Cover
Cover - shares | 9 Months Ended | |
Sep. 27, 2019 | Oct. 25, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 27, 2019 | |
Document Transition Report | false | |
Entity File Number | 1-16137 | |
Entity Registrant Name | INTEGER HOLDINGS CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 16-1531026 | |
Entity Address, Address Line One | 5830 Granite Parkway, | |
Entity Address, Address Line Two | Suite 1150 | |
Entity Address, City or Town | Plano, | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75024 | |
City Area Code | 214 | |
Local Phone Number | 618-5243 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | ITGR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 32,678,605 | |
Entity Central Index Key | 0001114483 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - Unaudited - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 28, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 14,719 | $ 25,569 |
Accounts receivable, net of allowance for doubtful accounts of $0.3 million and $0.6 million, respectively | 216,671 | 185,501 |
Inventories | 197,977 | 190,076 |
Prepaid expenses and other current assets | 23,704 | 15,104 |
Total current assets | 453,071 | 416,250 |
Property, plant and equipment, net | 230,683 | 231,269 |
Goodwill | 825,318 | 832,338 |
Other intangible assets, net | 774,744 | 812,338 |
Deferred income taxes | 4,070 | 3,937 |
Operating Lease Assets, Current | 43,670 | 0 |
Other long-term assets | 27,263 | 30,549 |
Total assets | 2,358,819 | 2,326,681 |
Current liabilities: | ||
Current portion of long-term debt | 37,500 | 37,500 |
Accounts payable | 77,383 | 57,187 |
Income taxes payable | 12,228 | 9,393 |
Accrued expenses and other current liabilities | 61,827 | 60,490 |
Total current liabilities | 188,938 | 164,570 |
Long-term debt | 790,420 | 888,007 |
Deferred income taxes | 199,966 | 203,910 |
Operating Lease, Liability, Noncurrent | 38,724 | 0 |
Other long-term liabilities | 12,193 | 9,701 |
Total liabilities | 1,230,241 | 1,266,188 |
Stockholders’ equity: | ||
Common stock, $0.001 par value; 100,000,000 shares authorized; 32,841,183 and 32,624,494 shares issued, respectively; 32,668,627 and 32,473,167 shares outstanding, respectively | 33 | 33 |
Additional paid-in capital | 699,915 | 691,083 |
Treasury stock, at cost, 172,556 and 151,327 shares, respectively | (10,373) | (8,125) |
Retained earnings | 429,234 | 344,498 |
Accumulated other comprehensive income | 9,769 | 33,004 |
Total stockholders’ equity | 1,128,578 | 1,060,493 |
Total liabilities and stockholders’ equity | $ 2,358,819 | $ 2,326,681 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets - Unaudited (Parenthetical) - USD ($) $ in Millions | Sep. 27, 2019 | Dec. 28, 2018 |
Current assets: | ||
Allowance for doubtful accounts | $ 0.3 | $ 0.6 |
Stockholders’ equity: | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 32,841,183 | 32,624,494 |
Common stock, shares outstanding (in shares) | 32,668,627 | 32,473,167 |
Treasury stock, shares (in shares) | 172,556 | 151,327 |
Condensed Consolidated Statemen
Condensed 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] | ||||
Sales | $ 303,587 | $ 305,088 | $ 932,457 | $ 911,978 |
Cost of sales | 210,201 | 213,165 | 653,477 | 637,758 |
Gross profit | 93,386 | 91,923 | 278,980 | 274,220 |
Operating expenses: | ||||
Selling, general and administrative expenses | 32,935 | 34,091 | 101,034 | 107,300 |
Research, development and engineering costs | 11,729 | 12,234 | 34,720 | 38,445 |
Other operating expenses | 2,241 | 4,139 | 8,239 | 12,615 |
Total operating expenses | 46,905 | 50,464 | 143,993 | 158,360 |
Operating income | 46,481 | 41,459 | 134,987 | 115,860 |
Interest expense | 12,337 | 54,526 | 39,779 | 85,355 |
(Gain) loss on equity investments, net | (986) | (291) | 666 | (5,545) |
Other (income) loss, net | (369) | 1,684 | (921) | 257 |
Income (loss) from continuing operations before taxes | 35,499 | (14,460) | 95,463 | 35,793 |
Provision for (benefit from) income taxes | 4,913 | (6,157) | 15,289 | 7,956 |
Income (loss) from continuing operations | 30,586 | (8,303) | 80,174 | 27,837 |
Income from discontinued operations before taxes | 0 | 195,874 | 5,316 | 188,251 |
Discontinued operations: | ||||
Provision for income taxes | 0 | 73,492 | 178 | 73,869 |
Income from discontinued operations | 0 | 122,382 | 5,138 | 114,382 |
Net income | $ 30,586 | $ 114,079 | $ 85,312 | $ 142,219 |
Basic earnings (loss) per share: | ||||
Income from continuing operations (in dollars per share) | $ 0.94 | $ (0.26) | $ 2.46 | $ 0.87 |
Loss from discontinued operations (in dollars per share) | 0 | 3.80 | 0.16 | 3.57 |
Basic (in dollars per share) | 0.94 | 3.54 | 2.62 | 4.44 |
Diluted earnings (loss) per share: | ||||
Income from continuing operations (in dollars per share) | 0.92 | (0.26) | 2.43 | 0.86 |
Loss from discontinued operations (in dollars per share) | 0 | 3.80 | 0.16 | 3.52 |
Diluted (in dollars per share) | $ 0.92 | $ 3.54 | $ 2.58 | $ 4.38 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 32,660 | 32,211 | 32,606 | 32,050 |
Diluted (in shares) | 33,068 | 32,211 | 33,019 | 32,451 |
Condensed Consolidated Statem_2
Condensed 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 Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 30,586 | $ 114,079 | $ 85,312 | $ 142,219 |
Other comprehensive income: | ||||
Foreign currency translation gain | (14,810) | (2,809) | (17,138) | (15,253) |
Net change in cash flow hedges, net of tax | (1,352) | 634 | (6,097) | 1,957 |
Other comprehensive income | (16,162) | (2,175) | (23,235) | (13,296) |
Comprehensive income | $ 14,424 | $ 111,904 | $ 62,077 | $ 128,923 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - Unaudited - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 27, 2019 | Sep. 28, 2018 | |
Statement of Cash Flows [Abstract] | ||
Proceeds from Divestiture of Businesses | $ 4,734 | $ 582,359 |
Cash flows from operating activities: | ||
Net income (loss) | 85,312 | 142,219 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 57,397 | 68,447 |
Debt related charges included in interest expense | 5,280 | 47,173 |
Stock-based compensation | 6,894 | 7,684 |
Non-cash (gain) loss on equity investments | 666 | (1,043) |
Other non-cash gains | (1,088) | (771) |
Deferred income taxes | (1,086) | 66,953 |
Gain on sale of discontinued operations | (4,974) | (194,734) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (29,962) | (4,805) |
Inventories | (8,567) | (19,688) |
Prepaid expenses and other assets | (10,829) | 5,155 |
Accounts payable | 17,760 | 10,488 |
Accrued expenses and other liabilities | (8,988) | (14,904) |
Income taxes payable | 4,162 | 8,562 |
Net cash provided by operating activities | 111,977 | 120,736 |
Cash flows from investing activities: | ||
Acquisition of property, plant and equipment | (24,704) | (33,340) |
Proceeds from sale of property, plant and equipment | 5 | 1,366 |
Purchase of equity investments | (417) | (1,230) |
Net cash (used in) provided by investing activities | (20,382) | 549,155 |
Cash flows from financing activities: | ||
Principal payments of long-term debt | (97,125) | (670,094) |
Proceeds from senior secured revolving line of credit | 20,000 | 0 |
Payments of senior secured revolving line of credit | (25,000) | 0 |
Proceeds from the exercise of stock options | 2,654 | 11,757 |
Payments of Debt Issuance Costs | 0 | 31,991 |
Tax withholdings related to net share settlements of restricted stock unit awards | (2,961) | (2,568) |
Net cash used in financing activities | (102,432) | (692,896) |
Effect of foreign currency exchange rates on cash and cash equivalents | (13) | 1,790 |
Net decrease in cash and cash equivalents | (10,850) | (21,215) |
Cash and cash equivalents, beginning of period | 25,569 | 44,096 |
Cash and cash equivalents, end of period | 14,719 | |
Total cash and cash equivalents, end of period | 25,569 | 44,096 |
Noncash investing and financing activities: | ||
Property, plant and equipment purchases included in accounts payable | $ 5,125 | $ 2,585 |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Stockholders' Equity - Unaudited - USD ($) $ in Thousands | Total | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Common Stocks, Including Additional Paid in Capital | $ 669,788 | ||||
Treasury Stock, Shares, Acquired | (2,568) | ||||
Balance at Dec. 29, 2017 | 893,381 | $ (4,654) | $ 176,068 | $ 52,179 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 142,219 | ||||
Other comprehensive loss, net | (13,296) | (13,296) | |||
Stock-based compensation | $ 7,684 | ||||
Net shares issued | 10,205 | ||||
Reclassified to earnings, net | 152 | ||||
Balance at Sep. 28, 2018 | 1,039,331 | (5,668) | 318,287 | 39,035 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock Issued During Period, Value, Treasury Stock Reissued | 1,554 | ||||
Common Stocks, Including Additional Paid in Capital | 678,188 | ||||
Treasury Stock, Shares, Acquired | (359) | ||||
Balance at Jun. 29, 2018 | 917,734 | (5,720) | 204,208 | 41,058 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 114,079 | ||||
Other comprehensive loss, net | (2,175) | (2,175) | |||
Stock-based compensation | 1,577 | ||||
Net shares issued | 7,912 | ||||
Reclassified to earnings, net | 152 | ||||
Balance at Sep. 28, 2018 | 1,039,331 | (5,668) | 318,287 | 39,035 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock Issued During Period, Value, Treasury Stock Reissued | 411 | ||||
Common Stocks, Including Additional Paid in Capital | 687,677 | ||||
Common Stocks, Including Additional Paid in Capital | 691,116 | ||||
Treasury Stock, Shares, Acquired | (2,961) | ||||
Balance at Dec. 28, 2018 | 1,060,493 | (8,125) | 344,498 | 33,004 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 85,312 | ||||
Other comprehensive loss, net | (23,235) | (23,235) | |||
Stock-based compensation | 6,894 | ||||
Net shares issued | 1,938 | ||||
Balance at Sep. 27, 2019 | 1,128,578 | (10,373) | 429,234 | 9,769 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock Issued During Period, Value, Treasury Stock Reissued | 713 | ||||
Common Stocks, Including Additional Paid in Capital | 697,681 | ||||
Treasury Stock, Shares, Acquired | (56) | ||||
Balance at Jun. 28, 2019 | 1,111,695 | (10,565) | 398,648 | 25,931 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 30,586 | ||||
Other comprehensive loss, net | (16,162) | (16,162) | |||
Stock-based compensation | 1,461 | ||||
Net shares issued | $ 806 | ||||
Balance at Sep. 27, 2019 | 1,128,578 | $ (10,373) | 429,234 | $ 9,769 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock Issued During Period, Value, Treasury Stock Reissued | 248 | ||||
Common Stocks, Including Additional Paid in Capital | $ 699,948 | ||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ (576) |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 27, 2019 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION Integer Holdings Corporation (together with its consolidated subsidiaries, “Integer” or the “Company”) is a publicly-traded corporation listed on the New York Stock Exchange under the symbol “ITGR.” Integer is one of the largest medical device outsource manufacturers in the world serving the cardiac, neuromodulation, vascular, orthopedics, advanced surgical and portable medical markets. The Company provides innovative, high-quality medical technologies that enhance the lives of patients worldwide. In addition, it develops batteries for high-end niche applications in the energy, military, and environmental markets. The Company’s reportable segments are: (1) Medical and (2) Non-Medical. The Company’s customers include large multi-national original equipment manufacturers (“OEMs”) and their affiliated subsidiaries. On May 3, 2018, the Company entered into a definitive agreement to sell the Advanced Surgical and Orthopedic product lines (the “AS&O Product Line”) within its Medical segment to Viant (formerly MedPlast, LLC), and on July 2, 2018 completed the sale. The results of operations of the AS&O Product Line are reported as discontinued operations in the Condensed Consolidated Statements of Operations for all periods presented. The Condensed Consolidated Statements of Cash Flows includes cash flows related to the discontinued operations due to Integer’s centralized treasury and cash management processes, and, accordingly, cash flow amounts for discontinued operations are disclosed in Note 2 “Discontinued Operations, Divestitures and Acquisitions.” All results and information in the condensed consolidated financial statements are presented as continuing operations and exclude the AS&O Product Line unless otherwise noted specifically as discontinued operations. Refer to Note 2 “Discontinued Operations, Divestitures and Acquisitions” for additional information. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information (Accounting Standards Codification (“ASC”) 270, Interim Reporting ) and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all of the information necessary for a full presentation of financial position, results of operations, and cash flows in conformity with accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of management, the condensed consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the results of the Company for the periods presented. Intercompany transactions and balances have been fully eliminated in consolidation. Operating results for interim periods are not necessarily indicative of results that may be expected for the fiscal year as a whole. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, certain components of equity, sales, expenses, and related disclosures at the date of the financial statements and during the reporting period. Actual results could differ materially from these estimates. For further information, refer to the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 28, 2018 . Historically, the Company has utilized a 52/53-week fiscal year ending on the Friday nearest December 31. On October 9, 2019, the Board of Directors of Integer approved a change to the Company’s fiscal year from a year ending on the Friday nearest December 31 to a calendar year ending on December 31. Upon receipt of the customary approval of the lenders under the Company’s senior secured credit facilities, the Company’s current fiscal year will end on December 31, 2019, instead of January 3, 2020, with subsequent fiscal years beginning on January 1 and ending on December 31 of each year. The Company’s first three fiscal quarters in each fiscal year will continue to end on the Friday nearest March 31, June 30 and September 30, respectively. Fiscal year 2018 ended on December 28, 2018 and was a fifty-two week period. The third quarter of 2019 and 2018 each contained 13 weeks and ended on September 27 and September 28, respectively, and were not impacted by the change in fiscal year. Recent Accounting Pronouncements The Company considers the applicability and impact of all Accounting Standard Updates (“ASU”) issued by the Financial Accounting Standards Board ("FASB"). ASUs not yet adopted that are not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated result of operations, financial position and cash flows. With the exception of the accounting pronouncements adopted as discussed below, there have been no new or material changes to the significant accounting policies discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 28, 2018, that are of significance, or potential significance, to the Company. (1.) BASIS OF PRESENTATION (Continued) Recently Adopted Accounting Guidance Adoption of ASC Topic 842 Effective December 29, 2018, the Company adopted ASC 842, Leases, which requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. The Company elected to transition to ASC 842 using the option to not restate comparative periods and apply the standard as of the date of initial application. In addition, certain practical expedients were elected which permit the Company to not reassess whether existing contracts are or contain leases, to not reassess the lease classification of any existing leases, and to not reassess initial direct costs for any existing leases. The Company also elected the practical expedient to not separate lease and non-lease components for all classes of underlying assets and the practical expedient related to land easements, allowing the Company to carry-forward its accounting treatment for land easements on existing agreements. The Company did not elect the practical expedient pertaining to the use of hindsight. The Company also made an accounting policy election to keep leases with an initial term of 12 months or less and no purchase option the Company is reasonably certain to exercise off the balance sheet for all classes of underlying assets. As a result of the adoption of ASC 842, the Company recognized operating lease right-of-use assets of $40.9 million and lease liabilities of $43.4 million on December 29, 2018. The difference between the lease assets and lease liabilities primarily represents the existing prepaid rent assets, deferred rent liabilities, and tenant improvement allowances, along with a cumulative-effect adjustment to beginning retained earnings. The adoption of ASC 842 did not have a material impact on the Company’s Condensed Consolidated Statement of Operations and Condensed Consolidated Statement of Cash Flows for the periods presented. Refer to Note 11 “Leases” for additional information on the Company’s leases. Adoption of ASU 2017-12 and ASU 2018-16 In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities . ASU 2017-12 amends the designation and measurement guidance for qualifying hedging transactions and the presentation of hedge results in an entity’s financial statements. The new guidance removes the concept of separately measuring and reporting hedge ineffectiveness and requires a company to present the earnings effect of the hedging instrument, including any ineffectiveness, in the same income statement line item in which the earnings effect of the hedged item is reported. ASU 2017-12 continues to allow an entity to exclude the time value of options and forward points from the assessment of hedge effectiveness. For excluded components in cash flow hedges, the base recognition model under this ASU is an amortization approach. An entity still may elect to record changes in the fair value of the excluded component currently in earnings; however, such an election will need to be applied consistently to similar hedges. The Company has elected to continue to record changes in the fair value of the excluded components of its derivative instruments currently in earnings given their highly effective nature. Finally, this ASU continues to require an initial prospective quantitative hedge effectiveness assessment and documentation at hedge inception. However, if certain criteria are met, entities can elect to subsequently perform prospective and retrospective effectiveness assessments qualitatively, unless facts and circumstances change, and the hedge effectiveness assessment generally does not need to be completed until the first quarterly hedge effectiveness assessment date (i.e., up to three months). The Company adopted ASU 2017-12 on December 29, 2018, the first day of the Company’s 2019 fiscal year, which did not materially affect the Company’s results of operations. The Company adopted the guidance on the modified retrospective basis and did not recognize a cumulative effect adjustment upon adoption as the Company had not recognized ineffectiveness on any of the hedging instruments existing as of the date of adoption. Refer to Note 14 “Financial Instruments and Fair Value Measurements” for additional information and disclosures of the Company’s derivatives and hedging activities. In October 2018, the FASB issued ASU 2018-16, Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes . The amendments in ASU 2018-16 permit the use of the OIS rate based on SOFR as a benchmark interest rate for hedge accounting purposes under Topic 815. The amendments in this update were effective for fiscal years beginning after December 15, 2018. The Company adopted this guidance prospectively as of December 29, 2018, concurrent with the adoption of ASU 2017-12, to be applied on a prospective basis for qualifying new or redesignated hedging relationships entered into on or after the date of adoption. Adoption of this guidance had no impact on the Condensed Consolidated Financial Statements. (1.) BASIS OF PRESENTATION (Continued) Not Yet Adopted Accounting Guidance In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which replaces the current incurred loss impairment methodology for most financial assets with the current expected credit loss (“CECL”) methodology. Under the CECL method, the Company will be required to immediately recognize an estimate of credit losses expected to occur over the life of the financial asset at the time financial asset is originated or acquired. Estimated credit losses are determined by taking into consideration historical loss conditions, current conditions and reasonable and supportable forecasts. Changes to the expected lifetime credit losses are required to be recognized each period. The standard will be effective for the Company on January 1, 2020 and will be adopted using a modified retrospective transition method through a cumulative-effect adjustment to retained earnings in the period of adoption. The Company has initiated implementation efforts and is in the process of accumulating historical, current and forward-looking information to be used in the estimation of credit losses. The Company is assessing the risk characteristics related to trade receivables and contract assets, which are the primary financial assets of the Company that will be within the scope of this guidance. The adoption of ASU 2016-13 is not expected to have a material impact to on the Condensed Consolidated Financial Statements. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 27, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS, DIVESTITURES AND ACQUISITIONS AS&O Divestiture On May 3, 2018, the Company entered into a definitive agreement to sell its AS&O Product Line to Viant, and on July 2, 2018, completed the sale, collecting cash proceeds of approximately $581 million , which is net of transaction costs and adjustments set forth in the definitive agreement. In connection with the sale, the parties executed a transition services agreement whereby the Company would provide certain corporate services (including accounting, payroll, and information technology services) to Viant for a period of up to one year from the date of the closing to facilitate an orderly transfer of business operations. Viant paid Integer for these services as specified in the transition services agreement, which were complete as of June 28, 2019. Accordingly, there was no income recognized under the transition services agreement during the three months ended September 27, 2019 . The Company recognized $2.9 million of income under the transition services agreement for the performance of services during the nine months ended September 27, 2019 , of which $0.1 million is recorded as a reduction of Cost of sales and $2.8 million is recorded as a reduction of Selling, general and administrative expenses. The Company recognized $1.9 million of income under the transition services agreement for the performance of services during the three and nine months ended September 28, 2018 , of which $0.1 million is recorded as a reduction of Cost of sales and $1.8 million is recorded as a reduction of Selling, general and administrative expenses. In addition, the parties executed long-term supply agreements under which the Company and Viant have agreed to supply the other with certain products at prices specified in the agreements for a term of three years . In connection with the closing of the transaction but prior to a net working capital adjustment, the Company recognized a pre-tax gain on sale of discontinued operations of $195.0 million during the year ended December 28, 2018. During the nine months ended September 27, 2019 , the Company received $4.8 million due to a net working capital adjustment agreed to with Viant. This was recognized as gain on sale from discontinued operations during the quarter ended June 28, 2019. (2.) DISCONTINUED OPERATIONS, DIVESTITURES AND ACQUISITIONS (Continued) The operating results of the AS&O Product Line have been classified as discontinued operations in the Condensed Consolidated Statements of Operations for all periods presented. The discontinued operations of the AS&O Product Line are reported in the Medical segment. Income from discontinued operations net of taxes, were as follows (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Sales $ — $ — $ — $ 178,020 Cost of sales — — — 148,357 Gross profit — — — 29,663 Selling, general and administrative expenses — — — 8,905 Research, development and engineering costs — — — 2,352 Other operating expenses (income) (1) — (2,185 ) — 1,805 Interest expense — 976 — 22,833 Gain on sale of discontinued operations — (194,734 ) (4,974 ) (194,734 ) Other (income) loss, net — 69 (342 ) 251 Income from discontinued operations before taxes — 195,874 5,316 188,251 Provision for income taxes — 73,492 178 73,869 Income from discontinued operations $ — $ 122,382 $ 5,138 $ 114,382 __________ (1) The Company recorded $2.2 million of transaction costs in Other operating expenses (income) from discontinued operations during the three months ended June 29, 2018, which were reclassified to the Gain on sale of discontinued operations during the three months ended September 28, 2018. Cash flow information from discontinued operations was as follows (in thousands): Nine Months Ended September 27, September 28, Cash used in operating activities $ (58 ) $ (12,388 ) Cash provided by (used in) investing activities 4,734 578,763 Depreciation and amortization — 7,450 Capital expenditures — 3,610 Acquisition of Assets from US BioDesign, LLC On October 7, 2019, the Company acquired certain assets of US BioDesign, LLC, a privately held developer and manufacturer of complex braided biomedical structures for disposable and implantable medical devices. The acquisition adds a differentiated capability related to the complex development and manufacture of braided and formed biomedical structures to the Company’s broad portfolio. The Company paid $15 million in cash and may pay up to an additional $5.5 million of contingent earn out over the next four years based on specified conditions being met. The Company expects to determine the preliminary purchase price allocation prior to the end of the fourth quarter of 2019. |
Inventories
Inventories | 9 Months Ended |
Sep. 27, 2019 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories are comprised of the following (in thousands): September 27, December 28, Raw materials $ 83,171 $ 80,213 Work-in-process 78,803 75,711 Finished goods 36,003 34,152 Total $ 197,977 $ 190,076 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets, Net | 9 Months Ended |
Sep. 27, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | GOODWILL AND OTHER INTANGIBLE ASSETS, NET Goodwill The changes in the carrying amount of goodwill by reportable segment for the nine months ended September 27, 2019 were as follows (in thousands): Medical Non- Medical Total December 28, 2018 $ 815,338 $ 17,000 $ 832,338 Foreign currency translation (7,020 ) — (7,020 ) September 27, 2019 $ 808,318 $ 17,000 $ 825,318 Intangible Assets Intangible assets at September 27, 2019 and December 28, 2018 were as follows (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount September 27, 2019 Definite-lived: Purchased technology and patents $ 239,905 $ (134,560 ) $ 105,345 Customer lists 702,723 (123,617 ) 579,106 Other 3,503 (3,498 ) 5 Total $ 946,131 $ (261,675 ) $ 684,456 Indefinite-lived: Trademarks and tradenames $ 90,288 December 28, 2018 Definite-lived: Purchased technology and patents $ 241,726 $ (125,540 ) $ 116,186 Customer lists 710,406 (104,556 ) 605,850 Other 3,503 (3,489 ) 14 Total $ 955,635 $ (233,585 ) $ 722,050 Indefinite-lived: Trademarks and tradenames $ 90,288 Aggregate intangible asset amortization expense is comprised of the following (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Cost of sales $ 3,165 $ 3,367 $ 9,622 $ 10,756 Selling, general and administrative expenses 6,617 6,490 19,845 20,196 Research, development and engineering costs — 39 — 116 Total intangible asset amortization expense $ 9,782 $ 9,896 $ 29,467 $ 31,068 Estimated future intangible asset amortization expense based on the carrying value as of September 27, 2019 is as follows (in thousands): Remainder of 2019 2020 2021 2022 2023 After 2023 Amortization Expense $ 10,492 40,065 39,219 38,194 36,359 520,127 |
Debt
Debt | 9 Months Ended |
Sep. 27, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Long-term debt is comprised of the following (in thousands): September 27, December 28, Senior secured term loan A $ 276,563 $ 304,687 Senior secured term loan B 563,286 632,286 Revolving line of credit — 5,000 Unamortized discount on term loan B and debt issuance costs (11,929 ) (16,466 ) Total debt 827,920 925,507 Current portion of long-term debt (37,500 ) (37,500 ) Total long-term debt $ 790,420 $ 888,007 The Company has senior secured credit facilities (the “Senior Secured Credit Facilities”) as of September 27, 2019 , consisting of (i) a revolving credit facility (the “Revolving Credit Facility”) with $200 million of borrowing capacity as described below, (ii) a $277 million term loan A facility (the “TLA Facility”), and (iii) a $563 million term loan B facility (the “TLB Facility”). The TLA Facility and TLB Facility are collectively referred to as the “Term Loan Facilities.” The TLB Facility was issued at a 1% discount. Revolving Credit Facility The Revolving Credit Facility matures on October 27, 2020 . The Revolving Credit Facility includes a $15 million sublimit for swingline loans and a $25 million sublimit for standby letters of credit. The Company is required to pay a commitment fee on the unused portion of the Revolving Credit Facility, which will range between 0.175% and 0.25% , depending on the Company’s Total Net Leverage Ratio (as defined in the Senior Secured Credit Facilities agreement). As of September 27, 2019 , the commitment fee on the unused portion of the Revolving Credit Facility was 0.25% . Interest rates on the Revolving Credit Facility, as well as the TLA Facility, are at the Company’s option, either at: (i) the prime rate plus the applicable margin, which will range between 0.75% and 2.25% , based on the Company’s Total Net Leverage Ratio, or (ii) the applicable LIBOR rate plus the applicable margin, which will range between 1.75% and 3.25% , based on the Company’s Total Net Leverage Ratio. As of September 27, 2019 , the Company had no outstanding borrowings on the Revolving Credit Facility and an available borrowing capacity of $193.2 million after giving effect to $6.8 million of outstanding standby letters of credit. Term Loan Facilities The TLA Facility and TLB Facility mature on October 27, 2021 and October 27, 2022 , respectively. Interest rates on the TLB Facility are, at the Company’s option, either at: (i) the prime rate plus 2.00% or (ii) the applicable LIBOR rate plus 3.00% , with LIBOR subject to a 1.00% floor. As of September 27, 2019 , the interest rates on the TLA Facility and TLB Facility were 4.31% and 5.05% , respectively. Covenants The Revolving Credit Facility and TLA Facility contain covenants requiring (A) a maximum Total Net Leverage Ratio of 4.75 :1.00, subject to quarterly step downs of 25 basis points beginning in the fourth quarter of 2019 and ending in the second quarter of 2020 and (B) a minimum interest coverage ratio of adjusted EBITDA (as defined in the Senior Secured Credit Facilities) to interest expense of not less than 3.00 :1.00. The TLB Facility does not contain any financial maintenance covenants. As of September 27, 2019 , the Company was in compliance with these financial covenants. 9.125% Senior Notes due 2023 On October 27, 2015, the Company completed a private offering of $360 million aggregate principal amount of 9.125% senior notes due on November 1, 2023 (the “Senior Notes”). On July 10, 2018, the Company completed the redemption in full of the Senior Notes at a redemption price of 100% of the principal amount of the Senior Notes plus the applicable “make-whole” premium of $31.3 million and accrued and unpaid interest through the redemption date. The “make-whole” premium is included in Interest Expense for the three and nine months ended September 28, 2018 in the accompanying Condensed Consolidated Statements of Operations. (6.) DEBT (Continued) Contractual maturities under the Senior Secured Credit Facilities for the remainder of 2019 and the next three years (through maturity), excluding any discounts or premiums, as of September 27, 2019 are as follows (in thousands): 2019 2020 2021 2022 Future minimum principal payments $ 9,375 37,500 229,688 563,286 The Company prepaid portions of its TLB Facility during 2019 and 2018. The Company recognized losses from extinguishment of debt during the three and nine months ended September 27, 2019 of $0.3 million and $1.3 million , respectively. The Company recognized losses from extinguishment of debt during the three and nine months ended September 28, 2018 of $9.3 million and $10.8 million , respectively. The loss from extinguishment of debt represents the portion of the unamortized discount and debt issuance costs related to the portion of the TLB Facility that was prepaid and is included in Interest Expense in the accompanying Condensed Consolidated Statements of Operations. The loss from extinguishment of debt for the three and nine months ended September 28, 2018 also includes the unamortized debt issuance costs related to the Senior Notes. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 27, 2019 | |
Share-based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION The Company maintains certain stock-based compensation plans that were approved by the Company’s stockholders and are administered by the Board of Directors, or the Compensation and Organization Committee of the Board. The stock-based compensation plans provide for the granting of stock options, restricted stock awards (“RSAs”), restricted stock units (“RSUs”), stock appreciation rights and stock bonuses to employees, non-employee directors, consultants, and service providers. The components and classification of stock-based compensation expense were as follows (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Stock options $ 101 $ 215 $ 304 $ 726 RSAs and RSUs 1,360 1,872 6,590 6,544 Stock-based compensation expense - continuing operations 1,461 2,087 6,894 7,270 Discontinued operations — (510 ) — 414 Total stock-based compensation expense $ 1,461 $ 1,577 $ 6,894 $ 7,684 Cost of sales $ 168 $ 222 $ 766 $ 598 Selling, general and administrative expenses 1,155 1,821 5,819 6,568 Research, development and engineering costs 69 44 193 99 Other operating expenses 69 — 116 5 Discontinued operations — (510 ) — 414 Total stock-based compensation expense $ 1,461 $ 1,577 $ 6,894 $ 7,684 There were no stock options granted during the nine months ended September 27, 2019 . The weighted average fair value and assumptions used to value options granted during the nine months ended September 28, 2018 are as follows: Weighted average fair value $ 14.89 Risk-free interest rate 2.21 % Expected volatility 39 % Expected life (in years) 4.0 Expected dividend yield — % (7.) STOCK-BASED COMPENSATION (Continued) The following table summarizes the Company’s stock option activity: Number of Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (In Years) Aggregate Intrinsic Value (In Millions) Outstanding at December 28, 2018 522,783 $ 31.88 Exercised (116,904 ) 22.70 Outstanding at September 27, 2019 405,879 $ 34.52 5.3 $ 16.3 Exercisable at September 27, 2019 371,564 $ 34.10 5.1 $ 15.1 During the nine months ended September 27, 2019 , the Company awarded grants to members of its Board of Directors and certain members of management. The Board of Directors received grants of time-based RSUs that vest in equal quarterly installments of 25% on the first day of each quarter of the Company’s 2019 fiscal year. The members of management received either time-based RSUs or a mix of time-based RSUs and performance-based RSUs (“PRSUs”). The time-based RSUs vest ratably, subject to the recipient’s continuous service to the Company over a period of generally three to four years from the grant date. For the Company's PRSUs, in addition to service conditions, the ultimate number of shares to be earned depends on the achievement of financial performance or market-based conditions. The financial performance condition is based on the Company's sales targets. The market-based conditions are based on the Company’s achievement of a relative total shareholder return (“TSR”) performance requirement, on a percentile basis, compared to a defined group of peer companies over three year performance periods. The Company uses a Monte Carlo simulation model to determine the grant-date fair value of awards with TSR-based performance conditions. The grant-date fair value of all other RSAs and RSUs is equal to the closing market price of Integer common stock on the date of grant. The weighted average fair value and assumptions used to value the TSR portion of the PRSUs granted are as follows: Nine Months Ended September 27, September 28, Weighted average fair value $ 117.03 $ 37.46 Risk-free interest rate 2.46 % 2.28 % Expected volatility 40 % 40 % Expected life (in years) 2.8 2.9 Expected dividend yield — % — % The following table summarizes RSA and RSU activity: Time-Vested Activity Weighted Average Fair Value Nonvested at December 28, 2018 142,236 $ 49.78 Granted 104,636 82.96 Vested (24,752 ) 63.34 Forfeited (16,009 ) 57.49 Nonvested at September 27, 2019 206,111 $ 64.40 (7.) STOCK-BASED COMPENSATION (Continued) The following table summarizes PRSU activity: Performance- Vested Activity Weighted Average Fair Value Nonvested at December 28, 2018 287,134 $ 36.15 Granted 50,492 101.17 Vested (75,008 ) 28.41 Forfeited (68,153 ) 34.17 Nonvested at September 27, 2019 194,465 $ 56.71 |
Other Operating Expenses, Net
Other Operating Expenses, Net | 9 Months Ended |
Sep. 27, 2019 | |
Other Income and Expenses [Abstract] | |
OTHER OPERATING EXPENSES, NET | OTHER OPERATING EXPENSES Other Operating Expenses is comprised of the following (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Strategic reorganization and alignment $ 962 $ 2,643 $ 4,352 $ 8,424 Manufacturing alignment to support growth 515 877 1,661 2,493 Consolidation and optimization initiatives — 137 — 698 Asset dispositions, severance and other 764 482 2,226 1,000 Other operating expenses - continuing operations 2,241 4,139 8,239 12,615 Discontinued operations (1) — (2,185 ) — 1,805 Total other operating expenses $ 2,241 $ 1,954 $ 8,239 $ 14,420 __________ (1) The Company recorded $2.2 million of transaction costs in Other operating expenses (income) from discontinued operations during the three months ended June 29, 2018, which were reclassified to the Gain on sale of discontinued operations during the three months ended September 28, 2018. Strategic Reorganization and Alignment As a result of the strategic review of its customers, competitors and markets, the Company began taking steps in 2017 to better align its resources in order to enhance the profitability of its portfolio of products. These initiatives include improving its business processes and redirecting investments away from projects where the market does not justify the investment, as well as aligning resources with market conditions and the Company’s future strategic direction. The Company estimates that it will incur aggregate pre-tax charges in connection with the strategic reorganization and alignment plan, including projects reported in discontinued operations, of between approximately $20 million to $ 22 million , the majority of which are expected to be cash expenditures. During the nine months ended September 27, 2019 , the Company incurred charges relating to this initiative, which primarily included severance and fees for professional services recorded within the Medical segment. As of September 27, 2019 , total expense incurred for this initiative since inception, including amounts reported in discontinued operations, was $20.9 million . These actions are expected to be substantially completed by the end of 2019. Manufacturing Alignment to Support Growth In 2017, the Company initiated several initiatives designed to reduce costs, increase manufacturing capacity to accommodate growth and improve operating efficiencies. The plan involves the relocation of certain manufacturing operations and expansion of certain of the Company's facilities. The Company estimates that it will incur aggregate pre-tax restructuring related charges in connection with the realignment plan of between approximately $6 million to $7 million , the majority of which are expected to be cash expenditures. Costs related to the Company’s manufacturing alignment to support growth initiative were primarily recorded within the Medical segment. As of September 27, 2019 , total expense incurred for this initiative since inception, including amounts reported in discontinued operations, was $5.1 million . These actions are expected to be substantially completed by the end of 2019. (8.) OTHER OPERATING EXPENSES (Continued) Consolidation and Optimization Initiatives Costs related to the Company’s consolidation and optimization initiatives were primarily recorded within the Medical segment. The Company does not expect to incur any material additional costs associated with these activities. The following table summarizes the change in accrued liabilities, presented within Accrued Expense and Other Current Liabilities on the Condensed Consolidated Balance Sheets, related to the initiatives described above (in thousands): Severance and Retention Other Total December 28, 2018 $ 1,668 $ 202 $ 1,870 Restructuring charges 1,345 4,668 6,013 Cash payments (1,629 ) (4,863 ) (6,492 ) September 27, 2019 $ 1,384 $ 7 $ 1,391 Asset Dispositions, Severance and Other During the nine months ended September 27, 2019 and September 28, 2018 , the Company recorded expenses related to other initiatives not described above, which relate primarily to integration and operational initiatives to reduce future operating costs and improve operational efficiencies. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 27, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The income tax provision for interim periods is determined using an estimate of the annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter, the estimate of the annual effective tax rate is updated, and if the estimated effective tax rate changes, a cumulative adjustment is made. There is a potential for volatility of the effective tax rate due to several factors, including discrete items, changes in the mix and amount of pre-tax income and the jurisdictions to which it relates, changes in tax laws and foreign tax holidays, business reorganizations, settlements with taxing authorities and foreign currency fluctuations. In addition, the Company continues to explore tax planning opportunities that may have a material impact on its effective tax rate. The Company’s effective tax rate for continuing operations for the third quarter of 2019 was 13.8% on $35.5 million of income from continuing operations before taxes compared to 42.6% on $14.5 million of losses from continuing operations before taxes for the same period in 2018. The Company’s effective tax rate for continuing operations for the nine months ended September 27, 2019 was 16.0% on $95.5 million of income from continuing operations before taxes compared to 22.2% on $35.8 million of income from continuing operations before taxes for the same period of 2018. The difference between the Company’s effective tax rates and the U.S. federal statutory income tax rate of 21% for the third quarter of 2019 and nine months ended September 27, 2019 is primarily attributable to discrete tax benefits of $2.3 million and $4.4 million , respectively, as well as the estimated net impact of the Global Intangible Low-Taxed Income tax, the Company’s earnings outside the U.S., which are generally taxed at rates that differ from the U.S federal rate, and the availability of certain tax credits. The discrete tax benefits for 2019 are predominately related to excess tax benefits recognized upon vesting of RSUs or exercise of stock options, favorable return to provision adjustments related to the 2018 tax year, and the release of certain reserves for unrecognized tax benefits. As of September 27, 2019 and December 28, 2018 , the Company had unrecognized tax benefits from continuing operations of approximately $4.2 million and $5.4 million , respectively. During the third quarter of 2019, the Company obtained information that impacted its judgment regarding the sustainability of certain tax deductions taken in prior years. As a result, the Company released $1.2 million of unrecognized tax benefits as a discrete item during the third quarter of 2019. It is reasonably possible that a reduction of up to $0.6 million of the balance of unrecognized tax benefits may occur within the next twelve months as a result of potential audit settlements. As of September 27, 2019 and December 28, 2018 , approximately $4.1 million and $5.3 million , respectively, of the unrecognized tax benefits would favorably impact the effective tax rate, net of federal benefit on state issues, if recognized. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 27, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Litigation The Company is subject to litigation arising from time to time in the ordinary course of its business. The Company does not expect that the ultimate resolution of any pending legal actions will have a material effect on its consolidated results of operations, financial position, or cash flows. However, litigation is subject to inherent uncertainties. As such, there can be no assurance that any pending legal action, which the Company currently believes to be immaterial, will not become material in the future. In April 2013, the Company commenced an action against AVX Corporation and AVX Filters Corporation (collectively “AVX”) alleging that AVX had infringed on the Company’s patents by manufacturing and selling filtered feedthrough assemblies used in implantable pacemakers and cardioverter defibrillators that incorporate the Company’s patented technology. Two juries in the U.S. District Court for the District of Delaware have returned verdicts finding that AVX infringed on three of the Company’s patents and awarded the Company $37.5 million in damages. In March 2018, the U.S. District Court for the District of Delaware vacated the original damage award and ordered a retrial on damages. In the January 2019 retrial on damages, the jury awarded the Company $22.2 million in damages. On July 31, 2019, the U.S. District Court for the District of Delaware entered an order denying AVX’s post-trial motion to overturn the jury verdict in favor of the Company. On August 23, 2019, AVX filed its notice of appeal with the United States Court of Appeals for the Federal Circuit. On September 5, 2019, the Company filed its notice of cross-appeal with the United States Court of Appeals for the Federal Circuit. To date, the Company has recorded no gains in connection with this litigation. Product Warranties The Company generally warrants that its products will meet customer specifications and will be free from defects in materials and workmanship. The Company does not expect future product warranty claims will have a material effect on its condensed consolidated results of operations, financial position, or cash flows. However, there can be no assurance that any future customer complaints or negative regulatory actions regarding the Company’s products, which the Company currently believes to be immaterial, does not become material in the future. The product warranty liability is presented within Accrued Expense and Other Current Liabilities on the Condensed Consolidated Balance Sheets. The change in product warranty liability was comprised of the following (in thousands): December 28, 2018 $ 2,600 Additions to warranty reserve 441 Adjustments to pre-existing warranties (988 ) Warranty claims settled (1,221 ) September 27, 2019 $ 832 |
Leases
Leases | 9 Months Ended |
Sep. 27, 2019 | |
Leases [Abstract] | |
Leases | LEASES The Company primarily leases certain office and manufacturing facilities under operating leases, with additional operating leases for machinery, office equipment and vehicles. An arrangement is considered to contain a lease if it conveys the right to use an identified asset for a period of time in exchange for consideration. If it is determined that an arrangement contains a lease, classification of a lease as operating or finance is determined by evaluating the five criteria outlined within ASC 842 at inception. The Company does not currently have any finance leases. The Company’s lease agreements do not contain any residual value guarantees or any material restrictive covenants. Right-of-use (“ROU”) lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make payments in exchange for that right of use. Operating lease ROU assets are presented as Operating Lease Assets, the current portion of operating lease liabilities are presented within Accrued Expense and Other Current Liabilities, and the non-current portion of operating lease liabilities are presented as Operating Lease Liabilities on the Condensed Consolidated Balance Sheets. The current portion of operating lease liabilities was $7.3 million as of September 27, 2019 . Leases with a term of 12 months or less are not recorded on the balance sheet. The Company’s real estate leases often contain options to renew, and less frequently, termination options. The exercise of such renewal and termination options are generally at the Company’s sole discretion. The Company evaluates renewal and termination options at lease commencement to determine if such options are reasonably certain to be exercised based on economic factors. For certain leases where rent escalates based upon a change in a financial index, such as the Consumer Price Index, the difference between the rate at lease inception and the subsequent fluctuations in that rate are included in variable lease costs. Additionally, because the Company has elected to not separate lease and non-lease components, variable costs also include payments to the landlord for common area maintenance, real estate taxes, insurance and other operating expenses. Lease expense is recognized on a straight-line basis over the lease term, with variable lease payments recognized in the period those payments are incurred. The discount rate implicit within the Company’s leases is not readily determinable, and therefore, the Company uses its estimated incremental borrowing rate in determining the present value of lease payments. The incremental borrowing rate is determined based on the Company’s recent debt issuances, lease term and the currency in which lease payments are made. The following table presents the weighted average remaining lease term and discount rate: September 27, Weighted-average remaining lease term of operating leases (in years) 7.6 Weighted-average discount rate of operating leases 5.5 % The components and classification of lease cost are as follows (in thousands): Three Months Ended September 27, 2019 Nine Months Ended September 27, 2019 Operating lease cost $ 2,470 $ 7,361 Short-term lease cost (leases with initial term of 12 months or less) 12 46 Variable lease cost 638 1,845 Sublease income (475 ) (1,420 ) Total lease cost $ 2,645 $ 7,832 Cost of sales $ 2,220 $ 6,562 Selling, general and administrative expenses 285 837 Research, development and engineering costs 138 416 Other operating expenses 2 17 Total lease cost $ 2,645 $ 7,832 (11.) LEASES (Continued) The Company’s sublease income is derived primarily from certain real estate leases to several non-affiliated tenants under operating sublease arrangements. At September 27, 2019 , the maturities of operating lease liabilities were as follows (in thousands): Remainder of 2019 $ 2,519 2020 9,454 2021 9,132 2022 7,055 2023 6,274 2024 5,752 Thereafter 16,615 Total lease payments 56,801 Less imputed interest (10,852 ) Total $ 45,949 As of September 27, 2019 , the Company did not have any leases that have not yet commenced. Supplemental cash flow information related to leases for the nine months ended September 27, 2019 is as follows (in thousands): Cash paid for amounts included in the measurement of operating lease liabilities $ 7,713 ROU assets obtained in exchange for new operating lease liabilities 8,215 During the nine months ended September 27, 2019 , the Company extended the lease terms for four of its manufacturing facilities. As a result of these lease modifications, the Company re-measured the lease liability and adjusted the ROU asset on the modification dates. The Company’s future minimum lease commitments, net of sublease income, as of December 28, 2018, under ASC 840, the predecessor to ASC 842, are as follows (in thousands): 2019 2020 2021 2022 2023 After 2023 Future minimum lease payments $ 8,562 7,290 7,348 5,269 5,112 14,589 |
Earnings (Loss) Per Share (EPS)
Earnings (Loss) Per Share (EPS) | 9 Months Ended |
Sep. 27, 2019 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE (EPS) | EARNINGS (LOSS) PER SHARE (“EPS”) The following table sets forth a reconciliation of the information used in computing basic and diluted EPS (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Numerator for basic and diluted EPS: Income (loss) from continuing operations $ 30,586 $ (8,303 ) $ 80,174 $ 27,837 Income from discontinued operations — 122,382 5,138 114,382 Net income $ 30,586 $ 114,079 $ 85,312 $ 142,219 Denominator for basic and diluted EPS: Weighted average shares outstanding - Basic 32,660 32,211 32,606 32,050 Dilutive effect of share-based awards 408 — 413 401 Weighted average shares outstanding - Diluted 33,068 32,211 33,019 32,451 Basic earnings (loss) per share: Income (loss) from continuing operations $ 0.94 $ (0.26 ) $ 2.46 $ 0.87 Income from discontinued operations — 3.80 0.16 3.57 Basic earnings per share 0.94 3.54 2.62 4.44 Diluted earnings (loss) per share: Income (loss) from continuing operations $ 0.92 $ (0.26 ) $ 2.43 $ 0.86 Income from discontinued operations — 3.80 0.16 3.52 Diluted earnings per share 0.92 3.54 2.58 4.38 The diluted weighted average share calculations do not include the following securities, which are not dilutive to the EPS calculations or the performance criteria have not been met (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Time-vested stock options, RSAs and RSUs — 797 29 436 Performance-vested restricted stock and PRSUs 50 303 48 220 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 27, 2019 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | The following is a summary of the number of shares of common stock issued, treasury stock and common stock outstanding for the nine month periods ended September 27, 2019 and September 28, 2018 : Nine Months Ended September 27, 2019 Nine Months Ended September 28, 2018 Issued Treasury Stock Outstanding Issued Treasury Stock Outstanding Balance, beginning of period 32,624,494 (151,327 ) 32,473,167 31,977,953 (106,526 ) 31,871,427 Stock options exercised 116,904 — 116,904 381,793 — 381,793 RSAs issued, net of forfeitures, and vesting of RSUs 99,785 (21,229 ) 78,556 141,963 (12,496 ) 129,467 Balance, end of period 32,841,183 (172,556 ) 32,668,627 32,501,709 (119,022 ) 32,382,687 (13.) STOCKHOLDERS’ EQUITY (Continued) Accumulated Other Comprehensive Income (“AOCI”) is comprised of the following (in thousands): Defined Benefit Plan Liability Cash Flow Hedges Foreign Currency Translation Adjustment Total Pre-Tax Amount Tax Net-of-Tax Amount June 28, 2019 $ (295 ) $ (2,567 ) $ 28,211 $ 25,349 $ 582 $ 25,931 Unrealized loss on cash flow hedges — (1,459 ) — (1,459 ) 307 (1,152 ) Realized loss on foreign currency hedges — 191 — 191 (40 ) 151 Realized gain on interest rate swap hedge — (444 ) — (444 ) 93 (351 ) Foreign currency translation loss — — (14,810 ) (14,810 ) — (14,810 ) September 27, 2019 $ (295 ) $ (4,279 ) $ 13,401 $ 8,827 $ 942 $ 9,769 December 28, 2018 $ (295 ) $ 3,439 $ 30,539 $ 33,683 $ (679 ) $ 33,004 Unrealized loss on cash flow hedges — (6,028 ) — (6,028 ) 1,266 (4,762 ) Realized loss on foreign currency hedges — 157 — 157 (33 ) 124 Realized gain on interest rate swap hedges — (1,847 ) — (1,847 ) 388 (1,459 ) Foreign currency translation loss — — (17,138 ) (17,138 ) — (17,138 ) September 27, 2019 $ (295 ) $ (4,279 ) $ 13,401 $ 8,827 $ 942 $ 9,769 June 29, 2018 $ (1,422 ) $ 5,094 $ 37,756 $ 41,428 $ (370 ) $ 41,058 Unrealized gain on cash flow hedges — 1,424 — 1,424 (299 ) 1,125 Realized gain on foreign currency hedges — (141 ) — (141 ) 30 (111 ) Realized gain on interest rate swap hedges — (482 ) — (482 ) 102 (380 ) Foreign currency translation loss — — (2,809 ) (2,809 ) — (2,809 ) Reclassifications to earnings (1) 948 — (514 ) 434 (282 ) 152 September 28, 2018 $ (474 ) $ 5,895 $ 34,433 $ 39,854 $ (819 ) $ 39,035 December 29, 2017 $ (1,422 ) $ 3,418 $ 50,200 $ 52,196 $ (17 ) $ 52,179 Unrealized gain on cash flow hedges — 4,325 — 4,325 (908 ) 3,417 Realized gain on foreign currency hedges — (734 ) — (734 ) 154 (580 ) Realized gain on interest rate swap hedge — (1,114 ) — (1,114 ) 234 (880 ) Foreign currency translation loss — — (15,253 ) (15,253 ) — (15,253 ) Reclassifications to earnings (1) 948 — (514 ) 434 (282 ) 152 September 28, 2018 $ (474 ) $ 5,895 $ 34,433 $ 39,854 $ (819 ) $ 39,035 __________ (1) Accumulated foreign currency translation losses of $0.5 million and defined benefit plan liabilities of $0.7 million (net of income taxes of $0.3 million ) were reclassified to earnings during the three months ended September 28, 2018 as a result of the divestiture of the AS&O Product Line and are included in “Gain on sale of discontinued operations, net of tax” in the Condensed Consolidated Statements of Operations. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 9 Months Ended |
Sep. 27, 2019 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Assets and Liabilities Measured at Fair Value on a Recurring Basis Fair value measurement standards apply to certain financial assets and liabilities that are measured at fair value on a recurring basis (each reporting period). For the Company, these financial assets and liabilities include its derivative instruments. The Company does not have any nonfinancial assets or liabilities that are measured at fair value on a recurring basis. The Company is exposed to global market risks, including the effect of changes in interest rates and foreign currency exchange rates, and uses derivatives to manage these exposures that occur in the normal course of business. The Company does not hold or issue derivatives for trading or speculative purposes. All derivatives are recorded at fair value on the balance sheet. Interest Rate Swaps The Company periodically enters into interest rate swap agreements in order to reduce the cash flow risk caused by interest rate changes on its outstanding floating rate borrowings. Under these swap agreements, the Company pays a fixed rate of interest and receives a floating rate equal to one-month London Interbank Offered Rate (“LIBOR”). The variable rate received from the swap agreements and the variable rate paid on the outstanding debt will have the same rate of interest, excluding the credit spread, and will reset and pay interest on the same date. The Company has designated these swap agreements as cash flow hedges based on concluding the hedged forecasted transaction is probable of occurring within the period the cash flow hedge is anticipated to affect earnings. The unrealized gains and losses on these contracts are reported in AOCI in the Condensed Consolidated Balance Sheets and are subsequently reclassified into earnings when interest on the related debt is accrued. The fair value of the Company’s swap agreements are determined through the use of a cash flow model that utilizes observable market data inputs. These observable market data inputs include LIBOR, swap rates, and credit spread curves. In addition, the Company receives a fair value estimate from the swap agreement counterparty to verify the reasonableness of the Company’s estimate. The estimated fair value of the swap agreements represents the amount the Company would receive (pay) to terminate the contracts. Information regarding the Company’s outstanding interest rate swaps designated as cash flow hedges as of September 27, 2019 is as follows (dollars in thousands): Notional Amount Start Date End Date Pay Fixed Rate Receive Current Floating Rate Fair Value Balance Sheet Location $ 200,000 Jun 2017 Jun 2020 1.1325 % 2.0536 % $ 883 Accrued expenses and other current liabilities 75,000 Jul 2019 Jul 2020 1.8900 2.0536 (90 ) Accrued expenses and other current liabilities 400,000 Apr 2019 Apr 2020 2.4150 2.0421 (1,306 ) Accrued expenses and other current liabilities 200,000 Jun 2020 Jun 2023 2.1785 (a) (3,753 ) Other long-term liabilities __________ (a) The interest rate swap is not in effect until June 2020. As of December 28, 2018, the Company had outstanding an interest rate swap with a notional amount of $200 million. The fair value as of December 28, 2018 was $4.2 million and was included in Other assets in the Condensed Consolidated Balance Sheets. Foreign Currency Contracts The Company periodically enters into foreign currency forward contracts to hedge its exposure to foreign currency exchange rate fluctuations in its international operations. The Company has designated these foreign currency forward contracts as cash flow hedges. The unrealized gains and losses on these contracts are reported in AOCI in the Condensed Consolidated Balance Sheets and are reclassified to earnings in the same periods during which the hedged transactions affect earnings. (14.) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued) Information regarding outstanding foreign currency forward contracts designated as cash flow hedges as of September 27, 2019 is as follows (dollars in thousands): Notional Amount Start Date End Date $/Foreign Currency Fair Value Balance Sheet Location $ 5,249 Jul 2019 Dec 2019 0.0500 Peso $ 26 Accrued expenses and other current liabilities 6,042 Jul 2019 Dec 2019 0.0504 Peso (12 ) Accrued expenses and other current liabilities 8,339 Oct 2019 Dec 2019 1.1119 Euro (95 ) Accrued expenses and other current liabilities 11,166 Jan 2020 Jun 2020 0.0490 Peso 68 Accrued expenses and other current liabilities Information regarding outstanding foreign currency contracts designated as cash flow hedges as of December 28, 2018 is as follows (dollars in thousands): Notional Amount Start Date End Date $/Foreign Currency Fair Value Balance Sheet Location $ 12,621 Jan 2019 Jun 2019 1.1686 Euro $ (149 ) Accrued Expenses 10,991 Jan 2019 Jun 2019 0.0523 Peso (494 ) Accrued Expenses 10,535 Jan 2019 Jun 2019 1.1705 Euro (141 ) Accrued Expenses 11,019 Jan 2019 Jun 2019 0.0483 Peso (316 ) Accrued Expenses 10,499 Jul 2019 Dec 2019 0.0500 Peso 368 Accrued Expenses The fair value of foreign currency contracts are determined through the use of cash flow models that utilize observable market data inputs to estimate fair value. These observable market data inputs include foreign exchange rates and credit spread curves. In addition, the Company receives fair value estimates from the foreign currency contract counterparties to verify the reasonableness of the Company’s estimates. Derivative Instruments with Hedge Accounting Designation The following tables present the fair values of derivative instruments formally designated as hedging instruments as of September 27, 2019 and December 28, 2018 (in thousands). Fair Value Fair Value Hierarchy Assets Liabilities September 27, 2019 Interest rate swaps Level 2 $ — $ 4,266 Foreign currency contracts Level 2 — 13 December 28, 2018 Interest rate swaps Level 2 $ 4,171 $ — Foreign currency contracts Level 2 — 732 (14.) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued) The following tables present the amounts in the Condensed Consolidated Statements of Operations in which the effects of cash flow hedges are recorded and the effects of cash flow hedge activity on these line items for the three and nine months ended September 27, 2019 and September 28, 2018 (in thousands): Three Months Ended September 27, 2019 September 28, 2018 Total Amount of Gain (Loss) on Cash Flow Hedge Activity Total Amount of Gain (Loss) on Cash Flow Hedge Activity Sales $ 303,587 $ (500 ) $ 305,088 $ (252 ) Cost of sales 210,201 309 213,165 393 Interest expense 12,337 444 54,526 482 Nine Months Ended September 27, 2019 September 28, 2018 Total Amount of Gain (Loss) on Cash Flow Hedge Activity Total Amount of Gain (Loss) on Cash Flow Hedge Activity Sales $ 932,457 $ (1,294 ) $ 911,978 $ (254 ) Cost of sales 653,477 1,137 637,758 988 Interest expense 39,779 1,847 85,355 1,114 The following tables present the amounts affecting the Condensed Consolidated Statements of Operations for the three and nine months ended September 27, 2019 and September 28, 2018 (in thousands): Amount of Gain (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives Amount of Gain (Loss) Reclassified from AOCI into Earnings Three months ended, Location of Gain (Loss) Reclassified from AOCI into Earnings Three months ended, September 27, September 28, September 27, September 28, Interest rate swap $ (991 ) $ 415 Interest expense $ 444 $ 482 Foreign exchange forwards (400 ) 384 Sales (500 ) (252 ) Foreign exchange forwards (68 ) 625 Cost of sales 309 393 Nine Months Ended Location of Gain (Loss) Reclassified from AOCI into Earnings Nine Months Ended September 27, September 28, September 27, September 28, Interest rate swap $ (6,590 ) $ 2,524 Interest expense $ 1,847 $ 1,114 Foreign exchange forwards (1,099 ) (92 ) Sales (1,294 ) (254 ) Foreign exchange forwards 1,661 1,893 Cost of sales 1,137 988 The Company expects to reclassify net losses totaling $0.5 million related to its cash flow hedges from AOCI into earnings during the next twelve months. (14.) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued) Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Fair value standards also apply to certain assets and liabilities that are measured at fair value on a nonrecurring basis. The carrying amounts of cash, accounts receivable, accounts payable, and accrued expenses approximate fair value because of the short-term nature of these items. Borrowings under the Company’s Revolving Credit Facility, TLA Facility and TLB Facility accrue interest at a floating rate tied to a standard short-term borrowing index, selected at the Company’s option, plus an applicable margin. The carrying amount of this floating rate debt approximates fair value based upon the respective interest rates adjusting with market rate adjustments. Equity Investments The Company holds long-term, strategic investments in companies to promote business and strategic objectives. These investments are included in Other Long-Term Assets on the Condensed Consolidated Balance Sheets. Non-marketable equity securities are equity securities without readily determinable fair value. The Company has elected the practicability exception to use an alternative approach that measures the securities at cost minus impairment, if any, plus or minus changes resulting from qualifying observable price changes. If an impairment is recognized on the Company’s non-marketable equity securities during the period, these assets are classified as Level 3 within the fair value hierarchy based on the nature of the fair value inputs. Equity investments are comprised of the following (in thousands): September 27, December 28, Equity method investment $ 15,977 $ 15,148 Non-marketable equity securities 6,092 7,667 Total equity investments $ 22,069 $ 22,815 The components of (Gain) Loss on Equity Investments, Net for each period were as follows (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Equity method investment income $ (986 ) $ (291 ) $ (909 ) $ (5,545 ) Impairment charges — — 1,575 — Observable price adjustments on non-marketable equity securities — — — — Total (gain) loss on equity investments, net $ (986 ) $ (291 ) $ 666 $ (5,545 ) In May 2019, the Company determined that an investment in one of its non-marketable equity securities was impaired and determined the fair value to be zero based upon available market information. An impairment charge of $1.6 million was recognized during the second quarter of 2019. This assessment was based on qualitative indications of impairment. Factors that significantly influenced the determination of the impairment loss included the equity security’s investee’s financial condition, priority claims to the equity security, distributions rights and preferences, and status of the regulatory approval required to bring its product to market. The Company’s equity method investment is in a Chinese venture capital fund focused on investing in life sciences companies. As of September 27, 2019 , the Company owned 6.7% of this fund. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 27, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company organizes its business into two reportable segments: (1) Medical and (2) Non-Medical. This segment structure reflects the financial information and reports used by the Company’s management, specifically its Chief Operating Decision Maker, to make decisions regarding the Company’s business, including resource allocations and performance assessments. This segment structure reflects the Company’s current operating focus in compliance with ASC 280, Segment Reporting . For purposes of segment reporting, intercompany sales between segments are not material. The following table presents sales from continuing operations by product line (in thousands). Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Segment sales from continuing operations by product line: Medical Cardio & Vascular $ 148,581 $ 150,230 $ 451,552 $ 435,859 Cardiac & Neuromodulation 106,533 109,620 337,932 334,471 Advanced Surgical, Orthopedics & Portable Medical 34,310 32,789 98,544 101,481 Total Medical 289,424 292,639 888,028 871,811 Non-Medical 14,163 12,449 44,429 40,167 Total sales from continuing operations $ 303,587 $ 305,088 $ 932,457 $ 911,978 The following table presents income from continuing operations for the Company’s reportable segments (in thousands). Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Segment income from continuing operations: Medical $ 62,648 $ 58,929 $ 182,734 $ 167,623 Non-Medical 3,318 3,521 12,927 11,112 Total segment income 65,966 62,450 195,661 178,735 Unallocated operating expenses (19,485 ) (20,991 ) (60,674 ) (62,875 ) Operating income 46,481 41,459 134,987 115,860 Unallocated expenses, net (10,982 ) (55,919 ) (39,524 ) (80,067 ) Income (loss) from continuing operations before taxes $ 35,499 $ (14,460 ) $ 95,463 $ 35,793 |
Revenue From Contracts With Cus
Revenue From Contracts With Customers | 9 Months Ended |
Sep. 27, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | REVENUE FROM CONTRACTS WITH CUSTOMERS Revenue Recognition The majority of the Company’s revenues consist of sales of various medical devices and products to large, multinational OEMs and their affiliated subsidiaries. Revenue is recognized when performance obligations are satisfied and the customer has obtained control of the products. Under the provisions of the majority of the Company’s contracts with customers, revenue is recognized at the point in time when title and risk of ownership transfers to the customer, which is primarily determined based upon the shipping terms. When contracts with customers for products that do not have an alternative use to the Company contain provisions that provide the Company with an enforceable right to payment for performance completed to date with a recapture of costs incurred plus an applicable margin throughout the duration of the contract, revenue is recognized over time as control is deemed to have transferred to the customer. The Company uses an input measure to determine progress towards completion and total estimated costs at completion. Under this method, sales and gross profit are recognized as work is performed generally based on actual costs incurred. For arrangements recognized over time, the Company records a contract asset for unbilled revenue associated with non-cancellable customer orders. Revenue is recognized net of sales tax, value-added taxes and other taxes. Disaggregated Revenue In general, the Company's business segmentation is aligned according to the nature and economic characteristics of its products and customer relationships and provides meaningful disaggregation of each business segment's results of operations. For a summary by disaggregated product line sales for each segment, refer to Note 15, “Segment Information.” Revenue recognized from products and services transferred to customers over time represented 10% and 11% , respectively, of total revenue for the three and nine months ended September 27, 2019 , substantially all of which was within the Medical segment. The Company did not have any significant revenue related to contracts recognized over time for the nine months ended September 28, 2018 . The following table presents revenues by significant customers, which are defined as any customer who individually represents 10% or more of a segment’s total revenues. Three Months Ended Nine Months Ended September 27, 2019 September 27, 2019 Customer Medical Non-Medical Medical Non-Medical Customer A 20 % * 22 % * Customer B 18 % * 18 % * Customer C 13 % * 12 % * Customer D * 22 % * 24 % Customer E * 12 % * * All other customers 49 % 66 % 48 % 76 % (16.) REVENUE FROM CONTRACTS WITH CUSTOMERS (Continued) Three Months Ended Nine Months Ended September 28, 2018 September 28, 2018 Customer Medical Non-Medical Medical Non-Medical Customer A 23 % * 22 % * Customer B 20 % * 19 % * Customer C 12 % * 12 % * Customer D * 30 % * 28 % All other customers 45 % 70 % 47 % 72 % __________ * Less than 10% of segment’s total revenues for the period. The following table presents revenues by significant ship to location, which is defined as any country where 10% or more of a segment’s total revenues are shipped. Three Months Ended Nine Months Ended September 27, 2019 September 27, 2019 Ship to Location Medical Non-Medical Medical Non-Medical United States 55% 61% 56% 58% Puerto Rico 11% * 13% * Canada * 12% * 13% All other countries 34% 27% 31% 29% Three Months Ended Nine Months Ended September 28, 2018 September 28, 2018 Ship to Location Medical Non-Medical Medical Non-Medical United States 58% 65% 56% 68% Puerto Rico 13% * 13% * Canada * 10% * 10% All other countries 29% 25% 31% 22% __________ * Less than 10% of segment’s total revenues for the period. Contract Balances The opening and closing balances of the Company's contract assets and contract liabilities are as follows (in thousands): September 27, December 28, Contract assets included in prepaid expenses and other current assets $ 10,561 $ — Contract liabilities included in accrued expenses and other current liabilities 2,079 2,264 During the three and nine months ended September 27, 2019 , the Company recognized $0.4 million and $0.8 million , respectively, of revenue that was included in the contract liability balance as of December 28, 2018. During the three and nine months ended September 28, 2018 , the Company recognized $0.2 million and $0.6 million , respectively, of revenue that was included in the contract liability balance as of December 29, 2017. |
Impact of Recently Issued Accou
Impact of Recently Issued Accounting Standards | 9 Months Ended | ||||||
Sep. 27, 2019 | |||||||
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |||||||
IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS | <div style="font-family:Times New Roman;font-size:10pt;"><div style="line-height:120%;font-size:10pt;"><font style="font-family:inherit;font-size:10pt;font-weight:bold;">IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS</font></div><div style="line-height:120%;text-align:left;font-size:10pt;"><font style="font-family:inherit;font-size:10pt;">The following table provides a brief description of recent Accounting Standard Updates ("ASU") issued by the Financial Accounting Standards Board ("FASB") which are not yet effective for the Company</font><font style="font-family:inherit;font-size:10pt;font-style:italic;">.</font></div><div style="line-height:120%;text-align:left;padding-left:48px;text-indent:-48px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New 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Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 27, 2019 | |
Accounting Policies [Abstract] | |
Interim Basis of Accounting | For further information, refer to the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 28, 2018 . The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information (Accounting Standards Codification (“ASC”) 270, Interim Reporting ) and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all of the information necessary for a full presentation of financial position, results of operations, and cash flows in conformity with accounting principles generally accepted in the United States of America (“GAAP”). In the opinion of management, the condensed consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the results of the Company for the periods presented. Intercompany transactions and balances have been fully eliminated in consolidation. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, certain components of equity, sales, expenses, and related disclosures at the date of the financial statements and during the reporting period. Actual results could differ materially from these estimates. |
Fiscal Period | he Company has utilized a 52/53-week fiscal year ending on the Friday nearest December 31. On October 9, 2019, the Board of Directors of Integer approved a change to the Company’s fiscal year from a year ending on the Friday nearest December 31 to a calendar year ending on December 31. Upon receipt of the customary approval of the lenders under the Company’s senior secured credit facilities, the Company’s current fiscal year will end on December 31, 2019, instead of January 3, 2020, with subsequent fiscal years beginning on January 1 and ending on December 31 of each year. The Company’s first three fiscal quarters in each fiscal year will continue to end on the Friday nearest March 31, June 30 and September 30, respectively. Fiscal year 2018 ended on December 28, 2018 and was a fifty-two week period. The third quarter of 2019 and 2018 each contained 13 weeks and ended on September 27 and September 28, |
Income Taxes | The income tax provision for interim periods is determined using an estimate of the annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter, the estimate of the annual effective tax rate is updated, and if the estimated effective tax rate changes, a cumulative adjustment is made. There is a potential for volatility of the effective tax rate due to several factors, including discrete items, changes in the mix and amount of pre-tax income and the jurisdictions to which it relates, changes in tax laws and foreign tax holidays, business reorganizations, settlements with taxing authorities and foreign currency fluctuations. In addition, the Company continues to explore tax planning opportunities that may have a material impact on its effective tax rate. |
Cost And Equity Method Investments | The Company holds long-term, strategic investments in companies to promote business and strategic objectives. These investments are included in Other Long-Term Assets on the Condensed Consolidated Balance Sheets. Non-marketable equity securities |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of discontinued operations | Income from discontinued operations net of taxes, were as follows (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Sales $ — $ — $ — $ 178,020 Cost of sales — — — 148,357 Gross profit — — — 29,663 Selling, general and administrative expenses — — — 8,905 Research, development and engineering costs — — — 2,352 Other operating expenses (income) (1) — (2,185 ) — 1,805 Interest expense — 976 — 22,833 Gain on sale of discontinued operations — (194,734 ) (4,974 ) (194,734 ) Other (income) loss, net — 69 (342 ) 251 Income from discontinued operations before taxes — 195,874 5,316 188,251 Provision for income taxes — 73,492 178 73,869 Income from discontinued operations $ — $ 122,382 $ 5,138 $ 114,382 Cash flow information from discontinued operations was as follows (in thousands): Nine Months Ended September 27, September 28, Cash used in operating activities $ (58 ) $ (12,388 ) Cash provided by (used in) investing activities 4,734 578,763 Depreciation and amortization — 7,450 Capital expenditures — 3,610 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventories are comprised of the following (in thousands): September 27, December 28, Raw materials $ 83,171 $ 80,213 Work-in-process 78,803 75,711 Finished goods 36,003 34,152 Total $ 197,977 $ 190,076 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets, Net (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in the carrying amount of goodwill by reportable segment for the nine months ended September 27, 2019 were as follows (in thousands): Medical Non- Medical Total December 28, 2018 $ 815,338 $ 17,000 $ 832,338 Foreign currency translation (7,020 ) — (7,020 ) September 27, 2019 $ 808,318 $ 17,000 $ 825,318 |
Schedule of Finite-Lived Intangible Assets, Major Class | Intangible assets at September 27, 2019 and December 28, 2018 were as follows (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount September 27, 2019 Definite-lived: Purchased technology and patents $ 239,905 $ (134,560 ) $ 105,345 Customer lists 702,723 (123,617 ) 579,106 Other 3,503 (3,498 ) 5 Total $ 946,131 $ (261,675 ) $ 684,456 Indefinite-lived: Trademarks and tradenames $ 90,288 December 28, 2018 Definite-lived: Purchased technology and patents $ 241,726 $ (125,540 ) $ 116,186 Customer lists 710,406 (104,556 ) 605,850 Other 3,503 (3,489 ) 14 Total $ 955,635 $ (233,585 ) $ 722,050 Indefinite-lived: Trademarks and tradenames $ 90,288 |
Schedule of Indefinite-Lived Intangible Assets | Intangible assets at September 27, 2019 and December 28, 2018 were as follows (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Amount September 27, 2019 Definite-lived: Purchased technology and patents $ 239,905 $ (134,560 ) $ 105,345 Customer lists 702,723 (123,617 ) 579,106 Other 3,503 (3,498 ) 5 Total $ 946,131 $ (261,675 ) $ 684,456 Indefinite-lived: Trademarks and tradenames $ 90,288 December 28, 2018 Definite-lived: Purchased technology and patents $ 241,726 $ (125,540 ) $ 116,186 Customer lists 710,406 (104,556 ) 605,850 Other 3,503 (3,489 ) 14 Total $ 955,635 $ (233,585 ) $ 722,050 Indefinite-lived: Trademarks and tradenames $ 90,288 |
Schedule of Finite-Lived Intangible Assets, Amortization Expense | Aggregate intangible asset amortization expense is comprised of the following (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Cost of sales $ 3,165 $ 3,367 $ 9,622 $ 10,756 Selling, general and administrative expenses 6,617 6,490 19,845 20,196 Research, development and engineering costs — 39 — 116 Total intangible asset amortization expense $ 9,782 $ 9,896 $ 29,467 $ 31,068 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Estimated future intangible asset amortization expense based on the carrying value as of September 27, 2019 is as follows (in thousands): Remainder of 2019 2020 2021 2022 2023 After 2023 Amortization Expense $ 10,492 40,065 39,219 38,194 36,359 520,127 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt is comprised of the following (in thousands): September 27, December 28, Senior secured term loan A $ 276,563 $ 304,687 Senior secured term loan B 563,286 632,286 Revolving line of credit — 5,000 Unamortized discount on term loan B and debt issuance costs (11,929 ) (16,466 ) Total debt 827,920 925,507 Current portion of long-term debt (37,500 ) (37,500 ) Total long-term debt $ 790,420 $ 888,007 |
Schedule of Maturities of Long-term Debt | Contractual maturities under the Senior Secured Credit Facilities for the remainder of 2019 and the next three years (through maturity), excluding any discounts or premiums, as of September 27, 2019 are as follows (in thousands): 2019 2020 2021 2022 Future minimum principal payments $ 9,375 37,500 229,688 563,286 |
Schedule of Deferred Financing Fees | The Company prepaid portions of its TLB Facility during 2019 and 2018. The Company recognized losses from extinguishment of debt during the three and nine months ended September 27, 2019 of $0.3 million and $1.3 million , respectively. The Company recognized losses from extinguishment of debt during the three and nine months ended September 28, 2018 of $9.3 million and $10.8 million |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The components and classification of stock-based compensation expense were as follows (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Stock options $ 101 $ 215 $ 304 $ 726 RSAs and RSUs 1,360 1,872 6,590 6,544 Stock-based compensation expense - continuing operations 1,461 2,087 6,894 7,270 Discontinued operations — (510 ) — 414 Total stock-based compensation expense $ 1,461 $ 1,577 $ 6,894 $ 7,684 Cost of sales $ 168 $ 222 $ 766 $ 598 Selling, general and administrative expenses 1,155 1,821 5,819 6,568 Research, development and engineering costs 69 44 193 99 Other operating expenses 69 — 116 5 Discontinued operations — (510 ) — 414 Total stock-based compensation expense $ 1,461 $ 1,577 $ 6,894 $ 7,684 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The weighted average fair value and assumptions used to value options granted during the nine months ended September 28, 2018 are as follows: Weighted average fair value $ 14.89 Risk-free interest rate 2.21 % Expected volatility 39 % Expected life (in years) 4.0 Expected dividend yield — % The weighted average fair value and assumptions used to value the TSR portion of the PRSUs granted are as follows: Nine Months Ended September 27, September 28, Weighted average fair value $ 117.03 $ 37.46 Risk-free interest rate 2.46 % 2.28 % Expected volatility 40 % 40 % Expected life (in years) 2.8 2.9 Expected dividend yield — % — % |
Schedule of Share-based Compensation, Stock Options Activity | The following table summarizes the Company’s stock option activity: Number of Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (In Years) Aggregate Intrinsic Value (In Millions) Outstanding at December 28, 2018 522,783 $ 31.88 Exercised (116,904 ) 22.70 Outstanding at September 27, 2019 405,879 $ 34.52 5.3 $ 16.3 Exercisable at September 27, 2019 371,564 $ 34.10 5.1 $ 15.1 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes RSA and RSU activity: Time-Vested Activity Weighted Average Fair Value Nonvested at December 28, 2018 142,236 $ 49.78 Granted 104,636 82.96 Vested (24,752 ) 63.34 Forfeited (16,009 ) 57.49 Nonvested at September 27, 2019 206,111 $ 64.40 (7.) STOCK-BASED COMPENSATION (Continued) The following table summarizes PRSU activity: Performance- Vested Activity Weighted Average Fair Value Nonvested at December 28, 2018 287,134 $ 36.15 Granted 50,492 101.17 Vested (75,008 ) 28.41 Forfeited (68,153 ) 34.17 Nonvested at September 27, 2019 194,465 $ 56.71 |
Other Operating Expenses, Net (
Other Operating Expenses, Net (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Operating Cost and Expense By Component | Other Operating Expenses is comprised of the following (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Strategic reorganization and alignment $ 962 $ 2,643 $ 4,352 $ 8,424 Manufacturing alignment to support growth 515 877 1,661 2,493 Consolidation and optimization initiatives — 137 — 698 Asset dispositions, severance and other 764 482 2,226 1,000 Other operating expenses - continuing operations 2,241 4,139 8,239 12,615 Discontinued operations (1) — (2,185 ) — 1,805 Total other operating expenses $ 2,241 $ 1,954 $ 8,239 $ 14,420 |
Schedule of Changes in Accrued Liabilities | The following table summarizes the change in accrued liabilities, presented within Accrued Expense and Other Current Liabilities on the Condensed Consolidated Balance Sheets, related to the initiatives described above (in thousands): Severance and Retention Other Total December 28, 2018 $ 1,668 $ 202 $ 1,870 Restructuring charges 1,345 4,668 6,013 Cash payments (1,629 ) (4,863 ) (6,492 ) September 27, 2019 $ 1,384 $ 7 $ 1,391 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Product Warranty Liability | The change in product warranty liability was comprised of the following (in thousands): December 28, 2018 $ 2,600 Additions to warranty reserve 441 Adjustments to pre-existing warranties (988 ) Warranty claims settled (1,221 ) September 27, 2019 $ 832 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Leases [Abstract] | |
Schedule of Lease Costs | The following table presents the weighted average remaining lease term and discount rate: September 27, Weighted-average remaining lease term of operating leases (in years) 7.6 Weighted-average discount rate of operating leases 5.5 % Supplemental cash flow information related to leases for the nine months ended September 27, 2019 is as follows (in thousands): Cash paid for amounts included in the measurement of operating lease liabilities $ 7,713 ROU assets obtained in exchange for new operating lease liabilities 8,215 The components and classification of lease cost are as follows (in thousands): Three Months Ended September 27, 2019 Nine Months Ended September 27, 2019 Operating lease cost $ 2,470 $ 7,361 Short-term lease cost (leases with initial term of 12 months or less) 12 46 Variable lease cost 638 1,845 Sublease income (475 ) (1,420 ) Total lease cost $ 2,645 $ 7,832 Cost of sales $ 2,220 $ 6,562 Selling, general and administrative expenses 285 837 Research, development and engineering costs 138 416 Other operating expenses 2 17 Total lease cost $ 2,645 $ 7,832 |
Schedule of Operating Lease Liability Maturities (Topic 842) | At September 27, 2019 , the maturities of operating lease liabilities were as follows (in thousands): Remainder of 2019 $ 2,519 2020 9,454 2021 9,132 2022 7,055 2023 6,274 2024 5,752 Thereafter 16,615 Total lease payments 56,801 Less imputed interest (10,852 ) Total $ 45,949 |
Earnings (Loss) Per Share (EP_2
Earnings (Loss) Per Share (EPS) (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | (in thousands, except per share amounts): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Numerator for basic and diluted EPS: Income (loss) from continuing operations $ 30,586 $ (8,303 ) $ 80,174 $ 27,837 Income from discontinued operations — 122,382 5,138 114,382 Net income $ 30,586 $ 114,079 $ 85,312 $ 142,219 Denominator for basic and diluted EPS: Weighted average shares outstanding - Basic 32,660 32,211 32,606 32,050 Dilutive effect of share-based awards 408 — 413 401 Weighted average shares outstanding - Diluted 33,068 32,211 33,019 32,451 Basic earnings (loss) per share: Income (loss) from continuing operations $ 0.94 $ (0.26 ) $ 2.46 $ 0.87 Income from discontinued operations — 3.80 0.16 3.57 Basic earnings per share 0.94 3.54 2.62 4.44 Diluted earnings (loss) per share: Income (loss) from continuing operations $ 0.92 $ (0.26 ) $ 2.43 $ 0.86 Income from discontinued operations — 3.80 0.16 3.52 Diluted earnings per share 0.92 3.54 2.58 4.38 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The diluted weighted average share calculations do not include the following securities, which are not dilutive to the EPS calculations or the performance criteria have not been met (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Time-vested stock options, RSAs and RSUs — 797 29 436 Performance-vested restricted stock and PRSUs 50 303 48 220 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Common Stock Outstanding Roll Forward | The following is a summary of the number of shares of common stock issued, treasury stock and common stock outstanding for the nine month periods ended September 27, 2019 and September 28, 2018 : Nine Months Ended September 27, 2019 Nine Months Ended September 28, 2018 Issued Treasury Stock Outstanding Issued Treasury Stock Outstanding Balance, beginning of period 32,624,494 (151,327 ) 32,473,167 31,977,953 (106,526 ) 31,871,427 Stock options exercised 116,904 — 116,904 381,793 — 381,793 RSAs issued, net of forfeitures, and vesting of RSUs 99,785 (21,229 ) 78,556 141,963 (12,496 ) 129,467 Balance, end of period 32,841,183 (172,556 ) 32,668,627 32,501,709 (119,022 ) 32,382,687 |
Schedule of Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (“AOCI”) is comprised of the following (in thousands): Defined Benefit Plan Liability Cash Flow Hedges Foreign Currency Translation Adjustment Total Pre-Tax Amount Tax Net-of-Tax Amount June 28, 2019 $ (295 ) $ (2,567 ) $ 28,211 $ 25,349 $ 582 $ 25,931 Unrealized loss on cash flow hedges — (1,459 ) — (1,459 ) 307 (1,152 ) Realized loss on foreign currency hedges — 191 — 191 (40 ) 151 Realized gain on interest rate swap hedge — (444 ) — (444 ) 93 (351 ) Foreign currency translation loss — — (14,810 ) (14,810 ) — (14,810 ) September 27, 2019 $ (295 ) $ (4,279 ) $ 13,401 $ 8,827 $ 942 $ 9,769 December 28, 2018 $ (295 ) $ 3,439 $ 30,539 $ 33,683 $ (679 ) $ 33,004 Unrealized loss on cash flow hedges — (6,028 ) — (6,028 ) 1,266 (4,762 ) Realized loss on foreign currency hedges — 157 — 157 (33 ) 124 Realized gain on interest rate swap hedges — (1,847 ) — (1,847 ) 388 (1,459 ) Foreign currency translation loss — — (17,138 ) (17,138 ) — (17,138 ) September 27, 2019 $ (295 ) $ (4,279 ) $ 13,401 $ 8,827 $ 942 $ 9,769 June 29, 2018 $ (1,422 ) $ 5,094 $ 37,756 $ 41,428 $ (370 ) $ 41,058 Unrealized gain on cash flow hedges — 1,424 — 1,424 (299 ) 1,125 Realized gain on foreign currency hedges — (141 ) — (141 ) 30 (111 ) Realized gain on interest rate swap hedges — (482 ) — (482 ) 102 (380 ) Foreign currency translation loss — — (2,809 ) (2,809 ) — (2,809 ) Reclassifications to earnings (1) 948 — (514 ) 434 (282 ) 152 September 28, 2018 $ (474 ) $ 5,895 $ 34,433 $ 39,854 $ (819 ) $ 39,035 December 29, 2017 $ (1,422 ) $ 3,418 $ 50,200 $ 52,196 $ (17 ) $ 52,179 Unrealized gain on cash flow hedges — 4,325 — 4,325 (908 ) 3,417 Realized gain on foreign currency hedges — (734 ) — (734 ) 154 (580 ) Realized gain on interest rate swap hedge — (1,114 ) — (1,114 ) 234 (880 ) Foreign currency translation loss — — (15,253 ) (15,253 ) — (15,253 ) Reclassifications to earnings (1) 948 — (514 ) 434 (282 ) 152 September 28, 2018 $ (474 ) $ 5,895 $ 34,433 $ 39,854 $ (819 ) $ 39,035 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Information regarding the Company’s outstanding interest rate swaps designated as cash flow hedges as of September 27, 2019 is as follows (dollars in thousands): Notional Amount Start Date End Date Pay Fixed Rate Receive Current Floating Rate Fair Value Balance Sheet Location $ 200,000 Jun 2017 Jun 2020 1.1325 % 2.0536 % $ 883 Accrued expenses and other current liabilities 75,000 Jul 2019 Jul 2020 1.8900 2.0536 (90 ) Accrued expenses and other current liabilities 400,000 Apr 2019 Apr 2020 2.4150 2.0421 (1,306 ) Accrued expenses and other current liabilities 200,000 Jun 2020 Jun 2023 2.1785 (a) (3,753 ) Other long-term liabilities __________ (a) The interest rate swap is not in effect until June 2020. Information regarding outstanding foreign currency forward contracts designated as cash flow hedges as of September 27, 2019 is as follows (dollars in thousands): Notional Amount Start Date End Date $/Foreign Currency Fair Value Balance Sheet Location $ 5,249 Jul 2019 Dec 2019 0.0500 Peso $ 26 Accrued expenses and other current liabilities 6,042 Jul 2019 Dec 2019 0.0504 Peso (12 ) Accrued expenses and other current liabilities 8,339 Oct 2019 Dec 2019 1.1119 Euro (95 ) Accrued expenses and other current liabilities 11,166 Jan 2020 Jun 2020 0.0490 Peso 68 Accrued expenses and other current liabilities Information regarding outstanding foreign currency contracts designated as cash flow hedges as of December 28, 2018 is as follows (dollars in thousands): Notional Amount Start Date End Date $/Foreign Currency Fair Value Balance Sheet Location $ 12,621 Jan 2019 Jun 2019 1.1686 Euro $ (149 ) Accrued Expenses 10,991 Jan 2019 Jun 2019 0.0523 Peso (494 ) Accrued Expenses 10,535 Jan 2019 Jun 2019 1.1705 Euro (141 ) Accrued Expenses 11,019 Jan 2019 Jun 2019 0.0483 Peso (316 ) Accrued Expenses 10,499 Jul 2019 Dec 2019 0.0500 Peso 368 Accrued Expenses Fair Value Fair Value Hierarchy Assets Liabilities September 27, 2019 Interest rate swaps Level 2 $ — $ 4,266 Foreign currency contracts Level 2 — 13 December 28, 2018 Interest rate swaps Level 2 $ 4,171 $ — Foreign currency contracts Level 2 — 732 |
Equity Method Investments [Table Text Block] | September 27, December 28, Equity method investment $ 15,977 $ 15,148 Non-marketable equity securities 6,092 7,667 Total equity investments $ 22,069 $ 22,815 The components of (Gain) Loss on Equity Investments, Net for each period were as follows (in thousands): Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Equity method investment income $ (986 ) $ (291 ) $ (909 ) $ (5,545 ) Impairment charges — — 1,575 — Observable price adjustments on non-marketable equity securities — — — — Total (gain) loss on equity investments, net $ (986 ) $ (291 ) $ 666 $ (5,545 ) |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | The following tables present the amounts in the Condensed Consolidated Statements of Operations in which the effects of cash flow hedges are recorded and the effects of cash flow hedge activity on these line items for the three and nine months ended September 27, 2019 and September 28, 2018 (in thousands): Three Months Ended September 27, 2019 September 28, 2018 Total Amount of Gain (Loss) on Cash Flow Hedge Activity Total Amount of Gain (Loss) on Cash Flow Hedge Activity Sales $ 303,587 $ (500 ) $ 305,088 $ (252 ) Cost of sales 210,201 309 213,165 393 Interest expense 12,337 444 54,526 482 |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The following tables present the amounts affecting the Condensed Consolidated Statements of Operations for the three and nine months ended September 27, 2019 and September 28, 2018 (in thousands): Amount of Gain (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives Amount of Gain (Loss) Reclassified from AOCI into Earnings Three months ended, Location of Gain (Loss) Reclassified from AOCI into Earnings Three months ended, September 27, September 28, September 27, September 28, Interest rate swap $ (991 ) $ 415 Interest expense $ 444 $ 482 Foreign exchange forwards (400 ) 384 Sales (500 ) (252 ) Foreign exchange forwards (68 ) 625 Cost of sales 309 393 Nine Months Ended Location of Gain (Loss) Reclassified from AOCI into Earnings Nine Months Ended September 27, September 28, September 27, September 28, Interest rate swap $ (6,590 ) $ 2,524 Interest expense $ 1,847 $ 1,114 Foreign exchange forwards (1,099 ) (92 ) Sales (1,294 ) (254 ) Foreign exchange forwards 1,661 1,893 Cost of sales 1,137 988 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Segment Reconciliation [Abstract] | |
Reconciliation of Revenue from Segments to Consolidated | Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Segment sales from continuing operations by product line: Medical Cardio & Vascular $ 148,581 $ 150,230 $ 451,552 $ 435,859 Cardiac & Neuromodulation 106,533 109,620 337,932 334,471 Advanced Surgical, Orthopedics & Portable Medical 34,310 32,789 98,544 101,481 Total Medical 289,424 292,639 888,028 871,811 Non-Medical 14,163 12,449 44,429 40,167 Total sales from continuing operations $ 303,587 $ 305,088 $ 932,457 $ 911,978 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28, Segment income from continuing operations: Medical $ 62,648 $ 58,929 $ 182,734 $ 167,623 Non-Medical 3,318 3,521 12,927 11,112 Total segment income 65,966 62,450 195,661 178,735 Unallocated operating expenses (19,485 ) (20,991 ) (60,674 ) (62,875 ) Operating income 46,481 41,459 134,987 115,860 Unallocated expenses, net (10,982 ) (55,919 ) (39,524 ) (80,067 ) Income (loss) from continuing operations before taxes $ 35,499 $ (14,460 ) $ 95,463 $ 35,793 |
Revenue From Contracts With C_2
Revenue From Contracts With Customers (Tables) | 9 Months Ended |
Sep. 27, 2019 | |
Capitalized Contract Cost [Line Items] | |
Contract with Customer, Asset and Liability [Table Text Block] | September 27, December 28, Contract assets included in prepaid expenses and other current assets $ 10,561 $ — Contract liabilities included in accrued expenses and other current liabilities 2,079 2,264 |
Summary of Disaggregation of Revenue | The following table presents revenues by significant customers, which are defined as any customer who individually represents 10% or more of a segment’s total revenues. Three Months Ended Nine Months Ended September 27, 2019 September 27, 2019 Customer Medical Non-Medical Medical Non-Medical Customer A 20 % * 22 % * Customer B 18 % * 18 % * Customer C 13 % * 12 % * Customer D * 22 % * 24 % Customer E * 12 % * * All other customers 49 % 66 % 48 % 76 % (16.) REVENUE FROM CONTRACTS WITH CUSTOMERS (Continued) Three Months Ended Nine Months Ended September 28, 2018 September 28, 2018 Customer Medical Non-Medical Medical Non-Medical Customer A 23 % * 22 % * Customer B 20 % * 19 % * Customer C 12 % * 12 % * Customer D * 30 % * 28 % All other customers 45 % 70 % 47 % 72 % __________ * Less than 10% of segment’s total revenues for the period. The following table presents revenues by significant ship to location, which is defined as any country where 10% or more of a segment’s total revenues are shipped. Three Months Ended Nine Months Ended September 27, 2019 September 27, 2019 Ship to Location Medical Non-Medical Medical Non-Medical United States 55% 61% 56% 58% Puerto Rico 11% * 13% * Canada * 12% * 13% All other countries 34% 27% 31% 29% Three Months Ended Nine Months Ended September 28, 2018 September 28, 2018 Ship to Location Medical Non-Medical Medical Non-Medical United States 58% 65% 56% 68% Puerto Rico 13% * 13% * Canada * 10% * 10% All other countries 29% 25% 31% 22% |
Impact of Recently Issued Acc_2
Impact of Recently Issued Accounting Standards (Tables) | 9 Months Ended | ||||||
Sep. 27, 2019 | |||||||
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |||||||
Summary of Recently Issued Accounting Standards | <div style="font-family:Times New Roman;font-size:10pt;"><div style="line-height:120%;text-align:left;font-size:10pt;"><font style="font-family:inherit;font-size:10pt;">The following table provides a brief description of recent Accounting Standard Updates ("ASU") issued by the Financial Accounting Standards Board ("FASB") which are not yet effective for the Company</font><font style="font-family:inherit;font-size:10pt;font-style:italic;">.</font></div><div style="line-height:120%;text-align:left;padding-left:48px;text-indent:-48px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="7" rowspan="1"></td></tr><tr><td style="width:18%;" rowspan="1" colspan="1"></td><td style="width:1%;" rowspan="1" colspan="1"></td><td 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Basis of Presentation (Narrativ
Basis of Presentation (Narrative) (Details) | 3 Months Ended | |
Sep. 27, 2019 | Sep. 28, 2018 | |
Accounting Policies [Abstract] | ||
Fiscal Period Duration | 91 days | 91 days |
Discontinued Operations (Assets
Discontinued Operations (Assets and Liabilities of AS&O Business) (Details) - USD ($) $ in Thousands | Apr. 14, 2019 | Jul. 02, 2018 | Sep. 27, 2019 | Sep. 27, 2019 | Sep. 28, 2018 | Dec. 28, 2018 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Proceeds from Divestiture of Businesses | $ 581,000 | $ 4,734 | $ 582,359 | |||
Income From Transition Services | $ 100 | 2,900 | ||||
Transition Services, Cost of Sales | 100 | |||||
Transition Services, Selling, General and Administrative | $ 1,800 | $ 2,800 | ||||
Long Term Supply Agreement, Term | 3 years | |||||
Pre-tax Income From Discontinued Operations | $ 195,000 | |||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | $ 4,800 |
Discontinued Operations (Loss f
Discontinued Operations (Loss from Discontinued Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2019 | Sep. 28, 2018 | Jun. 29, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Income (loss) from discontinued operations before taxes | $ 0 | $ 195,874 | $ 5,316 | $ 188,251 | |
Gain on sale of discontinued operations | 0 | 73,492 | 178 | 73,869 | |
Income from discontinued operations | 0 | 122,382 | 5,138 | 114,382 | |
Discontinued operations, transaction costs | $ 2,200 | ||||
AS&O Business [Member] | Discontinued Operations, Held-for-sale [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Sales | 0 | 0 | 0 | 178,020 | |
Cost of sales | 0 | 0 | 0 | 148,357 | |
Gross profit | 0 | 0 | 0 | 29,663 | |
Selling, general and administrative expenses | 0 | 0 | 0 | 8,905 | |
Research, development and engineering costs | 0 | 0 | 0 | 2,352 | |
Other operating expenses (income)(1) | 0 | 0 | 1,805 | ||
Other operating (income) | (2,185) | ||||
Interest expense | 0 | 976 | 0 | 22,833 | |
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 0 | (194,734) | (4,974) | (194,734) | |
Other (income) loss, net | 0 | 69 | (342) | 251 | |
Income (loss) from discontinued operations before taxes | 0 | 195,874 | 5,316 | 188,251 | |
Gain on sale of discontinued operations | 0 | 73,492 | 178 | 73,869 | |
Income from discontinued operations | $ 0 | $ 122,382 | $ 5,138 | $ 114,382 |
Discontinued Operations Discont
Discontinued Operations Discontinued Operations (Cash Flow Information from Discontinued Operations) (Details) - USD ($) $ in Thousands | Jul. 02, 2018 | Sep. 27, 2019 | Sep. 28, 2018 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Long Term Supply Agreement, Term | 3 years | ||
Proceeds from Divestiture of Businesses | $ 581,000 | $ 4,734 | $ 582,359 |
AS&O Business [Member] | Discontinued Operations, Held-for-sale [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Cash used in operating activities | (58) | (12,388) | |
Cash provided by (used in) investing activities | 4,734 | 578,763 | |
Depreciation and amortization | 0 | 7,450 | |
Capital expenditures | $ 0 | $ 3,610 |
Discontinued Operations - Acqui
Discontinued Operations - Acquisition of Assets from US BioDesign LLC (Details) - USD ($) $ in Millions | Oct. 07, 2019 | Jan. 03, 2020 |
Forecast | ||
Business Acquisition [Line Items] | ||
Business combination, contingent consideration for additional cash payment, maximum | $ 5.5 | |
Subsequent Event | ||
Business Acquisition [Line Items] | ||
Payments to acquire business | $ 15 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 28, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 83,171 | $ 80,213 |
Work-in-process | 78,803 | 75,711 |
Finished goods | 36,003 | 34,152 |
Total | $ 197,977 | $ 190,076 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets, Net (Schedule of Indefinite-Lived Intangible Assets and Goodwill) (Details) $ in Thousands | 9 Months Ended |
Sep. 27, 2019USD ($) | |
Goodwill [Roll Forward] | |
Goodwill | $ 832,338 |
Foreign currency translation | (7,020) |
Goodwill | 825,318 |
Medical Segment [Member] | |
Goodwill [Roll Forward] | |
Goodwill | 815,338 |
Foreign currency translation | (7,020) |
Goodwill | 808,318 |
Non-Medical Segment [Member] | |
Goodwill [Roll Forward] | |
Goodwill | 17,000 |
Foreign currency translation | 0 |
Goodwill | $ 17,000 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets, Net (Schedule of Finite-Lived Intangible Assets, Major Class) (Details) - USD ($) $ in Thousands | Sep. 27, 2019 | Dec. 28, 2018 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 946,131 | $ 955,635 |
Accumulated Amortization | (261,675) | (233,585) |
Total estimated amortization expense | 684,456 | 722,050 |
Trademarks And Tradenames [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets (Excluding Goodwill) | 90,288 | 90,288 |
Purchased Technology And Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 239,905 | 241,726 |
Accumulated Amortization | (134,560) | (125,540) |
Total estimated amortization expense | 105,345 | 116,186 |
Customer Lists [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 702,723 | 710,406 |
Accumulated Amortization | (123,617) | (104,556) |
Total estimated amortization expense | 579,106 | 605,850 |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,503 | 3,503 |
Accumulated Amortization | (3,498) | (3,489) |
Total estimated amortization expense | $ 5 | $ 14 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets, Net (Schedule of Finite-Lived Intangible Assets, Amortization Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Total intangible asset amortization expense | $ 9,782 | $ 9,896 | $ 29,467 | $ 31,068 |
Cost of sales | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total intangible asset amortization expense | 3,165 | 3,367 | 9,622 | 10,756 |
Selling General And Administrative Expense [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total intangible asset amortization expense | 6,617 | 6,490 | 19,845 | 20,196 |
Research, development and engineering costs | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total intangible asset amortization expense | $ 0 | $ 39 | $ 0 | $ 116 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets, Net (Schedule of Finite-Lived Intangible Assets, Future Amortization Expense) (Details) $ in Thousands | Sep. 27, 2019USD ($) |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |
2019 | $ 10,492 |
2020 | 40,065 |
2021 | 39,219 |
2022 | 38,194 |
2023 | 36,359 |
After 2023 | $ 520,127 |
Debt (Schedule of Long-Term Deb
Debt (Schedule of Long-Term Debt) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | Dec. 28, 2018 | Oct. 27, 2015 | |
Debt Instrument [Line Items] | ||||||
Gain (Loss) on Extinguishment of Debt | $ (300) | $ (9,300) | $ (1,300) | $ (10,800) | ||
Unamortized discount on term loan B and debt issuance costs | (11,929) | (11,929) | $ (16,466) | |||
Total debt | 827,920 | 827,920 | 925,507 | |||
Current portion of long-term debt | (37,500) | (37,500) | (37,500) | |||
Total long-term debt | $ 790,420 | $ 790,420 | 888,007 | |||
Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate | 9.125% | |||||
Senior Notes [Member] | 9.125% Senior Notes due 2023 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate | 9.125% | 9.125% | ||||
Secured Debt [Member] | Loans Payable [Member] | Term Loan A (TLA) Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 276,563 | $ 276,563 | 304,687 | |||
Secured Debt [Member] | Loans Payable [Member] | Term Loan B (TLB) Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | 563,286 | 563,286 | 632,286 | |||
Secured Debt [Member] | Revolving Credit Facility [Member] | New Revolving Credit Facility 2015 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 5,000 | |||||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 0 | $ 0 |
Debt (Credit Facility) (Details
Debt (Credit Facility) (Details) - USD ($) | Oct. 27, 2015 | Sep. 27, 2019 |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | $ 360,000,000 | |
Stated interest rate | 9.125% | |
Senior Notes [Member] | 9.125% Senior Notes due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 9.125% | |
Secured Debt [Member] | Revolving Credit Facility [Member] | New Revolving Credit Facility 2015 [Member] | ||
Debt Instrument [Line Items] | ||
Credit Facility Maximum Borrowing Capacity | $ 200,000,000 | |
Debt Instrument, Maturity Date | Oct. 27, 2020 | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 193,200,000 | |
Letters of Credit Outstanding, Amount | $ 6,800,000 | |
Secured Debt [Member] | Loans Payable [Member] | Term Loan A (TLA) Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | $ 277,000,000 | |
Debt Instrument, Maturity Date | Oct. 27, 2021 | |
Debt Weighted Average Interest Rate | 4.31% | |
Debt Instrument, Covenant Compliance, Maximum Leverage Ratio | 4.75 | |
Debt Instrument, Covenant Compliance, Adjusted EBITDA To Interest Expense Ratio | 3 | |
Secured Debt [Member] | Loans Payable [Member] | Term Loan B (TLB) Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | $ 563,000,000 | |
Debt Instrument, Discount, Percentage | 1.00% | |
Reduction to the variable rate basis spread | 0.25% | |
Debt Instrument, Maturity Date | Oct. 27, 2022 | |
Debt Weighted Average Interest Rate | 5.05% | |
Secured Debt [Member] | Loans Payable [Member] | Term Loan B (TLB) Facility [Member] | Prime Rate [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate basis spread | 2.00% | |
Secured Debt [Member] | Loans Payable [Member] | Term Loan B (TLB) Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate basis spread | 3.00% | |
Debt Instrument, Interest Rate, Floor | 1.00% | |
Secured Debt [Member] | Swingline Loans [Member] | New Revolving Credit Facility 2015 [Member] | ||
Debt Instrument [Line Items] | ||
Credit Facility Maximum Borrowing Capacity | $ 15,000,000 | |
Secured Debt [Member] | Standby Letters of Credit [Member] | New Revolving Credit Facility 2015 [Member] | ||
Debt Instrument [Line Items] | ||
Credit Facility Maximum Borrowing Capacity | $ 25,000,000 | |
Secured Debt [Member] | Minimum [Member] | Revolving Credit Facility [Member] | New Revolving Credit Facility 2015 [Member] | ||
Debt Instrument [Line Items] | ||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.175% | |
Secured Debt [Member] | Minimum [Member] | Revolving Credit Facility [Member] | New Revolving Credit Facility 2015 [Member] | Prime Rate [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate basis spread | 0.75% | |
Secured Debt [Member] | Minimum [Member] | Revolving Credit Facility [Member] | New Revolving Credit Facility 2015 [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate basis spread | 1.75% | |
Secured Debt [Member] | Minimum [Member] | Loans Payable [Member] | Term Loan A (TLA) Facility [Member] | Prime Rate [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate basis spread | 0.75% | |
Secured Debt [Member] | Minimum [Member] | Loans Payable [Member] | Term Loan A (TLA) Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate basis spread | 1.75% | |
Secured Debt [Member] | Maximum [Member] | Revolving Credit Facility [Member] | New Revolving Credit Facility 2015 [Member] | ||
Debt Instrument [Line Items] | ||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | |
Secured Debt [Member] | Maximum [Member] | Revolving Credit Facility [Member] | New Revolving Credit Facility 2015 [Member] | Prime Rate [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate basis spread | 2.25% | |
Secured Debt [Member] | Maximum [Member] | Revolving Credit Facility [Member] | New Revolving Credit Facility 2015 [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate basis spread | 3.25% | |
Secured Debt [Member] | Maximum [Member] | Loans Payable [Member] | Term Loan A (TLA) Facility [Member] | Prime Rate [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate basis spread | 2.25% | |
Secured Debt [Member] | Maximum [Member] | Loans Payable [Member] | Term Loan A (TLA) Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument [Line Items] | ||
Variable rate basis spread | 3.25% |
Debt (Long-term Debt Maturity S
Debt (Long-term Debt Maturity Schedule) (Details) $ in Thousands | Sep. 27, 2019USD ($) |
Debt Disclosure [Abstract] | |
2019 | $ 9,375 |
2020 | 37,500 |
2021 | 229,688 |
2022 | $ 563,286 |
Debt (Schedule of Deferred Fina
Debt (Schedule of Deferred Financing Fees) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Deferred Finance Costs [Roll Forward] | ||||
Total, Beginning Balance | $ 16,466 | |||
Amortization during the period | (5,280) | $ (47,173) | ||
Total, Ending Balance | $ 11,929 | 11,929 | ||
Loss on extinguishment of debt | $ 300 | $ 9,300 | $ 1,300 | $ 10,800 |
Debt (Schedule of Interest Rate
Debt (Schedule of Interest Rate Swaps and Details) (Details) | 9 Months Ended |
Sep. 27, 2019USD ($) | |
Interest Rate Swap [Member] | |
Derivative [Line Items] | |
Gain (Loss) Recognized In Income Ineffective Portion | $ 0 |
Debt Debt (9.125% Senior Notes
Debt Debt (9.125% Senior Notes Due 2023) (Details) - Senior Notes [Member] - USD ($) $ in Millions | Jul. 10, 2018 | Oct. 27, 2015 |
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | $ 360 | |
Stated interest rate | 9.125% | |
Debt Instrument, Redemption Price, Percentage | 100.00% | |
Debt Instrument, Unamortized Premium | $ 31.3 |
Stock-Based Compensation (Alloc
Stock-Based Compensation (Allocation of Recognized Period Costs) (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 Payment Arrangement, Expense | $ 1,461 | $ 1,577 | $ 6,894 | $ 7,684 |
Cost of sales | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Payment Arrangement, Expense | 168 | 222 | 766 | 598 |
Selling General And Administrative Expense [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Payment Arrangement, Expense | 1,155 | 1,821 | 5,819 | 6,568 |
Research, development and engineering costs | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Payment Arrangement, Expense | 69 | 44 | 193 | 99 |
Other operating expenses | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Payment Arrangement, Expense | 69 | 0 | 116 | 5 |
Income Statement Location, Discontinued Operations [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Payment Arrangement, Expense | 0 | (510) | 0 | 414 |
Stock Option [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Payment Arrangement, Expense | 101 | 215 | 304 | 726 |
RSAs and RSUs (time-based) [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Payment Arrangement, Expense | 1,360 | 1,872 | 6,590 | 6,544 |
Continuing Operations [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Share-based Payment Arrangement, Expense | $ 1,461 | $ 2,087 | $ 6,894 | $ 7,270 |
Stock-Based Compensation (Valua
Stock-Based Compensation (Valuation Assumptions) (Details) - $ / shares | 9 Months Ended | |
Sep. 27, 2019 | Sep. 28, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average fair value | $ 14.89 | |
Risk-free interest rate | 2.21% | |
Expected volatility | 39.00% | |
Expected life (in years) | 4 years | |
Expected dividend yield | 0.00% | |
Share-based Payment Arrangement, Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average fair value | $ 117.03 | $ 37.46 |
Risk-free interest rate | 2.46% | 2.28% |
Expected volatility | 40.00% | 40.00% |
Expected life (in years) | 2 years 9 months 18 days | 2 years 10 months 24 days |
Expected dividend yield | 0.00% | 0.00% |
Stock-Based Compensation (Stock
Stock-Based Compensation (Stock Options Activity) (Details) $ / shares in Units, $ in Millions | 9 Months Ended |
Sep. 27, 2019USD ($)$ / sharesshares | |
Stock Option Activity (in shares) | |
Options Outstanding, Beginning | shares | 522,783 |
Exercised | shares | (116,904) |
Options Outstanding, Ending | shares | 405,879 |
Options Exercisable | shares | 371,564 |
Weighted Average Exercise Price (in dollars per share) | |
Options Outstanding, Beginning | $ / shares | $ 31.88 |
Exercised | $ / shares | 22.70 |
Options Outstanding, Ending | $ / shares | 34.52 |
Options Exercisable | $ / shares | $ 34.10 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Options Outstanding, Weighted Average Remaining Contractual Term | 5 years 3 months 18 days |
Options Exercisable, Weighted Average Remaining Contractual Term | 5 years 1 month 6 days |
Options Outstanding, Intrinsic Value | $ | $ 16.3 |
Options Exercisable, Intrinsic Value | $ | $ 15.1 |
Stock-Based Compensation (Restr
Stock-Based Compensation (Restricted Stock and Restricted Stock Units Activity) (Details) | 9 Months Ended |
Sep. 27, 2019$ / sharesshares | |
Restricted Stock And Restricted Stock Units Time Based [Member] | |
Restricted Stock and Restricted Stock Unit Activity (in shares) | |
Nonvested, Beginning | shares | 142,236 |
Granted | shares | 104,636 |
Vested | shares | (24,752) |
Forfeited | shares | (16,009) |
Nonvested, Ending | shares | 206,111 |
Restricted Stock and Restricted Stock Unit Weighted Average Fair Value (in dollars per share) | |
Nonvested, Beginning | $ / shares | $ 49.78 |
Granted | $ / shares | 82.96 |
Vested | $ / shares | 63.34 |
Forfeited | $ / shares | 57.49 |
Nonvested, Ending | $ / shares | $ 64.40 |
Performance-based RSUs (PSUs) [Member] | |
Restricted Stock and Restricted Stock Unit Activity (in shares) | |
Nonvested, Beginning | shares | 287,134 |
Granted | shares | 50,492 |
Vested | shares | (75,008) |
Forfeited | shares | (68,153) |
Nonvested, Ending | shares | 194,465 |
Restricted Stock and Restricted Stock Unit Weighted Average Fair Value (in dollars per share) | |
Nonvested, Beginning | $ / shares | $ 36.15 |
Granted | $ / shares | 101.17 |
Vested | $ / shares | 28.41 |
Forfeited | $ / shares | 34.17 |
Nonvested, Ending | $ / shares | $ 56.71 |
Stock-Based Compensation (Addit
Stock-Based Compensation (Additional Information) (Details) | 9 Months Ended |
Sep. 28, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected life (in years) | 4 years |
Risk-free interest rate | 2.21% |
Expected dividend yield | 0.00% |
Expected volatility | 39.00% |
Other Operating Expenses, Net_2
Other Operating Expenses, Net (Schedule of Other Operating Cost and Expense By Component) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2019 | Sep. 28, 2018 | Jun. 29, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Other Operating Income Expense Detail [Line Items] | |||||
Discontinued operations, transaction costs | $ 2,200 | ||||
Other operating expenses - continuing operations | $ 2,241 | $ 4,139 | $ 8,239 | $ 12,615 | |
Total other operating expenses | 2,241 | 1,954 | 8,239 | 14,420 | |
Strategic Reorganization And Alignment [Member] | |||||
Other Operating Income Expense Detail [Line Items] | |||||
Other operating expenses - continuing operations | 962 | 2,643 | 4,352 | 8,424 | |
Manufacturing Alignment To Support Growth [Member] | |||||
Other Operating Income Expense Detail [Line Items] | |||||
Other operating expenses - continuing operations | 515 | 877 | 1,661 | 2,493 | |
Consolidation And Optimization Initiatives [Member] | |||||
Other Operating Income Expense Detail [Line Items] | |||||
Other operating expenses - continuing operations | 0 | 137 | 0 | 698 | |
Asset Dispositions, Severance And Other [Member] | |||||
Other Operating Income Expense Detail [Line Items] | |||||
Other operating expenses - continuing operations | 764 | 482 | 2,226 | 1,000 | |
Discontinued Operations, Held-for-sale [Member] | AS&O Business [Member] | |||||
Other Operating Income Expense Detail [Line Items] | |||||
Other operating expenses (income)(1) | $ 0 | $ 0 | $ 1,805 | ||
Other operating (income) | $ (2,185) |
Other Operating Expenses, Net_3
Other Operating Expenses, Net (Narrative) (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] | ||||
Other Cost and Expense, Operating | $ 2,241 | $ 4,139 | $ 8,239 | $ 12,615 |
Strategic Reorganization And Alignment [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Costs incurred since inception | 20,900 | 20,900 | ||
Other Cost and Expense, Operating | 962 | 2,643 | 4,352 | 8,424 |
Strategic Reorganization And Alignment [Member] | Minimum [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expected costs | 20,000 | 20,000 | ||
Strategic Reorganization And Alignment [Member] | Maximum [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expected costs | 22,000 | 22,000 | ||
Manufacturing Alignment To Support Growth [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Costs incurred since inception | 5,100 | 5,100 | ||
Other Cost and Expense, Operating | 515 | 877 | 1,661 | 2,493 |
Manufacturing Alignment To Support Growth [Member] | Minimum [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expected costs | 6,000 | 6,000 | ||
Manufacturing Alignment To Support Growth [Member] | Maximum [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expected costs | 7,000 | 7,000 | ||
Asset Dispositions, Severance And Other [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Other Cost and Expense, Operating | $ 764 | $ 482 | $ 2,226 | $ 1,000 |
Other Operating Expenses, Net_4
Other Operating Expenses, Net (Schedule of Restructuring Reserve By Type of Cost) (Details) - Consolidation And Optimization Initiatives [Member] $ in Thousands | 9 Months Ended |
Sep. 27, 2019USD ($) | |
Restructuring Reserve [Roll Forward] | |
Restructuring Reserve, Beginning Balance | $ 1,870 |
Restructuring charges | 6,013 |
Cash payments | (6,492) |
Restructuring Reserve, Ending Balance | 1,391 |
Severance And Retention [Member] | |
Restructuring Reserve [Roll Forward] | |
Restructuring Reserve, Beginning Balance | 1,668 |
Restructuring charges | 1,345 |
Cash payments | (1,629) |
Restructuring Reserve, Ending Balance | 1,384 |
Other Restructuring [Member] | |
Restructuring Reserve [Roll Forward] | |
Restructuring Reserve, Beginning Balance | 202 |
Restructuring charges | 4,668 |
Cash payments | (4,863) |
Restructuring Reserve, Ending Balance | $ 7 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | Dec. 28, 2018 | |
Income Tax Disclosure [Abstract] | |||||
Effective Income Tax Rate Reconciliation, Percent | 13.80% | 42.60% | 16.00% | 22.20% | |
Income tax provision | $ 4,913 | $ (6,157) | $ 15,289 | $ 7,956 | |
Income (loss) before provision for income taxes | (35,499) | $ 14,460 | (95,463) | $ (35,793) | |
Discrete Tax Benefits | 2,300 | 4,400 | |||
Unrecognized Tax Benefits | 4,200 | 4,200 | $ 5,400 | ||
Decrease in unrecognized tax benefits due to adjustment of prior year tax positions | 1,200 | ||||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit | 600 | 600 | |||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | $ 4,100 | $ 4,100 | $ 5,300 |
Commitments and Contingencies_2
Commitments and Contingencies (Narrative) (Details) | Jan. 14, 2019USD ($) | Jan. 26, 2016USD ($)patent | Sep. 27, 2019 |
Gain Contingencies [Line Items] | |||
Gain (Loss) Related to Litigation Settlement | $ 0 | ||
Product Warranty Description | The Company generally warrants that its products will meet customer specifications and will be free from defects in materials and workmanship. | ||
Positive Outcome of Litigation [Member] | |||
Gain Contingencies [Line Items] | |||
Gain Contingency, Patents Found Infringed upon, Number | patent | 3 | ||
Amount awarded from other party | $ 22,200,000 | $ 37,500,000 |
Commitments and Contingencies_3
Commitments and Contingencies (Schedule of Product Warranty Liability) (Details) $ in Thousands | 9 Months Ended |
Sep. 27, 2019USD ($) | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |
43462 | $ 2,600 |
Additions to warranty reserve | 441 |
Standard Product Warranty Accrual, Increase (Decrease) for Preexisting Warranties | (988) |
Warranty claims settled | (1,221) |
43735 | $ 832 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | Sep. 27, 2019USD ($) |
Leases [Abstract] | |
Lessee, Operating Lease, Liability, Payments, Remainder of Fiscal Year | $ 8,562 |
Operating Lease, Liability, Current | 7,300 |
Lessee, Operating Lease, Liability, Payments, Due Year Two | 7,290 |
Lessee, Operating Lease, Liability, Payments, Due Year Three | 7,348 |
Lessee, Operating Lease, Liability, Payments, Due Year Four | 5,269 |
Lessee, Operating Lease, Liability, Payments, Due Year Five | 5,112 |
Lessee, Operating Lease, Liability, Payments, Due after Year Five | $ 14,589 |
Leases - Operating Lease Weight
Leases - Operating Lease Weighted Average Lease Term and Discount Rate (Details) | Sep. 27, 2019 |
Leases [Abstract] | |
Weighted-average remaining lease term of operating leases (in years) | 7 years 7 months 6 days |
Weighted-average discount rate of operating leases | 5.50% |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 27, 2019 | Sep. 27, 2019 | |
Lessee, Lease, Description [Line Items] | ||
Operating lease cost | $ 2,470 | $ 7,361 |
Short-term lease cost (leases with initial term of 12 months or less) | 12 | 46 |
Variable lease cost | 638 | 1,845 |
Sublease income | (475) | (1,420) |
Total lease cost | 2,645 | 7,832 |
Cost of sales | ||
Lessee, Lease, Description [Line Items] | ||
Total lease cost | 2,220 | 6,562 |
Selling, general and administrative expenses | ||
Lessee, Lease, Description [Line Items] | ||
Total lease cost | 285 | 837 |
Research, development and engineering costs | ||
Lessee, Lease, Description [Line Items] | ||
Total lease cost | 138 | 416 |
Other operating expenses | ||
Lessee, Lease, Description [Line Items] | ||
Total lease cost | $ 2 | $ 17 |
Leases - Operating Lease Liabil
Leases - Operating Lease Liability Maturity Schedule (Topic 842) (Details) $ in Thousands | Sep. 27, 2019USD ($) |
Leases [Abstract] | |
Remainder of 2019 | $ 2,519 |
2020 | 9,454 |
2021 | 9,132 |
2022 | 7,055 |
2023 | 6,274 |
2024 | 5,752 |
Thereafter | 16,615 |
Total lease payments | 56,801 |
Less imputed interest | (10,852) |
Total | $ 45,949 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) $ in Thousands | 3 Months Ended |
Sep. 27, 2019USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of operating lease liabilities | $ 7,713 |
ROU assets obtained in exchange for new operating lease liabilities | $ 8,215 |
Earnings (Loss) Per Share (EP_3
Earnings (Loss) Per Share (EPS) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Earnings Per Share [Abstract] | ||||
Income (loss) from continuing operations | $ 30,586 | $ (8,303) | $ 80,174 | $ 27,837 |
Income from discontinued operations | 0 | 122,382 | 5,138 | 114,382 |
Net income | $ 30,586 | $ 114,079 | $ 85,312 | $ 142,219 |
Weighted Average Number of Shares Outstanding Reconciliation [Abstract] | ||||
Basic (in shares) | 32,660,000 | 32,211,000 | 32,606,000 | 32,050,000 |
Stock options, restricted stock and restricted stock units (in shares) | 408,000 | 0 | 413,000 | 401,000 |
Denominator for diluted EPS (in shares) | 33,068,000 | 32,211,000 | 33,019,000 | 32,451,000 |
Basic earnings (loss) per share: | ||||
Income from continuing operations (in dollars per share) | $ 0.94 | $ (0.26) | $ 2.46 | $ 0.87 |
Loss from discontinued operations (in dollars per share) | 0 | 3.80 | 0.16 | 3.57 |
Basic (in dollars per share) | 0.94 | 3.54 | 2.62 | 4.44 |
Diluted earnings (loss) per share: | ||||
Income from continuing operations (in dollars per share) | 0.92 | (0.26) | 2.43 | 0.86 |
Loss from discontinued operations (in dollars per share) | 0 | 3.80 | 0.16 | 3.52 |
Diluted (in dollars per share) | $ 0.92 | $ 3.54 | $ 2.58 | $ 4.38 |
Anitdilutive Securities Excluded From Earnings Per Share [Abstract] | ||||
Time-vested stock options, restricted stock and restricted stock units (in shares) | 0 | 797,000 | 29,000 | 436,000 |
Performance-vested stock options and restricted stock units (in shares) | $ 50,000 | $ 303,000 | $ 48,000 | $ 220,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Balance, beginning of period (in shares) | 32,624,494 | |||
Shares outstanding beginning balance (in shares) | 32,473,167 | 31,871,427 | ||
Stock options exercised (in shares) | 116,904 | 381,793 | ||
Balance, end of period (in shares) | 32,841,183 | 32,841,183 | ||
Shares outstanding ending balance (in shares) | 32,668,627 | 32,382,687 | 32,668,627 | 32,382,687 |
Defined Benefit Plan Liability | ||||
Defined Benefit Plan Liability, Beginning | $ (295) | $ (1,422) | $ (295) | $ (1,422) |
Defined Benefit Plan Liability, Ending | (295) | (474) | (295) | (474) |
Cash Flow Hedges | ||||
Cash Flow Hedges, Beginning | (2,567) | 5,094 | 3,439 | 3,418 |
Unrealized loss on cash flow hedges | 1,459 | (1,424) | 6,028 | (4,325) |
Realized gain loss on foreign currency hedges - before tax | 191 | (141) | 157 | (734) |
Realized gain loss on interest rate swaps - before tax | (444) | (482) | (1,847) | (1,114) |
Cash Flow Hedges, End | (4,279) | 5,895 | (4,279) | 5,895 |
Foreign Currency Translation Adjustment | ||||
Foreign Currency Translation Adjustment, Beginning | 28,211 | 37,756 | 30,539 | 50,200 |
Net foreign currency translation gain (loss) | (14,810) | (2,809) | (17,138) | (15,253) |
Foreign Currency Translation Adjustment, End | 13,401 | 34,433 | 13,401 | 34,433 |
Total Pre-Tax Amount | ||||
Total Pre-Tax Amount, Beginning | 25,349 | 41,428 | 33,683 | 52,196 |
Unrealized loss on cash flow hedges | 1,459 | (1,424) | 6,028 | (4,325) |
Realized gain loss on foreign currency hedges - before tax | 191 | (141) | 157 | (734) |
Realized gain loss on interest rate swaps - before tax | (444) | (482) | (1,847) | (1,114) |
Net foreign currency translation gain (loss) | (14,810) | (2,809) | (17,138) | (15,253) |
Total Pre-Tax Amount, End | 8,827 | 39,854 | 8,827 | 39,854 |
Tax | ||||
Tax, Beginning | 582 | (370) | (679) | (17) |
Unrealized gain (loss) on cash flow hedges | 307 | (299) | 1,266 | (908) |
Realized gain loss on foreign currency contracts - tax | (40) | 30 | (33) | 154 |
Realized gain loss on interest rate swap hedges - tax | 93 | 102 | 388 | 234 |
Net foreign currency translation gain (loss) | 0 | 0 | 0 | 0 |
Tax, End | 942 | (819) | 942 | (819) |
Net-of-Tax Amount | ||||
Total Net-of-Tax Amount, Beginning | 25,931 | 41,058 | 33,004 | 52,179 |
Unrealized gain (loss) on cash flow hedges, net of tax | 1,152 | (1,125) | 4,762 | (3,417) |
Realized gain loss on foreign currency hedges, net of tax | 151 | (111) | 124 | (580) |
Realized gain loss on interest rate swap hedges, net of tax | (351) | (380) | (1,459) | (880) |
Foreign currency translation gain (loss) | (14,810) | (2,809) | (17,138) | (15,253) |
Total Net-of-Tax Amount, End | $ 9,769 | 39,035 | $ 9,769 | 39,035 |
Reclassifications from earnings, before tax | 434 | 434 | ||
Reclassifications from earnings, tax | (282) | (282) | ||
Reclassifications from earnings, net of tax | $ 152 | $ 152 | ||
Common Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Balance, beginning of period (in shares) | 32,624,494 | 31,977,953 | ||
Stock options exercised (in shares) | 116,904 | 381,793 | ||
Balance, end of period (in shares) | 32,841,183 | 32,501,709 | 32,841,183 | 32,501,709 |
Treasury Stock, Common [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Balance, beginning of period (in shares) | (151,327) | (106,526) | ||
Stock options exercised (in shares) | 0 | 0 | ||
Balance, end of period (in shares) | (172,556) | (119,022) | (172,556) | (119,022) |
Accumulated Defined Benefit Plans Adjustment, Net Gain (Loss) Including Portion Attributable to Noncontrolling Interest [Member] | ||||
Net-of-Tax Amount | ||||
Reclassifications from earnings, before tax | $ 948 | $ 948 | ||
Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest [Member] | ||||
Net-of-Tax Amount | ||||
Reclassifications from earnings, before tax | 0 | 0 | ||
Accumulated Foreign Currency Adjustment Including Portion Attributable to Noncontrolling Interest [Member] | ||||
Net-of-Tax Amount | ||||
Reclassifications from earnings, before tax | (514) | $ (514) | ||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
RSAs issued, net of forfeitures, and vesting of RSUs (in shares) | 78,556 | 129,467 | ||
Restricted Stock [Member] | Common Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
RSAs issued, net of forfeitures, and vesting of RSUs (in shares) | 99,785 | 141,963 | ||
Restricted Stock [Member] | Treasury Stock, Common [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
RSAs issued, net of forfeitures, and vesting of RSUs (in shares) | (21,229) | (12,496) | ||
AS&O Business [Member] | ||||
Net-of-Tax Amount | ||||
Reclassifications from earnings, tax | 300 | |||
AS&O Business [Member] | Accumulated Defined Benefit Plans Adjustment, Net Gain (Loss) Including Portion Attributable to Noncontrolling Interest [Member] | ||||
Net-of-Tax Amount | ||||
Reclassifications from earnings, before tax | 700 | |||
AS&O Business [Member] | Accumulated Foreign Currency Adjustment Including Portion Attributable to Noncontrolling Interest [Member] | ||||
Net-of-Tax Amount | ||||
Reclassifications from earnings, before tax | $ 500 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements (Schedule of Interest Rate Swaps) (Details) - Designated as Hedging Instrument [Member] $ in Thousands | Sep. 27, 2019USD ($) |
Interest Rate Swap Maturing June 2020 [Member] | Accrued expenses and other current liabilities | |
Derivatives, Fair Value [Line Items] | |
Notional Amount | $ 200,000 |
Pay Fixed Rate | 1.1325% |
Receive Current Floating Rate | 2.0536% |
Fair Value | $ 883 |
Interest Rate Swap Maturing July 2020 [Member] | Accrued expenses and other current liabilities | |
Derivatives, Fair Value [Line Items] | |
Notional Amount | $ 75,000 |
Pay Fixed Rate | 1.89% |
Receive Current Floating Rate | 2.0536% |
Fair Value | $ (90) |
Interest Rate Swap Maturing June 2023 [Member] | Other long-term liabilities | |
Derivatives, Fair Value [Line Items] | |
Notional Amount | $ 200,000 |
Pay Fixed Rate | 2.1785% |
Fair Value | $ (3,753) |
Interest Rate Swap Maturing April 2020 [Member] | Accrued expenses and other current liabilities | |
Derivatives, Fair Value [Line Items] | |
Notional Amount | $ 400,000 |
Pay Fixed Rate | 2.415% |
Receive Current Floating Rate | 2.0421% |
Fair Value | $ (1,306) |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements (Schedule of Foreign Currency Contracts) (Details) - Designated as Hedging Instrument [Member] $ in Thousands | Sep. 27, 2019USD ($)$ / $$ / € | Dec. 28, 2018USD ($)$ / $$ / € |
Foreign Exchange Contract Maturing June 2019 Contract One [Member] | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 12,621 | |
$/Foreign Currency | $ / € | 1.1686 | |
Fair Value | $ (149) | |
Foreign Exchange Contract Maturing December 2019, Contract One [Member] | Accrued expenses and other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 5,249 | |
$/Foreign Currency | $ / $ | 0.0500 | |
Fair Value | $ 26 | |
Foreign Exchange Contract Maturing December 2019, Contract Two [Member] | Accrued expenses and other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 6,042 | |
$/Foreign Currency | $ / $ | 0.0504 | |
Fair Value | $ (12) | |
Foreign Exchange Contract Maturing December 2019, Contract Three [Member] | Accrued expenses and other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 8,339 | |
$/Foreign Currency | $ / € | 1.1119 | |
Fair Value | $ (95) | |
Foreign Exchange Contract Maturing June 2020, Contract One [Member] | Accrued expenses and other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 11,166 | |
$/Foreign Currency | $ / $ | 0.0490 | |
Fair Value | $ 68 | |
Foreign Exchange Contract Maturing June 2019 Contract Two [Member] | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 10,991 | |
$/Foreign Currency | $ / $ | 0.0523 | |
Fair Value | $ (494) | |
Foreign Exchange Contract Maturing June 2019 Contract Three [Member] | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 10,535 | |
$/Foreign Currency | $ / € | 1.1705 | |
Fair Value | $ (141) | |
Foreign Exchange Contract Maturing June 2019 Contract Four [Member] | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 11,019 | |
$/Foreign Currency | $ / $ | 0.0483 | |
Fair Value | $ (316) | |
Foreign Exchange Contract Maturing December 2019 [Member] | Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 10,499 | |
$/Foreign Currency | $ / $ | 0.0500 | |
Fair Value | $ 368 |
Financial Instruments and Fai_5
Financial Instruments and Fair Value Measurements (Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 27, 2019 | Jun. 28, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | Dec. 28, 2018 | Jun. 29, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Income (Loss) from Equity Method Investments | $ (986) | $ (291) | $ (909) | $ (5,545) | |||
Equity method investment | 15,977 | 15,977 | $ 15,148 | ||||
Non-marketable Equity Securities | 6,092 | 7,667 | |||||
Equity Method Investments | 22,069 | 22,069 | 22,815 | ||||
Equity Method Investment, Other than Temporary Impairment | 0 | $ 1,600 | 0 | 1,575 | 0 | ||
Equity Securities without Readily Determinable Fair Value, Amount | 0 | 0 | 7,000 | $ 0 | |||
Debt and Equity Securities, Realized Gain (Loss) | (986) | $ (291) | 666 | $ (5,545) | |||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Foreign currency contracts liabilities | 0 | 0 | 0 | ||||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Interest Rate Swap [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Interest Rate Derivative Assets, at Fair Value | 0 | 0 | 4,171 | ||||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Foreign currency contracts liabilities | 13 | 13 | 732 | ||||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Interest Rate Derivative Assets, at Fair Value | $ 4,266 | $ 4,266 | $ 0 |
Financial Instruments and Fai_6
Financial Instruments and Fair Value Measurements (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 27, 2019 | Jun. 28, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | Dec. 28, 2018 | Jun. 29, 2018 | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||
Equity Method Investment, Other than Temporary Impairment | $ 0 | $ 1,600 | $ 0 | $ 1,575 | $ 0 | ||
Equity method investment | 15,977 | 15,977 | $ 15,148 | ||||
Gain (loss) on equity method investments | (986) | $ (291) | (909) | (5,545) | |||
Cost method investment | $ 0 | 0 | $ 7,000 | $ 0 | |||
Impairment on cost method investments | $ 0 | $ 0 | |||||
Chinese Venture Capital Fund [Member] | |||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||
Equity method investment ownership (percent) | 6.70% | 6.70% |
Financial Instruments and Fai_7
Financial Instruments and Fair Value Measurements (Impact of Cash Flow Hedges on the Condensed 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 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | $ 500 | |||
Sales | 303,587 | $ 305,088 | $ 932,457 | $ 911,978 |
Cost of sales | 210,201 | 213,165 | 653,477 | 637,758 |
Interest expense | 12,337 | 54,526 | 39,779 | 85,355 |
Sales | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Amount of Gain (Loss) Reclassified from AOCI into Earnings | (500) | (252) | (1,294) | (254) |
Cost of sales | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Amount of Gain (Loss) Reclassified from AOCI into Earnings | 309 | 393 | 1,137 | 988 |
Interest expense | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Amount of Gain (Loss) Reclassified from AOCI into Earnings | 444 | 482 | 1,847 | 1,114 |
Interest rate swap | Interest expense | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Amount of Gain (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives | (991) | 415 | (6,590) | 2,524 |
Foreign exchange forwards | Sales | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Amount of Gain (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives | (400) | 384 | (1,099) | (92) |
Foreign exchange forwards | Cost of sales | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Amount of Gain (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives | $ (68) | $ 625 | $ 1,661 | $ 1,893 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 9 Months Ended |
Sep. 27, 2019Segment | |
Segment Reporting [Abstract] | |
Number of Reportable Segments | 2 |
Segment Information (Reconcilia
Segment Information (Reconciliation of Revenue from Segments to Consolidated) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales from continuing operations | $ 303,587 | $ 305,088 | $ 932,457 | $ 911,978 |
Operating Segments [Member] | Medical Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales from continuing operations | 289,424 | 292,639 | 888,028 | 871,811 |
Operating Segments [Member] | Medical Segment [Member] | Cardio And Vascular [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales from continuing operations | 148,581 | 150,230 | 451,552 | 435,859 |
Operating Segments [Member] | Medical Segment [Member] | Cardiac Neuromodulation [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales from continuing operations | 106,533 | 109,620 | 337,932 | 334,471 |
Operating Segments [Member] | Medical Segment [Member] | Advanced Surgical, Orthopedics, and Portable Medical [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales from continuing operations | 34,310 | 32,789 | 98,544 | 101,481 |
Operating Segments [Member] | Non-Medical Segment [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales from continuing operations | $ 14,163 | $ 12,449 | $ 44,429 | $ 40,167 |
Segment Information (Reconcil_2
Segment Information (Reconciliation of Operating Profit (Loss) from Segments to Consolidated) (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] | ||||
Operating income | $ 46,481 | $ 41,459 | $ 134,987 | $ 115,860 |
Unallocated expenses, net | (10,982) | (55,919) | (39,524) | (80,067) |
Income (loss) from continuing operations before taxes | 35,499 | (14,460) | 95,463 | 35,793 |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 65,966 | 62,450 | 195,661 | 178,735 |
Operating Segments [Member] | Medical Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 62,648 | 58,929 | 182,734 | 167,623 |
Operating Segments [Member] | Non-Medical Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 3,318 | 3,521 | 12,927 | 11,112 |
Segment Reconciling Items [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | $ (19,485) | $ (20,991) | $ (60,674) | $ (62,875) |
Revenue From Contracts With C_3
Revenue From Contracts With Customers Revenue From Contracts With Customers (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | Dec. 28, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||
Percent of revenue from contract with customer compared to total revenue | 10.00% | 11.00% | |||
Revenue recognized that was included in contract liability balance at beginning of period | $ 400,000 | $ 200,000 | $ 800,000 | $ 600,000 | |
Contract assets | $ 0 |
Revenue From Contracts With C_4
Revenue From Contracts With Customers (Disaggregated Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2019 | Sep. 28, 2018 | Sep. 27, 2019 | Sep. 28, 2018 | Dec. 28, 2018 | |
Disaggregation of Revenue [Line Items] | |||||
Capitalized Contract Cost, Net, Current | $ 10,561 | $ 10,561 | $ 0 | ||
Contract Liabilities Included in Other Current Liabilities | $ 2,079 | $ 2,079 | $ 2,264 | ||
Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | Customer A [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 20.00% | 23.00% | 22.00% | 22.00% | |
Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | Customer B [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 18.00% | 20.00% | 18.00% | 19.00% | |
Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | Customer C [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 13.00% | 12.00% | 12.00% | 12.00% | |
Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | All Other Customers [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 49.00% | 45.00% | 48.00% | 47.00% | |
Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Geographic Concentration Risk [Member] | United States [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 55.00% | 58.00% | 56.00% | 56.00% | |
Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Geographic Concentration Risk [Member] | Puerto Rico [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 11.00% | 13.00% | 13.00% | 13.00% | |
Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Geographic Concentration Risk [Member] | All Other Countries [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 34.00% | 29.00% | 31.00% | 31.00% | |
Non-Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | Customer D [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 22.00% | 30.00% | 24.00% | 28.00% | |
Non-Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | All Other Customers [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 66.00% | 70.00% | 76.00% | 72.00% | |
Non-Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | Customer E [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 12.00% | ||||
Non-Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Geographic Concentration Risk [Member] | United States [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 61.00% | 65.00% | 58.00% | 68.00% | |
Non-Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Geographic Concentration Risk [Member] | Canada [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 12.00% | 10.00% | 13.00% | 10.00% | |
Non-Medical Segment [Member] | Revenue from Contract with Customer Benchmark [Member] | Geographic Concentration Risk [Member] | All Other Countries [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Concentration risk percentage | 27.00% | 25.00% | 29.00% | 22.00% |
Uncategorized Items - form10-q2
Label | Element | Value |
Cash and Cash Equivalents, at Carrying Value, Including Discontinued Operations | us-gaap_CashAndCashEquivalentsAtCarryingValueIncludingDiscontinuedOperations | $ 22,881,000 |