Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 27, 2019 | Nov. 01, 2019 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 27, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | NOVT | |
Entity Registrant Name | NOVANTA INC | |
Entity Central Index Key | 0001076930 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 35,073,830 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-35083 | |
Entity Tax Identification Number | 98-0110412 | |
Entity Address, Address Line One | 125 Middlesex Turnpike | |
Entity Address, City or Town | Bedford | |
Entity Address, State or Province | MA | |
Entity Address, Country | US | |
Entity Address, Postal Zip Code | 01730 | |
City Area Code | 781 | |
Local Phone Number | 266-5700 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | A3 | |
Entity Interactive Data Current | Yes | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Common shares, no par value |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 61,405 | $ 82,043 |
Accounts receivable, net of allowance of $233 and $321, respectively | 98,666 | 83,955 |
Inventories | 118,573 | 104,764 |
Prepaid income taxes and income taxes receivable | 6,356 | 1,852 |
Prepaid expenses and other current assets | 11,860 | 9,155 |
Total current assets | 296,860 | 281,769 |
Property, plant and equipment, net | 76,122 | 65,464 |
Operating lease assets | 35,487 | |
Deferred tax assets | 9,938 | 9,492 |
Other assets | 2,734 | 2,269 |
Intangible assets, net | 168,078 | 142,920 |
Goodwill | 268,741 | 217,662 |
Total assets | 857,960 | 719,576 |
Current liabilities | ||
Current portion of long-term debt | 4,535 | |
Accounts payable | 47,009 | 50,733 |
Income taxes payable | 1,661 | 2,633 |
Current portion of operating lease liabilities | 5,065 | |
Accrued expenses and other current liabilities | 71,178 | 46,295 |
Total current liabilities | 124,913 | 104,196 |
Long-term debt | 227,507 | 202,843 |
Operating lease liabilities | 32,181 | |
Deferred tax liabilities | 28,980 | 22,632 |
Income taxes payable | 4,687 | 4,463 |
Other liabilities | 36,815 | 17,187 |
Total liabilities | 455,083 | 351,321 |
Commitments and contingencies (Note 15) | ||
Stockholders’ equity: | ||
Common shares, no par value; Authorized shares: unlimited; Issued and outstanding: 35,089 and 34,886, respectively | 423,856 | 423,856 |
Additional paid-in capital | 51,168 | 46,018 |
Accumulated deficit | (47,536) | (79,092) |
Accumulated other comprehensive loss | (24,611) | (22,527) |
Total stockholders' equity | 402,877 | 368,255 |
Total liabilities and stockholders’ equity | $ 857,960 | $ 719,576 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 27, 2019 | Dec. 31, 2018 | |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 233 | $ 321 |
Common shares, Authorized | Unlimited | Unlimited |
Common shares, no par value | $ 0 | $ 0 |
Common shares, Issued | 35,089 | 34,886 |
Common shares, outstanding | 35,089 | 34,886 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | ||||||
Income Statement [Abstract] | |||||||||
Revenue | $ 154,066 | $ 160,794 | $ 466,397 | $ 458,159 | |||||
Cost of revenue | 90,012 | 91,160 | 270,272 | 261,137 | |||||
Gross profit | 64,054 | 69,634 | 196,125 | 197,022 | |||||
Operating expenses: | |||||||||
Research and development and engineering | 13,811 | 13,204 | 41,196 | 37,744 | |||||
Selling, general and administrative | 27,926 | 29,147 | 88,977 | 87,598 | |||||
Amortization of purchased intangible assets | 3,970 | 3,947 | 11,740 | 11,538 | |||||
Restructuring and acquisition related costs | 5,546 | 2,341 | 11,913 | 4,805 | |||||
Total operating expenses | 51,253 | 48,639 | 153,826 | 141,685 | |||||
Operating income | 12,801 | 20,995 | 42,299 | 55,337 | |||||
Interest income (expense), net | (2,153) | (2,396) | (6,357) | (7,315) | |||||
Foreign exchange transaction gains (losses), net | 387 | 66 | 455 | (164) | |||||
Other income (expense), net | (48) | (44) | (186) | (131) | |||||
Income before income taxes | 10,987 | 18,621 | 36,211 | 47,727 | |||||
Income tax provision | 2,064 | 3,632 | 4,655 | 8,276 | |||||
Consolidated net income | 8,923 | [1] | 14,989 | [2] | 31,556 | [1] | 39,451 | [2] | |
Less: Net income attributable to noncontrolling interest | [2] | (435) | (1,986) | ||||||
Net income attributable to Novanta Inc. | $ 8,923 | [1] | $ 14,554 | [2] | $ 31,556 | [1] | $ 37,465 | [2] | |
Earnings per common share attributable to Novanta Inc. (Note 5): | |||||||||
Basic | $ 0.25 | [1] | $ 0.61 | [2] | $ 0.90 | [1] | $ 1.12 | [2] | |
Diluted | $ 0.25 | [1] | $ 0.60 | [2] | $ 0.89 | [1] | $ 1.11 | [2] | |
Weighted average common shares outstanding—basic | 35,074 | [1] | 34,899 | [2] | 35,012 | [1] | 34,918 | [2] | |
Weighted average common shares outstanding—diluted | 35,585 | [1] | 35,485 | [2] | 35,523 | [1] | 35,469 | [2] | |
[1] | 47,147 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders are considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 27, 2019. | ||||||||
[2] | 53,968 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders were considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 28, 2018. |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | ||||||
Statement Of Income And Comprehensive Income [Abstract] | |||||||||
Consolidated net income | $ 8,923 | [1] | $ 14,989 | [2] | $ 31,556 | [1] | $ 39,451 | [2] | |
Other comprehensive income (loss): | |||||||||
Foreign currency translation adjustments, net of tax | [3] | (2,821) | (490) | (3,144) | (2,482) | ||||
Pension liability adjustments, net of tax | [4] | 490 | 223 | 1,060 | 978 | ||||
Total other comprehensive income | (2,331) | (267) | (2,084) | (1,504) | |||||
Total consolidated comprehensive income | 6,592 | 14,722 | 29,472 | 37,947 | |||||
Less: Comprehensive income attributable to noncontrolling interest | (435) | (1,986) | |||||||
Comprehensive income attributable to Novanta Inc. | $ 6,592 | $ 14,287 | $ 29,472 | $ 35,961 | |||||
[1] | 47,147 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders are considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 27, 2019. | ||||||||
[2] | 53,968 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders were considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 28, 2018. | ||||||||
[3] | The tax effect on this component of comprehensive income was nominal for all periods presented. | ||||||||
[4] | The tax effect on this component of comprehensive income was nominal for all periods presented. See Note 4 for the total amount of pension liability adjustments reclassified out of accumulated other comprehensive income (loss). |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Shares | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | |
Balance at Dec. 31, 2017 | $ 311,545 | $ 423,856 | $ 33,309 | $ (127,740) | $ (17,880) | |
Balance (in shares) at Dec. 31, 2017 | 34,595 | |||||
Net income | 37,465 | [1] | 37,465 | |||
Redeemable noncontrolling interest redemption value adjustment | 1,781 | [1] | 1,781 | |||
Acquisition of noncontrolling interest | 14,401 | 14,401 | ||||
Acquisition of noncontrolling interest (in shares) | 213 | |||||
Common shares issued under stock plans (in shares) | 228 | |||||
Common shares withheld for taxes on vested stock awards | (3,483) | (3,483) | ||||
Common shares withheld for taxes on vested stock awards (in shares) | (63) | |||||
Repurchases of common shares | (3,765) | (3,765) | ||||
Repurchases of common shares (in shares) | (57) | |||||
Share-based compensation | 5,475 | 5,475 | ||||
Adoption of ASU 2016-16 | ASU 2016-16 | (2,242) | (2,242) | ||||
Other comprehensive income, net of tax | (1,504) | (1,504) | ||||
Balance at Sep. 28, 2018 | 359,673 | $ 423,856 | 45,937 | (90,736) | (19,384) | |
Balance (in shares) at Sep. 28, 2018 | 34,916 | |||||
Balance at Jun. 29, 2018 | 324,365 | $ 423,856 | 31,793 | (112,167) | (19,117) | |
Balance (in shares) at Jun. 29, 2018 | 34,671 | |||||
Net income | 14,554 | [1] | 14,554 | |||
Redeemable noncontrolling interest redemption value adjustment | 6,877 | [1] | 6,877 | |||
Acquisition of noncontrolling interest | 14,401 | 14,401 | ||||
Acquisition of noncontrolling interest (in shares) | 213 | |||||
Common shares issued under stock plans (in shares) | 62 | |||||
Common shares withheld for taxes on vested stock awards | (116) | (116) | ||||
Common shares withheld for taxes on vested stock awards (in shares) | (2) | |||||
Repurchases of common shares | (1,836) | (1,836) | ||||
Repurchases of common shares (in shares) | (28) | |||||
Share-based compensation | 1,695 | 1,695 | ||||
Other comprehensive income, net of tax | (267) | (267) | ||||
Balance at Sep. 28, 2018 | 359,673 | $ 423,856 | 45,937 | (90,736) | (19,384) | |
Balance (in shares) at Sep. 28, 2018 | 34,916 | |||||
Balance at Dec. 31, 2018 | 368,255 | $ 423,856 | 46,018 | (79,092) | (22,527) | |
Balance (in shares) at Dec. 31, 2018 | 34,886 | |||||
Net income | 31,556 | [2] | 31,556 | |||
Common shares issued for business combination | 10,900 | 10,900 | ||||
Common shares issued for business combination (in shares) | 124 | |||||
Common shares issued under stock plans | 425 | 425 | ||||
Common shares issued under stock plans (in shares) | 245 | |||||
Common shares withheld for taxes on vested stock awards | (6,839) | (6,839) | ||||
Common shares withheld for taxes on vested stock awards (in shares) | (85) | |||||
Repurchases of common shares | (6,684) | (6,684) | ||||
Repurchases of common shares (in shares) | (81) | |||||
Share-based compensation | 7,348 | 7,348 | ||||
Other comprehensive income, net of tax | (2,084) | (2,084) | ||||
Balance at Sep. 27, 2019 | 402,877 | $ 423,856 | 51,168 | (47,536) | (24,611) | |
Balance (in shares) at Sep. 27, 2019 | 35,089 | |||||
Balance at Jun. 28, 2019 | 386,182 | $ 423,856 | 41,065 | (56,459) | (22,280) | |
Balance (in shares) at Jun. 28, 2019 | 34,972 | |||||
Net income | 8,923 | [2] | 8,923 | |||
Common shares issued for business combination | 10,900 | 10,900 | ||||
Common shares issued for business combination (in shares) | 124 | |||||
Common shares issued under stock plans | 425 | 425 | ||||
Common shares issued under stock plans (in shares) | 36 | |||||
Common shares withheld for taxes on vested stock awards | (120) | (120) | ||||
Common shares withheld for taxes on vested stock awards (in shares) | (1) | |||||
Repurchases of common shares | (3,345) | (3,345) | ||||
Repurchases of common shares (in shares) | (42) | |||||
Share-based compensation | 2,243 | 2,243 | ||||
Other comprehensive income, net of tax | (2,331) | (2,331) | ||||
Balance at Sep. 27, 2019 | $ 402,877 | $ 423,856 | $ 51,168 | $ (47,536) | $ (24,611) | |
Balance (in shares) at Sep. 27, 2019 | 35,089 | |||||
[1] | 53,968 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders were considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 28, 2018. | |||||
[2] | 47,147 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders are considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 27, 2019. |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 27, 2019 | Sep. 28, 2018 | |||
Cash flows from operating activities: | ||||
Consolidated net income | $ 31,556 | [1] | $ 39,451 | [2] |
Adjustments to reconcile consolidated net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 27,954 | 27,386 | ||
Provision for inventory excess and obsolescence | 1,968 | 1,765 | ||
Share-based compensation | 7,348 | 5,475 | ||
Deferred income taxes | (3,176) | (3,309) | ||
Inventory acquisition fair value adjustments | 708 | |||
Other | 1,372 | 510 | ||
Changes in assets and liabilities which (used)/provided cash, excluding effects from business acquisitions: | ||||
Accounts receivable | (12,147) | (5,747) | ||
Inventories | (7,744) | (9,041) | ||
Prepaid income taxes, income taxes receivable, prepaid expenses and other current assets | (5,544) | 1,234 | ||
Accounts payable, income taxes payable, accrued expenses and other current liabilities | (16,340) | 10,101 | ||
Other non-current assets and liabilities | 1,888 | (105) | ||
Cash provided by operating activities | 27,843 | 67,720 | ||
Cash flows from investing activities: | ||||
Acquisition of businesses, net of cash acquired and working capital adjustments | (53,143) | (29,600) | ||
Purchases of property, plant and equipment | (7,951) | (11,645) | ||
Acquisition of assets | (1,225) | |||
Other investing activities | 42 | 213 | ||
Cash used in investing activities | (61,052) | (42,257) | ||
Cash flows from financing activities: | ||||
Borrowings under revolving credit facility | 66,792 | 55,253 | ||
Repayments of term loan and revolving credit facility | (40,768) | (29,059) | ||
Payments of withholding taxes from share-based awards | (6,839) | (3,483) | ||
Repurchases of common shares | (6,684) | (3,765) | ||
Acquisition of noncontrolling interest | (30,800) | |||
Other financing activities | (122) | (420) | ||
Cash provided by (used in) financing activities | 12,379 | (12,274) | ||
Effect of exchange rates on cash and cash equivalents | 192 | (1,432) | ||
Increase (decrease) in cash and cash equivalents | (20,638) | 11,757 | ||
Cash and cash equivalents, beginning of the period | 82,043 | 100,057 | ||
Cash and cash equivalents, end of the period | 61,405 | 111,814 | ||
Supplemental disclosure of cash flow information: | ||||
Cash paid for interest | 5,832 | 6,716 | ||
Cash paid for income taxes | 12,770 | 15,173 | ||
Income tax refunds received | $ 515 | $ 2,245 | ||
[1] | 47,147 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders are considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 27, 2019. | |||
[2] | 53,968 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders were considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 28, 2018. |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 27, 2019 | |
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. Novanta combines 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 the customers’ demanding applications. The accompanying unaudited interim consolidated financial statements have been prepared by the Company in United States (“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 financial statements prepared in accordance with accounting principles generally accepted in the U.S. have been condensed or omitted. 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, 2018. 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. 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 Standards Updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”): Standard Description Effective Date Effect on the Financial Statements or Other Significant Matters In August 2018, the FASB issued ASU 2018-15, “Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). ASU 2018-15 should be applied either retrospectively or prospectively. January 1, 2020. Early adoption is permitted. The Company adopted ASU 2018-15 on a prospective basis during the first quarter of 2019. The adoption of ASU 2018-15 did not have a material impact on the Company’s consolidated financial statements. 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 under the Tax Reform Act is recognized. January 1, 2019. The Company adopted ASU 2018-02 during the first quarter of 2019. The adoption of ASU 2018-02 did not have a material impact on the Company’s consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires the measurement of all expected credit losses of financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward looking information to better inform their credit loss estimates. January 1, 2020. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2016-13 on its consolidated financial statements. Standard Description Effective Date Effect on the Financial Statements or Other Significant Matters 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. January 1, 2019. The Company adopted ASU 2016-02 during the first quarter of 2019 using the modified retrospective approach. In addition, the Company elected the package of practical expedients permitted under the transition guidance. The adoption of ASU 2016-02 resulted in the recording of additional operating lease right-of-use (“ROU”) assets and operating lease liabilities of approximately $35.3 million and $36.5 million, respectively, as of January 1 , 2019. The adoption of ASU 201 6 -0 2 did not have an impact on the Company’s a ccumulated deficit , consolidated statement of operations, or consolidated statement of cash flows. |
Revenue
Revenue | 9 Months Ended |
Sep. 27, 2019 | |
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 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 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 for engineering services. Professional services are typically short in duration, mostly less than one month, and aggregate to less than 3% of the Company’s consolidated revenue. Revenue is typically recognized at a point in time when control transfers to the customer upon completion of professional services. These services generally involve a single distinct performance obligation. The consideration expected to be received in exchange for such services 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 control over the service plans is over time. The Company recognizes the related revenue ratably over the terms of the service plans. The transaction price of a contract is allocated to each performance obligation based on its relative standalone selling price. Standalone selling prices are generally determined based on the prices charged to customers or using the expected cost plus a margin. Shipping & Handling Costs 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. 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 liabilities in the consolidated balance sheet based on the timing of when the Company expects to recognize revenue. As of September 27, 2019 and December 31, 2018, contract liabilities were $4.9 million and $4.7 million, respectively, and are included in accrued expenses and other current liabilities and other liabilities in the accompanying consolidated balance sheets. The increase in the contract liability balance during the nine months ended September 27, 2019 is primarily due to cash payments received in advance of satisfying performance obligations, partially offset by $3.7 million of revenue recognized during the period that was included in the contract liability balance at December 31, 2018. Disaggregated Revenue See Note 17 for the Company’s disaggregation of revenue by segment, geography and end market. |
Business Combinations
Business Combinations | 9 Months Ended |
Sep. 27, 2019 | |
Business Combinations [Abstract] | |
Business Combinations | 3. Business Combinations Acquisitions On July 31, 2019, the Company acquired 100% of the outstanding shares of ARGES GmbH (“ARGES”), a Wackersdorf, Germany-based manufacturer of innovative laser scanning subsystems used in industrial materials processing and medical applications, for a total purchase price of €65.5 million ($72.9 million), subject to customary working capital adjustments. The purchase price consists of €24.0 million ($26.7 million) cash paid at closing, 124 thousand Novanta common shares issued upon closing (with a fair market value of €9.8 million, or $10.9 million, based on the closing market price of $87.58 per share on July 30, 2019), €7.1 million ($7.9 million) estimated fair value of contingent consideration and €24.7 million ($27.4 million) deferred cash consideration, which is expected to be paid on June 29, 2020. The contingent consideration payments will be payable annually based on actual revenue achievement against certain revenue targets from August 2019 through December 2026, with the first payment due in the first quarter of 2021. The undiscounted range of contingent consideration is zero to €10.0 million. The initial cash purchase price was financed with borrowings under the Company’s revolving credit facility. The addition of ARGES complements and expands the Company’s existing portfolio of lasers and laser beam steering solutions capabilities within the Photonics reportable segment. On June 5, 2019, the Company acquired 100% of the outstanding stock of Med X Change, Inc. (“Med X Change”), a Bradenton, Florida-based provider of medical grade, high definition and 4K video recording and documentation solutions to OEMs in the medical market. The purchase price of $21.9 million, net of working capital adjustments, was financed with cash on hand and $21.0 million borrowings under the Company’s revolving credit facility. The addition of Med X Change complements and broadens the range of technology capabilities within the Company’s Vision reportable segment by providing its medical OEM customers with more integrated operating room solutions. On April 16, 2019, the Company acquired 100% of the outstanding stock of Ingenia-CAT, S.L. (“Ingenia”), a Barcelona, Spain-based provider of high-performance servo drives and control software to OEMs in the medical and advanced industrial markets, for a total purchase price of €14.3 million ($16.2 million), net of working capital adjustments. The purchase price consists of €8.5 million ($9.6 million) of cash consideration and €5.8 million ($6.6 million) estimated fair value of contingent consideration. The contingent consideration payments will be payable annually based on actual revenue achievement against certain revenue targets from April 2019 through March 2022, with the first payment due in the second quarter of 2020. The undiscounted range of contingent consideration is zero to €8.0 million. The initial cash purchase price was financed with cash on hand and borrowings under the Company’s revolving credit facility. The Ingenia purchase and sale agreement requires €0.8 million ($0.9 million) of the purchase price to be held back by the Company for indemnification of certain representations and warranties claims by the Company until the expiration of the holdback agreement in October 2021 . The addition of Ingenia enhances the Company’s strategic position in the precision motion control industry by enabling it to offer a broader range of motion control technologies and integrated solutions. Ingenia is included in the Company’s Precision Motion reportable segment. Allocation of Purchase Price The acquisitions of ARGES, Med X Change and Ingenia have been accounted for as business combinations. The allocation of the purchase price is based upon a valuation of assets acquired and liabilities assumed. Assets acquired and liabilities assumed have been recorded at their estimated fair values as of the acquisition date. The fair values of intangible assets were based on valuations using an income approach, with estimates and assumptions developed by management. The process for estimating the fair values of identifiable intangible assets requires the use of significant estimates and assumptions, including estimating future cash flows and developing appropriate discount rates. The excess of the purchase price over the tangible assets, identifiable intangible assets and assumed liabilities was recorded as goodwill. The Company’s estimates and assumptions in determining the estimated fair values of certain assets and liabilities are subject to change within the measurement period (up to one year from the acquisition date) as a result of additional information obtained with regards to facts and circumstances that existed as of the acquisition date. ARGES Based upon a preliminary valuation, the total purchase price for ARGES was allocated as follows (in thousands): Purchase Allocation Cash $ 3,159 Accounts receivable 1,542 Inventories 8,295 Property, plant and equipment 13,884 Intangible assets 24,713 Goodwill 42,355 Other assets 1,990 Total assets acquired 95,938 Accounts payable 2,598 Deferred tax liabilities 7,457 Other liabilities 12,954 Total liabilities assumed 23,009 Total assets acquired, net of liabilities assumed 72,929 Less: cash acquired 3,159 Total purchase price, net of cash acquired 69,770 Less: contingent consideration 7,870 Less: issuance of common shares 10,900 Less: deferred cash consideration 27,442 Net cash used for acquisition of business $ 23,558 The purchase price allocation is preliminary as the Company is in the process of collecting additional information for the valuation of inventories, intangible assets, contingent consideration and unrecognized tax benefits. The fair value of intangible assets for ARGES is comprised of the following (dollar amounts in thousands): Weighted Average Estimated Fair Amortization Value Period Developed technologies $ 11,355 15 years Customer relationships 11,800 15 years Trademarks and trade names 1,225 10 years Backlog 333 5 months Total $ 24,713 The purchase price allocation resulted in $24.7 million of identifiable intangible assets and $42.4 million of goodwill. As the ARGES acquisition is an acquisition of outstanding common shares, none of the resulting goodwill is expected to be deductible for tax purposes. Intangible assets are being amortized over their weighted average useful lives primarily based upon the pattern in which anticipated economic benefits from such assets are expected to be realized. The goodwill recorded represents the anticipated incremental value of future cash flows potentially attributable to: (i) ARGES’s ability to grow the business with existing and new customers, including leveraging the Company’s customer base; (ii) ARGES’s ability to grow the business through new product introductions; and (iii) cost improvements due to the integration of ARGES’s operations into the Company’s existing infrastructure. The operating results of ARGES were included in the Company’s results of operations beginning on July 31, 2019. ARGES contributed revenues of $1.9 million and a loss before income taxes of $1.4 million for the nine months ended September 27, 2019. Loss before income taxes for the nine months ended September 27, 2019 included amortization of inventory fair value adjustments and amortization of purchased intangible assets of $0.9 million. The pro forma financial information reflecting the operating results of ARGES, as if it had been acquired as of January 1, 2018, would not differ materially from the operating results of the Company as reported for the year ended December 31, 2018. Med X Change and Ingenia Based upon a preliminary valuation, the total purchase price for Med X Change and Ingenia was allocated as follows (in thousands): Purchase Allocation Cash $ 1,000 Accounts receivable 1,739 Inventories 2,372 Property, plant and equipment 496 Intangible assets 22,376 Goodwill 13,539 Other assets 601 Total assets acquired 42,123 Accounts payable 604 Deferred tax liabilities 2,550 Other liabilities 910 Total liabilities assumed 4,064 Total assets acquired, net of liabilities assumed 38,059 Less: cash acquired 1,000 Total purchase price, net of cash acquired 37,059 Less: contingent consideration 6,569 Less: purchase price holdback 905 Net cash used for acquisition of businesses $ 29,585 The purchase price allocation is preliminary as the Company is in the process of collecting additional information for the valuation of unrecognized tax benefits. The fair value of intangible assets for Med X Change and Ingenia is comprised of the following (dollar amounts in thousands): Weighted Average Estimated Fair Amortization Value Period Developed technologies $ 11,072 10 years Customer relationships 10,465 15 years Trademarks and trade names 639 9 years Backlog 200 7 months Total $ 22,376 The Company recorded an aggregate of $22.4 million of identifiable intangible assets and $13.5 million of goodwill from these acquisitions. Goodwill amounting to $6.2 million from the Med X Change acquisition is expected to be fully deductible for tax purposes. Intangible assets are being amortized over their weighted average useful lives primarily based upon the pattern in which anticipated economic benefits from such assets are expected to be realized. The goodwill recorded represents the anticipated incremental value of future cash flows potentially attributable to: (i) their ability to grow the business with existing and new customers, including leveraging the Company’s customer base; (ii) their ability to grow business through new product introductions; and (iii) cost improvements due to the integration of Med X Change and Ingenia operations into the Company’s existing infrastructure. The operating results of Med X Change and Ingenia were included in the Company’s results of operations beginning on the respective acquisition dates. These acquisitions contributed revenues of $4.0 million and a loss before income taxes of $0.1 million for the nine months ended September 27, 2019. Loss before income taxes for the nine months ended September 27, 2019 included amortization of inventory fair value adjustments and amortization of purchased intangible assets of $1.0 million. The pro forma financial information reflecting the operating results of Med X Change and Ingenia, as if they had been acquired as of January 1, 2018, would not differ materially from the operating results of the Company as reported for the year ended December 31, 2018. Acquisition Costs Acquisition costs are included in restructuring and acquisition related costs in the consolidated statements of operations. Acquisition costs for ARGES, Ingenia and Med X Change were $1.4 million for the nine months ended September 27, 2019. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 27, 2019 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 4. 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, 2018 $ (22,527 ) $ (12,485 ) $ (10,042 ) Other comprehensive income (loss) (2,831 ) (3,144 ) 313 Amounts reclassified from accumulated other comprehensive income (loss) (1) 747 — 747 Balance at September 27, 2019 $ (24,611 ) $ (15,629 ) $ (8,982 ) (1) The amounts reclassified from other comprehensive income (loss) were included in other income (expense) in the consolidated statements of operations. |
Earnings per Common Share
Earnings per Common Share | 9 Months Ended |
Sep. 27, 2019 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | 5. Earnings per Common Share Basic earnings per common share is computed by dividing net income attributable to Novanta Inc., after redeemable noncontrolling interest redemption value adjustment, by the weighted average number of common shares outstanding during the period. The Company recognized changes in the redeemable noncontrolling interest redemption value by adjusting the carrying amount of the redeemable noncontrolling interest as of the end of the applicable period to the higher of: (i) the estimated redemption value assuming the end of the period was also the redemption date or (ii) the carrying value without any redemption value adjustments. Such adjustments were 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 were included in the calculation of the numerator. For diluted earnings per common share, the denominator also includes the dilutive effect of outstanding common share equivalents. For the three and nine months ended September 27, 2019 and September 28, 2018, respectively, weighted average shares outstanding for the diluted earnings per common share included the dilutive effect of outstanding restricted stock units, stock options, total shareholder return performance-based restricted stock units and the 2017 non-GAAP EPS performance-based restricted stock units, determined using the treasury stock method. The dilutive effects of market-based contingently issuable shares are included in the weighted average dilutive share calculation based on the number of shares, if any, that would be issuable as of the end of the reporting period. Dilutive effects of attainment-based contingently issuable shares granted to the former Laser Quantum noncontrolling interest shareholders, as well as the 2018 and 2019 non-GAAP EPS performance-based restricted stock units will be included in the weighted average dilutive share calculation when the performance targets have been achieved. The following table sets forth the computation of basic and diluted earnings per common share (amounts in thousands, except per share data): Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 (1) 2018 (2) 2019 (1) 2018 (2) Numerators: Consolidated net income $ 8,923 $ 14,989 $ 31,556 $ 39,451 Less: Net income attributable to noncontrolling interest — (435 ) — (1,986 ) Net income attributable to Novanta Inc. 8,923 14,554 31,556 37,465 Redeemable noncontrolling interest redemption value adjustment — 6,877 — 1,781 Net income attributable to Novanta Inc. after adjustment for redeemable noncontrolling interest redemption value $ 8,923 $ 21,431 $ 31,556 $ 39,246 Denominators: Weighted average common shares outstanding— basic 35,074 34,899 35,012 34,918 Dilutive potential common shares 511 586 511 551 Weighted average common shares outstanding— diluted 35,585 35,485 35,523 35,469 Antidilutive potential common shares excluded from above 35 — 43 — Earnings per Common Share Attributable to Novanta Inc.: Basic $ 0.25 $ 0.61 $ 0.90 $ 1.12 Diluted $ 0.25 $ 0.60 $ 0.89 $ 1.11 (1) 47,147 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders are considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 27, 2019. (2) 53,968 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders were considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 28, 2018. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 27, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6. Fair Value Measurements ASC 820, “Fair Value Measurements,” establishes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the third is considered unobservable: • Level 1: Quoted prices for identical assets or liabilities in active markets which the Company can access • Level 2: Observable inputs other than those described in Level 1 • Level 3: Unobservable inputs Current Assets and Liabilities The Company’s cash equivalents are highly liquid investments with original maturities of three months or less, which represent an 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. The fair value of these foreign currency forward contracts is reported either in other current assets or in other current liabilities as of the end of the period. Contingent Considerations On July 31, 2019, the Company acquired ARGES. Under the purchase and sale agreement for the ARGES acquisition, the former owner of ARGES is eligible to receive contingent consideration based on the achievement of certain revenue targets by the Company from August 2019 through December 2026. The undiscounted range of possible contingent consideration is zero to €10.0 million. If the revenue targets are achieved, the contingent consideration would be payable annually with the first payment due in the first quarter of 2021. The estimated fair value of the contingent consideration of €7.1 million ($7.9 million) was determined based on the Monte Carlo valuation method and was recorded as part of the purchase price as of the acquisition date. Subsequent changes in the estimated fair value of the contingent consideration liability are recorded in the consolidated statement of operations in restructuring and acquisition related costs until the liability is fully settled. There have been no changes to the fair value of the contingent consideration since the acquisition date. On April 16, 2019, the Company acquired Ingenia. Under the purchase and sale agreement for the Ingenia acquisition, the shareholders of Ingenia are eligible to receive contingent consideration based on the achievement of certain revenue targets by the Company from April 2019 through March 2022. The undiscounted range of possible contingent consideration is zero to €8.0 million. If the revenue targets are achieved, the contingent consideration would be payable in cash in three annual installments from 2020 to 2022. The estimated fair value of the contingent consideration of €5.8 million ($6.6 million) was determined based on the Monte Carlo valuation method and was recorded as part of the purchase price as of the acquisition date. Subsequent changes in the estimated fair value of the contingent consideration liability are recorded in the consolidated statement of operations in restructuring and acquisition related costs until the liability is fully settled. There have been no changes to the fair value of the contingent consideration since the acquisition date. 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 former owners are eligible to receive contingent consideration based on the achievement of certain revenue targets by the Company from 2018 to 2021 from products utilizing the acquired technologies. The undiscounted range of possible contingent consideration is zero to €5.5 million ($6.6 million). If the revenue 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. Subsequent changes in the estimated fair value of this contingent liability are recorded as adjustments to the carrying value of the asset acquired and amortized over the remaining useful life of the underlying asset. Based on revenue performance as of September 27, 2019 and the most recent revenue project ions for the remainder of 2019 and fiscal years 2020 and 2021, the fair value of the contingent consideration was adjusted to $ 4.7 million as of September 27, 2019 . Summary by Fair Value Hierarchy The following table summarizes the fair values of the Company’s assets and liabilities measured at fair value on a recurring basis as of September 27, 2019 (in thousands): Quoted Prices in Significant Other Active Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Fair Value (Level 1) (Level 2) (Level 3) Assets Cash equivalents $ 3,439 $ 3,439 $ — $ — Prepaid expenses and other current assets: Foreign currency forward contracts 354 — 354 — $ 3,793 $ 3,439 $ 354 $ — Liabilities Accrued expenses and other current liabilities: Contingent considerations - Current $ 3,769 $ — $ — $ 3,769 Foreign currency forward contracts 21 — 21 — Other liabilities: Contingent considerations - Long-term 14,998 — — 14,998 $ 18,788 $ — $ 21 $ 18,767 The following table summarizes the fair values of the Company’s assets and liabilities measured at fair value on a recurring basis as of December 31, 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 $ 4,288 $ 4,288 $ — $ — Prepaid expenses and other current assets: Foreign currency forward contracts 15 — 15 — $ 4,303 $ 4,288 $ 15 $ — Liabilities Accrued expenses and other current liabilities: Foreign currency forward contracts $ 182 $ — $ 182 $ — Other liabilities: Contingent considerations - Long-term 3,376 — — 3,376 $ 3,558 $ — $ 182 $ 3,376 Changes in the fair value of Level 3 contingent considerations during the nine months ended September 27, 2019 were as follows (in thousands): Contingent Considerations Balance at December 31, 2018 $ 3,376 Acquisition of ARGES 7,870 Acquisition of Ingenia 6,569 Fair value adjustments 1,285 Effect of foreign exchange rates (333 ) Balance at September 27, 2019 $ 18,767 The following table provides qualitative information associated with the fair value measurement of the Company’s Level 3 liabilities: Liability September 27, 2019 Fair Value (in thousands) Valuation Technique Unobservable Inputs Percentage Applied Contingent consideration (ARGES) $7,743 Monte Carlo method Historical and projected revenues from July 2019 through December 2026 N/A Revenue volatility 32.7% Cost of debt 1.5% Revenue discount rate 7.4% Contingent consideration (Ingenia) $6,363 Monte Carlo method Historical and projected revenues from April 2019 through March 2022 N/A Revenue volatility 31.3% Cost of debt 1.0% Revenue discount rate 14.3% Contingent consideration (Other) $4,661 Discounted cash flow method Historical and projected revenues for fiscal years 2018 to 2021 N/A Revenue discount rate 22.8% Increases or decreases in the unobservable inputs noted above would result in a higher or lower fair value measurement. See Note 10 to Consolidated Financial Statements for a discussion of the estimated fair value of the Company’s outstanding debt. |
Foreign Currency Contracts
Foreign Currency Contracts | 9 Months Ended |
Sep. 27, 2019 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Foreign Currency Contracts | 7. 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 exposures to counterparty risks on derivative instruments by entering into contracts with a diversified group of major financial institutions and by actively monitoring outstanding positions. The Company uses 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 currencies of the Company and its subsidiaries. These forward contracts are not designated as cash flow, fair v alue or net investment hedges. All c hanges in the fair value of these forward contracts are recognized in income before income taxes . As of September 27, 2019, the aggregate notional amount and fair value of the Company’s foreign currency forward contracts was $29.1 million and a net gain of $0.3 million, respectively. As of December 31, 2018, the aggregate notional amount and fair value of the Company’s foreign currency forward contracts was $31.2 million and a net loss of $0.2 million, respectively. The Company recognized an aggregate net gain of $0.7 million and $1.2 million for the three and nine months ended September 27, 2019, respectively, and an aggregate net loss of $0.2 million and an aggregate net gain of $0.7 million for the three and nine months ended September 28, 2018, respectively. These amounts were included in foreign exchange transaction gains (losses) in the consolidated statement of operations for all periods presented. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 27, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 8. 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 an 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 2019 and noted no impairment. The following table summarizes changes in goodwill during the nine months ended September 27, 2019 (in thousands): Balance at beginning of the period $ 217,662 Goodwill acquired from acquisitions 55,894 Effect of foreign exchange rate changes (4,815 ) Balance at end of the period $ 268,741 Goodwill by reportable segment as of September 27, 2019 was as follows (in thousands): Reportable Segment Photonics Vision Precision Motion Total Goodwill $ 209,506 $ 158,781 $ 51,683 $ 419,970 Accumulated impairment of goodwill (102,461 ) (31,722 ) (17,046 ) (151,229 ) Total $ 107,045 $ 127,059 $ 34,637 $ 268,741 Goodwill by reportable segment as of December 31, 2018 was as follows (in thousands): Reportable Segment Photonics Vision Precision Motion Total Goodwill $ 168,955 $ 155,017 $ 44,919 $ 368,891 Accumulated impairment of goodwill (102,461 ) (31,722 ) (17,046 ) (151,229 ) Total $ 66,494 $ 123,295 $ 27,873 $ 217,662 Intangible Assets Intangible assets as of September 27, 2019 and December 31, 2018, respectively, are summarized as follows (in thousands): September 27, 2019 December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizable intangible assets: Patents and developed technologies $ 155,528 $ (93,459 ) $ 62,069 $ 134,034 $ (86,623 ) $ 47,411 Customer relationships 158,550 (73,754 ) 84,796 139,097 (64,174 ) 74,923 Customer backlog 2,208 (1,925 ) 283 1,738 (1,191 ) 547 Non-compete covenant — — — 2,514 (2,493 ) 21 Trademarks and trade names 17,514 (9,611 ) 7,903 15,915 (8,924 ) 6,991 Amortizable intangible assets 333,800 (178,749 ) 155,051 293,298 (163,405 ) 129,893 Non-amortizable intangible assets: Trade names 13,027 — 13,027 13,027 — 13,027 Totals $ 346,827 $ (178,749 ) $ 168,078 $ 306,325 $ (163,405 ) $ 142,920 All definite-lived intangible assets are amortized either on a straight-line basis or an economic benefit basis over their remaining estimated useful life. 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 Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Amortization expense – cost of revenue $ 2,797 $ 2,492 $ 7,554 $ 7,461 Amortization expense – operating expenses 3,970 3,947 11,740 11,538 Total amortization expense $ 6,767 $ 6,439 $ 19,294 $ 18,999 Estimated amortization expense for each of the five succeeding years and thereafter as of September 27, 2019 was as follows (in thousands): Year Ending December 31, Cost of Revenue Operating Expenses Total 2019 (remainder of year) $ 2,856 $ 4,060 $ 6,916 2020 10,697 13,602 24,299 2021 10,896 13,307 24,203 2022 9,320 12,510 21,830 2023 8,176 10,880 19,056 Thereafter 20,124 38,623 58,747 Total $ 62,069 $ 92,982 $ 155,051 |
Supplementary Balance Sheet Inf
Supplementary Balance Sheet Information | 9 Months Ended |
Sep. 27, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Supplementary Balance Sheet Information | 9. Supplementary Balance Sheet Information The following tables provide the details of selected balance sheet items as of the periods indicated (in thousands): Inventories September 27, December 31, 2019 2018 Raw materials $ 78,489 $ 69,008 Work-in-process 16,544 15,982 Finished goods 21,614 17,337 Demo and consigned inventory 1,926 2,437 Total inventories $ 118,573 $ 104,764 Accrued Expenses and Other Current Liabilities September 27, December 31, 2019 2018 Accrued compensation and benefits $ 15,675 $ 24,545 Accrued warranty 4,728 4,510 Contract liabilities, current portion 4,549 4,165 Deferred purchase price for acquisitions 27,027 — Other 19,199 13,075 Total $ 71,178 $ 46,295 Accrued Warranty Nine Months Ended September 27, 2019 September 28, 2018 Balance at beginning of the period $ 4,510 $ 4,835 Provision charged to cost of revenue 1,903 2,503 Warranty liabilities from acquisitions 175 — Use of provision (1,802 ) (2,243 ) Foreign currency exchange rate changes (58 ) (54 ) Balance at end of the period $ 4,728 $ 5,041 Other Long Term Liabilities September 27, December 31, 2019 2018 Finance lease obligations $ 14,960 $ 7,275 Accrued pension liabilities 2,473 3,758 Accrued contingent considerations 14,998 3,376 Other 4,384 2,778 Total $ 36,815 $ 17,187 |
Debt
Debt | 9 Months Ended |
Sep. 27, 2019 | |
Debt Disclosure [Abstract] | |
Debt | 10. Debt Debt consisted of the following (in thousands): September 27, December 31, 2019 2018 Senior Credit Facilities – term loan $ — $ 4,600 Less: unamortized debt issuance costs — (65 ) Total current portion of long-term debt $ — $ 4,535 Senior Credit Facilities – term loan $ 56,125 $ 69,925 Senior Credit Facilities – revolving credit facility 172,847 135,058 Less: unamortized debt issuance costs (1,465 ) (2,140 ) Total long-term debt $ 227,507 $ 202,843 Total Senior Credit Facilities $ 227,507 $ 207,378 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. In February 2018, the Company entered into a fourth amendment (the “Fourth Amendment”) to the Second Amended and Restated Credit Agreement. The Fourth Amendment increased the maximum consolidated leverage ratio from 3.00 to 3.50, increased the maximum consolidated leverage ratio for permitted acquisitions and stock repurchases from 2.50 to 3.00, increased the maximum consolidated leverage ratio for a designated acquisition from 3.00 to 3.50, and increased 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 Second Amended and Restated Credit Agreement also contains customary events of default. The Company was in compliance with these covenants as of September 27, 2019. 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 Novanta Inc., Novanta Corporation, NDS Surgical Imaging LLC, Novanta Europe GmbH, Novanta UK Investments Holding Limited and Novanta Technologies UK Limited. The Second Amended and Restated Credit Agreement also contains customary events of default. Fair Value of Debt As of September 27, 2019 and December 31, 2018, 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. |
Leases
Leases | 9 Months Ended |
Sep. 27, 2019 | |
Leases [Abstract] | |
Leases | 11. Leases The Company leases certain equipment and facilities. The Company recognizes lease expense for these leases on a straight-line basis over the lease term. Many of these leases include both lease (e.g., fixed payments including rent) and non-lease components (e.g., common-area maintenance or other property management costs). The Company accounts for lease and non-lease components separately. Leases with an initial term of 12 months or less are not recognized on the balance sheet. Most leases held by the Company expire between 2019 and 2034. In the U.K., where longer lease terms are more common, the Company has a land lease that extends through 2078. Certain leases include terms such as an option to purchase the property, one or more options to renew, with renewal terms that can extend the lease term from one to 10 years, and options to terminate the leases within one year. The exercise of lease renewal or termination option is at the Company’s sole discretion; therefore, the majority of renewals to extend the lease terms are not included in the Company’s right-of-use assets and operating lease liabilities as they are not reasonably certain of being exercised. The Company regularly evaluates the renewal options and includes the renewal periods in the lease term when they are reasonably certain of being exercised. The depreciable life of right-of-use assets and leasehold improvements is limited to the expected lease terms. Most leases held by the Company do not provide an implicit rate. The Company uses its incremental borrowing rate for the same jurisdiction and term as the associated lease based on the information available at the lease commencement date to determine the present value of the lease payments. The Company used the incremental borrowing rate as of January 1, 2019 for operating leases that commenced prior to that date. The Company has a centrally managed treasury function; therefore, the Company applies a portfolio approach for determining the incremental borrowing rate based on the applicable lease terms and the current economic environment. The following table summarizes the components of lease costs (in thousands): Three Months Ended Nine Months Ended September 27, September 27, 2019 2019 Operating lease cost $ 1,830 $ 5,695 Finance lease cost Amortization of right-of-use assets 228 583 Interest on lease liabilities 110 316 Variable lease cost 505 1,051 Total lease cost $ 2,673 $ 7,645 The following table provides the details of balance sheet information related to leases (in thousands, except lease term and discount rate): September 27, 2019 Operating leases Operating lease right-of-use assets $ 35,487 Current portion of operating lease liabilities $ 5,065 Operating lease liabilities 32,181 Total operating lease liabilities $ 37,246 Finance leases Property, plant and equipment, gross $ 22,677 Accumulated depreciation (7,537 ) Property, plant and equipment, net $ 15,140 Accrued expenses and other current liabilities $ 1,294 Other liabilities 14,960 Total finance lease liabilities $ 16,254 Weighted-average remaining lease term (in years) Operating leases 10.1 Finance leases 5.0 Weighted-average discount rate Operating leases 5.73 % Finance leases 5.06 % The following table provides the details of cash flow information related to leases (in thousands): Nine Months Ended September 27, 2019 Cash paid for amounts included in lease liabilities Operating cash flows from finance leases $ 404 Operating cash flows from operating leases $ 5,124 Financing cash flows from finance leases $ 547 Right-of-use assets obtained in exchange for new operating lease liabilities $ 5,649 Right-of-use assets obtained in exchange for new finance lease liabilities $ 9,209 Future minimum lease payments under operating and finance leases expiring subsequent to September 27, 2019 , including operating leases associated with facilities that have been vacated as a result of the Company’s restructuring actions, are summarized as follows (in thousands): Year Ending December 31, Operating Lease Finance Lease (1) 2019 (remainder of year) $ 1,561 $ 433 2020 6,111 9,891 2021 5,868 907 2022 5,065 907 2023 4,419 930 Thereafter 28,415 5,394 Total minimum lease payments 51,439 18,462 Less: Interest (14,193 ) (2,208 ) Present value of lease liabilities $ 37,246 $ 16,254 (1) Future minimum lease payments under finance lease include the exercise price to purchase a facility in Germany for the year ending December 31, 2020. Future minimum lease payments under operating and capital leases expiring subsequent to December 31, 2018 under Accounting Standards Codification Topic 840, “Leases”, including operating leases associated with facilities that have been vacated as a result of the Company’s restructuring actions, are summarized as follows (in thousands): Year Ending December 31, Operating Lease (1) Capital Lease 2019 $ 7,797 $ 990 2020 6,263 980 2021 5,757 907 2022 5,264 907 2023 4,719 930 Thereafter 26,149 5,394 Total minimum lease payments $ 55,949 $ 10,108 (1) Future minimum lease payments as of December 31, 2018 included common-area maintenance and other property management costs and tax obligations. |
Common Shares and Share-Based C
Common Shares and Share-Based Compensation | 9 Months Ended |
Sep. 27, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Common Shares and Share-Based Compensation | 12. Common Shares and Share-Based Compensation Common Share Repurchases In October 2018, the Company’s Board of Directors approved a share repurchase plan (the “2018 Repurchase Plan”) authorizing the repurchase of $25.0 million worth of the Company’s common shares. During the nine months ended September 27, 2019, the Company repurchased 81 thousand shares for an aggregate purchase price of $6.7 million at an average price of $82.83 per share under the 2018 Repurchase Plan. Share-Based Compensation Expense The table below summarizes share-based compensation expense recorded in the consolidated statements of operations (in thousands): Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Selling, general and administrative $ 1,926 $ 1,523 $ 6,546 $ 5,021 Research and development and engineering 171 114 466 306 Cost of revenue 146 58 336 148 Total share-based compensation expense $ 2,243 $ 1,695 $ 7,348 $ 5,475 Share-based compensation reported in selling, general and administrative expenses included expenses related to restricted stock units and deferred stock units granted to the members of the Company’s Board of Directors of $0.9 million during the nine months ended September 27, 2019. Share-based compensation reported in selling, general and administrative expenses included expenses related to deferred stock units granted to the members of the Company’s Board of Directors of $0.5 million during the nine months ended September 28, 2018. Restricted Stock Units and Deferred Stock Units The Company’s restricted stock units (“RSUs”) have generally been issued with vesting periods ranging from zero 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. Compensation expense associated with DSUs is recognized in full on the date of grant, as the DSUs are fully vested and non-forfeitable upon grant. There were 187 thousand and 179 thousand DSUs outstanding as of September 27, 2019 and December 31, 2018, respectively, which were included in the calculation of weighted average basic shares outstanding for the respective periods. 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 nine months ended September 27, 2019: Shares (In thousands) Weighted Average Grant Date Fair Value Unvested at December 31, 2018 529 $ 26.98 Granted 111 $ 75.93 Vested (170 ) $ 27.34 Forfeited (23 ) $ 48.01 Unvested at September 27, 2019 447 $ 37.87 Expected to vest as of September 27, 2019 427 The total fair value of RSUs and DSUs that vested during the nine months ended September 27, 2019 was $13.2 million based on the market price of the underlying shares 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 a three-year performance period against the performance targets 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 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 shares compared to the Russell 2000 Index over a 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 nine months ended September 27, 2019: Shares (In thousands) Weighted Average Grant Date Fair Value Unvested at December 31, 2018 137 $ 37.28 Granted 46 $ 92.63 Performance adjustment (1) 29 $ 14.13 Vested (59 ) $ 14.13 Forfeited — $ — Unvested at September 27, 2019 153 $ 57.92 Expected to vest as of September 27, 2019 150 (1) Represents adjustment for performance-based awards granted on March 30, 2016. These units vested at 200% during the nine months ended September 27, 2019 based on the achievement of cumulative Non-GAAP EPS during the performance period of fiscal years 2016 through 2018. The total fair value of PSUs that vested during the nine months ended September 27, 2019 was $5.0 million based on the market price of the underlying shares on the date of vesting. The fair value of the TSR-PSUs at the date of grant was estimated using the Monte-Carlo valuation model with the following assumptions: Nine Months Ended September 27, 2019 Grant-date stock price $ 77.23 Expected volatility 32.54 % Risk-free interest rate 2.46 % Expected annual dividend yield — Fair value $ 108.58 Stock Options The fair value of stock options is estimated using the Black-Scholes valuation model. Key input assumptions include the expected option term, the expected volatility of the common shares over the expected term of the option, the risk-free interest rate, and the expected dividend yield. Compensation expense related to stock options is recognized in the consolidated statement of operations on a straight-line basis over the vesting period. No stock options were granted during the nine months ended September 27, 2019. The total fair value of stock options that exercised during the nine months ended September 27, 2019, based on the difference between market price on the date of exercise and the date of grant, was $2.4 million. The total amount of cash received from the exercise of these stock options was $0.4 million. There were 73 thousand stock options outstanding as of September 27, 2019. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 27, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. 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 18.8% for the three months ended September 27, 2019 differs from the Canadian statutory tax rate of 29.0% primarily due to the mix of income earned in jurisdictions with varying tax rates, estimated deductions for Foreign Derived Intangible Income, U.K. patent box deductions and other tax credits. The Company’s effective tax rate of 12.9% for the nine months ended September 27, 2019 differs from the Canadian statutory tax rate of 29.0% primarily due to the mix of income earned in jurisdictions with varying tax rates, estimated deductions for Foreign Derived Intangible Income, U.K. patent box deductions, other tax credits, and windfall tax benefits upon vesting of certain share-based compensation awards during the period. The Company’s effective tax rate of 19.5% for the three months ended September 28, 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, estimated deductions for Foreign Derived Intangible Income, U.K. patent box deductions and other tax credits; offset by non-deductible expenses recognized under an earn-out agreement in connection with the Company’s acquisition of Zettlex Holdings Limited (“Zettlex”) in 2018. The Company’s effective tax rate of 17.3% for the nine months ended September 28, 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, estimated deductions for Foreign Derived Intangible Income, U.K. patent box deductions, other tax credits, and windfall tax benefits upon vesting of certain share-based compensation awards during the period; offset by non-deductible expenses recognized under an earn-out agreement in connection with the Zettlex acquisition. 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. |
Restructuring and Acquisition R
Restructuring and Acquisition Related Costs | 9 Months Ended |
Sep. 27, 2019 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Acquisition Related Costs | 14. Restructuring and Acquisition Related Costs The following table summarizes restructuring and acquisition related costs in the accompanying consolidated statements of operations (in thousands): Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 2019 restructuring $ 1,115 $ — $ 4,047 $ — 2018 restructuring 351 137 789 1,125 Total restructuring charges 1,466 137 4,836 1,125 Acquisition and related charges 4,080 2,204 7,077 3,680 Total restructuring and acquisition related costs $ 5,546 $ 2,341 $ 11,913 $ 4,805 2019 Restructuring During the fourth quarter of 2018, the Company implemented a restructuring plan intended to realign operations, reduce costs, achieve operational efficiencies and focus resources on growth initiatives. During the three and nine months ended September 27, 2019, the Company recorded $1.1 million and $3.2 million, respectively, in severance and related costs, and zero and $0.8 million, respectively, in facility related costs in connection with the 2019 restructuring plan. As of September 27, 2019, the Company incurred cumulative costs related to this restructuring plan totaling $4.4 million. The Company anticipates completing the 2019 restructuring program in the first quarter of 2020 and expects to incur additional restructuring charges of $3.0 million to $4.5 million related to the 2019 restructuring program. The following table summarizes restructuring costs associated with the 2019 restructuring program for each reportable segment and unallocated corporate and shared services costs (in thousands): Three Nine Months Ended September 27, September 27, 2019 2019 Photonics $ 475 $ 2,025 Vision 367 1,023 Precision Motion 340 534 Unallocated Corporate and Shared Services (67 ) 465 Total $ 1,115 $ 4,047 2018 Restructuring During the second quarter of 2018, the Company initiated a program to integrate manufacturing operations as a result of acquisition activities. During the three and nine months ended September 27, 2019, the Company recorded $0.4 million and $0.8 million, respectively, in severance and related costs in connection with the 2018 restructuring plan. These costs were reported in the Vision reportable segment. As of September 27, 2019, the Company incurred cumulative costs related to this restructuring plan totaling $2.4 million. The Company anticipates completing the 2018 restructuring program during the fourth quarter of 2019 and expects to incur additional restructuring charges of $0.4 million to $0.6 million related to the 2018 restructuring program in the Vision reportable segment. 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 Other Balance at December 31, 2018 $ 1,276 $ 876 $ 388 $ 12 Restructuring charges 4,836 3,437 975 424 Cash payments (2,717 ) (2,381 ) 58 (394 ) Reclassification of reserves (a) (601 ) — (601 ) — Non-cash write-offs and other adjustments (964 ) (144 ) (820 ) — Balance at September 27, 2019 $ 1,830 $ 1,788 $ — $ 42 (a) Accrual related to exited facilities was reclassified to operating lease liabilities upon adoption of ASU 2016-02. Acquisition and Related Charges Acquisition related costs in connection with business combinations, including finders’ fees, legal, valuation, and other professional or consulting fees, totaled $3.3 million and $4.9 million for the three and nine months ended September 27, 2019, respectively, and $0.5 million and $0.9 million for the three and nine months ended September 28, 2018, respectively. Acquisition related costs recognized under earn-out agreements in connection with acquisitions totaled $0.8 million and $2.2 million for the three and nine months ended September 27, 2019, respectively, and $1.7 million and $2.8 million for the three and nine months ended September 28, 2018, respectively. The majority of acquisition related costs for the three and nine months ended September 27, 2019 were included in the Company’s Precision Motion and Unallocated Corporate and Shared Services reportable segments. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 27, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. Commitments and Contingencies Purchase Commitments There have been no material changes to the Company’s purchase commitments since December 31, 2018. 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 litigations and may revise its estimates. The Company does not believe that the outcome of these claims will have a material adverse effect on 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 on the 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 they are 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. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 27, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 16. Related Party Transactions As of March 29, 2019, certain members of the Company’s board of directors served on the board of directors or as advisors of companies that are customers of the Company. All contracts with these related parties were executed at arm’s length in the ordinary course of business. As of the beginning of the second quarter of 2019, these customers were no longer considered to be related parties. The aggregate revenue from these customers was $11.6 million for the three months ended March 29, 2019. The aggregate revenue from these customers was $8.5 million and $20.3 million for the three and nine months ended September 28, 2018, respectively. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 27, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | 17. Segment Information Reportable Segments The Company’s Chief Operating Decision Maker (“CODM”) utilizes financial information to make decisions about allocating resources and assessing performance for the entire Company. 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 technologies offered to customers. Based upon the information provided to the CODM, the Company has determined that it operates in three reportable segments: Photonics, Vision, and Precision Motion. The reportable segments and their principal activities consist of the following: Photonics The Photonics segment designs, manufactures and markets photonics-based solutions, including laser scanning, 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 for advanced industrial processes, 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; visualization solutions; wireless and video integration technologies for operating room integrations recorders; 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 and inductive encoders, precision motor and motion control sub-assemblies, servo drives, air bearings, 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 expenses by reportable segment were as follows (in thousands, except percentage data): Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Revenue Photonics $ 54,570 $ 61,285 $ 172,081 $ 187,178 Vision 69,923 62,113 201,754 172,145 Precision Motion 29,573 37,396 92,562 98,836 Total $ 154,066 $ 160,794 $ 466,397 $ 458,159 Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Gross Profit Photonics $ 25,289 $ 29,218 $ 79,911 $ 89,510 Vision 26,922 24,160 78,106 64,322 Precision Motion 12,504 16,788 39,784 44,750 Unallocated Corporate and Shared Services (661 ) (532 ) (1,676 ) (1,560 ) Total $ 64,054 $ 69,634 $ 196,125 $ 197,022 Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Gross Profit Margin Photonics 46.3 % 47.7 % 46.4 % 47.8 % Vision 38.5 % 38.9 % 38.7 % 37.4 % Precision Motion 42.3 % 44.9 % 43.0 % 45.3 % Total 41.6 % 43.3 % 42.1 % 43.0 % Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Operating Income (Loss) Photonics $ 10,661 $ 14,595 $ 34,637 $ 46,102 Vision 5,830 5,380 14,602 6,246 Precision Motion 5,221 8,818 16,839 25,037 Unallocated Corporate and Shared Services (8,911 ) (7,798 ) (23,779 ) (22,048 ) Total $ 12,801 $ 20,995 $ 42,299 $ 55,337 Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Depreciation and Amortization Expenses Photonics $ 3,276 $ 2,997 $ 8,486 $ 9,030 Vision 5,432 5,100 15,658 15,371 Precision Motion 1,061 1,020 3,613 2,364 Unallocated Corporate and Shared Services 71 82 197 621 Total $ 9,840 $ 9,199 $ 27,954 $ 27,386 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 Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 United States $ 63,278 $ 63,073 $ 190,048 $ 181,653 Germany 21,423 23,089 63,738 64,170 Rest of Europe 30,489 30,222 97,230 80,629 China 11,895 17,516 42,395 51,486 Rest of Asia-Pacific 24,218 24,882 65,367 74,589 Other 2,763 2,012 7,619 5,632 Total $ 154,066 $ 160,794 $ 466,397 $ 458,159 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 Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Advanced Industrial 45 % 50 % 45 % 50 % Medical 55 % 50 % 55 % 50 % Total 100 % 100 % 100 % 100 % The majority of revenue from the Photonics and Precision Motion segments is generated from sales to customers in the advanced industrial market. The majority of revenue from the Vision segment is generated from sales to customers in the medical market. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 27, 2019 | |
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. Novanta combines 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 the customers’ demanding applications. The accompanying unaudited interim consolidated financial statements have been prepared by the Company in United States (“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 financial statements prepared in accordance with accounting principles generally accepted in the U.S. have been condensed or omitted. 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, 2018. 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. 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 Standards Updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”): Standard Description Effective Date Effect on the Financial Statements or Other Significant Matters In August 2018, the FASB issued ASU 2018-15, “Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). ASU 2018-15 should be applied either retrospectively or prospectively. January 1, 2020. Early adoption is permitted. The Company adopted ASU 2018-15 on a prospective basis during the first quarter of 2019. The adoption of ASU 2018-15 did not have a material impact on the Company’s consolidated financial statements. 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 under the Tax Reform Act is recognized. January 1, 2019. The Company adopted ASU 2018-02 during the first quarter of 2019. The adoption of ASU 2018-02 did not have a material impact on the Company’s consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 requires the measurement of all expected credit losses of financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward looking information to better inform their credit loss estimates. January 1, 2020. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2016-13 on its consolidated financial statements. Standard Description Effective Date Effect on the Financial Statements or Other Significant Matters 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. January 1, 2019. The Company adopted ASU 2016-02 during the first quarter of 2019 using the modified retrospective approach. In addition, the Company elected the package of practical expedients permitted under the transition guidance. The adoption of ASU 2016-02 resulted in the recording of additional operating lease right-of-use (“ROU”) assets and operating lease liabilities of approximately $35.3 million and $36.5 million, respectively, as of January 1 , 2019. The adoption of ASU 201 6 -0 2 did not have an impact on the Company’s a ccumulated deficit , consolidated statement of operations, or consolidated statement of cash flows. |
Revenue Recognition | The Company recognizes revenue when control of promised goods or services is transferred to customers. The transfer of control generally occurs upon shipment 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 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 for engineering services. Professional services are typically short in duration, mostly less than one month, and aggregate to less than 3% of the Company’s consolidated revenue. Revenue is typically recognized at a point in time when control transfers to the customer upon completion of professional services. These services generally involve a single distinct performance obligation. The consideration expected to be received in exchange for such services 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 control over the service plans is over time. The Company recognizes the related revenue ratably over the terms of the service plans. The transaction price of a contract is allocated to each performance obligation based on its relative standalone selling price. Standalone selling prices are generally determined based on the prices charged to customers or using the expected cost plus a margin. Shipping & Handling Costs 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. 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 liabilities in the consolidated balance sheet based on the timing of when the Company expects to recognize revenue. As of September 27, 2019 and December 31, 2018, contract liabilities were $4.9 million and $4.7 million, respectively, and are included in accrued expenses and other current liabilities and other liabilities in the accompanying consolidated balance sheets. The increase in the contract liability balance during the nine months ended September 27, 2019 is primarily due to cash payments received in advance of satisfying performance obligations, partially offset by $3.7 million of revenue recognized during the period that was included in the contract liability balance at December 31, 2018. Disaggregated Revenue See Note 17 for the Company’s disaggregation of revenue by segment, geography and end market. |
Foreign Currency Contracts (Pol
Foreign Currency Contracts (Policies) | 9 Months Ended |
Sep. 27, 2019 | |
Accounting Policies [Abstract] | |
Foreign Currency Contracts | 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 exposures to counterparty risks on derivative instruments by entering into contracts with a diversified group of major financial institutions and by actively monitoring outstanding positions. The Company uses 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 currencies of the Company and its subsidiaries. These forward contracts are not designated as cash flow, fair v alue or net investment hedges. All c hanges in the fair value of these forward contracts are recognized in income before income taxes . |
Leases (Policies)
Leases (Policies) | 9 Months Ended |
Sep. 27, 2019 | |
Accounting Policies [Abstract] | |
Leases | The Company leases certain equipment and facilities. The Company recognizes lease expense for these leases on a straight-line basis over the lease term. Many of these leases include both lease (e.g., fixed payments including rent) and non-lease components (e.g., common-area maintenance or other property management costs). The Company accounts for lease and non-lease components separately. Leases with an initial term of 12 months or less are not recognized on the balance sheet. Most leases held by the Company expire between 2019 and 2034. In the U.K., where longer lease terms are more common, the Company has a land lease that extends through 2078. Certain leases include terms such as an option to purchase the property, one or more options to renew, with renewal terms that can extend the lease term from one to 10 years, and options to terminate the leases within one year. The exercise of lease renewal or termination option is at the Company’s sole discretion; therefore, the majority of renewals to extend the lease terms are not included in the Company’s right-of-use assets and operating lease liabilities as they are not reasonably certain of being exercised. The Company regularly evaluates the renewal options and includes the renewal periods in the lease term when they are reasonably certain of being exercised. The depreciable life of right-of-use assets and leasehold improvements is limited to the expected lease terms. Most leases held by the Company do not provide an implicit rate. The Company uses its incremental borrowing rate for the same jurisdiction and term as the associated lease based on the information available at the lease commencement date to determine the present value of the lease payments. The Company used the incremental borrowing rate as of January 1, 2019 for operating leases that commenced prior to that date. The Company has a centrally managed treasury function; therefore, the Company applies a portfolio approach for determining the incremental borrowing rate based on the applicable lease terms and the current economic environment. |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Summary of Fair Values of Assets Acquired and Liabilities Assumed Purchase Price Allocation | Based upon a preliminary valuation, the total purchase price for Med X Change and Ingenia was allocated as follows (in thousands): Purchase Allocation Cash $ 1,000 Accounts receivable 1,739 Inventories 2,372 Property, plant and equipment 496 Intangible assets 22,376 Goodwill 13,539 Other assets 601 Total assets acquired 42,123 Accounts payable 604 Deferred tax liabilities 2,550 Other liabilities 910 Total liabilities assumed 4,064 Total assets acquired, net of liabilities assumed 38,059 Less: cash acquired 1,000 Total purchase price, net of cash acquired 37,059 Less: contingent consideration 6,569 Less: purchase price holdback 905 Net cash used for acquisition of businesses $ 29,585 |
Fair Value of Intangible Assets | The fair value of intangible assets for Med X Change and Ingenia is comprised of the following (dollar amounts in thousands): Weighted Average Estimated Fair Amortization Value Period Developed technologies $ 11,072 10 years Customer relationships 10,465 15 years Trademarks and trade names 639 9 years Backlog 200 7 months Total $ 22,376 |
ARGES GmbH | |
Summary of Fair Values of Assets Acquired and Liabilities Assumed Purchase Price Allocation | Based upon a preliminary valuation, the total purchase price for ARGES was allocated as follows (in thousands): Purchase Allocation Cash $ 3,159 Accounts receivable 1,542 Inventories 8,295 Property, plant and equipment 13,884 Intangible assets 24,713 Goodwill 42,355 Other assets 1,990 Total assets acquired 95,938 Accounts payable 2,598 Deferred tax liabilities 7,457 Other liabilities 12,954 Total liabilities assumed 23,009 Total assets acquired, net of liabilities assumed 72,929 Less: cash acquired 3,159 Total purchase price, net of cash acquired 69,770 Less: contingent consideration 7,870 Less: issuance of common shares 10,900 Less: deferred cash consideration 27,442 Net cash used for acquisition of business $ 23,558 |
Fair Value of Intangible Assets | The fair value of intangible assets for ARGES is comprised of the following (dollar amounts in thousands): Weighted Average Estimated Fair Amortization Value Period Developed technologies $ 11,355 15 years Customer relationships 11,800 15 years Trademarks and trade names 1,225 10 years Backlog 333 5 months Total $ 24,713 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
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, 2018 $ (22,527 ) $ (12,485 ) $ (10,042 ) Other comprehensive income (loss) (2,831 ) (3,144 ) 313 Amounts reclassified from accumulated other comprehensive income (loss) (1) 747 — 747 Balance at September 27, 2019 $ (24,611 ) $ (15,629 ) $ (8,982 ) (1) The amounts reclassified from other comprehensive income (loss) were included in other income (expense) in the consolidated statements of operations. |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
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 Nine Months Ended September 27, September 28, September 27, September 28, 2019 (1) 2018 (2) 2019 (1) 2018 (2) Numerators: Consolidated net income $ 8,923 $ 14,989 $ 31,556 $ 39,451 Less: Net income attributable to noncontrolling interest — (435 ) — (1,986 ) Net income attributable to Novanta Inc. 8,923 14,554 31,556 37,465 Redeemable noncontrolling interest redemption value adjustment — 6,877 — 1,781 Net income attributable to Novanta Inc. after adjustment for redeemable noncontrolling interest redemption value $ 8,923 $ 21,431 $ 31,556 $ 39,246 Denominators: Weighted average common shares outstanding— basic 35,074 34,899 35,012 34,918 Dilutive potential common shares 511 586 511 551 Weighted average common shares outstanding— diluted 35,585 35,485 35,523 35,469 Antidilutive potential common shares excluded from above 35 — 43 — Earnings per Common Share Attributable to Novanta Inc.: Basic $ 0.25 $ 0.61 $ 0.90 $ 1.12 Diluted $ 0.25 $ 0.60 $ 0.89 $ 1.11 (1) 47,147 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders are considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 27, 2019. (2) 53,968 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders were considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 28, 2018. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Values of Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table summarizes the fair values of the Company’s assets and liabilities measured at fair value on a recurring basis as of September 27, 2019 (in thousands): Quoted Prices in Significant Other Active Markets for Significant Other Unobservable Identical Assets Observable Inputs Inputs Fair Value (Level 1) (Level 2) (Level 3) Assets Cash equivalents $ 3,439 $ 3,439 $ — $ — Prepaid expenses and other current assets: Foreign currency forward contracts 354 — 354 — $ 3,793 $ 3,439 $ 354 $ — Liabilities Accrued expenses and other current liabilities: Contingent considerations - Current $ 3,769 $ — $ — $ 3,769 Foreign currency forward contracts 21 — 21 — Other liabilities: Contingent considerations - Long-term 14,998 — — 14,998 $ 18,788 $ — $ 21 $ 18,767 The following table summarizes the fair values of the Company’s assets and liabilities measured at fair value on a recurring basis as of December 31, 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 $ 4,288 $ 4,288 $ — $ — Prepaid expenses and other current assets: Foreign currency forward contracts 15 — 15 — $ 4,303 $ 4,288 $ 15 $ — Liabilities Accrued expenses and other current liabilities: Foreign currency forward contracts $ 182 $ — $ 182 $ — Other liabilities: Contingent considerations - Long-term 3,376 — — 3,376 $ 3,558 $ — $ 182 $ 3,376 |
Changes in Fair Value of Level 3 Contingent Considerations | Changes in the fair value of Level 3 contingent considerations during the nine months ended September 27, 2019 were as follows (in thousands): Contingent Considerations Balance at December 31, 2018 $ 3,376 Acquisition of ARGES 7,870 Acquisition of Ingenia 6,569 Fair value adjustments 1,285 Effect of foreign exchange rates (333 ) Balance at September 27, 2019 $ 18,767 |
Schedule of Fair Value Measurement Inputs and Valuation Techniques | The following table provides qualitative information associated with the fair value measurement of the Company’s Level 3 liabilities: Liability September 27, 2019 Fair Value (in thousands) Valuation Technique Unobservable Inputs Percentage Applied Contingent consideration (ARGES) $7,743 Monte Carlo method Historical and projected revenues from July 2019 through December 2026 N/A Revenue volatility 32.7% Cost of debt 1.5% Revenue discount rate 7.4% Contingent consideration (Ingenia) $6,363 Monte Carlo method Historical and projected revenues from April 2019 through March 2022 N/A Revenue volatility 31.3% Cost of debt 1.0% Revenue discount rate 14.3% Contingent consideration (Other) $4,661 Discounted cash flow method Historical and projected revenues for fiscal years 2018 to 2021 N/A Revenue discount rate 22.8% |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Goodwill | The following table summarizes changes in goodwill during the nine months ended September 27, 2019 (in thousands): Balance at beginning of the period $ 217,662 Goodwill acquired from acquisitions 55,894 Effect of foreign exchange rate changes (4,815 ) Balance at end of the period $ 268,741 |
Goodwill by Reportable Segment | Goodwill by reportable segment as of September 27, 2019 was as follows (in thousands): Reportable Segment Photonics Vision Precision Motion Total Goodwill $ 209,506 $ 158,781 $ 51,683 $ 419,970 Accumulated impairment of goodwill (102,461 ) (31,722 ) (17,046 ) (151,229 ) Total $ 107,045 $ 127,059 $ 34,637 $ 268,741 Goodwill by reportable segment as of December 31, 2018 was as follows (in thousands): Reportable Segment Photonics Vision Precision Motion Total Goodwill $ 168,955 $ 155,017 $ 44,919 $ 368,891 Accumulated impairment of goodwill (102,461 ) (31,722 ) (17,046 ) (151,229 ) Total $ 66,494 $ 123,295 $ 27,873 $ 217,662 |
Intangible Assets | Intangible assets as of September 27, 2019 and December 31, 2018, respectively, are summarized as follows (in thousands): September 27, 2019 December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Amortizable intangible assets: Patents and developed technologies $ 155,528 $ (93,459 ) $ 62,069 $ 134,034 $ (86,623 ) $ 47,411 Customer relationships 158,550 (73,754 ) 84,796 139,097 (64,174 ) 74,923 Customer backlog 2,208 (1,925 ) 283 1,738 (1,191 ) 547 Non-compete covenant — — — 2,514 (2,493 ) 21 Trademarks and trade names 17,514 (9,611 ) 7,903 15,915 (8,924 ) 6,991 Amortizable intangible assets 333,800 (178,749 ) 155,051 293,298 (163,405 ) 129,893 Non-amortizable intangible assets: Trade names 13,027 — 13,027 13,027 — 13,027 Totals $ 346,827 $ (178,749 ) $ 168,078 $ 306,325 $ (163,405 ) $ 142,920 |
Amortization Expense of Intangible Assets | Amortization expense was as follows (in thousands): Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Amortization expense – cost of revenue $ 2,797 $ 2,492 $ 7,554 $ 7,461 Amortization expense – operating expenses 3,970 3,947 11,740 11,538 Total amortization expense $ 6,767 $ 6,439 $ 19,294 $ 18,999 |
Estimated Amortization Expense | Estimated amortization expense for each of the five succeeding years and thereafter as of September 27, 2019 was as follows (in thousands): Year Ending December 31, Cost of Revenue Operating Expenses Total 2019 (remainder of year) $ 2,856 $ 4,060 $ 6,916 2020 10,697 13,602 24,299 2021 10,896 13,307 24,203 2022 9,320 12,510 21,830 2023 8,176 10,880 19,056 Thereafter 20,124 38,623 58,747 Total $ 62,069 $ 92,982 $ 155,051 |
Supplementary Balance Sheet I_2
Supplementary Balance Sheet Information (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Inventories | Inventories September 27, December 31, 2019 2018 Raw materials $ 78,489 $ 69,008 Work-in-process 16,544 15,982 Finished goods 21,614 17,337 Demo and consigned inventory 1,926 2,437 Total inventories $ 118,573 $ 104,764 |
Accrued Expenses and Other Current Liabilities | Accrued Expenses and Other Current Liabilities September 27, December 31, 2019 2018 Accrued compensation and benefits $ 15,675 $ 24,545 Accrued warranty 4,728 4,510 Contract liabilities, current portion 4,549 4,165 Deferred purchase price for acquisitions 27,027 — Other 19,199 13,075 Total $ 71,178 $ 46,295 |
Accrued Warranty | Accrued Warranty Nine Months Ended September 27, 2019 September 28, 2018 Balance at beginning of the period $ 4,510 $ 4,835 Provision charged to cost of revenue 1,903 2,503 Warranty liabilities from acquisitions 175 — Use of provision (1,802 ) (2,243 ) Foreign currency exchange rate changes (58 ) (54 ) Balance at end of the period $ 4,728 $ 5,041 |
Other Long Term Liabilities | Other Long Term Liabilities September 27, December 31, 2019 2018 Finance lease obligations $ 14,960 $ 7,275 Accrued pension liabilities 2,473 3,758 Accrued contingent considerations 14,998 3,376 Other 4,384 2,778 Total $ 36,815 $ 17,187 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt consisted of the following (in thousands): September 27, December 31, 2019 2018 Senior Credit Facilities – term loan $ — $ 4,600 Less: unamortized debt issuance costs — (65 ) Total current portion of long-term debt $ — $ 4,535 Senior Credit Facilities – term loan $ 56,125 $ 69,925 Senior Credit Facilities – revolving credit facility 172,847 135,058 Less: unamortized debt issuance costs (1,465 ) (2,140 ) Total long-term debt $ 227,507 $ 202,843 Total Senior Credit Facilities $ 227,507 $ 207,378 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Leases [Abstract] | |
Summary of Components of Lease Costs | The following table summarizes the components of lease costs (in thousands): Three Months Ended Nine Months Ended September 27, September 27, 2019 2019 Operating lease cost $ 1,830 $ 5,695 Finance lease cost Amortization of right-of-use assets 228 583 Interest on lease liabilities 110 316 Variable lease cost 505 1,051 Total lease cost $ 2,673 $ 7,645 |
Summary of Balance Sheet Information Related to Leases | The following table provides the details of balance sheet information related to leases (in thousands, except lease term and discount rate): September 27, 2019 Operating leases Operating lease right-of-use assets $ 35,487 Current portion of operating lease liabilities $ 5,065 Operating lease liabilities 32,181 Total operating lease liabilities $ 37,246 Finance leases Property, plant and equipment, gross $ 22,677 Accumulated depreciation (7,537 ) Property, plant and equipment, net $ 15,140 Accrued expenses and other current liabilities $ 1,294 Other liabilities 14,960 Total finance lease liabilities $ 16,254 Weighted-average remaining lease term (in years) Operating leases 10.1 Finance leases 5.0 Weighted-average discount rate Operating leases 5.73 % Finance leases 5.06 % |
Summary of Cash Flow Information Related to Leases | The following table provides the details of cash flow information related to leases (in thousands): Nine Months Ended September 27, 2019 Cash paid for amounts included in lease liabilities Operating cash flows from finance leases $ 404 Operating cash flows from operating leases $ 5,124 Financing cash flows from finance leases $ 547 Right-of-use assets obtained in exchange for new operating lease liabilities $ 5,649 Right-of-use assets obtained in exchange for new finance lease liabilities $ 9,209 |
Future Minimum Lease Payments Under Operating and Finance Leases | Future minimum lease payments under operating and finance leases expiring subsequent to September 27, 2019 , including operating leases associated with facilities that have been vacated as a result of the Company’s restructuring actions, are summarized as follows (in thousands): Year Ending December 31, Operating Lease Finance Lease (1) 2019 (remainder of year) $ 1,561 $ 433 2020 6,111 9,891 2021 5,868 907 2022 5,065 907 2023 4,419 930 Thereafter 28,415 5,394 Total minimum lease payments 51,439 18,462 Less: Interest (14,193 ) (2,208 ) Present value of lease liabilities $ 37,246 $ 16,254 (1) Future minimum lease payments under finance lease include the exercise price to purchase a facility in Germany for the year ending December 31, 2020. |
Future Minimum Lease Payments Under Operating and Capital Leases | Future minimum lease payments under operating and capital leases expiring subsequent to December 31, 2018 under Accounting Standards Codification Topic 840, “Leases”, including operating leases associated with facilities that have been vacated as a result of the Company’s restructuring actions, are summarized as follows (in thousands): Year Ending December 31, Operating Lease (1) Capital Lease 2019 $ 7,797 $ 990 2020 6,263 980 2021 5,757 907 2022 5,264 907 2023 4,719 930 Thereafter 26,149 5,394 Total minimum lease payments $ 55,949 $ 10,108 (1) Future minimum lease payments as of December 31, 2018 included common-area maintenance and other property management costs and tax obligations. |
Common Shares and Share-Based_2
Common Shares and Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Share-Based Compensation Expense Recorded in the Consolidated Statements of Operations | The table below summarizes share-based compensation expense recorded in the consolidated statements of operations (in thousands): Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Selling, general and administrative $ 1,926 $ 1,523 $ 6,546 $ 5,021 Research and development and engineering 171 114 466 306 Cost of revenue 146 58 336 148 Total share-based compensation expense $ 2,243 $ 1,695 $ 7,348 $ 5,475 |
Schedule of Share Based Payment Award Performance Stock Awards Valuation Assumptions | The fair value of the TSR-PSUs at the date of grant was estimated using the Monte-Carlo valuation model with the following assumptions: Nine Months Ended September 27, 2019 Grant-date stock price $ 77.23 Expected volatility 32.54 % Risk-free interest rate 2.46 % Expected annual dividend yield — Fair value $ 108.58 |
2010 Incentive Award Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Restricted Stock Units and Deferred Stock Units 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 nine months ended September 27, 2019: Shares (In thousands) Weighted Average Grant Date Fair Value Unvested at December 31, 2018 529 $ 26.98 Granted 111 $ 75.93 Vested (170 ) $ 27.34 Forfeited (23 ) $ 48.01 Unvested at September 27, 2019 447 $ 37.87 Expected to vest as of September 27, 2019 427 |
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 nine months ended September 27, 2019: Shares (In thousands) Weighted Average Grant Date Fair Value Unvested at December 31, 2018 137 $ 37.28 Granted 46 $ 92.63 Performance adjustment (1) 29 $ 14.13 Vested (59 ) $ 14.13 Forfeited — $ — Unvested at September 27, 2019 153 $ 57.92 Expected to vest as of September 27, 2019 150 (1) Represents adjustment for performance-based awards granted on March 30, 2016. These units vested at 200% during the nine months ended September 27, 2019 based on the achievement of cumulative Non-GAAP EPS during the performance period of fiscal years 2016 through 2018. |
Restructuring and Acquisition_2
Restructuring and Acquisition Related Costs (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Restructuring and Acquisition Related Costs | The following table summarizes restructuring and acquisition related costs in the accompanying consolidated statements of operations (in thousands): Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 2019 restructuring $ 1,115 $ — $ 4,047 $ — 2018 restructuring 351 137 789 1,125 Total restructuring charges 1,466 137 4,836 1,125 Acquisition and related charges 4,080 2,204 7,077 3,680 Total restructuring and acquisition related costs $ 5,546 $ 2,341 $ 11,913 $ 4,805 |
Schedule of Restructuring Charges by Segment | The following table summarizes restructuring costs associated with the 2019 restructuring program for each reportable segment and unallocated corporate and shared services costs (in thousands): Three Nine Months Ended September 27, September 27, 2019 2019 Photonics $ 475 $ 2,025 Vision 367 1,023 Precision Motion 340 534 Unallocated Corporate and Shared Services (67 ) 465 Total $ 1,115 $ 4,047 |
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 Other Balance at December 31, 2018 $ 1,276 $ 876 $ 388 $ 12 Restructuring charges 4,836 3,437 975 424 Cash payments (2,717 ) (2,381 ) 58 (394 ) Reclassification of reserves (a) (601 ) — (601 ) — Non-cash write-offs and other adjustments (964 ) (144 ) (820 ) — Balance at September 27, 2019 $ 1,830 $ 1,788 $ — $ 42 (a) Accrual related to exited facilities was reclassified to operating lease liabilities upon adoption of ASU 2016-02. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Segment Reporting [Abstract] | |
Revenue, Gross Profit, Gross Profit Margin, Operating Income (Loss), and Depreciation and Amortization Expenses by Reportable Segment | Revenue, gross profit, gross profit margin, operating income (loss), and depreciation and amortization expenses by reportable segment were as follows (in thousands, except percentage data): Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Revenue Photonics $ 54,570 $ 61,285 $ 172,081 $ 187,178 Vision 69,923 62,113 201,754 172,145 Precision Motion 29,573 37,396 92,562 98,836 Total $ 154,066 $ 160,794 $ 466,397 $ 458,159 Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Gross Profit Photonics $ 25,289 $ 29,218 $ 79,911 $ 89,510 Vision 26,922 24,160 78,106 64,322 Precision Motion 12,504 16,788 39,784 44,750 Unallocated Corporate and Shared Services (661 ) (532 ) (1,676 ) (1,560 ) Total $ 64,054 $ 69,634 $ 196,125 $ 197,022 Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Gross Profit Margin Photonics 46.3 % 47.7 % 46.4 % 47.8 % Vision 38.5 % 38.9 % 38.7 % 37.4 % Precision Motion 42.3 % 44.9 % 43.0 % 45.3 % Total 41.6 % 43.3 % 42.1 % 43.0 % Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Operating Income (Loss) Photonics $ 10,661 $ 14,595 $ 34,637 $ 46,102 Vision 5,830 5,380 14,602 6,246 Precision Motion 5,221 8,818 16,839 25,037 Unallocated Corporate and Shared Services (8,911 ) (7,798 ) (23,779 ) (22,048 ) Total $ 12,801 $ 20,995 $ 42,299 $ 55,337 Three Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Depreciation and Amortization Expenses Photonics $ 3,276 $ 2,997 $ 8,486 $ 9,030 Vision 5,432 5,100 15,658 15,371 Precision Motion 1,061 1,020 3,613 2,364 Unallocated Corporate and Shared Services 71 82 197 621 Total $ 9,840 $ 9,199 $ 27,954 $ 27,386 |
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 Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 United States $ 63,278 $ 63,073 $ 190,048 $ 181,653 Germany 21,423 23,089 63,738 64,170 Rest of Europe 30,489 30,222 97,230 80,629 China 11,895 17,516 42,395 51,486 Rest of Asia-Pacific 24,218 24,882 65,367 74,589 Other 2,763 2,012 7,619 5,632 Total $ 154,066 $ 160,794 $ 466,397 $ 458,159 |
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 Nine Months Ended September 27, September 28, September 27, September 28, 2019 2018 2019 2018 Advanced Industrial 45 % 50 % 45 % 50 % Medical 55 % 50 % 55 % 50 % Total 100 % 100 % 100 % 100 % |
Basis of Presentation - Additio
Basis of Presentation - Additional information (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Jan. 01, 2019 |
Basis Of Presentation [Line Items] | ||
Operating lease, right-of-use asset | $ 35,487 | |
Operating lease liabilities | $ 37,246 | |
ASU 2016-02 | ||
Basis Of Presentation [Line Items] | ||
Operating lease, right-of-use asset | $ 35,300 | |
Operating lease liabilities | $ 36,500 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 27, 2019 | Dec. 31, 2018 | |
Revenue [Line Items] | ||
Incremental direct costs of obtaining a contract, practical expedient | true | |
Effects of a financing component, practical expedient | true | |
Remaining performance obligation for contracts, optional exemption | true | |
Adoption of Topic 606 | ||
Revenue [Line Items] | ||
Contract liabilities | $ 4.9 | $ 4.7 |
Revenue recognized | $ 3.7 | |
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. | |
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 | |
Maximum | ||
Revenue [Line Items] | ||
Percentage of revenue for professional services | 3.00% | |
Duration of professional services performed under customer contract | 1 month | |
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 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) $ / shares in Units, shares in Thousands | Jul. 31, 2019USD ($)shares | Jul. 31, 2019EUR (€)shares | Jun. 05, 2019USD ($) | Apr. 16, 2019USD ($) | Apr. 16, 2019EUR (€) | Sep. 27, 2019USD ($) | Sep. 28, 2018USD ($) | Sep. 27, 2019USD ($) | Sep. 28, 2018USD ($) | Jul. 29, 2020USD ($) | Jul. 29, 2020EUR (€) | Jul. 31, 2019EUR (€) | Jul. 30, 2019$ / shares | Apr. 16, 2019EUR (€) | Dec. 31, 2018USD ($) |
Business Acquisition [Line Items] | |||||||||||||||
Businesses combination in common shares | $ 10,900,000 | $ 10,900,000 | |||||||||||||
Deferred cash consideration | 27,027,000 | 27,027,000 | |||||||||||||
Goodwill | 268,741,000 | 268,741,000 | $ 217,662,000 | ||||||||||||
Acquisition costs | 4,080,000 | $ 2,204,000 | 7,077,000 | $ 3,680,000 | |||||||||||
Revolving Credit Facility | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Amount borrowing under finance acquisition | 66,800,000 | ||||||||||||||
ARGES GmbH | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Percentage of shares acquired | 100.00% | 100.00% | |||||||||||||
Purchase price | $ 72,929,000 | € 65,500,000 | |||||||||||||
Business acquisition, date of acquisition | Jul. 31, 2019 | Jul. 31, 2019 | |||||||||||||
Cash consideration | $ 26,700,000 | € 24,000,000 | |||||||||||||
Businesses combination in common shares | $ 10,900,000 | € 9,800,000 | |||||||||||||
Business combination number of shares acquired | shares | 124 | 124 | |||||||||||||
Business acquisition, closing market price per share | $ / shares | $ 87.58 | ||||||||||||||
Fair value of contingent consideration | $ 7,870,000 | 7,100,000 | |||||||||||||
Deferred cash consideration | 27,442,000 | ||||||||||||||
Undiscounted low range of contingent consideration | € | 0 | ||||||||||||||
Undiscounted high range of contingent consideration | € | € 10,000,000 | ||||||||||||||
Intangible Assets Estimated Fair Value | 24,713,000 | ||||||||||||||
Goodwill | 42,355,000 | ||||||||||||||
Goodwill assets expected to be deductible for tax purposes | $ 0 | ||||||||||||||
Revenues | 1,900,000 | ||||||||||||||
Income (loss) before income taxes | 1,400,000 | ||||||||||||||
Amortization of inventory fair value adjustments and purchased intangible assets | 900,000 | ||||||||||||||
ARGES GmbH | Forecast | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Deferred cash consideration | $ 27,400,000 | € 24,700,000 | |||||||||||||
Med X Change, Inc | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Percentage of shares acquired | 100.00% | ||||||||||||||
Cash consideration | $ 21,900,000 | ||||||||||||||
Med X Change, Inc | Revolving Credit Facility | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Amount borrowing under finance acquisition | $ 21,000,000 | ||||||||||||||
Ingenia-CAT, S.L. | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Percentage of shares acquired | 100.00% | 100.00% | |||||||||||||
Purchase price | $ 16,200,000 | € 14,300,000 | |||||||||||||
Cash consideration | 9,600,000 | € 8,500,000 | |||||||||||||
Fair value of contingent consideration | 6,600,000 | 5,800,000 | |||||||||||||
Undiscounted low range of contingent consideration | € | 0 | ||||||||||||||
Undiscounted high range of contingent consideration | € | 8,000,000 | ||||||||||||||
Purchase price heldback | $ 900,000 | € 800,000 | |||||||||||||
Expiration period | 2021-10 | 2021-10 | |||||||||||||
Med X Change, Inc and Ingenia-CAT, S.L. | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Purchase price | 38,059,000 | 38,059,000 | |||||||||||||
Fair value of contingent consideration | 6,569,000 | 6,569,000 | |||||||||||||
Purchase price heldback | 905,000 | 905,000 | |||||||||||||
Intangible Assets Estimated Fair Value | 22,376,000 | 22,376,000 | |||||||||||||
Goodwill | 13,539,000 | 13,539,000 | |||||||||||||
Goodwill assets expected to be deductible for tax purposes | $ 6,200,000 | 6,200,000 | |||||||||||||
Revenues | 4,000,000 | ||||||||||||||
Income (loss) before income taxes | (100,000) | ||||||||||||||
Amortization of inventory fair value adjustments and purchased intangible assets | 1,000,000 | ||||||||||||||
ARGES GmbH, Med X Change, Inc and Ingenia-CAT, S.L. | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition costs | $ 1,400,000 |
Summary of Fair Values of Asset
Summary of Fair Values of Assets Acquired and Liabilities Assumed Purchase Price Allocation (Details) $ in Thousands, € in Millions | Jul. 31, 2019USD ($) | Jul. 31, 2019EUR (€) | Sep. 27, 2019USD ($) | Sep. 27, 2019USD ($) | Jul. 31, 2019EUR (€) | Dec. 31, 2018USD ($) |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 268,741 | $ 268,741 | $ 217,662 | |||
Businesses combination in common shares | 10,900 | 10,900 | ||||
Less: deferred cash consideration | 27,027 | 27,027 | ||||
ARGES GmbH | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 3,159 | |||||
Accounts receivable | 1,542 | |||||
Inventories | 8,295 | |||||
Property, plant and equipment | 13,884 | |||||
Intangible assets | 24,713 | |||||
Goodwill | 42,355 | |||||
Other assets | 1,990 | |||||
Total assets acquired | 95,938 | |||||
Accounts payable | 2,598 | |||||
Deferred tax liabilities | 7,457 | |||||
Other liabilities | 12,954 | |||||
Total liabilities assumed | 23,009 | |||||
Total assets acquired, net of liabilities assumed | 72,929 | € 65.5 | ||||
Less: cash acquired | 3,159 | |||||
Total purchase price, net of cash acquired | 69,770 | |||||
Less: contingent consideration | 7,870 | € 7.1 | ||||
Businesses combination in common shares | 10,900 | € 9.8 | ||||
Less: deferred cash consideration | 27,442 | |||||
Net cash used for acquisition of business | $ 23,558 | |||||
Med X Change, Inc and Ingenia-CAT, S.L. | ||||||
Business Acquisition [Line Items] | ||||||
Cash | 1,000 | 1,000 | ||||
Accounts receivable | 1,739 | 1,739 | ||||
Inventories | 2,372 | 2,372 | ||||
Property, plant and equipment | 496 | 496 | ||||
Intangible assets | 22,376 | 22,376 | ||||
Goodwill | 13,539 | 13,539 | ||||
Other assets | 601 | 601 | ||||
Total assets acquired | 42,123 | 42,123 | ||||
Accounts payable | 604 | 604 | ||||
Deferred tax liabilities | 2,550 | 2,550 | ||||
Other liabilities | 910 | 910 | ||||
Total liabilities assumed | 4,064 | 4,064 | ||||
Total assets acquired, net of liabilities assumed | 38,059 | 38,059 | ||||
Less: cash acquired | 1,000 | |||||
Total purchase price, net of cash acquired | 37,059 | |||||
Less: contingent consideration | 6,569 | 6,569 | ||||
Less: purchase price holdback | $ 905 | 905 | ||||
Net cash used for acquisition of business | $ 29,585 |
Fair Value of Intangible Assets
Fair Value of Intangible Assets (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Sep. 27, 2019 |
ARGES GmbH | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible Assets Estimated Fair Value | $ 24,713 | |
ARGES GmbH | Developed Technologies | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible Assets Estimated Fair Value | $ 11,355 | |
Intangible Assets Weighted Average Amortization Period | 15 years | |
ARGES GmbH | Customer Relationships | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible Assets Estimated Fair Value | $ 11,800 | |
Intangible Assets Weighted Average Amortization Period | 15 years | |
ARGES GmbH | Trademarks and Trade Names | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible Assets Estimated Fair Value | $ 1,225 | |
Intangible Assets Weighted Average Amortization Period | 10 years | |
ARGES GmbH | Backlog | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible Assets Estimated Fair Value | $ 333 | |
Intangible Assets Weighted Average Amortization Period | 5 months | |
Med X Change, Inc and Ingenia-CAT, S.L. | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible Assets Estimated Fair Value | $ 22,376 | |
Med X Change, Inc and Ingenia-CAT, S.L. | Developed Technologies | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible Assets Estimated Fair Value | $ 11,072 | |
Intangible Assets Weighted Average Amortization Period | 10 years | |
Med X Change, Inc and Ingenia-CAT, S.L. | Customer Relationships | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible Assets Estimated Fair Value | $ 10,465 | |
Intangible Assets Weighted Average Amortization Period | 15 years | |
Med X Change, Inc and Ingenia-CAT, S.L. | Trademarks and Trade Names | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible Assets Estimated Fair Value | $ 639 | |
Intangible Assets Weighted Average Amortization Period | 9 years | |
Med X Change, Inc and Ingenia-CAT, S.L. | Backlog | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Intangible Assets Estimated Fair Value | $ 200 | |
Intangible Assets Weighted Average Amortization Period | 7 months |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) $ in Thousands | 9 Months Ended | |
Sep. 27, 2019USD ($) | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning Balance | $ 368,255 | |
Other comprehensive income (loss) | (2,831) | |
Amounts reclassified from accumulated other comprehensive income (loss) | 747 | [1] |
Ending Balance | 402,877 | |
Total Accumulated Other Comprehensive Income (Loss) | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning Balance | (22,527) | |
Ending Balance | (24,611) | |
Cumulative Translation Adjustments | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning Balance | (12,485) | |
Other comprehensive income (loss) | (3,144) | |
Ending Balance | (15,629) | |
Pension Liability Adjustments | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Beginning Balance | (10,042) | |
Other comprehensive income (loss) | 313 | |
Amounts reclassified from accumulated other comprehensive income (loss) | 747 | [1] |
Ending Balance | $ (8,982) | |
[1] | The amounts reclassified from other comprehensive income (loss) were included in other income (expense) 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 | 9 Months Ended | |||||||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | ||||||
Numerators: | |||||||||
Consolidated net income | $ 8,923 | [1] | $ 14,989 | [2] | $ 31,556 | [1] | $ 39,451 | [2] | |
Less: Net income attributable to noncontrolling interest | [2] | (435) | (1,986) | ||||||
Net income attributable to Novanta Inc. | 8,923 | [1] | 14,554 | [2] | 31,556 | [1] | 37,465 | [2] | |
Redeemable noncontrolling interest redemption value adjustment | [2] | 6,877 | 1,781 | ||||||
Net income attributable to Novanta Inc. after adjustment for redeemable noncontrolling interest redemption value | $ 8,923 | [1] | $ 21,431 | [2] | $ 31,556 | [1] | $ 39,246 | [2] | |
Denominators: | |||||||||
Weighted average common shares outstanding—basic | 35,074 | [1] | 34,899 | [2] | 35,012 | [1] | 34,918 | [2] | |
Dilutive potential common shares | 511 | [1] | 586 | [2] | 511 | [1] | 551 | [2] | |
Weighted average common shares outstanding— diluted | 35,585 | [1] | 35,485 | [2] | 35,523 | [1] | 35,469 | [2] | |
Antidilutive potential common shares excluded from above | [1] | 35 | 43 | ||||||
Earnings per Common Share Attributable to Novanta Inc.: | |||||||||
Basic | $ 0.25 | [1] | $ 0.61 | [2] | $ 0.90 | [1] | $ 1.12 | [2] | |
Diluted | $ 0.25 | [1] | $ 0.60 | [2] | $ 0.89 | [1] | $ 1.11 | [2] | |
[1] | 47,147 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders are considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 27, 2019. | ||||||||
[2] | 53,968 performance-based restricted stock units granted to certain members of the executive management team and 213,219 shares of restricted stock issued to Laser Quantum former non-controlling interest holders were considered contingently issuable shares and were excluded from the calculation of the denominator as the contingent conditions had not been met as of September 28, 2018. |
Computation of Basic and Dilu_2
Computation of Basic and Diluted Earnings per Common Share (Parenthetical) (Details) - shares | 9 Months Ended | |
Sep. 27, 2019 | Sep. 28, 2018 | |
Performance-based Restricted Stock Units | ||
Computation Of Earnings Per Share [Line Items] | ||
Contingently issuable shares excluded from calculation of weighted average common shares outstanding | 47,147 | 53,968 |
Laser Quantum | Restricted Stock | ||
Computation Of Earnings Per Share [Line Items] | ||
Contingently issuable shares excluded from calculation of weighted average common shares outstanding | 213,219 | 213,219 |
Fair Value Measurements - Busin
Fair Value Measurements - Business Combination Contingent Consideration - Additional Information (Details) $ in Thousands | 2 Months Ended | 5 Months Ended | 9 Months Ended | ||||
Sep. 27, 2019USD ($) | Sep. 27, 2019USD ($) | Sep. 27, 2019Installment | Jul. 31, 2019USD ($) | Jul. 31, 2019EUR (€) | Apr. 16, 2019USD ($) | Apr. 16, 2019EUR (€) | |
ARGES GmbH | |||||||
Business Acquisition [Line Items] | |||||||
Undiscounted low range of contingent consideration | € 0 | ||||||
Undiscounted high range of contingent consideration | 10,000,000 | ||||||
Fair value of contingent consideration | $ 7,870 | € 7,100,000 | |||||
Changes in fair value of contingent consideration | $ | $ 0 | ||||||
Ingenia-CAT, S.L. | |||||||
Business Acquisition [Line Items] | |||||||
Undiscounted low range of contingent consideration | € 0 | ||||||
Undiscounted high range of contingent consideration | 8,000,000 | ||||||
Fair value of contingent consideration | $ 6,600 | € 5,800,000 | |||||
Changes in fair value of contingent consideration | $ | $ 0 | ||||||
Number of contingent consideration annual installments | Installment | 3 |
Fair Value Measurements - Asset
Fair Value Measurements - Asset Acquisition Contingent Consideration - Additional Information (Details) - Video Signal Processing and Management Technologies $ in Millions | 9 Months Ended | ||
Sep. 27, 2019USD ($)Installment | Dec. 14, 2016USD ($) | Dec. 14, 2016EUR (€) | |
Asset Acquisition Contingent Consideration [Line Items] | |||
Date of Acquisition Agreement | Dec. 14, 2016 | ||
Number of contingent consideration annual installments | Installment | 4 | ||
Undiscounted range of outcomes, minimum | € | € 0 | ||
Undiscounted range of outcomes, maximum | $ 6.6 | € 5,500,000 | |
Fair value of contingent consideration | $ | $ 4.7 |
Fair Values of Assets and Liabi
Fair Values of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2018 |
Liabilities | ||
Contingent considerations - Long-term | $ 14,998 | $ 3,376 |
Fair Value Measurements Recurring | ||
Assets | ||
Cash equivalents | 3,439 | 4,288 |
Assets, fair value | 3,793 | 4,303 |
Liabilities | ||
Liabilities, fair value | 18,788 | 3,558 |
Fair Value Measurements Recurring | Prepaid Expenses and Other Current Assets | ||
Assets | ||
Foreign currency forward contracts | 354 | 15 |
Fair Value Measurements Recurring | Accrued Expenses and Other Current Liabilities | ||
Liabilities | ||
Contingent considerations - Current | 3,769 | |
Foreign currency forward contracts | 21 | 182 |
Fair Value Measurements Recurring | Other Liabilities | ||
Liabilities | ||
Contingent considerations - Long-term | 14,998 | 3,376 |
Fair Value Measurements Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets | ||
Cash equivalents | 3,439 | 4,288 |
Assets, fair value | 3,439 | 4,288 |
Fair Value Measurements Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets | ||
Assets, fair value | 354 | 15 |
Liabilities | ||
Liabilities, fair value | 21 | 182 |
Fair Value Measurements Recurring | Significant Other Observable Inputs (Level 2) | Prepaid Expenses and Other Current Assets | ||
Assets | ||
Foreign currency forward contracts | 354 | 15 |
Fair Value Measurements Recurring | Significant Other Observable Inputs (Level 2) | Accrued Expenses and Other Current Liabilities | ||
Liabilities | ||
Foreign currency forward contracts | 21 | 182 |
Fair Value Measurements Recurring | Significant Other Unobservable Inputs (Level 3) | ||
Liabilities | ||
Liabilities, fair value | 18,767 | 3,376 |
Fair Value Measurements Recurring | Significant Other Unobservable Inputs (Level 3) | Accrued Expenses and Other Current Liabilities | ||
Liabilities | ||
Contingent considerations - Current | 3,769 | |
Fair Value Measurements Recurring | Significant Other Unobservable Inputs (Level 3) | Other Liabilities | ||
Liabilities | ||
Contingent considerations - Long-term | $ 14,998 | $ 3,376 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in the Fair Value of Level 3 Contingent Considerations (Details) - Significant Other Unobservable Inputs (Level 3) $ in Thousands | 9 Months Ended |
Sep. 27, 2019USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Beginning balance | $ 3,376 |
Fair value adjustments | 1,285 |
Effect of foreign exchange rates | (333) |
Ending balance | 18,767 |
ARGES GmbH | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Fair value of contingent consideration | 7,870 |
Ingenia-CAT, S.L. | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Fair value of contingent consideration | $ 6,569 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value Measurement Inputs and Valuation Techniques (Details) $ in Thousands, € in Millions | Sep. 27, 2019USD ($) | Jul. 31, 2019USD ($) | Jul. 31, 2019EUR (€) | Apr. 16, 2019USD ($) | Apr. 16, 2019EUR (€) |
ARGES GmbH | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Contingent consideration | $ 7,870 | € 7.1 | |||
Ingenia-CAT, S.L. | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Contingent consideration | $ 6,600 | € 5.8 | |||
Significant Other Unobservable Inputs (Level 3) | ARGES GmbH | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Contingent consideration | $ 7,743 | ||||
Valuation Technique | novt:ValuationTechniqueMonteCarloMethodMember | ||||
Significant Other Unobservable Inputs (Level 3) | ARGES GmbH | Revenue volatility | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Business acquisition, Percentage Applied | 32.7 | ||||
Significant Other Unobservable Inputs (Level 3) | ARGES GmbH | Cost of debt | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Business acquisition, Percentage Applied | 1.5 | ||||
Significant Other Unobservable Inputs (Level 3) | ARGES GmbH | Revenue discount rate | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Business acquisition, Percentage Applied | 7.4 | ||||
Significant Other Unobservable Inputs (Level 3) | Ingenia-CAT, S.L. | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Contingent consideration | $ 6,363 | ||||
Valuation Technique | novt:ValuationTechniqueMonteCarloMethodMember | ||||
Significant Other Unobservable Inputs (Level 3) | Ingenia-CAT, S.L. | Revenue volatility | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Business acquisition, Percentage Applied | 31.3 | ||||
Significant Other Unobservable Inputs (Level 3) | Ingenia-CAT, S.L. | Cost of debt | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Business acquisition, Percentage Applied | 1 | ||||
Significant Other Unobservable Inputs (Level 3) | Ingenia-CAT, S.L. | Revenue discount rate | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Business acquisition, Percentage Applied | 14.3 | ||||
Significant Other Unobservable Inputs (Level 3) | Other | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Contingent consideration | $ 4,661 | ||||
Significant Other Unobservable Inputs (Level 3) | Other | Revenue discount rate | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Asset acquisition, Percentage Applied | 22.8 |
Foreign Currency Contracts - Ad
Foreign Currency Contracts - Additional Information (Details) - Foreign Currency Forward Contracts - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | Dec. 31, 2018 | |
Derivative [Line Items] | |||||
Notional amount of foreign currency forward contracts | $ 29.1 | $ 29.1 | $ 31.2 | ||
Net gain (loss) on foreign currency forward contracts | 0.3 | 0.3 | $ (0.2) | ||
Foreign Exchange Transaction Gains (Losses) | |||||
Derivative [Line Items] | |||||
Aggregate net gain (loss) recognized | $ 0.7 | $ (0.2) | $ 1.2 | $ 0.7 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Details) | 3 Months Ended |
Jun. 28, 2019USD ($) | |
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 | 9 Months Ended |
Sep. 27, 2019USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Balance at beginning of the period | $ 217,662 |
Goodwill acquired from acquisitions | 55,894 |
Effect of foreign exchange rate changes | (4,815) |
Balance at end of the period | $ 268,741 |
Goodwill By Reportable Segment
Goodwill By Reportable Segment (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2018 |
Goodwill [Line Items] | ||
Goodwill | $ 419,970 | $ 368,891 |
Accumulated impairment of goodwill | (151,229) | (151,229) |
Total | 268,741 | 217,662 |
Photonics | ||
Goodwill [Line Items] | ||
Goodwill | 209,506 | 168,955 |
Accumulated impairment of goodwill | (102,461) | (102,461) |
Total | 107,045 | 66,494 |
Vision | ||
Goodwill [Line Items] | ||
Goodwill | 158,781 | 155,017 |
Accumulated impairment of goodwill | (31,722) | (31,722) |
Total | 127,059 | 123,295 |
Precision Motion | ||
Goodwill [Line Items] | ||
Goodwill | 51,683 | 44,919 |
Accumulated impairment of goodwill | (17,046) | (17,046) |
Total | $ 34,637 | $ 27,873 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2018 |
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | $ 333,800 | $ 293,298 |
Amortizable intangible assets, accumulated amortization | (178,749) | (163,405) |
Amortizable intangible assets, net carrying amount | 155,051 | 129,893 |
Non-amortizable intangible assets | 13,027 | 13,027 |
Gross carrying amount | 346,827 | 306,325 |
Net carrying amount | 168,078 | 142,920 |
Patents and Developed Technologies | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 155,528 | 134,034 |
Amortizable intangible assets, accumulated amortization | (93,459) | (86,623) |
Amortizable intangible assets, net carrying amount | 62,069 | 47,411 |
Customer Relationships | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 158,550 | 139,097 |
Amortizable intangible assets, accumulated amortization | (73,754) | (64,174) |
Amortizable intangible assets, net carrying amount | 84,796 | 74,923 |
Customer Backlog | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 2,208 | 1,738 |
Amortizable intangible assets, accumulated amortization | (1,925) | (1,191) |
Amortizable intangible assets, net carrying amount | 283 | 547 |
Non-compete Covenant | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 2,514 | |
Amortizable intangible assets, accumulated amortization | (2,493) | |
Amortizable intangible assets, net carrying amount | 21 | |
Trademarks and Trade Names | ||
Schedule of Intangible Assets Disclosure [Line Items] | ||
Amortizable intangible assets, gross carrying amount | 17,514 | 15,915 |
Amortizable intangible assets, accumulated amortization | (9,611) | (8,924) |
Amortizable intangible assets, net carrying amount | $ 7,903 | $ 6,991 |
Amortization Expense of Intangi
Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization expense – cost of revenue | $ 2,797 | $ 2,492 | $ 7,554 | $ 7,461 |
Amortization expense – operating expenses | 3,970 | 3,947 | 11,740 | 11,538 |
Total amortization expense | $ 6,767 | $ 6,439 | $ 19,294 | $ 18,999 |
Estimated Amortization Expense
Estimated Amortization Expense (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2018 |
Finite Lived Intangible Assets [Line Items] | ||
2019 (remainder of year) | $ 6,916 | |
2020 | 24,299 | |
2021 | 24,203 | |
2022 | 21,830 | |
2023 | 19,056 | |
Thereafter | 58,747 | |
Amortizable intangible assets, net carrying amount | 155,051 | $ 129,893 |
Cost of Revenue | ||
Finite Lived Intangible Assets [Line Items] | ||
2019 (remainder of year) | 2,856 | |
2020 | 10,697 | |
2021 | 10,896 | |
2022 | 9,320 | |
2023 | 8,176 | |
Thereafter | 20,124 | |
Amortizable intangible assets, net carrying amount | 62,069 | |
Operating Expenses | ||
Finite Lived Intangible Assets [Line Items] | ||
2019 (remainder of year) | 4,060 | |
2020 | 13,602 | |
2021 | 13,307 | |
2022 | 12,510 | |
2023 | 10,880 | |
Thereafter | 38,623 | |
Amortizable intangible assets, net carrying amount | $ 92,982 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 78,489 | $ 69,008 |
Work-in-process | 16,544 | 15,982 |
Finished goods | 21,614 | 17,337 |
Demo and consigned inventory | 1,926 | 2,437 |
Total inventories | $ 118,573 | $ 104,764 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2018 | Sep. 28, 2018 | Dec. 31, 2017 |
Other Liabilities Disclosure [Abstract] | ||||
Accrued compensation and benefits | $ 15,675 | $ 24,545 | ||
Accrued warranty | 4,728 | 4,510 | $ 5,041 | $ 4,835 |
Contract liabilities, current portion | 4,549 | 4,165 | ||
Deferred purchase price for acquisitions | 27,027 | |||
Other | 19,199 | 13,075 | ||
Total | $ 71,178 | $ 46,295 |
Accrued Warranty (Details)
Accrued Warranty (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 27, 2019 | Sep. 28, 2018 | |
Product Warranties Disclosures [Abstract] | ||
Balance at beginning of the period | $ 4,510 | $ 4,835 |
Provision charged to cost of revenue | 1,903 | 2,503 |
Warranty liabilities from acquisitions | 175 | |
Use of provision | (1,802) | (2,243) |
Foreign currency exchange rate changes | (58) | (54) |
Balance at end of the period | $ 4,728 | $ 5,041 |
Other Long Term Liabilities (De
Other Long Term Liabilities (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2018 |
Other Liabilities Disclosure [Abstract] | ||
Finance lease obligations | $ 14,960 | $ 7,275 |
Accrued pension liabilities | 2,473 | 3,758 |
Accrued contingent considerations | 14,998 | 3,376 |
Other | 4,384 | 2,778 |
Total | $ 36,815 | $ 17,187 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Total current portion of long-term debt | $ 4,535 | |
Total long-term debt | $ 227,507 | 202,843 |
Total Senior Credit Facilities | 227,507 | 207,378 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Current portion of long-term debt, Gross | 4,600 | |
Long-term debt, Gross | 56,125 | 69,925 |
Term Loan And Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Less: unamortized debt issuance costs | (65) | |
Less: unamortized debt issuance costs | (1,465) | (2,140) |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, Gross | $ 172,847 | $ 135,058 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Aug. 01, 2018 | Aug. 01, 2017 | May 19, 2016 | Feb. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | Dec. 31, 2018 | Jul. 28, 2017 |
Debt Instrument [Line Items] | ||||||||
Long-term debt including current maturities | $ 227,507,000 | $ 207,378,000 | ||||||
Repayment of debt | 40,768,000 | $ 29,059,000 | ||||||
Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from debt | 66,800,000 | |||||||
Term Loan And Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Repayment of debt | $ 40,800,000 | |||||||
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 to Second Amended and Restated Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, frequency of periodic payment | quarterly | |||||||
Senior credit facilities maturity year | 2021-05 | |||||||
Third Amendment to Second Amended and Restated Credit Agreement | 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 | |||||||
Third Amendment to Second Amended and Restated Credit Agreement | 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 to Second Amended and Restated Credit Agreement | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum consolidated leverage ratio | 350.00% | |||||||
Second amended and restated credit agreement, fourth amendment, covenants | The Fourth Amendment increased the maximum consolidated leverage ratio from 3.00 to 3.50, increased the maximum consolidated leverage ratio for permitted acquisitions and stock repurchases from 2.50 to 3.00, increased the maximum consolidated leverage ratio for a designated acquisition from 3.00 to 3.50, and increased the maximum consolidated leverage ratio for four consecutive quarters following a designated acquisition from 3.50 to 4.00. | |||||||
Fourth Amendment to Second Amended and Restated Credit Agreement | Permitted Acquisitions and Stock Repurchases | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum consolidated leverage ratio | 300.00% | |||||||
Fourth Amendment to Second Amended and Restated Credit Agreement | Designated Acquisition | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum consolidated leverage ratio | 350.00% | |||||||
Fourth Amendment to Second Amended and Restated Credit Agreement | Four Consecutive Quarters Following Designated Acquisition | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum consolidated leverage ratio | 400.00% |
Leases - Additional Information
Leases - Additional Information (Details) | 9 Months Ended |
Sep. 27, 2019 | |
Lessee Lease Description [Line Items] | |
Lease renewal terms and termination description | Certain leases include terms such as an option to purchase the property, one or more options to renew, with renewal terms that can extend the lease term from one to 10 years, and options to terminate the leases within one year. |
Minimum | |
Lessee Lease Description [Line Items] | |
Lease agreement expiration year | 2019 |
Lease renewal terms | 1 year |
Maximum | |
Lessee Lease Description [Line Items] | |
Lease agreement expiration year | 2034 |
Lease renewal terms | 10 years |
Lease termination period | 1 year |
Land | Maximum | |
Lessee Lease Description [Line Items] | |
Lease agreement expiration year | 2078 |
Summary of Components of Lease
Summary of Components of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 27, 2019 | Sep. 27, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 1,830 | $ 5,695 |
Finance lease cost | ||
Amortization of right-of-use assets | 228 | 583 |
Interest on lease liabilities | 110 | 316 |
Variable lease cost | 505 | 1,051 |
Total lease cost | $ 2,673 | $ 7,645 |
Summary of Balance Sheet Inform
Summary of Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 31, 2018 | |
Operating leases | |||
Operating lease right-of-use assets | $ 35,487 | ||
Current portion of operating lease liabilities | 5,065 | ||
Operating lease liabilities | 32,181 | ||
Total operating lease liabilities | 37,246 | ||
Finance leases | |||
Finance lease right-of-use assets gross | 22,677 | ||
Finance lease right-of-use assets accumulated depreciation | (7,537) | ||
Finance lease right-of-use assets | $ 15,140 | ||
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:PropertyPlantAndEquipmentNet | ||
Current portion of finance lease liabilities | $ 1,294 | ||
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:OtherAccruedLiabilitiesCurrent | ||
Noncurrent portion of finance lease liabilities | $ 14,960 | $ 7,275 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent | ||
Total finance lease liabilities | [1] | $ 16,254 | |
Weighted-average remaining lease term (in years) | |||
Operating leases | 10 years 1 month 6 days | ||
Finance leases | 5 years | ||
Weighted-average discount rate | |||
Operating leases | 5.73% | ||
Finance leases | 5.06% | ||
[1] | Future minimum lease payments under finance lease include the exercise price to purchase a facility in Germany for the year ending December 31, 2020. |
Summary of Cash Flow Informatio
Summary of Cash Flow Information Related to Leases (Details) $ in Thousands | 9 Months Ended |
Sep. 27, 2019USD ($) | |
Cash paid for amounts included in lease liabilities | |
Operating cash flows from finance leases | $ 404 |
Operating cash flows from operating leases | 5,124 |
Financing cash flows from finance leases | 547 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 5,649 |
Right-of-use assets obtained in exchange for new finance lease liabilities | $ 9,209 |
Future Minimum Lease Payments U
Future Minimum Lease Payments Under Operating and Finance Leases (Details) $ in Thousands | Sep. 27, 2019USD ($) | |
Operating Lease | ||
2019 (remainder of year) | $ 1,561 | |
2020 | 6,111 | |
2021 | 5,868 | |
2022 | 5,065 | |
2023 | 4,419 | |
Thereafter | 28,415 | |
Total minimum lease payments | 51,439 | |
Less: Interest | (14,193) | |
Present value of lease liabilities | 37,246 | |
Finance Lease | ||
2019 (remainder of year) | 433 | [1] |
2020 | 9,891 | [1] |
2021 | 907 | [1] |
2022 | 907 | [1] |
2023 | 930 | [1] |
Thereafter | 5,394 | [1] |
Total minimum lease payments | 18,462 | [1] |
Less: Interest | (2,208) | [1] |
Present value of lease liabilities | $ 16,254 | [1] |
[1] | Future minimum lease payments under finance lease include the exercise price to purchase a facility in Germany for the year ending December 31, 2020. |
Future Minimum Lease Payments_2
Future Minimum Lease Payments Under Operating and Capital Leases (Details) $ in Thousands | Dec. 31, 2018USD ($) | |
Operating Lease | ||
2019 | $ 7,797 | [1] |
2020 | 6,263 | [1] |
2021 | 5,757 | [1] |
2022 | 5,264 | [1] |
2023 | 4,719 | [1] |
Thereafter | 26,149 | [1] |
Total minimum lease payments | 55,949 | [1] |
Capital Lease | ||
2019 | 990 | |
2020 | 980 | |
2021 | 907 | |
2022 | 907 | |
2023 | 930 | |
Thereafter | 5,394 | |
Total minimum lease payments | $ 10,108 | |
[1] | Future minimum lease payments as of December 31, 2018 included common-area maintenance and other property management costs and tax obligations |
Common Shares and Share-based_3
Common Shares and Share-based Compensation - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | Dec. 31, 2018 | Oct. 31, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Repurchase of common stock | $ 6,684,000 | $ 3,765,000 | ||||
Share-based compensation expense recognized | $ 2,243,000 | $ 1,695,000 | 7,348,000 | 5,475,000 | ||
Selling, General and Administrative Expenses | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based compensation expense recognized | $ 1,926,000 | $ 1,523,000 | $ 6,546,000 | 5,021,000 | ||
Deferred Stock Units | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of outstanding shares | 187,000 | 187,000 | 179,000 | |||
Stock Options | 2010 Incentive Award Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock options granted | 0 | |||||
Fair value of stock options exercised | $ 2,400,000 | |||||
Cash received from exercise of stock options | $ 400,000 | |||||
Stock options outstanding | 73,000 | 73,000 | ||||
Restricted Stock Units and Deferred Stock Units | Board of Directors | Selling, General and Administrative Expenses | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based compensation expense recognized | $ 900,000 | $ 500,000 | ||||
Restricted Stock Units and Deferred Stock Units | 2010 Incentive Award Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Total fair value of stock units vested | $ 13,200,000 | |||||
Restricted Stock Units (RSUs) | 2010 Incentive Award Plan | Minimum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Vesting period | 0 years | |||||
Restricted Stock Units (RSUs) | 2010 Incentive Award Plan | Maximum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Vesting period | 5 years | |||||
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 | 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% | |||||
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% | |||||
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 | 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 | 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% | |||||
Performance Stock Units | 2010 Incentive Award Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Total fair value of stock units vested | $ 5,000,000 | |||||
Range of percentage of shares to be issued upon settlement following vesting of target number of shares | 200.00% | |||||
2018 Repurchase Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Common stock repurchase program authorized amount | $ 25,000,000 | |||||
Shares repurchased | 81,000 | |||||
Repurchase of common stock | $ 6,700,000 | |||||
Shares repurchased, average cost per share | $ 82.83 |
Share-Based Compensation Expens
Share-Based Compensation Expense Recorded in the Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 2,243 | $ 1,695 | $ 7,348 | $ 5,475 |
Selling, general and administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 1,926 | 1,523 | 6,546 | 5,021 |
Research and development and engineering | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | 171 | 114 | 466 | 306 |
Cost of Revenue | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Share-based compensation expense | $ 146 | $ 58 | $ 336 | $ 148 |
Restricted Stock Units and Defe
Restricted Stock Units and Deferred Stock Units Issued and Outstanding (Details) - 2010 Incentive Award Plan - Restricted Stock Units and Deferred Stock Units shares in Thousands | 9 Months Ended |
Sep. 27, 2019$ / sharesshares | |
Restricted Stock Units | |
Unvested, Beginning Balance | 529 |
Granted | 111 |
Vested | (170) |
Forfeited | (23) |
Unvested, Ending Balance | 447 |
Expected to vest at end of period | 427 |
Weighted Average Grant Date Fair Value | |
Unvested, Beginning Balance | $ / shares | $ 26.98 |
Granted | $ / shares | 75.93 |
Vested | $ / shares | 27.34 |
Forfeited | $ / shares | 48.01 |
Unvested, Ending Balance | $ / shares | $ 37.87 |
Performance-Based Awards Issued
Performance-Based Awards Issued and Outstanding (Details) - 2010 Incentive Award Plan - Performance Stock Units shares in Thousands | 9 Months Ended | |
Sep. 27, 2019$ / sharesshares | ||
Performance-based Awards | ||
Unvested, Beginning Balance | 137 | |
Granted | 46 | |
Performance adjustment | 29 | [1] |
Vested | (59) | |
Unvested, Ending Balance | 153 | |
Expected to vest at end of period | 150 | |
Weighted Average Grant Date Fair Value | ||
Unvested, Beginning Balance | $ / shares | $ 37.28 | |
Granted | $ / shares | 92.63 | |
Performance adjustment | $ / shares | 14.13 | [1] |
Vested | $ / shares | 14.13 | |
Unvested, Ending Balance | $ / shares | $ 57.92 | |
[1] | Represents adjustment for performance-based awards granted on March 30, 2016. These units vested at 200% during the nine months ended September 27, 2019 based on the achievement of cumulative Non-GAAP EPS during the performance period of fiscal years 2016 through 2018. |
Performance-Based Awards Issu_2
Performance-Based Awards Issued and Outstanding (Parenthetical) (Details) | 9 Months Ended |
Sep. 27, 2019 | |
2010 Incentive Award Plan | Performance Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Vesting percentage | 200.00% |
Fair Value of TSR Performance-B
Fair Value of TSR Performance-Based Restricted Stock Units Estimated Using Monte-Carol Valuation Model (Details) - TSR Performance-based Restricted Stock Units | 9 Months Ended |
Sep. 27, 2019$ / shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Grant-date stock price | $ 77.23 |
Expected volatility | 32.54% |
Risk-free interest rate | 2.46% |
Expected annual dividend yield | 0.00% |
Fair value | $ 108.58 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Income Taxes [Line Items] | ||||
Effective tax rate on income from operations | 18.80% | 19.50% | 12.90% | 17.30% |
Canada Revenue Agency | CANADA | ||||
Income Taxes [Line Items] | ||||
Statutory tax rate | 29.00% | 29.00% | 29.00% | 29.00% |
Schedule of Restructuring and A
Schedule of Restructuring and Acquisition Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Restructuring Cost And Reserve [Line Items] | ||||
Total restructuring charges | $ 1,466 | $ 137 | $ 4,836 | $ 1,125 |
Acquisition and related charges | 4,080 | 2,204 | 7,077 | 3,680 |
Total restructuring and acquisition related costs | 5,546 | 2,341 | 11,913 | 4,805 |
2019 Restructuring | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Total restructuring charges | 1,115 | 4,047 | ||
2018 Restructuring | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Total restructuring charges | $ 351 | $ 137 | $ 789 | $ 1,125 |
Restructuring and Acquisition_3
Restructuring and Acquisition Related Costs - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring costs | $ 1,466 | $ 137 | $ 4,836 | $ 1,125 |
Acquisition and related charges | 4,080 | 2,204 | 7,077 | 3,680 |
Finders' Fees, Legal, Valuation And Other Professional Or Consulting Fees | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Acquisition and related charges | 3,300 | 500 | 4,900 | 900 |
Earn-out Agreement | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Acquisition and related charges | 800 | 1,700 | $ 2,200 | 1,700 |
2019 Restructuring | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring and related cost description | During the fourth quarter of 2018, the Company implemented a restructuring plan intended to realign operations, reduce costs, achieve operational efficiencies and focus resources on growth initiatives. During the three and nine months ended September 27, 2019, the Company recorded $1.1 million and $3.2 million, respectively, in severance and related costs, and zero and $0.8 million, respectively, in facility related costs in connection with the 2019 restructuring plan. As of September 27, 2019, the Company incurred cumulative costs related to this restructuring plan totaling $4.4 million. The Company anticipates completing the 2019 restructuring program in the first quarter of 2020 and expects to incur additional restructuring charges of $3.0 million to $4.5 million related to the 2019 restructuring program | |||
Restructuring costs | 1,115 | $ 4,047 | ||
Restructuring cumulative costs incurred | 4,400 | 4,400 | ||
2019 Restructuring | Vision | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring costs | 367 | 1,023 | ||
2019 Restructuring | Severance Costs | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring costs | 1,100 | 3,200 | ||
2019 Restructuring | Facility Costs | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring costs | 0 | 800 | ||
2019 Restructuring | Additional Restructuring Costs | Minimum | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring costs | 3,000 | 3,000 | ||
2019 Restructuring | Additional Restructuring Costs | Maximum | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring costs | 4,500 | 4,500 | ||
2018 Restructuring | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring costs | 351 | $ 137 | 789 | $ 1,125 |
Restructuring cumulative costs incurred | 2,400 | $ 2,400 | ||
2018 Restructuring | Vision | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring and related cost description | During the second quarter of 2018, the Company initiated a program to integrate manufacturing operations as a result of acquisition activities. During the three and nine months ended September 27, 2019, the Company recorded $0.4 million and $0.8 million, respectively, in severance and related costs in connection with the 2018 restructuring plan. These costs were reported in the Vision reportable segment. As of September 27, 2019, the Company incurred cumulative costs related to this restructuring plan totaling $2.4 million. The Company anticipates completing the 2018 restructuring program during the fourth quarter of 2019 and expects to incur additional restructuring charges of $0.4 million to $0.6 million related to the 2018 restructuring program in the Vision reportable segment. | |||
2018 Restructuring | Severance Costs | Vision | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring costs | 400 | $ 800 | ||
2018 Restructuring | Additional Restructuring Costs | Minimum | Vision | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring costs | 400 | 400 | ||
2018 Restructuring | Additional Restructuring Costs | Maximum | Vision | ||||
Restructuring and Acquisition Related Costs [Line Items] | ||||
Restructuring costs | $ 600 | $ 600 |
Summary of Restructuring Costs
Summary of Restructuring Costs for Each Segment and Unallocated Corporate and Shared Services Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring costs | $ 1,466 | $ 137 | $ 4,836 | $ 1,125 |
2019 Restructuring | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring costs | 1,115 | 4,047 | ||
2019 Restructuring | Unallocated Corporate and Shared Services | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring costs | (67) | 465 | ||
2019 Restructuring | Photonics | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring costs | 475 | 2,025 | ||
2019 Restructuring | Vision | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring costs | 367 | 1,023 | ||
2019 Restructuring | Precision Motion | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring costs | $ 340 | $ 534 |
Summary of Accrual Activities b
Summary of Accrual Activities by Components Related to Company's Restructuring Charges (Details) $ in Thousands | 9 Months Ended | |
Sep. 27, 2019USD ($) | ||
Restructuring Cost And Reserve [Line Items] | ||
Accrued expense beginning balance | $ 1,276 | |
Restructuring charges | 4,836 | |
Cash payments | (2,717) | |
Reclassification of reserves | (601) | [1] |
Non-cash write-offs and other adjustments | (964) | |
Accrued expense ending balance | 1,830 | |
Severance | ||
Restructuring Cost And Reserve [Line Items] | ||
Accrued expense beginning balance | 876 | |
Restructuring charges | 3,437 | |
Cash payments | (2,381) | |
Non-cash write-offs and other adjustments | (144) | |
Accrued expense ending balance | 1,788 | |
Facility | ||
Restructuring Cost And Reserve [Line Items] | ||
Accrued expense beginning balance | 388 | |
Restructuring charges | 975 | |
Cash payments | 58 | |
Reclassification of reserves | (601) | [1] |
Non-cash write-offs and other adjustments | (820) | |
Other Restructuring Charges | ||
Restructuring Cost And Reserve [Line Items] | ||
Accrued expense beginning balance | 12 | |
Restructuring charges | 424 | |
Cash payments | (394) | |
Accrued expense ending balance | $ 42 | |
[1] | Accrual related to exited facilities was reclassified to operating lease liabilities upon adoption of ASU 2016-02. |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2019 | Mar. 29, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Related Party Transaction [Line Items] | |||||
Revenue | $ 154,066 | $ 160,794 | $ 466,397 | $ 458,159 | |
Board of Directors | |||||
Related Party Transaction [Line Items] | |||||
Revenue | $ 11,600 | $ 8,500 | $ 20,300 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 9 Months Ended |
Sep. 27, 2019SegmentEndMarket | |
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 | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 154,066 | $ 160,794 | $ 466,397 | $ 458,159 |
Gross Profit | $ 64,054 | $ 69,634 | $ 196,125 | $ 197,022 |
Gross profit margin percentage | 41.60% | 43.30% | 42.10% | 43.00% |
Operating Income (Loss) | $ 12,801 | $ 20,995 | $ 42,299 | $ 55,337 |
Operating Segments | Photonics | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 54,570 | 61,285 | 172,081 | 187,178 |
Gross Profit | $ 25,289 | $ 29,218 | $ 79,911 | $ 89,510 |
Gross profit margin percentage | 46.30% | 47.70% | 46.40% | 47.80% |
Operating Income (Loss) | $ 10,661 | $ 14,595 | $ 34,637 | $ 46,102 |
Operating Segments | Vision | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 69,923 | 62,113 | 201,754 | 172,145 |
Gross Profit | $ 26,922 | $ 24,160 | $ 78,106 | $ 64,322 |
Gross profit margin percentage | 38.50% | 38.90% | 38.70% | 37.40% |
Operating Income (Loss) | $ 5,830 | $ 5,380 | $ 14,602 | $ 6,246 |
Operating Segments | Precision Motion | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 29,573 | 37,396 | 92,562 | 98,836 |
Gross Profit | $ 12,504 | $ 16,788 | $ 39,784 | $ 44,750 |
Gross profit margin percentage | 42.30% | 44.90% | 43.00% | 45.30% |
Operating Income (Loss) | $ 5,221 | $ 8,818 | $ 16,839 | $ 25,037 |
Unallocated Corporate and Shared Services | ||||
Segment Reporting Information [Line Items] | ||||
Gross Profit | (661) | (532) | (1,676) | (1,560) |
Operating Income (Loss) | $ (8,911) | $ (7,798) | $ (23,779) | $ (22,048) |
Depreciation and Amortization E
Depreciation and Amortization Expenses by Reportable Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Depreciation and Amortization Expenses | ||||
Depreciation and amortization expenses | $ 9,840 | $ 9,199 | $ 27,954 | $ 27,386 |
Unallocated Corporate and Shared Services | ||||
Depreciation and Amortization Expenses | ||||
Depreciation and amortization expenses | 71 | 82 | 197 | 621 |
Photonics | Operating Segments | ||||
Depreciation and Amortization Expenses | ||||
Depreciation and amortization expenses | 3,276 | 2,997 | 8,486 | 9,030 |
Vision | Operating Segments | ||||
Depreciation and Amortization Expenses | ||||
Depreciation and amortization expenses | 5,432 | 5,100 | 15,658 | 15,371 |
Precision Motion | Operating Segments | ||||
Depreciation and Amortization Expenses | ||||
Depreciation and amortization expenses | $ 1,061 | $ 1,020 | $ 3,613 | $ 2,364 |
Schedule of Geographic Revenue
Schedule of Geographic Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 154,066 | $ 160,794 | $ 466,397 | $ 458,159 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 63,278 | 63,073 | 190,048 | 181,653 |
Germany | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 21,423 | 23,089 | 63,738 | 64,170 |
Rest of Europe | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 30,489 | 30,222 | 97,230 | 80,629 |
China | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 11,895 | 17,516 | 42,395 | 51,486 |
Rest of Asia-Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 24,218 | 24,882 | 65,367 | 74,589 |
Other Countries | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 2,763 | $ 2,012 | $ 7,619 | $ 5,632 |
Schedule of Revenue by End Mark
Schedule of Revenue by End Market (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Segment Reporting Information [Line Items] | ||||
Total revenue by end market | 100.00% | 100.00% | 100.00% | 100.00% |
Advanced Industrial | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue by end market | 45.00% | 50.00% | 45.00% | 50.00% |
Medical | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue by end market | 55.00% | 50.00% | 55.00% | 50.00% |