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 and contingent consideration. 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. The following tables provide information regarding assets and liabilities recorded at fair value on a recurring basis (in thousands): Fair Value Quoted Significant Significant October 2, 2020 Assets: Foreign currency contracts $ 98 $ — $ 98 $ — Liabilities: Foreign currency contracts 836 — 836 — Liabilities: Interest rate swaps 8,038 — 8,038 — Liabilities: Contingent consideration 5,401 — — 5,401 December 31, 2019 Assets: Foreign currency contracts $ 710 $ — $ 710 $ — Liabilities: Interest rate swaps 3,068 — 3,068 — Liabilities: Contingent consideration 4,200 — — 4,200 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 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. Information regarding the Company’s outstanding interest rate swaps designated as cash flow hedges as of October 2, 2020 is as follows (dollars in thousands): Notional Amount Start Date End Pay Fixed Rate Receive Current Floating Rate Fair Value Balance Sheet Location $ 200,000 Jun 2020 Jun 2023 2.1785 % 0.1448 % $ (8,038) Other long-term liabilities (13.) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued) Information regarding the Company’s outstanding interest rate swaps designated as cash flow hedges as of December 31, 2019 is as follows (dollars in thousands): Notional Amount Start Date End Pay Fixed Rate Receive Current Floating Rate Fair Value Balance Sheet Location $ 200,000 Jun 2017 Jun 2020 1.1325 % 1.7920 % $ 543 Accrued expenses and other current liabilities 65,000 Jul 2019 Jul 2020 1.8900 1.7920 (72) Accrued expenses and other current liabilities 400,000 Apr 2019 Apr 2020 2.4150 1.7101 (730) Accrued expenses and other current liabilities 200,000 Jun 2020 Jun 2023 2.1785 (a) (2,809) Other long-term liabilities __________ (a) The interest rate swap did not take effect until June 2020. 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. Information regarding outstanding foreign currency forward contracts designated as cash flow hedges as of October 2, 2020 is as follows (dollars in thousands): Notional Amount Start End $/Foreign Currency Fair Value Balance Sheet Location $ 7,666 Jul 2020 Dec 2020 0.0491 MXN Peso $ (519) Accrued expenses and other current liabilities 2,290 Mar 2020 Dec 2020 0.0241 UYU Peso (52) Prepaid expenses and other current assets 18,514 Nov 2020 Sep 2021 1.1944 Euro (274) Accrued expenses and other current liabilities 10,224 Jan 2021 Sep 2021 0.0454 MXN Peso (109) Accrued expenses and other current liabilities 2,343 Nov 2020 Nov 2020 1.1717 Euro 2 Accrued expenses and other current liabilities 2,656 Jan 2021 Mar 2021 0.0443 MXN Peso 64 Accrued expenses and other current liabilities 3,252 Jan 2021 Aug 2021 0.0232 UYU Peso 150 Prepaid expenses and other current assets Information regarding outstanding foreign currency contracts designated as cash flow hedges as of December 31, 2019 is as follows (dollars in thousands): Notional Amount Start End $/Foreign Currency Fair Value Balance Sheet Location $ 11,166 Jan 2020 Jun 2020 0.0490 MXN Peso $ 710 Prepaid expenses and other current assets Contingent Consideration The Company estimated the original fair value of the contingent consideration liabilities for the InoMec and USB acquisitions using a Monte Carlo simulation in order to forecast the value of the potential future payment. In periods subsequent to the initial measurement, contingent consideration liabilities are remeasured to fair value each reporting period until the contingent consideration is settled using various assumptions including estimated revenues (based on internal operational budgets and long-range strategic plans), discount rates, revenue volatility and projected payment dates. The assumptions used in the determination of fair value of contingent consideration liabilities are not observable in the market, thus representing a Level 3 measurement within the fair value hierarchy. The current portion of contingent consideration liabilities is included in Accrued expenses and other current liabilities and the non-current portion is included in Other long-term liabilities in the Condensed Consolidated Balance Sheets. Adjustments to the fair value of contingent consideration liabilities are included in Other operating expenses in the Company’s Condensed Consolidated Statements of Operations. For the February 19, 2020 InoMec acquisition, additional purchase price payments ranging from zero to $3.5 million are contingent upon the achievement of certain revenue targets through February 29, 2024. At the date of acquisition, the Company estimated the original fair value of the contingent consideration to be $1.7 million. At October 2, 2020, the estimated fair value of the contingent consideration associated with the InoMec acquisition was $1.7 million. (13.) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued) For the October 7, 2019 USB acquisition, additional purchase price payments ranging from zero to $5.5 million are contingent upon the achievement of certain revenue targets through December 31, 2023. At the date of acquisition, the Company estimated the original fair value of the contingent consideration to be $4.2 million. During the nine months ended October 2, 2020, the Company recognized a gain from the fair value adjustment of contingent consideration of $0.5 million. The fair value adjustment for the nine months ended October 2, 2020 was due to a change in the timing of the projected future revenues, rise in the estimated revenue volatility, and increase in the discount rate used to calculate the present value of the contingent consideration liability. At October 2, 2020, the estimated fair value of the contingent consideration associated with the USB acquisition was $3.7 million. During the first quarter of 2020, the Company acquired a set of similar identifiable intangible assets relating to a license to use technology within its Non-Medical segment. At the date of acquisition, the Company estimated the original fair value of the contingent consideration to be $1.0 million. The Company paid made milestone payments of $0.5 million during the second and third quarters of 2020 to settle this contingent consideration arrangement. The following table presents the changes in the estimated fair values of the Company’s liabilities for contingent consideration measured using significant unobservable inputs (Level 3) for the nine months ended October 2, 2020 (in thousands): December 31, 2019 $ 4,200 Contingent consideration liabilities recorded for acquisitions 2,700 Fair value adjustment included in Other operating expenses (500) Settlements (1,000) Foreign currency translation 1 October 2, 2020 $ 5,401 As of October 2, 2020, the estimated fair value of the contingent consideration was $5.4 million, of which $1.2 million is included as current contingent consideration and $4.2 million is included in non-current contingent consideration in the Condensed Consolidated Balance Sheets. Derivative Instruments with Hedge Accounting Designation The following tables present the effect of cash flow hedge derivative instruments on other comprehensive income (loss) (“OCI”), AOCI and the Company’s Condensed Consolidated Statement of Operations for the three and nine months ended October 2, 2020 and September 27, 2019 (in thousands): Three Months Ended October 2, 2020 September 27, 2019 Total Amount of Gain (Loss) on Cash Flow Hedge Activity Total Amount of Gain (Loss) on Cash Flow Hedge Activity Sales $ 235,942 $ 590 $ 303,587 $ (500) Cost of sales 178,009 (651) 210,201 309 Operating expenses 18,175 (23) 46,905 — Interest expense 9,368 (1,066) 12,337 444 Nine Months Ended October 2, 2020 September 27, 2019 Total Amount of Gain (Loss) on Cash Flow Hedge Activity Total Amount of Gain (Loss) on Cash Flow Hedge Activity Sales $ 804,483 $ 549 $ 932,457 $ (1,294) Cost of sales 591,985 (1,059) 653,477 1,137 Operating expenses 119,479 (57) 143,993 — Interest expense 29,002 (2,431) 39,779 1,847 (13.) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued) Unrealized Gain (Loss) Recognized in OCI Realized Gain (Loss) Reclassified from AOCI Three months ended, Location in Statement of Operations Three months ended, October 2, September 27, October 2, September 27, Interest rate swap $ (11) $ (991) Interest expense $ (1,066) $ 444 Foreign exchange forwards 68 (400) Sales 590 (500) Foreign exchange forwards 451 (68) Cost of sales (651) 309 Foreign exchange forwards 57 — Operating expenses (23) — Nine Months Ended Location in Statement of Operations Nine Months Ended October 2, September 27, October 2, September 27, Interest rate swaps $ (7,401) $ (6,590) Interest expense $ (2,431) $ 1,847 Foreign exchange contracts 277 (1,099) Sales 549 (1,294) Foreign exchange contracts (2,277) 1,661 Cost of sales (1,059) 1,137 Foreign exchange forwards (15) — Operating expenses (57) — The Company expects to reclassify net losses totaling $4.3 million related to its cash flow hedges from AOCI into earnings during the next twelve months. 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 comprise the following (in thousands): October 2, December 31, Equity method investment $ 19,718 $ 16,167 Non-marketable equity securities 6,092 6,092 Total equity investments $ 25,810 $ 22,259 (13.) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued) The components of (Gain) Loss on Equity Investments, Net for each period were as follows (in thousands): Three Months Ended Nine Months Ended October 2, September 27, October 2, September 27, Equity method investment income $ (2,234) $ (986) $ (3,954) $ (909) Impairment charges — — — 1,575 Total (gain) loss on equity investments, net $ (2,234) $ (986) $ (3,954) $ 666 The Company’s equity method investment is in a Chinese venture capital fund focused on investing in life sciences companies. As of October 2, 2020, the Company owned 6.6% of this fund. |