February 9, 2011 and began trading on February 14, 2011 under the symbol “GSIG”. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Accounting Policies [Abstract] | ||||||||||||
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies | |||||||||||
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. | ||||||||||||
Foreign Currency Translation | ||||||||||||
The financial statements of the Company and its subsidiaries outside the United States have been translated into United States dollars. Assets and liabilities of foreign operations are translated from foreign currencies into United States dollars at the exchange rates in effect on the balance sheet date. Sales and expenses are translated at the average exchange rate in effect for the period. Accordingly, gains and losses resulting from translating foreign currency financial statements are reported as a separate component of other comprehensive loss in stockholders’ equity. Foreign currency transaction gains and losses, primarily from transactions denominated in currencies other than the functional currency, are included in the accompanying consolidated statements of operations. | ||||||||||||
Cash and Cash Equivalents | ||||||||||||
Cash equivalents, primarily money market accounts, are highly liquid investments with original maturities of three months or less. These investments are carried at cost, which approximates fair value. | ||||||||||||
Long-Term Investments | ||||||||||||
At December 31, 2014 and 2013, the Company had a 41% equity investment in a privately held company located in the United Kingdom, Laser Quantum Ltd. (“Laser Quantum”). During the second quarter of 2013, the Company’s ownership percentage increased from 25% to 41% as a result of a stock buyback program by Laser Quantum. The Company continues to use the equity method to record the results of this entity as it does not have a controlling interest in the entity. The Company recognized investment income of $2.7 million, $1.5 million and $0.6 million during 2014, 2013 and 2012, respectively, which is included in other income (expense) in the accompanying consolidated statements of operations. The Company’s net investment balance was $8.0 million and $5.7 million at December 31, 2014 and 2013, respectively, and is included in other long-term assets in the accompanying consolidated balance sheets. | ||||||||||||
The summarized financial information for Laser Quantum is as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Sales | $ | 23,013 | $ | 16,269 | $ | 13,039 | ||||||
Income from operations | $ | 7,434 | $ | 4,720 | $ | 3,592 | ||||||
Net income | $ | 6,627 | $ | 3,745 | $ | 2,215 | ||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Total assets (1) | $ | 25,423 | $ | 20,990 | ||||||||
Total liabilities | $ | 2,482 | $ | 4,240 | ||||||||
-1 | Total assets at December 31, 2014 and 2013 include cash and cash equivalent of $17.1 million and $13.6 million, respectively. | |||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | ||||||||||||
Trade accounts receivable are recorded at the invoiced amount. The Company maintains an allowance for doubtful accounts based on the Company’s best estimate of probable credit losses resulting from the inability of the Company’s customers to make required payments. The Company determines the allowance based on a variety of factors including the age of amounts outstanding relative to their contractual due date, specific customer factors, and other known risks and economic trends. Charges recorded to the allowance for doubtful accounts are reflected as selling, general and administrative expenses and are recorded in the period that the outstanding receivables are determined to be uncollectible. Account balances are charged off against the allowance when the Company believes it is probable that the receivable will not be recovered. | ||||||||||||
For the years ended December 31, 2014, 2013 and 2012, the allowance for doubtful accounts was as follows (in thousands): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance at beginning of year | $ | 575 | $ | 294 | $ | 224 | ||||||
Provision charged to selling, general and administrative expenses | 30 | 301 | 278 | |||||||||
Allowance resulting from acquisitions | 52 | 117 | — | |||||||||
Write-offs, net of recoveries of amounts previously reserved | (352 | ) | (159 | ) | (222 | ) | ||||||
Exchange rate changes | (23 | ) | 22 | 14 | ||||||||
Balance at end of year | $ | 282 | $ | 575 | $ | 294 | ||||||
Inventories | ||||||||||||
Inventories, which include materials and conversion costs, are stated at the lower of cost or market, using the first-in, first-out method. Market is defined as replacement cost for raw materials and net realizable value for other inventories. Demo inventory is recorded at the lower of cost or its net realizable value. The Company periodically reviews quantities of inventories on hand and compares these amounts to the expected use of each product. The Company records a charge to cost of goods sold for the amount required to reduce the carrying value of inventory to net realizable value. Costs associated with the procurement of inventories such as inbound freight charges, purchasing and receiving costs are capitalized in inventory on the consolidated balance sheets. | ||||||||||||
Property, Plant and Equipment | ||||||||||||
Property, plant and equipment are recorded at cost, adjusted for any impairment, less accumulated depreciation. The Company uses the straight-line method to calculate the depreciation of its fixed assets over their estimated useful lives. Estimated useful lives for buildings and building improvements range from 3 to 30 years and 1 to 10 years for machinery and equipment. Leasehold improvements are amortized over the lesser of their useful lives or lease terms, including any renewal period options that are reasonably assured of being exercised. Repairs and maintenance costs are expensed as incurred. Certain costs to develop software for internal use are capitalized when the criteria under Accounting Standards Codification (“ASC”) 350-40, “Internal-Use Software,” are met. Lease arrangements meeting the criteria of ASC 840-30, “Leases – Capital Leases,” are capitalized based on the present value of future lease payments and depreciated over the term of the lease. | ||||||||||||
Goodwill, Intangibles and Long-Lived Assets | ||||||||||||
Goodwill represents the excess of the purchase price over the tangible assets, identifiable intangible assets and assumed liabilities acquired. For business combinations, allocations of the purchase price are based upon a valuation of assets and liabilities acquired. Assets acquired and liabilities assumed are recorded at their estimated fair values as of the acquisition date. The fair values of intangible assets are based on valuations using an income approach, with estimates and assumptions provided by management of the acquired companies and the Company. In connection with its acquisition of Excel Technologies, Inc. (“Excel”) in 2008, the Company acquired certain trade names that are classified as intangible assets with indefinite lives. Goodwill and indefinite-lived intangibles are not amortized but are assessed for impairment at least annually to ensure their current fair values exceed their carrying values. | ||||||||||||
The Company’s most significant intangible assets are patents and acquired technologies, customer relationships, trademarks and trade names. All definite-lived intangible assets are amortized over the periods in which their economic benefits are expected to be realized. The Company reviews the useful life assumptions, including the classification of certain intangible assets as “indefinite-lived”, on a periodic basis to determine if changes in circumstances warrant revisions to them. | ||||||||||||
The Company’s product lines generally correspond with its reporting units which is the level at which the Company evaluates its goodwill, intangible assets and other long-lived assets for impairment. | ||||||||||||
Impairment Charges | ||||||||||||
Impairment analyses of goodwill and indefinite-lived intangible assets are conducted in accordance with ASC 350, “Intangibles—Goodwill and Other”. This guidance specifies that goodwill and other intangible assets must be periodically tested for impairment. 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 an impairment may exist. The Company utilizes a quantitative analysis to test goodwill for impairment. This two-step approach requires a comparison of the carrying value of each of the Company’s reporting units to the fair value of these reporting units. The fair value of a reporting unit is primarily based on a discounted cash flow (“DCF”) method with a weighted average cost of capital. If the carrying value of a reporting unit exceeds its fair value, the Company calculates the implied fair value of the reporting unit’s goodwill and compares it to the goodwill’s carrying value. If the carrying value of the goodwill exceeds its implied fair value, an impairment charge is recorded for the difference. | ||||||||||||
The Company assesses indefinite-lived intangible assets for impairment on an annual basis as of the beginning of the second quarter, and more frequently if indicators are present or changes in circumstances suggest that an impairment may exist. The Company will also reassess the continuing classification of these indefinite-lived intangible assets as indefinite-lived when circumstances change such that the useful life may no longer be indefinite. The fair values of the Company’s indefinite-lived intangible assets are determined using the relief from royalty method, based on forecasted revenues. If the fair value of an indefinite-lived intangible asset is less than its carrying value, an impairment charge is recorded for the difference between the carrying value and the fair value of the impaired asset. | ||||||||||||
The carrying amounts of definite-lived long-lived assets are reviewed for impairment whenever changes in events or circumstances indicate that their carrying values may not be recoverable. The recoverability of carrying value is generally determined by comparison of the asset group’s carrying value to its undiscounted future cash flows. When this test indicates the potential for impairment, a fair value assessment is performed. Once an impairment is determined and measured, an impairment charge is recorded for the difference between the carrying value and the fair value of the impaired asset. | ||||||||||||
Accumulated Other Comprehensive Income (Loss) | ||||||||||||
In 2013, the Company adopted Accounting Standards Update (“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. | ||||||||||||
Revenue Recognition | ||||||||||||
The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred, price is fixed or determinable, and collection of the resulting receivable is reasonably assured. Revenue recognition requires judgment and estimates, which may affect the amount and timing of revenue recognized in any given period. | ||||||||||||
The Company’s revenue transactions are comprised of both single-element and multiple-element transactions. Multiple-element transactions may include two or more products and occasionally also contain installation, training, non-standard/extended warranties, or preventative maintenance plans. For multiple-element transactions, revenue is generally recognized upon shipment, using the relative selling price method per ASC 605-25 “Revenue – Multiple-Element Arrangements”. Single-element transactions are typically recognized upon shipment at their contractually stated price. | ||||||||||||
Installation and training are generally routine processes that occur within a short period of time following delivery and the Company has concluded that these obligations are inconsequential and perfunctory. | ||||||||||||
The Company generally provides warranties for its products. The standard warranty period is typically 12 to 24 months for the Laser Products and Precision Motion segments and 12 months to 60 months for the Medical Technologies segment. The standard warranty period for product sales is accounted for under the provisions of ASC 450 “Contingencies”, as the Company has the ability to ascertain the likelihood of the liability, and can estimate the amount of the liability. A provision for the estimated cost related to warranty is recorded to cost of goods sold at the time revenue is recognized. The Company’s estimate of costs to service the warranty obligations are based on historical experience and expectations of future conditions. To the extent the Company experiences warranty claims or costs associated with servicing those claims that differ from the original estimates, revisions to the estimated warranty liability are recorded at that time. | ||||||||||||
The Company occasionally sells optional extended/non-standard warranty services and preventative maintenance contracts to customers. The Company accounts for these agreements in accordance with provisions of ASC 605-20-25-3, “Separately Priced Extended Warranty and Product Maintenance Contracts,” under which it recognizes the separately priced extended warranty and preventative maintenance fees ratably over the associated period. | ||||||||||||
The Company, at the request of its customers, may at times perform professional services, generally for the maintenance and repairs of products previously sold to those customers. These services are usually in the form of time and materials based contracts which are short in duration. Revenue for time and material services is recorded at the completion of services requested under a customer’s purchase order. | ||||||||||||
The Company typically negotiates trade discounts and agreed terms in advance of order acceptance and records any such items as a reduction of revenue. The Company’s revenue recognition policy allows for revenue to be recognized under arrangements where the payment terms are 180 days or less, presuming all other revenue recognition criteria have been met. From time to time, based on the Company’s review of customer creditworthiness and other factors, the Company may provide its customers with payment terms that exceed 180 days. To the extent all other revenue recognition criteria have been met, the Company recognizes revenue for these extended payment arrangements when payment is due. During 2014, no customers were extended credit beyond 180 days. | ||||||||||||
Research and Development and Engineering Costs | ||||||||||||
Research and development and engineering (“R&D”) expenses are primarily comprised of employee related expenses and cost of materials for R&D projects. These costs are expensed as incurred. | ||||||||||||
Share-Based Compensation | ||||||||||||
The Company records the expense associated with share-based compensation awards to employees and directors based on the fair value of awards as of the grant date. For stock-based compensation awards that vest over time based on employment, such expenses are recognized in the consolidated statements of operations ratably over the vesting period of the award, net of estimated forfeitures. For performance-based restricted stock units, stock-based compensation expenses are recognized ratably over the vesting period when it is probable that the performance targets are expected to be achieved based on management’s projections. | ||||||||||||
Shipping & Handling Costs | ||||||||||||
Shipping and handling costs are recorded in cost of goods sold. | ||||||||||||
Advertising Costs | ||||||||||||
Advertising costs are expensed to selling, general and administrative expense as incurred and were not material for 2014, 2013 and 2012. | ||||||||||||
Restructuring and Acquisition Related Costs | ||||||||||||
The Company accounted for its restructuring activities in accordance with the provisions of ASC 420, “Exit or Disposal Cost Obligations”. The Company makes assumptions related to the amounts of employee severance benefits and related costs, the time period over which facilities will remain vacant, useful lives and residual value of long-lived assets, sublease terms, sublease rates and discount rates. Estimates and assumptions are based on the best information available at the time the obligation is recognized. These estimates are reviewed and revised as facts and circumstances dictate. | ||||||||||||
Acquisition related costs incurred to effect a business combination, including finder’s fees, legal, valuation and other professional or consulting fees, are expensed as incurred. Acquisition related costs also include expenses recognized under earn-out agreements in connection with the JADAK acquisition. | ||||||||||||
Accounting for Income Taxes | ||||||||||||
The asset and liability method is used to account for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to temporary differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. This method also requires the recognition of future tax benefits, such as net operating loss carryforwards, to the extent that it is more likely than not that such benefits will be realized. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the temporary differences are expected to be recovered or settled. A valuation allowance is established to reduce the deferred tax assets if it is more likely than not that some or all of the related tax benefits will not be realized in the future and is assessed periodically to determine whether it is more likely than not that the tax benefits will be realized in the future and that such valuation should be released. | ||||||||||||
The majority of the Company’s business activities are conducted through its subsidiaries outside of Canada. Earnings from these subsidiaries are generally indefinitely reinvested in the local businesses. Further, local laws and regulations may also restrict certain subsidiaries from paying dividends to their parents. As such, the Company generally does not accrue income taxes for the repatriation of such earnings in accordance with ASC 740, “Income Taxes”. To the extent that there are excess accumulated earnings that the Company intends to repatriate from any such subsidiaries, the Company recognizes deferred tax liabilities on such foreign earnings. | ||||||||||||
The Company assesses its income tax positions and records tax benefits for all years subject to examination based on the evaluation of the facts, circumstances, and information available at each reporting date. For those tax positions with a greater than 50 percent likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information, the Company records a tax benefit. For those income tax positions that are not likely to be sustained, no tax benefit is recognized in the consolidated financial statements. The Company recognizes interest and penalties related to uncertain tax positions as part of the provision for income taxes. | ||||||||||||
Recent Accounting Pronouncements | ||||||||||||
Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity | ||||||||||||
In April 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” ASU 2014-08 provides guidance on determining when disposals can be presented as discontinued operations. ASU 2014-08 requires that only disposals representing a strategic shift that has (or will have) a major effect on an entity’s operations and financial results should be presented as discontinued operations. A strategic shift may include a disposal of a major line of business, a major equity method investment or a major part of an entity. Additionally, ASU 2014-08 requires expanded disclosures regarding discontinued operations. ASU 2014-08 will be effective prospectively for reporting periods beginning after December 15, 2014, with early adoption permitted. The Company will adopt this pronouncement in January 2015. The adoption of this amendment is not expected to have a material impact on the Company’s consolidated financial statements. | ||||||||||||
Revenue from Contracts with Customers | ||||||||||||
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers”, which provides guidance for revenue recognition. ASU 2014-09 supersedes the revenue recognition requirements in ASC 605, “Revenue Recognition,” and requires entities to recognize revenue in a way that depicts the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 will be effective for annual and interim reporting periods beginning after December 15, 2016. Early adoption is not permitted. Upon adoption, an entity may apply the new guidance either retrospectively to each prior reporting period presented or retrospectively only to customer contracts not yet completed as of the date of adoption with the cumulative effect of initially applying the standard recognized in beginning retained earnings at the date of the initial application. The Company is currently evaluating the impact of the new standard on the Company’s consolidated financial statements. | ||||||||||||
Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern | ||||||||||||
In August 2014, the FASB issued ASU 2014-15, "Presentation of Financial Statements - Going Concern (Subtopic 205-40)," which requires management to assess a company’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. ASU 2014-15 will be effective for annual reporting periods ending after December 15, 2016. Early application is permitted. The Company does not expect the adoption of ASU 2014-15 to have an impact on the Company’s consolidated financial statements. | ||||||||||||
Business_Combinations
Business Combinations | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Business Combinations [Abstract] | ||||||||
Business Combinations | 3. Business Combinations | |||||||
JADAK | ||||||||
On March 14, 2014, the Company acquired 100% of the outstanding equity interests of JADAK, LLC , JADAK Technologies, Inc., and Advanced Data Capture Corporation (collectively, “JADAK”), a North Syracuse, New York-based provider of optical data collection and machine vision technologies to OEM medical device manufacturers, for $93.7 million in cash, net of working capital adjustments. The Company expects that the addition of JADAK will enable the Company to offer a broader range of highly engineered enabling technologies to leading medical equipment manufacturers. JADAK contributed sales of $45.4 million and income from continuing operations before income taxes of $2.7 million for the year ended December 31, 2014. | ||||||||
The final purchase price allocation is as follows (in thousands): | ||||||||
Amount | ||||||||
Cash | $ | 1,140 | ||||||
Accounts receivable | 7,907 | |||||||
Inventory | 6,865 | |||||||
Property and equipment | 904 | |||||||
Intangible assets | 40,250 | |||||||
Goodwill | 44,584 | |||||||
Other assets | 2,064 | |||||||
Total assets acquired | 103,714 | |||||||
Accounts payable | 3,057 | |||||||
Other liabilities | 2,380 | |||||||
Deferred tax liabilities | 3,481 | |||||||
Total liabilities assumed | 8,918 | |||||||
Total purchase price | 94,796 | |||||||
Less: Cash acquired | (1,140 | ) | ||||||
Total purchase price, net of cash acquired | $ | 93,656 | ||||||
The fair value of JADAK intangible assets is comprised of the following (in thousands): | ||||||||
Weighted Average | ||||||||
Estimated Fair | Amortization | |||||||
Value | Period | |||||||
Customer relationships | $ | 23,570 | 20 years | |||||
Developed technology | 10,910 | 10 years | ||||||
Trademarks and trade names | 2,130 | 10 years | ||||||
Backlog | 1,810 | 1 year | ||||||
Non-compete covenant | 1,830 | 5 years | ||||||
Total | $ | 40,250 | ||||||
The purchase price allocation resulted in $44.6 million of goodwill and $40.3 million of identifiable intangible assets, $61.8 million of which is expected to be deductible for tax purposes. 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 amount of goodwill recorded represents the anticipated incremental value of future cash flow potential attributable to: (i) JADAK’s ability to develop and market new products and technologies; (ii) JADAK’s ability to develop relationships with new customers; and (iii) expected sales synergies from cross-selling current and future product offerings of both JADAK and the Company to OEM customers. | ||||||||
The following unaudited pro forma information presents the combined financial results for the Company and JADAK as if the acquisition of JADAK had been completed as of January 1, 2013 (in thousands, except per share information): | ||||||||
Year Ended December 31, | ||||||||
2014 | 2013 | |||||||
Sales | $ | 375,737 | $ | 370,462 | ||||
Income (loss) from continuing operations | $ | (16,067 | ) | $ | 11,900 | |||
Earnings per share from continuing operations - Basic | $ | (0.47 | ) | $ | 0.35 | |||
Earnings per share from continuing operations - Diluted | $ | (0.47 | ) | $ | 0.35 | |||
The pro forma information for all periods includes the effects of acquisition accounting, including amortization charges from acquired intangible assets, interest expense on borrowings in connection with the acquisition, and the related tax effects as though the acquisition of JADAK had been consummated as of the beginning of 2013. 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 2013. | ||||||||
NDS | ||||||||
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”) for $80.8 million in cash consideration, net of working capital adjustments. In addition, a total of $5.4 million was held in escrow after the payment of closing working capital as indemnification for certain representations and warranty claims against the seller until the expiration of the escrow arrangement in July 2014. In September 2014, the Company received the full remaining amount held in escrow following the Company’s claims for breach of certain terms of the January 15, 2013 Securities Purchase Agreement for the acquisition of NDS. The escrow recovery was accounted for as a reduction to goodwill as the $5.4 million payment was clearly and directly related to the acquisition price. The escrow recovery resulted in a final adjusted NDS purchase price of $75.4 million. | ||||||||
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 total final purchase price allocation for the NDS acquisition was as follows (in thousands): | ||||||||
Amount | ||||||||
Accounts receivable | $ | 10,327 | ||||||
Inventory | 14,144 | |||||||
Property and equipment | 2,426 | |||||||
Intangible assets | 37,817 | |||||||
Goodwill | 21,160 | |||||||
Other assets | 1,782 | |||||||
Total assets acquired | 87,656 | |||||||
Accounts payable | 4,768 | |||||||
Other liabilities | 7,149 | |||||||
Deferred tax liabilities | 384 | |||||||
Total liabilities assumed | 12,301 | |||||||
Total purchase price | $ | 75,355 | ||||||
The fair value of NDS intangible assets is comprised of the following (in thousands): | ||||||||
Weighted Average | ||||||||
Estimated Fair | Amortization | |||||||
Value | Period | |||||||
Customer relationships | $ | 22,294 | 20 years | |||||
Developed technology | 6,689 | 10 years | ||||||
Trademarks and trade names | 7,565 | 20 years | ||||||
Backlog | 1,269 | 1 year | ||||||
Total | $ | 37,817 | ||||||
NDS contributed sales of $68.4 million and loss from continuing operations before income taxes of $3.4 million for the year ended December 31, 2013. | ||||||||
Acquisition-related Costs | ||||||||
The Company recognized acquisition costs of $0.7 million, $1.5 million and $0.7 million in the years ended December 31, 2014, 2013 and 2012, respectively, related to the acquisitions of JADAK and NDS. These amounts were included in restructuring and acquisition related costs. |
Discontinued_Operations
Discontinued Operations | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Discontinued Operations And Disposal Groups [Abstract] | ||||||||||||
Discontinued Operations | 4. Discontinued Operations | |||||||||||
Beginning in 2011, the Company initiated a strategic review of its businesses to focus its priorities and investments, while simplifying and streamlining its business model. 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. | ||||||||||||
In the first quarter of 2014, the Company’s Board of Directors committed to a plan to sell the Scientific Lasers business, which was included in the Company’s Laser Products segment. The Company determined that the asset held-for-sale criteria were satisfied and began to account for the Scientific Lasers business as discontinued operations in the first quarter of 2014. As a result, prior period information related to the business has been reclassified into discontinued operations to conform to current period presentation. The discontinued business has been excluded from the following Notes to Consolidated Financial Statements unless otherwise stated. | ||||||||||||
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 working capital adjustments, and recorded a $2.3 million gain, net of tax, in the consolidated statement of operations during the year ended December 31, 2012. In September 2013, the Company paid $0.4 million to Hans Laser as the final net working capital adjustment which resulted in an additional loss of $0.2 million, net of tax. | ||||||||||||
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 $9.7 million in cash, including working capital adjustments of $1.7 million received in September 2013. The Company recognized a $0.4 million loss on the sale, net of tax, in the consolidated statements of operations during the year ended December 31, 2013. | ||||||||||||
Scientific Lasers | ||||||||||||
In July 2014, the Company completed the sale of certain assets and liabilities of the Scientific Lasers business operating under the Continuum brand name for approximately $6.5 million, net of working capital adjustments, and recognized a $1.7 million loss, net of tax, in the consolidated statement of operations during the year ended December 31, 2014. In accordance with the purchase and sales agreement, $1.5 million of the sales proceeds is held in escrow until January 2016. The Company has recorded the $1.5 million escrow in other long term assets on the consolidated balance sheet. | ||||||||||||
The major components of the assets and liabilities of discontinued operations as of December 31, 2014 and 2013, respectively, are as follows (in thousands): | ||||||||||||
2014 | 2013 | |||||||||||
Accounts receivable, net | $ | 95 | $ | 5,361 | ||||||||
Inventories | 161 | 8,454 | ||||||||||
Other assets | 375 | 4,021 | ||||||||||
Assets of discontinued operations | $ | 631 | $ | 17,836 | ||||||||
Accounts payable | $ | 16 | $ | 2,393 | ||||||||
Accrued expenses and other current liabilities | 74 | 2,332 | ||||||||||
Other liabilities | 234 | 1,418 | ||||||||||
Liabilities of discontinued operations | $ | 324 | $ | 6,143 | ||||||||
Assets and liabilities of discontinued operations as of December 31, 2014 primarily include the balances of the India JV. | ||||||||||||
The following table presents the operating results which are reported as discontinued operations in the Company’s consolidated statements of operations (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Sales from discontinued operations | $ | 10,514 | $ | 33,792 | $ | 72,356 | ||||||
Loss from discontinued operations, before income tax | $ | (8,059 | ) | $ | (3,361 | ) | $ | (10,209 | ) | |||
Loss from discontinued operations, net of tax | $ | (5,607 | ) | $ | (2,054 | ) | $ | (10,974 | ) | |||
Gain (loss) on disposal of discontinued operations, net of tax | $ | (1,726 | ) | $ | (592 | ) | $ | 2,255 | ||||
The loss from discontinued operations during the year ended December 31, 2014 includes a $3.0 million fair value write-down of the Scientific Lasers business to its fair value less costs to sell and a $0.5 million fair value write-down of the India JV. The Company is currently in negotiations with the joint venture partner to dissolve the joint venture. | ||||||||||||
In 2012, the Company recorded an inventory provision of $1.9 million related to the Semiconductor Systems business. This provision was included in income (loss) from discontinued operations, net of tax, in the consolidated statement of operations. The increase in the inventory provision was caused by changes in industry trends in the memory repair market, which resulted in lower expected future demand for the Company’s memory repair products. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Equity [Abstract] | ||||||||||||
Accumulated Other Comprehensive Income (Loss) | 5. Accumulated Other Comprehensive Income (Loss) | |||||||||||
Comprehensive income (loss) is defined as net income or loss and other changes in stockholders’ equity that do not represent transactions with stockholders or in the Company’s stock. Changes in accumulated other comprehensive income (loss) is as follows (in thousands): | ||||||||||||
Total accumulated | ||||||||||||
other | Foreign currency | |||||||||||
comprehensive | translation | Pension | ||||||||||
income (loss) | adjustment | liability | ||||||||||
Balance at December 31, 2011 | $ | (5,024 | ) | $ | 2,809 | $ | (7,833 | ) | ||||
Other comprehensive loss | (6,973 | ) | (3,020 | ) | (3,953 | ) | ||||||
Amounts reclassified from other comprehensive income (loss) (1) | 2,248 | 1,510 | 738 | |||||||||
Balance at December 31, 2012 | (9,749 | ) | 1,299 | (11,048 | ) | |||||||
Other comprehensive income | 2,686 | 54 | 2,632 | |||||||||
Amounts reclassified from other comprehensive income (loss) (1) | 721 | — | 721 | |||||||||
Balance at December 31, 2013 | $ | (6,342 | ) | $ | 1,353 | $ | (7,695 | ) | ||||
Other comprehensive loss | (10,488 | ) | (6,968 | ) | (3,520 | ) | ||||||
Amounts reclassified from other comprehensive income (loss) (1) | 374 | — | 374 | |||||||||
Balance at December 31, 2014 | $ | (16,456 | ) | $ | (5,615 | ) | $ | (10,841 | ) | |||
-1 | The amounts reclassified from other comprehensive income (loss) were included in selling, general and administrative expenses in the consolidated statements of operations. |
Goodwill_Intangible_Assets_and
Goodwill, Intangible Assets and Impairment Charges | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ||||||||||||||||
Goodwill, Intangible Assets and Impairment Charges | 6. Goodwill, Intangible Assets and Impairment Charges | |||||||||||||||
Impairment Charges | ||||||||||||||||
The most recent annual goodwill and indefinite-lived intangible asset impairment test was performed as of the beginning of the second quarter of 2014, noting no impairment. Implied fair values of all reporting units exceeded their carrying values by at least 10%. For the annual impairment test performed during the second quarter of 2014, the Company forecasted growth in the NDS business due to expected new product launches in 2014, higher demand for NDS’s current products, and an expectation that all products of the NDS business would continue to be sold. | ||||||||||||||||
During the fourth quarter of 2014, the Company completed its annual operating plan for the NDS business following the MEDICA and RSNA tradeshows, two main tradeshows for the NDS business. Expectations for sales and operating profit were lowered significantly versus prior forecasts. The lower expectations for sales and operating profit were driven by a strategic decision to discontinue certain NDS products, lack of seasonal uptick during the fourth quarter of 2014 attributable to slower than expected hospital capital expenditures, and lower than expected customer orders from the fourth quarter tradeshows. | ||||||||||||||||
In considering the above mentioned factors, the Company determined that a triggering event occurred in the fourth quarter of 2014 and that an interim impairment review of the goodwill and intangible assets related to the NDS reporting unit was necessary. First, the Company performed a long-lived asset recoverability test in accordance with ASC 360-10-35-15, “Impairment or Disposal of Long-Lived Assets”, on the lowest level of identifiable cash flows, which was determined to be the NDS business. The recoverability test compared the carrying value of the NDS business to the undiscounted cash flows. As a result of this recoverability test, the Company determined that the assets were not recoverable. The Company then determined the fair value of the NDS business using a discounted cash flow methodology, which resulted in a $21.8 million intangible assets impairment charge in the fourth quarter of 2014. The impairment charge is reflected in the operating results of the Medical Technologies segment. | ||||||||||||||||
Subsequent to impairing the NDS business’s long-lived assets, step one of the goodwill impairment analysis was performed. As the carrying value of the NDS reporting unit exceeded its implied fair value, the Company performed the second step of the goodwill impairment test, comparing the implied fair value of the reporting unit’s goodwill with its carrying amount to measure the impairment loss. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination, whereby the estimated fair value of the reporting unit is allocated to all of the assets and liabilities of that reporting unit as if the reporting unit had been acquired in a business combination and the fair value of the reporting unit was the purchase price paid. If the carrying amount of the reporting unit’s goodwill exceeds its implied fair value, an impairment loss is recognized in an amount equal to that excess. After completing the second step of the goodwill impairment test, the Company recorded a $19.6 million goodwill impairment charge in the fourth quarter of 2014. The impairment charge is reflected in the operating results of the Medical Technologies segment. | ||||||||||||||||
The results of the impairment review as of December 31, 2014 are summarized in the following table (in thousands): | ||||||||||||||||
Pre-Impairment Net Carrying Value | Impairment Charge | Post-Impairment Net Carrying Value | ||||||||||||||
Goodwill | $ | 110,321 | $ | (19,575 | ) | $ | 90,746 | |||||||||
Intangible assets | 89,109 | (21,867 | ) | 67,242 | ||||||||||||
Total | $ | 199,430 | $ | (41,442 | ) | $ | 157,988 | |||||||||
The Company did not have any goodwill or indefinite-lived intangible asset impairment charges during the years ended December 31, 2013 and 2012. | ||||||||||||||||
Goodwill | ||||||||||||||||
Goodwill is recorded when the consideration for a business combination exceeds the fair value of net tangible and identifiable intangible assets acquired. | ||||||||||||||||
The following table summarizes changes in goodwill during the year ended December 31, 2014 (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2014 | ||||||||||||||||
Balance at beginning of year | $ | 71,156 | ||||||||||||||
Goodwill acquired from the JADAK acquisition | 44,584 | |||||||||||||||
Recovery of escrow from the NDS acquisition | (5,419 | ) | ||||||||||||||
NDS goodwill impairment | (19,575 | ) | ||||||||||||||
Balance at end of year | $ | 90,746 | ||||||||||||||
Goodwill acquired from the JADAK acquisition, the NDS impairment and the recovery of escrow from the NDS acquisition is reflected in the Medical Technologies segment. Goodwill by reportable segment as of December 31, 2014 is as follows (in thousands): | ||||||||||||||||
Reportable Segment | ||||||||||||||||
Laser | Medical | Precision | Total | |||||||||||||
Products | Technologies | Motion | ||||||||||||||
Goodwill | $ | 132,954 | $ | 82,730 | $ | 26,291 | $ | 241,975 | ||||||||
Accumulated impairment of goodwill | (102,461 | ) | (31,722 | ) | (17,046 | ) | (151,229 | ) | ||||||||
Total | $ | 30,493 | $ | 51,008 | $ | 9,245 | $ | 90,746 | ||||||||
Goodwill by reportable segment as of December 31, 2013 is as follows (in thousands): | ||||||||||||||||
Reportable Segment | ||||||||||||||||
Laser | Medical | Precision | Total | |||||||||||||
Products | Technologies | Motion | ||||||||||||||
Goodwill | $ | 132,954 | $ | 43,565 | $ | 26,291 | $ | 202,810 | ||||||||
Accumulated impairment of goodwill | (102,461 | ) | (12,147 | ) | (17,046 | ) | (131,654 | ) | ||||||||
Total | $ | 30,493 | $ | 31,418 | $ | 9,245 | $ | 71,156 | ||||||||
Intangible Assets | ||||||||||||||||
Intangible assets as of December 31, 2014 and 2013, respectively, are summarized as follows (in thousands): | ||||||||||||||||
December 31, 2014 | ||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Weighted Average Remaining Life (Years) | |||||||||||||
Amount | Amortization | Amount | ||||||||||||||
Amortizable intangible assets: | ||||||||||||||||
Patents and acquired technologies | $ | 78,253 | $ | (62,010 | ) | $ | 16,243 | 7.5 | ||||||||
Customer relationships | 63,029 | (31,531 | ) | 31,498 | 14.7 | |||||||||||
Customer backlog | 1,810 | (1,641 | ) | 169 | 0.2 | |||||||||||
Non-compete covenant | 1,830 | (366 | ) | 1,464 | 4.2 | |||||||||||
Trademarks and trade names | 10,205 | (5,364 | ) | 4,841 | 9.8 | |||||||||||
Amortizable intangible assets | 155,127 | (100,912 | ) | 54,215 | 11.8 | |||||||||||
Non-amortizable intangible assets: | ||||||||||||||||
Trade names | 13,027 | — | 13,027 | |||||||||||||
Totals | $ | 168,154 | $ | (100,912 | ) | $ | 67,242 | |||||||||
December 31, 2013 | ||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Weighted Average Remaining Life (Years) | |||||||||||||
Amount | Amortization | Amount | ||||||||||||||
Amortizable intangible assets: | ||||||||||||||||
Patents and acquired technologies | $ | 68,500 | $ | (56,327 | ) | $ | 12,173 | 5.3 | ||||||||
Customer relationships | 55,585 | (24,340 | ) | 31,245 | 13.9 | |||||||||||
Customer backlog | 1,269 | (1,269 | ) | — | — | |||||||||||
Trademarks and trade names | 13,378 | (4,530 | ) | 8,848 | 16.4 | |||||||||||
Amortizable intangible assets | 138,732 | (86,466 | ) | 52,266 | 12.3 | |||||||||||
Non-amortizable intangible assets: | ||||||||||||||||
Trade names | 13,027 | — | 13,027 | |||||||||||||
Totals | $ | 151,759 | $ | (86,466 | ) | $ | 65,293 | |||||||||
All definite-lived intangible assets are amortized either on a straight-line basis or an economic benefit basis over their remaining life. Amortization expense for customer relationships and definite-lived trademarks, trade names and other intangibles is included in operating expenses in the accompanying consolidated statements of operations. Amortization expense for patents and acquired technologies is included in cost of goods sold in the accompanying consolidated statements of operations. Amortization expense is as follows (in thousands): | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Amortization expense – cost of sales | $ | 6,143 | $ | 5,280 | $ | 3,165 | ||||||||||
Amortization expense – operating expenses | 10,262 | 7,270 | 2,650 | |||||||||||||
Total amortization expense | $ | 16,405 | $ | 12,550 | $ | 5,815 | ||||||||||
Estimated amortization expense for each of the five succeeding years and thereafter as of December 31, 2014 is as follows (in thousands): | ||||||||||||||||
Year Ending December 31, | Cost of Sales | Operating | Total | |||||||||||||
Expenses | ||||||||||||||||
2015 | $ | 4,255 | $ | 6,532 | $ | 10,787 | ||||||||||
2016 | 3,143 | 6,695 | 9,838 | |||||||||||||
2017 | 2,868 | 6,062 | 8,930 | |||||||||||||
2018 | 1,434 | 5,511 | 6,945 | |||||||||||||
2019 | 1,207 | 3,734 | 4,941 | |||||||||||||
Thereafter | 3,336 | 9,438 | 12,774 | |||||||||||||
Total | $ | 16,243 | $ | 37,972 | $ | 54,215 | ||||||||||
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements | 7. Fair Value Measurements | |||||||||||||||
ASC 820, “Fair Value Measurement,” 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 and 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 December 31, 2014 (in thousands): | ||||||||||||||||
Quoted Prices in | Significant Other | |||||||||||||||
Active Markets for | Significant Other | Unobservable | ||||||||||||||
Identical Assets | Observable Inputs | Inputs | ||||||||||||||
Fair Value | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Assets | ||||||||||||||||
Cash equivalents | $ | 2,255 | $ | 2,255 | $ | — | $ | — | ||||||||
The following table summarizes the fair values of our financial assets as of December 31, 2013 (in thousands): | ||||||||||||||||
Quoted Prices in | Significant Other | |||||||||||||||
Active Markets for | Significant Other | Unobservable | ||||||||||||||
Identical Assets | Observable Inputs | Inputs | ||||||||||||||
Fair Value | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Assets | ||||||||||||||||
Cash equivalents | $ | 3,078 | $ | 3,078 | $ | — | $ | — | ||||||||
Except for assets and liabilities acquired from the JADAK acquisition, as disclosed in Note 3 and the NDS impairment, as discussed in Note 6, there were no assets and liabilities that were measured at fair value on a non-recurring basis during 2014. The following table summarizes assets and liabilities that were measured at fair value on a non-recurring basis during 2012 (in thousands): | ||||||||||||||||
Quoted Prices in | Significant | Significant | ||||||||||||||
Active Markets | Other | Other | ||||||||||||||
for Identical | Observable | Unobservable | ||||||||||||||
Assets | Inputs | Inputs | Total | |||||||||||||
(Level 1) | (Level 2) | (Level 3) | Losses | |||||||||||||
Facility impairment | $ | — | $ | — | $ | 856 | $ | 856 | ||||||||
During the year ended December 31, 2012, the Company recorded non-recurring fair value measurements related to the impairment of our Orlando, Florida facility. As part of our periodic assessment of assets of discontinued operations, the Company recorded an impairment in the third quarter of 2012 on the facility to reduce the book value to the estimated fair value of the building, less costs to sell. The estimated fair value was determined using a combination of the income approach and comparable sales approach of similar properties within the Orlando, Florida area using information from third party real estate agents. | ||||||||||||||||
See Note 10 for discussion of the estimated fair value of the Company’s outstanding debt and Note 12 for discussion of the estimated fair value of the Company’s pension plan assets. |
Earnings_Loss_per_Share
Earnings (Loss) per Share | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Earnings (Loss) per Share | 8. Earnings (Loss) per Share | |||||||||||
Basic earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the year. For diluted earnings (loss) per common share, the denominator also includes the dilutive effect of outstanding deferred stock units and restricted stock units determined using the treasury stock method. Dilutive effects of contingently issuable shares are included in the weighted average dilutive share calculation when the contingencies have been resolved. For years 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 (loss) per share (in thousands, except per share amounts): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Numerators: | ||||||||||||
Income (loss) from continuing operations | $ | (16,909 | ) | $ | 9,977 | $ | 28,297 | |||||
Consolidated loss from discontinued operations | (7,333 | ) | (2,646 | ) | (8,719 | ) | ||||||
Less: income attributable to noncontrolling interest | (10 | ) | (22 | ) | (40 | ) | ||||||
Loss from discontinued operations attributable to GSI Group Inc. | (7,343 | ) | (2,668 | ) | (8,759 | ) | ||||||
Net income (loss) attributable to GSI Group Inc. | $ | (24,252 | ) | $ | 7,309 | $ | 19,538 | |||||
Denominators: | ||||||||||||
Weighted average common shares outstanding— basic | 34,352 | 34,073 | 33,775 | |||||||||
Dilutive potential common shares (1) | — | 323 | 161 | |||||||||
Weighted average common shares outstanding— diluted | 34,352 | 34,396 | 33,936 | |||||||||
Antidilutive common shares excluded from above | 439 | 246 | 244 | |||||||||
Basic Earnings (Loss) per Common Share: | ||||||||||||
From continuing operations | $ | (0.49 | ) | $ | 0.29 | $ | 0.84 | |||||
From discontinued operations | $ | (0.21 | ) | $ | (0.08 | ) | $ | (0.26 | ) | |||
Basic earnings per share attributable to GSI Group Inc. | $ | (0.70 | ) | $ | 0.21 | $ | 0.58 | |||||
Diluted Earnings (Loss) per Common Share: | ||||||||||||
From continuing operations | $ | (0.49 | ) | $ | 0.29 | $ | 0.84 | |||||
From discontinued operations | $ | (0.21 | ) | $ | (0.08 | ) | $ | (0.26 | ) | |||
Diluted earnings per share attributable to GSI Group Inc. | $ | (0.70 | ) | $ | 0.21 | $ | 0.58 | |||||
-1 | Due to the Company’s net loss position for the year ended December 31, 2014, all potentially dilutive shares are excluded as their effect would have been anti-dilutive. | |||||||||||
Common Stock Repurchases | ||||||||||||
In October 2013, the Company’s Board of Directors authorized a share repurchase plan under which the Company may repurchase outstanding shares of the Company’s common stock up to an aggregate amount of $10.0 million. The shares may be repurchased from time to time, at the Company’s discretion, based on ongoing assessment of the capital needs of the business, the market price of the Company’s common stock, and general market conditions. Shares may also be repurchased through an accelerated stock purchase agreement, on the open market or in privately negotiated transactions in accordance with applicable federal securities laws. Repurchases may be made under certain SEC regulations, which would permit common stock to be purchased when the Company would otherwise be prohibited from doing so under insider trading laws. The share repurchase plan does not obligate the Company to acquire any particular amount of common stock. No time limit was set for the completion of the share repurchase program, and the program may be suspended or discontinued at any time. After the adoption of the share repurchase plan, the Company repurchased 50 thousand shares of its common stock for an aggregate purchase price of $0.5 million at an average price of $10.49 per share in December 2013. No repurchases occurred during the year ended December 31, 2014. | ||||||||||||
Supplementary_Balance_Sheet_In
Supplementary Balance Sheet Information | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||||||||||||
Supplementary Balance Sheet Information | 9. Supplementary Balance Sheet Information | |||||||||||
The following tables provide the details of selected balance sheet items as of the dates indicated (in thousands): | ||||||||||||
Inventories | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Raw materials | $ | 38,934 | $ | 34,749 | ||||||||
Work-in-process | 9,899 | 9,744 | ||||||||||
Finished goods | 11,945 | 10,682 | ||||||||||
Demo and consigned inventory | 2,165 | 3,115 | ||||||||||
Total inventories | $ | 62,943 | $ | 58,290 | ||||||||
Property, Plant and Equipment, net | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Cost: | ||||||||||||
Land, buildings and improvements | $ | 46,222 | $ | 37,048 | ||||||||
Machinery and equipment | 50,487 | 48,107 | ||||||||||
Total cost | 96,709 | 85,155 | ||||||||||
Accumulated depreciation | (56,621 | ) | (53,852 | ) | ||||||||
Property, plant and equipment, net | $ | 40,088 | $ | 31,303 | ||||||||
In 2014, the Company capitalized $10.4 million of assets which met the capital lease criteria of ASC 840-30, “Leases—Capital Lease”. The assets acquired under the capital lease are included in land, buildings and improvements and machinery and equipment and the related amortization expense is included in depreciation expense. The Company also capitalized software development costs of $0.2 million, $0.2 million and $0.6 million during the years ended 2014, 2013 and 2012, respectively, based on the guidance in ASC 350-40, “Internal-Use Software”. The following table summarizes depreciation expense on property, plant and equipment, including demo units and assets under capital leases (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Depreciation expense | $ | 8,016 | $ | 7,400 | $ | 6,868 | ||||||
The following table summarizes total accumulated depreciation on assets under capital leases as of the dates indicated (in thousands): | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Accumulated depreciation on assets under capital leases | $ | 2,741 | $ | 1,653 | $ | 861 | ||||||
Accrued Expenses and Other Current Liabilities | ||||||||||||
The following table summarizes accrued expenses and other current liabilities as of the dates indicated (in thousands): | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Accrued compensation and benefits | $ | 7,741 | $ | 8,624 | ||||||||
Accrued warranty | 3,044 | 3,315 | ||||||||||
Other | 8,616 | 10,349 | ||||||||||
Total | $ | 19,401 | $ | 22,288 | ||||||||
Accrued Warranty | ||||||||||||
The following table summarizes accrued warranty activities for the periods indicated (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Balance at beginning of year | $ | 3,315 | $ | 2,204 | ||||||||
Provision charged to cost of sales | 1,684 | 1,891 | ||||||||||
Acquisition related warranty accrual | 90 | 998 | ||||||||||
Use of provision | (2,003 | ) | (1,804 | ) | ||||||||
Foreign currency exchange rate changes | (42 | ) | 26 | |||||||||
Balance at end of year | $ | 3,044 | $ | 3,315 | ||||||||
Other Long Term Liabilities | ||||||||||||
The following table summarizes other long term liabilities as of the dates indicated (in thousands): | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Capital lease obligations | $ | 9,507 | $ | — | ||||||||
Accrued pension liabilities | 6,037 | 2,322 | ||||||||||
Other | 3,275 | 2,706 | ||||||||||
Total | $ | 18,819 | $ | 5,028 | ||||||||
Debt
Debt | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Debt | 10. Debt | |||||||
Debt consisted of the following (in thousands): | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Senior Credit Facilities – term loan | $ | 7,500 | $ | 7,500 | ||||
Total current portion of long-term debt | $ | 7,500 | $ | 7,500 | ||||
Senior Credit Facilities – term loan | $ | 27,500 | $ | 35,000 | ||||
Senior Credit Facilities – revolving credit facility | 80,000 | 29,000 | ||||||
Total long-term debt | $ | 107,500 | $ | 64,000 | ||||
Total Senior Credit Facilities | $ | 115,000 | $ | 71,500 | ||||
Senior Credit Facilities | ||||||||
On December 27, 2012, the Company entered into an amended and restated senior secured credit agreement (the “Amended and Restated Credit Agreement”) with new and existing lenders for an aggregate credit facility of $125.0 million, consisting of a $50.0 million, 5-year, term loan facility and a $75.0 million, 5-year, revolving credit facility (collectively, the “Senior Credit Facilities”). The Senior Credit Facilities mature in December 2017. The Amended and Restated Credit Agreement amended and restated the credit agreement dated October 19, 2011 (the “Original Credit Agreement”). The terms and conditions of the Amended and Restated Credit Agreement did not substantially change from the Original Credit Agreement. | ||||||||
The borrowings outstanding under the credit facility bear interest at rates based on (a) the Eurodollar Rate, as defined in the Amended and Restated Credit Agreement, plus a rate ranging from 2.00% to 3.00% per annum or (b) the Base Rate, as defined in the Amended and Restated Credit Agreement, plus a rate ranging from 1.00% to 2.00% per annum, in each case based upon the Company’s consolidated leverage ratio. The Company is also required to pay a commitment fee on unused commitments under the revolving credit facility ranging between 0.250% and 0.625% per annum, which is based upon the Company’s consolidated leverage ratio. As of December 31, 2014, the Company had $95.0 million available to be drawn under the revolving credit facility. Inclusive of commitment fees, the interest rate for the credit facility was approximately 2.9% as of December 31, 2014. | ||||||||
The Amended and Restated Credit Agreement contains various customary representations, warranties and covenants applicable to the Company and its subsidiaries, including, (i) covenants regarding maximum consolidated leverage ratio and minimum consolidated fixed charge coverage ratio; (ii) limitations on restricted payments, including dividend payments and stock repurchases, provided that the Company may repurchase their equity interests, so long as immediately after giving effect to the repurchase, the Company’s consolidated leverage ratio is no more than 2.25:1.00, and the Company has unrestricted cash plus amounts available for borrowing under the Senior Credit Facilities of at least $25.0 million immediately after giving effect on the repurchase; (iii) limitations on fundamental changes involving the Company; (iv) limitations on the disposition of assets; and (v) limitations on indebtedness, investments, and liens. | ||||||||
The Company’s obligations under the Senior Credit Facilities are secured on a senior basis by a lien on substantially all of the assets of the Company and its material United States (“U.S.”) and United Kingdom (“U.K.”) subsidiaries and guaranteed by the Company and its material U.S. and U.K. subsidiaries. The Amended and Restated Credit Agreement also contains customary events of default. | ||||||||
The Company entered into three amendments to the Amended and Restated Credit Agreement during 2013 and one amendment during 2014. The first and second amendments resulted in immaterial modifications. On September 13, 2013, the Company entered into a third amendment (the “Third Amendment”) which increased the accordion feature provided in the Amended and Restated Agreement from uncommitted $50.0 million to uncommitted $100.0 million in aggregate of the revolving credit facility and term loan. On February 10, 2014, the Company entered into a fourth amendment (the “Fourth Amendment”). The Fourth Amendment increased the revolving credit facility commitment under the Amended and Restated Credit Agreement by $100 million from $75 million to $175 million and reset the accordion feature to $100 million for future expansion. Additionally, the Fourth Amendment increased the maximum permitted consolidated leverage ratio from 2.75 to 3.00, and increased the maximum consolidated leverage ratio for permitted acquisitions and stock repurchases from 2.25 to 2.50. The Company was in compliance with these debt covenants as of December 31, 2014. | ||||||||
The principal on the Company’s outstanding term loan matures as follows (in thousands): | ||||||||
Term Loan | ||||||||
2015 | $ | 7,500 | ||||||
2016 | 7,500 | |||||||
2017 | 20,000 | |||||||
Total debt repayments | $ | 35,000 | ||||||
Subject to certain exceptions, the Company will be required to prepay outstanding loans under the Amended and Restated Credit Agreement with the net proceeds of certain asset dispositions and incurrences of certain debt. The Company may voluntarily prepay loans or reduce commitments under the Senior Credit Facilities, in whole or in part, without premium or penalty, subject to certain minimum principal amounts. | ||||||||
Guarantees | ||||||||
Each Guarantor, as defined in the Amended and Restated Credit Agreement, jointly and severally, unconditionally guarantees the due and punctual payment of the principal, interest and fees on the Senior Credit Facilities, when due and payable, whether at maturity, by required prepayment, by acceleration or otherwise. In addition, Guarantors guarantee the due and punctual payment, fees and interest on the overdue principal of the Senior Credit Facilities and the due and punctual performance of all obligations of the Company in accordance with the terms of the Amended and Restated Credit Agreement. Furthermore, each Guarantor, jointly and severally, unconditionally guarantees that in the event of any extension, renewal, amendment, refinancing or modification of any of the Senior Credit Facilities or any of such other Obligations, as defined in the Amended and Restated Credit Agreement, amounts due will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, at stated maturity, by acceleration or otherwise. | ||||||||
The obligations of each Guarantor are limited to the maximum amount, after giving effect to all other contingent and fixed liabilities or any collections from or payments made by or on behalf of any other Guarantor. Each Guarantor that makes a payment or distribution under a Guarantee is entitled to a contribution from each other Guarantor of its Pro Rata Share, as defined in the Amended and Restated Credit Agreement, based on the adjusted net assets of each Guarantor. The Guarantees will continue to be effective or be reinstated, as the case may be, if at any time any payment of any of the obligations of the Guarantors is rescinded or must otherwise be returned upon the insolvency, bankruptcy or reorganization of the Company, a Guarantor or otherwise, all as though such payment had not been made. | ||||||||
Each Guarantor may be released from its obligations under its respective Guarantee and its obligations under the Amended and Restated Credit Agreement upon the occurrence of certain events, including, but not limited to: (i) the Guarantor ceases to be a subsidiary; and (ii) payment in full of the principal, accrued and unpaid interest on the Senior Credit Facilities and all other obligations. | ||||||||
As of December 31, 2014, the maximum potential amount of future payments the Guarantors could be required to make under the Guarantee is the principal amount of the Senior Credit Facilities plus all unpaid but accrued interest thereon. However, as of December 31, 2014, the Guarantors are not expected to be required to perform under the Guarantee. | ||||||||
Mortgages | ||||||||
In connection with the Amended and Restated Credit Agreement and as required thereby, Synrad, Inc. (“Synrad”), Photo Research, Inc. (“Photo Research”) and Excel Technology, Inc. (“Excel”), each a subsidiary of the Company, continues to be subject to an Open-End Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing, dated as of October 19, 2011, in favor of or for the benefit of the Trustee, wherein Synrad, Photo Research and Excel mortgaged, granted, bargained, assigned, sold and conveyed their respective interest in the property located in Mukilteo, Washington, Chatsworth, California and Orlando, Florida, respectively, to secure (a) the payment of all of the obligations of the Borrower and the Guarantors under the Amended and Restated Credit Agreement, the respective mortgages and the other Security Documents (as defined in the respective mortgage), and (b) the performance of all terms, covenants, conditions, provisions, agreements and liabilities contained in the credit agreement. | ||||||||
Fair Value of Debt | ||||||||
As of December 31, 2014 and 2013, the outstanding balance of the Company’s debt approximated fair value based on current rates available to the Company for debt of the same maturity. |
ShareBased_Compensation
Share-Based Compensation | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||||||||||||||
Share-Based Compensation | 11. Share-Based Compensation | |||||||||||||
Capital Stock | ||||||||||||||
The authorized capital of the Company consists of an unlimited number of common shares without nominal or par value. Holders of common shares are entitled to one vote per share. Holders of common shares are entitled to receive dividends, if and when declared by the Board of Directors, and to share ratably in its assets legally available for distribution to the stockholders in the event of liquidation. Holders of common shares have no redemption or conversion rights. | ||||||||||||||
2010 Incentive Award Plan | ||||||||||||||
In November 2010, the Company’s shareholders approved the 2010 Incentive Award Plan (the “2010 Incentive Plan”), under which the Company may grant share-based compensation awards to employees, consultants and directors. In May 2014, the Company’s shareholders approved the amended and restated 2010 Incentive Award Plan (the “Amended and Restated 2010 Incentive Plan”). The maximum number of shares which can be issued pursuant to the Amended and Restated 2010 Incentive Plan is 4,398,613, subject to adjustment as set forth in the Amended and Restated 2010 Incentive Plan. The Amended and Restated 2010 Incentive Plan provides for the grant of incentive stock options, non-qualified stock options, restricted stock, restricted stock units, stock appreciation rights, deferred stock, deferred stock units, dividends equivalents, performance awards and stock payments (collectively referred to as “Awards”) to employees, consultants and directors. The Amended and Restated 2010 Incentive Plan allows the Company to continue to grant awards intended to constitute “performance-based compensation” for purposes of Section 162(m) of the Internal Revenue Code of 1986, as amended, and includes certain provisions that reflect good corporate governance practices. The Amended and Restated 2010 Incentive Award Plan provides for specific limits on the number of shares that may be subject to different types of Awards and the amount of cash that can be paid with respect to different types of Awards. The Amended and Restated 2010 Incentive Plan will expire and no further Awards may be granted after April 9, 2024, As of December 31, 2014, there are 2,284,553 shares available for future awards under the Amended and Restated 2010 Incentive Plan. | ||||||||||||||
Restricted stock units represent the right to receive common shares or the fair market value of such shares in cash as determined by the administrator of the Amended and Restated 2010 Incentive Plan at a specified date in the future, subject to forfeiture of such right. The purchase price for restricted stock units, if any, will be determined by the administrator of the Amended and Restated 2010 Incentive Plan on an award-by-award basis. Deferred stock units entitle the recipient thereof to receive one share of common stock on the date such deferred stock unit becomes vested and other conditions are removed or expire, if applicable or upon a specified settlement date thereafter. Deferred stock units are typically awarded without payment of consideration. | ||||||||||||||
Shares subject to Awards that have expired, forfeited or settled in cash, or repurchased by the Company at the same price paid by the awardee may be added back to the number of shares available for grant under the Amended and Restated 2010 Incentive Plan and may be granted as new Awards. Shares that are used to pay the exercise price for an option, shares withheld to pay taxes, with respect to an option or stock appreciation rights, shares subject to a stock appreciation right that are not issued in connection with the stock settlement of the stock appreciation right on exercise thereof, and shares purchased on the open market with the cash proceeds from the exercise of options will not be added back to the number of shares available for grant under the Amended and Restated 2010 Incentive Plan. Shares issued to satisfy Awards under the Amended and Restated 2010 Incentive Plan may be previously authorized but unissued shares, treasury shares or shares bought on the open market. | ||||||||||||||
The table below summarizes activities relating to restricted stock units issued and outstanding under the 2010 Incentive Plan during year ended December 31, 2014: | ||||||||||||||
Restricted | Weighted | Weighted Average | Aggregate | |||||||||||
Stock Units | Average Grant | Remaining Vesting | Intrinsic | |||||||||||
(In thousands) | Date Fair Value | Period in Years | Value (1) | |||||||||||
(In thousands) | ||||||||||||||
Unvested at December 31, 2013 | 809 | $ | 10.2 | |||||||||||
Granted | 338 | $ | 12.26 | |||||||||||
Vested | (361 | ) | $ | 10.79 | ||||||||||
Forfeited | (37 | ) | $ | 11.06 | ||||||||||
Unvested at December 31, 2014 | 749 | $ | 10.8 | 1.82 years | $ | 11,019 | ||||||||
Expected to vest as of December 31, 2014 | 734 | $ | 10.8 | 1.82 years | $ | 10,797 | ||||||||
-1 | The aggregate intrinsic value is calculated based on the fair value of $14.72 per share of the Company’s common stock on December 31, 2014 due to the fact that the restricted stock units carry a $0 purchase price. | |||||||||||||
The total fair value of restricted stock units that vested in 2014, based on the market price of the underlying stock on the day of vesting, was $4.5 million. | ||||||||||||||
Other Issuances | ||||||||||||||
On September 2, 2010, the Company granted 83,337 deferred stock units to the members of its Board of Directors at a weighted average grant date fair value of $6.66 per share. The deferred stock units were issued pursuant to standalone award agreements that are independent of an equity incentive plan. These transactions were exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) of such act as transactions not involving a public offering. Each deferred stock unit represents the right to receive one common share of the Company on the date of termination of the holder’s service with the Company’s Board of Directors. The deferred stock units were fully vested and nonforfeitable on the date of grant. | ||||||||||||||
In connection with the JADAK acquisition on March 14, 2014, the Company acquired 100% of the outstanding stock of JADAK. In addition to the total purchase price, the Company granted restricted stock units in an aggregate of 180,000 shares to the former owner-managers of JADAK as employment inducement awards. These restricted stock units are performance-based awards and will vest after two years if certain financial targets and service conditions have been achieved. | ||||||||||||||
Share-Based Compensation Expense | ||||||||||||||
The table below summarizes share-based compensation expense recorded in income from continuing operations (in thousands): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Selling, general and administrative | $ | 3,967 | $ | 5,144 | $ | 4,339 | ||||||||
Research and development and engineering | 196 | 180 | 112 | |||||||||||
Cost of sales | 166 | 118 | 83 | |||||||||||
Restructuring and acquisition related costs | 322 | 125 | 51 | |||||||||||
Total share-based compensation expense | $ | 4,651 | $ | 5,567 | $ | 4,585 | ||||||||
The expense recorded during each of the years ended December 31, 2014, 2013 and 2012 included $0.5 million, $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 Amended and Restated 2010 Incentive 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 upon grant. | ||||||||||||||
The Company’s restricted stock unit awards have generally been issued with a three-year vesting period and vest based solely on service conditions. Accordingly, the Company generally recognizes compensation expense on a straight-line basis over the requisite service period. The Company reduces the compensation expense by an estimated forfeiture rate which is based on anticipated forfeitures and actual experience. | ||||||||||||||
As of December 31, 2014, the Company’s outstanding equity awards for which compensation expense will be recognized in the future consist of time-based restricted stock units granted under the Amended and Restated 2010 Incentive Plan and the JADAK inducement awards. The Company expects to record aggregate share-based compensation expense of $5.8 million, net of an estimate of forfeitures, subsequent to December 31, 2014, over a weighted average period of 1.8 years, for all outstanding equity awards. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Compensation And Retirement Disclosure [Abstract] | ||||||||||||||||||||||||
Employee Benefit Plans | 12. Employee Benefit Plans | |||||||||||||||||||||||
Defined Benefit Plans | ||||||||||||||||||||||||
The Company maintains a defined benefit pension plan in the United Kingdom (the “U.K. Plan”). In 1997, membership to the U.K. Plan was closed. In 2003, the Company was allowed to stop accruing additional benefits to the participants. Benefits under the U.K. Plan were based on the employees’ years of service and compensation as of 2003. | ||||||||||||||||||||||||
The Company also maintains a tax qualified pension plan in Japan (the “Japan Plan”) that covers certain of the Company’s Japanese employees. Benefits are based on years of service and compensation at retirement. Employees with less than twenty years of service to the Company receive a lump sum benefit payout. Employees with twenty or more years of service to the Company receive a benefit that is guaranteed for a certain number of years. Participants may, under certain circumstances, receive a benefit upon termination of employment. In December 2014, the Company amended the Japan Plan, which will be terminated in the first quarter of 2015. Upon termination, the plan assets will be transferred to each employee’s deferred contribution plan account. The accrued retirement allowance amount calculated by Japanese retirement benefit rules on a voluntary retirement basis as of March 1, 2015 (excess of plan assets) will be transferred over 4 years to each employee’s new defined contribution plan account. | ||||||||||||||||||||||||
Pension costs reflected in the accompanying consolidated statements of operations are based on a projected benefit method of valuation. The funded status of pension plan liabilities are included in other current and other long term liabilities in the accompanying consolidated balance sheets. The current and long term portions of pension plan liabilities are $0.1 million and $6.0 million, respectively, for the year ended December 31, 2014. The Company continues to fund each plan in sufficient amounts to meet current benefits as well as to fund a portion of future benefits as permitted by regulatory authorities. | ||||||||||||||||||||||||
The net periodic pension cost for the U.K. Plan and the Japan Plan included the following components (in thousands): | ||||||||||||||||||||||||
U.K. Plan | Japan Plan | |||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||
Components of the net periodic pension cost: | ||||||||||||||||||||||||
Service cost | $ | — | $ | — | $ | — | $ | 101 | $ | 99 | $ | 121 | ||||||||||||
Interest cost | 1,589 | 1,403 | 1,359 | 13 | 10 | 15 | ||||||||||||||||||
Expected return on plan assets | (1,958 | ) | (1,595 | ) | (1,270 | ) | (6 | ) | (7 | ) | — | |||||||||||||
Amortization of the unrecognized transition | — | — | — | 29 | 14 | 37 | ||||||||||||||||||
obligation | ||||||||||||||||||||||||
Amortization of prior service cost | — | — | — | 18 | 12 | 3 | ||||||||||||||||||
Amortization of actuarial losses | 374 | 668 | 392 | — | — | — | ||||||||||||||||||
Other | — | — | — | 18 | — | — | ||||||||||||||||||
Net periodic pension cost | $ | 5 | $ | 476 | $ | 481 | $ | 173 | $ | 128 | $ | 176 | ||||||||||||
The actuarial assumptions used to compute the net periodic pension cost for the years ended December 31, 2014, 2013 and 2012, respectively, for the U.K. Plan and the Japan Plan were as follows: | ||||||||||||||||||||||||
U.K. Plan | Japan Plan | |||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||
Weighted-average discount rate | 4.6 | % | 4.3 | % | 4.9 | % | 1 | % | 1.3 | % | 1.2 | % | ||||||||||||
Weighted-average rate of compensation increase | — | — | — | 3 | % | 3 | % | 3 | % | |||||||||||||||
Weighted-average long-term rate of return on plan assets | 5.9 | % | 5.7 | % | 5 | % | 1 | % | 1 | % | — | |||||||||||||
The actuarial assumptions used to compute the funded status as of December 31, 2014 and 2013, respectively, for the U.K. Plan and the Japan Plan were as follows: | ||||||||||||||||||||||||
U.K. Plan | Japan Plan | |||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Weighted-average discount rate | 3.5 | % | 4.6 | % | — | 1 | % | |||||||||||||||||
Weighted-average rate of compensation increase | — | — | — | 3 | % | |||||||||||||||||||
Rate of inflation | 3.6 | % | 2.7 | % | — | — | ||||||||||||||||||
The discount rates used are derived on (AA) corporate bonds that have maturities approximating the terms of the related obligations. In estimating the expected return on plan assets, the Company considered the historical performance of the major asset classes held and current forecasts of future rates of return for these asset classes. | ||||||||||||||||||||||||
The following table provides a reconciliation of benefit obligations and plan assets of the U.K. Plan and the Japan Plan (in thousands): | ||||||||||||||||||||||||
U.K. Plan | Japan Plan | |||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Change in benefit obligation: | ||||||||||||||||||||||||
Projected benefit obligation at beginning of year | $ | 35,193 | $ | 34,713 | $ | 1,123 | $ | 1,613 | ||||||||||||||||
Service cost | — | — | 101 | 99 | ||||||||||||||||||||
Interest cost | 1,589 | 1,403 | 13 | 10 | ||||||||||||||||||||
Actuarial (gains) losses | 6,060 | (889 | ) | (49 | ) | (58 | ) | |||||||||||||||||
Benefits paid | (1,006 | ) | (688 | ) | (340 | ) | (928 | ) | ||||||||||||||||
Plan curtailments | — | — | (252 | ) | — | |||||||||||||||||||
Foreign currency exchange rate changes | (2,415 | ) | 654 | 145 | 387 | |||||||||||||||||||
Projected benefit obligation at end of year | $ | 39,421 | $ | 35,193 | $ | 741 | $ | 1,123 | ||||||||||||||||
Accumulated benefit obligation at end of year | $ | 39,421 | $ | 35,193 | $ | 741 | $ | 833 | ||||||||||||||||
Change in plan assets: | ||||||||||||||||||||||||
Fair value of plan assets at beginning of year | $ | 33,457 | $ | 28,629 | $ | 537 | $ | 801 | ||||||||||||||||
Actual return on plan assets | 2,234 | 3,903 | 3 | 4 | ||||||||||||||||||||
Employer contributions | 1,000 | 847 | 253 | 521 | ||||||||||||||||||||
Benefits paid | (1,006 | ) | (688 | ) | (340 | ) | (928 | ) | ||||||||||||||||
Foreign currency exchange rate changes | (2,075 | ) | 766 | (41 | ) | 139 | ||||||||||||||||||
Fair value of plan assets at end of year | $ | 33,610 | $ | 33,457 | $ | 412 | $ | 537 | ||||||||||||||||
Funded status at end of year | $ | (5,811 | ) | $ | (1,736 | ) | $ | (329 | ) | $ | (586 | ) | ||||||||||||
Amounts included in accumulated other comprehensive loss not yet recognized in net periodic pension cost | ||||||||||||||||||||||||
Net actuarial (loss) gain | $ | (11,890 | ) | $ | (7,142 | ) | $ | — | $ | 2 | ||||||||||||||
Prior service cost | $ | — | $ | — | $ | — | $ | (211 | ) | |||||||||||||||
Net transition obligation | $ | — | $ | — | $ | — | $ | (163 | ) | |||||||||||||||
Amounts expected to be amortized from accumulated other comprehensive loss into net periodic cost over the next fiscal year consists of: | ||||||||||||||||||||||||
Net actuarial (loss) gain | $ | 892 | $ | 386 | $ | — | $ | — | ||||||||||||||||
Prior service cost | $ | — | $ | — | $ | — | $ | 12 | ||||||||||||||||
Net transition obligation | $ | — | $ | — | $ | — | $ | 19 | ||||||||||||||||
The following table reflects the total expected benefit payments to plan participants and have been estimated based on the same assumptions used to measure the Company’s benefit obligations as of December 31, 2014 (in thousands): | ||||||||||||||||||||||||
U.K. Plan | Japan Plan | |||||||||||||||||||||||
2015 | $ | 827 | $ | 514 | ||||||||||||||||||||
2016 | 974 | 76 | ||||||||||||||||||||||
2017 | 1,092 | 76 | ||||||||||||||||||||||
2018 | 900 | 75 | ||||||||||||||||||||||
2019 | 1,290 | - | ||||||||||||||||||||||
2020-2024 | 8,097 | - | ||||||||||||||||||||||
Total | $ | 13,180 | $ | 741 | ||||||||||||||||||||
In the U.K., funding valuations are conducted every three years in order to determine the future level of contributions. The Company’s latest funding valuation was completed in August 2013. Based on the results of the valuation, the Company’s annual contributions to the U.K. Plan are $1.0 million per year. The Company anticipates that contributions for 2015 will be $1.0 million for the U.K. Plan and $0.1 million for the Japan Plan. | ||||||||||||||||||||||||
Fair Value of Plan Assets | ||||||||||||||||||||||||
In the U.K., the Company’s overall objective is to invest plan assets in a portfolio of diversified assets, primarily through the use of institutional collective funds, to achieve long-term growth. The strategic asset allocation uses a combination of risk controlled and index strategies in fixed income and global equities. The target allocations are approximately 60% to funds investing in global equities, approximately 23% to funds investing in global bonds, approximately 7% to alternative assets (including private equity and debt, real estate and hedge funds), and approximately 10% in cash. | ||||||||||||||||||||||||
In Japan, the investment strategy is primarily focused on the preservation of principal invested in insurance contracts. | ||||||||||||||||||||||||
The following table summarizes the fair values of Plan assets as of December 31, 2014 by asset category (in thousands): | ||||||||||||||||||||||||
Fair Value | Quoted Prices in Active Markets | Significant Other Observable | Significant Other Unobservable | |||||||||||||||||||||
for Identical | Inputs | Inputs | ||||||||||||||||||||||
Assets | (Level 2) | (Level 3) | ||||||||||||||||||||||
(Level 1) | ||||||||||||||||||||||||
Asset Category | ||||||||||||||||||||||||
U.K. Plan | ||||||||||||||||||||||||
Mutual Funds: | ||||||||||||||||||||||||
Balanced (1) | $ | 16,287 | $ | — | $ | 16,287 | $ | — | ||||||||||||||||
Growth (2) | 17,149 | — | 17,149 | — | ||||||||||||||||||||
Cash | 174 | 174 | — | — | ||||||||||||||||||||
Total | $ | 33,610 | $ | 174 | $ | 33,436 | $ | — | ||||||||||||||||
Japan Plan | ||||||||||||||||||||||||
Insurance contracts (3) | $ | 412 | $ | — | $ | 412 | $ | — | ||||||||||||||||
Total | $ | 412 | $ | — | $ | 412 | $ | — | ||||||||||||||||
-1 | This class comprises a diversified portfolio of global investments which seeks a balanced return between capital growth and fixed income and is allocated on a weighted average basis as follows: equities (54%), bonds (32%), other assets (5%) and cash (9%). | |||||||||||||||||||||||
-2 | This class comprises a diversified portfolio of global investments which seeks long-term capital growth and is allocated on a weighted average basis as follows: equities (67%), bonds (15%), other assets (8%) and cash (10%). | |||||||||||||||||||||||
-3 | This class represents funds invested in insurance contracts. | |||||||||||||||||||||||
The following table summarizes the fair values of Plan assets as of December 31, 2013 by asset category (in thousands): | ||||||||||||||||||||||||
Fair Value | Quoted Prices in Active Markets | Significant Other Observable | Significant Other Unobservable | |||||||||||||||||||||
for Identical | Inputs | Inputs | ||||||||||||||||||||||
Assets | (Level 2) | (Level 3) | ||||||||||||||||||||||
(Level 1) | ||||||||||||||||||||||||
Asset Category | ||||||||||||||||||||||||
U.K. Plan | ||||||||||||||||||||||||
Mutual Funds: | ||||||||||||||||||||||||
Balanced (1) | $ | 16,260 | $ | — | $ | 16,260 | $ | — | ||||||||||||||||
Growth (2) | 17,060 | — | 17,060 | — | ||||||||||||||||||||
Cash | 137 | 137 | — | — | ||||||||||||||||||||
Total | $ | 33,457 | $ | 137 | $ | 33,320 | $ | — | ||||||||||||||||
Japan Plan | ||||||||||||||||||||||||
Insurance contracts (3) | $ | 537 | $ | — | $ | 537 | $ | — | ||||||||||||||||
Total | $ | 537 | $ | — | $ | 537 | $ | — | ||||||||||||||||
-1 | This class comprises a diversified portfolio of global investments which seeks a balanced return between capital growth and fixed income and is allocated on a weighted average basis as follows: equities (51%), bonds (33%), other assets (8%) and cash (8%). | |||||||||||||||||||||||
-2 | This class comprises a diversified portfolio of global investments which seeks long-term capital growth and is allocated on a weighted average basis as follows: equities (70%), other assets (14%), bonds (9%), and cash (7%). | |||||||||||||||||||||||
-3 | This class represents funds invested in insurance contracts. | |||||||||||||||||||||||
The tables above present the fair value of plan assets in accordance with the fair value hierarchy. Certain pension plan assets are measured using net asset value per share (or its equivalent) and are reported as a level 2 investment above, as these investments have quoted prices in inactive markets; and significant other observable inputs which can be corroborated by observable market data for substantially the full term of the plan assets. | ||||||||||||||||||||||||
Defined Contribution Plans | ||||||||||||||||||||||||
The Company has defined contribution employee savings plans in the U.K. and the U.S. The Company matches the contributions of participating employees on the basis of percentages specified in each plan. Company matching contributions to the plans were $2.6 million, $1.7 million and $1.3 million for the years ended December 31, 2014, 2013 and 2012, respectively. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | 13. Income Taxes | |||||||||||
Components of the Company’s income (loss) from continuing operations before income taxes are as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Income (loss) from continuing operations before income taxes: | ||||||||||||
Canadian | $ | (20,212 | ) | $ | (5,366 | ) | $ | (5,199 | ) | |||
U.S. | (9,661 | ) | 12,838 | 18,987 | ||||||||
Other | 11,958 | 8,705 | 2,914 | |||||||||
Total | $ | (17,915 | ) | $ | 16,177 | $ | 16,702 | |||||
Components of the Company’s income tax provision (benefit) are as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current | ||||||||||||
Canadian | $ | 175 | $ | — | $ | — | ||||||
U.S. | 3,615 | 1,662 | 3,560 | |||||||||
Other | 1,940 | 652 | 2,275 | |||||||||
5,730 | 2,314 | 5,835 | ||||||||||
Deferred | ||||||||||||
Canadian | — | — | — | |||||||||
U.S. | (6,731 | ) | 2,206 | (14,467 | ) | |||||||
Other | (5 | ) | 1,680 | (2,963 | ) | |||||||
(6,736 | ) | 3,886 | (17,430 | ) | ||||||||
Total | $ | (1,006 | ) | $ | 6,200 | $ | (11,595 | ) | ||||
The Company is incorporated in Canada and therefore uses the Canadian statutory rate. The reconciliation of the statutory Canadian income tax rate to the effective rate related to income from continuing operations before income taxes is as follows (in thousands, except percentage data): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Statutory Canadian tax rate | 27 | % | 26 | % | 25 | % | ||||||
Expected income tax provision at statutory Canadian tax rate | $ | (4,837 | ) | $ | 4,206 | $ | 4,176 | |||||
International tax rate differences | (1,132 | ) | 156 | 1,863 | ||||||||
Permanent differences | (88 | ) | 106 | 227 | ||||||||
Change in valuation allowance | 4,809 | (3,076 | ) | (17,564 | ) | |||||||
Prior year provision to return differences | 962 | (312 | ) | 37 | ||||||||
Net operating loss expirations | — | 4,538 | — | |||||||||
Statutory tax rate change | (13 | ) | 354 | 316 | ||||||||
Uncertain tax positions | 134 | 259 | (4,093 | ) | ||||||||
Tax credits | (1,678 | ) | (938 | ) | — | |||||||
State income taxes, net | (271 | ) | 148 | 478 | ||||||||
IRS audit | 241 | 680 | 1,846 | |||||||||
Withholding and other taxes | 421 | 321 | 488 | |||||||||
Other | 116 | (242 | ) | 631 | ||||||||
Goodwill impairment | 330 | — | — | |||||||||
Reported income tax provision (benefit) | $ | (1,006 | ) | $ | 6,200 | $ | (11,595 | ) | ||||
Effective tax rate | 5.6 | % | 38.3 | % | (69.4 | )% | ||||||
Deferred income taxes result principally from temporary differences in the recognition of certain revenue and expense items and operating loss carryforwards and credit carryforwards for financial and tax reporting purposes. Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2014 and 2013 are as follows (in thousands): | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Deferred tax assets | ||||||||||||
Losses & IRC Section 163(j) carryforwards | $ | 12,742 | $ | 16,059 | ||||||||
Compensation related deductions | 3,749 | 2,649 | ||||||||||
Tax credits | 3,502 | 3,817 | ||||||||||
Restructuring related liabilities | 64 | 406 | ||||||||||
Inventory | 4,495 | 4,939 | ||||||||||
Depreciation | 683 | 938 | ||||||||||
Amortization | — | — | ||||||||||
Warranty | 876 | 888 | ||||||||||
Other | 2,206 | 824 | ||||||||||
Total deferred tax assets | 28,317 | 30,520 | ||||||||||
Valuation allowance for deferred tax assets | (14,495 | ) | (11,534 | ) | ||||||||
Net deferred income tax assets | $ | 13,822 | $ | 18,986 | ||||||||
Deferred tax liabilities | ||||||||||||
Equity investment | $ | (1,594 | ) | $ | (1,025 | ) | ||||||
Depreciation | (341 | ) | (583 | ) | ||||||||
Amortization | (36 | ) | (11,417 | ) | ||||||||
Unrealized currency gain/loss | (2,595 | ) | (983 | ) | ||||||||
Other | (525 | ) | (326 | ) | ||||||||
Total deferred tax liabilities | $ | (5,091 | ) | $ | (14,334 | ) | ||||||
Net deferred income tax assets (liabilities) | $ | 8,731 | $ | 4,652 | ||||||||
In determining its 2014, 2013, and 2012 income tax provisions, the Company calculated deferred tax assets and liabilities for each separate jurisdiction. The Company then considered a number of factors, including positive and negative evidence related to the realization of its deferred tax assets to determine whether a valuation allowance should be recognized with respect to its deferred tax assets. | ||||||||||||
In 2014, the Company recorded valuation allowances against its current year net operating losses in certain tax jurisdictions of $0.3 million and increased valuation allowance recorded on certain U.S. state tax net operating losses of $0.3 million and capital loss carryforward of $0.4 million. | ||||||||||||
In 2013, the Company adjusted a portion of its Canadian loss carryforward and the related valuation allowance of $4.8 million. The Company also recorded valuation allowances against its current year net operating losses in certain tax jurisdictions of $1.3 million and released valuation allowance previously recorded on certain U.S. state tax credits of $0.3 million. Additionally, the Company adjusted the carrying value of deferred tax assets on net operating losses and tax credits and their related valuation allowance in Canada and the U.K. as a result of changes in statutory tax rates amounting to $0.7 million in 2013. | ||||||||||||
In 2012, the Company recognized a tax benefit of $15.3 million due to the release of a portion of the valuation allowance on deferred tax assets which the Company believes are more likely than not to be realized. Our effective income tax rate benefited from the availability of previously unrealized deferred tax assets which the Company utilized to reduce tax expense for the U.S., U.K., France, and Japan for income tax purposes. | ||||||||||||
Valuation allowance continues to be provided on U.S. capital loss, certain state net operating loss and certain foreign tax attributes that the Company has determined that it is more likely than not that they 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 valuation allowance currently in place on its deferred tax assets. | ||||||||||||
As of December 31, 2014, the Company had net operating loss carryforwards of $4.5 million (tax effected) available to reduce future taxable income. Of this amount, approximately $1.4 million relates to the U.S. and expires through 2033; $2.3 million relates to Canada and expires starting in 2015; and $0.8 million relates to the U.K. and can be carried forward indefinitely. | ||||||||||||
As of December 31, 2014, the Company had tax credits of approximately $4.2 million available to reduce income taxes in future years. Approximately $2.1 million relates to the U.S., both federal and state, and expires through 2034. The remaining $2.1 million relates to Canada, of which $0.8 million expires through 2021 and $1.3 million can be carried forward indefinitely. | ||||||||||||
Income and foreign withholding taxes have not been recognized on the excess of the amount for financial reporting purposes over the tax basis of investments in foreign subsidiaries that are essentially permanent in nature. This amount becomes taxable upon a repatriation of assets from a subsidiary or a sale or liquidation of a subsidiary. The amount of undistributed earnings of foreign subsidiaries totaled $15.8 million as of December 31, 2014. The estimated unrecognized deferred income tax liabilities on this temporary difference is approximately $1.1 million. | ||||||||||||
As of December 31, 2012, the amount of gross unrecognized tax benefits totaled approximately $7.6 million, of which $4.3 million would favorably affect the Company’s effective tax rate, if recognized. As a result of settling a U.S. federal tax examination, the Company released $3.0 million of unrecognized tax benefits during the year ended December 31, 2012. As of December 31, 2013, the Company’s total amount of gross unrecognized tax benefits was $7.1 million, of which $4.9 million would favorably affect its effective tax rate, if recognized. As of December 31, 2014, the Company’s total amount of gross unrecognized tax benefits was $6.3 million, of which $4.1 million would favorably affect its effective tax rate, if recognized. Over the next twelve months, the Company may need to record up to $0.7 million of previously unrecognized tax benefits in the event of statute of limitations closures. The Company believes there are no other jurisdictions in which the outcome of unresolved issues or claims is likely to be material to its results of operations, financial position or cash flows. Furthermore, the Company believes it has adequately provided for all income tax uncertainties. | ||||||||||||
The reconciliation of the total amounts of unrecognized tax benefits is as follows (in thousands): | ||||||||||||
Balance at December 31, 2011 | $ | 7,284 | ||||||||||
Additions based on tax positions related to the current year | 2,618 | |||||||||||
Additions for tax positions of prior years | 1,422 | |||||||||||
Reductions for tax positions of prior years | (481 | ) | ||||||||||
Reductions to tax positions resulting from a lapse of the applicable statute of limitations | (254 | ) | ||||||||||
Settlements with taxation authorities | (3,035 | ) | ||||||||||
Balance at December 31, 2012 | 7,554 | |||||||||||
Additions based on tax positions related to the current year | 508 | |||||||||||
Additions for tax positions of prior years | 1,475 | |||||||||||
Reductions for tax positions of prior years | (1,888 | ) | ||||||||||
Reductions to tax positions resulting from a lapse of the applicable statute of limitations | (575 | ) | ||||||||||
Balance at December 31, 2013 | 7,074 | |||||||||||
Additions based on tax positions related to the current year | 1,180 | |||||||||||
Additions for tax positions of prior years | 2,601 | |||||||||||
Reductions for tax positions of current years | (2,404 | ) | ||||||||||
Reductions to tax positions resulting from a lapse of the applicable statute of limitations | (2,177 | ) | ||||||||||
Balance at December 31, 2014 | $ | 6,274 | ||||||||||
The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2014 and 2013, the Company had approximately $0.6 million and $0.3 million, respectively, of accrued interest and penalties related to uncertain tax positions. During the year ended December 31, 2014 the Company recognized approximately $0.3 million of expense related to an increase in interest and penalties related to uncertain tax positions. During the year ended December 31, 2013, the Company recognized approximately $0.3 million of benefits from lower interest and penalties related to uncertain tax positions. | ||||||||||||
The Company files income tax returns in Canada, the U.S., and various states and foreign jurisdictions. Generally, the Company is no longer subject to U.S. or foreign income tax examinations by tax authorities for the years before 2006. | ||||||||||||
The Company’s income tax returns may be reviewed in the following countries for the following periods under the appropriate statute of limitations: | ||||||||||||
United States | 2009 - Present | |||||||||||
Canada | 2007 - Present | |||||||||||
United Kingdom | 2013 - Present | |||||||||||
China | 2011 - Present | |||||||||||
Japan | 2009 - Present | |||||||||||
Germany | 2008 - Present | |||||||||||
Netherlands | 2009 - Present | |||||||||||
Restructuring_and_Acquisition_
Restructuring and Acquisition Related Costs | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Restructuring And Related Activities [Abstract] | ||||||||||||||||||||
Restructuring and Acquisition Related Costs | 14. Restructuring and Acquisition Related Costs | |||||||||||||||||||
The following table summarizes restructuring and acquisition related costs recorded in the accompanying consolidated statements of operations (in thousands): | ||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
2011 restructuring | $ | 389 | $ | 1,287 | $ | 1,584 | ||||||||||||||
2012 restructuring | — | — | 1,758 | |||||||||||||||||
2013 restructuring | 25 | 2,463 | — | |||||||||||||||||
Novi and U.K. restructuring | — | — | (40 | ) | ||||||||||||||||
Germany restructuring | — | 7 | 276 | |||||||||||||||||
Total restructuring charges | $ | 414 | $ | 3,757 | $ | 3,578 | ||||||||||||||
Acquisition and related charges | $ | 909 | $ | 1,630 | $ | 791 | ||||||||||||||
JADAK earn-out costs | 612 | — | — | |||||||||||||||||
Total acquisition related charges | $ | 1,521 | $ | 1,630 | $ | 791 | ||||||||||||||
Total restructuring and acquisition related costs | $ | 1,935 | $ | 5,387 | $ | 4,369 | ||||||||||||||
2011 Restructuring | ||||||||||||||||||||
In November 2011, the Company announced a strategic initiative (“2011 restructuring”), which aimed to consolidate operations to reduce the Company’s cost structure and improve operational efficiency. In total, eleven facilities have been exited as part of the 2011 restructuring plan. These eliminations resulted in the consolidation of the manufacturing facilities of the Scientific Lasers business and the optics products, consolidation of the Company’s German operations into one facility, and consolidation of the laser scanners business into the Company’s Bedford, MA manufacturing facility. Included in the eleven facilities exited are five facilities exited as part of the Semiconductor and Laser Systems business divestitures. The facility exit costs for the divested businesses have been excluded from the table above. The Company substantially completed the 2011 restructuring program in 2013. | ||||||||||||||||||||
Presented below are actual cash charges, including severance, relocation, facility closure and consulting costs, and non-cash charges related to depreciation (in thousands): | ||||||||||||||||||||
Cumulative | ||||||||||||||||||||
Year Ended December 31, | Costs as of | |||||||||||||||||||
2014 | 2013 | 2012 | December 31, | |||||||||||||||||
2014 | ||||||||||||||||||||
Cash charges | $ | (235 | ) | $ | 1,037 | $ | 1,540 | $ | 3,048 | |||||||||||
Non-cash charges | 624 | 250 | 44 | 1,006 | ||||||||||||||||
Total restructuring costs | $ | 389 | $ | 1,287 | $ | 1,584 | $ | 4,054 | ||||||||||||
The following table summarizes restructuring costs for each segment and unallocated corporate costs related to the 2011 restructuring plan (in thousands): | ||||||||||||||||||||
Cumulative | ||||||||||||||||||||
Year Ended December 31, | Costs as of | |||||||||||||||||||
2014 | 2013 | 2012 | December 31, | |||||||||||||||||
2014 | ||||||||||||||||||||
Laser Products | $ | (106 | ) | $ | 1,042 | $ | 386 | $ | 1,939 | |||||||||||
Medical Technologies | — | 48 | — | 48 | ||||||||||||||||
Precision Motion | — | 5 | 52 | 122 | ||||||||||||||||
Corporate, Shared Services and Unallocated costs | 495 | 192 | 1,146 | 1,945 | ||||||||||||||||
Total | $ | 389 | $ | 1,287 | $ | 1,584 | $ | 4,054 | ||||||||||||
2012 Restructuring | ||||||||||||||||||||
During 2012, the Company initiated and completed a program to identify additional cost savings due to the continued uncertainty and volatility of the macroeconomic environment (“2012 restructuring”). The Company incurred $1.8 million of severance costs associated with the 2012 restructuring program during the year ended December 31, 2012. | ||||||||||||||||||||
The following table summarizes the total costs associated with the 2012 restructuring program for each segment and unallocated corporate costs for the year ended December 31, 2012 (in thousands): | ||||||||||||||||||||
Year Ended | ||||||||||||||||||||
December 31, | ||||||||||||||||||||
2012 | ||||||||||||||||||||
Laser Products | $ | 501 | ||||||||||||||||||
Precision Motion | 951 | |||||||||||||||||||
Corporate, Shared Services and Unallocated costs | 306 | |||||||||||||||||||
Total | $ | 1,758 | ||||||||||||||||||
2013 Restructuring | ||||||||||||||||||||
During the first half of 2013, the Company initiated a program 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 $2.3 million of cash related charges primarily related to severance and exit costs associated with a facility exited during the year ended December 31, 2013. | ||||||||||||||||||||
The following table summarizes restructuring costs for each segment and unallocated corporate costs related to the 2013 restructuring program (in thousands): | ||||||||||||||||||||
Year Ended | ||||||||||||||||||||
December 31, | ||||||||||||||||||||
2013 | ||||||||||||||||||||
Laser Products | $ | 836 | ||||||||||||||||||
Medical Technologies | 806 | |||||||||||||||||||
Precision Motion | 378 | |||||||||||||||||||
Corporate, Shared Services and Unallocated costs | 443 | |||||||||||||||||||
Total | $ | 2,463 | ||||||||||||||||||
Other Restructuring | ||||||||||||||||||||
The Company recorded restructuring charges related to the elimination of the Company’s Munich, Germany facility as a result of a restructuring program undertaken beginning in 2000 (“Germany restructuring”). The Company terminated the lease agreement and completed the Germany restructuring by making a final payment of $0.3 million to the landlord in December 2012. | ||||||||||||||||||||
Rollforward of Accrued Expenses Related to Restructuring | ||||||||||||||||||||
The following table summarizes the accrual activities, by component, related to the Company’s restructuring charges recorded in the accompanying consolidated balance sheets (in thousands): | ||||||||||||||||||||
Total | Severance | Facility | Depreciation | Other | ||||||||||||||||
Balance at December 31, 2012 | $ | 1,931 | $ | 1,295 | $ | 494 | $ | — | $ | 142 | ||||||||||
Restructuring charges | 3,757 | 2,259 | 698 | 250 | 550 | |||||||||||||||
Acquired lease obligation | 128 | — | 128 | — | — | |||||||||||||||
Cash payments | (4,516 | ) | (2,904 | ) | (1,085 | ) | — | (527 | ) | |||||||||||
Non-cash write-offs and other adjustments | 74 | 37 | 413 | (250 | ) | (126 | ) | |||||||||||||
Balance at December 31, 2013 | 1,374 | 687 | 648 | — | 39 | |||||||||||||||
Restructuring charges | 414 | (83 | ) | (309 | ) | 624 | 182 | |||||||||||||
Cash payments | (933 | ) | (502 | ) | (234 | ) | — | (197 | ) | |||||||||||
Non-cash write-offs and other adjustments | (624 | ) | — | — | (624 | ) | — | |||||||||||||
Balance at December 31, 2014 | $ | 231 | $ | 102 | $ | 105 | $ | — | $ | 24 | ||||||||||
The Company expects to make $0.1 million in cash payments during the twelve months ending December 31, 2015. | ||||||||||||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Commitments And Contingencies Disclosure [Abstract] | |||||||||
Commitments and Contingencies | 15. Commitments and Contingencies | ||||||||
Operating Leases | |||||||||
The Company leases certain equipment and facilities under operating lease agreements. Most of these lease agreements expire between 2015 and 2019. In the U.K., where longer lease terms are more common, the Company has a land lease that extends through 2078. During the years ended December 31, 2014, 2013 and 2012, the Company recorded lease expense of $4.1 million, $4.9 million and $4.1 million, respectively. In addition to the base rent, the Company is generally required to pay insurance, real estate taxes and maintenance costs which is recorded in lease expense. | |||||||||
In connection with the sale of the Scientific Lasers business, the Company assigned to the buyer the lease for the facility in San Jose, California, where the Scientific Lasers business operated. The buyer assumed all of our rights and obligations under the original lease, including the duty to pay the rent for the remainder term of the lease. So long as the buyer performs its obligations as the tenant, as required by the Asset and Equity Purchase Agreement for its acquisition of the Scientific Lasers business, the Company has no responsibilities for the lease. If the buyer should cease performance under the lease, however, the landlord could still pursue the Company as the original tenant until February 28, 2019, the end of the lease term. The Company has indemnification rights against the buyer under the Asset and Equity Purchase Agreement. The lease associated with this facility has been excluded from the operating lease commitments table below. | |||||||||
Capital Leases | |||||||||
In 2014, the Company capitalized $10.4 million of assets which met the criteria under ASC 840-30, “Leases—Capitalized Leases,” which requires the Company to capitalize and depreciate the assets over the lease term. | |||||||||
Future minimum lease payments under operating and capital leases expiring subsequent to December 31, 2014, including operating leases associated with facilities that have been vacated as a result of the Company’s restructuring actions, are as follows (in thousands): | |||||||||
Year Ending December 31, | Operating Leases | Capital Leases(1) | |||||||
2015 | $ | 4,888 | $ | 1,261 | |||||
2016 | 4,065 | 1,261 | |||||||
2017 | 3,149 | 1,290 | |||||||
2018 | 2,821 | 860 | |||||||
2019 | 1,791 | 884 | |||||||
Thereafter | 5,605 | 9,045 | |||||||
Total minimum lease payments | $ | 22,319 | $ | 14,601 | |||||
-1 | Capital lease payments include interest payments of $4.3 million. | ||||||||
Purchase Commitments | |||||||||
As of December 31, 2014, the Company had unconditional commitments primarily for inventory purchases of $51.0 million. These purchase commitments are expected to be incurred as follows: $49.5 million in 2015, $1.2 million in 2016, and $0.3 million in 2017. | |||||||||
Legal Proceedings | |||||||||
The Company is 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. | |||||||||
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. Certain of our officers and directors are also a party to indemnification agreements with the Company. These indemnification agreements provide, among other things, that the director and officer 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 indemnification agreements provide 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 agreements also set 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. | |||||||||
On July 1, 2013, the Company provided a Guarantee (the “Guarantee”) in favor of the trustees of the U.K. Plan with respect to all present and future obligations and liabilities (whether actual or contingent and whether owed jointly or severally and in any capacity whatsoever) of GSI Group Limited, a wholly owned subsidiary of GSI Group Inc. | |||||||||
Credit Risks and Other Uncertainties | |||||||||
The Company maintains financial instruments such as cash and cash equivalents and trade receivables. From time to time, certain of these instruments may subject the Company to concentrations of credit risk whereby one institution may hold a significant portion of the cash and cash equivalents, or one customer may compose a large portion of the accounts receivable balances. | |||||||||
There was no significant concentration of credit risk related to the Company’s position in trade accounts receivable as no individual customer represented 10% or more of the Company’s outstanding accounts receivable at December 31, 2014 and 2013. Credit risk with respect to trade accounts receivables is generally minimized because of the diversification of the Company’s operations, as well as its large customer base and its geographical dispersion. | |||||||||
Certain of the components and materials included in the Company’s products are currently obtained from single source suppliers. There can be no assurance that a disruption of this outside supply would not create substantial manufacturing delays and additional cost to the Company. | |||||||||
The Company’s operations involve a number of other risks and uncertainties including, but not limited to, the effects of general economic conditions, rapidly changing technology, and international operations. |
Segment_Information
Segment Information | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||||||
Segment Information | 16. 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. | ||||||||||||||||||||||||
We operate in three reportable segments: Laser Products, Medical Technologies, and Precision Motion. The 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 industrial material processing, and medical and life science imaging and laser procedures. The vast majority of the segment’s product offerings are sold to OEM customers. The business sells these products both directly, utilizing a highly technical sales force, and indirectly, through resellers and distributors. | ||||||||||||||||||||||||
Medical Technologies | ||||||||||||||||||||||||
The Medical Technologies segment designs, manufactures and markets a range of medical grade technologies, including visualization solutions, imaging informatics products, optical data collection and machine vision technologies, thermal printers, and light and color measurement instrumentation to customers worldwide. The vast majority of the segment’s product offerings are sold to OEM customers. The segment sells these products both directly, utilizing a highly technical sales force, and indirectly, through resellers and distributors. | ||||||||||||||||||||||||
Precision Motion | ||||||||||||||||||||||||
The Precision Motion segment designs, manufactures and markets optical encoders, air bearing spindles and precision machined components to customers worldwide. The vast majority of the segment’s product offerings are sold into the electronics, industrial and, to a lesser extent, the medical markets. 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, operating income (loss) from continuing operations, and depreciation and amortization by reportable segments are as follows (in thousands): | ||||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Sales | ||||||||||||||||||||||||
Laser Products | $ | 177,726 | $ | 166,598 | $ | 158,639 | ||||||||||||||||||
Medical Technologies | 122,187 | 90,276 | 25,915 | |||||||||||||||||||||
Precision Motion | 64,793 | 60,036 | 59,242 | |||||||||||||||||||||
Total | $ | 364,706 | $ | 316,910 | $ | 243,796 | ||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Gross Profit | ||||||||||||||||||||||||
Laser Products | $ | 74,224 | $ | 68,819 | $ | 66,498 | ||||||||||||||||||
Medical Technologies | 48,678 | 35,824 | 13,149 | |||||||||||||||||||||
Precision Motion | 28,333 | 27,778 | 26,796 | |||||||||||||||||||||
Corporate, Shared Services and Unallocated | (1,068 | ) | (194 | ) | (925 | ) | ||||||||||||||||||
Total | $ | 150,167 | $ | 132,227 | $ | 105,518 | ||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Operating Income (Loss) from Continuing Operations | ||||||||||||||||||||||||
Laser Products | $ | 33,053 | $ | 25,143 | $ | 24,480 | ||||||||||||||||||
Medical Technologies | (43,079 | ) | 3,566 | 8,285 | ||||||||||||||||||||
Precision Motion | 13,023 | 12,062 | 9,482 | |||||||||||||||||||||
Corporate, Shared Services and Unallocated | (19,803 | ) | (21,325 | ) | (21,985 | ) | ||||||||||||||||||
Total | $ | (16,806 | ) | $ | 19,446 | $ | 20,262 | |||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Depreciation and Amortization | ||||||||||||||||||||||||
Laser Products | $ | 6,481 | $ | 6,335 | $ | 6,448 | ||||||||||||||||||
Medical Technologies | 13,254 | 8,808 | 702 | |||||||||||||||||||||
Precision Motion | 1,943 | 1,979 | 2,066 | |||||||||||||||||||||
Corporate, Shared Services and Unallocated | 2,743 | 2,828 | 3,467 | |||||||||||||||||||||
Total | $ | 24,421 | $ | 19,950 | $ | 12,683 | ||||||||||||||||||
Geographic Information | ||||||||||||||||||||||||
The Company aggregates geographic sales based on the customer location where products are shipped. Sales to these customers are as follows (in thousands, except percentage data): | ||||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Sales | % of Total | Sales | % of Total | Sales | % of Total | |||||||||||||||||||
United States | $ | 140,973 | 38.7 | % | $ | 107,892 | 34 | % | $ | 76,437 | 31.4 | % | ||||||||||||
Germany | 59,029 | 16.2 | 56,287 | 17.8 | 32,822 | 13.5 | ||||||||||||||||||
Rest of Europe | 54,308 | 14.9 | 45,698 | 14.4 | 41,466 | 17 | ||||||||||||||||||
China | 40,792 | 11.2 | 37,651 | 11.9 | 21,001 | 8.6 | ||||||||||||||||||
Rest of Asia-Pacific | 58,830 | 16.1 | 57,802 | 18.2 | 65,262 | 26.8 | ||||||||||||||||||
Other | 10,774 | 2.9 | 11,580 | 3.7 | 6,808 | 2.7 | ||||||||||||||||||
Total | $ | 364,706 | 100 | % | $ | 316,910 | 100 | % | $ | 243,796 | 100 | % | ||||||||||||
Long-lived assets consist of property, plant and equipment, net, and are aggregated based on the location of the assets. A summary of these long-lived assets is as follows (in thousands): | ||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||
United States | $ | 32,988 | $ | 23,305 | ||||||||||||||||||||
Europe | 5,318 | 5,617 | ||||||||||||||||||||||
China | 1,705 | 2,196 | ||||||||||||||||||||||
Asia-Pacific and other | 77 | 185 | ||||||||||||||||||||||
Total | $ | 40,088 | $ | 31,303 | ||||||||||||||||||||
Significant Customers | ||||||||||||||||||||||||
No customer accounted for greater than 10% of the Company’s sales during the years ended December 31, 2014, 2013 or 2012. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. Subsequent Events |
On February 19, 2015, the Company acquired Applimotion Inc. (“Applimotion”), a Loomis, California-based provider of advanced precision motor and motion control technology to OEMs for advanced industrial and medical markets, for $13.9 million in cash, subject to customary working capital adjustments. Applimotion specializes in motor applications that require highly precise and dynamic motion control. The acquisition enhances the Company’s strategic position in precision motion control by enabling the Company to offer a broader range of motion control technologies and integrated solutions. The Applimotion business will be integrated into the Company’s optical encoders business line, which is part of the Company’s Precision Motion segment. Information required by ASC 805-10, “Business Combinations,” was not disclosed herein as the Company is in process of completing its purchase price allocation. | |
Supplementary_Information
Supplementary Information | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Supplementary Information | Supplementary Information | |||||||||||||||
(Unaudited) | ||||||||||||||||
The Company’s 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. | ||||||||||||||||
In December 2014, the Company determined that an impairment test of the NDS goodwill and intangible assets was required, resulting in an impairment charge of $41.4 million in operating expenses. | ||||||||||||||||
On March 14, 2014, the Company acquired JADAK and started to include the operating results of JADAK in the consolidated financial statements as of the acquisition date. In July 2014, the Company completed the sale of certain assets and liabilities of the Scientific Lasers business for $6.5 million in cash, net of working capital adjustments, and recorded a $1.7 million loss on sale. | ||||||||||||||||
On January 15, 2013, the Company acquired NDS and started to include the operating results of NDS in the consolidated financial statements as of the acquisition date. In the second quarter of 2013, the Company consummated the sale of certain assets and liabilities of the Semiconductor Systems business for $8.0 million in cash, subject to closing working capital adjustments, and recorded a $0.3 million loss, net of tax. In September 2013, the Company settled final working capital adjustments on the sale of the Laser Systems business and the Semiconductor Systems business and recognized additional loss on disposal of these businesses of $0.3 million, net of tax. | ||||||||||||||||
The following tables reflect the Company’s unaudited condensed consolidated statements of operations (in thousands except per share data): | ||||||||||||||||
Three Months Ended | ||||||||||||||||
December 31, | September 26, | June 27, | March 28, | |||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||
Sales | $ | 94,012 | $ | 94,656 | $ | 96,905 | $ | 79,133 | ||||||||
Cost of goods sold | 54,284 | 54,973 | 58,254 | 47,028 | ||||||||||||
Gross profit | 39,728 | 39,683 | 38,651 | 32,105 | ||||||||||||
Operating expenses: | ||||||||||||||||
Research and development and engineering | 7,837 | 7,735 | 7,525 | 5,857 | ||||||||||||
Selling, general and administrative | 21,840 | 21,512 | 21,410 | 19,618 | ||||||||||||
Amortization of purchased intangible assets | 2,799 | 2,843 | 2,876 | 1,744 | ||||||||||||
Restructuring and acquisition related costs | (14 | ) | 771 | 360 | 818 | |||||||||||
Impairment of goodwill and intangible assets | 41,442 | — | — | — | ||||||||||||
Total operating expenses | 73,904 | 32,861 | 32,171 | 28,037 | ||||||||||||
Operating income (loss) from continuing operations | (34,176 | ) | 6,822 | 6,480 | 4,068 | |||||||||||
Interest income (expense), foreign exchange transaction gains (losses) and other income (expense), net | (127 | ) | 310 | (1,017 | ) | (275 | ) | |||||||||
Income (loss) from continuing operations before income taxes | (34,303 | ) | 7,132 | 5,463 | 3,793 | |||||||||||
Income tax provision | (6,013 | ) | 2,013 | 2,057 | 937 | |||||||||||
Income (loss) from continuing operations | (28,290 | ) | 5,119 | 3,406 | 2,856 | |||||||||||
Loss from discontinued operations, net of tax | (790 | ) | (273 | ) | (2,678 | ) | (1,866 | ) | ||||||||
Loss on disposal of discontinued operations, net of tax | (1,405 | ) | (321 | ) | — | — | ||||||||||
Consolidated net income (loss) | (30,485 | ) | 4,525 | 728 | 990 | |||||||||||
Less: Net income attributable to noncontrolling interest | — | — | (3 | ) | (7 | ) | ||||||||||
Net income (loss) attributable to GSI Group Inc. | $ | (30,485 | ) | $ | 4,525 | $ | 725 | $ | 983 | |||||||
Earnings (loss) per common share from continuing operations: | ||||||||||||||||
Basic | $ | (0.82 | ) | $ | 0.15 | $ | 0.1 | $ | 0.08 | |||||||
Diluted | $ | (0.82 | ) | $ | 0.15 | $ | 0.1 | $ | 0.08 | |||||||
Loss per common share from discontinued operations: | ||||||||||||||||
Basic | $ | (0.06 | ) | $ | (0.02 | ) | $ | (0.08 | ) | $ | (0.05 | ) | ||||
Diluted | $ | (0.06 | ) | $ | (0.02 | ) | $ | (0.08 | ) | $ | (0.05 | ) | ||||
Earnings (loss) per common share attributable to GSI Group Inc. | ||||||||||||||||
Basic | $ | (0.88 | ) | $ | 0.13 | $ | 0.02 | $ | 0.03 | |||||||
Diluted | $ | (0.88 | ) | $ | 0.13 | $ | 0.02 | $ | 0.03 | |||||||
Three Months Ended | ||||||||||||||||
December 31, | September 27, | June 28, | March 29, | |||||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||||
Sales | $ | 82,212 | $ | 79,858 | $ | 79,769 | $ | 75,071 | ||||||||
Cost of goods sold | 48,016 | 45,697 | 46,530 | 44,440 | ||||||||||||
Gross profit | 34,196 | 34,161 | 33,239 | 30,631 | ||||||||||||
Operating expenses: | ||||||||||||||||
Research and development and engineering | 5,825 | 6,031 | 6,115 | 5,816 | ||||||||||||
Selling, general and administrative | 19,268 | 19,006 | 19,374 | 18,689 | ||||||||||||
Amortization of purchased intangible assets | 1,645 | 1,772 | 1,617 | 2,236 | ||||||||||||
Restructuring and acquisition related costs | 663 | 1,553 | 743 | 2,428 | ||||||||||||
Total operating expenses | 27,401 | 28,362 | 27,849 | 29,169 | ||||||||||||
Operating income from continuing operations | 6,795 | 5,799 | 5,390 | 1,462 | ||||||||||||
Interest income (expense), foreign exchange transaction gains (losses) and other income (expense), net | (850 | ) | (2,022 | ) | (1,087 | ) | 690 | |||||||||
Income from continuing operations before income taxes | 5,945 | 3,777 | 4,303 | 2,152 | ||||||||||||
Income tax provision | 1,246 | 1,533 | 3,018 | 403 | ||||||||||||
Income from continuing operations | 4,699 | 2,244 | 1,285 | 1,749 | ||||||||||||
Income (loss) from discontinued operations, net of tax | (411 | ) | (185 | ) | (1,827 | ) | 369 | |||||||||
Loss on disposal of discontinued operations, net of tax | — | (281 | ) | (311 | ) | — | ||||||||||
Consolidated net income (loss) | 4,288 | 1,778 | (853 | ) | 2,118 | |||||||||||
Less: Net (income) loss attributable to noncontrolling interest | 20 | 12 | (18 | ) | (36 | ) | ||||||||||
Net income (loss) attributable to GSI Group Inc. | $ | 4,308 | $ | 1,790 | $ | (871 | ) | $ | 2,082 | |||||||
Earnings per common share from continuing operations: | ||||||||||||||||
Basic | $ | 0.14 | $ | 0.07 | $ | 0.03 | $ | 0.05 | ||||||||
Diluted | $ | 0.14 | $ | 0.07 | $ | 0.03 | $ | 0.05 | ||||||||
Earnings (loss) per common share from discontinued operations: | ||||||||||||||||
Basic | $ | (0.01 | ) | $ | (0.02 | ) | $ | (0.06 | ) | $ | 0.01 | |||||
Diluted | $ | (0.01 | ) | $ | (0.02 | ) | $ | (0.06 | ) | $ | 0.01 | |||||
Earnings (loss) per common share attributable to GSI Group Inc. | ||||||||||||||||
Basic | $ | 0.13 | $ | 0.05 | $ | (0.03 | ) | $ | 0.06 | |||||||
Diluted | $ | 0.13 | $ | 0.05 | $ | (0.03 | ) | $ | 0.06 | |||||||
Organization_and_Presentation_
Organization and Presentation (Policies) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Accounting Policies [Abstract] | ||||||||||||
Basis of Presentation | Basis of Presentation | |||||||||||
These consolidated financial statements have been prepared by the Company in U.S. dollars and in accordance with U.S. generally accepted accounting principles, applied on a consistent basis. | ||||||||||||
Basis of Consolidation | Basis of Consolidation | |||||||||||
The consolidated financial statements include the accounts of GSI Group Inc. and its wholly owned subsidiaries. Intercompany accounts and transactions have been eliminated. The Company’s 50% owned joint venture, Excel Laser Technology Private Limited (the “India JV”), has been consolidated since it is a variable interest entity and the Company is considered the primary beneficiary of the joint venture. The India JV is reported as discontinued operations in the Company’s consolidated financial statements because it was part of the Scientific Lasers business that the Company divested in July 2014. The Company records noncontrolling interest in its consolidated statements of operations for the ownership interest of the minority owners of the India JV. Financial information related to the joint venture is not considered material to the consolidated financial statements. The Company is currently in negotiations with the joint venture partner to dissolve the joint venture. | ||||||||||||
The Company accounts for investments in businesses in which it owns between 20% and 50% using the equity method. | ||||||||||||
Reclassifications | Reclassifications | |||||||||||
In the first quarter of 2014, the Company’s Board of Directors committed to a plan to sell the Scientific Lasers business which sold products and services under the Continuum brand name within the Laser Products segment. The Company determined that the asset held-for-sale criteria were satisfied and began to report the Scientific Lasers business as discontinued operations in the first quarter of 2014. As a result, prior period information related to the business has been reclassified into discontinued operations to conform to current period presentation. The discontinued business has been excluded from the following Notes to Consolidated Financial Statements unless otherwise stated. See Note 4 to Consolidated Financial Statements for further information on discontinued operations. | ||||||||||||
Bankruptcy | Bankruptcy | |||||||||||
In 2008, the Company did not file its quarterly report on Form 10-Q for the quarter ended September 26, 2008 within the time period required by the rules and regulations of the Securities and Exchange Commission (“SEC”) as a result of errors discovered by the Company in its application of revenue recognition standards concerning multiple-element revenue arrangements. The delay in the quarterly report on Form 10-Q caused a noncompliance with a covenant in the indenture governing the $210.0 million of 11% unsecured senior notes due 2013 (the “2008 Senior Notes”). On June 30, 2009, the Company reached an agreement with certain beneficial owners holding greater than 75% of the outstanding aggregate principal amount of the 2008 Senior Notes on a non-binding term sheet to consensually restructure the outstanding obligations under the 2008 Senior Notes. Between December 2008 and March 2009, the Company announced that it had discovered material errors related to its revenue recognition affecting 2004 through 2008 and that the annual reports for 2006, 2007 and 2008 and quarterly reports through the second quarter of 2008 should not be relied upon. In November 2009, the NASDAQ announced that the Company’s common stock was delisted and ceased trading on the NASDAQ Global Select Market as a result of the continued delays in the Company’s periodic filings with the SEC. | ||||||||||||
On November 20, 2009 (the “Petition Date”), GSI Group Inc. and two of its United States subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) (the “Chapter 11 Cases”). Following the Petition Date, the Company continued to operate its business as “debtors-in-possession” in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. In late December 2009, the United States trustee overseeing the Chapter 11 Cases appointed an Official Committee of Equity Security Holders (the “Equity Committee”) to represent the interests of the Company’s equity holders. In May 2010, the Company filed the final Chapter 11 reorganization plan (the “Final Chapter 11 Plan”) with the Bankruptcy Court. | ||||||||||||
On July 23, 2010 (the “Effective Date”), the Company successfully emerged from bankruptcy as a reorganized company pursuant to the Final Chapter 11 Plan. The Final Chapter 11 Plan deleveraged the Company’s balance sheet by reducing debt and increasing stockholders’ equity. The financial restructuring was accomplished through a debt-for-equity exchange and by using the proceeds from a shareholder rights offering and cash on hand to reduce outstanding indebtedness. | ||||||||||||
The Chapter 11 Cases were closed on September 2, 2011, and the Company no longer has any legal or material financial constraint relating to those cases. | ||||||||||||
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. | ||||||||||||
Foreign Currency Translation | Foreign Currency Translation | |||||||||||
The financial statements of the Company and its subsidiaries outside the United States have been translated into United States dollars. Assets and liabilities of foreign operations are translated from foreign currencies into United States dollars at the exchange rates in effect on the balance sheet date. Sales and expenses are translated at the average exchange rate in effect for the period. Accordingly, gains and losses resulting from translating foreign currency financial statements are reported as a separate component of other comprehensive loss in stockholders’ equity. Foreign currency transaction gains and losses, primarily from transactions denominated in currencies other than the functional currency, are included in the accompanying consolidated statements of operations. | ||||||||||||
Cash and Cash Equivalents | Cash and Cash Equivalents | |||||||||||
Cash equivalents, primarily money market accounts, are highly liquid investments with original maturities of three months or less. These investments are carried at cost, which approximates fair value. | ||||||||||||
Long-Term Investments | Long-Term Investments | |||||||||||
At December 31, 2014 and 2013, the Company had a 41% equity investment in a privately held company located in the United Kingdom, Laser Quantum Ltd. (“Laser Quantum”). During the second quarter of 2013, the Company’s ownership percentage increased from 25% to 41% as a result of a stock buyback program by Laser Quantum. The Company continues to use the equity method to record the results of this entity as it does not have a controlling interest in the entity. The Company recognized investment income of $2.7 million, $1.5 million and $0.6 million during 2014, 2013 and 2012, respectively, which is included in other income (expense) in the accompanying consolidated statements of operations. The Company’s net investment balance was $8.0 million and $5.7 million at December 31, 2014 and 2013, respectively, and is included in other long-term assets in the accompanying consolidated balance sheets. | ||||||||||||
The summarized financial information for Laser Quantum is as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Sales | $ | 23,013 | $ | 16,269 | $ | 13,039 | ||||||
Income from operations | $ | 7,434 | $ | 4,720 | $ | 3,592 | ||||||
Net income | $ | 6,627 | $ | 3,745 | $ | 2,215 | ||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Total assets (1) | $ | 25,423 | $ | 20,990 | ||||||||
Total liabilities | $ | 2,482 | $ | 4,240 | ||||||||
· | Total assets at December 31, 2014 and 2013 include cash and cash equivalent of $17.1 million and $13.6 million, respectively. | |||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts | |||||||||||
Trade accounts receivable are recorded at the invoiced amount. The Company maintains an allowance for doubtful accounts based on the Company’s best estimate of probable credit losses resulting from the inability of the Company’s customers to make required payments. The Company determines the allowance based on a variety of factors including the age of amounts outstanding relative to their contractual due date, specific customer factors, and other known risks and economic trends. Charges recorded to the allowance for doubtful accounts are reflected as selling, general and administrative expenses and are recorded in the period that the outstanding receivables are determined to be uncollectible. Account balances are charged off against the allowance when the Company believes it is probable that the receivable will not be recovered. | ||||||||||||
For the years ended December 31, 2014, 2013 and 2012, the allowance for doubtful accounts was as follows (in thousands): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance at beginning of year | $ | 575 | $ | 294 | $ | 224 | ||||||
Provision charged to selling, general and administrative expenses | 30 | 301 | 278 | |||||||||
Allowance resulting from acquisitions | 52 | 117 | — | |||||||||
Write-offs, net of recoveries of amounts previously reserved | (352 | ) | (159 | ) | (222 | ) | ||||||
Exchange rate changes | (23 | ) | 22 | 14 | ||||||||
Balance at end of year | $ | 282 | $ | 575 | $ | 294 | ||||||
Inventories | Inventories | |||||||||||
Inventories, which include materials and conversion costs, are stated at the lower of cost or market, using the first-in, first-out method. Market is defined as replacement cost for raw materials and net realizable value for other inventories. Demo inventory is recorded at the lower of cost or its net realizable value. The Company periodically reviews quantities of inventories on hand and compares these amounts to the expected use of each product. The Company records a charge to cost of goods sold for the amount required to reduce the carrying value of inventory to net realizable value. Costs associated with the procurement of inventories such as inbound freight charges, purchasing and receiving costs are capitalized in inventory on the consolidated balance sheets. | ||||||||||||
Property, Plant and Equipment | Property, Plant and Equipment | |||||||||||
Property, plant and equipment are recorded at cost, adjusted for any impairment, less accumulated depreciation. The Company uses the straight-line method to calculate the depreciation of its fixed assets over their estimated useful lives. Estimated useful lives for buildings and building improvements range from 3 to 30 years and 1 to 10 years for machinery and equipment. Leasehold improvements are amortized over the lesser of their useful lives or lease terms, including any renewal period options that are reasonably assured of being exercised. Repairs and maintenance costs are expensed as incurred. Certain costs to develop software for internal use are capitalized when the criteria under Accounting Standards Codification (“ASC”) 350-40, “Internal-Use Software,” are met. Lease arrangements meeting the criteria of ASC 840-30, “Leases – Capital Leases,” are capitalized based on the present value of future lease payments and depreciated over the term of the lease. | ||||||||||||
Goodwill, Intangibles and Long-Lived Assets | Goodwill, Intangibles and Long-Lived Assets | |||||||||||
Goodwill represents the excess of the purchase price over the tangible assets, identifiable intangible assets and assumed liabilities acquired. For business combinations, allocations of the purchase price are based upon a valuation of assets and liabilities acquired. Assets acquired and liabilities assumed are recorded at their estimated fair values as of the acquisition date. The fair values of intangible assets are based on valuations using an income approach, with estimates and assumptions provided by management of the acquired companies and the Company. In connection with its acquisition of Excel Technologies, Inc. (“Excel”) in 2008, the Company acquired certain trade names that are classified as intangible assets with indefinite lives. Goodwill and indefinite-lived intangibles are not amortized but are assessed for impairment at least annually to ensure their current fair values exceed their carrying values. | ||||||||||||
The Company’s most significant intangible assets are patents and acquired technologies, customer relationships, trademarks and trade names. All definite-lived intangible assets are amortized over the periods in which their economic benefits are expected to be realized. The Company reviews the useful life assumptions, including the classification of certain intangible assets as “indefinite-lived”, on a periodic basis to determine if changes in circumstances warrant revisions to them. | ||||||||||||
The Company’s product lines generally correspond with its reporting units which is the level at which the Company evaluates its goodwill, intangible assets and other long-lived assets for impairment. | ||||||||||||
Impairment Charges | Impairment Charges | |||||||||||
Impairment analyses of goodwill and indefinite-lived intangible assets are conducted in accordance with ASC 350, “Intangibles—Goodwill and Other”. This guidance specifies that goodwill and other intangible assets must be periodically tested for impairment. 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 an impairment may exist. The Company utilizes a quantitative analysis to test goodwill for impairment. This two-step approach requires a comparison of the carrying value of each of the Company’s reporting units to the fair value of these reporting units. The fair value of a reporting unit is primarily based on a discounted cash flow (“DCF”) method with a weighted average cost of capital. If the carrying value of a reporting unit exceeds its fair value, the Company calculates the implied fair value of the reporting unit’s goodwill and compares it to the goodwill’s carrying value. If the carrying value of the goodwill exceeds its implied fair value, an impairment charge is recorded for the difference. | ||||||||||||
The Company assesses indefinite-lived intangible assets for impairment on an annual basis as of the beginning of the second quarter, and more frequently if indicators are present or changes in circumstances suggest that an impairment may exist. The Company will also reassess the continuing classification of these indefinite-lived intangible assets as indefinite-lived when circumstances change such that the useful life may no longer be indefinite. The fair values of the Company’s indefinite-lived intangible assets are determined using the relief from royalty method, based on forecasted revenues. If the fair value of an indefinite-lived intangible asset is less than its carrying value, an impairment charge is recorded for the difference between the carrying value and the fair value of the impaired asset. | ||||||||||||
The carrying amounts of definite-lived long-lived assets are reviewed for impairment whenever changes in events or circumstances indicate that their carrying values may not be recoverable. The recoverability of carrying value is generally determined by comparison of the asset group’s carrying value to its undiscounted future cash flows. When this test indicates the potential for impairment, a fair value assessment is performed. Once an impairment is determined and measured, an impairment charge is recorded for the difference between the carrying value and the fair value of the impaired asset. | ||||||||||||
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) | |||||||||||
In 2013, the Company adopted Accounting Standards Update (“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. | ||||||||||||
Revenue Recognition | Revenue Recognition | |||||||||||
The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred, price is fixed or determinable, and collection of the resulting receivable is reasonably assured. Revenue recognition requires judgment and estimates, which may affect the amount and timing of revenue recognized in any given period. | ||||||||||||
The Company’s revenue transactions are comprised of both single-element and multiple-element transactions. Multiple-element transactions may include two or more products and occasionally also contain installation, training, non-standard/extended warranties, or preventative maintenance plans. For multiple-element transactions, revenue is generally recognized upon shipment, using the relative selling price method per ASC 605-25 “Revenue – Multiple-Element Arrangements”. Single-element transactions are typically recognized upon shipment at their contractually stated price. | ||||||||||||
Installation and training are generally routine processes that occur within a short period of time following delivery and the Company has concluded that these obligations are inconsequential and perfunctory. | ||||||||||||
The Company generally provides warranties for its products. The standard warranty period is typically 12 to 24 months for the Laser Products and Precision Motion segments and 12 months to 60 months for the Medical Technologies segment. The standard warranty period for product sales is accounted for under the provisions of ASC 450 “Contingencies”, as the Company has the ability to ascertain the likelihood of the liability, and can estimate the amount of the liability. A provision for the estimated cost related to warranty is recorded to cost of goods sold at the time revenue is recognized. The Company’s estimate of costs to service the warranty obligations are based on historical experience and expectations of future conditions. To the extent the Company experiences warranty claims or costs associated with servicing those claims that differ from the original estimates, revisions to the estimated warranty liability are recorded at that time. | ||||||||||||
The Company occasionally sells optional extended/non-standard warranty services and preventative maintenance contracts to customers. The Company accounts for these agreements in accordance with provisions of ASC 605-20-25-3, “Separately Priced Extended Warranty and Product Maintenance Contracts,” under which it recognizes the separately priced extended warranty and preventative maintenance fees ratably over the associated period. | ||||||||||||
The Company, at the request of its customers, may at times perform professional services, generally for the maintenance and repairs of products previously sold to those customers. These services are usually in the form of time and materials based contracts which are short in duration. Revenue for time and material services is recorded at the completion of services requested under a customer’s purchase order. | ||||||||||||
The Company typically negotiates trade discounts and agreed terms in advance of order acceptance and records any such items as a reduction of revenue. The Company’s revenue recognition policy allows for revenue to be recognized under arrangements where the payment terms are 180 days or less, presuming all other revenue recognition criteria have been met. From time to time, based on the Company’s review of customer creditworthiness and other factors, the Company may provide its customers with payment terms that exceed 180 days. To the extent all other revenue recognition criteria have been met, the Company recognizes revenue for these extended payment arrangements when payment is due. During 2014, no customers were extended credit beyond 180 days. | ||||||||||||
Research and Development and Engineering Costs | Research and Development and Engineering Costs | |||||||||||
Research and development and engineering (“R&D”) expenses are primarily comprised of employee related expenses and cost of materials for R&D projects. These costs are expensed as incurred. | ||||||||||||
Share-Based Compensation | Share-Based Compensation | |||||||||||
The Company records the expense associated with share-based compensation awards to employees and directors based on the fair value of awards as of the grant date. For stock-based compensation awards that vest over time based on employment, such expenses are recognized in the consolidated statements of operations ratably over the vesting period of the award, net of estimated forfeitures. For performance-based restricted stock units, stock-based compensation expenses are recognized ratably over the vesting period when it is probable that the performance targets are expected to be achieved based on management’s projections. | ||||||||||||
Shipping & Handling Costs | Shipping & Handling Costs | |||||||||||
Shipping and handling costs are recorded in cost of goods sold. | ||||||||||||
Advertising Costs | Advertising Costs | |||||||||||
Advertising costs are expensed to selling, general and administrative expense as incurred and were not material for 2014, 2013 and 2012. | ||||||||||||
Restructuring, Restatement Related Costs, Post-Emergence Fees and Other Charges | Restructuring and Acquisition Related Costs | |||||||||||
The Company accounted for its restructuring activities in accordance with the provisions of ASC 420, “Exit or Disposal Cost Obligations”. The Company makes assumptions related to the amounts of employee severance benefits and related costs, the time period over which facilities will remain vacant, useful lives and residual value of long-lived assets, sublease terms, sublease rates and discount rates. Estimates and assumptions are based on the best information available at the time the obligation is recognized. These estimates are reviewed and revised as facts and circumstances dictate. | ||||||||||||
Acquisition related costs incurred to effect a business combination, including finder’s fees, legal, valuation and other professional or consulting fees, are expensed as incurred. Acquisition related costs also include expenses recognized under earn-out agreements in connection with the JADAK acquisition. | ||||||||||||
Accounting for Income Taxes | Accounting for Income Taxes | |||||||||||
The asset and liability method is used to account for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to temporary differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. This method also requires the recognition of future tax benefits, such as net operating loss carryforwards, to the extent that it is more likely than not that such benefits will be realized. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the temporary differences are expected to be recovered or settled. A valuation allowance is established to reduce the deferred tax assets if it is more likely than not that some or all of the related tax benefits will not be realized in the future and is assessed periodically to determine whether it is more likely than not that the tax benefits will be realized in the future and that such valuation should be released. | ||||||||||||
The majority of the Company’s business activities are conducted through its subsidiaries outside of Canada. Earnings from these subsidiaries are generally indefinitely reinvested in the local businesses. Further, local laws and regulations may also restrict certain subsidiaries from paying dividends to their parents. As such, the Company generally does not accrue income taxes for the repatriation of such earnings in accordance with ASC 740, “Income Taxes”. To the extent that there are excess accumulated earnings that the Company intends to repatriate from any such subsidiaries, the Company recognizes deferred tax liabilities on such foreign earnings. | ||||||||||||
The Company assesses its income tax positions and records tax benefits for all years subject to examination based on the evaluation of the facts, circumstances, and information available at each reporting date. For those tax positions with a greater than 50 percent likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information, the Company records a tax benefit. For those income tax positions that are not likely to be sustained, no tax benefit is recognized in the consolidated financial statements. The Company recognizes interest and penalties related to uncertain tax positions as part of the provision for income taxes. | ||||||||||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | |||||||||||
Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity | ||||||||||||
In April 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” ASU 2014-08 provides guidance on determining when disposals can be presented as discontinued operations. ASU 2014-08 requires that only disposals representing a strategic shift that has (or will have) a major effect on an entity’s operations and financial results should be presented as discontinued operations. A strategic shift may include a disposal of a major line of business, a major equity method investment or a major part of an entity. Additionally, ASU 2014-08 requires expanded disclosures regarding discontinued operations. ASU 2014-08 will be effective prospectively for reporting periods beginning after December 15, 2014, with early adoption permitted. The Company will adopt this pronouncement in January 2015. The adoption of this amendment is not expected to have a material impact on the Company’s consolidated financial statements. | ||||||||||||
Revenue from Contracts with Customers | ||||||||||||
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers”, which provides guidance for revenue recognition. ASU 2014-09 supersedes the revenue recognition requirements in ASC 605, “Revenue Recognition,” and requires entities to recognize revenue in a way that depicts the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 will be effective for annual and interim reporting periods beginning after December 15, 2016. Early adoption is not permitted. Upon adoption, an entity may apply the new guidance either retrospectively to each prior reporting period presented or retrospectively only to customer contracts not yet completed as of the date of adoption with the cumulative effect of initially applying the standard recognized in beginning retained earnings at the date of the initial application. The Company is currently evaluating the impact of the new standard on the Company’s consolidated financial statements. | ||||||||||||
Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern | ||||||||||||
In August 2014, the FASB issued ASU 2014-15, "Presentation of Financial Statements - Going Concern (Subtopic 205-40)," which requires management to assess a company’s ability to continue as a going concern and to provide related footnote disclosures in certain circumstances. ASU 2014-15 will be effective for annual reporting periods ending after December 15, 2016. Early application is permitted. The Company does not expect the adoption of ASU 2014-15 to have an impact on the Company’s consolidated financial statements. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Allowance for Doubtful Accounts | For the years ended December 31, 2014, 2013 and 2012, the allowance for doubtful accounts was as follows (in thousands): | |||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance at beginning of year | $ | 575 | $ | 294 | $ | 224 | ||||||
Provision charged to selling, general and administrative expenses | 30 | 301 | 278 | |||||||||
Allowance resulting from acquisitions | 52 | 117 | — | |||||||||
Write-offs, net of recoveries of amounts previously reserved | (352 | ) | (159 | ) | (222 | ) | ||||||
Exchange rate changes | (23 | ) | 22 | 14 | ||||||||
Balance at end of year | $ | 282 | $ | 575 | $ | 294 | ||||||
Laser Quantum | ||||||||||||
Summary of Financial Information of Laser Quantum - Income Statement | The summarized financial information for Laser Quantum is as follows (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Sales | $ | 23,013 | $ | 16,269 | $ | 13,039 | ||||||
Income from operations | $ | 7,434 | $ | 4,720 | $ | 3,592 | ||||||
Net income | $ | 6,627 | $ | 3,745 | $ | 2,215 | ||||||
Summary of Financial Information of Laser Quantum - Balance Sheet | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Total assets (1) | $ | 25,423 | $ | 20,990 | ||||||||
Total liabilities | $ | 2,482 | $ | 4,240 | ||||||||
· | Total assets at December 31, 2014 and 2013 include cash and cash equivalent of $17.1 million and $13.6 million, respectively. |
Business_Combinations_Tables
Business Combinations (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
JADAK Acquisition | ||||||||
Summary of Fair Values of Assets Acquired and Liabilities Assumed Purchase Price Allocation | The final purchase price allocation is as follows (in thousands): | |||||||
Amount | ||||||||
Cash | $ | 1,140 | ||||||
Accounts receivable | 7,907 | |||||||
Inventory | 6,865 | |||||||
Property and equipment | 904 | |||||||
Intangible assets | 40,250 | |||||||
Goodwill | 44,584 | |||||||
Other assets | 2,064 | |||||||
Total assets acquired | 103,714 | |||||||
Accounts payable | 3,057 | |||||||
Other liabilities | 2,380 | |||||||
Deferred tax liabilities | 3,481 | |||||||
Total liabilities assumed | 8,918 | |||||||
Total purchase price | 94,796 | |||||||
Less: Cash acquired | (1,140 | ) | ||||||
Total purchase price, net of cash acquired | $ | 93,656 | ||||||
Fair Value of Intangible Assets | The fair value of JADAK intangible assets is comprised of the following (in thousands): | |||||||
Weighted Average | ||||||||
Estimated Fair | Amortization | |||||||
Value | Period | |||||||
Customer relationships | $ | 23,570 | 20 years | |||||
Developed technology | 10,910 | 10 years | ||||||
Trademarks and trade names | 2,130 | 10 years | ||||||
Backlog | 1,810 | 1 year | ||||||
Non-compete covenant | 1,830 | 5 years | ||||||
Total | $ | 40,250 | ||||||
Pro forma Financial Information | The following unaudited pro forma information presents the combined financial results for the Company and JADAK as if the acquisition of JADAK had been completed as of January 1, 2013 (in thousands, except per share information): | |||||||
Year Ended December 31, | ||||||||
2014 | 2013 | |||||||
Sales | $ | 375,737 | $ | 370,462 | ||||
Income (loss) from continuing operations | $ | (16,067 | ) | $ | 11,900 | |||
Earnings per share from continuing operations - Basic | $ | (0.47 | ) | $ | 0.35 | |||
Earnings per share from continuing operations - Diluted | $ | (0.47 | ) | $ | 0.35 | |||
NDS Acquisition | ||||||||
Summary of Fair Values of Assets Acquired and Liabilities Assumed Purchase Price Allocation | The total final purchase price allocation for the NDS acquisition was as follows (in thousands): | |||||||
Amount | ||||||||
Accounts receivable | $ | 10,327 | ||||||
Inventory | 14,144 | |||||||
Property and equipment | 2,426 | |||||||
Intangible assets | 37,817 | |||||||
Goodwill | 21,160 | |||||||
Other assets | 1,782 | |||||||
Total assets acquired | 87,656 | |||||||
Accounts payable | 4,768 | |||||||
Other liabilities | 7,149 | |||||||
Deferred tax liabilities | 384 | |||||||
Total liabilities assumed | 12,301 | |||||||
Total purchase price | $ | 75,355 | ||||||
Fair Value of Intangible Assets | The fair value of NDS intangible assets is comprised of the following (in thousands): | |||||||
Weighted Average | ||||||||
Estimated Fair | Amortization | |||||||
Value | Period | |||||||
Customer relationships | $ | 22,294 | 20 years | |||||
Developed technology | 6,689 | 10 years | ||||||
Trademarks and trade names | 7,565 | 20 years | ||||||
Backlog | 1,269 | 1 year | ||||||
Total | $ | 37,817 | ||||||
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Discontinued Operations And Disposal Groups [Abstract] | ||||||||||||
Components of Assets and Liabilities and Operating Results of Discontinued Operations | The major components of the assets and liabilities of discontinued operations as of December 31, 2014 and 2013, respectively, are as follows (in thousands): | |||||||||||
2014 | 2013 | |||||||||||
Accounts receivable, net | $ | 95 | $ | 5,361 | ||||||||
Inventories | 161 | 8,454 | ||||||||||
Other assets | 375 | 4,021 | ||||||||||
Assets of discontinued operations | $ | 631 | $ | 17,836 | ||||||||
Accounts payable | $ | 16 | $ | 2,393 | ||||||||
Accrued expenses and other current liabilities | 74 | 2,332 | ||||||||||
Other liabilities | 234 | 1,418 | ||||||||||
Liabilities of discontinued operations | $ | 324 | $ | 6,143 | ||||||||
The following table presents the operating results which are reported as discontinued operations in the Company’s consolidated statements of operations (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Sales from discontinued operations | $ | 10,514 | $ | 33,792 | $ | 72,356 | ||||||
Loss from discontinued operations, before income tax | $ | (8,059 | ) | $ | (3,361 | ) | $ | (10,209 | ) | |||
Loss from discontinued operations, net of tax | $ | (5,607 | ) | $ | (2,054 | ) | $ | (10,974 | ) | |||
Gain (loss) on disposal of discontinued operations, net of tax | $ | (1,726 | ) | $ | (592 | ) | $ | 2,255 | ||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Equity [Abstract] | ||||||||||||
Components of Accumulated Other Comprehensive Income (Loss) | Comprehensive income (loss) is defined as net income or loss and other changes in stockholders’ equity that do not represent transactions with stockholders or in the Company’s stock. Changes in accumulated other comprehensive income (loss) is as follows (in thousands): | |||||||||||
Total accumulated | ||||||||||||
other | Foreign currency | |||||||||||
comprehensive | translation | Pension | ||||||||||
income (loss) | adjustment | liability | ||||||||||
Balance at December 31, 2011 | $ | (5,024 | ) | $ | 2,809 | $ | (7,833 | ) | ||||
Other comprehensive loss | (6,973 | ) | (3,020 | ) | (3,953 | ) | ||||||
Amounts reclassified from other comprehensive income (loss) (1) | 2,248 | 1,510 | 738 | |||||||||
Balance at December 31, 2012 | (9,749 | ) | 1,299 | (11,048 | ) | |||||||
Other comprehensive income | 2,686 | 54 | 2,632 | |||||||||
Amounts reclassified from other comprehensive income (loss) (1) | 721 | — | 721 | |||||||||
Balance at December 31, 2013 | $ | (6,342 | ) | $ | 1,353 | $ | (7,695 | ) | ||||
Other comprehensive loss | (10,488 | ) | (6,968 | ) | (3,520 | ) | ||||||
Amounts reclassified from other comprehensive income (loss) (1) | 374 | — | 374 | |||||||||
Balance at December 31, 2014 | $ | (16,456 | ) | $ | (5,615 | ) | $ | (10,841 | ) | |||
· | The amounts reclassified from other comprehensive income (loss) were included in selling, general and administrative expenses in the consolidated statements of operations. |
Goodwill_Intangible_Assets_and1
Goodwill, Intangible Assets and Impairment Charges (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ||||||||||||||||
Results of Impairment Review | The results of the impairment review as of December 31, 2014 are summarized in the following table (in thousands): | |||||||||||||||
Pre-Impairment Net Carrying Value | Impairment Charge | Post-Impairment Net Carrying Value | ||||||||||||||
Goodwill | $ | 110,321 | $ | (19,575 | ) | $ | 90,746 | |||||||||
Intangible assets | 89,109 | (21,867 | ) | 67,242 | ||||||||||||
Total | $ | 199,430 | $ | (41,442 | ) | $ | 157,988 | |||||||||
Summary of Changes in Goodwill | ||||||||||||||||
The following table summarizes changes in goodwill during the year ended December 31, 2014 (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2014 | ||||||||||||||||
Balance at beginning of year | $ | 71,156 | ||||||||||||||
Goodwill acquired from the JADAK acquisition | 44,584 | |||||||||||||||
Recovery of escrow from the NDS acquisition | (5,419 | ) | ||||||||||||||
NDS goodwill impairment | (19,575 | ) | ||||||||||||||
Balance at end of year | $ | 90,746 | ||||||||||||||
Goodwill by Reportable Segment | Goodwill by reportable segment as of December 31, 2014 is as follows (in thousands): | |||||||||||||||
Reportable Segment | ||||||||||||||||
Laser | Medical | Precision | Total | |||||||||||||
Products | Technologies | Motion | ||||||||||||||
Goodwill | $ | 132,954 | $ | 82,730 | $ | 26,291 | $ | 241,975 | ||||||||
Accumulated impairment of goodwill | (102,461 | ) | (31,722 | ) | (17,046 | ) | (151,229 | ) | ||||||||
Total | $ | 30,493 | $ | 51,008 | $ | 9,245 | $ | 90,746 | ||||||||
Goodwill by reportable segment as of December 31, 2013 is as follows (in thousands): | ||||||||||||||||
Reportable Segment | ||||||||||||||||
Laser | Medical | Precision | Total | |||||||||||||
Products | Technologies | Motion | ||||||||||||||
Goodwill | $ | 132,954 | $ | 43,565 | $ | 26,291 | $ | 202,810 | ||||||||
Accumulated impairment of goodwill | (102,461 | ) | (12,147 | ) | (17,046 | ) | (131,654 | ) | ||||||||
Total | $ | 30,493 | $ | 31,418 | $ | 9,245 | $ | 71,156 | ||||||||
Intangible Assets | Intangible assets as of December 31, 2014 and 2013, respectively, are summarized as follows (in thousands): | |||||||||||||||
December 31, 2014 | ||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Weighted Average Remaining Life (Years) | |||||||||||||
Amount | Amortization | Amount | ||||||||||||||
Amortizable intangible assets: | ||||||||||||||||
Patents and acquired technologies | $ | 78,253 | $ | (62,010 | ) | $ | 16,243 | 7.5 | ||||||||
Customer relationships | 63,029 | (31,531 | ) | 31,498 | 14.7 | |||||||||||
Customer backlog | 1,810 | (1,641 | ) | 169 | 0.2 | |||||||||||
Non-compete covenant | 1,830 | (366 | ) | 1,464 | 4.2 | |||||||||||
Trademarks and trade names | 10,205 | (5,364 | ) | 4,841 | 9.8 | |||||||||||
Amortizable intangible assets | 155,127 | (100,912 | ) | 54,215 | 11.8 | |||||||||||
Non-amortizable intangible assets: | ||||||||||||||||
Trade names | 13,027 | — | 13,027 | |||||||||||||
Totals | $ | 168,154 | $ | (100,912 | ) | $ | 67,242 | |||||||||
December 31, 2013 | ||||||||||||||||
Gross Carrying | Accumulated | Net Carrying | Weighted Average Remaining Life (Years) | |||||||||||||
Amount | Amortization | Amount | ||||||||||||||
Amortizable intangible assets: | ||||||||||||||||
Patents and acquired technologies | $ | 68,500 | $ | (56,327 | ) | $ | 12,173 | 5.3 | ||||||||
Customer relationships | 55,585 | (24,340 | ) | 31,245 | 13.9 | |||||||||||
Customer backlog | 1,269 | (1,269 | ) | — | — | |||||||||||
Trademarks and trade names | 13,378 | (4,530 | ) | 8,848 | 16.4 | |||||||||||
Amortizable intangible assets | 138,732 | (86,466 | ) | 52,266 | 12.3 | |||||||||||
Non-amortizable intangible assets: | ||||||||||||||||
Trade names | 13,027 | — | 13,027 | |||||||||||||
Totals | $ | 151,759 | $ | (86,466 | ) | $ | 65,293 | |||||||||
Amortization Expense of Intangible Assets | Amortization expense is as follows (in thousands): | |||||||||||||||
Year Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Amortization expense – cost of sales | $ | 6,143 | $ | 5,280 | $ | 3,165 | ||||||||||
Amortization expense – operating expenses | 10,262 | 7,270 | 2,650 | |||||||||||||
Total amortization expense | $ | 16,405 | $ | 12,550 | $ | 5,815 | ||||||||||
Estimated Amortization Expense | Estimated amortization expense for each of the five succeeding years and thereafter as of December 31, 2014 is as follows (in thousands): | |||||||||||||||
Year Ending December 31, | Cost of Sales | Operating | Total | |||||||||||||
Expenses | ||||||||||||||||
2015 | $ | 4,255 | $ | 6,532 | $ | 10,787 | ||||||||||
2016 | 3,143 | 6,695 | 9,838 | |||||||||||||
2017 | 2,868 | 6,062 | 8,930 | |||||||||||||
2018 | 1,434 | 5,511 | 6,945 | |||||||||||||
2019 | 1,207 | 3,734 | 4,941 | |||||||||||||
Thereafter | 3,336 | 9,438 | 12,774 | |||||||||||||
Total | $ | 16,243 | $ | 37,972 | $ | 54,215 | ||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value of Asset and Liabilities Measured on Recurring and Nonrecurring Basis | The following table summarizes the fair values of our financial assets as of December 31, 2014 (in thousands): | |||||||||||||||
Quoted Prices in | Significant Other | |||||||||||||||
Active Markets for | Significant Other | Unobservable | ||||||||||||||
Identical Assets | Observable Inputs | Inputs | ||||||||||||||
Fair Value | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Assets | ||||||||||||||||
Cash equivalents | $ | 2,255 | $ | 2,255 | $ | — | $ | — | ||||||||
The following table summarizes the fair values of our financial assets as of December 31, 2013 (in thousands): | ||||||||||||||||
Quoted Prices in | Significant Other | |||||||||||||||
Active Markets for | Significant Other | Unobservable | ||||||||||||||
Identical Assets | Observable Inputs | Inputs | ||||||||||||||
Fair Value | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Assets | ||||||||||||||||
Cash equivalents | $ | 3,078 | $ | 3,078 | $ | — | $ | — | ||||||||
The following table summarizes assets and liabilities that were measured at fair value on a non-recurring basis during 2012 (in thousands): | ||||||||||||||||
Quoted Prices in | Significant | Significant | ||||||||||||||
Active Markets | Other | Other | ||||||||||||||
for Identical | Observable | Unobservable | ||||||||||||||
Assets | Inputs | Inputs | Total | |||||||||||||
(Level 1) | (Level 2) | (Level 3) | Losses | |||||||||||||
Facility impairment | $ | — | $ | — | $ | 856 | $ | 856 | ||||||||
Earnings_Loss_per_Share_Tables
Earnings (Loss) per Share (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Computation of Basic and Diluted Earnings (Loss) Per Share | The following table sets forth the computation of basic and diluted earnings (loss) per share (in thousands, except per share amounts): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Numerators: | ||||||||||||
Income (loss) from continuing operations | $ | (16,909 | ) | $ | 9,977 | $ | 28,297 | |||||
Consolidated loss from discontinued operations | (7,333 | ) | (2,646 | ) | (8,719 | ) | ||||||
Less: income attributable to noncontrolling interest | (10 | ) | (22 | ) | (40 | ) | ||||||
Loss from discontinued operations attributable to GSI Group Inc. | (7,343 | ) | (2,668 | ) | (8,759 | ) | ||||||
Net income (loss) attributable to GSI Group Inc. | $ | (24,252 | ) | $ | 7,309 | $ | 19,538 | |||||
Denominators: | ||||||||||||
Weighted average common shares outstanding— basic | 34,352 | 34,073 | 33,775 | |||||||||
Dilutive potential common shares (1) | — | 323 | 161 | |||||||||
Weighted average common shares outstanding— diluted | 34,352 | 34,396 | 33,936 | |||||||||
Antidilutive common shares excluded from above | 439 | 246 | 244 | |||||||||
Basic Earnings (Loss) per Common Share: | ||||||||||||
From continuing operations | $ | (0.49 | ) | $ | 0.29 | $ | 0.84 | |||||
From discontinued operations | $ | (0.21 | ) | $ | (0.08 | ) | $ | (0.26 | ) | |||
Basic earnings per share attributable to GSI Group Inc. | $ | (0.70 | ) | $ | 0.21 | $ | 0.58 | |||||
Diluted Earnings (Loss) per Common Share: | ||||||||||||
From continuing operations | $ | (0.49 | ) | $ | 0.29 | $ | 0.84 | |||||
From discontinued operations | $ | (0.21 | ) | $ | (0.08 | ) | $ | (0.26 | ) | |||
Diluted earnings per share attributable to GSI Group Inc. | $ | (0.70 | ) | $ | 0.21 | $ | 0.58 | |||||
· | Due to the Company’s net loss position for the year ended December 31, 2014, all potentially dilutive shares are excluded as their effect would have been anti-dilutive. |
Supplementary_Balance_Sheet_In1
Supplementary Balance Sheet Information (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||||||||||||
Inventories | Inventories | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Raw materials | $ | 38,934 | $ | 34,749 | ||||||||
Work-in-process | 9,899 | 9,744 | ||||||||||
Finished goods | 11,945 | 10,682 | ||||||||||
Demo and consigned inventory | 2,165 | 3,115 | ||||||||||
Total inventories | $ | 62,943 | $ | 58,290 | ||||||||
Property, Plant and Equipment, net | Property, Plant and Equipment, net | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Cost: | ||||||||||||
Land, buildings and improvements | $ | 46,222 | $ | 37,048 | ||||||||
Machinery and equipment | 50,487 | 48,107 | ||||||||||
Total cost | 96,709 | 85,155 | ||||||||||
Accumulated depreciation | (56,621 | ) | (53,852 | ) | ||||||||
Property, plant and equipment, net | $ | 40,088 | $ | 31,303 | ||||||||
Summary of Depreciation Expense on Property, Plant and Equipment, Including Demo Units and Assets under Capital Leases | The following table summarizes depreciation expense on property, plant and equipment, including demo units and assets under capital leases (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Depreciation expense | $ | 8,016 | $ | 7,400 | $ | 6,868 | ||||||
Summary of Total Accumulated Depreciation on Assets under Capital Leases | The following table summarizes total accumulated depreciation on assets under capital leases as of the dates indicated (in thousands): | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Accumulated depreciation on assets under capital leases | $ | 2,741 | $ | 1,653 | $ | 861 | ||||||
Accrued Expenses and Other Current Liabilities | The following table summarizes accrued expenses and other current liabilities as of the dates indicated (in thousands): | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Accrued compensation and benefits | $ | 7,741 | $ | 8,624 | ||||||||
Accrued warranty | 3,044 | 3,315 | ||||||||||
Other | 8,616 | 10,349 | ||||||||||
Total | $ | 19,401 | $ | 22,288 | ||||||||
Accrued Warranty | The following table summarizes accrued warranty activities for the periods indicated (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Balance at beginning of year | $ | 3,315 | $ | 2,204 | ||||||||
Provision charged to cost of sales | 1,684 | 1,891 | ||||||||||
Acquisition related warranty accrual | 90 | 998 | ||||||||||
Use of provision | (2,003 | ) | (1,804 | ) | ||||||||
Foreign currency exchange rate changes | (42 | ) | 26 | |||||||||
Balance at end of year | $ | 3,044 | $ | 3,315 | ||||||||
Summary of Other Long Term Liabilities | The following table summarizes other long term liabilities as of the dates indicated (in thousands): | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Capital lease obligations | $ | 9,507 | $ | — | ||||||||
Accrued pension liabilities | 6,037 | 2,322 | ||||||||||
Other | 3,275 | 2,706 | ||||||||||
Total | $ | 18,819 | $ | 5,028 | ||||||||
Debt_Tables
Debt (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Debt | Debt consisted of the following (in thousands): | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Senior Credit Facilities – term loan | $ | 7,500 | $ | 7,500 | ||||
Total current portion of long-term debt | $ | 7,500 | $ | 7,500 | ||||
Senior Credit Facilities – term loan | $ | 27,500 | $ | 35,000 | ||||
Senior Credit Facilities – revolving credit facility | 80,000 | 29,000 | ||||||
Total long-term debt | $ | 107,500 | $ | 64,000 | ||||
Total Senior Credit Facilities | $ | 115,000 | $ | 71,500 | ||||
Principal Repayments on Outstanding Term Loan | The principal on the Company’s outstanding term loan matures as follows (in thousands): | |||||||
Term Loan | ||||||||
2015 | $ | 7,500 | ||||||
2016 | 7,500 | |||||||
2017 | 20,000 | |||||||
Total debt repayments | $ | 35,000 | ||||||
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Share Based Compensation Expense Recorded In Income from Continuing Operations in Statements of Operations | The table below summarizes share-based compensation expense recorded in income from continuing operations (in thousands): | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Selling, general and administrative | $ | 3,967 | $ | 5,144 | $ | 4,339 | ||||||||
Research and development and engineering | 196 | 180 | 112 | |||||||||||
Cost of sales | 166 | 118 | 83 | |||||||||||
Restructuring and acquisition related costs | 322 | 125 | 51 | |||||||||||
Total share-based compensation expense | $ | 4,651 | $ | 5,567 | $ | 4,585 | ||||||||
2010 Incentive Award Plan | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Restricted Stock Issued and Outstanding | The table below summarizes activities relating to restricted stock units issued and outstanding under the 2010 Incentive Plan during year ended December 31, 2014: | |||||||||||||
Restricted | Weighted | Weighted Average | Aggregate | |||||||||||
Stock Units | Average Grant | Remaining Vesting | Intrinsic | |||||||||||
(In thousands) | Date Fair Value | Period in Years | Value (1) | |||||||||||
(In thousands) | ||||||||||||||
Unvested at December 31, 2013 | 809 | $ | 10.2 | |||||||||||
Granted | 338 | $ | 12.26 | |||||||||||
Vested | (361 | ) | $ | 10.79 | ||||||||||
Forfeited | (37 | ) | $ | 11.06 | ||||||||||
Unvested at December 31, 2014 | 749 | $ | 10.8 | 1.82 years | $ | 11,019 | ||||||||
Expected to vest as of December 31, 2014 | 734 | $ | 10.8 | 1.82 years | $ | 10,797 | ||||||||
-1 | The aggregate intrinsic value is calculated based on the fair value of $14.72 per share of the Company’s common stock on December 31, 2014 due to the fact that the restricted stock units carry a $0 purchase price. |
Employee_Benefit_Plans_Tables
Employee Benefit Plans (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Net Periodic Cost for U.K Defined Benefit Pension Plan | The net periodic pension cost for the U.K. Plan and the Japan Plan included the following components (in thousands): | |||||||||||||||||||||||
U.K. Plan | Japan Plan | |||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||
Components of the net periodic pension cost: | ||||||||||||||||||||||||
Service cost | $ | — | $ | — | $ | — | $ | 101 | $ | 99 | $ | 121 | ||||||||||||
Interest cost | 1,589 | 1,403 | 1,359 | 13 | 10 | 15 | ||||||||||||||||||
Expected return on plan assets | (1,958 | ) | (1,595 | ) | (1,270 | ) | (6 | ) | (7 | ) | — | |||||||||||||
Amortization of the unrecognized transition | — | — | — | 29 | 14 | 37 | ||||||||||||||||||
obligation | ||||||||||||||||||||||||
Amortization of prior service cost | — | — | — | 18 | 12 | 3 | ||||||||||||||||||
Amortization of actuarial losses | 374 | 668 | 392 | — | — | — | ||||||||||||||||||
Other | — | — | — | 18 | — | — | ||||||||||||||||||
Net periodic pension cost | $ | 5 | $ | 476 | $ | 481 | $ | 173 | $ | 128 | $ | 176 | ||||||||||||
Reconciliation of Benefit Obligations and Plan Assets of U.K. Plan and Japan Plan | The following table provides a reconciliation of benefit obligations and plan assets of the U.K. Plan and the Japan Plan (in thousands): | |||||||||||||||||||||||
U.K. Plan | Japan Plan | |||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Change in benefit obligation: | ||||||||||||||||||||||||
Projected benefit obligation at beginning of year | $ | 35,193 | $ | 34,713 | $ | 1,123 | $ | 1,613 | ||||||||||||||||
Service cost | — | — | 101 | 99 | ||||||||||||||||||||
Interest cost | 1,589 | 1,403 | 13 | 10 | ||||||||||||||||||||
Actuarial (gains) losses | 6,060 | (889 | ) | (49 | ) | (58 | ) | |||||||||||||||||
Benefits paid | (1,006 | ) | (688 | ) | (340 | ) | (928 | ) | ||||||||||||||||
Plan curtailments | — | — | (252 | ) | — | |||||||||||||||||||
Foreign currency exchange rate changes | (2,415 | ) | 654 | 145 | 387 | |||||||||||||||||||
Projected benefit obligation at end of year | $ | 39,421 | $ | 35,193 | $ | 741 | $ | 1,123 | ||||||||||||||||
Accumulated benefit obligation at end of year | $ | 39,421 | $ | 35,193 | $ | 741 | $ | 833 | ||||||||||||||||
Change in plan assets: | ||||||||||||||||||||||||
Fair value of plan assets at beginning of year | $ | 33,457 | $ | 28,629 | $ | 537 | $ | 801 | ||||||||||||||||
Actual return on plan assets | 2,234 | 3,903 | 3 | 4 | ||||||||||||||||||||
Employer contributions | 1,000 | 847 | 253 | 521 | ||||||||||||||||||||
Benefits paid | (1,006 | ) | (688 | ) | (340 | ) | (928 | ) | ||||||||||||||||
Foreign currency exchange rate changes | (2,075 | ) | 766 | (41 | ) | 139 | ||||||||||||||||||
Fair value of plan assets at end of year | $ | 33,610 | $ | 33,457 | $ | 412 | $ | 537 | ||||||||||||||||
Funded status at end of year | $ | (5,811 | ) | $ | (1,736 | ) | $ | (329 | ) | $ | (586 | ) | ||||||||||||
Amounts included in accumulated other comprehensive loss not yet recognized in net periodic pension cost | ||||||||||||||||||||||||
Net actuarial (loss) gain | $ | (11,890 | ) | $ | (7,142 | ) | $ | — | $ | 2 | ||||||||||||||
Prior service cost | $ | — | $ | — | $ | — | $ | (211 | ) | |||||||||||||||
Net transition obligation | $ | — | $ | — | $ | — | $ | (163 | ) | |||||||||||||||
Amounts expected to be amortized from accumulated other comprehensive loss into net periodic cost over the next fiscal year consists of: | ||||||||||||||||||||||||
Net actuarial (loss) gain | $ | 892 | $ | 386 | $ | — | $ | — | ||||||||||||||||
Prior service cost | $ | — | $ | — | $ | — | $ | 12 | ||||||||||||||||
Net transition obligation | $ | — | $ | — | $ | — | $ | 19 | ||||||||||||||||
Expected Future Benefit Payments | The following table reflects the total expected benefit payments to plan participants and have been estimated based on the same assumptions used to measure the Company’s benefit obligations as of December 31, 2014 (in thousands): | |||||||||||||||||||||||
U.K. Plan | Japan Plan | |||||||||||||||||||||||
2015 | $ | 827 | $ | 514 | ||||||||||||||||||||
2016 | 974 | 76 | ||||||||||||||||||||||
2017 | 1,092 | 76 | ||||||||||||||||||||||
2018 | 900 | 75 | ||||||||||||||||||||||
2019 | 1,290 | - | ||||||||||||||||||||||
2020-2024 | 8,097 | - | ||||||||||||||||||||||
Total | $ | 13,180 | $ | 741 | ||||||||||||||||||||
Summary of Fair Value of Plan Assets by Asset Category | The following table summarizes the fair values of Plan assets as of December 31, 2014 by asset category (in thousands): | |||||||||||||||||||||||
Fair Value | Quoted Prices in Active Markets | Significant Other Observable | Significant Other Unobservable | |||||||||||||||||||||
for Identical | Inputs | Inputs | ||||||||||||||||||||||
Assets | (Level 2) | (Level 3) | ||||||||||||||||||||||
(Level 1) | ||||||||||||||||||||||||
Asset Category | ||||||||||||||||||||||||
U.K. Plan | ||||||||||||||||||||||||
Mutual Funds: | ||||||||||||||||||||||||
Balanced (1) | $ | 16,287 | $ | — | $ | 16,287 | $ | — | ||||||||||||||||
Growth (2) | 17,149 | — | 17,149 | — | ||||||||||||||||||||
Cash | 174 | 174 | — | — | ||||||||||||||||||||
Total | $ | 33,610 | $ | 174 | $ | 33,436 | $ | — | ||||||||||||||||
Japan Plan | ||||||||||||||||||||||||
Insurance contracts (3) | $ | 412 | $ | — | $ | 412 | $ | — | ||||||||||||||||
Total | $ | 412 | $ | — | $ | 412 | $ | — | ||||||||||||||||
-1 | This class comprises a diversified portfolio of global investments which seeks a balanced return between capital growth and fixed income and is allocated on a weighted average basis as follows: equities (54%), bonds (32%), other assets (5%) and cash (9%). | |||||||||||||||||||||||
-2 | This class comprises a diversified portfolio of global investments which seeks long-term capital growth and is allocated on a weighted average basis as follows: equities (67%), bonds (15%), other assets (8%) and cash (10%). | |||||||||||||||||||||||
-3 | This class represents funds invested in insurance contracts. | |||||||||||||||||||||||
The following table summarizes the fair values of Plan assets as of December 31, 2013 by asset category (in thousands): | ||||||||||||||||||||||||
Fair Value | Quoted Prices in Active Markets | Significant Other Observable | Significant Other Unobservable | |||||||||||||||||||||
for Identical | Inputs | Inputs | ||||||||||||||||||||||
Assets | (Level 2) | (Level 3) | ||||||||||||||||||||||
(Level 1) | ||||||||||||||||||||||||
Asset Category | ||||||||||||||||||||||||
U.K. Plan | ||||||||||||||||||||||||
Mutual Funds: | ||||||||||||||||||||||||
Balanced (1) | $ | 16,260 | $ | — | $ | 16,260 | $ | — | ||||||||||||||||
Growth (2) | 17,060 | — | 17,060 | — | ||||||||||||||||||||
Cash | 137 | 137 | — | — | ||||||||||||||||||||
Total | $ | 33,457 | $ | 137 | $ | 33,320 | $ | — | ||||||||||||||||
Japan Plan | ||||||||||||||||||||||||
Insurance contracts (3) | $ | 537 | $ | — | $ | 537 | $ | — | ||||||||||||||||
Total | $ | 537 | $ | — | $ | 537 | $ | — | ||||||||||||||||
-1 | This class comprises a diversified portfolio of global investments which seeks a balanced return between capital growth and fixed income and is allocated on a weighted average basis as follows: equities (51%), bonds (33%), other assets (8%) and cash (8%). | |||||||||||||||||||||||
-2 | This class comprises a diversified portfolio of global investments which seeks long-term capital growth and is allocated on a weighted average basis as follows: equities (70%), other assets (14%), bonds (9%), and cash (7%). | |||||||||||||||||||||||
-3 | This class represents funds invested in insurance contracts. | |||||||||||||||||||||||
Pension Cost | ||||||||||||||||||||||||
Actuarial Assumptions used to Compute net Periodic Pension Cost and Funded Status for U.K. Plan and Japan Plan | The actuarial assumptions used to compute the net periodic pension cost for the years ended December 31, 2014, 2013 and 2012, respectively, for the U.K. Plan and the Japan Plan were as follows: | |||||||||||||||||||||||
U.K. Plan | Japan Plan | |||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||
Weighted-average discount rate | 4.6 | % | 4.3 | % | 4.9 | % | 1 | % | 1.3 | % | 1.2 | % | ||||||||||||
Weighted-average rate of compensation increase | — | — | — | 3 | % | 3 | % | 3 | % | |||||||||||||||
Weighted-average long-term rate of return on plan assets | 5.9 | % | 5.7 | % | 5 | % | 1 | % | 1 | % | — | |||||||||||||
Funded Status | ||||||||||||||||||||||||
Actuarial Assumptions used to Compute net Periodic Pension Cost and Funded Status for U.K. Plan and Japan Plan | The actuarial assumptions used to compute the funded status as of December 31, 2014 and 2013, respectively, for the U.K. Plan and the Japan Plan were as follows: | |||||||||||||||||||||||
U.K. Plan | Japan Plan | |||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Weighted-average discount rate | 3.5 | % | 4.6 | % | — | 1 | % | |||||||||||||||||
Weighted-average rate of compensation increase | — | — | — | 3 | % | |||||||||||||||||||
Rate of inflation | 3.6 | % | 2.7 | % | — | — | ||||||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Components of Income (Loss) from Continuing Operations | Components of the Company’s income (loss) from continuing operations before income taxes are as follows (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Income (loss) from continuing operations before income taxes: | ||||||||||||
Canadian | $ | (20,212 | ) | $ | (5,366 | ) | $ | (5,199 | ) | |||
U.S. | (9,661 | ) | 12,838 | 18,987 | ||||||||
Other | 11,958 | 8,705 | 2,914 | |||||||||
Total | $ | (17,915 | ) | $ | 16,177 | $ | 16,702 | |||||
Components of Income Tax Provision (Benefit) | Components of the Company’s income tax provision (benefit) are as follows (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current | ||||||||||||
Canadian | $ | 175 | $ | — | $ | — | ||||||
U.S. | 3,615 | 1,662 | 3,560 | |||||||||
Other | 1,940 | 652 | 2,275 | |||||||||
5,730 | 2,314 | 5,835 | ||||||||||
Deferred | ||||||||||||
Canadian | — | — | — | |||||||||
U.S. | (6,731 | ) | 2,206 | (14,467 | ) | |||||||
Other | (5 | ) | 1,680 | (2,963 | ) | |||||||
(6,736 | ) | 3,886 | (17,430 | ) | ||||||||
Total | $ | (1,006 | ) | $ | 6,200 | $ | (11,595 | ) | ||||
Reconciliation of Statutory Canadian Income Tax rate to Effective Rate | The reconciliation of the statutory Canadian income tax rate to the effective rate related to income from continuing operations before income taxes is as follows (in thousands, except percentage data): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Statutory Canadian tax rate | 27 | % | 26 | % | 25 | % | ||||||
Expected income tax provision at statutory Canadian tax rate | $ | (4,837 | ) | $ | 4,206 | $ | 4,176 | |||||
International tax rate differences | (1,132 | ) | 156 | 1,863 | ||||||||
Permanent differences | (88 | ) | 106 | 227 | ||||||||
Change in valuation allowance | 4,809 | (3,076 | ) | (17,564 | ) | |||||||
Prior year provision to return differences | 962 | (312 | ) | 37 | ||||||||
Net operating loss expirations | — | 4,538 | — | |||||||||
Statutory tax rate change | (13 | ) | 354 | 316 | ||||||||
Uncertain tax positions | 134 | 259 | (4,093 | ) | ||||||||
Tax credits | (1,678 | ) | (938 | ) | — | |||||||
State income taxes, net | (271 | ) | 148 | 478 | ||||||||
IRS audit | 241 | 680 | 1,846 | |||||||||
Withholding and other taxes | 421 | 321 | 488 | |||||||||
Other | 116 | (242 | ) | 631 | ||||||||
Goodwill impairment | 330 | — | — | |||||||||
Reported income tax provision (benefit) | $ | (1,006 | ) | $ | 6,200 | $ | (11,595 | ) | ||||
Effective tax rate | 5.6 | % | 38.3 | % | (69.4 | )% | ||||||
Significant Components of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2014 and 2013 are as follows (in thousands): | |||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Deferred tax assets | ||||||||||||
Losses & IRC Section 163(j) carryforwards | $ | 12,742 | $ | 16,059 | ||||||||
Compensation related deductions | 3,749 | 2,649 | ||||||||||
Tax credits | 3,502 | 3,817 | ||||||||||
Restructuring related liabilities | 64 | 406 | ||||||||||
Inventory | 4,495 | 4,939 | ||||||||||
Depreciation | 683 | 938 | ||||||||||
Amortization | — | — | ||||||||||
Warranty | 876 | 888 | ||||||||||
Other | 2,206 | 824 | ||||||||||
Total deferred tax assets | 28,317 | 30,520 | ||||||||||
Valuation allowance for deferred tax assets | (14,495 | ) | (11,534 | ) | ||||||||
Net deferred income tax assets | $ | 13,822 | $ | 18,986 | ||||||||
Deferred tax liabilities | ||||||||||||
Equity investment | $ | (1,594 | ) | $ | (1,025 | ) | ||||||
Depreciation | (341 | ) | (583 | ) | ||||||||
Amortization | (36 | ) | (11,417 | ) | ||||||||
Unrealized currency gain/loss | (2,595 | ) | (983 | ) | ||||||||
Other | (525 | ) | (326 | ) | ||||||||
Total deferred tax liabilities | $ | (5,091 | ) | $ | (14,334 | ) | ||||||
Net deferred income tax assets (liabilities) | $ | 8,731 | $ | 4,652 | ||||||||
Reconciliation of Total Amounts of Unrecognized Tax Benefits | The reconciliation of the total amounts of unrecognized tax benefits is as follows (in thousands): | |||||||||||
Balance at December 31, 2011 | $ | 7,284 | ||||||||||
Additions based on tax positions related to the current year | 2,618 | |||||||||||
Additions for tax positions of prior years | 1,422 | |||||||||||
Reductions for tax positions of prior years | (481 | ) | ||||||||||
Reductions to tax positions resulting from a lapse of the applicable statute of limitations | (254 | ) | ||||||||||
Settlements with taxation authorities | (3,035 | ) | ||||||||||
Balance at December 31, 2012 | 7,554 | |||||||||||
Additions based on tax positions related to the current year | 508 | |||||||||||
Additions for tax positions of prior years | 1,475 | |||||||||||
Reductions for tax positions of prior years | (1,888 | ) | ||||||||||
Reductions to tax positions resulting from a lapse of the applicable statute of limitations | (575 | ) | ||||||||||
Balance at December 31, 2013 | 7,074 | |||||||||||
Additions based on tax positions related to the current year | 1,180 | |||||||||||
Additions for tax positions of prior years | 2,601 | |||||||||||
Reductions for tax positions of current years | (2,404 | ) | ||||||||||
Reductions to tax positions resulting from a lapse of the applicable statute of limitations | (2,177 | ) | ||||||||||
Balance at December 31, 2014 | $ | 6,274 | ||||||||||
Income Tax Returns to be Reviewed | The Company’s income tax returns may be reviewed in the following countries for the following periods under the appropriate statute of limitations: | |||||||||||
United States | 2009 - Present | |||||||||||
Canada | 2007 - Present | |||||||||||
United Kingdom | 2013 - Present | |||||||||||
China | 2011 - Present | |||||||||||
Japan | 2009 - Present | |||||||||||
Germany | 2008 - Present | |||||||||||
Netherlands | 2009 - Present | |||||||||||
Restructuring_and_Acquisition_1
Restructuring and Acquisition Related Costs (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Restructuring And Related Activities [Abstract] | ||||||||||||||||||||
Schedule Of Restructuring And Related Cost Table Text Block | The following table summarizes restructuring and acquisition related costs recorded in the accompanying consolidated statements of operations (in thousands): | |||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
2011 restructuring | $ | 389 | $ | 1,287 | $ | 1,584 | ||||||||||||||
2012 restructuring | — | — | 1,758 | |||||||||||||||||
2013 restructuring | 25 | 2,463 | — | |||||||||||||||||
Novi and U.K. restructuring | — | — | (40 | ) | ||||||||||||||||
Germany restructuring | — | 7 | 276 | |||||||||||||||||
Total restructuring charges | $ | 414 | $ | 3,757 | $ | 3,578 | ||||||||||||||
Acquisition and related charges | $ | 909 | $ | 1,630 | $ | 791 | ||||||||||||||
JADAK earn-out costs | 612 | — | — | |||||||||||||||||
Total acquisition related charges | $ | 1,521 | $ | 1,630 | $ | 791 | ||||||||||||||
Total restructuring and acquisition related costs | $ | 1,935 | $ | 5,387 | $ | 4,369 | ||||||||||||||
Actual Cash Charges and Non-Cash Charges of the Restructuring Plan | Presented below are actual cash charges, including severance, relocation, facility closure and consulting costs, and non-cash charges related to depreciation (in thousands): | |||||||||||||||||||
Cumulative | ||||||||||||||||||||
Year Ended December 31, | Costs as of | |||||||||||||||||||
2014 | 2013 | 2012 | December 31, | |||||||||||||||||
2014 | ||||||||||||||||||||
Cash charges | $ | (235 | ) | $ | 1,037 | $ | 1,540 | $ | 3,048 | |||||||||||
Non-cash charges | 624 | 250 | 44 | 1,006 | ||||||||||||||||
Total restructuring costs | $ | 389 | $ | 1,287 | $ | 1,584 | $ | 4,054 | ||||||||||||
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): | |||||||||||||||||||
Cumulative | ||||||||||||||||||||
Year Ended December 31, | Costs as of | |||||||||||||||||||
2014 | 2013 | 2012 | December 31, | |||||||||||||||||
2014 | ||||||||||||||||||||
Laser Products | $ | (106 | ) | $ | 1,042 | $ | 386 | $ | 1,939 | |||||||||||
Medical Technologies | — | 48 | — | 48 | ||||||||||||||||
Precision Motion | — | 5 | 52 | 122 | ||||||||||||||||
Corporate, Shared Services and Unallocated costs | 495 | 192 | 1,146 | 1,945 | ||||||||||||||||
Total | $ | 389 | $ | 1,287 | $ | 1,584 | $ | 4,054 | ||||||||||||
The following table summarizes the total costs associated with the 2012 restructuring program for each segment and unallocated corporate costs for the year ended December 31, 2012 (in thousands): | ||||||||||||||||||||
Year Ended | ||||||||||||||||||||
December 31, | ||||||||||||||||||||
2012 | ||||||||||||||||||||
Laser Products | $ | 501 | ||||||||||||||||||
Precision Motion | 951 | |||||||||||||||||||
Corporate, Shared Services and Unallocated costs | 306 | |||||||||||||||||||
Total | $ | 1,758 | ||||||||||||||||||
The following table summarizes restructuring costs for each segment and unallocated corporate costs related to the 2013 restructuring program (in thousands): | ||||||||||||||||||||
Year Ended | ||||||||||||||||||||
December 31, | ||||||||||||||||||||
2013 | ||||||||||||||||||||
Laser Products | $ | 836 | ||||||||||||||||||
Medical Technologies | 806 | |||||||||||||||||||
Precision Motion | 378 | |||||||||||||||||||
Corporate, Shared Services and Unallocated costs | 443 | |||||||||||||||||||
Total | $ | 2,463 | ||||||||||||||||||
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 charges recorded in the accompanying consolidated balance sheets (in thousands): | |||||||||||||||||||
Total | Severance | Facility | Depreciation | Other | ||||||||||||||||
Balance at December 31, 2012 | $ | 1,931 | $ | 1,295 | $ | 494 | $ | — | $ | 142 | ||||||||||
Restructuring charges | 3,757 | 2,259 | 698 | 250 | 550 | |||||||||||||||
Acquired lease obligation | 128 | — | 128 | — | — | |||||||||||||||
Cash payments | (4,516 | ) | (2,904 | ) | (1,085 | ) | — | (527 | ) | |||||||||||
Non-cash write-offs and other adjustments | 74 | 37 | 413 | (250 | ) | (126 | ) | |||||||||||||
Balance at December 31, 2013 | 1,374 | 687 | 648 | — | 39 | |||||||||||||||
Restructuring charges | 414 | (83 | ) | (309 | ) | 624 | 182 | |||||||||||||
Cash payments | (933 | ) | (502 | ) | (234 | ) | — | (197 | ) | |||||||||||
Non-cash write-offs and other adjustments | (624 | ) | — | — | (624 | ) | — | |||||||||||||
Balance at December 31, 2014 | $ | 231 | $ | 102 | $ | 105 | $ | — | $ | 24 | ||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Commitments And Contingencies Disclosure [Abstract] | |||||||||
Future Minimum Lease Payments Under Operating and Capital Leases | Future minimum lease payments under operating and capital leases expiring subsequent to December 31, 2014, including operating leases associated with facilities that have been vacated as a result of the Company’s restructuring actions, are as follows (in thousands): | ||||||||
Year Ending December 31, | Operating Leases | Capital Leases(1) | |||||||
2015 | $ | 4,888 | $ | 1,261 | |||||
2016 | 4,065 | 1,261 | |||||||
2017 | 3,149 | 1,290 | |||||||
2018 | 2,821 | 860 | |||||||
2019 | 1,791 | 884 | |||||||
Thereafter | 5,605 | 9,045 | |||||||
Total minimum lease payments | $ | 22,319 | $ | 14,601 | |||||
-1 | Capital lease payments include interest payments of $4.3 million. |
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||||||
Sales, Gross Profit, Operating Income (Loss) from Continuing Operations, and Depreciation and Amortization by Reportable Segments | Sales, gross profit, operating income (loss) from continuing operations, and depreciation and amortization by reportable segments are as follows (in thousands): | |||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Sales | ||||||||||||||||||||||||
Laser Products | $ | 177,726 | $ | 166,598 | $ | 158,639 | ||||||||||||||||||
Medical Technologies | 122,187 | 90,276 | 25,915 | |||||||||||||||||||||
Precision Motion | 64,793 | 60,036 | 59,242 | |||||||||||||||||||||
Total | $ | 364,706 | $ | 316,910 | $ | 243,796 | ||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Gross Profit | ||||||||||||||||||||||||
Laser Products | $ | 74,224 | $ | 68,819 | $ | 66,498 | ||||||||||||||||||
Medical Technologies | 48,678 | 35,824 | 13,149 | |||||||||||||||||||||
Precision Motion | 28,333 | 27,778 | 26,796 | |||||||||||||||||||||
Corporate, Shared Services and Unallocated | (1,068 | ) | (194 | ) | (925 | ) | ||||||||||||||||||
Total | $ | 150,167 | $ | 132,227 | $ | 105,518 | ||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Operating Income (Loss) from Continuing Operations | ||||||||||||||||||||||||
Laser Products | $ | 33,053 | $ | 25,143 | $ | 24,480 | ||||||||||||||||||
Medical Technologies | (43,079 | ) | 3,566 | 8,285 | ||||||||||||||||||||
Precision Motion | 13,023 | 12,062 | 9,482 | |||||||||||||||||||||
Corporate, Shared Services and Unallocated | (19,803 | ) | (21,325 | ) | (21,985 | ) | ||||||||||||||||||
Total | $ | (16,806 | ) | $ | 19,446 | $ | 20,262 | |||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Depreciation and Amortization | ||||||||||||||||||||||||
Laser Products | $ | 6,481 | $ | 6,335 | $ | 6,448 | ||||||||||||||||||
Medical Technologies | 13,254 | 8,808 | 702 | |||||||||||||||||||||
Precision Motion | 1,943 | 1,979 | 2,066 | |||||||||||||||||||||
Corporate, Shared Services and Unallocated | 2,743 | 2,828 | 3,467 | |||||||||||||||||||||
Total | $ | 24,421 | $ | 19,950 | $ | 12,683 | ||||||||||||||||||
Schedule of Geographic Sales | The Company aggregates geographic sales based on the customer location where products are shipped. Sales to these customers are as follows (in thousands, except percentage data): | |||||||||||||||||||||||
Year Ended December 31, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Sales | % of Total | Sales | % of Total | Sales | % of Total | |||||||||||||||||||
United States | $ | 140,973 | 38.7 | % | $ | 107,892 | 34 | % | $ | 76,437 | 31.4 | % | ||||||||||||
Germany | 59,029 | 16.2 | 56,287 | 17.8 | 32,822 | 13.5 | ||||||||||||||||||
Rest of Europe | 54,308 | 14.9 | 45,698 | 14.4 | 41,466 | 17 | ||||||||||||||||||
China | 40,792 | 11.2 | 37,651 | 11.9 | 21,001 | 8.6 | ||||||||||||||||||
Rest of Asia-Pacific | 58,830 | 16.1 | 57,802 | 18.2 | 65,262 | 26.8 | ||||||||||||||||||
Other | 10,774 | 2.9 | 11,580 | 3.7 | 6,808 | 2.7 | ||||||||||||||||||
Total | $ | 364,706 | 100 | % | $ | 316,910 | 100 | % | $ | 243,796 | 100 | % | ||||||||||||
Summary of Long-lived Assets | Long-lived assets consist of property, plant and equipment, net, and are aggregated based on the location of the assets. A summary of these long-lived assets is as follows (in thousands): | |||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||
United States | $ | 32,988 | $ | 23,305 | ||||||||||||||||||||
Europe | 5,318 | 5,617 | ||||||||||||||||||||||
China | 1,705 | 2,196 | ||||||||||||||||||||||
Asia-Pacific and other | 77 | 185 | ||||||||||||||||||||||
Total | $ | 40,088 | $ | 31,303 | ||||||||||||||||||||
Supplementary_Information_Tabl
Supplementary Information (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Quarterly Financial Information | The following tables reflect the Company’s unaudited condensed consolidated statements of operations (in thousands except per share data): | |||||||||||||||
Three Months Ended | ||||||||||||||||
December 31, | September 26, | June 27, | March 28, | |||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||
Sales | $ | 94,012 | $ | 94,656 | $ | 96,905 | $ | 79,133 | ||||||||
Cost of goods sold | 54,284 | 54,973 | 58,254 | 47,028 | ||||||||||||
Gross profit | 39,728 | 39,683 | 38,651 | 32,105 | ||||||||||||
Operating expenses: | ||||||||||||||||
Research and development and engineering | 7,837 | 7,735 | 7,525 | 5,857 | ||||||||||||
Selling, general and administrative | 21,840 | 21,512 | 21,410 | 19,618 | ||||||||||||
Amortization of purchased intangible assets | 2,799 | 2,843 | 2,876 | 1,744 | ||||||||||||
Restructuring and acquisition related costs | (14 | ) | 771 | 360 | 818 | |||||||||||
Impairment of goodwill and intangible assets | 41,442 | — | — | — | ||||||||||||
Total operating expenses | 73,904 | 32,861 | 32,171 | 28,037 | ||||||||||||
Operating income (loss) from continuing operations | (34,176 | ) | 6,822 | 6,480 | 4,068 | |||||||||||
Interest income (expense), foreign exchange transaction gains (losses) and other income (expense), net | (127 | ) | 310 | (1,017 | ) | (275 | ) | |||||||||
Income (loss) from continuing operations before income taxes | (34,303 | ) | 7,132 | 5,463 | 3,793 | |||||||||||
Income tax provision | (6,013 | ) | 2,013 | 2,057 | 937 | |||||||||||
Income (loss) from continuing operations | (28,290 | ) | 5,119 | 3,406 | 2,856 | |||||||||||
Loss from discontinued operations, net of tax | (790 | ) | (273 | ) | (2,678 | ) | (1,866 | ) | ||||||||
Loss on disposal of discontinued operations, net of tax | (1,405 | ) | (321 | ) | — | — | ||||||||||
Consolidated net income (loss) | (30,485 | ) | 4,525 | 728 | 990 | |||||||||||
Less: Net income attributable to noncontrolling interest | — | — | (3 | ) | (7 | ) | ||||||||||
Net income (loss) attributable to GSI Group Inc. | $ | (30,485 | ) | $ | 4,525 | $ | 725 | $ | 983 | |||||||
Earnings (loss) per common share from continuing operations: | ||||||||||||||||
Basic | $ | (0.82 | ) | $ | 0.15 | $ | 0.1 | $ | 0.08 | |||||||
Diluted | $ | (0.82 | ) | $ | 0.15 | $ | 0.1 | $ | 0.08 | |||||||
Loss per common share from discontinued operations: | ||||||||||||||||
Basic | $ | (0.06 | ) | $ | (0.02 | ) | $ | (0.08 | ) | $ | (0.05 | ) | ||||
Diluted | $ | (0.06 | ) | $ | (0.02 | ) | $ | (0.08 | ) | $ | (0.05 | ) | ||||
Earnings (loss) per common share attributable to GSI Group Inc. | ||||||||||||||||
Basic | $ | (0.88 | ) | $ | 0.13 | $ | 0.02 | $ | 0.03 | |||||||
Diluted | $ | (0.88 | ) | $ | 0.13 | $ | 0.02 | $ | 0.03 | |||||||
Three Months Ended | ||||||||||||||||
December 31, | September 27, | June 28, | March 29, | |||||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||||
Sales | $ | 82,212 | $ | 79,858 | $ | 79,769 | $ | 75,071 | ||||||||
Cost of goods sold | 48,016 | 45,697 | 46,530 | 44,440 | ||||||||||||
Gross profit | 34,196 | 34,161 | 33,239 | 30,631 | ||||||||||||
Operating expenses: | ||||||||||||||||
Research and development and engineering | 5,825 | 6,031 | 6,115 | 5,816 | ||||||||||||
Selling, general and administrative | 19,268 | 19,006 | 19,374 | 18,689 | ||||||||||||
Amortization of purchased intangible assets | 1,645 | 1,772 | 1,617 | 2,236 | ||||||||||||
Restructuring and acquisition related costs | 663 | 1,553 | 743 | 2,428 | ||||||||||||
Total operating expenses | 27,401 | 28,362 | 27,849 | 29,169 | ||||||||||||
Operating income from continuing operations | 6,795 | 5,799 | 5,390 | 1,462 | ||||||||||||
Interest income (expense), foreign exchange transaction gains (losses) and other income (expense), net | (850 | ) | (2,022 | ) | (1,087 | ) | 690 | |||||||||
Income from continuing operations before income taxes | 5,945 | 3,777 | 4,303 | 2,152 | ||||||||||||
Income tax provision | 1,246 | 1,533 | 3,018 | 403 | ||||||||||||
Income from continuing operations | 4,699 | 2,244 | 1,285 | 1,749 | ||||||||||||
Income (loss) from discontinued operations, net of tax | (411 | ) | (185 | ) | (1,827 | ) | 369 | |||||||||
Loss on disposal of discontinued operations, net of tax | — | (281 | ) | (311 | ) | — | ||||||||||
Consolidated net income (loss) | 4,288 | 1,778 | (853 | ) | 2,118 | |||||||||||
Less: Net (income) loss attributable to noncontrolling interest | 20 | 12 | (18 | ) | (36 | ) | ||||||||||
Net income (loss) attributable to GSI Group Inc. | $ | 4,308 | $ | 1,790 | $ | (871 | ) | $ | 2,082 | |||||||
Earnings per common share from continuing operations: | ||||||||||||||||
Basic | $ | 0.14 | $ | 0.07 | $ | 0.03 | $ | 0.05 | ||||||||
Diluted | $ | 0.14 | $ | 0.07 | $ | 0.03 | $ | 0.05 | ||||||||
Earnings (loss) per common share from discontinued operations: | ||||||||||||||||
Basic | $ | (0.01 | ) | $ | (0.02 | ) | $ | (0.06 | ) | $ | 0.01 | |||||
Diluted | $ | (0.01 | ) | $ | (0.02 | ) | $ | (0.06 | ) | $ | 0.01 | |||||
Earnings (loss) per common share attributable to GSI Group Inc. | ||||||||||||||||
Basic | $ | 0.13 | $ | 0.05 | $ | (0.03 | ) | $ | 0.06 | |||||||
Diluted | $ | 0.13 | $ | 0.05 | $ | (0.03 | ) | $ | 0.06 | |||||||
Organization_and_Presentation_1
Organization and Presentation - Additional Information (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2008 | Jun. 30, 2009 |
Organization And Business Activities [Line Items] | |||
Minority interest ownership percentage | 50.00% | ||
Compliance description | The delay in the quarterly report on Form 10-Q caused a noncompliance with a covenant in the indenture governing the $210.0 million of 11% unsecured senior notes due 2013 (the “2008 Senior Notesâ€). | ||
Date of petition for bankruptcy filed with the bankruptcy court | 20-Nov-09 | ||
11% Senior Unsecured Notes Due 2013 | |||
Organization And Business Activities [Line Items] | |||
Senior notes covenant amount | $210 | ||
Debt instrument interest rate | 11.00% | ||
Minimum | |||
Organization And Business Activities [Line Items] | |||
Equity method investment ownership percentage | 20.00% | ||
Percentage of principal amount | 75.00% | ||
Maximum | |||
Organization And Business Activities [Line Items] | |||
Equity method investment ownership percentage | 50.00% |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Details) (USD $) | 12 Months Ended | 3 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 28, 2013 | Mar. 29, 2013 | |
Significant Accounting Policies [Line Items] | |||||
Earnings from equity investment | $2,700,000 | $1,469,000 | $556,000 | ||
Net investment | $8,000,000 | $5,700,000 | |||
Laser Quantum | |||||
Significant Accounting Policies [Line Items] | |||||
Equity method investment ownership percentage | 41.00% | 41.00% | |||
Equity method investment ownership percentage in Laser Quantum | 41.00% | 25.00% | |||
Maximum | |||||
Significant Accounting Policies [Line Items] | |||||
Cash equivalents original maturity period | 3 months | ||||
Equity method investment ownership percentage | 50.00% | ||||
Payment terms | 180 days | ||||
Maximum | Laser Products | |||||
Significant Accounting Policies [Line Items] | |||||
Standard warranty period | 24 months | ||||
Maximum | Precision Motion | |||||
Significant Accounting Policies [Line Items] | |||||
Standard warranty period | 24 months | ||||
Maximum | Medical Technologies | |||||
Significant Accounting Policies [Line Items] | |||||
Standard warranty period | 60 months | ||||
Maximum | Buildings and improvements | |||||
Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, estimated useful lives | 30 years | ||||
Maximum | Machinery and Equipment | |||||
Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, estimated useful lives | 10 years | ||||
Minimum | |||||
Significant Accounting Policies [Line Items] | |||||
Equity method investment ownership percentage | 20.00% | ||||
Minimum | Laser Products | |||||
Significant Accounting Policies [Line Items] | |||||
Standard warranty period | 12 months | ||||
Minimum | Precision Motion | |||||
Significant Accounting Policies [Line Items] | |||||
Standard warranty period | 12 months | ||||
Minimum | Medical Technologies | |||||
Significant Accounting Policies [Line Items] | |||||
Standard warranty period | 12 months | ||||
Minimum | Buildings and improvements | |||||
Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, estimated useful lives | 3 years | ||||
Minimum | Machinery and Equipment | |||||
Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, estimated useful lives | 1 year |
Summary_of_Financial_Informati
Summary of Financial Information of Laser Quantum - Income Statement (Details) (Laser Quantum, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Laser Quantum | |||
Schedule Of Financial Statements Information [Line Items] | |||
Sales | $23,013 | $16,269 | $13,039 |
Income from operations | 7,434 | 4,720 | 3,592 |
Net income | $6,627 | $3,745 | $2,215 |
Summary_of_Financial_Informati1
Summary of Financial Information of Laser Quantum - Balance Sheet (Details) (Laser Quantum, USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Laser Quantum | ||||
Schedule Of Financial Statements Information [Line Items] | ||||
Total assets | $25,423 | [1] | $20,990 | [1] |
Total liabilities | $2,482 | $4,240 | ||
[1] | Total assets at December 31, 2014 and 2013 include cash and cash equivalent of $17.1 million and $13.6 million, respectively. |
Summary_of_Financial_Informati2
Summary of Financial Information of Laser Quantum - Balance Sheet (Details) (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Schedule Of Financial Statements Information [Line Items] | ||||
Cash and cash equivalents | $51,146 | $60,980 | $65,788 | $54,835 |
Laser Quantum | ||||
Schedule Of Financial Statements Information [Line Items] | ||||
Cash and cash equivalents | $17,100 | $13,600 |
Allowance_for_Doubtful_Account
Allowance for Doubtful Accounts (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance For Doubtful Accounts Receivable Rollforward | |||
Balance at beginning of year | $575 | $294 | $224 |
Provision charged to selling, general and administrative expenses | 30 | 301 | 278 |
Allowance resulting from acquisitions | 52 | 117 | |
Write-offs, net of recoveries of amounts previously reserved | -352 | -159 | -222 |
Exchange rate changes | -23 | 22 | 14 |
Balance at end of year | $282 | $575 | $294 |
Business_Combinations_Addition
Business Combinations - Additional Information (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 14, 2014 | Jan. 15, 2013 | Sep. 30, 2014 | |
Business Acquisition [Line Items] | ||||||
Goodwill | $90,746,000 | $71,156,000 | ||||
Total purchase price, net of cash acquired | 88,238,000 | 80,773,000 | ||||
Recognized acquisition costs | 1,521,000 | 1,630,000 | 791,000 | |||
JADAK Acquisition | ||||||
Business Acquisition [Line Items] | ||||||
Membership interests acquired | 100.00% | |||||
Sales | 45,400,000 | |||||
Income from continuing operations before income taxes | 2,700,000 | |||||
Goodwill | 44,584,000 | |||||
Intangible assets | 40,250,000 | |||||
Goodwill and intangible assets expected to be deductible for tax purposes | 61,800,000 | |||||
Total purchase price, net of cash acquired | 93,656,000 | |||||
JADAK, LLC | ||||||
Business Acquisition [Line Items] | ||||||
Membership interests acquired | 100.00% | |||||
Acquisition of business, cash consideration | 93,700,000 | |||||
JADAK Technologies, Inc | ||||||
Business Acquisition [Line Items] | ||||||
Membership interests acquired | 100.00% | |||||
Advanced Data Capture Corporation | ||||||
Business Acquisition [Line Items] | ||||||
Membership interests acquired | 100.00% | |||||
NDS Surgical Imaging, LLC | ||||||
Business Acquisition [Line Items] | ||||||
Membership interests acquired | 100.00% | |||||
NDS Surgical Imaging KK | ||||||
Business Acquisition [Line Items] | ||||||
Membership interests acquired | 100.00% | |||||
NDS Acquisition | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition of business, cash consideration | 80,800,000 | |||||
Sales | 68,400,000 | |||||
Income from continuing operations before income taxes | 3,400,000 | |||||
Goodwill | 21,160,000 | |||||
Intangible assets | 37,817,000 | |||||
Escrow after the payments of closing working capital adjustments | 5,400,000 | |||||
Escrow recovery was accounted for as a reduction to goodwill | 5,400,000 | |||||
Total purchase price, net of cash acquired | 75,400,000 | |||||
JADAK and NDS | ||||||
Business Acquisition [Line Items] | ||||||
Recognized acquisition costs | $700,000 | $1,500,000 | $700,000 |
Summary_of_Fair_Values_of_Asse
Summary of Fair Values of Assets Acquired and Liabilities Assumed Purchase Price Allocation (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 14, 2014 | Sep. 30, 2014 | Jan. 15, 2013 |
Business Acquisition [Line Items] | |||||
Goodwill | $90,746 | $71,156 | |||
Total purchase price, net of cash acquired | 88,238 | 80,773 | |||
JADAK Acquisition | |||||
Business Acquisition [Line Items] | |||||
Cash | 1,140 | ||||
Accounts receivable | 7,907 | ||||
Inventory | 6,865 | ||||
Property and equipment | 904 | ||||
Intangible assets | 40,250 | ||||
Goodwill | 44,584 | ||||
Other assets | 2,064 | ||||
Total assets acquired | 103,714 | ||||
Accounts payable | 3,057 | ||||
Other liabilities | 2,380 | ||||
Deferred tax liabilities | 3,481 | ||||
Total liabilities assumed | 8,918 | ||||
Total purchase price | 94,796 | ||||
Less: Cash acquired | -1,140 | ||||
Total purchase price, net of cash acquired | 93,656 | ||||
NDS Acquisition | |||||
Business Acquisition [Line Items] | |||||
Accounts receivable | 10,327 | ||||
Inventory | 14,144 | ||||
Property and equipment | 2,426 | ||||
Intangible assets | 37,817 | ||||
Goodwill | 21,160 | ||||
Other assets | 1,782 | ||||
Total assets acquired | 87,656 | ||||
Accounts payable | 4,768 | ||||
Other liabilities | 7,149 | ||||
Deferred tax liabilities | 384 | ||||
Total liabilities assumed | 12,301 | ||||
Total purchase price | 75,355 | ||||
Total purchase price, net of cash acquired | $75,400 |
Fair_Value_of_Intangible_Asset
Fair Value of Intangible Assets (Details) (USD $) | 0 Months Ended | |
In Thousands, unless otherwise specified | Mar. 14, 2014 | Jan. 15, 2013 |
JADAK Acquisition | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible assets | $40,250 | |
JADAK Acquisition | Customer Relationships | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible assets | 23,570 | |
Amortization Period of intangible assets | 20 years | |
JADAK Acquisition | Developed Technology | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible assets | 10,910 | |
Amortization Period of intangible assets | 10 years | |
JADAK Acquisition | Trademarks and Trade Names | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible assets | 2,130 | |
Amortization Period of intangible assets | 10 years | |
JADAK Acquisition | Backlog | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible assets | 1,810 | |
Amortization Period of intangible assets | 1 year | |
JADAK Acquisition | Non-compete Covenant | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible assets | 1,830 | |
Amortization Period of intangible assets | 5 years | |
NDS Acquisition | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible assets | 37,817 | |
NDS Acquisition | Customer Relationships | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible assets | 22,294 | |
Amortization Period of intangible assets | 20 years | |
NDS Acquisition | Developed Technology | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible assets | 6,689 | |
Amortization Period of intangible assets | 10 years | |
NDS Acquisition | Trademarks and Trade Names | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible assets | 7,565 | |
Amortization Period of intangible assets | 20 years | |
NDS Acquisition | 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 (Details) (JADAK Acquisition, USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
JADAK Acquisition | ||
Business Acquisition [Line Items] | ||
Sales | $375,737 | $370,462 |
Income (loss) from continuing operations | ($16,067) | $11,900 |
Earnings per share from continuing operations - Basic | ($0.47) | $0.35 |
Earnings per share from continuing operations - Diluted | ($0.47) | $0.35 |
Discontinued_Operations_Additi
Discontinued Operations - Additional Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | 1 Months Ended | ||||||||
Dec. 31, 2014 | Sep. 26, 2014 | Sep. 27, 2013 | Jun. 28, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 31, 2014 | Sep. 27, 2013 | Oct. 31, 2012 | 31-May-13 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||||||
Gain (Loss) on sale of business, net of tax | ($1,405,000) | ($321,000) | ($281,000) | ($311,000) | ($1,726,000) | ($592,000) | $2,255,000 | ||||
Scientific Lasers Business | |||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||||||
Sale of assets and liabilities | 6,500,000 | ||||||||||
Gain (Loss) on sale of business, net of tax | -1,700,000 | ||||||||||
Sale proceeds held in escrow | 1,500,000 | ||||||||||
Sale proceeds held in escrow, Period | 2016-01 | ||||||||||
Discontinued operations write-down value | 3,000,000 | ||||||||||
Excel Laser Technology Private Limited | |||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||||||
Discontinued operations write-down value | 500,000 | ||||||||||
Laser Systems | |||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||||||
Sale of assets and liabilities | 7,000,000 | ||||||||||
Gain (Loss) on sale of business, net of tax | 2,300,000 | -200,000 | |||||||||
Settlement of closing working capital adjustments | -400,000 | -400,000 | |||||||||
Semiconductor Systems | |||||||||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||||||||
Sale of assets and liabilities | 8,000,000 | 9,700,000 | |||||||||
Gain (Loss) on sale of business, net of tax | -300,000 | -400,000 | -300,000 | ||||||||
Settlement of closing working capital adjustments | 1,700,000 | 1,700,000 | |||||||||
Inventory provision | $1,900,000 |
Components_of_Assets_and_Liabi
Components of Assets and Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Discontinued Operations And Disposal Groups [Abstract] | ||
Accounts receivable, net | $95 | $5,361 |
Inventories | 161 | 8,454 |
Other assets | 375 | 4,021 |
Assets of discontinued operations | 631 | 17,836 |
Accounts payable | 16 | 2,393 |
Accrued expenses and other current liabilities | 74 | 2,332 |
Other liabilities | 234 | 1,418 |
Liabilities of discontinued operations | $324 | $6,143 |
Operating_Results_Historically
Operating Results Historically Included Segment (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Sep. 27, 2013 | Jun. 28, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Discontinued Operations And Disposal Groups [Abstract] | |||||||
Sales from discontinued operations | $10,514 | $33,792 | $72,356 | ||||
Loss from discontinued operations, before income tax | -8,059 | -3,361 | -10,209 | ||||
Loss from discontinued operations, net of tax | -5,607 | -2,054 | -10,974 | ||||
Gain (loss) on disposal of discontinued operations, net of tax | ($1,405) | ($321) | ($281) | ($311) | ($1,726) | ($592) | $2,255 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income (Loss) (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||||
Beginning Balance | ($6,342) | ($9,749) | ($5,024) | |||
Other comprehensive income (loss) | -10,488 | 2,686 | -6,973 | |||
Amounts reclassified from other comprehensive income (loss) | 374 | [1] | 721 | [1] | 2,248 | [1] |
Ending Balance | -16,456 | -6,342 | -9,749 | |||
Foreign currency translation adjustments | ||||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||||
Beginning Balance | 1,353 | 1,299 | 2,809 | |||
Other comprehensive income (loss) | -6,968 | 54 | -3,020 | |||
Amounts reclassified from other comprehensive income (loss) | 1,510 | [1] | ||||
Ending Balance | -5,615 | 1,353 | 1,299 | |||
Pension liability | ||||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||||
Beginning Balance | -7,695 | -11,048 | -7,833 | |||
Other comprehensive income (loss) | -3,520 | 2,632 | -3,953 | |||
Amounts reclassified from other comprehensive income (loss) | 374 | [1] | 721 | [1] | 738 | [1] |
Ending Balance | ($10,841) | ($7,695) | ($11,048) | |||
[1] | (1) The amounts reclassified from other comprehensive income (loss) were included in selling, general and administrative expenses in the consolidated statements of operations. |
Goodwill_Intangible_Assets_and2
Goodwill, Intangible Assets and Impairment Charges - Additional Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2014 |
Tradeshow | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Number of main tradeshows for the NDS Business | 2 | ||||
Impairment Charge, Intangible assets | $21,867 | ||||
Impairment Charge, Goodwill | 19,575 | ||||
Impairment of goodwill and intangible assets | 41,442 | 41,442 | 0 | 0 | |
Medical Technologies | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Impairment Charge, Intangible assets | 21,800 | ||||
Impairment Charge, Goodwill | $19,600 | ||||
Minimum | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Reporting units in excess of carrying value | 10.00% |
Results_of_Impairment_Review_D
Results of Impairment Review (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Pre-Impairment Net Carrying Value, Goodwill | $110,321 | $110,321 | ||
Pre-Impairment Net Carrying Value, Intangible assets | 89,109 | 89,109 | ||
Pre-Impairment Net Carrying Value, Total | 199,430 | 199,430 | ||
Impairment Charge, Goodwill | -19,575 | |||
Impairment Charge, Intangible assets | -21,867 | |||
Impairment Charge, Total | -41,442 | -41,442 | 0 | 0 |
Post-Impairment Net Carrying Value, Goodwill | 90,746 | 90,746 | 71,156 | |
Post-Impairment Net Carrying Value, Intangible assets | 67,242 | 67,242 | 65,293 | |
Post-Impairment Net Carrying Value, Total | $157,988 | $157,988 |
Summary_of_Changes_in_Goodwill
Summary of Changes in Goodwill (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Balance at beginning of year | $71,156 |
Goodwill acquired from the JADAK acquisition | 44,584 |
Recovery of escrow from the NDS acquisition | -5,419 |
NDS goodwill impairment | -19,575 |
Balance at end of year | $90,746 |
Goodwill_By_Reportable_Segment
Goodwill By Reportable Segment (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill [Line Items] | ||
Goodwill | $241,975 | $202,810 |
Accumulated impairment of goodwill | -151,229 | -131,654 |
Total | 90,746 | 71,156 |
Laser Products | ||
Goodwill [Line Items] | ||
Goodwill | 132,954 | 132,954 |
Accumulated impairment of goodwill | -102,461 | -102,461 |
Total | 30,493 | 30,493 |
Medical Technologies | ||
Goodwill [Line Items] | ||
Goodwill | 82,730 | 43,565 |
Accumulated impairment of goodwill | -31,722 | -12,147 |
Total | 51,008 | 31,418 |
Precision Motion | ||
Goodwill [Line Items] | ||
Goodwill | 26,291 | 26,291 |
Accumulated impairment of goodwill | -17,046 | -17,046 |
Total | $9,245 | $9,245 |
Intangible_Assets_Details
Intangible Assets (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | $155,127 | $138,732 |
Amortizable intangible assets, accumulated amortization | -100,912 | -86,466 |
Amortizable intangible assets, net carrying amount | 54,215 | 52,266 |
Amortizable intangible assets, weighted average remaining life (Years) | 11 years 9 months 18 days | 12 years 3 months 18 days |
Non-amortizable intangible assets | 13,027 | 13,027 |
Gross carrying amount | 168,154 | 151,759 |
Net carrying amount | 67,242 | 65,293 |
Patents and acquired technology | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 78,253 | 68,500 |
Amortizable intangible assets, accumulated amortization | -62,010 | -56,327 |
Amortizable intangible assets, net carrying amount | 16,243 | 12,173 |
Amortizable intangible assets, weighted average remaining life (Years) | 7 years 6 months | 5 years 3 months 18 days |
Customer Relationships | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 63,029 | 55,585 |
Amortizable intangible assets, accumulated amortization | -31,531 | -24,340 |
Amortizable intangible assets, net carrying amount | 31,498 | 31,245 |
Amortizable intangible assets, weighted average remaining life (Years) | 14 years 8 months 12 days | 13 years 10 months 24 days |
Customer Backlog | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 1,810 | 1,269 |
Amortizable intangible assets, accumulated amortization | -1,641 | -1,269 |
Amortizable intangible assets, net carrying amount | 169 | |
Amortizable intangible assets, weighted average remaining life (Years) | 2 months 12 days | 0 years |
Non-compete Covenant | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 1,830 | |
Amortizable intangible assets, accumulated amortization | -366 | |
Amortizable intangible assets, net carrying amount | 1,464 | |
Amortizable intangible assets, weighted average remaining life (Years) | 4 years 2 months 12 days | |
Trademarks and Trade Names | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 10,205 | 13,378 |
Amortizable intangible assets, accumulated amortization | -5,364 | -4,530 |
Amortizable intangible assets, net carrying amount | $4,841 | $8,848 |
Amortizable intangible assets, weighted average remaining life (Years) | 9 years 9 months 18 days | 16 years 4 months 24 days |
Amortization_Expense_of_Intang
Amortization Expense of Intangible Assets (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill And Intangible Assets Disclosure [Abstract] | |||||||||||
Amortization expense – cost of sales | $6,143 | $5,280 | $3,165 | ||||||||
Amortization expense – operating expenses | 2,799 | 2,843 | 2,876 | 1,744 | 1,645 | 1,772 | 1,617 | 2,236 | 10,262 | 7,270 | 2,650 |
Total amortization expense | $16,405 | $12,550 | $5,815 |
Estimated_Amortization_Expense
Estimated Amortization Expense (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ||
2015 | $10,787 | |
2016 | 9,838 | |
2017 | 8,930 | |
2018 | 6,945 | |
2019 | 4,941 | |
Thereafter | 12,774 | |
Amortizable intangible assets, net carrying amount | 54,215 | 52,266 |
Cost of Sales | ||
Finite-Lived Intangible Assets [Line Items] | ||
2015 | 4,255 | |
2016 | 3,143 | |
2017 | 2,868 | |
2018 | 1,434 | |
2019 | 1,207 | |
Thereafter | 3,336 | |
Amortizable intangible assets, net carrying amount | 16,243 | |
Operating Expense | ||
Finite-Lived Intangible Assets [Line Items] | ||
2015 | 6,532 | |
2016 | 6,695 | |
2017 | 6,062 | |
2018 | 5,511 | |
2019 | 3,734 | |
Thereafter | 9,438 | |
Amortizable intangible assets, net carrying amount | $37,972 |
Fair_Values_of_Financial_Asset
Fair Values of Financial Assets (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets | ||
Cash equivalents | $2,255 | $3,078 |
Fair Value, Inputs, Level 1 | ||
Assets | ||
Cash equivalents | $2,255 | $3,078 |
Assets_and_Liabilities_Measure
Assets and Liabilities Measured at Fair Value on Non-recurring Basis (Details) (Facility impairment, USD $) | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair value assets measured on nonrecurring basis | $856 |
Fair value, Inputs, Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair value assets measured on nonrecurring basis | $856 |
Computation_of_Basic_and_Dilut
Computation of Basic and Diluted Earnings (Loss) Per Share (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Numerators: | |||||||||||||
Income (loss) from continuing operations | ($28,290) | $5,119 | $3,406 | $2,856 | $4,699 | $2,244 | $1,285 | $1,749 | ($16,909) | $9,977 | $28,297 | ||
Consolidated loss from discontinued operations | -790 | -273 | -2,678 | -1,866 | -411 | -185 | -1,827 | 369 | -7,333 | -2,646 | -8,719 | ||
Less: income attributable to noncontrolling interest | -3 | -7 | 20 | 12 | -18 | -36 | -10 | -22 | -40 | ||||
Loss from discontinued operations attributable to GSI Group Inc. | -7,343 | -2,668 | -8,759 | ||||||||||
Net income (loss) attributable to GSI Group Inc. | ($30,485) | $4,525 | $725 | $983 | $4,308 | $1,790 | ($871) | $2,082 | ($24,252) | $7,309 | $19,538 | ||
Denominators: | |||||||||||||
Weighted average common shares outstanding—basic | 34,352 | 34,073 | 33,775 | ||||||||||
Dilutive potential common shares | 323 | [1] | 161 | [1] | |||||||||
Weighted average common shares outstanding— diluted | 34,352 | 34,396 | 33,936 | ||||||||||
Antidilutive common shares excluded from above | 439 | 246 | 244 | ||||||||||
Basic Earnings (Loss) per Common Share: | |||||||||||||
From continuing operations | ($0.82) | $0.15 | $0.10 | $0.08 | $0.14 | $0.07 | $0.03 | $0.05 | ($0.49) | $0.29 | $0.84 | ||
From discontinued operations | ($0.06) | ($0.02) | ($0.08) | ($0.05) | ($0.01) | ($0.02) | ($0.06) | $0.01 | ($0.21) | ($0.08) | ($0.26) | ||
Basic earnings per share attributable to GSI Group Inc. | ($0.88) | $0.13 | $0.02 | $0.03 | $0.13 | $0.05 | ($0.03) | $0.06 | ($0.70) | $0.21 | $0.58 | ||
Diluted Earnings (Loss) per Common Share: | |||||||||||||
From continuing operations | ($0.82) | $0.15 | $0.10 | $0.08 | $0.14 | $0.07 | $0.03 | $0.05 | ($0.49) | $0.29 | $0.84 | ||
From discontinued operations | ($0.06) | ($0.02) | ($0.08) | ($0.05) | ($0.01) | ($0.02) | ($0.06) | $0.01 | ($0.21) | ($0.08) | ($0.26) | ||
Diluted earnings per share attributable to GSI Group Inc. | ($0.88) | $0.13 | $0.02 | $0.03 | $0.13 | $0.05 | ($0.03) | $0.06 | ($0.70) | $0.21 | $0.58 | ||
[1] | Due to the Company’s net loss position for the year ended December 31, 2014, all potentially dilutive shares are excluded as their effect would have been anti-dilutive. |
Earnings_Loss_per_Share_Additi
Earnings (Loss) per Share - Additional Information (Details) (USD $) | 12 Months Ended | ||
Share data in Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 | Oct. 31, 2013 |
Computation Of Earnings Per Share [Line Items] | |||
Repurchase of common stock | $526,000 | ||
Average cost of repurchase per share | $10.49 | ||
Maximum | |||
Computation Of Earnings Per Share [Line Items] | |||
Outstanding common stock repurchase program authorized amount | $10,000,000 | ||
Capital Stock | |||
Computation Of Earnings Per Share [Line Items] | |||
Shares repurchased | 50 | 0 |
Inventories_Details
Inventories (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ||
Raw materials | $38,934 | $34,749 |
Work-in-process | 9,899 | 9,744 |
Finished goods | 11,945 | 10,682 |
Demo and consigned inventory | 2,165 | 3,115 |
Total inventories | $62,943 | $58,290 |
Property_Plant_and_Equipment_N
Property Plant and Equipment, Net (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $96,709 | $85,155 |
Accumulated depreciation | -56,621 | -53,852 |
Property, plant and equipment, net | 40,088 | 31,303 |
Land, Buildings and Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 46,222 | 37,048 |
Machinery and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $50,487 | $48,107 |
Supplementary_Balance_Sheet_In2
Supplementary Balance Sheet Information - Additional Information (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | |||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Asset capitalized under capital lease | $10.40 | ||
Capitalized software development costs | $0.20 | $0.20 | $0.60 |
Summary_of_Depreciation_Expens
Summary of Depreciation Expense on Property, Plant and Equipment, Including Demo Units and Assets under Capital Leases (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Depreciation expense | $8,016 | $7,400 | $6,868 |
Summary_of_Total_Accumulated_D
Summary of Total Accumulated Depreciation on Assets under Capital Leases (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Accumulated depreciation on assets under capital leases | $2,741 | $1,653 | $861 |
Accrued_Expenses_and_Other_Cur
Accrued Expenses and Other Current Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Other Liabilities Disclosure [Abstract] | |||
Accrued compensation and benefits | $7,741 | $8,624 | |
Accrued warranty | 3,044 | 3,315 | 2,204 |
Other | 8,616 | 10,349 | |
Total | $19,401 | $22,288 |
Accrued_Warranty_Details
Accrued Warranty (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Product Warranties Disclosures [Abstract] | ||
Balance at beginning of year | $3,315 | $2,204 |
Provision charged to cost of sales | 1,684 | 1,891 |
Acquisition related warranty accrual | 90 | 998 |
Use of provision | -2,003 | -1,804 |
Foreign currency exchange rate changes | -42 | 26 |
Balance at end of year | $3,044 | $3,315 |
Summary_of_Other_Long_Term_Lia
Summary of Other Long Term Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Liabilities Disclosure [Abstract] | ||
Capital lease obligations | $9,507 | |
Accrued pension liabilities | 6,037 | 2,322 |
Other | 3,275 | 2,706 |
Total | $18,819 | $5,028 |
Debt_Details
Debt (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Current portion of long-term debt | $7,500 | $7,500 |
Long-term debt | 107,500 | 64,000 |
Total Senior Credit Facilities | 115,000 | 71,500 |
Term Loans | ||
Debt Instrument [Line Items] | ||
Current portion of long-term debt | 7,500 | 7,500 |
Long-term debt | 27,500 | 35,000 |
Total Senior Credit Facilities | 35,000 | |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | $80,000 | $29,000 |
Debt_Additional_Information_De
Debt - Additional Information (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 27, 2012 | Sep. 13, 2013 | Dec. 31, 2014 | Feb. 10, 2014 |
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $125 | |||
Revolving credit facility maturity year | 2017-12 | |||
Credit facility accordion feature | 50 | |||
Third Amendment | ||||
Debt Instrument [Line Items] | ||||
Credit facility accordion feature | 100 | |||
Maximum consolidated leverage ratio | 275.00% | |||
Fourth Amendment | ||||
Debt Instrument [Line Items] | ||||
Maximum consolidated leverage ratio | 300.00% | |||
Restricted Payments | Fourth Amendment | ||||
Debt Instrument [Line Items] | ||||
Maximum consolidated leverage ratio | 225.00% | 250.00% | ||
Eurodollar Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate | 2.00% | |||
Eurodollar Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate | 3.00% | |||
Base Rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate | 1.00% | |||
Base Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Variable interest rate | 2.00% | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 75 | |||
Debt instrument maturity period | 5 years | |||
Available for borrowings capacity | 95 | |||
Revolving Credit Facility | Fourth Amendment | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 175 | |||
Credit facility accordion feature | 100 | |||
Revolving Credit Facility | Minimum | ||||
Debt Instrument [Line Items] | ||||
Unused Commitment Fees Percentage | 0.25% | |||
Revolving Credit Facility | Maximum | ||||
Debt Instrument [Line Items] | ||||
Unused Commitment Fees Percentage | 0.63% | |||
Term Loans | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 50 | |||
Debt instrument maturity period | 5 years | |||
Senior Secured Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 2.90% | |||
Limitations on restricted payments, minimum available for borrowing | 25 |
Principal_Repayments_on_Outsta
Principal Repayments on Outstanding Term Loan (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Long Term Debt Maturities Repayments Of Principal [Line Items] | ||
Total debt repayments | $115,000 | $71,500 |
Term Loans | ||
Long Term Debt Maturities Repayments Of Principal [Line Items] | ||
2015 | 7,500 | |
2016 | 7,500 | |
2017 | 20,000 | |
Total debt repayments | $35,000 |
ShareBased_Compensation_Additi
Share-Based Compensation - Additional Information (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 14, 2014 | Sep. 02, 2010 | 31-May-14 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based compensation expense recognized | $4,651,000 | $5,567,000 | $4,585,000 | |||
Unrecognized stock-based compensation expense | 5,800,000 | |||||
Unrecognized stock-based compensation expense, weighted-average recognition period | 1 year 9 months 18 days | |||||
JADAK Acquisition | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Membership interests acquired | 100.00% | |||||
Restricted Stock Units (RSUs) | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Vesting period | 3 years | |||||
Restricted Stock Units (RSUs) | JADAK Acquisition | Management | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Restricted stock units issued | 180,000 | |||||
Vesting period | 2 years | |||||
2010 Deferred Stock Units | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock units granted | 83,337 | |||||
Weighted average grant date fair value, granted | $6.66 | |||||
Deferred Stock Units | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based compensation expense recognized | 500,000 | 500,000 | 600,000 | |||
2010 Incentive Award Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Maximum number of shares to be issued | 4,398,613 | |||||
Incentive plan and award expiration date | 9-Apr-24 | |||||
Shares available for future issuance | 2,284,553 | |||||
2010 Incentive Award Plan | Restricted Stock Units (RSUs) | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Total fair value of restricted stock vested | $4,500,000 | |||||
Stock units granted | 338,000 | |||||
Weighted average grant date fair value, granted | $12.26 |
Restricted_Stock_Units_Issued_
Restricted Stock Units Issued and Outstanding (Details) (2010 Incentive Award Plan, Restricted Stock Units (RSUs), USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | |
2010 Incentive Award Plan | Restricted Stock Units (RSUs) | ||
Restricted Stock Units | ||
Unvested, Beginning Balance | 809,000 | |
Granted | 338,000 | |
Vested | -361,000 | |
Forfeited | -37,000 | |
Unvested, Ending Balance | 749,000 | |
Expected to vest at end of period | 734,000 | |
Weighted Average Grant Date Fair Value | ||
Unvested, Beginning Balance | $10.20 | |
Granted | $12.26 | |
Vested | $10.79 | |
Forfeited | $11.06 | |
Unvested, Ending Balance | $10.80 | |
Expected to vest at end of period | $10.80 | |
Weighted Average Remaining Vesting Period (in years) | ||
Unvested at end of period | 1 year 9 months 26 days | |
Expected to vest at end of period | 1 year 9 months 26 days | |
Aggregate Intrinsic Value | ||
Unvested at end of period | $11,019 | [1] |
Expected to vest at end of period | $10,797 | [1] |
[1] | The aggregate intrinsic value is calculated based on the fair value of $14.72 per share of the Company’s common stock on December 31, 2014 due to the fact that the restricted stock units carry a $0 purchase price. |
Restricted_Stock_Units_Issued_1
Restricted Stock Units Issued and Outstanding (Parenthetical) (Details) (USD $) | Dec. 31, 2014 |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Common stock fair value per share | $14.72 |
Restricted stock units purchase price per share | $0 |
Share_Based_Compensation_Expen
Share Based Compensation Expense Recorded In Income from Continuing Operations in Statements of Operations (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | $4,651 | $5,567 | $4,585 |
Selling, general and administrative | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 3,967 | 5,144 | 4,339 |
Research and development and engineering | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 196 | 180 | 112 |
Cost of Sales | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | 166 | 118 | 83 |
Restructuring and acquisition related costs | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Share-based compensation expense | $322 | $125 | $51 |
Employee_Benefit_Plans_Additio
Employee Benefit Plans - Additional Information (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Employee Benefit Plan [Line Items] | |||
Long term portions of pension plan liabilities | $6,037,000 | $2,322,000 | |
Defined benefit plan contributions by employer | 2,600,000 | 1,700,000 | 1,300,000 |
Global Equities | |||
Employee Benefit Plan [Line Items] | |||
Defined benefit plan, target plan asset allocations | 60.00% | ||
Global Bonds | |||
Employee Benefit Plan [Line Items] | |||
Defined benefit plan, target plan asset allocations | 23.00% | ||
Alternative Assets | |||
Employee Benefit Plan [Line Items] | |||
Defined benefit plan, target plan asset allocations | 7.00% | ||
Cash | |||
Employee Benefit Plan [Line Items] | |||
Defined benefit plan, target plan asset allocations | 10.00% | ||
Funded Status | |||
Employee Benefit Plan [Line Items] | |||
Current portions of pension plan liabilities | 100,000 | ||
Long term portions of pension plan liabilities | 6,000,000 | ||
Pension Plan | |||
Employee Benefit Plan [Line Items] | |||
Accrued retirement allowance amount transfer period | 4 years | ||
UNITED KINGDOM | |||
Employee Benefit Plan [Line Items] | |||
Funding valuation period | 3 years | ||
Defined benefit plan contributions by employer | 1,000,000 | 847,000 | |
Defined benefit plan estimated employer contributions for 2014 | 1,000,000 | ||
JAPAN | |||
Employee Benefit Plan [Line Items] | |||
Defined benefit plan contributions by employer | 253,000 | 521,000 | |
Defined benefit plan estimated employer contributions for 2014 | $100,000 |
Net_Periodic_Cost_for_UK_Plan_
Net Periodic Cost for U.K Plan and Japan Plan (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
UNITED KINGDOM | |||
Components of the net periodic pension cost: | |||
Service cost | $0 | $0 | |
Interest cost | 1,589 | 1,403 | 1,359 |
Expected return on plan assets | -1,958 | -1,595 | -1,270 |
Amortization of actuarial losses | 374 | 668 | 392 |
Net periodic pension cost | 5 | 476 | 481 |
JAPAN | |||
Components of the net periodic pension cost: | |||
Service cost | 101 | 99 | 121 |
Interest cost | 13 | 10 | 15 |
Expected return on plan assets | -6 | -7 | |
Amortization of the unrecognized transition obligation | 29 | 14 | 37 |
Amortization of prior service cost | 18 | 12 | 3 |
Other | 18 | ||
Net periodic pension cost | $173 | $128 | $176 |
Actuarial_Assumptions_used_to_
Actuarial Assumptions used to Compute Net Periodic Pension Cost for U.K. Plan and Japan Plan (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
UNITED KINGDOM | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Weighted-average discount rate | 4.60% | 4.30% | 4.90% |
Weighted-average long-term rate of return on plan assets | 5.90% | 5.70% | 5.00% |
JAPAN | |||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Weighted-average discount rate | 1.00% | 1.30% | 1.20% |
Weighted-average rate of compensation increase | 3.00% | 3.00% | 3.00% |
Weighted-average long-term rate of return on plan assets | 1.00% | 1.00% |
Actuarial_Assumptions_used_to_1
Actuarial Assumptions used to Compute Funded Status for U.K. Plan and Japan Plan (Details) | Dec. 31, 2014 | Dec. 31, 2013 |
UNITED KINGDOM | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Weighted-average discount rate | 3.50% | 4.60% |
Rate of inflation | 3.60% | 2.70% |
JAPAN | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Weighted-average discount rate | 1.00% | |
Weighted-average rate of compensation increase | 3.00% |
Reconciliation_of_Benefit_Obli
Reconciliation of Benefit Obligations and Plan Assets of U.K. Plan and Japan Plan (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Change in plan assets: | |||
Employer contributions | $2,600 | $1,700 | $1,300 |
UNITED KINGDOM | |||
Change in benefit obligation: | |||
Projected benefit obligation at beginning of year | 35,193 | 34,713 | |
Service cost | 0 | 0 | |
Interest cost | 1,589 | 1,403 | 1,359 |
Actuarial (gains) losses | 6,060 | -889 | |
Benefits paid | -1,006 | -688 | |
Plan curtailments | 0 | 0 | |
Foreign currency exchange rate changes | -2,415 | 654 | |
Projected benefit obligation at end of year | 39,421 | 35,193 | 34,713 |
Accumulated benefit obligation at end of year | 39,421 | 35,193 | |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | 33,457 | 28,629 | |
Actual return on plan assets | 2,234 | 3,903 | |
Employer contributions | 1,000 | 847 | |
Benefits paid | -1,006 | -688 | |
Foreign currency exchange rate changes | -2,075 | 766 | |
Fair value of plan assets at end of year | 33,610 | 33,457 | 28,629 |
Funded status at end of year | -5,811 | -1,736 | |
Amounts included in accumulated other comprehensive loss not yet recognized in net periodic pension cost | |||
Net actuarial (loss) gain | -11,890 | -7,142 | |
Prior service cost | 0 | 0 | |
Net transition obligation | 0 | 0 | |
Amounts expected to be amortized from accumulated other comprehensive loss into net periodic cost over the next fiscal year consists of: | |||
Net actuarial (loss) gain | 892 | 386 | |
Prior service cost | 0 | 0 | |
Net transition obligation | 0 | 0 | |
JAPAN | |||
Change in benefit obligation: | |||
Projected benefit obligation at beginning of year | 1,123 | 1,613 | |
Service cost | 101 | 99 | 121 |
Interest cost | 13 | 10 | 15 |
Actuarial (gains) losses | -49 | -58 | |
Benefits paid | -340 | -928 | |
Plan curtailments | -252 | 0 | |
Foreign currency exchange rate changes | 145 | 387 | |
Projected benefit obligation at end of year | 741 | 1,123 | 1,613 |
Accumulated benefit obligation at end of year | 741 | 833 | |
Change in plan assets: | |||
Fair value of plan assets at beginning of year | 537 | 801 | |
Actual return on plan assets | 3 | 4 | |
Employer contributions | 253 | 521 | |
Benefits paid | -340 | -928 | |
Foreign currency exchange rate changes | -41 | 139 | |
Fair value of plan assets at end of year | 412 | 537 | 801 |
Funded status at end of year | -329 | -586 | |
Amounts included in accumulated other comprehensive loss not yet recognized in net periodic pension cost | |||
Net actuarial (loss) gain | 0 | 2 | |
Prior service cost | 0 | -211 | |
Net transition obligation | 0 | -163 | |
Amounts expected to be amortized from accumulated other comprehensive loss into net periodic cost over the next fiscal year consists of: | |||
Net actuarial (loss) gain | 0 | 0 | |
Prior service cost | 0 | 12 | |
Net transition obligation | $0 | $19 |
Expected_Future_Benefit_Paymen
Expected Future Benefit Payments (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
UNITED KINGDOM | |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2015 | $827 |
2016 | 974 |
2017 | 1,092 |
2018 | 900 |
2019 | 1,290 |
2020-2024 | 8,097 |
Total | 13,180 |
JAPAN | |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2015 | 514 |
2016 | 76 |
2017 | 76 |
2018 | 75 |
Total | $741 |
Summary_of_Fair_Value_of_Plan_
Summary of Fair Value of Plan Assets by Asset Category (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
In Thousands, unless otherwise specified | |||||
UNITED KINGDOM | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | $33,610 | $33,457 | $28,629 | ||
UNITED KINGDOM | Mutual Funds | Balanced Fund | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 16,287 | [1] | 16,260 | [2] | |
UNITED KINGDOM | Mutual Funds | Growth Funds | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 17,149 | [3] | 17,060 | [4] | |
UNITED KINGDOM | Cash | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 174 | 137 | |||
UNITED KINGDOM | Fair Value, Inputs, Level 1 | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 174 | 137 | |||
UNITED KINGDOM | Fair Value, Inputs, Level 1 | Cash | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 174 | 137 | |||
UNITED KINGDOM | Fair value, Inputs, Level 2 | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 33,436 | 33,320 | |||
UNITED KINGDOM | Fair value, Inputs, Level 2 | Mutual Funds | Balanced Fund | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 16,287 | [1] | 16,260 | [2] | |
UNITED KINGDOM | Fair value, Inputs, Level 2 | Mutual Funds | Growth Funds | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 17,149 | [3] | 17,060 | [4] | |
JAPAN | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 412 | 537 | 801 | ||
JAPAN | Insurance Contracts | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 412 | [5] | 537 | [5] | |
JAPAN | Fair value, Inputs, Level 2 | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | 412 | 537 | |||
JAPAN | Fair value, Inputs, Level 2 | Insurance Contracts | |||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |||||
Fair Value of Plan Assets | $412 | [5] | $537 | [5] | |
[1] | This class comprises a diversified portfolio of global investments which seeks a balanced return between capital growth and fixed income and is allocated on a weighted average basis as follows: equities (54%), bonds (32%), other assets (5%)Â and cash (9%). | ||||
[2] | This class comprises a diversified portfolio of global investments which seeks a balanced return between capital growth and fixed income and is allocated on a weighted average basis as follows: equities (51%), bonds (33%), other assets (8%)Â and cash (8%). | ||||
[3] | This class comprises a diversified portfolio of global investments which seeks long-term capital growth and is allocated on a weighted average basis as follows: equities (67%), bonds (15%), other assets (8%)Â and cash (10%). | ||||
[4] | This class comprises a diversified portfolio of global investments which seeks long-term capital growth and is allocated on a weighted average basis as follows: equities (70%), other assets (14%), bonds (9%), and cash (7%). | ||||
[5] | This class represents funds invested in insurance contracts. |
Summary_of_Fair_Value_of_Plan_1
Summary of Fair Value of Plan Assets by Asset Category (Parenthetical) (Details) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Cash | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan, target plan asset allocations | 10.00% | |
UNITED KINGDOM | Bonds | Balanced Fund | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan, target plan asset allocations | 32.00% | 33.00% |
UNITED KINGDOM | Bonds | Growth Funds | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan, target plan asset allocations | 15.00% | 9.00% |
UNITED KINGDOM | Equity Securities | Balanced Fund | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan, target plan asset allocations | 54.00% | 51.00% |
UNITED KINGDOM | Equity Securities | Growth Funds | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan, target plan asset allocations | 67.00% | 70.00% |
UNITED KINGDOM | Other Assets | Balanced Fund | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan, target plan asset allocations | 5.00% | 8.00% |
UNITED KINGDOM | Other Assets | Growth Funds | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan, target plan asset allocations | 8.00% | 14.00% |
UNITED KINGDOM | Cash | Balanced Fund | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan, target plan asset allocations | 9.00% | 8.00% |
UNITED KINGDOM | Cash | Growth Funds | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan, target plan asset allocations | 10.00% | 7.00% |
Components_of_Income_Loss_from
Components of Income (Loss) from Continuing Operations (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income (loss) from continuing operations before income taxes: | |||||||||||
Income (loss) from continuing operations before income taxes | ($34,303) | $7,132 | $5,463 | $3,793 | $5,945 | $3,777 | $4,303 | $2,152 | ($17,915) | $16,177 | $16,702 |
CANADA | |||||||||||
Income (loss) from continuing operations before income taxes: | |||||||||||
Foreign | -20,212 | -5,366 | -5,199 | ||||||||
UNITED STATES | |||||||||||
Income (loss) from continuing operations before income taxes: | |||||||||||
U.S. | -9,661 | 12,838 | 18,987 | ||||||||
Other Countries | |||||||||||
Income (loss) from continuing operations before income taxes: | |||||||||||
Foreign | $11,958 | $8,705 | $2,914 |
Components_of_Income_Tax_Provi
Components of Income Tax Provision (Benefit) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Components Of Income Tax Expense Benefit [Line Items] | |||||||||||
Current income tax provision (benefit) | $5,730 | $2,314 | $5,835 | ||||||||
Deferred income tax provision (benefit) | -6,736 | 3,886 | -17,430 | ||||||||
Income Tax Provision (benefit) | -6,013 | 2,013 | 2,057 | 937 | 1,246 | 1,533 | 3,018 | 403 | -1,006 | 6,200 | -11,595 |
CANADA | |||||||||||
Components Of Income Tax Expense Benefit [Line Items] | |||||||||||
Current income tax provision (benefit) | 175 | 0 | 0 | ||||||||
Deferred income tax provision (benefit) | 0 | 0 | 0 | ||||||||
UNITED STATES | |||||||||||
Components Of Income Tax Expense Benefit [Line Items] | |||||||||||
Current income tax provision (benefit) | 3,615 | 1,662 | 3,560 | ||||||||
Deferred income tax provision (benefit) | -6,731 | 2,206 | -14,467 | ||||||||
Other Countries | |||||||||||
Components Of Income Tax Expense Benefit [Line Items] | |||||||||||
Current income tax provision (benefit) | 1,940 | 652 | 2,275 | ||||||||
Deferred income tax provision (benefit) | ($5) | $1,680 | ($2,963) |
Reconciliation_of_Statutory_Ca
Reconciliation of Statutory Canadian Income Tax rate to Effective Rate (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||||||||||
Statutory Canadian tax rate | 27.00% | 26.00% | 25.00% | ||||||||
Expected income tax provision at statutory Canadian tax rate | ($4,837) | $4,206 | $4,176 | ||||||||
International tax rate differences | -1,132 | 156 | 1,863 | ||||||||
Permanent differences | -88 | 106 | 227 | ||||||||
Change in valuation allowance | 4,809 | -3,076 | -17,564 | ||||||||
Prior year provision to return differences | 962 | -312 | 37 | ||||||||
Net operating loss expirations | 4,538 | ||||||||||
Statutory tax rate change | -13 | 354 | 316 | ||||||||
Uncertain tax positions | 134 | 259 | -4,093 | ||||||||
Tax credits | -1,678 | -938 | |||||||||
State income taxes, net | -271 | 148 | 478 | ||||||||
IRS audit | 241 | 680 | 1,846 | ||||||||
Withholding and other taxes | 421 | 321 | 488 | ||||||||
Other | 116 | -242 | 631 | ||||||||
Goodwill impairment | 330 | ||||||||||
Income Tax Provision (benefit) | ($6,013) | $2,013 | $2,057 | $937 | $1,246 | $1,533 | $3,018 | $403 | ($1,006) | $6,200 | ($11,595) |
Effective tax rate | 5.60% | 38.30% | -69.40% |
Significant_Components_of_Defe
Significant Components of Deferred Tax Assets and Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets | ||
Losses & IRC Section 163(j) carryforwards | $12,742 | $16,059 |
Compensation related deductions | 3,749 | 2,649 |
Tax credits | 3,502 | 3,817 |
Restructuring related liabilities | 64 | 406 |
Inventory | 4,495 | 4,939 |
Depreciation | 683 | 938 |
Warranty | 876 | 888 |
Other | 2,206 | 824 |
Total deferred tax assets | 28,317 | 30,520 |
Valuation allowance for deferred tax assets | -14,495 | -11,534 |
Net deferred income tax assets | 13,822 | 18,986 |
Deferred tax liabilities | ||
Equity investment | -1,594 | -1,025 |
Depreciation | -341 | -583 |
Amortization | -36 | -11,417 |
Unrealized currency gain/loss | -2,595 | -983 |
Other | -525 | -326 |
Total deferred tax liabilities | -5,091 | -14,334 |
Net deferred income tax assets (liabilities) | $8,731 | $4,652 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Taxes [Line Items] | ||||
Tax benefit recognized due to the release of a portion of the valuation allowance on deferred tax assets | $15,300,000 | |||
Loss carryforwards | 4,500,000 | |||
Tax credits | 4,200,000 | |||
Undistributed earnings of foreign subsidiaries | 15,800,000 | |||
Estimated unrecognized deferred income tax liabilities related to undistributed earnings of foreign subsidiaries | 1,100,000 | |||
Unrecognized tax benefits | 6,274,000 | 7,074,000 | 7,554,000 | 7,284,000 |
Unrecognized tax benefits that will impact tax rate if recognized | 4,100,000 | 4,900,000 | 4,300,000 | |
Settlements with taxation authorities | 3,035,000 | |||
Maximum unrecognized tax benefits expected to be recorded in next twelve months | 700,000 | |||
Unrecognized tax benefit income tax interest and penalties accrued | 600,000 | 300,000 | ||
Unrecognized tax benefits, income tax penalties and interest expense | 300,000 | |||
Unrecognized tax benefits, decrease in income tax penalties and interest expense | 300,000 | |||
Capital Loss Carryforward | ||||
Income Taxes [Line Items] | ||||
Released valuation allowance previously recorded on certain U.S. state tax credits | 400,000 | |||
CANADA | ||||
Income Taxes [Line Items] | ||||
Adjusted loss carryforward and related valuation allowance | 4,800,000 | |||
Loss carryforwards | 2,300,000 | |||
Operating loss carryforwards expiration year | 2015 | |||
Tax credits | 2,100,000 | |||
CANADA | Expires through 2022 | ||||
Income Taxes [Line Items] | ||||
Tax credits | 800,000 | |||
Tax credits, expiration Year | 2021 | |||
CANADA | Carried forward indefinitely | ||||
Income Taxes [Line Items] | ||||
Tax credits | 1,300,000 | |||
UNITED STATES | ||||
Income Taxes [Line Items] | ||||
Loss carryforwards | 1,400,000 | |||
Operating loss carryforwards expiration year | 2033 | |||
Tax credits | 2,100,000 | |||
Tax credits, expiration Year | 2034 | |||
UNITED KINGDOM | ||||
Income Taxes [Line Items] | ||||
Loss carryforwards | 800,000 | |||
State and Local Jurisdiction | ||||
Income Taxes [Line Items] | ||||
Valuation allowances against current year net operating losses in certain tax jurisdictions | 300,000 | 1,300,000 | ||
Released valuation allowance previously recorded on certain U.S. state tax credits | 300,000 | 300,000 | ||
Foreign Tax Authority | ||||
Income Taxes [Line Items] | ||||
Adjusted loss carryforward and related valuation allowance | $700,000 |
Reconciliation_of_Total_Amount
Reconciliation of Total Amounts of Unrecognized Tax Benefits (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Beginning balance of unrecognized tax benefits | $7,074 | $7,554 | $7,284 |
Additions based on tax positions related to the current year | 1,180 | 508 | 2,618 |
Additions for tax positions of prior years | 2,601 | 1,475 | 1,422 |
Reductions for tax positions of prior years | -1,888 | -481 | |
Reductions for tax positions of current years | -2,404 | ||
Reductions to tax positions resulting from a lapse of the applicable statute of limitations | -2,177 | -575 | -254 |
Settlements with taxation authorities | -3,035 | ||
Ending balance of unrecognized tax benefits | $6,274 | $7,074 | $7,554 |
Income_Tax_Returns_to_be_Revie
Income Tax Returns to be Reviewed (Details) | 12 Months Ended |
Dec. 31, 2014 | |
UNITED STATES | |
Income Tax Examination [Line Items] | |
Income tax returns to be reviewed | 2009 |
CANADA | |
Income Tax Examination [Line Items] | |
Income tax returns to be reviewed | 2007 |
UNITED KINGDOM | |
Income Tax Examination [Line Items] | |
Income tax returns to be reviewed | 2013 |
CHINA | |
Income Tax Examination [Line Items] | |
Income tax returns to be reviewed | 2011 |
JAPAN | |
Income Tax Examination [Line Items] | |
Income tax returns to be reviewed | 2009 |
GERMANY | |
Income Tax Examination [Line Items] | |
Income tax returns to be reviewed | 2008 |
NETHERLANDS | |
Income Tax Examination [Line Items] | |
Income tax returns to be reviewed | 2009 |
Schedule_of_Restructuring_and_
Schedule of Restructuring and Related Cost (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Restructuring Cost And Reserve [Line Items] | |||||||||||
Restructuring charges (benefits) | $414 | $3,757 | $3,578 | ||||||||
Recognized acquisition costs | 1,521 | 1,630 | 791 | ||||||||
Restructuring and acquisition related costs | -14 | 771 | 360 | 818 | 663 | 1,553 | 743 | 2,428 | 1,935 | 5,387 | 4,369 |
JADAK Acquisition | Earn-out Agreement | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Recognized acquisition costs | 612 | ||||||||||
Acquisition and Related Charges | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Recognized acquisition costs | 909 | 1,630 | 791 | ||||||||
Novi and United Kingdom | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Restructuring charges (benefits) | -40 | ||||||||||
GERMANY | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Restructuring charges (benefits) | 7 | 276 | |||||||||
2011 Restructuring | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Restructuring charges (benefits) | 389 | 1,287 | 1,584 | ||||||||
2012 Restructuring | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Restructuring charges (benefits) | 1,758 | ||||||||||
2013 Restructuring | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Restructuring charges (benefits) | $25 | $2,463 |
Restructuring_and_Acquisition_2
Restructuring and Acquisition Related Costs - Additional Information (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2012 | |
Restructuring Cost And Reserve [Line Items] | ||||
Cash payments | $933,000 | $4,516,000 | ||
Scenario, Forecast | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash payments | 100,000 | |||
GERMANY | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Termination charges | 300,000 | |||
2011 Restructuring | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring plan | In November 2011, the Company announced a strategic initiative (“2011 restructuringâ€), which aimed to consolidate operations to reduce the Company’s cost structure and improve operational efficiency. In total, eleven facilities have been exited as part of the 2011 restructuring plan. These eliminations resulted in the consolidation of the manufacturing facilities of the Scientific Lasers business and the optics products, consolidation of the Company’s German operations into one facility, and consolidation of the laser scanners business into the Company’s Bedford, MA manufacturing facility. Included in the eleven facilities exited are five facilities exited as part of the Semiconductor and Laser Systems business divestitures. | |||
Number of facilities exited | 11 | |||
2012 Restructuring | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Severance costs | 1,800,000 | |||
2013 Restructuring | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash payments | $2,300,000 |
Actual_Cash_and_NonCash_Charge
Actual Cash and Non-Cash Charges of the Restructuring Plan (Details) (2011 Restructuring, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Restructuring Cost And Reserve [Line Items] | |||
Total restructuring costs | $389 | $1,287 | $1,584 |
Cumulative Costs | 4,054 | ||
Cash Charges | |||
Restructuring Cost And Reserve [Line Items] | |||
Total restructuring costs | -235 | 1,037 | 1,540 |
Cumulative Costs | 3,048 | ||
Non-Cash Charges | |||
Restructuring Cost And Reserve [Line Items] | |||
Total restructuring costs | 624 | 250 | 44 |
Cumulative Costs | $1,006 |
Summary_of_Restructuring_Costs
Summary of Restructuring Costs for Each Segment and Unallocated Corporate Costs (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | $414 | $3,757 | |
2011 Restructuring | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 389 | 1,287 | 1,584 |
Cumulative Costs | 4,054 | ||
2011 Restructuring | Laser Products | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | -106 | 1,042 | 386 |
Cumulative Costs | 1,939 | ||
2011 Restructuring | Medical Technologies | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 48 | 0 | |
Cumulative Costs | 48 | ||
2011 Restructuring | Precision Motion | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 5 | 52 | |
Cumulative Costs | 122 | ||
2011 Restructuring | Corporate, Shared Services and Unallocated costs | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 495 | 192 | 1,146 |
Cumulative Costs | 1,945 | ||
2012 Restructuring | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 1,758 | ||
2012 Restructuring | Laser Products | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 501 | ||
2012 Restructuring | Precision Motion | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 951 | ||
2012 Restructuring | Corporate, Shared Services and Unallocated costs | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 306 | ||
2013 Restructuring | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 2,463 | ||
2013 Restructuring | Laser Products | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 836 | ||
2013 Restructuring | Medical Technologies | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 806 | ||
2013 Restructuring | Precision Motion | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | 378 | ||
2013 Restructuring | Corporate, Shared Services and Unallocated costs | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring Costs | $443 |
Summary_of_Accrual_Activities_
Summary of Accrual Activities by Components Related to Company's Restructuring Charges (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Restructuring Cost And Reserve [Line Items] | ||
Accrued expense beginning balance | $1,374 | $1,931 |
Restructuring charges | 414 | 3,757 |
Acquired lease obligation | 128 | |
Cash payments | -933 | -4,516 |
Non-cash write-offs and other adjustments | -624 | 74 |
Accrued expense ending balance | 231 | 1,374 |
Employee Severance | ||
Restructuring Cost And Reserve [Line Items] | ||
Accrued expense beginning balance | 687 | 1,295 |
Restructuring charges | -83 | 2,259 |
Acquired lease obligation | 0 | |
Cash payments | -502 | -2,904 |
Non-cash write-offs and other adjustments | 0 | 37 |
Accrued expense ending balance | 102 | 687 |
Facility | ||
Restructuring Cost And Reserve [Line Items] | ||
Accrued expense beginning balance | 648 | 494 |
Restructuring charges | -309 | 698 |
Acquired lease obligation | 128 | |
Cash payments | -234 | -1,085 |
Non-cash write-offs and other adjustments | 0 | 413 |
Accrued expense ending balance | 105 | 648 |
Depreciation And Impairment | ||
Restructuring Cost And Reserve [Line Items] | ||
Accrued expense beginning balance | 0 | 0 |
Restructuring charges | 624 | 250 |
Acquired lease obligation | 0 | |
Cash payments | 0 | 0 |
Non-cash write-offs and other adjustments | -624 | -250 |
Accrued expense ending balance | 0 | 0 |
Other Restructuring Charges | ||
Restructuring Cost And Reserve [Line Items] | ||
Accrued expense beginning balance | 39 | 142 |
Restructuring charges | 182 | 550 |
Acquired lease obligation | 0 | |
Cash payments | -197 | -527 |
Non-cash write-offs and other adjustments | 0 | -126 |
Accrued expense ending balance | $24 | $39 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Customer | Customer | ||
Commitments And Contingencies Disclosure [Line Items] | |||
Lease expense | $4.10 | $4.90 | $4.10 |
Asset capitalized under capital lease | 10.4 | ||
Unconditional purchase commitments | 51 | ||
Unconditional purchase commitments, 2015 | 49.5 | ||
Unconditional purchase commitments, 2016 | 1.2 | ||
Unconditional purchase commitments, 2017 | $0.30 | ||
Number of customer accounted on accounts receivable balance | 1 | ||
Number of customers accounted for 10% or more of accounts receivable | 0 | 0 | |
Minimum | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Lease agreement expiration year | 2015 | ||
Maximum | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Lease agreement expiration year | 2019 | ||
Land | Maximum | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Lease agreement expiration year | 2078 |
Future_Minimum_Lease_Payments_
Future Minimum Lease Payments under Operating and Capital Leases (Details) (USD $) | Dec. 31, 2014 | |
In Thousands, unless otherwise specified | ||
Operating Leases | ||
2015 | $4,888 | |
2016 | 4,065 | |
2017 | 3,149 | |
2018 | 2,821 | |
2019 | 1,791 | |
Thereafter | 5,605 | |
Total minimum lease payments | 22,319 | |
Capital Leases | ||
2015 | 1,261 | [1] |
2016 | 1,261 | [1] |
2017 | 1,290 | [1] |
2018 | 860 | [1] |
2019 | 884 | [1] |
Thereafter | 9,045 | [1] |
Total minimum lease payments | $14,601 | [1] |
[1] | Capital lease payments include interest payments of $4.3 million. |
Future_Minimum_Lease_Payments_1
Future Minimum Lease Payments under Operating and Capital Leases (Parenthetical) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Commitments And Contingencies Disclosure [Abstract] | |
Capital lease payments interest included in payment | $4.30 |
Segment_Information_Additional
Segment Information - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Sales_Gross_Profit_by_Reportab
Sales, Gross Profit by Reportable Segments (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||||||||||
Sales | $94,012 | $94,656 | $96,905 | $79,133 | $82,212 | $79,858 | $79,769 | $75,071 | $364,706 | $316,910 | $243,796 |
Gross Profit | 39,728 | 39,683 | 38,651 | 32,105 | 34,196 | 34,161 | 33,239 | 30,631 | 150,167 | 132,227 | 105,518 |
Laser Products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 177,726 | 166,598 | 158,639 | ||||||||
Gross Profit | 74,224 | 68,819 | 66,498 | ||||||||
Medical Technologies | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 122,187 | 90,276 | 25,915 | ||||||||
Gross Profit | 48,678 | 35,824 | 13,149 | ||||||||
Precision Motion | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 64,793 | 60,036 | 59,242 | ||||||||
Gross Profit | 28,333 | 27,778 | 26,796 | ||||||||
Corporate, Shared Services and Unallocated | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Gross Profit | ($1,068) | ($194) | ($925) |
Operating_Income_Loss_from_Con
Operating Income (Loss) from Continuing Operations by Reportable Segments (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Operating Income (Loss) | |||||||||||
Operating Income (Loss) | ($34,176) | $6,822 | $6,480 | $4,068 | $6,795 | $5,799 | $5,390 | $1,462 | ($16,806) | $19,446 | $20,262 |
Laser Products | |||||||||||
Operating Income (Loss) | |||||||||||
Operating Income (Loss) | 33,053 | 25,143 | 24,480 | ||||||||
Medical Technologies | |||||||||||
Operating Income (Loss) | |||||||||||
Operating Income (Loss) | -43,079 | 3,566 | 8,285 | ||||||||
Precision Motion | |||||||||||
Operating Income (Loss) | |||||||||||
Operating Income (Loss) | 13,023 | 12,062 | 9,482 | ||||||||
Corporate, Shared Services and Unallocated | |||||||||||
Operating Income (Loss) | |||||||||||
Operating Income (Loss) | ($19,803) | ($21,325) | ($21,985) |
Depreciation_and_Amortization_
Depreciation and Amortization by Reportable Segments (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Depreciation and Amortization | |||
Depreciation and Amortization | $24,421 | $19,950 | $12,683 |
Laser Products | |||
Depreciation and Amortization | |||
Depreciation and Amortization | 6,481 | 6,335 | 6,448 |
Medical Technologies | |||
Depreciation and Amortization | |||
Depreciation and Amortization | 13,254 | 8,808 | 702 |
Precision Motion | |||
Depreciation and Amortization | |||
Depreciation and Amortization | 1,943 | 1,979 | 2,066 |
Corporate, Shared Services and Unallocated | |||
Depreciation and Amortization | |||
Depreciation and Amortization | $2,743 | $2,828 | $3,467 |
Schedule_of_Geographic_Sales_D
Schedule of Geographic Sales (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Segment Reporting Information [Line Items] | |||||||||||
Sales | $94,012 | $94,656 | $96,905 | $79,133 | $82,212 | $79,858 | $79,769 | $75,071 | $364,706 | $316,910 | $243,796 |
Percentage of Total | 100.00% | 100.00% | 100.00% | ||||||||
UNITED STATES | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 140,973 | 107,892 | 76,437 | ||||||||
Percentage of Total | 38.70% | 34.00% | 31.40% | ||||||||
GERMANY | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 59,029 | 56,287 | 32,822 | ||||||||
Percentage of Total | 16.20% | 17.80% | 13.50% | ||||||||
Rest Of Europe | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 54,308 | 45,698 | 41,466 | ||||||||
Percentage of Total | 14.90% | 14.40% | 17.00% | ||||||||
CHINA | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 40,792 | 37,651 | 21,001 | ||||||||
Percentage of Total | 11.20% | 11.90% | 8.60% | ||||||||
Rest of Asia-Pacific | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | 58,830 | 57,802 | 65,262 | ||||||||
Percentage of Total | 16.10% | 18.20% | 26.80% | ||||||||
Other Countries | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Sales | $10,774 | $11,580 | $6,808 | ||||||||
Percentage of Total | 2.90% | 3.70% | 2.70% |
Summary_of_Longlived_Assets_De
Summary of Long-lived Assets (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Long-Lived Assets by Geographical Areas [Line Items] | ||
Property, plant and equipment, net | $40,088 | $31,303 |
UNITED STATES | ||
Long-Lived Assets by Geographical Areas [Line Items] | ||
Property, plant and equipment, net | 32,988 | 23,305 |
Europe | ||
Long-Lived Assets by Geographical Areas [Line Items] | ||
Property, plant and equipment, net | 5,318 | 5,617 |
CHINA | ||
Long-Lived Assets by Geographical Areas [Line Items] | ||
Property, plant and equipment, net | 1,705 | 2,196 |
Asia Pacific And Other Non Us Countries | ||
Long-Lived Assets by Geographical Areas [Line Items] | ||
Property, plant and equipment, net | $77 | $185 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Details) (Subsequent Event, Applimotion Inc., USD $) | 0 Months Ended |
In Millions, unless otherwise specified | Feb. 19, 2015 |
Subsequent Event | Applimotion Inc. | |
Subsequent Event [Line Items] | |
Acquisition of business, cash consideration | $13.90 |
Supplementary_Information_Addi
Supplementary Information - Additional Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | 1 Months Ended | |||||||
Dec. 31, 2014 | Sep. 26, 2014 | Sep. 27, 2013 | Jun. 28, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 27, 2013 | 31-May-13 | Jul. 31, 2014 | |
Quarterly Financial Information [Line Items] | ||||||||||
Impairment of goodwill and intangible assets | $41,442,000 | $41,442,000 | $0 | $0 | ||||||
Gain (Loss) on sale of business, net of tax | -1,405,000 | -321,000 | -281,000 | -311,000 | -1,726,000 | -592,000 | 2,255,000 | |||
Semiconductor Systems | ||||||||||
Quarterly Financial Information [Line Items] | ||||||||||
Proceeds from sale of net assets and liabilities | 8,000,000 | 9,700,000 | ||||||||
Gain (Loss) on sale of business, net of tax | -300,000 | -400,000 | -300,000 | |||||||
Scientific Lasers Business | ||||||||||
Quarterly Financial Information [Line Items] | ||||||||||
Proceeds from sale of net assets and liabilities | 6,500,000 | |||||||||
Gain (Loss) on sale of business, net of tax | ($1,700,000) |
Quarterly_Financial_Informatio
Quarterly Financial Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 26, 2014 | Jun. 27, 2014 | Mar. 28, 2014 | Dec. 31, 2013 | Sep. 27, 2013 | Jun. 28, 2013 | Mar. 29, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Sales | $94,012 | $94,656 | $96,905 | $79,133 | $82,212 | $79,858 | $79,769 | $75,071 | $364,706 | $316,910 | $243,796 |
Cost of goods sold | 54,284 | 54,973 | 58,254 | 47,028 | 48,016 | 45,697 | 46,530 | 44,440 | 214,539 | 184,683 | 138,278 |
Gross profit | 39,728 | 39,683 | 38,651 | 32,105 | 34,196 | 34,161 | 33,239 | 30,631 | 150,167 | 132,227 | 105,518 |
Operating expenses: | |||||||||||
Research and development and engineering | 7,837 | 7,735 | 7,525 | 5,857 | 5,825 | 6,031 | 6,115 | 5,816 | 28,954 | 23,787 | 18,530 |
Selling, general and administrative | 21,840 | 21,512 | 21,410 | 19,618 | 19,268 | 19,006 | 19,374 | 18,689 | 84,380 | 76,337 | 59,707 |
Amortization expense – operating expenses | 2,799 | 2,843 | 2,876 | 1,744 | 1,645 | 1,772 | 1,617 | 2,236 | 10,262 | 7,270 | 2,650 |
Restructuring and acquisition related costs | -14 | 771 | 360 | 818 | 663 | 1,553 | 743 | 2,428 | 1,935 | 5,387 | 4,369 |
Impairment of goodwill and intangible assets | 41,442 | 41,442 | 0 | 0 | |||||||
Total operating expenses | 73,904 | 32,861 | 32,171 | 28,037 | 27,401 | 28,362 | 27,849 | 29,169 | 166,973 | 112,781 | 85,256 |
Operating income (loss) from continuing operations | -34,176 | 6,822 | 6,480 | 4,068 | 6,795 | 5,799 | 5,390 | 1,462 | -16,806 | 19,446 | 20,262 |
Interest income (expense), foreign exchange transaction gains (losses) and other income (expense), net | -127 | 310 | -1,017 | -275 | -850 | -2,022 | -1,087 | 690 | |||
Income (loss) from continuing operations before income taxes | -34,303 | 7,132 | 5,463 | 3,793 | 5,945 | 3,777 | 4,303 | 2,152 | -17,915 | 16,177 | 16,702 |
Income tax provision | -6,013 | 2,013 | 2,057 | 937 | 1,246 | 1,533 | 3,018 | 403 | -1,006 | 6,200 | -11,595 |
Income (loss) from continuing operations | -28,290 | 5,119 | 3,406 | 2,856 | 4,699 | 2,244 | 1,285 | 1,749 | -16,909 | 9,977 | 28,297 |
Consolidated loss from discontinued operations | -790 | -273 | -2,678 | -1,866 | -411 | -185 | -1,827 | 369 | -7,333 | -2,646 | -8,719 |
Gain (loss) on disposal of discontinued operations, net of tax | -1,405 | -321 | -281 | -311 | -1,726 | -592 | 2,255 | ||||
Consolidated net income (loss) | -30,485 | 4,525 | 728 | 990 | 4,288 | 1,778 | -853 | 2,118 | -24,242 | 7,331 | 19,578 |
Less: income attributable to noncontrolling interest | -3 | -7 | 20 | 12 | -18 | -36 | -10 | -22 | -40 | ||
Net income (loss) attributable to GSI Group Inc. | ($30,485) | $4,525 | $725 | $983 | $4,308 | $1,790 | ($871) | $2,082 | ($24,252) | $7,309 | $19,538 |
Earnings (loss) per common share from continuing operations: | |||||||||||
Basic | ($0.82) | $0.15 | $0.10 | $0.08 | $0.14 | $0.07 | $0.03 | $0.05 | ($0.49) | $0.29 | $0.84 |
Diluted | ($0.82) | $0.15 | $0.10 | $0.08 | $0.14 | $0.07 | $0.03 | $0.05 | ($0.49) | $0.29 | $0.84 |
Earnings (loss) per common share from discontinued operations: | |||||||||||
Basic | ($0.06) | ($0.02) | ($0.08) | ($0.05) | ($0.01) | ($0.02) | ($0.06) | $0.01 | ($0.21) | ($0.08) | ($0.26) |
Diluted | ($0.06) | ($0.02) | ($0.08) | ($0.05) | ($0.01) | ($0.02) | ($0.06) | $0.01 | ($0.21) | ($0.08) | ($0.26) |
Earnings (loss) per common share attributable to GSI Group Inc.: | |||||||||||
Basic | ($0.88) | $0.13 | $0.02 | $0.03 | $0.13 | $0.05 | ($0.03) | $0.06 | ($0.70) | $0.21 | $0.58 |
Diluted | ($0.88) | $0.13 | $0.02 | $0.03 | $0.13 | $0.05 | ($0.03) | $0.06 | ($0.70) | $0.21 | $0.58 |