Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 30, 2018 | May 04, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | NOVT | |
Entity Registrant Name | NOVANTA INC | |
Entity Central Index Key | 1,076,930 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 34,697,485 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 30, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 111,127 | $ 100,057 |
Accounts receivable, net of allowance of $403 and $554, respectively | 76,915 | 81,482 |
Inventories | 98,812 | 91,278 |
Prepaid income taxes and income taxes receivable | 2,955 | 4,387 |
Prepaid expenses and other current assets | 8,266 | 10,675 |
Total current assets | 298,075 | 287,879 |
Property, plant and equipment, net | 61,591 | 61,718 |
Deferred tax assets | 6,829 | 7,052 |
Other assets | 1,615 | 4,018 |
Intangible assets, net | 151,816 | 155,048 |
Goodwill | 213,822 | 210,988 |
Total assets | 733,748 | 726,703 |
Current liabilities | ||
Current portion of long-term debt | 9,123 | 9,119 |
Accounts payable | 41,717 | 39,793 |
Income taxes payable | 2,529 | 5,942 |
Accrued expenses and other current liabilities | 38,242 | 43,314 |
Total current liabilities | 91,611 | 98,168 |
Long-term debt | 224,098 | 225,500 |
Deferred tax liabilities | 26,060 | 25,672 |
Income taxes payable | 3,935 | 3,754 |
Other liabilities | 14,517 | 15,141 |
Total liabilities | 360,221 | 368,235 |
Commitments and contingencies (Note 13) | ||
Redeemable noncontrolling interest | 54,916 | 46,923 |
Stockholders’ equity: | ||
Common shares, no par value; Authorized shares: unlimited; Issued and outstanding: 34,685 and 34,595, respectively | 423,856 | 423,856 |
Additional paid-in capital | 32,550 | 33,309 |
Accumulated deficit | (123,470) | (127,740) |
Accumulated other comprehensive loss | (14,325) | (17,880) |
Total stockholders' equity | 318,611 | 311,545 |
Total liabilities, noncontrolling interest and stockholders’ equity | $ 733,748 | $ 726,703 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 30, 2018 | Dec. 31, 2017 | |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 403 | $ 554 |
Common shares, Authorized | Unlimited | Unlimited |
Common shares, no par value | $ 0 | $ 0 |
Common shares, Issued | 34,685 | 34,595 |
Common shares, outstanding | 34,685 | 34,595 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||
Revenue | $ 146,965 | $ 108,974 |
Cost of revenue | 84,806 | 62,880 |
Gross profit | 62,159 | 46,094 |
Operating expenses: | ||
Research and development and engineering | 11,989 | 9,215 |
Selling, general and administrative | 29,220 | 22,874 |
Amortization of purchased intangible assets | 3,698 | 2,849 |
Restructuring, acquisition and divestiture related costs | 25 | 817 |
Total operating expenses | 44,932 | 35,755 |
Operating income | 17,227 | 10,339 |
Interest income (expense), net | (2,358) | (1,328) |
Foreign exchange transaction gains (losses), net | (407) | (1) |
Other income (expense), net | (41) | (31) |
Gain on acquisition of business | 26,409 | |
Income before income taxes | 14,421 | 35,388 |
Income tax provision | 1,584 | 1,114 |
Consolidated net income | 12,837 | 34,274 |
Less: Net income attributable to noncontrolling interest | (926) | (22) |
Net income attributable to Novanta Inc. | $ 11,911 | $ 34,252 |
Earnings per common share attributable to Novanta Inc. (Note 4): | ||
Basic | $ 0.19 | $ 0.99 |
Diluted | $ 0.18 | $ 0.98 |
Weighted average common shares outstanding—basic | 34,887 | 34,765 |
Weighted average common shares outstanding—diluted | 35,428 | 35,125 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 30, 2018 | Mar. 31, 2017 | ||
Statement Of Income And Comprehensive Income [Abstract] | |||
Consolidated net income | $ 12,837 | $ 34,274 | |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments, net of tax | [1] | 3,671 | 1,440 |
Pension liability adjustments, net of tax | [2] | (116) | 205 |
Total other comprehensive income | 3,555 | 1,645 | |
Total consolidated comprehensive income | 16,392 | 35,919 | |
Less: Comprehensive income attributable to noncontrolling interest | (926) | (22) | |
Comprehensive income attributable to Novanta Inc. | $ 15,466 | $ 35,897 | |
[1] | The tax effect on this component of comprehensive income was nominal for all periods presented. | ||
[2] | The tax effect on this component of comprehensive income was nominal for all periods presented. See Note 3 for the total amount of pension liability adjustments reclassified out of accumulated other comprehensive income (loss). |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Consolidated net income | $ 12,837 | $ 34,274 |
Adjustments to reconcile consolidated net income to net cash provided by operating activities: | ||
Depreciation and amortization | 9,067 | 6,482 |
Provision for inventory excess and obsolescence | 810 | 549 |
Share-based compensation | 2,044 | 1,469 |
Deferred income taxes | 235 | (1,607) |
Earnings from equity-method investment | (104) | |
Gain on acquisition of business | (26,409) | |
Inventory acquisition fair value adjustment | 1,035 | |
Other | 94 | 509 |
Changes in assets and liabilities which (used)/provided cash, excluding effects from businesses acquired: | ||
Accounts receivable | 5,421 | (3,690) |
Inventories | (7,423) | (4,414) |
Prepaid income taxes, income taxes receivable, prepaid expenses and other current assets | 3,918 | (462) |
Accounts payable, income taxes payable, accrued expenses and other current liabilities | (6,357) | 4,851 |
Other non-current assets and liabilities | (237) | 277 |
Cash provided by operating activities | 20,409 | 12,760 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (2,933) | (1,760) |
Acquisition of businesses, net of cash acquired | (34,896) | |
Other investing activities | 52 | |
Cash used in investing activities | (2,881) | (36,656) |
Cash flows from financing activities: | ||
Borrowings under revolving credit facility | 42,000 | |
Repayments of long-term debt and revolving credit facility | (5,300) | (1,875) |
Payments of contingent considerations | (2,398) | |
Repurchase of common stock | (370) | |
Payments of withholding taxes from stock-based awards | (2,804) | (1,669) |
Capital lease payments | (142) | (215) |
Other financing activities | (74) | |
Cash provided by (used in) financing activities | (8,320) | 35,473 |
Effect of exchange rates on cash and cash equivalents | 1,862 | 329 |
Increase in cash and cash equivalents | 11,070 | 11,906 |
Cash and cash equivalents, beginning of period | 100,057 | 68,108 |
Cash and cash equivalents, end of period | 111,127 | 80,014 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 2,142 | 781 |
Cash paid for income taxes | 3,896 | 1,819 |
Income tax refunds received | $ 507 | $ 23 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. Basis of Presentation Novanta Inc. and its subsidiaries (collectively referred to as “Novanta”, the “Company”, “we”, “us”, “our”) is a leading global supplier of core technology solutions that give medical and advanced industrial original equipment manufacturers (“OEMs”) a competitive advantage. We combine deep proprietary technology expertise and competencies in photonics, vision and precision motion with a proven ability to solve complex technical challenges. This enables Novanta to engineer core components and sub-systems that deliver extreme precision and performance, tailored to our customers’ demanding applications. The accompanying unaudited interim consolidated financial statements have been prepared by the Company in U.S. dollars and pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”), the instructions to Form 10-Q and the provisions of Regulation S-X pertaining to interim financial statements. Accordingly, certain information and footnote disclosures normally included in the financial statements prepared in accordance with accounting principles generally accepted in the U.S. have been condensed or omitted pursuant to such rules and regulations. The interim consolidated financial statements and notes included in this report should be read in conjunction with the financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. In the opinion of management, these interim consolidated financial statements include all adjustments and accruals of a normal and recurring nature necessary to fairly state the results of the interim periods presented. The results for interim periods are not necessarily indicative of results to be expected for the full year or for any future periods. Prior to January 10, 2017, the Company had an approximately 41% ownership interest in Laser Quantum Limited (“Laser Quantum”), a privately held company located in the United Kingdom, which was accounted for under the equity method of accounting. On January 10, 2017, the Company acquired an additional approximately 35% of the outstanding shares of Laser Quantum. As a result of this transaction, the Company’s ownership position in Laser Quantum increased from approximately 41% to approximately 76%. Since January 10, 2017, Laser Quantum has been consolidated in the Company’s consolidated financial statements. The Company’s unaudited interim financial statements are prepared for each quarterly period 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. 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 revenue and expenses during the reporting periods. 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. The Company evaluates its estimates based on historical experience, current conditions and various other assumptions that it believes are reasonable under the circumstances. Actual results could differ significantly from those estimates. Recent Accounting Pronouncements The following table provides a brief description of recent Accounting Standard Updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”): Standard Description Effective Date Effect on the Financial Statements or Other Significant Matters In March 2018, the FASB issued ASU 2018-05, “Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118.” ASU 2018-05 allows SEC registrants to record provisional amounts in earnings for the year ended December 31, 2017 due to the complexities involved in accounting for the income tax effects of the U.S. Tax Cuts and Jobs Act (the “Tax Reform Act”). Companies have up to one year from the enactment of the Tax Reform Act (the “measurement period”) to obtain, prepare, and analyze the information that is needed in order to complete the accounting under Accounting Standards Codification (“ASC”) Topic 740. Any provisional amounts or adjustments to provisional amounts during the measurement period should be included in income from continuing operations as an adjustment to tax provision (benefit) in the reporting period in which the amounts are determined. January 1, 2018. The Company adopted ASU 2018-05 during the first quarter of 2018. See Note 11. In May 2017, the FASB issued ASU 2017-09, “Compensation – Stock Compensation (Topic 718).” ASU 2017-09 requires that an entity account for the effects of a modification unless (i) the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified; (ii) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and (iii) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. ASU 2017-09 should be applied prospectively to an award modified on or after the adoption date. January 1, 2018. Early adoption is permitted. The Company adopted ASU 2017-09 during the first quarter of 2018. The adoption of ASU 2017-09 did not have a material impact on the Company’s consolidated financial statements. In March 2017, the FASB issued ASU 2017-07, “Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.” ASU 2017-07 requires employers that offer or maintain defined benefit plans to disaggregate the service component from the other components of net benefit cost and provides guidance on the presentation of the service component and the other components of net benefit cost in the statement of operations. ASU 2017-07 should be applied retrospectively for the presentation of net periodic pension cost in the income statement. January 1, 2018. Early adoption is permitted. The Company retrospectively adopted ASU 2017-07 during the first quarter of 2018. The adoption of ASU 2017-07 resulted in the reclassification of $0.1 million of the Company’s net periodic pension cost related to its frozen U.K. pension plan from Selling, general and administrative expenses into Other income (expense) in the consolidated statement of operations for the three months ended March 31, 2017. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory.” ASU 2016-16 requires that an entity recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. ASU 2016-16 shall be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. January 1, 2018. Early adoption is permitted. The Company adopted ASU 2016-16 during the first quarter of 2018 using the modified retrospective approach. The adoption resulted in the reclassification of $2.5 million of Prepaid income taxes and income taxes receivable, of which $2.2 million was recorded to Accumulated deficit and $0.3 million was recognized as net deferred tax assets, for the three months ended March 30, 2018. The Company will recognized incremental deferred income tax expense thereafter as these net deferred tax assets are utilized. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers – Deferral of the Effective Date.” ASU 2014-09 supersedes the revenue recognition requirements in ASC Topic 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 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgements and changes in judgements and assets recognized from costs incurred to fulfill a contract. ASU 2015-14 deferred the effective date of ASU 2014-09 by one year. January 1, 2018. The Company adopted ASU 2014-09 during the first quarter of 2018 using the modified retrospective method. ASU 2014-09 has been applied to those contracts which were not completed as of January 1, 2018 and all new contracts entered into by the Company subsequent to January 1, 2018. All prior period financial statements and disclosures are presented in accordance with Topic 605. The adoption of ASU 2014-09 did not have an impact on the Company’s Accumulated deficit. See Note 2. In February 2018, the FASB issued ASU 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” ASU 2018-02 allows an entity to reclassify the income tax effects of the Tax Reform Act on items within accumulated other comprehensive income to retained earnings. ASU 2018-02 shall be applied either in the period of adoption or retrospectively to each period (or periods) in which the effects of the change in the U.S. federal corporate income tax rate in the Tax Reform Act is recognized. January 1, 2019. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2018-02 on its consolidated financial statements. In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities.” ASU 2017-12 amends and simplifies existing guidance in order to better align a company’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results in the financial statements. ASU 2017-12 should be applied to hedging relationships existing on the date of adoption. The effect of the adoption should be reflected as of the beginning of the fiscal year of adoption. January 1, 2019. Early adoption is permitted. The Company does not expect the adoption of ASU 2017-12 to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, “Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” ASU 2017-04 simplifies the accounting for goodwill impairment by removing Step-two of the goodwill impairment test, which requires a hypothetical purchase price allocation. ASU 2017-04 should be applied on a prospective basis. January 1, 2020. Early adoption is permitted. The Company is currently evaluating the impact of the new standard on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” ASU 2016-02 requires a lessee to recognize on the balance sheet a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term for both finance and operating leases and to disclose key information about leasing arrangements. ASU 2016-02 should be applied at the beginning of the earliest period presented in the financial statements using a modified retrospective approach. January 1, 2019. Early adoption is permitted. The Company is currently evaluating the potential impact of this guidance and an appropriate implementation strategy. While the Company’s evaluation of this guidance is in the early stages, the Company expects that the adoption of this guidance will result in a gross-up of assets and liabilities on its consolidated balance sheet. The Company plans to adopt the standard effective January 1, 2019 but has not yet selected a transition method. |
Revenue
Revenue | 3 Months Ended |
Mar. 30, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 2. Revenue The Company recognizes revenue when control of promised goods or services is transferred to customers. The transfer of control generally occurs upon shipment, which is when title and risk of loss pass to the customer. The vast majority of the Company’s revenue is generated from the sale of distinct products. Revenue is measured as the amount of consideration the Company expects to receive in exchange for such products, which is generally at their contractually stated prices. Sales taxes and value added taxes collected concurrently with revenue generating activities are excluded from revenue. Performance Obligations Substantially all of the Company’s revenue is recognized at a point in time, upon shipment, rather than over time. At the request of its customers, the Company may perform professional services, generally for the maintenance and repair of products previously sold to those customers and engineering services. Professional services are short in duration, typically less than one month, and total less than 3% of the Company’s revenue. Revenue is typically recognized at a point in time when control transfers to the customer upon completion of professional services requested under the contract. These services generally involve a single distinct performance obligation. The consideration expected to be received in exchange for such service is normally the contractually stated amount. The Company occasionally sells separately priced non-standard/extended warranty services or preventative maintenance plans with the sale of products. The transfer of the control for the service plans is over time. The Company recognizes the related revenue ratably over the term of the service plan. The transaction price of the contract is allocated to each performance obligation based on their relative standalone selling price. Standalone selling prices are generally determined based on the prices charged to customers or using expected cost plus margin. The Company accounts for shipping and handling activities that occur after the transfer of control over the related goods as fulfillment activities rather than performance obligations. The shipping and handling fees charged to customers are recognized as revenue and the related costs are recorded in cost of revenue at the time of transfer of control. Accounts Receivable Credit is extended based upon an evaluation of the customer's financial condition. Accounts receivable are stated at their estimated net realizable value. The allowance for doubtful accounts is 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. Standard payment terms are typically 30 days after shipment but vary by the type and geographic location of our customers. Warranties The Company generally provides warranties for its products. The standard warranty period is typically 12 months to 24 months for the Photonics and Precision Motion segments and 12 months to 36 months for the Vision 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 reasonably estimate the amount of the liability. A provision for the estimated cost related to warranty is recorded to cost of revenue at the time revenue is recognized. The Company’s estimate of costs to service the warranty obligations is based on historical experience and expectations of future conditions. To the extent that the Company’s experience in warranty claims or costs associated with servicing those claims differ from the original estimates, revisions to the estimated warranty liability are recorded at that time, with an offsetting adjustment to cost of revenue. Practical Expedients and Exemptions The Company expenses incremental direct costs of obtaining a contract when incurred if the expected amortization period is one year or less. These costs are recorded within selling, general and administrative expenses in the consolidated statement of operations. The Company does not adjust the promised amount of consideration for the effects of a financing component because the transfer of a promised good to a customer and the customer’s payment for that good are typically one year or less. The Company does not disclose the value of the remaining performance obligation for contracts with an original expected length of one year or less. Contract Liabilities Contract liabilities consist of deferred revenue and advance payments from customers, including amounts that are refundable. These contract liabilities are classified as either current or long-term in the consolidated balance sheet based on the timing of when the Company expects to recognize revenue. As of March 30, 2018 and January 1, 2018 (the date of adoption of Topic 606), contract liabilities were $5.3 million and $5.4 million, respectively, and are included in accrued expenses and other current liabilities and other liabilities in the accompanying consolidated balance sheets. The decrease in the contract liability balance during the three months ended March 30, 2018 is primarily due to $1.7 million of revenue recognized during the period that was included in the contract liability balance at the date of adoption, partially offset by cash payments received in advance of satisfying performance obligations. Disaggregated Revenue See Note 15 for the Company’s disaggregation of revenue by segment, geography and end market. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Mar. 30, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 3. Accumulated Other Comprehensive Income (Loss) Changes in accumulated other comprehensive income (loss) was as follows (in thousands): Total Accumulated Other Cumulative Pension Comprehensive Translation Liability Income (Loss) Adjustments Adjustments Balance at December 31, 2017 $ (17,880 ) $ (8,313 ) $ (9,567 ) Other comprehensive income (loss) 3,309 3,671 (362 ) Amounts reclassified from accumulated other comprehensive income (loss) (1) 246 — 246 Balance at March 30, 2018 $ (14,325 ) $ (4,642 ) $ (9,683 ) (1) The amounts reclassified from other comprehensive income (loss) were included in other income (expense), net in the consolidated statements of operations. |
Earnings per Common Share
Earnings per Common Share | 3 Months Ended |
Mar. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | 4. Earnings per Common Share Earnings per common share is computed by dividing net income attributable to Novanta Inc. after adjustment of redeemable noncontrolling interest to estimated redemption value by the weighted average number of common shares outstanding during the period. The Company recognizes changes in the redeemable noncontrolling interest redemption value by adjusting the carrying amount of the redeemable noncontrolling interest as of the end of the period to the higher of: (i) the estimated redemption value assuming the end of the period is also the redemption date or (ii) the carrying value without any redemption value adjustments. Such adjustments are recorded in retained earnings in stockholders’ equity instead of net income attributable to Novanta Inc. For both basic and diluted earnings per common share, such redemption value adjustments are included in the calculation of the numerator. For diluted earnings per common share, the denominator also includes the dilutive effect of outstanding restricted stock units, stock options, non-GAAP EPS performance-based restricted stock units and total shareholder return performance-based restricted stock units determined using the treasury stock method. Dilutive effects of contingently issuable shares are included in the weighted average dilutive share calculation using the treasury stock method when the contingencies have been resolved. For periods in which net losses are generated, the dilutive potential common shares are excluded from the calculation of diluted earnings per common share as the effect would be anti-dilutive. The following table sets forth the computation of basic and diluted earnings per common share (amounts in thousands, except per share data): Three March 30, March 31, 2018 2017 Numerators: Consolidated net income $ 12,837 $ 34,274 Less: Net income attributable to noncontrolling interest (926 ) (22 ) Net income attributable to Novanta Inc. 11,911 34,252 Less: Adjustment of redeemable noncontrolling interest to estimated redemption value (see Note 14) (5,399 ) — Net income attributable to Novanta Inc. after adjustment of redeemable noncontrolling interest to estimated redemption value $ 6,512 $ 34,252 Denominators: Weighted average common shares outstanding— basic 34,887 34,765 Dilutive potential common shares 541 360 Weighted average common shares outstanding— diluted 35,428 35,125 Antidilutive common shares excluded from above 12 — Earnings per Common Share Attributable to Novanta Inc.: Basic $ 0.19 $ 0.99 Diluted $ 0.18 $ 0.98 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5. Fair Value Measurements ASC 820, “Fair Value Measurements,” establishes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the third is considered unobservable: • Level 1: Quoted prices for identical assets or liabilities in active markets which the Company can access. • Level 2: Observable inputs other than those described in Level 1. • Level 3: Unobservable inputs. Cash Equivalents The Company’s cash equivalents are highly liquid investments with original maturities of three months or less, which represent the only asset the Company measures at fair value on a recurring basis. The Company determines the fair value of 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. Foreign Currency Contracts The Company addresses market risks from changes in foreign currency exchange rates through a risk management program that includes the use of derivative financial instruments to mitigate certain balance sheet foreign currency transaction exposures. The Company uses foreign currency forward contracts as a part of its strategy to manage exposures related to foreign currency denominated monetary assets and liabilities. Contingent Consideration On December 14, 2016, the Company acquired certain video signal processing and management technologies used in medical visualization solutions. Under the purchase and sale agreement, the owners are eligible to receive contingent consideration based on the achievement of certain revenue targets from 2018 to 2021. The undiscounted range of possible contingent consideration is zero to €5.5 million ($6.6 million). If such targets are achieved, the contingent consideration would be payable in cash in four installments from 2019 to 2022. As the acquired assets did not meet the definition of a business, the fair value of the contingent consideration is recognized when probable and estimable and is capitalized as part of the cost of the acquired assets. In December 2017, the Company recorded an estimated fair value of $1.3 million in contingent consideration, which is reported as a long-term liability in other liabilities on the consolidated balance sheet as of December 31, 2017. There were no subsequent changes to the fair value of the contingent consideration as of March 30, 2018. On February 19, 2015, the Company acquired Applimotion Inc. (“Applimotion”). Under the purchase and sale agreement for the Applimotion acquisition, the shareholders of Applimotion were eligible to receive contingent consideration based on the achievement of certain revenue targets for fiscal years 2015 to 2017. If such targets were achieved, the contingent consideration would be payable in cash in two installments in 2017 and 2018, respectively. The estimated fair value of the contingent consideration of $1.0 million was determined based on the Monte Carlo valuation method and was recorded as part of the purchase price as of the acquisition date. As a result of Applimotion’s fiscal year 2015 and 2016 revenue results, $1.2 million in contingent consideration was paid in the first quarter of 2017. Based on Applimotion’s fiscal year 2016 and 2017 revenue results, the fair value for the remaining contingent consideration was adjusted to $2.8 million as of December 31, 2017. The Company paid $2.8 million as the final Applimotion contingent consideration payment in January 2018. The following table summarizes the fair values of the Company’s financial assets and liabilities as of March 30, 2018 (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 $ 2,725 $ 2,725 $ — $ — Prepaid expenses and other current assets: Foreign currency forward contracts 27 — 27 — $ 2,752 $ 2,725 $ 27 $ — Liabilities Accrued expenses and other current liabilities: Foreign currency forward contracts $ 180 $ — $ 180 $ — Other liabilities: Contingent consideration - Long-term 1,304 — — 1,304 $ 1,484 $ — $ 180 $ 1,304 The following table summarizes the fair values of the Company’s financial assets and liabilities as of December 31, 2017 (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 $ 2,665 $ 2,665 $ — $ — Prepaid expenses and other current assets: Foreign currency forward contracts 150 — 150 — $ 2,815 $ 2,665 $ 150 $ — Liabilities Accrued expenses and other current liabilities: Contingent consideration - Current $ 2,800 $ — $ — $ 2,800 Foreign currency forward contracts (1) — — — — Other liabilities: Contingent consideration - Long-term 1,304 — — 1,304 $ 4,104 $ — $ — $ 4,104 (1) The unrealized loss from foreign currency forward contracts was nominal as of December 31, 2017. Changes in the fair value of Level 3 contingent consideration during the three months ended March 30, 2018 were as follows (in thousands): Contingent Consideration Balance at December 31, 2017 $ 4,104 Payments (2,800 ) Balance at March 30, 2018 $ 1,304 As of March 30, 2018, the significant unobservable inputs used in the fair value measurement of the Company’s contingent consideration were projected revenues and a discount rate. Increases or decreases in the unobservable inputs would result in a higher or lower fair value measurement. See Note 9 to Consolidated Financial Statements for a discussion of the estimated fair value of the Company’s outstanding debt. |
Foreign Currency Contracts
Foreign Currency Contracts | 3 Months Ended |
Mar. 30, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Foreign Currency Contracts | 6. Foreign Currency Contracts The Company addresses market risks from changes in foreign currency exchange rates through a risk management program that includes the use of derivative financial instruments to mitigate certain foreign currency transaction exposures from future settlement of non-functional currency monetary assets and liabilities as of the end of a period. The Company does not enter into derivative transactions for speculative purposes. Gains and losses on derivative financial instruments substantially offset losses and gains on the underlying hedged exposures. Furthermore, the Company manages its exposure to counterparty risks on derivative instruments by entering into contracts with a diversified group of major financial institutions and by actively monitoring outstanding positions. Beginning in September 2017, the Company commenced a foreign currency hedging program through the use of forward contracts as a part of its strategy to limit its exposures related to monetary assets and liabilities denominated in currencies other than the functional currency of the Company and its subsidiaries. These forward contracts are not designated as cash flow, fair value or net investment hedges. All changes in the fair value of these forward contracts are recognized in income before income taxes. As of March 30, 2018, the aggregate notional amount of the Company’s foreign currency forward contracts was $27.5 million and the related fair value was a net loss of $0.2 million. For the three months ended March 30, 2018, the Company recognized an aggregate net gain of $0.7 million, which is included in foreign exchange transaction gains (losses) in the consolidated statement of operations. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 7. Goodwill and Intangible Assets Goodwill Goodwill is recorded when the consideration for a business combination exceeds the fair value of net tangible and identifiable intangible assets acquired. The Company tests its goodwill balances annually for impairment as of the beginning of the second quarter or more frequently if indicators are present or changes in circumstances suggest that impairment may exist. The Company performed the most recent annual goodwill and indefinite-lived intangible asset impairment test as of the beginning of the second quarter of 2017 using a Step 0 assessment, noting no impairment. The following table summarizes changes in goodwill during the three months ended March 30, 2018 (in thousands): Balance at beginning of the period $ 210,988 Effect of foreign exchange rate changes 2,834 Balance at end of the period $ 213,822 Goodwill by reportable segment as of March 30, 2018 was as follows (in thousands): Reportable Segment Photonics Vision Precision Motion Total Goodwill $ 172,137 $ 158,951 $ 33,963 $ 365,051 Accumulated impairment of goodwill (102,461 ) (31,722 ) (17,046 ) (151,229 ) Total $ 69,676 $ 127,229 $ 16,917 $ 213,822 Goodwill by reportable segment as of December 31, 2017 was as follows (in thousands): Reportable Segment Photonics Vision Precision Motion Total Goodwill $ 170,818 $ 157,436 $ 33,963 $ 362,217 Accumulated impairment of goodwill (102,461 ) (31,722 ) (17,046 ) (151,229 ) Total $ 68,357 $ 125,714 $ 16,917 $ 210,988 Intangible Assets Intangible assets as of March 30, 2018 and December 31, 2017, respectively, are summarized as follows (in thousands): March 30, 2018 December 31, 2017 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizable intangible assets: Patents and developed technologies $ 132,319 $ (80,121 ) $ 52,198 $ 130,890 $ (77,295 ) $ 53,595 Customer relationships 133,707 (55,408 ) 78,299 131,809 (52,015 ) 79,794 Customer backlog 2,594 (2,409 ) 185 2,524 (2,284 ) 240 Non-compete covenant 2,514 (2,090 ) 424 2,514 (1,956 ) 558 Trademarks and trade names 15,909 (8,226 ) 7,683 15,708 (7,874 ) 7,834 Amortizable intangible assets 287,043 (148,254 ) 138,789 283,445 (141,424 ) 142,021 Non-amortizable intangible assets: Trade names 13,027 — 13,027 13,027 — 13,027 Totals $ 300,070 $ (148,254 ) $ 151,816 $ 296,472 $ (141,424 ) $ 155,048 All definite-lived intangible assets are amortized either on a straight-line basis or an economic benefit basis over their remaining useful lives. Amortization expense for patents and developed technologies is included in cost of revenue in the accompanying consolidated statements of operations. 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 was as follows (in thousands): Three March 30, March 31, 2018 2017 Amortization expense – cost of revenue $ 2,480 $ 1,641 Amortization expense – operating expenses 3,698 2,849 Total amortization expense $ 6,178 $ 4,490 Estimated amortization expense for each of the five succeeding years and thereafter as of March 30, 2018 was as follows (in thousands): Year Ending December 31, Cost of Revenue Operating Expenses Total 2018 (remainder of year) $ 7,457 $ 11,114 $ 18,571 2019 9,057 13,767 22,824 2020 8,137 11,290 19,427 2021 7,224 10,465 17,689 2022 5,791 8,778 14,569 Thereafter 14,532 31,177 45,709 Total $ 52,198 $ 86,591 $ 138,789 |
Supplementary Balance Sheet Inf
Supplementary Balance Sheet Information | 3 Months Ended |
Mar. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Supplementary Balance Sheet Information | 8. Supplementary Balance Sheet Information The following tables provide the details of selected balance sheet items as of the periods indicated (in thousands): Inventories March 30, December 31, 2018 2017 Raw materials $ 64,228 $ 57,277 Work-in-process 15,478 14,847 Finished goods 16,140 16,443 Demo and consigned inventory 2,966 2,711 Total inventories $ 98,812 $ 91,278 Accrued Expenses and Other Current Liabilities March 30, December 31, 2018 2017 Accrued compensation and benefits $ 15,004 $ 17,348 Accrued warranty 5,054 4,835 Customer deposits 3,521 3,634 Other 14,663 17,497 Total $ 38,242 $ 43,314 Accrued Warranty Three Months Ended March 30, 2018 March 31, 2017 Balance at beginning of the period $ 4,835 $ 3,142 Provision charged to cost of revenue 722 799 Warranty liabilities acquired from acquisitions — 419 Use of provision (560 ) (442 ) Foreign currency exchange rate changes 57 7 Balance at end of period $ 5,054 $ 3,925 |
Debt
Debt | 3 Months Ended |
Mar. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | 9. Debt Debt consisted of the following (in thousands): March 30, December 31, 2018 2017 Senior Credit Facilities – term loan $ 9,200 $ 9,200 Less: unamortized debt issuance costs (77 ) (81 ) Total current portion of long-term debt $ 9,123 $ 9,119 Senior Credit Facilities – term loan $ 76,825 $ 79,125 Senior Credit Facilities – revolving credit facility 150,124 149,453 Less: unamortized debt issuance costs (2,851 ) (3,078 ) Total long-term debt $ 224,098 $ 225,500 Total Senior Credit Facilities $ 233,221 $ 234,619 Senior Credit Facilities In August 2017, the Company entered into an amendment (the “Third Amendment”) to the second amended and restated credit agreement, dated as of May 19, 2016 (the “Second Amended and Restated Credit Agreement”). The Third Amendment increased the revolving credit facility under the Second Amended and Restated Credit Agreement by $100 million, from $225 million to $325 million, and reset the uncommitted accordion feature to $125 million for potential future expansion. Additionally, the Third Amendment increased the term loan balance from $65.6 million to $90.6 million. On February 26, 2018, the Company entered into a fourth amendment (the “Fourth Amendment”) to the Second Amended and Restated Credit Agreement. The Fourth Amendment increases the maximum consolidated leverage ratio from 3.00 to 3.50, increases the maximum consolidated leverage ratio for permitted acquisitions and stock repurchases from 2.50 to 3.00, increases the maximum consolidated leverage ratio for a designated acquisition from 3.00 to 3.50, and increases the maximum consolidated leverage The Company is required to satisfy certain financial and non-financial covenants under the Second Amended and Restated Credit Agreement. The Company was in compliance with these covenants as of March 30, 2018. 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 certain United States (“U.S.”), United Kingdom (“U.K.”) and German subsidiaries and guaranteed by the Company and these subsidiaries. The Second Amended and Restated Credit Agreement also contains customary events of default. Fair Value of Debt As of March 30, 2018 and December 31, 2017, the outstanding balance of the Company’s debt approximated its fair value based on current rates available to the Company for debt of similar maturities. The fair value of the Company’s debt is classified as Level 2 under the fair value hierarchy. |
Share-based Compensation
Share-based Compensation | 3 Months Ended |
Mar. 30, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-based Compensation | 10. Share-Based Compensation The table below summarizes share-based compensation expense recorded in consolidated net income in the consolidated statements of operations (in thousands): Three March 30, March 31, 2018 2017 Selling, general and administrative $ 1,924 $ 1,358 Research and development and engineering 84 43 Cost of revenue 36 68 Total share-based compensation expense $ 2,044 $ 1,469 Share-based compensation reported in selling, general and administrative expenses during each of the three-month periods ended March 30, 2018 and March 31, 2017, respectively, included $0.5 million of expense related to deferred stock units granted to the members of the Company’s Board of Directors. Restricted Stock Units and Deferred Stock Units The Company’s restricted stock units (“RSUs”) have generally been issued with vesting periods ranging from three years to five years and vest based solely on service conditions. Accordingly, the Company 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 historical forfeiture experience. Deferred stock units (“DSUs”) are granted to the members of the Company’s Board of Directors. The compensation expense associated with the DSUs is recognized in full on the date of grant, as DSUs are fully vested and non-forfeitable upon grant. The table below summarizes activities relating to RSUs and DSUs issued and outstanding under the Company’s Amended and Restated 2010 Incentive Plan during the three months ended March 30, 2018: Shares (In thousands) Weighted Average Grant Date Fair Value Unvested at December 31, 2017 614 $ 18.35 Granted 114 $ 53.62 Vested (166 ) $ 18.50 Forfeited — $ — Unvested at March 30, 2018 562 $ 25.43 Expected to vest as of March 30, 2018 523 The total fair value of RSUs and DSUs that vested during the three months ended March 30, 2018 was $9.0 million based on the market price of the underlying stock on the date of vesting. Performance Stock Units The Company granted two types of performance-based stock awards to certain members of the executive management team: non-GAAP EPS performance-based restricted stock units (“EPS-PSUs”) and relative total shareholder return performance-based restricted stock units (“TSR-PSUs”). Both types of performance-based restricted stock units generally cliff vest on the first day following the end of the three-year performance period. The number of common shares to be issued upon settlement following vesting of the EPS-PSUs is determined based on the Company’s cumulative non-GAAP EPS over the three-year performance period against the target established by the Company’s Compensation Committee at the time of grant and will be in the range of zero to 200% of the target number of shares. The Company recognizes compensation expense ratably over the performance period based on the number of shares that are deemed probable of vesting at the end of the three-year performance cycle. This probability assessment is performed quarterly and the cumulative effect of a change in the estimated compensation expense, if any, is recognized in the consolidated statement of operations in the period in which such determination is made. The number of shares to be issued upon settlement following vesting of the TSR-PSUs is determined based on the relative market performance of the Company’s common stock compared to the Russell 2000 Index over the three-year performance period using a payout formula established by the Company’s Board of Directors at the time of grant and will be in the range of zero to 200% of the target number of shares. The Company recognizes the related compensation expense based on the fair value of the TSR-PSUs, determined using the Monte-Carlo valuation model as of the grant date, on a straight-line basis from the grant date to the end of the three-year performance period. Compensation expense will not be affected by the number of TSR-PSUs that will actually vest at the end of the three-year performance period. The table below summarizes the activities relating to the performance-based awards issued and outstanding under the Company’s Amended and Restated 2010 Incentive Plan during the three months ended March 30, 2018: Shares (In thousands) Weighted Average Grant Date Fair Value Unvested at December 31, 2017 89 $ 24.00 Granted 48 $ 62.17 Vested — $ — Forfeited — $ — Unvested at March 30, 2018 137 $ 37.28 The fair value of the TSR-PSUs at the date of grant was estimated using the Monte-Carlo valuation model with the following assumptions: Three Months Ended March 30, 2018 Grant-date stock price $ 53.85 Expected volatility 30.35 % Risk-free interest rate 2.37 % Expected annual dividend yield — Fair value $ 70.49 Stock Options The fair value of stock options is estimated using the Black-Scholes valuation model. Key input assumptions used to estimate the fair value of stock options include the expected option term, the expected volatility of the Company’s common stock over the expected term of the options, the risk-free interest rate, and the expected dividend yield. The Company recognizes the compensation expense of stock options on a straight-line basis in the consolidated statement of operations over the vesting period. No stock options were granted during the three months ended March 30, 2018. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The Company determines its estimated annual effective tax rate at the end of each interim period based on full-year forecasted pre-tax income and facts known at that time. The estimated annual effective tax rate is applied to the year-to-date pre-tax income at the end of each interim period with the cumulative effect of any changes in the estimated annual effective tax rate being recorded in the fiscal quarter in which the change is determined. The tax effect of significant unusual items is reflected in the period in which they occur. Since the Company is incorporated in Canada, it is required to use Canada’s statutory tax rate of 29.0% in the determination of the estimated annual effective tax rate. The Company’s effective tax rate of 11.0% for the three months ended March 30, 2018 differs from the Canadian statutory tax rate of 29.0% primarily due to the mix of income earned in jurisdictions with varying tax rates, including the benefit of the new 21% U.S. corporate income tax rate, estimated deductions for Foreign Derived Intangible Income from the Tax Reform Act enactment The Company’s effective tax rate of 3.1% for the three months ended March 31, 2017 differed from the Canadian statutory rate of 29.0% primarily due to the mix of income earned in jurisdictions with varying tax rates, the impact associated with establishing control over Laser Quantum upon the acquisition of an additional 35% of Laser Quantum’s outstanding shares, losses in jurisdictions with a full valuation allowance, and other discrete items for the period. The Company reported a nontaxable gain of $26.4 million on its previously-held Laser Quantum equity interest and wrote off $1.4 million of Laser Quantum related deferred tax liability, which had a combined 24.5% favorable impact on the effective tax rate for the three months ended March 31, 2017. The Company maintains a valuation allowance on some of its deferred tax assets in certain jurisdictions. A valuation allowance is required when, based upon an assessment of various factors, including recent operating loss history, anticipated future earnings, and prudent and reasonable tax planning strategies, it is more likely than not that some portion of the deferred tax assets will not be realized. On December 22, 2017, the President of the United States signed into law the U.S. Tax Cuts and Jobs Act (the “Tax Reform Act”). The Tax Reform Act significantly changes U.S. tax law by, among other things, lowering the U.S. corporate income tax rate from 35% to 21% effective January 1, 2018, implementing a territorial tax system, providing a one-time transition toll charge (“Toll Charge”) on accumulated foreign earnings, creating a new limitation on deductible interest expense and modifying the limitation on officer compensation. As a result of the Tax Reform Act, the Company was required to revalue certain deferred tax assets and liabilities at the newly enacted 21% U.S. federal corporate income tax rate. This revaluation resulted in an additional income tax provision of $2.8 million in income before income taxes for the year ended December 31, 2017 and a corresponding reduction in the net deferred tax assets and liabilities. Because of the ownership structure of the Company, the Company’s foreign entities outside the U.S. are not considered controlled foreign corporations of the U.S. company, as defined under U.S. tax principles, and accordingly, the accumulated earnings of these foreign subsidiaries are not subject to the one-time Toll Charge under the Tax Reform Act. ASC 740, “Income Taxes,” requires a company to record the effects of a tax law change in the period of enactment. ASU 2018-05 allows a company to record a provisional amount when it does not have the necessary information available, prepared, or analyzed in reasonable detail to complete its accounting for the changes in the Tax Reform Act. The measurement period ends when the company has obtained, prepared and analyzed the information necessary to finalize its accounting, but cannot extend beyond one year from the date of enactment of the Tax Reform Act. The Company currently anticipates finalizing and recording any resulting adjustments by December 2018. During the three months ended March 30, 2018, there were no changes made to the provisional amounts recognized in 2017. During the three months ended March 30, 2018, the Company recorded provisional amounts for certain deductions now available in 2018 under the Tax Reform Act. The Company will continue to analyze the effects of the Tax Reform Act. Additional impacts from the Tax Reform Act will be recorded as they are identified during the measurement period as provided for in ASU 2018-05. The final impact of the Tax Reform Act may differ from the provisional amounts that have been recognized, possibly materially, due to, among other things, changes in the Company’s interpretation of the Tax Reform Act, legislative or administrative actions to clarify the intent of the statutory language provided that differ from the Company’s current interpretation, any changes in accounting standards for income taxes or related interpretations in response to the Tax Reform Act, or any updates or changes to estimates utilized to calculate the impacts, including changes to current year earnings estimates and applicable foreign exchange rates. Additionally, the Company’s U.S. tax returns for 2017 will be filed during the fourth quarter of 2018, and any changes to the tax positions for temporary differences compared to the estimates used for the provisional amounts will result in an adjustment to the estimated tax benefit recorded as of December 31, 2017. |
Restructuring, Acquisition and
Restructuring, Acquisition and Divestiture Related Costs | 3 Months Ended |
Mar. 30, 2018 | |
Restructuring And Related Activities [Abstract] | |
Restructuring, Acquisition and Divestiture Related Costs | 12. Restructuring, Acquisition and Divestiture Related Costs The following table summarizes restructuring, acquisition and divestiture related costs in the accompanying consolidated statements of operations (in thousands): Three March 30, March 31, 2018 2017 2016 restructuring $ — $ 33 2011 restructuring — 4 Total restructuring and divestiture related charges — 37 Acquisition and related charges 25 780 Total restructuring, acquisition and divestiture related costs $ 25 $ 817 2016 Restructuring During the third quarter of 2015, the Company initiated the 2016 restructuring program, which included consolidating certain manufacturing operations to optimize its facility footprint and better utilize resources, and reducing redundant costs due to productivity cost savings and business volume reductions. As of March 30, 2018, the Company incurred cumulative costs related to this restructuring plan totaling $6.5 million. The plan was completed in 2017. Rollforward of Accrued Expenses Related to Restructuring The following table summarizes the accrual activities, by component, related to the Company’s restructuring plans recorded in the accompanying consolidated balance sheets (in thousands): Total Severance Facility Depreciation Other Balance at December 31, 2017 $ 806 $ 39 $ 763 $ — $ 4 Restructuring charges — — — — — Cash payments (129 ) (32 ) (97 ) — — Non-cash write-offs and other adjustments — — — — — Balance at March 30, 2018 $ 677 $ 7 $ 666 $ — $ 4 Acquisition and Related Charges Acquisition related costs in connection with business combinations, including finders’ fees, legal, valuation, and other professional or consulting fees, totaled less than $0.1 million and $0.8 million for the three months ended March 30, 2018 and March 31, 2017, respectively. The majority of acquisition related costs for the three months ended March 30, 2018 and March 31, 2017 were included in Unallocated Corporate and Shared Services costs. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13. Commitments and Contingencies Leases The Company leases certain equipment and facilities under operating and capital lease agreements. There have been no material changes to the Company’s leases through March 30, 2018 from those discussed in Note 16 to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. Purchase Commitments There have been no material changes to the Company’s purchase commitments since December 31, 2017. Legal Contingencies The Company is subject to various legal proceedings and claims that arise in the ordinary course of business. The Company reviews the status of each significant matter and assesses the potential financial exposure on a quarterly basis. If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, the Company accrues a liability for the estimated loss. Significant judgment is required in both the determination of probability and the determination as to whether an exposure is reasonably estimable. Because of uncertainties related to these matters, accruals are based only on the best information available as of the date of the consolidated balance sheet. As additional information becomes available, the Company reassesses the potential liability related to any pending claims and litigation and may revise its estimates. The Company does not believe that the outcome of these claims will have a material adverse effect upon its consolidated financial statements but there can be no assurance that any such claims, or any similar claims, would not have a material adverse effect upon its consolidated financial statements. 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 the Company’s 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. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest | 3 Months Ended |
Mar. 30, 2018 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interest | 14. Redeemable Noncontrolling Interest As a result of the Company’s acquisition of additional outstanding shares of Laser Quantum from the remaining shareholders on January 10, 2017, the Company increased its ownership position in Laser Quantum from approximately 41% to approximately 76% and began to consolidate Laser Quantum in the consolidated financial statements. As part of the purchase agreement, the Company and the remaining shareholders entered into a call and put option agreement for the purchase and sale, in 2020, of all remaining Laser Quantum shares held by the remaining shareholders, subject to certain conditions. The purchase price for the remaining shares will be based on the proportionate share of the noncontrolling interest in Laser Quantum’s cash on hand as of December 31, 2019 and a multiple of Laser Quantum’s EBITDA for the twelve months ending December 31, 2019, as defined in the call and put option agreement. As a result of the put option held by the remaining shareholders, the noncontrolling interest is considered a redeemable equity instrument and is presented as temporary equity on the consolidated balance sheet. The proportionate share of the net income from Laser Quantum attributable to the noncontrolling interest has been reported as a reduction to the consolidated net income in the Company’s consolidated statement of operations and an increase to the carrying value of the redeemable noncontrolling interest. The initial value of the noncontrolling interest of £17.7 million ($21.6 million) was measured at fair value at the date of the acquisition. The value of the noncontrolling interest was determined using a combination of the discounted cash flow method (an income approach), the guideline public company method (a market approach), and the subject company transaction method (a market approach). The Company carries the redeemable noncontrolling interest at the higher of (i) the carrying value without any redemption value adjustments or (ii) the estimated redemption value as of the end of the reporting period. The estimated redemption value is determined as of the end of the reporting period as if it were also the redemption date for the instrument. The resulting adjustments are recorded in retained earnings in shareholders’ equity and do not affect net income attributable to Novanta Inc. However, these adjustments are included in the determination of earnings per common share (See Note 4). During the three months ended March 30, 2018, the Company increased the carrying amount of the redeemable noncontrolling interest by $5.4 million to reflect the estimated redemption value as of March 30, 2018. The following table presents the reconciliation of changes in the Company’s redeemable noncontrolling interest (in thousands): Redeemable Noncontrolling Interest Balance as of December 31, 2017 $ 46,923 Acquisition of noncontrolling interest (149 ) Net income attributable to noncontrolling interest 926 Adjustment of redeemable noncontrolling interest to estimated redemption value 5,399 Foreign currency translation 1,817 Balance as of March 30, 2018 $ 54,916 |
Segment Information
Segment Information | 3 Months Ended |
Mar. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | 15. Segment Information Reportable Segments The Company evaluates the performance of, and allocates resources to, its segments based on revenue, gross profit and operating profit. The Company’s reportable segments have been identified based on commonality and adjacency of technologies, applications and customers amongst the Company’s individual product lines. The Company determined that disclosing revenue by specific product was impracticable due to the highly customized and extensive portfolio of products offered to customers. The Company operates in three reportable segments: Photonics, Vision, and Precision Motion. The reportable segments and their principal activities are described below. Photonics The Photonics segment designs, manufactures and markets photonics-based solutions, including laser scanning and laser beam delivery, CO2 laser, continuous wave and ultrafast laser, and optical light engine products to customers worldwide. The segment serves highly demanding photonics-based applications such as industrial material processing, metrology, medical and life science imaging, DNA sequencing, and medical laser procedures. 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. Vision The Vision segment designs, manufactures and markets a range of medical grade technologies, including medical insufflators, pumps and related disposables; surgical displays and operating room integration technologies; optical data collection and machine vision technologies; radio frequency identification (“RFID”) technologies; thermal printers; spectrometry technologies; and embedded touch screen solutions. 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, precision motor and motion control technology, air bearing spindles and precision machined components 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. Reportable Segment Financial Information Revenue, gross profit, gross profit margin, operating income (loss), and depreciation and amortization by reportable segments were as follows (in thousands): Three March 30, March 31, 2018 2017 Revenue Photonics $ 61,831 $ 50,736 Vision 56,209 32,762 Precision Motion 28,925 25,476 Total $ 146,965 $ 108,974 Three March 30, March 31, 2018 2017 Gross Profit Photonics $ 29,555 $ 21,789 Vision 19,721 13,146 Precision Motion 13,260 11,518 Unallocated Corporate and Shared Services (377 ) (359 ) Total $ 62,159 $ 46,094 Three March 30, March 31, 2018 2017 Gross Profit Margin Photonics 47.8 % 42.9 % Vision 35.1 % 40.1 % Precision Motion 45.8 % 45.2 % Total 42.3 % 42.3 % Three March 30, March 31, 2018 2017 Operating Income (Loss) Photonics $ 15,323 $ 8,207 Vision 475 1,525 Precision Motion 8,607 7,164 Unallocated Corporate and Shared Services (7,178 ) (6,557 ) Total $ 17,227 $ 10,339 Three March 30, March 31, 2018 2017 Depreciation and Amortization Photonics $ 3,067 $ 3,244 Vision 5,174 2,437 Precision Motion 503 566 Unallocated Corporate and Shared Services 323 235 Total $ 9,067 $ 6,482 Revenue by Geography The Company aggregates geographic revenue based on the customer location where products are shipped. Revenue from these customers was as follows (in thousands): Three March 30, March 31, 2018 2017 United States $ 58,113 $ 47,211 Germany 20,069 14,298 Rest of Europe 27,060 13,582 China 15,603 11,475 Rest of Asia-Pacific 24,720 19,865 Other 1,400 2,543 Total $ 146,965 $ 108,974 The majority of revenue from our Photonics, Vision and Precision Motion segments is generated from sales to customers within the United States and Europe. Revenue by End Market The Company primarily operates in two end markets: the advanced industrial market and the medical market. Revenue by end market was approximately as follows: Three March 30, March 31, 2018 2017 Advanced Industrial 50 % 60 % Medical 50 % 40 % Total 100 % 100 % The majority of revenue from our Photonics and Precision Motion segments is generated from sales to customers in the advanced industrial market. The majority of revenue from our Vision segment is generated from sales to customers in the medical market. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 16. Subsequent Events Acquisition of Zettlex On May 1, 2018, the Company acquired Zettlex Holdings Limited (“Zettlex”), a Cambridge, United Kingdom-based provider of inductive encoders that can provide absolute and accurate positioning even in extreme operating environments to OEMs in the medical and advanced industrial markets. Zettlex will be included in our Precision Motion reportable segment. Information required by ASC 805-10, “Business Combinations,” is not disclosed herein as the Company is in the process of gathering information for its purchase accounting evaluation, including purchase price allocation and other related disclosures. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Novanta Inc. and its subsidiaries (collectively referred to as “Novanta”, the “Company”, “we”, “us”, “our”) is a leading global supplier of core technology solutions that give medical and advanced industrial original equipment manufacturers (“OEMs”) a competitive advantage. We combine deep proprietary technology expertise and competencies in photonics, vision and precision motion with a proven ability to solve complex technical challenges. This enables Novanta to engineer core components and sub-systems that deliver extreme precision and performance, tailored to our customers’ demanding applications. The accompanying unaudited interim consolidated financial statements have been prepared by the Company in U.S. dollars and pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”), the instructions to Form 10-Q and the provisions of Regulation S-X pertaining to interim financial statements. Accordingly, certain information and footnote disclosures normally included in the financial statements prepared in accordance with accounting principles generally accepted in the U.S. have been condensed or omitted pursuant to such rules and regulations. The interim consolidated financial statements and notes included in this report should be read in conjunction with the financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. In the opinion of management, these interim consolidated financial statements include all adjustments and accruals of a normal and recurring nature necessary to fairly state the results of the interim periods presented. The results for interim periods are not necessarily indicative of results to be expected for the full year or for any future periods. Prior to January 10, 2017, the Company had an approximately 41% ownership interest in Laser Quantum Limited (“Laser Quantum”), a privately held company located in the United Kingdom, which was accounted for under the equity method of accounting. On January 10, 2017, the Company acquired an additional approximately 35% of the outstanding shares of Laser Quantum. As a result of this transaction, the Company’s ownership position in Laser Quantum increased from approximately 41% to approximately 76%. Since January 10, 2017, Laser Quantum has been consolidated in the Company’s consolidated financial statements. The Company’s unaudited interim financial statements are prepared for each quarterly period 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. |
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 revenue and expenses during the reporting periods. 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. The Company evaluates its estimates based on historical experience, current conditions and various other assumptions that it believes are reasonable under the circumstances. Actual results could differ significantly from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The following table provides a brief description of recent Accounting Standard Updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”): Standard Description Effective Date Effect on the Financial Statements or Other Significant Matters In March 2018, the FASB issued ASU 2018-05, “Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118.” ASU 2018-05 allows SEC registrants to record provisional amounts in earnings for the year ended December 31, 2017 due to the complexities involved in accounting for the income tax effects of the U.S. Tax Cuts and Jobs Act (the “Tax Reform Act”). Companies have up to one year from the enactment of the Tax Reform Act (the “measurement period”) to obtain, prepare, and analyze the information that is needed in order to complete the accounting under Accounting Standards Codification (“ASC”) Topic 740. Any provisional amounts or adjustments to provisional amounts during the measurement period should be included in income from continuing operations as an adjustment to tax provision (benefit) in the reporting period in which the amounts are determined. January 1, 2018. The Company adopted ASU 2018-05 during the first quarter of 2018. See Note 11. In May 2017, the FASB issued ASU 2017-09, “Compensation – Stock Compensation (Topic 718).” ASU 2017-09 requires that an entity account for the effects of a modification unless (i) the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified; (ii) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and (iii) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. ASU 2017-09 should be applied prospectively to an award modified on or after the adoption date. January 1, 2018. Early adoption is permitted. The Company adopted ASU 2017-09 during the first quarter of 2018. The adoption of ASU 2017-09 did not have a material impact on the Company’s consolidated financial statements. In March 2017, the FASB issued ASU 2017-07, “Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.” ASU 2017-07 requires employers that offer or maintain defined benefit plans to disaggregate the service component from the other components of net benefit cost and provides guidance on the presentation of the service component and the other components of net benefit cost in the statement of operations. ASU 2017-07 should be applied retrospectively for the presentation of net periodic pension cost in the income statement. January 1, 2018. Early adoption is permitted. The Company retrospectively adopted ASU 2017-07 during the first quarter of 2018. The adoption of ASU 2017-07 resulted in the reclassification of $0.1 million of the Company’s net periodic pension cost related to its frozen U.K. pension plan from Selling, general and administrative expenses into Other income (expense) in the consolidated statement of operations for the three months ended March 31, 2017. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory.” ASU 2016-16 requires that an entity recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. ASU 2016-16 shall be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. January 1, 2018. Early adoption is permitted. The Company adopted ASU 2016-16 during the first quarter of 2018 using the modified retrospective approach. The adoption resulted in the reclassification of $2.5 million of Prepaid income taxes and income taxes receivable, of which $2.2 million was recorded to Accumulated deficit and $0.3 million was recognized as net deferred tax assets, for the three months ended March 30, 2018. The Company will recognized incremental deferred income tax expense thereafter as these net deferred tax assets are utilized. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers – Deferral of the Effective Date.” ASU 2014-09 supersedes the revenue recognition requirements in ASC Topic 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 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgements and changes in judgements and assets recognized from costs incurred to fulfill a contract. ASU 2015-14 deferred the effective date of ASU 2014-09 by one year. January 1, 2018. The Company adopted ASU 2014-09 during the first quarter of 2018 using the modified retrospective method. ASU 2014-09 has been applied to those contracts which were not completed as of January 1, 2018 and all new contracts entered into by the Company subsequent to January 1, 2018. All prior period financial statements and disclosures are presented in accordance with Topic 605. The adoption of ASU 2014-09 did not have an impact on the Company’s Accumulated deficit. See Note 2. In February 2018, the FASB issued ASU 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.” ASU 2018-02 allows an entity to reclassify the income tax effects of the Tax Reform Act on items within accumulated other comprehensive income to retained earnings. ASU 2018-02 shall be applied either in the period of adoption or retrospectively to each period (or periods) in which the effects of the change in the U.S. federal corporate income tax rate in the Tax Reform Act is recognized. January 1, 2019. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2018-02 on its consolidated financial statements. In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities.” ASU 2017-12 amends and simplifies existing guidance in order to better align a company’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results in the financial statements. ASU 2017-12 should be applied to hedging relationships existing on the date of adoption. The effect of the adoption should be reflected as of the beginning of the fiscal year of adoption. January 1, 2019. Early adoption is permitted. The Company does not expect the adoption of ASU 2017-12 to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, “Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” ASU 2017-04 simplifies the accounting for goodwill impairment by removing Step-two of the goodwill impairment test, which requires a hypothetical purchase price allocation. ASU 2017-04 should be applied on a prospective basis. January 1, 2020. Early adoption is permitted. The Company is currently evaluating the impact of the new standard on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” ASU 2016-02 requires a lessee to recognize on the balance sheet a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term for both finance and operating leases and to disclose key information about leasing arrangements. ASU 2016-02 should be applied at the beginning of the earliest period presented in the financial statements using a modified retrospective approach. January 1, 2019. Early adoption is permitted. The Company is currently evaluating the potential impact of this guidance and an appropriate implementation strategy. While the Company’s evaluation of this guidance is in the early stages, the Company expects that the adoption of this guidance will result in a gross-up of assets and liabilities on its consolidated balance sheet. The Company plans to adopt the standard effective January 1, 2019 but has not yet selected a transition method. |
Accumulated Other Comprehensi24
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Mar. 30, 2018 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Income (Loss) | Changes in accumulated other comprehensive income (loss) was as follows (in thousands): Total Accumulated Other Cumulative Pension Comprehensive Translation Liability Income (Loss) Adjustments Adjustments Balance at December 31, 2017 $ (17,880 ) $ (8,313 ) $ (9,567 ) Other comprehensive income (loss) 3,309 3,671 (362 ) Amounts reclassified from accumulated other comprehensive income (loss) (1) 246 — 246 Balance at March 30, 2018 $ (14,325 ) $ (4,642 ) $ (9,683 ) (1) The amounts reclassified from other comprehensive income (loss) were included in other income (expense), net in the consolidated statements of operations. |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 3 Months Ended |
Mar. 30, 2018 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings per Common Share | The following table sets forth the computation of basic and diluted earnings per common share (amounts in thousands, except per share data): Three March 30, March 31, 2018 2017 Numerators: Consolidated net income $ 12,837 $ 34,274 Less: Net income attributable to noncontrolling interest (926 ) (22 ) Net income attributable to Novanta Inc. 11,911 34,252 Less: Adjustment of redeemable noncontrolling interest to estimated redemption value (see Note 14) (5,399 ) — Net income attributable to Novanta Inc. after adjustment of redeemable noncontrolling interest to estimated redemption value $ 6,512 $ 34,252 Denominators: Weighted average common shares outstanding— basic 34,887 34,765 Dilutive potential common shares 541 360 Weighted average common shares outstanding— diluted 35,428 35,125 Antidilutive common shares excluded from above 12 — Earnings per Common Share Attributable to Novanta Inc.: Basic $ 0.19 $ 0.99 Diluted $ 0.18 $ 0.98 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Values of Financial Assets and Liabilities | The following table summarizes the fair values of the Company’s financial assets and liabilities as of March 30, 2018 (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 $ 2,725 $ 2,725 $ — $ — Prepaid expenses and other current assets: Foreign currency forward contracts 27 — 27 — $ 2,752 $ 2,725 $ 27 $ — Liabilities Accrued expenses and other current liabilities: Foreign currency forward contracts $ 180 $ — $ 180 $ — Other liabilities: Contingent consideration - Long-term 1,304 — — 1,304 $ 1,484 $ — $ 180 $ 1,304 The following table summarizes the fair values of the Company’s financial assets and liabilities as of December 31, 2017 (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 $ 2,665 $ 2,665 $ — $ — Prepaid expenses and other current assets: Foreign currency forward contracts 150 — 150 — $ 2,815 $ 2,665 $ 150 $ — Liabilities Accrued expenses and other current liabilities: Contingent consideration - Current $ 2,800 $ — $ — $ 2,800 Foreign currency forward contracts (1) — — — — Other liabilities: Contingent consideration - Long-term 1,304 — — 1,304 $ 4,104 $ — $ — $ 4,104 (1) The unrealized loss from foreign currency forward contracts was nominal as of December 31, 2017. |
Changes in Fair Value of Level 3 Contingent Consideration | Changes in the fair value of Level 3 contingent consideration during the three months ended March 30, 2018 were as follows (in thousands): Contingent Consideration Balance at December 31, 2017 $ 4,104 Payments (2,800 ) Balance at March 30, 2018 $ 1,304 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Goodwill | The following table summarizes changes in goodwill during the three months ended March 30, 2018 (in thousands): Balance at beginning of the period $ 210,988 Effect of foreign exchange rate changes 2,834 Balance at end of the period $ 213,822 |
Goodwill by Reportable Segment | Goodwill by reportable segment as of March 30, 2018 was as follows (in thousands): Reportable Segment Photonics Vision Precision Motion Total Goodwill $ 172,137 $ 158,951 $ 33,963 $ 365,051 Accumulated impairment of goodwill (102,461 ) (31,722 ) (17,046 ) (151,229 ) Total $ 69,676 $ 127,229 $ 16,917 $ 213,822 Goodwill by reportable segment as of December 31, 2017 was as follows (in thousands): Reportable Segment Photonics Vision Precision Motion Total Goodwill $ 170,818 $ 157,436 $ 33,963 $ 362,217 Accumulated impairment of goodwill (102,461 ) (31,722 ) (17,046 ) (151,229 ) Total $ 68,357 $ 125,714 $ 16,917 $ 210,988 |
Intangible Assets | Intangible assets as of March 30, 2018 and December 31, 2017, respectively, are summarized as follows (in thousands): March 30, 2018 December 31, 2017 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizable intangible assets: Patents and developed technologies $ 132,319 $ (80,121 ) $ 52,198 $ 130,890 $ (77,295 ) $ 53,595 Customer relationships 133,707 (55,408 ) 78,299 131,809 (52,015 ) 79,794 Customer backlog 2,594 (2,409 ) 185 2,524 (2,284 ) 240 Non-compete covenant 2,514 (2,090 ) 424 2,514 (1,956 ) 558 Trademarks and trade names 15,909 (8,226 ) 7,683 15,708 (7,874 ) 7,834 Amortizable intangible assets 287,043 (148,254 ) 138,789 283,445 (141,424 ) 142,021 Non-amortizable intangible assets: Trade names 13,027 — 13,027 13,027 — 13,027 Totals $ 300,070 $ (148,254 ) $ 151,816 $ 296,472 $ (141,424 ) $ 155,048 |
Amortization Expense of Intangible Assets | Amortization expense was as follows (in thousands): Three March 30, March 31, 2018 2017 Amortization expense – cost of revenue $ 2,480 $ 1,641 Amortization expense – operating expenses 3,698 2,849 Total amortization expense $ 6,178 $ 4,490 |
Estimated Amortization Expense | Estimated amortization expense for each of the five succeeding years and thereafter as of March 30, 2018 was as follows (in thousands): Year Ending December 31, Cost of Revenue Operating Expenses Total 2018 (remainder of year) $ 7,457 $ 11,114 $ 18,571 2019 9,057 13,767 22,824 2020 8,137 11,290 19,427 2021 7,224 10,465 17,689 2022 5,791 8,778 14,569 Thereafter 14,532 31,177 45,709 Total $ 52,198 $ 86,591 $ 138,789 |
Supplementary Balance Sheet I28
Supplementary Balance Sheet Information (Tables) | 3 Months Ended |
Mar. 30, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Inventories | Inventories March 30, December 31, 2018 2017 Raw materials $ 64,228 $ 57,277 Work-in-process 15,478 14,847 Finished goods 16,140 16,443 Demo and consigned inventory 2,966 2,711 Total inventories $ 98,812 $ 91,278 |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities March 30, December 31, 2018 2017 Accrued compensation and benefits $ 15,004 $ 17,348 Accrued warranty 5,054 4,835 Customer deposits 3,521 3,634 Other 14,663 17,497 Total $ 38,242 $ 43,314 |
Accrued Warranty | Accrued Warranty Three Months Ended March 30, 2018 March 31, 2017 Balance at beginning of the period $ 4,835 $ 3,142 Provision charged to cost of revenue 722 799 Warranty liabilities acquired from acquisitions — 419 Use of provision (560 ) (442 ) Foreign currency exchange rate changes 57 7 Balance at end of period $ 5,054 $ 3,925 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt consisted of the following (in thousands): March 30, December 31, 2018 2017 Senior Credit Facilities – term loan $ 9,200 $ 9,200 Less: unamortized debt issuance costs (77 ) (81 ) Total current portion of long-term debt $ 9,123 $ 9,119 Senior Credit Facilities – term loan $ 76,825 $ 79,125 Senior Credit Facilities – revolving credit facility 150,124 149,453 Less: unamortized debt issuance costs (2,851 ) (3,078 ) Total long-term debt $ 224,098 $ 225,500 Total Senior Credit Facilities $ 233,221 $ 234,619 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 3 Months Ended |
Mar. 30, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Share-Based Compensation Expense Recorded In Consolidated Net Income in the Consolidated Statements of Operations | The table below summarizes share-based compensation expense recorded in consolidated net income in the consolidated statements of operations (in thousands): Three March 30, March 31, 2018 2017 Selling, general and administrative $ 1,924 $ 1,358 Research and development and engineering 84 43 Cost of revenue 36 68 Total share-based compensation expense $ 2,044 $ 1,469 |
Fair Value of TSR Performance-Based Restricted Stock Units Estimated Using Monte-Carol Valuation Model | The fair value of the TSR-PSUs at the date of grant was estimated using the Monte-Carlo valuation model with the following assumptions: Three Months Ended March 30, 2018 Grant-date stock price $ 53.85 Expected volatility 30.35 % Risk-free interest rate 2.37 % Expected annual dividend yield — Fair value $ 70.49 |
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 RSUs and DSUs issued and outstanding under the Company’s Amended and Restated 2010 Incentive Plan during the three months ended March 30, 2018: Shares (In thousands) Weighted Average Grant Date Fair Value Unvested at December 31, 2017 614 $ 18.35 Granted 114 $ 53.62 Vested (166 ) $ 18.50 Forfeited — $ — Unvested at March 30, 2018 562 $ 25.43 Expected to vest as of March 30, 2018 523 |
Performance-Based Awards Issued and Outstanding | The table below summarizes the activities relating to the performance-based awards issued and outstanding under the Company’s Amended and Restated 2010 Incentive Plan during the three months ended March 30, 2018: Shares (In thousands) Weighted Average Grant Date Fair Value Unvested at December 31, 2017 89 $ 24.00 Granted 48 $ 62.17 Vested — $ — Forfeited — $ — Unvested at March 30, 2018 137 $ 37.28 |
Restructuring, Acquisition an31
Restructuring, Acquisition and Divestiture Related Costs (Tables) | 3 Months Ended |
Mar. 30, 2018 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Restructuring, Acquisition and Divestiture Related Costs | The following table summarizes restructuring, acquisition and divestiture related costs in the accompanying consolidated statements of operations (in thousands): Three March 30, March 31, 2018 2017 2016 restructuring $ — $ 33 2011 restructuring — 4 Total restructuring and divestiture related charges — 37 Acquisition and related charges 25 780 Total restructuring, acquisition and divestiture related costs $ 25 $ 817 |
Summary of Accrual Activities by Components Related to Company's Restructuring Plans | The following table summarizes the accrual activities, by component, related to the Company’s restructuring plans recorded in the accompanying consolidated balance sheets (in thousands): Total Severance Facility Depreciation Other Balance at December 31, 2017 $ 806 $ 39 $ 763 $ — $ 4 Restructuring charges — — — — — Cash payments (129 ) (32 ) (97 ) — — Non-cash write-offs and other adjustments — — — — — Balance at March 30, 2018 $ 677 $ 7 $ 666 $ — $ 4 |
Redeemable Noncontrolling Int32
Redeemable Noncontrolling Interest (Tables) | 3 Months Ended |
Mar. 30, 2018 | |
Noncontrolling Interest [Abstract] | |
Schedule of Reconciliation of Changes in Noncontrolling Interest | The following table presents the reconciliation of changes in the Company’s redeemable noncontrolling interest (in thousands): Redeemable Noncontrolling Interest Balance as of December 31, 2017 $ 46,923 Acquisition of noncontrolling interest (149 ) Net income attributable to noncontrolling interest 926 Adjustment of redeemable noncontrolling interest to estimated redemption value 5,399 Foreign currency translation 1,817 Balance as of March 30, 2018 $ 54,916 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 30, 2018 | |
Segment Reporting [Abstract] | |
Revenue, Gross Profit, Gross Profit Margin, Operating Income (Loss), and Depreciation and Amortization by Reportable Segments | Revenue, gross profit, gross profit margin, operating income (loss), and depreciation and amortization by reportable segments were as follows (in thousands): Three March 30, March 31, 2018 2017 Revenue Photonics $ 61,831 $ 50,736 Vision 56,209 32,762 Precision Motion 28,925 25,476 Total $ 146,965 $ 108,974 Three March 30, March 31, 2018 2017 Gross Profit Photonics $ 29,555 $ 21,789 Vision 19,721 13,146 Precision Motion 13,260 11,518 Unallocated Corporate and Shared Services (377 ) (359 ) Total $ 62,159 $ 46,094 Three March 30, March 31, 2018 2017 Gross Profit Margin Photonics 47.8 % 42.9 % Vision 35.1 % 40.1 % Precision Motion 45.8 % 45.2 % Total 42.3 % 42.3 % Three March 30, March 31, 2018 2017 Operating Income (Loss) Photonics $ 15,323 $ 8,207 Vision 475 1,525 Precision Motion 8,607 7,164 Unallocated Corporate and Shared Services (7,178 ) (6,557 ) Total $ 17,227 $ 10,339 Three March 30, March 31, 2018 2017 Depreciation and Amortization Photonics $ 3,067 $ 3,244 Vision 5,174 2,437 Precision Motion 503 566 Unallocated Corporate and Shared Services 323 235 Total $ 9,067 $ 6,482 |
Schedule of Geographic Revenue | The Company aggregates geographic revenue based on the customer location where products are shipped. Revenue from these customers was as follows (in thousands): Three March 30, March 31, 2018 2017 United States $ 58,113 $ 47,211 Germany 20,069 14,298 Rest of Europe 27,060 13,582 China 15,603 11,475 Rest of Asia-Pacific 24,720 19,865 Other 1,400 2,543 Total $ 146,965 $ 108,974 |
Revenue By End Market | The Company primarily operates in two end markets: the advanced industrial market and the medical market. Revenue by end market was approximately as follows: Three March 30, March 31, 2018 2017 Advanced Industrial 50 % 60 % Medical 50 % 40 % Total 100 % 100 % |
Basis of Presentation - Additio
Basis of Presentation - Additional information (Details) - Laser Quantum | Jan. 10, 2017 | Jan. 09, 2017 | Mar. 31, 2017 |
Basis Of Presentation [Line Items] | |||
Equity method investment ownership percentage on Laser Quantum | 76.00% | 41.00% | |
Percentage of additional shares acquired | 35.00% | 35.00% |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 30, 2018 | Jan. 01, 2018 | |
Adoption of Topic 606 | ||
Revenue [Line Items] | ||
Contract liabilities | $ 5.3 | $ 5.4 |
Revenue recognized | $ 1.7 | |
Warranties | ||
Revenue [Line Items] | ||
Standard product warranty description | The Company generally provides warranties for its products. The standard warranty period is typically 12 months to 24 months for the Photonics and Precision Motion segments and 12 months to 36 months for the Vision 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 reasonably estimate the amount of the liability. | |
Accounts Receivable | ||
Revenue [Line Items] | ||
Standard payment terms | 30 days | |
Maximum | ||
Revenue [Line Items] | ||
Percentage of revenue for professional services | 3.00% | |
Period when revenue for professional and engineering services requested under customer contract is recognized | 1 month | |
Incremental Cost amortization expected period | 1 year | |
Customer payment period | 1 year | |
Remaining performance obligation for contracts | 1 year | |
Maximum | Photonics and Precision Motion | Warranties | ||
Revenue [Line Items] | ||
Standard warranty period on products | 24 months | |
Maximum | Vision | Warranties | ||
Revenue [Line Items] | ||
Standard warranty period on products | 36 months | |
Minimum | Photonics and Precision Motion | Warranties | ||
Revenue [Line Items] | ||
Standard warranty period on products | 12 months | |
Minimum | Vision | Warranties | ||
Revenue [Line Items] | ||
Standard warranty period on products | 12 months |
Accumulated Other Comprehensi36
Accumulated Other Comprehensive Income (Loss) (Details) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018USD ($) | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning Balance | $ 311,545 | |
Other comprehensive income (loss) | 3,309 | |
Amounts reclassified from accumulated other comprehensive income (loss) | 246 | [1] |
Ending Balance | 318,611 | |
Total Accumulated Other Comprehensive Income (Loss) | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning Balance | (17,880) | |
Ending Balance | (14,325) | |
Cumulative Translation Adjustments | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning Balance | (8,313) | |
Other comprehensive income (loss) | 3,671 | |
Ending Balance | (4,642) | |
Pension Liability Adjustments | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning Balance | (9,567) | |
Other comprehensive income (loss) | (362) | |
Amounts reclassified from accumulated other comprehensive income (loss) | 246 | [1] |
Ending Balance | $ (9,683) | |
[1] | The amounts reclassified from other comprehensive income (loss) were included in other income (expense), net in the consolidated statements of operations. |
Computation of Basic and Dilute
Computation of Basic and Diluted Earnings per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Numerators: | ||
Consolidated net income | $ 12,837 | $ 34,274 |
Less: Net income attributable to noncontrolling interest | (926) | (22) |
Net income attributable to Novanta Inc. | 11,911 | 34,252 |
Less: Adjustment of redeemable noncontrolling interest to estimated redemption value (see Note 14) | (5,399) | |
Net income attributable to Novanta Inc. after adjustment of redeemable noncontrolling interest to estimated redemption value | $ 6,512 | $ 34,252 |
Denominators: | ||
Weighted average common shares outstanding—basic | 34,887 | 34,765 |
Dilutive potential common shares | 541 | 360 |
Weighted average common shares outstanding— diluted | 35,428 | 35,125 |
Antidilutive common shares excluded from above | 12 | |
Earnings per Common Share Attributable to Novanta Inc.: | ||
Basic | $ 0.19 | $ 0.99 |
Diluted | $ 0.18 | $ 0.98 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) $ in Thousands, € in Millions | 1 Months Ended | 3 Months Ended | |||||
Jan. 31, 2018USD ($) | Mar. 30, 2018USD ($)Installment | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 14, 2016USD ($) | Dec. 14, 2016EUR (€) | Feb. 19, 2015USD ($) | |
Business Acquisition Contingent Consideration [Line Items] | |||||||
Payments of contingent consideration | $ 2,800 | ||||||
Video Signal Processing and Management Technologies | |||||||
Business Acquisition Contingent Consideration [Line Items] | |||||||
Date of Acquisition Agreement | Dec. 14, 2016 | ||||||
Number of contingent consideration installments | Installment | 4 | ||||||
Undiscounted range of outcomes, minimum | $ 0 | ||||||
Undiscounted range of outcomes, maximum | $ 6,600 | € 5.5 | |||||
Video Signal Processing and Management Technologies | Long-term Liability in Other Liabilities | |||||||
Business Acquisition Contingent Consideration [Line Items] | |||||||
Estimated fair value of contingent consideration | $ 1,300 | ||||||
Applimotion Inc. | |||||||
Business Acquisition Contingent Consideration [Line Items] | |||||||
Number of contingent consideration installments | Installment | 2 | ||||||
Business combination, date of agreement | Feb. 19, 2015 | ||||||
Name of acquired entity | Applimotion Inc | ||||||
Estimated fair value of contingent consideration | $ 2,800 | $ 1,000 | |||||
Payments of contingent consideration | $ 2,800 | $ 1,200 |
Fair Values of Financial Assets
Fair Values of Financial Assets and Liabilities (Details) - Fair Value Measurements Recurring - USD ($) $ in Thousands | Mar. 30, 2018 | Dec. 31, 2017 |
Assets | ||
Cash equivalents | $ 2,725 | $ 2,665 |
Assets, fair value | 2,752 | 2,815 |
Liabilities | ||
Liabilities, fair value | 1,484 | 4,104 |
Prepaid Expenses and Other Current Assets | ||
Assets | ||
Foreign currency forward contracts | 27 | 150 |
Other Liabilities | ||
Liabilities | ||
Contingent consideration - Long-term | 1,304 | 1,304 |
Accrued Expenses And Other Current Liabilities | ||
Liabilities | ||
Foreign currency forward contracts | 180 | |
Contingent consideration - Current | 2,800 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets | ||
Cash equivalents | 2,725 | 2,665 |
Assets, fair value | 2,725 | 2,665 |
Significant Other Observable Inputs (Level 2) | ||
Assets | ||
Assets, fair value | 27 | 150 |
Liabilities | ||
Liabilities, fair value | 180 | |
Significant Other Observable Inputs (Level 2) | Prepaid Expenses and Other Current Assets | ||
Assets | ||
Foreign currency forward contracts | 27 | 150 |
Significant Other Observable Inputs (Level 2) | Accrued Expenses And Other Current Liabilities | ||
Liabilities | ||
Foreign currency forward contracts | 180 | |
Significant Other Unobservable Inputs (Level 3) | ||
Liabilities | ||
Liabilities, fair value | 1,304 | 4,104 |
Significant Other Unobservable Inputs (Level 3) | Other Liabilities | ||
Liabilities | ||
Contingent consideration - Long-term | $ 1,304 | 1,304 |
Significant Other Unobservable Inputs (Level 3) | Accrued Expenses And Other Current Liabilities | ||
Liabilities | ||
Contingent consideration - Current | $ 2,800 |
Summary of Changes in the Fair
Summary of Changes in the Fair Value of Level 3 Contingent Consideration (Details) $ in Thousands | 3 Months Ended |
Mar. 30, 2018USD ($) | |
Fair Value Disclosures [Abstract] | |
Beginning balance | $ 4,104 |
Payments | (2,800) |
Ending balance | $ 1,304 |
Foreign Currency Contracts - Ad
Foreign Currency Contracts - Additional Information (Details) - Foreign Currency Forward Contracts $ in Millions | 3 Months Ended |
Mar. 30, 2018USD ($) | |
Derivative [Line Items] | |
Aggregate notional amount of foreign currency forward contracts | $ 27.5 |
Fair value of foreign currency forward contracts | 0.2 |
Foreign Exchange Transaction Gains (Losses) | |
Derivative [Line Items] | |
Net gain (loss) on foreign currency forward contracts | $ 0.7 |
Goodwill and Intangible Asset42
Goodwill and Intangible Assets - Additional Information (Details) | 3 Months Ended |
Jun. 30, 2017USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Impairment of goodwill and intangible assets | $ 0 |
Summary of Changes in Goodwill
Summary of Changes in Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 30, 2018USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Balance at beginning of the period | $ 210,988 |
Effect of foreign exchange rate changes | 2,834 |
Balance at end of the period | $ 213,822 |
Goodwill By Reportable Segment
Goodwill By Reportable Segment (Details) - USD ($) $ in Thousands | Mar. 30, 2018 | Dec. 31, 2017 |
Goodwill [Line Items] | ||
Goodwill | $ 365,051 | $ 362,217 |
Accumulated impairment of goodwill | (151,229) | (151,229) |
Total | 213,822 | 210,988 |
Photonics | ||
Goodwill [Line Items] | ||
Goodwill | 172,137 | 170,818 |
Accumulated impairment of goodwill | (102,461) | (102,461) |
Total | 69,676 | 68,357 |
Vision | ||
Goodwill [Line Items] | ||
Goodwill | 158,951 | 157,436 |
Accumulated impairment of goodwill | (31,722) | (31,722) |
Total | 127,229 | 125,714 |
Precision Motion | ||
Goodwill [Line Items] | ||
Goodwill | 33,963 | 33,963 |
Accumulated impairment of goodwill | (17,046) | (17,046) |
Total | $ 16,917 | $ 16,917 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 30, 2018 | Dec. 31, 2017 |
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | $ 287,043 | $ 283,445 |
Amortizable intangible assets, accumulated amortization | (148,254) | (141,424) |
Amortizable intangible assets, net carrying amount | 138,789 | 142,021 |
Non-amortizable intangible assets | 13,027 | 13,027 |
Gross carrying amount | 300,070 | 296,472 |
Net carrying amount | 151,816 | 155,048 |
Patents and Developed Technologies | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 132,319 | 130,890 |
Amortizable intangible assets, accumulated amortization | (80,121) | (77,295) |
Amortizable intangible assets, net carrying amount | 52,198 | 53,595 |
Customer Relationships | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 133,707 | 131,809 |
Amortizable intangible assets, accumulated amortization | (55,408) | (52,015) |
Amortizable intangible assets, net carrying amount | 78,299 | 79,794 |
Customer Backlog | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 2,594 | 2,524 |
Amortizable intangible assets, accumulated amortization | (2,409) | (2,284) |
Amortizable intangible assets, net carrying amount | 185 | 240 |
Non-compete Covenant | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 2,514 | 2,514 |
Amortizable intangible assets, accumulated amortization | (2,090) | (1,956) |
Amortizable intangible assets, net carrying amount | 424 | 558 |
Trademarks and Trade Names | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 15,909 | 15,708 |
Amortizable intangible assets, accumulated amortization | (8,226) | (7,874) |
Amortizable intangible assets, net carrying amount | $ 7,683 | $ 7,834 |
Amortization Expense of Intangi
Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Amortization expense – cost of revenue | $ 2,480 | $ 1,641 |
Amortization expense – operating expenses | 3,698 | 2,849 |
Total amortization expense | $ 6,178 | $ 4,490 |
Estimated Amortization Expense
Estimated Amortization Expense (Details) - USD ($) $ in Thousands | Mar. 30, 2018 | Dec. 31, 2017 |
Finite Lived Intangible Assets [Line Items] | ||
2018 (remainder of year) | $ 18,571 | |
2,019 | 22,824 | |
2,020 | 19,427 | |
2,021 | 17,689 | |
2,022 | 14,569 | |
Thereafter | 45,709 | |
Amortizable intangible assets, net carrying amount | 138,789 | $ 142,021 |
Cost of Revenue | ||
Finite Lived Intangible Assets [Line Items] | ||
2018 (remainder of year) | 7,457 | |
2,019 | 9,057 | |
2,020 | 8,137 | |
2,021 | 7,224 | |
2,022 | 5,791 | |
Thereafter | 14,532 | |
Amortizable intangible assets, net carrying amount | 52,198 | |
Operating Expenses | ||
Finite Lived Intangible Assets [Line Items] | ||
2018 (remainder of year) | 11,114 | |
2,019 | 13,767 | |
2,020 | 11,290 | |
2,021 | 10,465 | |
2,022 | 8,778 | |
Thereafter | 31,177 | |
Amortizable intangible assets, net carrying amount | $ 86,591 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 30, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 64,228 | $ 57,277 |
Work-in-process | 15,478 | 14,847 |
Finished goods | 16,140 | 16,443 |
Demo and consigned inventory | 2,966 | 2,711 |
Total inventories | $ 98,812 | $ 91,278 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 30, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Other Liabilities Disclosure [Abstract] | ||||
Accrued compensation and benefits | $ 15,004 | $ 17,348 | ||
Accrued warranty | 5,054 | 4,835 | $ 3,925 | $ 3,142 |
Customer deposits | 3,521 | 3,634 | ||
Other | 14,663 | 17,497 | ||
Total | $ 38,242 | $ 43,314 |
Accrued Warranty (Details)
Accrued Warranty (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Product Warranties Disclosures [Abstract] | ||
Balance at beginning of the period | $ 4,835 | $ 3,142 |
Provision charged to cost of revenue | 722 | 799 |
Warranty liabilities acquired from acquisitions | 419 | |
Use of provision | (560) | (442) |
Foreign currency exchange rate changes | 57 | 7 |
Balance at end of period | $ 5,054 | $ 3,925 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Mar. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Total current portion of long-term debt | $ 9,123 | $ 9,119 |
Total long-term debt | 224,098 | 225,500 |
Total Senior Credit Facilities | 233,221 | 234,619 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Current portion of long-term debt, Gross | 9,200 | 9,200 |
Long-term debt, Gross | 76,825 | 79,125 |
Term Loan And Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Less: unamortized debt issuance costs | (77) | (81) |
Less: unamortized debt issuance costs | (2,851) | (3,078) |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, Gross | $ 150,124 | $ 149,453 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Feb. 26, 2018 | Aug. 31, 2017 | Mar. 30, 2018 | Dec. 31, 2017 | Jul. 28, 2017 | May 19, 2016 |
Debt Instrument [Line Items] | ||||||
Long-term debt including current maturities | $ 233,221,000 | $ 234,619,000 | ||||
Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Current portion of long-term debt | $ 9,200,000 | $ 9,200,000 | ||||
Second Amended and Restated Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Maximum consolidated leverage ratio | 300.00% | |||||
Second Amended and Restated Credit Agreement | Permitted Acquisitions and Stock Repurchases | ||||||
Debt Instrument [Line Items] | ||||||
Maximum consolidated leverage ratio | 250.00% | |||||
Second Amended and Restated Credit Agreement | Designated Acquisition | ||||||
Debt Instrument [Line Items] | ||||||
Maximum consolidated leverage ratio | 300.00% | |||||
Second Amended and Restated Credit Agreement | Four Consecutive Quarters Following Designated Acquisition | ||||||
Debt Instrument [Line Items] | ||||||
Maximum consolidated leverage ratio | 350.00% | |||||
Second Amended and Restated Credit Agreement | Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt including current maturities | $ 65,600,000 | |||||
Second Amended and Restated Credit Agreement | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 225,000,000 | |||||
Third Amendment | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, frequency of periodic payment | quarterly | |||||
Revolving credit facility maturity year | 2021-05 | |||||
Third Amendment | Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt including current maturities | $ 90,600,000 | |||||
Quarterly installments payable on term loan | 2,300,000 | |||||
Debt instrument, final installment amount | 56,100,000 | |||||
Current portion of long-term debt | $ 9,200,000 | |||||
Third Amendment | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Increases the revolving credit facility | 100,000,000 | |||||
Maximum borrowing capacity | 325,000,000 | |||||
Line of credit facility accordion feature | $ 125,000,000 | |||||
Fourth Amendment | ||||||
Debt Instrument [Line Items] | ||||||
Maximum consolidated leverage ratio | 350.00% | |||||
Fourth Amendment | Permitted Acquisitions and Stock Repurchases | ||||||
Debt Instrument [Line Items] | ||||||
Maximum consolidated leverage ratio | 300.00% | |||||
Fourth Amendment | Designated Acquisition | ||||||
Debt Instrument [Line Items] | ||||||
Maximum consolidated leverage ratio | 350.00% | |||||
Fourth Amendment | Four Consecutive Quarters Following Designated Acquisition | ||||||
Debt Instrument [Line Items] | ||||||
Maximum consolidated leverage ratio | 400.00% |
Share-based Compensation - Shar
Share-based Compensation - Share-Based Compensation Expense Recorded In Consolidated Net Income in the Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | $ 2,044 | $ 1,469 |
Selling, general and administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | 1,924 | 1,358 |
Research and development and engineering | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | 84 | 43 |
Cost of Revenue | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Share-based compensation expense | $ 36 | $ 68 |
Share-based Compensation - Addi
Share-based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation expense recognized | $ 2,044 | $ 1,469 |
Selling, General and Administrative Expenses | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation expense recognized | 1,924 | 1,358 |
Deferred Stock Units | Selling, General and Administrative Expenses | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share-based compensation expense recognized | $ 500 | $ 500 |
Restricted Stock Units (RSUs) | 2010 Incentive Award Plan | Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Vesting period | 5 years | |
Restricted Stock Units (RSUs) | 2010 Incentive Award Plan | Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Restricted Deferred Stock Units | 2010 Incentive Award Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total fair value of RSUs and DSUs vested | $ 9,000 | |
EPS Performance-based Restricted Stock Units | 2010 Incentive Award Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Vesting period | 3 years | |
EPS Performance-based Restricted Stock Units | 2010 Incentive Award Plan | Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Range of percentage of shares to be issued upon settlement following vesting of target number of shares | 200.00% | |
EPS Performance-based Restricted Stock Units | 2010 Incentive Award Plan | Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Range of percentage of shares to be issued upon settlement following vesting of target number of shares | 0.00% | |
TSR Performance-based Restricted Stock Units | 2010 Incentive Award Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Vesting period | 3 years | |
TSR Performance-based Restricted Stock Units | 2010 Incentive Award Plan | Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Range of percentage of shares to be issued upon settlement following vesting of target number of shares | 200.00% | |
TSR Performance-based Restricted Stock Units | 2010 Incentive Award Plan | Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Range of percentage of shares to be issued upon settlement following vesting of target number of shares | 0.00% | |
Stock Options | 2010 Incentive Award Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock options, Granted | 0 |
Share-based Compensation - Rest
Share-based Compensation - Restricted Stock Units Issued and Outstanding (Details) - 2010 Incentive Award Plan - Restricted Stock Units (RSUs) shares in Thousands | 3 Months Ended |
Mar. 30, 2018$ / sharesshares | |
Restricted Stock Units | |
Unvested, Beginning Balance | 614 |
Granted | 114 |
Vested | (166) |
Unvested, Ending Balance | 562 |
Expected to vest at end of period | 523 |
Weighted Average Grant Date Fair Value | |
Unvested, Beginning Balance | $ / shares | $ 18.35 |
Granted | $ / shares | 53.62 |
Vested | $ / shares | 18.50 |
Unvested, Ending Balance | $ / shares | $ 25.43 |
Share-based Compensation - Perf
Share-based Compensation - Performance-Based Awards Issued and Outstanding (Details) - 2010 Incentive Award Plan - Performance-based Awards shares in Thousands | 3 Months Ended |
Mar. 30, 2018$ / sharesshares | |
Performance-based Awards | |
Unvested, Beginning Balance | shares | 89 |
Granted | shares | 48 |
Unvested, Ending Balance | shares | 137 |
Weighted Average Grant Date Fair Value | |
Unvested, Beginning Balance | $ / shares | $ 24 |
Granted | $ / shares | 62.17 |
Unvested, Ending Balance | $ / shares | $ 37.28 |
Share-based Compensation - Fair
Share-based Compensation - Fair Value of TSR Performance-Based Restricted Stock Units Estimated Using Monte-Carol Valuation Model (Details) - TSR Performance-based Restricted Stock Units | 3 Months Ended |
Mar. 30, 2018$ / shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Grant-date stock price | $ 53.85 |
Expected volatility | 30.35% |
Risk-free interest rate | 2.37% |
Expected annual dividend yield | 0.00% |
Fair value | $ 70.49 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 30, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Jan. 10, 2017 | |
Income Taxes [Line Items] | ||||
Statutory tax rate | 21.00% | 35.00% | ||
Effective tax rate on income from operations | 11.00% | 3.10% | ||
Gain on acquisition of business | $ 26,409 | |||
Deferred tax liability write off | $ 1,400 | |||
Favorable impact on effective tax rate, write off percentage | 24.50% | |||
Additional income tax provision from revaluation of certain deferred tax assets and liabilities at the new tax rate | $ 2,800 | |||
Income tax measurement period under ASU 740 | 1 year | |||
Laser Quantum | ||||
Income Taxes [Line Items] | ||||
Percentage of additional shares acquired | 35.00% | 35.00% | ||
Canada Revenue Agency | CANADA | ||||
Income Taxes [Line Items] | ||||
Statutory tax rate | 29.00% | 29.00% |
Schedule of Restructuring, Acqu
Schedule of Restructuring, Acquisition and Divestiture Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring and divestiture related charges | $ 37 | |
Acquisition and related charges | $ 25 | 780 |
Total restructuring, acquisition and divestiture related costs | $ 25 | 817 |
2016 Restructuring | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring and divestiture related charges | 33 | |
2011 Restructuring | ||
Restructuring Cost And Reserve [Line Items] | ||
Total restructuring and divestiture related charges | $ 4 |
Restructuring, Acquisition an60
Restructuring, Acquisition and Divestiture Related Costs - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Restructuring and Acquisition Related Costs [Line Items] | ||
Restructuring Costs | $ 37 | |
Acquisition and related charges | $ 25 | 780 |
Maximum | Finders' Fees, Legal, Valuation And Other Professional Or Consulting Fees | ||
Restructuring and Acquisition Related Costs [Line Items] | ||
Acquisition and related charges | $ 100 | 800 |
2016 Restructuring | ||
Restructuring and Acquisition Related Costs [Line Items] | ||
Restructuring plan | During the third quarter of 2015, the Company initiated the 2016 restructuring program, which included consolidating certain manufacturing operations to optimize its facility footprint and better utilize resources, and reducing redundant costs due to productivity cost savings and business volume reductions. As of March 30, 2018, the Company incurred cumulative costs related to this restructuring plan totaling $6.5 million. The plan was completed in 2017. | |
Restructuring Costs | $ 33 | |
2016 Restructuring | Cumulative Restructuring Costs | ||
Restructuring and Acquisition Related Costs [Line Items] | ||
Restructuring Costs | $ 6,500 |
Summary of Accrual Activities b
Summary of Accrual Activities by Components Related to Company's Restructuring Charges (Details) $ in Thousands | 3 Months Ended |
Mar. 30, 2018USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Accrued expense beginning balance | $ 806 |
Cash payments | (129) |
Accrued expense ending balance | 677 |
Severance | |
Restructuring Cost And Reserve [Line Items] | |
Accrued expense beginning balance | 39 |
Cash payments | (32) |
Accrued expense ending balance | 7 |
Facility | |
Restructuring Cost And Reserve [Line Items] | |
Accrued expense beginning balance | 763 |
Cash payments | (97) |
Accrued expense ending balance | 666 |
Other Restructuring Charges | |
Restructuring Cost And Reserve [Line Items] | |
Accrued expense beginning balance | 4 |
Accrued expense ending balance | $ 4 |
Redeemable Noncontrolling Int62
Redeemable Noncontrolling Interest- Additional Information (Details) $ in Thousands, £ in Millions | 3 Months Ended | |||
Mar. 30, 2018USD ($) | Jan. 10, 2017USD ($) | Jan. 10, 2017GBP (£) | Dec. 31, 2016 | |
Minority Interest [Line Items] | ||||
Adjustment of redeemable noncontrolling interest to estimated redemption value | $ 5,399 | |||
Laser Quantum | ||||
Minority Interest [Line Items] | ||||
Percentage of equity interest held before acquisition | 41.00% | |||
Percentage of equity interest held after acquisition | 76.00% | 76.00% | ||
Initial fair value of noncontrolling interest | $ 21,600 | £ 17.7 |
Redeemable Noncontrolling Int63
Redeemable Noncontrolling Interest- Schedule of Reconciliation of Changes in Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Noncontrolling Interest [Abstract] | ||
Balance as of December 31, 2017 | $ 46,923 | |
Acquisition of noncontrolling interest | (149) | |
Net income attributable to noncontrolling interest | 926 | $ 22 |
Adjustment of redeemable noncontrolling interest to estimated redemption value | 5,399 | |
Foreign currency translation | 1,817 | |
Balance as of March 30, 2018 | $ 54,916 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 3 Months Ended |
Mar. 30, 2018SegmentEndMarket | |
Segment Reporting [Abstract] | |
Number of reportable segments | Segment | 3 |
Number of primary end market segments | EndMarket | 2 |
Revenue, Gross Profit, Gross Pr
Revenue, Gross Profit, Gross Profit Margin and Operating Income (Loss) from Continuing Operations by Reportable Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 146,965 | $ 108,974 |
Gross Profit | $ 62,159 | $ 46,094 |
Gross profit margin percentage | 42.30% | 42.30% |
Operating Income (Loss) | $ 17,227 | $ 10,339 |
Photonics | ||
Segment Reporting Information [Line Items] | ||
Revenue | 61,831 | 50,736 |
Gross Profit | $ 29,555 | $ 21,789 |
Gross profit margin percentage | 47.80% | 42.90% |
Operating Income (Loss) | $ 15,323 | $ 8,207 |
Vision | ||
Segment Reporting Information [Line Items] | ||
Revenue | 56,209 | 32,762 |
Gross Profit | $ 19,721 | $ 13,146 |
Gross profit margin percentage | 35.10% | 40.10% |
Operating Income (Loss) | $ 475 | $ 1,525 |
Precision Motion | ||
Segment Reporting Information [Line Items] | ||
Revenue | 28,925 | 25,476 |
Gross Profit | $ 13,260 | $ 11,518 |
Gross profit margin percentage | 45.80% | 45.20% |
Operating Income (Loss) | $ 8,607 | $ 7,164 |
Unallocated Corporate and Shared Services | ||
Segment Reporting Information [Line Items] | ||
Gross Profit | (377) | (359) |
Operating Income (Loss) | $ (7,178) | $ (6,557) |
Depreciation and Amortization b
Depreciation and Amortization by Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Depreciation and Amortization | ||
Depreciation and amortization | $ 9,067 | $ 6,482 |
Photonics | ||
Depreciation and Amortization | ||
Depreciation and amortization | 3,067 | 3,244 |
Vision | ||
Depreciation and Amortization | ||
Depreciation and amortization | 5,174 | 2,437 |
Precision Motion | ||
Depreciation and Amortization | ||
Depreciation and amortization | 503 | 566 |
Unallocated Corporate and Shared Services | ||
Depreciation and Amortization | ||
Depreciation and amortization | $ 323 | $ 235 |
Schedule of Geographic Revenue
Schedule of Geographic Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 146,965 | $ 108,974 |
UNITED STATES | ||
Segment Reporting Information [Line Items] | ||
Revenue | 58,113 | 47,211 |
GERMANY | ||
Segment Reporting Information [Line Items] | ||
Revenue | 20,069 | 14,298 |
Rest Of Europe | ||
Segment Reporting Information [Line Items] | ||
Revenue | 27,060 | 13,582 |
CHINA | ||
Segment Reporting Information [Line Items] | ||
Revenue | 15,603 | 11,475 |
Rest of Asia-Pacific | ||
Segment Reporting Information [Line Items] | ||
Revenue | 24,720 | 19,865 |
Other Countries | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 1,400 | $ 2,543 |
Schedule of Revenue by end mark
Schedule of Revenue by end market (Details) | 3 Months Ended | |
Mar. 30, 2018 | Mar. 31, 2017 | |
Segment Reporting Information [Line Items] | ||
Total revenue by end market | 100.00% | 100.00% |
Advanced Industrial | ||
Segment Reporting Information [Line Items] | ||
Total revenue by end market | 50.00% | 60.00% |
Medical | ||
Segment Reporting Information [Line Items] | ||
Total revenue by end market | 50.00% | 40.00% |