COVER
COVER - shares | 6 Months Ended | |
Jun. 28, 2024 | Jul. 19, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 28, 2024 | |
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, $0.001 par value per share | |
Trading Symbol | ITGR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 33,531,179 | |
Entity Central Index Key | 0001114483 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 28, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 34,137 | $ 23,674 |
Accounts receivable, net of provision for credit losses of $0.2 million and $0.4 million, respectively | 240,504 | 238,277 |
Inventories | 272,335 | 239,716 |
Refundable income taxes | 9,072 | 1,998 |
Contract assets | 97,212 | 85,871 |
Prepaid expenses and other current assets | 23,720 | 28,132 |
Total current assets | 676,980 | 617,668 |
Property, plant and equipment, net | 466,296 | 407,954 |
Goodwill | 1,042,183 | 1,011,007 |
Other intangible assets, net | 813,727 | 783,146 |
Deferred income taxes | 6,858 | 7,001 |
Operating lease assets | 81,345 | 81,632 |
Financing lease assets | 16,549 | 11,828 |
Other long-term assets | 22,474 | 22,417 |
Total assets | 3,126,412 | 2,942,653 |
Current liabilities: | ||
Accounts payable | 119,446 | 120,293 |
Income taxes payable | 461 | 3,896 |
Operating lease liabilities | 8,729 | 8,692 |
Accrued expenses and other current liabilities | 77,355 | 88,088 |
Total current liabilities | 205,991 | 220,969 |
Long-term debt | 1,118,529 | 959,925 |
Deferred income taxes | 144,101 | 145,625 |
Operating lease liabilities | 71,935 | 72,339 |
Financing lease liabilities | 13,491 | 10,388 |
Other long-term liabilities | 18,455 | 14,365 |
Total liabilities | 1,572,502 | 1,423,611 |
Commitments and contingencies (Note 10) | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value; 100,000,000 shares authorized; 33,531,179 and 33,329,648 shares issued and outstanding, respectively | 34 | 33 |
Additional paid-in capital | 730,157 | 727,435 |
Retained earnings | 823,105 | 771,351 |
Accumulated other comprehensive income | 614 | 20,223 |
Total stockholders’ equity | 1,553,910 | 1,519,042 |
Total liabilities and stockholders’ equity | $ 3,126,412 | $ 2,942,653 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Millions | Jun. 28, 2024 | Dec. 31, 2023 |
Current assets: | ||
Allowance for doubtful accounts | $ 0.2 | $ 0.4 |
Stockholders’ equity: | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 33,531,179 | 33,329,648 |
Common stock, shares outstanding (in shares) | 33,531,179 | 33,329,648 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
Sales | $ 436,202 | $ 400,044 | $ 851,007 | $ 778,829 |
Cost of sales | 316,809 | 294,240 | 621,774 | 576,352 |
Gross profit | 119,393 | 105,804 | 229,233 | 202,477 |
Operating expenses: | ||||
Selling, general and administrative | 47,117 | 45,827 | 94,046 | 87,713 |
Research, development and engineering | 16,104 | 16,883 | 31,857 | 35,975 |
Restructuring and other charges | 986 | 1,518 | 8,867 | 3,047 |
Total operating expenses | 64,207 | 64,228 | 134,770 | 126,735 |
Operating income | 55,186 | 41,576 | 94,463 | 75,742 |
Interest expense | 15,278 | 11,459 | 29,949 | 28,713 |
(Gain) loss on equity investments | 7 | (134) | (1,129) | 21 |
Other (gain) loss, net | (127) | 359 | 880 | 1,119 |
Income before taxes | 40,028 | 29,892 | 64,763 | 45,889 |
Provision for income taxes | 8,782 | 5,921 | 13,009 | 8,853 |
Net income | $ 31,246 | $ 23,971 | $ 51,754 | $ 37,036 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 0.93 | $ 0.72 | $ 1.54 | $ 1.11 |
Diluted (in dollars per share) | $ 0.88 | $ 0.71 | $ 1.47 | $ 1.10 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 33,600 | 33,312 | 33,540 | 33,285 |
Diluted (in shares) | 35,529 | 33,686 | 35,264 | 33,631 |
Comprehensive Income | ||||
Net income | $ 31,246 | $ 23,971 | $ 51,754 | $ 37,036 |
Other comprehensive income (loss): | ||||
Foreign currency translation gain (loss) | (3,911) | (2,901) | (17,349) | 5,024 |
Change in fair value of cash flow hedges, net of tax | (3,346) | 105 | (2,260) | 1,817 |
Other comprehensive income (loss) | (7,257) | (2,796) | (19,609) | 6,841 |
Comprehensive income | $ 23,989 | $ 21,175 | $ 32,145 | $ 43,877 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net income | $ 51,754 | $ 37,036 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 53,410 | 48,569 |
Debt related charges included in interest expense | 1,869 | 6,118 |
Inventory step-up amortization | 1,056 | 0 |
Stock-based compensation | 12,614 | 11,603 |
Non-cash lease expense | 4,622 | 5,473 |
Non-cash (gain) loss on equity investments | (1,129) | 21 |
Contingent consideration fair value adjustment | 0 | (265) |
Other non-cash (gains) losses | 1,408 | (1,437) |
Deferred income taxes | 0 | (4) |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | 3,465 | (9,742) |
Inventories | (27,235) | (21,646) |
Prepaid expenses and other assets | (744) | 1,308 |
Contract assets | (11,666) | (7,983) |
Accounts payable | 7,069 | 797 |
Accrued expenses and other liabilities | (16,155) | 1,781 |
Income taxes | (9,864) | (9,296) |
Net cash provided by operating activities | 70,474 | 62,333 |
Cash flows from investing activities: | ||
Acquisition of property, plant and equipment | (60,252) | (57,416) |
Proceeds from sale of property, plant and equipment | 0 | 50 |
Acquisitions, net of cash acquired | (138,544) | 0 |
Net cash used in investing activities | (198,796) | (57,366) |
Cash flows from financing activities: | ||
Principal payments of term loans | 0 | (398,438) |
Proceeds from issuance of convertible notes, net of discount | 0 | 486,250 |
Proceeds from revolving credit facility | 208,500 | 229,604 |
Payments of revolving credit facility | (51,500) | (263,443) |
Purchase of capped calls | 0 | (35,000) |
Payment of debt issuance costs | 0 | (2,181) |
Proceeds from the exercise of stock options | 742 | 1,948 |
Tax withholdings related to net share settlements of restricted stock unit awards | (10,625) | (2,930) |
Contingent consideration payments | 0 | (7,660) |
Principal payments on finance leases | (8,956) | (557) |
Other financing activities | 607 | 0 |
Net cash provided by financing activities | 138,768 | 7,593 |
Effect of foreign currency exchange rates on cash and cash equivalents | 17 | 1,783 |
Net increase in cash and cash equivalents | 10,463 | 14,343 |
Cash and cash equivalents, beginning of period | 23,674 | 24,272 |
Cash and cash equivalents, end of period | $ 34,137 | $ 38,615 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Common stock and additional paid-in capital | Retained earnings | Accumulated other comprehensive income |
Balance, beginning of period at Dec. 31, 2022 | $ 1,417,456 | $ 731,426 | $ 680,701 | $ 5,329 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Stock awards exercised or vested | (1,031) | |||
Stock-based compensation | 11,603 | |||
Capped calls related to the issuance of convertible notes, net of tax | (26,250) | |||
Net income | 37,036 | 37,036 | ||
Other comprehensive income (loss) | 6,841 | 6,841 | ||
Balance, ending balance at Jun. 30, 2023 | 1,445,655 | 715,748 | 717,737 | 12,170 |
Balance, beginning of period at Mar. 31, 2023 | 1,417,936 | 709,204 | 693,766 | 14,966 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Stock awards exercised or vested | 1,043 | |||
Stock-based compensation | 5,501 | |||
Capped calls related to the issuance of convertible notes, net of tax | 0 | |||
Net income | 23,971 | 23,971 | ||
Other comprehensive income (loss) | (2,796) | (2,796) | ||
Balance, ending balance at Jun. 30, 2023 | 1,445,655 | 715,748 | 717,737 | 12,170 |
Balance, beginning of period at Dec. 31, 2023 | 1,519,042 | 727,468 | 771,351 | 20,223 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Stock awards exercised or vested | (9,891) | |||
Stock-based compensation | 12,614 | |||
Capped calls related to the issuance of convertible notes, net of tax | 0 | |||
Net income | 51,754 | 51,754 | ||
Other comprehensive income (loss) | (19,609) | (19,609) | ||
Balance, ending balance at Jun. 28, 2024 | 1,553,910 | 730,191 | 823,105 | 614 |
Balance, beginning of period at Mar. 29, 2024 | 1,525,011 | 725,281 | 791,859 | 7,871 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Stock awards exercised or vested | (856) | |||
Stock-based compensation | 5,766 | |||
Capped calls related to the issuance of convertible notes, net of tax | 0 | |||
Net income | 31,246 | 31,246 | ||
Other comprehensive income (loss) | (7,257) | (7,257) | ||
Balance, ending balance at Jun. 28, 2024 | $ 1,553,910 | $ 730,191 | $ 823,105 | $ 614 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 28, 2024 | |
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 a medical device contract development and manufacturing organization primarily serving the cardiac rhythm management, neuromodulation, and cardio and vascular markets. Integer is committed to enhancing the lives of patients worldwide by providing innovative, high-quality products and solutions. The Company also develops custom power solutions for high-end niche applications in energy, military, and environmental markets. The Company’s customers include large multi-national original equipment manufacturers (“OEMs”) and their affiliated subsidiaries. The accompanying condensed consolidated financial statements are presented in accordance with the rules and regulations of the United States ("U.S.") Securities and Exchange Commission ("SEC") and do not include all of the disclosures normally required by U.S. generally accepted accounting principles (“U.S. GAAP”) as contained in the Company’s Annual Report on Form 10-K. Accordingly, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s most recent Annual Report on Form 10-K for the year ended December 31, 2023 . 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. The results for interim periods are not necessarily indicative of results or trends that may be expected for the fiscal year as a whole. The condensed consolidated financial statements were prepared using U.S. GAAP, which require 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. The second quarter and first six months of 2024 ended on June 28, 2024 and consisted of 91 days and 180 days, respectively. The second quarter and first six months of 2023 ended on June 30, 2023 and consisted of 91 days and 181 days, respectively. Factoring Arrangements The Company has receivable factoring arrangements, pursuant to which certain receivables may be sold on a non-recourse basis to financial institutions. Transactions under the receivables factoring arrangements are accounted for as sales under ASC 860, Transfers and Servicing of Financial Assets , with the sold receivables removed from the Company’s balance sheet. Under these arrangements, the Company does not maintain any beneficial interest in the receivables sold. Once sold, the receivables are no longer available to satisfy creditors in the event of bankruptcy. Sale proceeds are reflected in Cash flows from operating activities on the Condensed Consolidated Statements of Cash Flows. Factoring fees are recorded in Selling, general, and administrative expenses in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Income. During the six months ended June 28, 2024 and June 30, 2023, the Company sold accounts receivable of $116.8 million and $50.3 million, respectively. During the three and six months ended June 28, 2024, the Company recorded factoring fees of $0.4 million and $0.8 million, respectively. Factoring fees were $0.4 million for the three and six months ended June 30, 2023. Supplier Financing Arrangements The Company utilizes supplier financing arrangements with financial institutions to sell certain accounts receivable on a non-recourse basis. These transactions are treated as a sale of, and are accounted for as a reduction to, accounts receivable. The agreements transfer control and risk related to the receivables to the financial institutions. The Company has no continuing involvement in the transferred receivables subsequent to the sale. Fees for supplier financing arrangements are recorded in Selling, general, and administrative expenses in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Income. During the six months ended June 28, 2024 and June 30, 2023, the Company sold and de-recognized accounts receivable and collected cash of $76.2 million and $64.0 million, respectively. The Company recorded costs associated with the supplier financing arrangements of $0.6 million and $1.1 million, respectively, for the three and six months ended June 28, 2024, compared to $0.4 million and $0.8 million, respectively, for the three and six months ended June 30, 2023. (1.) BASIS OF PRESENTATION (Continued) Recent Accounting Pronouncements The Company considers the applicability and impact of all Accounting Standard Updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). The Company evaluated all recent accounting pronouncements issued, including those that are currently effective, and determined that the adoption of these pronouncements would not have a material effect on the financial position, results of operations or cash flows of the Company. 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 year ended December 31, 2023, that are of significance, or potential significance, to the Company. |
BUSINESS ACQUISITIONS
BUSINESS ACQUISITIONS | 6 Months Ended |
Jun. 28, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
BUSINESS ACQUISITIONS | BUSINESS ACQUISITIONS 2024 Acquisition On January 5, 2024, the Company acquired 100% of the outstanding capital stock of Pulse Technologies, Inc. (“Pulse”), a privately-held technology, engineering and contract manufacturing company focused on complex micro machining of medical device components for high growth structural heart, heart pump, electrophysiology, leadless pacing, and neuromodulation markets. Based in Pennsylvania, Pulse also provides proprietary advanced technologies, including hierarchical surface restructuring (HSR TM ), scratch-free surface finishes, and titanium nitride coatings. Consistent with the Company’s tuck-in acquisition strategy, the acquisition of Pulse further increases the Company’s end-to-end development capabilities and manufacturing footprint in targeted growth markets and provides customers with expanded capabilities, capacity and resources to accelerate the time to market for customer products. The Company funded the purchase price with borrowings under its Revolving Credit Facility (as defined below) during the first quarter of 2024. Pulse is included in the Company’s Medical segment. The Company has preliminarily estimated fair values for the assets purchased and liabilities assumed as of the date of the acquisition. The determination of estimated fair value required management to make significant estimates and assumptions based on information that was available at the time that the Condensed Consolidated Financial Statements were prepared. The amounts reported are considered preliminary as the Company is completing the valuations that are required to allocate the purchase price in areas such as property and equipment, intangible assets, liabilities and goodwill. As a result, the preliminary allocation of the purchase price may change in the future, including in ways which could be material. The total consideration transferred was $142.3 million, including contingent consideration, working capital and other purchase price adjustments. The Company recorded contingent consideration with an estimated acquisition date fair value of $3.6 million, representing the Company’s obligation, under the purchase agreement, to make an additional payment of up to $20.0 million based on a specified revenue growth milestone being met in 2025. During the first six months of 2024, the Company recorded measurement period adjustments, inclusive of working capital and other closing adjustments, resulting in decreases to goodwill and current liabilities. The measurement period adjustments recorded during the first six months of 2024 were not material. The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed (in thousands): Fair value of net assets acquired Current assets (excluding inventory) $ 7,456 Inventory 8,612 Property, plant and equipment 25,950 Goodwill 38,058 Definite-lived intangible assets 64,000 Finance lease assets 7,964 Current liabilities (1,760) Finance lease liabilities (7,936) Fair value of net assets acquired $ 142,344 The preliminary fair values of the assets acquired were determined using one of three valuation approaches: market, income or cost. The selection of a particular method for a given asset depended on the reliability of available data and the nature of the asset, among other considerations. (2.) BUSINESS ACQUISITIONS (Continued) Current Assets and Liabilities The fair value of current assets and liabilities, excluding inventory, was assumed to approximate their carrying value as of the acquisition date due to the short-term nature of these assets and liabilities. The fair value of in-process and finished goods inventory acquired was estimated by applying a version of the income approach called the comparable sales method. This approach estimates the fair value of the assets by calculating the potential revenue generated from selling the inventory and subtracting from it the costs related to the completion and sale of that inventory and a reasonable profit allowance for these remaining efforts. Net book value was deemed to be a reasonable proxy for the fair value of raw materials. Based upon this methodology, the Company recorded the inventory acquired at fair value resulting in an increase in inventory of $1.1 million. Property, Plant and Equipment The fair value of Property, Plant and Equipment acquired was estimated by applying the cost approach for personal property and leasehold improvements. The cost approach was applied by developing a replacement cost and adjusting for economic depreciation and obsolescence. Leases The Company recognized a finance lease liability and finance lease right-of-use asset for a manufacturing facility in accordance with ASC 842, Lease s. The lease terms were determined to be at-market as of the acquisition date. Goodwill The excess of the purchase price over the fair value of net tangible and intangible assets acquired and liabilities assumed was allocated to goodwill. The goodwill resulting from the transaction is primarily attributable to future customer relationships and the assembled workforce of the acquired business. The goodwill acquired in connection with the Pulse acquisition was allocated to the Medical segment and is deductible for tax purposes. Intangible Assets The purchase price was allocated to intangible assets as follows (dollars in thousands): Definite-lived Intangible Assets Fair Value Assigned Weighted Average Amortization Period Weighted Average Discount Rate Customer lists $ 48,000 20.0 13.0% Technology 16,000 10.0 13.0% $ 64,000 Customer Lists - Customer lists represent the estimated fair value of contractual and non-contractual customer relationships Pulse had as of the acquisition date. These relationships were valued separately from goodwill at the amount that an independent third party would be willing to pay for these relationships. The fair value of customer lists was determined using the multi-period excess-earnings method, a form of the income approach. The estimated useful life of the existing customer base was based upon the historical customer annual attrition rate of 5.0%, as well as management’s understanding of the industry and product life cycles. Technology - Technology consists of technical processes, patented and unpatented technology, manufacturing know-how, trade secrets and the understanding with respect to products or processes that have been developed by Pulse and that will be leveraged in current and future products. The fair value of technology acquired was determined utilizing the relief from royalty method, a form of the income approach, with a royalty rate of 7.5%. The estimated useful life of the technology is based upon management’s estimate of the product life cycle associated with the technology before it will be replaced by new technologies. Contingent Consideration - As part of the Pulse acquisition, the Company may be required to pay additional consideration based on a specified revenue growth milestone being met in 2025. Any amounts earned will be payable in 2026. The contingent consideration is classified as Level 3 in the fair value hierarchy and the fair value is measured based on a Monte Carlo simulation utilizing projections about future performance. Significant inputs include revenue volatility of 11%, a discount rate of 12% and projected financial information. See Note 13, “Financial Instruments and Fair Value Measurements,” for additional information related to the fair value measurement of the contingent consideration. (2.) BUSINESS ACQUISITIONS (Continued) 2023 Acquisition Effective as of October 1, 2023, the Company acquired substantially all of the assets and assumed certain liabilities of InNeuroCo, Inc. (“InNeuroCo”), a privately-held company based in Florida. InNeuroCo is a recognized leader in neurovascular catheter innovation with strong development and manufacturing capabilities. InNeuroCo’s expertise and highly differentiated neurovascular catheter innovation complements the Company’s existing capabilities and market focus. Consistent with the Company’s strategy, the addition of InNeuroCo further increases Integer’s ability to provide enhanced solutions to its customers in the neurovascular catheter space. The Company funded the purchase price with borrowings under its Revolving Credit Facility. InNeuroCo is included in the Company’s Medical segment. The total consideration transferred was $44.5 million, which consists of an initial cash payment of $43.6 million and $0.9 million in estimated fair value of contingent consideration. The contingent consideration represents the estimated fair value of the Company’s obligation, under the purchase agreement, to make additional payments of up to $13.5 million based on specified annual revenue growth milestones being met through 2027, and a one-time contingent payment to be made based on cumulative revenue amounts through 2027 exceeding a specified revenue target. The cost of the acquisition was allocated to the assets acquired and liabilities assumed based upon their estimated fair values at the date of the acquisition. From the date of acquisition through the quarter ended June 28, 2024, the Company recorded measurement period adjustments to update the allocation of the purchase price to certain current assets and, based on analysis of information as of the acquisition date, reduced goodwill by $2.2 million. The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed (in thousands): Fair value of net assets acquired Current assets (excluding inventory) $ 6,924 Inventory 5,376 Property, plant and equipment 3,436 Goodwill 20,989 Definite-lived intangible assets 9,200 Operating lease assets 2,072 Current liabilities (2,331) Operating lease liabilities (1,157) Fair value of net assets acquired $ 44,509 Intangible Assets The purchase price was allocated to intangible assets as follows (dollars in thousands): Definite-lived Intangible Assets Fair Value Assigned Customer lists $ 4,000 Technology 5,200 $ 9,200 (2.) BUSINESS ACQUISITIONS (Continued) Actual and Pro Forma disclosures The following table presents (in thousands) pro forma results of operations for the three and six months ended June 30, 2023 as if Pulse and InNeuroCo had been included in the Company’s financial results as of the beginning of fiscal year 2023. The pro forma results include the historical results of operations of the Company, Pulse and InNeuroCo, as well as adjustments for additional amortization of the assets acquired, additional interest expense related to the financing of the transactions and other transactional adjustments. The pro forma results do not include efficiencies, cost reductions or synergies expected to result from the acquisitions. These pro forma results do not purport to be indicative of the results that would have been obtained, or to be a projection of results that may be obtained in the future. Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Sales $ 415,836 $ 811,346 Net income 21,337 28,005 The results of operations from the Pulse acquisition have been included in the Company’s Medical segment since the acquisition date. From the date of acquisition through three and six months ended June 28, 2024, sales related to Pulse were $10.5 million and $21.1 million, respectively, and earnings were not material. Acquisition costs During the three and six months ended June 28, 2024, direct costs of the Pulse and InNeuroCo acquisitions of $0.1 million and $5.7 million, respectively, were expensed as incurred and included in Restructuring and other charges in the Condensed Consolidated Statements of Operations and Comprehensive Income. There were no direct costs incurred for these acquisitions during the three and six months ended June 30, 2023. |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 6 Months Ended |
Jun. 28, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | SUPPLEMENTAL CASH FLOW INFORMATION The following is supplemental information relating to the Condensed Consolidated Statements of Cash Flows (in thousands): Six Months Ended June 28, June 30, Noncash investing and financing activities: Property, plant and equipment purchases included in accounts payable $ 11,791 $ 9,059 Supplemental lease disclosures: Assets acquired under operating leases 4,104 912 Assets acquired under finance leases 5,862 331 |
INVENTORIES
INVENTORIES | 6 Months Ended |
Jun. 28, 2024 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories comprise the following (in thousands): June 28, December 31, Raw materials $ 124,509 $ 115,887 Work-in-process 131,822 106,032 Finished goods 16,004 17,797 Total $ 272,335 $ 239,716 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | 6 Months Ended |
Jun. 28, 2024 | |
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 six months ended June 28, 2024 were as follows (in thousands): Medical Non- Medical Total December 31, 2023 $ 994,007 $ 17,000 $ 1,011,007 Pulse acquisition (Note 2) 38,094 — 38,094 Acquisition-related adjustments (Note 2) (36) (36) Foreign currency translation (6,882) — (6,882) June 28, 2024 $ 1,025,183 $ 17,000 $ 1,042,183 As of December 31, 2023, the fair value of the Non-Medical reporting unit did not significantly exceed its carrying value. The Company has continued, and will continue, to monitor the performance of the Non-Medical reporting unit, as benchmarked against its long-term financial plan, and evaluate industry and Company-specific circumstances which affect the financial results of this reporting unit. At June 28, 2024, the Company concluded that no events or changes in circumstances have occurred which would indicate that the fair value of the Non-Medical reporting unit has more likely than not been reduced below its carrying amount. The long-term financial plan for the Non-Medical reporting unit, which underlies the above conclusion, contains numerous assumptions including, but not limited to: macro-economic conditions, market and industry conditions, cost factors, the competitive environment, and the operational stability and overall financial performance of the reporting unit. If the Non-Medical reporting unit does not achieve the financial performance that the Company expects, it is reasonably possible that an impairment of goodwill may result in future periods. Intangible Assets See Note 2, “Business Acquisitions” for additional details regarding intangible assets acquired during 2024. Intangible assets comprise the following (in thousands): Gross Accumulated Net June 28, 2024 Definite-lived: Purchased technology and patents $ 304,657 $ (202,854) $ 101,803 Customer lists 877,757 (269,481) 608,276 Amortizing tradenames and other 20,446 (7,086) 13,360 Total amortizing intangible assets $ 1,202,860 $ (479,421) $ 723,439 Indefinite-lived: Trademarks and tradenames $ 90,288 December 31, 2023 Definite-lived: Purchased technology and patents $ 291,142 $ (196,388) $ 94,754 Customer lists 837,453 (253,267) 584,186 Amortizing tradenames and other 21,035 (7,117) 13,918 Total amortizing intangible assets $ 1,149,630 $ (456,772) $ 692,858 Indefinite-lived: Trademarks and tradenames $ 90,288 (5.) GOODWILL AND OTHER INTANGIBLE ASSETS, NET Aggregate intangible asset amortization expense comprises the following (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Cost of sales $ 3,707 $ 4,037 $ 8,056 $ 8,014 Selling, general and administrative expenses 9,991 9,070 19,079 18,017 Total intangible asset amortization expense $ 13,698 $ 13,107 $ 27,135 $ 26,031 Estimated future intangible asset amortization expense based on the carrying value as of June 28, 2024 is as follows (in thousands): Remainder of 2024 2025 2026 2027 2028 After 2028 Amortization Expense $ 27,739 $ 54,052 $ 53,330 $ 51,838 $ 50,032 $ 486,448 |
DEBT
DEBT | 6 Months Ended |
Jun. 28, 2024 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Long-term debt comprises the following (in thousands): June 28, 2024 December 31, 2023 Principal Amount UnamortizedDiscounts and Issuance Costs Net Carrying Amount Principal Amount UnamortizedDiscounts and Issuance Costs Net Carrying Amount Senior Secured Credit Facilities: Revolving credit facilities $ 256,000 $ — $ 256,000 $ 99,000 $ — $ 99,000 Term loan A 375,000 (1,498) 373,502 375,000 (1,687) 373,313 2028 Convertible Notes 500,000 (10,973) 489,027 500,000 (12,388) 487,612 Total $ 1,131,000 $ (12,471) $ 1,118,529 $ 974,000 $ (14,075) $ 959,925 Current portion of long-term debt — — Long-term debt $ 1,118,529 $ 959,925 In September 2021, the Company entered into a credit agreement (the “2021 Credit Agreement”), governing the Company’s senior secured credit facilities (the “Senior Secured Credit Facilities”). In February 2023, the Company issued $500 million aggregate principal amount of 2.125% Convertible Senior Notes due in 2028 (the “2028 Convertible Notes”). For additional details about the Senior Secured Credit Facilities, the 2028 Convertible Notes and the Capped Call Transactions as defined below, refer to Note 8, “Debt” of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Third Amendment to the 2021 Credit Agreement On July 1, 2024, the Company entered into a third amendment (the “Third Amendment”) to the 2021 Credit Agreement. The Third Amendment amended the terms of the 2021 Credit Agreement to increase the maximum borrowing capacity of the Company under the Revolving Credit Facility pursuant to the 2021 Credit Agreement by $300 million from $500 million to $800 million. All other terms of the 2021 Credit Agreement remain unchanged. Senior Secured Credit Facilities As of June 28, 2024, the Company maintained Senior Secured Credit Facilities consisting of a five-year $500 million revolving credit facility (the “Revolving Credit Facility”) and a five-year “term A” loan (the “TLA Facility”). (6.) DEBT (Continued) Revolving Credit Facility The Revolving Credit Facility matures on February 15 , 2028 . As of June 28, 2024, the Company had available borrowing capacity on the Revolving Credit Facility of $240.5 million after giving effect to $256.0 million of outstanding borrowings and $3.5 million of outstanding standby letters of credit. Borrowings under the Revolving Credit Facility bear interest at a rate based on the secured overnight financing rate for the applicable interest period plus an adjustment of 0.10% per annum, in relation to any loan in U.S. dollars, and the Euro Interbank Offered Rate, in relation to any loan in Euros, plus a margin based on the Company’s Secured Net Leverage Ratio (as defined in the 2021 Credit Agreement). In addition, the Company is required to pay a commitment fee on the unused portion of the Revolving Credit Facility, which ranges between 0.15% and 0.25%, depending on the Company’s Secured Net Leverage Ratio. As of June 28, 2024, the weighted average interest rate on outstanding borrowings under the Revolving Credit Facility was 6.94% and the commitment fee on the unused portion of the Revolving Credit Facility was 0.18%. TLA Facility The TLA Facility matures on February 15 , 2028 , and requires quarterly installments. The quarterly principal installments under the TLA Facility increase over the term of the loan. During 2023, the Company prepaid the contractual amounts due on the TLA Facility through the second quarter of 2025. The interest rate terms for the TLA Facility are the same as those described above for the Revolving Credit Facility borrowings in U.S. dollars. As of June 28, 2024, the interest rate on the TLA Facility was 6.94%. Covenants The 2021 Credit Agreement contains customary terms and conditions, including representations and warranties and affirmative and negative covenants, as well as financial covenants for the benefit of the lenders under the Revolving Credit Facility and the TLA Facility, which require the Company to not exceed a specified maximum Total Net Leverage Ratio (as defined in the 2021 Credit Agreement) and an interest coverage ratio as of the end of each fiscal quarter. As of June 28, 2024, the Company was in compliance with these financial covenants. Contractual principal maturities under the Senior Secured Credit Facilities as of June 28, 2024, are as follows (in thousands): Remainder of 2024 2025 2026 2027 2028 Future minimum principal payments $ — $ 10,000 $ 27,500 $ 30,000 $ 563,500 2028 Convertible Notes In February 2023, the Company issued the 2028 Convertible Notes with an aggregate principal amount of $500 million in a private offering, which aggregate principal amount included the exercise in full of the initial purchasers’ option to purchase up to an additional $65 million principal amount of the 2028 Convertible Notes. The 2028 Convertible Notes were issued pursuant to an indenture dated as of February 3, 2023, by and between the Company and Wilmington Trust, National Association, as trustee. The 2028 Convertible Notes are senior unsecured obligations of the Company, which bear interest at a fixed rate of 2.125% per annum, payable semiannually in arrears on February 15 and August 15 of each year. The 2028 Convertible Notes will mature on February 15, 2028 unless repurchased, redeemed, or converted in accordance with their terms prior to such date and do not contain financial maintenance covenants. The 2028 Convertible Notes are convertible at an initial conversion rate of 11.4681 shares of the Company’s common stock per $1,000 principal amount of the 2028 Convertible Notes, which is equivalent to an initial conversion price of approximately $87.20 per share of common stock. The conversion rate is subject to standard anti-dilutive adjustments and adjustments upon the occurrence of specified events. The Company may not redeem the 2028 Convertible Notes prior to February 20, 2026. The Company may redeem for cash all or any portion of the 2028 Convertible Notes, at its option, on or after February 20, 2026 and prior to February 15, 2028, if the last reported sale price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending not more than two (6.) DEBT (Continued) Holders of the 2028 Convertible Notes may convert all or a portion of their 2028 Convertible Notes at their option prior to November 15, 2027, in multiples of $1,000 principal amounts, only under the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on March 31, 2023 (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five business day period after any ten consecutive trading day period (the “Measurement Period”) in which the trading price (as defined in the indenture governing the 2028 Convertible Notes) per $1,000 principal amount of the 2028 Convertible Notes for each trading day of the Measurement Period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate in effect on each such trading day; • if the Company calls any or all of the 2028 Convertible Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or • upon the occurrence of specified corporate events. On or after November 15, 2027 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2028 Convertible Notes, in multiples of $1,000 principal amount, at the option of the holder regardless of the foregoing circumstances. Upon conversion, the 2028 Convertible Notes will be settled in cash up to the aggregate principal amount of the 2028 Convertible Notes to be converted, and in cash, shares of the Company’s common stock or a combination thereof, at the Company’s option, in respect of the remainder, if any, of the Company’s conversion obligation in excess of the aggregate principal amount of the 2028 Convertible Notes being converted. If the Company undergoes a fundamental change (as defined in the indenture governing the 2028 Convertible Notes), subject to certain conditions, holders may require the Company to repurchase for cash all or any portion of their 2028 Convertible Notes, in principal amounts of $1,000 or a multiple thereof, at a fundamental change repurchase price equal to 100% of the principal amount of the 2028 Convertible Notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date. In addition, following certain corporate events or if the Company issues a notice of redemption, it will, under certain circumstances, increase the conversion rate for holders who elect to convert their 2028 Convertible Note in connection with such corporate event or during the relevant redemption period. As of June 28, 2024, the conditions allowing holders of the 2028 Convertible Notes to convert had been met and, therefore, the 2028 Convertible Notes became eligible for conversion at the option of the holders beginning on July 1, 2024 and ending at the close of business on September 30, 2024. Any determination regarding the convertibility of the 2028 Convertible Notes during future periods will be made in accordance with the terms of the indenture governing the 2028 Convertible Notes. If a conversion request occurs, the Company has the intent and ability to refinance the amounts that may become due with respect to the 2028 Convertible Notes using the available borrowing capacity under the Revolving Credit Facility after entry into the Third Amendment to the 2021 Credit Agreement on July 1, 2024. As such, these obligations with respect to the 2028 Convertible Notes continue to be classified as a long-term liability on the Condensed Consolidated Balance Sheet at June 28, 2024. The 2028 Convertible Notes are accounted for as a single liability measured at amortized cost. The discount and issuance costs related to the 2028 Convertible Notes are being amortized to interest expense over the contractual term of the 2028 Convertible Notes at an effective interest rate of 2.76%. Capped Call Transactions In connection with the issuance of the 2028 Convertible Notes, the Company entered into privately negotiated capped call transactions (the “Capped Calls”) with certain financial institutions. The Capped Calls are expected generally to reduce the potential dilution to the Company’s common stock in connection with any conversion of the 2028 Convertible Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted 2028 Convertible Notes, as the case may be, with such reduction and/or offset subject to a cap based on the strike price of written warrants. The initial upper strike price of the Capped Calls is $108.59 per share and is subject to certain adjustments under the terms of the Capped Calls. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 28, 2024 | |
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 (the “Board”) or the Compensation and Organization Committee (the “Compensation Committee”) of the Board. The stock-based compensation plans provide for the granting of stock options, restricted stock awards, performance awards, time-based restricted stock units (“RSUs”), performance-based RSUs (“PRSUs”), stock appreciation rights and stock bonuses to employees, non-employee directors, consultants, and service providers. Stock-based Compensation Expense The classification of stock-based compensation expense was as follows (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Cost of sales $ 823 $ 1,155 $ 2,084 $ 2,262 Selling, general and administrative 4,696 4,085 9,812 8,550 Research, development and engineering 232 259 683 728 Restructuring and other charges 15 2 35 63 Total stock-based compensation expense $ 5,766 $ 5,501 $ 12,614 $ 11,603 Stock Options The following table summarizes the Company’s stock option activity for the six month period ended June 28, 2024: Number of Weighted Weighted Aggregate Outstanding at December 31, 2023 158,089 $ 40.35 Exercised (16,621) 44.65 Outstanding and exercisable at June 28, 2024 141,468 $ 39.84 2.5 $ 10.7 Time-Based Restricted Stock Units Most RSUs granted to employees during the six months ended June 28, 2024 vest over a period of three years from the grant date, subject to the recipient’s continuous service to the Company. RSUs are issued to members of the Board as a portion of their annual retainer and vest quarterly over a period of one year. The grant-date fair value of all RSUs is equal to the closing market price of Integer common stock on the date of grant. The following table summarizes RSU activity for the six month period ended June 28, 2024: Time-Vested Weighted Nonvested at December 31, 2023 349,755 $ 76.63 Granted 141,946 106.98 Vested (143,773) 79.08 Forfeited (22,626) 82.50 Nonvested at June 28, 2024 325,302 $ 88.38 (7.) STOCK-BASED COMPENSATION (Continued) Performance-Based Restricted Stock Units For the Company’s PRSUs, in addition to service conditions, the ultimate number of shares to be earned (0% to 200% of the target award) depends on the achievement of financial and market-based performance conditions. The financial performance conditions are based on the Company’s sales targets over a three year performance period. The market-based performance conditions are based on the Company’s achievement of a relative total shareholder return performance requirement, on a percentile basis, compared to a defined group of peer companies over a three year performance period, or contingent upon achieving specified stock price milestones over a five year performance period. The following table summarizes PRSU activity for the six month period ended June 28, 2024: Performance- Weighted Nonvested at December 31, 2023 275,503 $ 84.57 Granted 78,246 110.54 Performance adjustment (a) 111,590 93.38 Vested (223,180) 93.38 Forfeited (3,786) 83.02 Nonvested at June 28, 2024 238,373 $ 89.00 __________ (a) Represents additional PRSUs earned related to above-target achievement of performance conditions, the achievement of which was based upon predefined performance targets established by the Compensation Committee at the initial grant date. The Company uses a Monte Carlo simulation model to determine the grant-date fair value of awards with market-based performance conditions. The grant-date fair value of all other PRSUs 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 PRSU awards granted with market-based performance conditions are as follows: Six Months Ended June 28, June 30, Weighted average fair value $ 117.96 $ 74.29 Risk-free interest rate 4.13 % 3.79 % Expected volatility 34 % 46 % Expected life (in years) 3.0 3.0 Expected dividend yield — % — % The valuation of the market-based PRSUs granted during 2024 and 2023 also reflects a weighted average illiquidity discount of 8.00% and 11.23%, respectively, related to the six-month period that recipients are restricted from selling, transferring, pledging or assigning the underlying shares, in the event of vesting. |
RESTRUCTURING AND OTHER CHARGES
RESTRUCTURING AND OTHER CHARGES | 6 Months Ended |
Jun. 28, 2024 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING AND OTHER CHARGES | RESTRUCTURING AND OTHER CHARGES Restructuring and other charges comprise the following (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Restructuring charges $ 1,103 $ 936 $ 2,531 $ 2,000 Acquisition and integration costs 1,056 556 7,391 938 Other general expenses (1,173) 26 (1,055) 109 Total restructuring and other charges $ 986 $ 1,518 $ 8,867 $ 3,047 Restructuring programs Operational excellence The Company’s operational excellence initiatives mainly consist of costs associated with executing on its sales force, manufacturing, business process and performance excellence operational strategic imperatives. These projects focus on changing the Company’s organizational structure to match product line growth strategies and customer needs, transitioning its manufacturing process into a competitive advantage and standardizing and optimizing its business processes. Strategic reorganization and alignment The Company’s strategic reorganization and alignment initiatives primarily include those that align resources with market conditions and the Company’s strategic direction in order to enhance the profitability of its portfolio of products. Manufacturing alignment to support growth The Company’s manufacturing alignment to support growth initiatives are designed to reduce costs, improve operating efficiencies or increase capacity to accommodate growth, which may involve relocation or consolidation of manufacturing operations. The following table comprises restructuring and restructuring-related charges by classification in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Income (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Restructuring charges: Restructuring and other charges $ 1,103 $ 936 $ 2,531 $ 2,000 Restructuring-related expenses (a) : Cost of sales 391 516 730 693 Selling, general and administrative 515 1,346 652 1,587 Research, development and engineering 168 318 169 641 Total restructuring and restructuring-related charges $ 2,177 $ 3,116 $ 4,082 $ 4,921 __________ (a) Restructuring-related expenses primarily include retention bonuses, consulting expenses and professional fees. (8.) RESTRUCTURING AND OTHER CHARGES (Continued) The following table summarizes the activity for restructuring reserves (in thousands): Operational Strategic reorganization and alignment Manufacturing alignment to support growth Total December 31, 2023 $ 21 $ 125 $ 1,290 $ 1,436 Charges incurred, net of reversals 1,104 181 1,246 2,531 Cash payments (969) (248) (2,171) (3,388) Non-cash adjustments — — (339) (339) June 28, 2024 $ 156 $ 58 $ 26 $ 240 Acquisition and integration costs Acquisition and integration costs primarily consist of professional fees and other costs related to business acquisitions. During the six months ended June 28, 2024, acquisition and integration costs primarily related to the Pulse and InNeuroCo acquisitions. During the six months ended June 30, 2023, acquisition and integration costs primarily related to the Aran and Oscor acquisitions. Acquisition and integration costs for the six months ended June 30, 2023 included a benefit of $0.3 million to adjust the fair value of acquisition-related contingent consideration liabilities. See Note 13, “Financial Instruments and Fair Value Measurements” for additional information related to the fair value measurement of the contingent consideration. Other general expenses During the six months ended June 28, 2024 and June 30, 2023, the Company recorded expenses related to other initiatives not described above, which primarily include gains and losses in connection with the disposal of property, plant and equipment. In addition, during the second quarter of 2024 the Company recorded $1.2 million of loss recoveries relating to property damage which occurred in the fourth quarter of 2023 at one of its manufacturing facilities. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 28, 2024 | |
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 the second quarter of 2024 was 21.9% on $40.0 million of income before taxes compared to 19.8% on $29.9 million of income before taxes for the same period in 2023. The Company’s effective tax rate for the six months ended June 28, 2024 was 20.1% on $64.8 million of income before taxes compared to 19.3% on $45.9 million of income before taxes for the same period of 2023. The difference between the Company’s effective tax rates and the U.S. federal statutory income tax rate of 21% for the second quarter and first six months of 2024 and 2023 is due principally to the net impact of the Company’s earnings outside the U.S., which are generally taxed at rates that differ from the U.S. federal rate, the Global Intangible Low-Taxed Income (“GILTI”) tax, the Foreign Derived Intangible Income (“FDII”) deduction, the availability of tax credits and the recognition of certain discrete tax items. For the second quarter and first six months of 2024, the Company recorded discrete tax expense of $0.5 million and a discrete tax benefit of $0.3 million, respectively. The discrete tax expense for the second quarter of 2024 relates predominately to unfavorable return to provision adjustments attributable to certain foreign tax returns filed during the quarter. The net discrete tax benefit recorded for the six months of 2024 includes discrete tax amounts for the first quarter of 2024 predominately related to excess tax benefits, net of deductibility limitations, recognized upon vesting of RSUs. For the second quarter and first six months of 2023, the Company recorded discrete tax expense of $0.4 million and $0.5 million, respectively. The discrete tax expense for the second quarter and the six months of 2023 predominately related to unfavorable return to provision adjustments attributable to certain foreign tax returns filed during the quarter. The remainder of the discrete tax amounts relate predominately to excess tax benefits recognized upon vesting of RSUs during those periods partially offset by tax expense from shortfalls recorded for the forfeiture of certain PRSUs. On December 15, 2022, the European Union (“EU”) Member States formally adopted the EU’s Pillar Two Directive, which generally provides for a minimum effective tax rate of 15%, as established by the Organization for Economic Co-operation and Development (“OECD”) Pillar Two Framework. The effective dates are January 1, 2024 and January 1, 2025, for different aspects of the directive. A significant number of other countries are expected to also implement similar legislation with varying effective dates in the future. The Company is continuing to evaluate the potential impact on future periods of the Pillar Two Framework, pending legislative adoption by additional individual countries. The Company’s 2024 provision for income taxes includes the impact of the Pillar Two 15% Global Minimum Tax, with an enactment date of January 1, 2024. Unrecognized tax benefits reflect the difference between positions taken or expected to be taken on income tax returns and the amounts reflected in the financial statements. As of June 28, 2024, the Company had unrecognized tax benefits of approximately $6.5 million, substantially all of which would favorably impact the effective tax rate, net of federal benefit on state issues, if recognized. As of June 28, 2024, the Company believes it is reasonably possible that a reduction of approximately $0.5 million of the balance of unrecognized tax benefits may occur within the next 12 months as a result of various statute expirations, audit closures, and/or tax settlements. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 28, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Contingent Consideration Arrangements The Company records contingent consideration liabilities related to the earn-out provisions for certain acquisitions. See Note 13, “Financial Instruments and Fair Value Measurements” for additional information. 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. |
EARNINGS PER SHARE (_EPS_)
EARNINGS PER SHARE (“EPS”) | 6 Months Ended |
Jun. 28, 2024 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE (“EPS”) | EARNINGS 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 Six Months Ended June 28, June 30, June 28, June 30, Numerator for basic and diluted EPS: Net income $ 31,246 $ 23,971 $ 51,754 $ 37,036 Denominator for basic and diluted EPS: Weighted average shares outstanding - Basic 33,600 33,312 33,540 33,285 Dilutive effect of share-based awards 476 374 481 346 Dilutive impact of convertible notes 1,453 — 1,243 — Weighted average shares outstanding - Diluted 35,529 33,686 35,264 33,631 Basic EPS $ 0.93 $ 0.72 $ 1.54 $ 1.11 Diluted EPS $ 0.88 $ 0.71 $ 1.47 $ 1.10 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 Six Months Ended June 28, June 30, June 28, June 30, RSUs 3 — 2 2 PRSUs 41 83 41 108 The dilutive effect for the Company's 2028 Convertible Notes is calculated using the if-converted method. The Company is required, pursuant to the indenture governing the 2028 Convertible Notes, to settle the principal amount of the 2028 Convertible Notes in cash and may elect to settle the remaining conversion obligation ( the in-the-money portion ) in cash, shares of the Company's common stock, or a combination thereof. Because the principal amount of the 2028 Convertible Notes must be settled in cash, the dilutive impact of applying the if-converted method is limited to the in-the-money portion, if any, of the 2028 Convertible Notes . During the three and six months ended June 30, 2023 , the potential conversion of the 2028 Convertible Notes was not included in the diluted earnings per share calculation because the conversion feature in the 2028 Convertible Notes was out of the money and all associated shares were antidilutive. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Jun. 28, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS’ EQUITY Common Stock The following is a summary of the number of shares of common stock issued and outstanding for the six month periods ended June 28, 2024 and June 30, 2023: Six Months Ended June 28, June 30, Shares outstanding at beginning of period 33,329,648 33,169,778 Stock options exercised 16,621 58,413 Vested and settled RSUs and PRSUs, net of shares withheld to cover taxes 184,910 79,889 Shares outstanding at end of period 33,531,179 33,308,080 Accumulated Other Comprehensive Income Accumulated other comprehensive income (“AOCI”) comprises the following (in thousands): Defined Cash Foreign Total Tax Net-of-Tax March 29, 2024 $ (28) $ 3,528 $ 5,091 $ 8,591 $ (720) $ 7,871 Unrealized loss on cash flow hedges — (3,797) — (3,797) 797 (3,000) Realized gain on foreign currency hedges — (439) — (439) 93 (346) Foreign currency translation loss — — (3,911) (3,911) — (3,911) June 28, 2024 $ (28) $ (708) $ 1,180 $ 444 $ 170 $ 614 December 31, 2023 $ (28) $ 2,153 $ 18,529 $ 20,654 $ (431) $ 20,223 Unrealized loss on cash flow hedges — (1,991) — (1,991) 418 (1,573) Realized gain on foreign currency hedges — (870) — (870) 183 (687) Foreign currency translation loss — — (17,349) (17,349) — (17,349) June 28, 2024 $ (28) $ (708) $ 1,180 $ 444 $ 170 $ 614 March 31, 2023 $ (346) $ 3,927 $ 12,075 $ 15,656 $ (690) $ 14,966 Unrealized gain on cash flow hedges — 2,126 — 2,126 (447) 1,679 Realized gain on foreign currency hedges — (1,318) — (1,318) 277 (1,041) Realized gain on interest rate swap hedge — (675) — (675) 142 (533) Foreign currency translation loss — — (2,901) (2,901) — (2,901) June 30, 2023 $ (346) $ 4,060 $ 9,174 $ 12,888 $ (718) $ 12,170 December 31, 2022 $ (346) $ 1,760 $ 4,150 $ 5,564 $ (235) $ 5,329 Unrealized gain on cash flow hedges — 5,572 — 5,572 (1,170) 4,402 Realized gain on foreign currency hedges — (2,010) — (2,010) 422 (1,588) Realized gain on interest rate swap hedge — (1,262) — (1,262) 265 (997) Foreign currency translation gain — — 5,024 5,024 — 5,024 June 30, 2023 $ (346) $ 4,060 $ 9,174 $ 12,888 $ (718) $ 12,170 |
FINANCIAL INSTRUMENTS AND FAIR
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 28, 2024 | |
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 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 may use 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 Condensed Consolidated Balance Sheets. The following tables provide information regarding assets and liabilities recorded at fair value on a recurring basis (in thousands): Fair Value Quoted Significant Significant June 28, 2024 Assets: Foreign currency hedging contracts $ 313 $ — $ 313 $ — Liabilities: Foreign currency hedging contracts 1,021 — 1,021 — Liabilities: Contingent consideration 4,454 — — 4,454 December 31, 2023 Assets: Foreign currency hedging contracts $ 2,153 $ — $ 2,153 $ — Liabilities: Contingent consideration 876 — — 876 Derivatives Designated as Hedging Instruments 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 as of June 28, 2024 is as follows (dollars in thousands): Notional Amount Maturity Date $/Foreign Currency Fair Value Balance Sheet Location $ 25,911 Dec 2024 1.0807 Euro $ (99) Accrued expenses and other current liabilities 10,004 Dec 2024 0.0246 UYU Peso 286 Prepaid expenses and other current assets 46,418 Jun 2025 0.0542 MXN Peso $ (922) Accrued expenses and other current liabilities 8,655 Dec 2025 0.0506 MXN Peso 27 Other long-term assets Information regarding outstanding foreign currency forward contracts as of December 31, 2023 is as follows (dollars in thousands): Notional Amount Maturity Date $/Foreign Currency Fair Value Balance Sheet Location $ 51,389 Dec 2024 1.0831 Euro $ 1,389 Prepaid expenses and other current assets 19,392 Dec 2024 0.0566 MXN Peso 182 Prepaid expenses and other current assets 19,201 Dec 2024 0.0248 UYU Peso 582 Prepaid expenses and other current assets (13.) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued) The following tables present the effect of cash flow hedge derivative instruments on the Company’s Condensed Consolidated Statements of Operations and Comprehensive Income for the three and six months ended June 28, 2024 and June 30, 2023 (in thousands): Three Months Ended June 28, 2024 June 30, 2023 Total Amount of Gain (Loss) on Cash Flow Hedge Activity Total Amount of Gain (Loss) on Cash Flow Hedge Activity Sales $ 436,202 $ (76) $ 400,044 $ (83) Cost of sales 316,809 449 294,240 1,384 Operating expenses 64,207 66 64,228 17 Interest expense 15,278 — 11,459 675 Six Months Ended June 28, 2024 June 30, 2023 Total Amount of Gain (Loss) on Cash Flow Hedge Activity Total Amount of Gain (Loss) on Cash Flow Hedge Activity Sales $ 851,007 $ (66) $ 778,829 $ (134) Cost of sales 621,774 806 576,352 2,092 Operating expenses 134,770 130 126,735 52 Interest expense 29,949 — 28,713 1,262 Unrealized Gain (Loss) Recognized in OCI Realized Gain (Loss) Reclassified from AOCI Three Months Ended Location in Statements of Operations and Comprehensive Income Three Months Ended June 28, June 30, June 28, June 30, Interest rate swap $ — $ 6 Interest expense $ — $ 675 Foreign exchange contracts (295) 364 Sales (76) (83) Foreign exchange contracts (3,209) 1,739 Cost of sales 449 1,384 Foreign exchange contracts (293) 17 Operating expenses 66 17 Six Months Ended Location in Statements of Operations and Comprehensive Income Six Months Ended June 28, June 30, June 28, June 30, Interest rate swap $ — $ — Interest expense $ — $ 1,262 Foreign exchange contracts (1,554) 513 Sales (66) (134) Foreign exchange contracts (493) 5,014 Cost of sales 806 2,092 Foreign exchange contracts 56 45 Operating expenses 130 52 The Company expects to reclassify net losses totaling $0.7 million related to its cash flow hedges from AOCI into earnings during the next twelve months. (13.) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued) Derivatives Not Designated as Hedging Instruments The Company also has foreign currency exposure on balances, primarily intercompany, that are denominated in a foreign currency and are adjusted to current values using period-end exchange rates. To minimize foreign currency exposure, the Company enters into foreign currency contracts with a one month maturity. At June 28, 2024 and December 31, 2023, the Company had total gross notional amounts of $25.0 million and $23.0 million, respectively, of foreign currency contracts outstanding that were not designated as hedges. The fair value of derivatives not designated as hedges was not material for any period presented. Gains/losses on foreign currency contracts not designated as hedging instruments are included in Other (gain) loss, net on the Condensed Consolidated Statements of Operations and Comprehensive Income. The Company recorded net losses of $0.3 million and $1.2 million, respectively, for the three and six months ended June 28, 2024, compared to net losses of approximately $0.1 million for the three and six months ended June 30, 2023. Each of the foreign currency contracts not designated as hedging instruments will have approximately offsetting effects from the underlying intercompany loans subject to foreign exchange remeasurement. Contingent Consideration 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 three and six months ended June 28, 2024 and June 30, 2023 (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Fair value measurement at beginning of period $ 4,454 $ 11,732 $ 876 $ 11,756 Amount recorded for current year acquisitions — — 3,578 — Fair value measurement adjustment — — — (265) Payments — (11,177) — (11,177) Foreign currency translation — — — 241 Fair value measurement at end of period $ 4,454 $ 555 $ 4,454 $ 555 The contingent consideration at June 28, 2024 is the estimated fair value of the Company’s remaining obligations, under the purchase agreements for Pulse and InNeuroCo, to make additional payments if certain revenue goals are met. As of June 28, 2024 and December 31, 2023, the contingent consideration liability of $4.5 million and $0.9 million, respectively, was non-current and included in Other long-term liabilities on the Condensed Consolidated Balance Sheets. On January 5, 2024, the Company acquired 100% of the outstanding capital stock of Pulse. The fair value of the contingent consideration liability relating to the acquisition of Pulse was $3.6 million at the date of acquisition and at June 28, 2024. See Note 2, “Business Acquisitions,” for additional information about the Pulse acquisition and related contingent consideration. Effective as of October 1, 2023, the Company acquired certain assets and assumed certain liabilities of InNeuroCo. The fair value of the contingent consideration liability relating to the InNeuroCo acquisition was $0.9 million at the date of acquisition and at June 28, 2024. See Note 2, “Business Acquisitions,” for additional information about the InNeuroCo acquisition and related contingent consideration. 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 and TLA 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. As of June 28, 2024 and December 31, 2023, the estimated fair value of the 2028 Convertible Notes was approximately $711 million and $635 million, respectively. The estimated fair value of the 2028 Convertible Notes was determined through consideration of quoted market prices. The fair value of the 2028 Convertible Notes is categorized in Level 2 of the fair value hierarchy. (13.) FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Continued) 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. Equity investments comprise the following (in thousands): June 28, December 31, Equity method investment $ 8,900 $ 7,771 Non-marketable equity securities 427 427 Total equity investments $ 9,327 $ 8,198 The components of (Gain) loss on equity investments for each period were as follows (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Equity method investment (gain) loss $ 7 $ (134) $ (1,129) $ 21 The Company’s equity method investment is in a venture capital fund focused on investing in life sciences companies. As of June 28, 2024, the Company owned 7.3% of this fund. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 28, 2024 | |
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 by product line (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Segment sales by product line: Medical Cardio & Vascular $ 231,335 $ 208,494 $ 453,171 $ 399,697 Cardiac Rhythm Management & Neuromodulation 167,635 153,411 323,892 298,550 Advanced Surgical, Orthopedics & Portable Medical 28,408 27,206 57,529 55,130 Total Medical 427,378 389,111 834,592 753,377 Non-Medical 8,824 10,933 16,415 25,452 Total sales $ 436,202 $ 400,044 $ 851,007 $ 778,829 The following table presents income for the Company’s reportable segments (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Segment income: Medical $ 81,410 $ 68,497 $ 153,763 $ 123,303 Non-Medical 508 278 807 4,304 Total segment income 81,918 68,775 154,570 127,607 Unallocated operating expenses (26,732) (27,199) (60,107) (51,865) Operating income 55,186 41,576 94,463 75,742 Unallocated expenses, net (15,158) (11,684) (29,700) (29,853) Income before taxes $ 40,028 $ 29,892 $ 64,763 $ 45,889 |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS | 6 Months Ended |
Jun. 28, 2024 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | REVENUE FROM CONTRACTS WITH CUSTOMERS 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 14, “Segment Information.” Revenue recognized from products and services transferred to customers over time represented 32% and 33%, respectively, of total revenue for the three and six months ended June 28, 2024, compared to 27% for the three and six months ended June 30, 2023. Substantially all of the revenue recognized from products and services transferred to customers over time during the periods presented was within the Medical segment. The following tables present 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 June 28, 2024 June 30, 2023 Customer Medical Non-Medical Medical Non-Medical Customer A 17% * 17% * Customer B 16% * 17% * Customer C 14% * 13% * Customer D * 22% * 20% Customer E * 10% * * Customer F * 12% * * All other customers 53% 56% 53% 80% Six Months Ended June 28, 2024 June 30, 2023 Customer Medical Non-Medical Medical Non-Medical Customer A 17% * 18% * Customer B 15% * 17% * Customer C 14% * 13% * Customer D * 20% * 21% Customer E * 12% * * Customer F * 10% * * All other customers 54% 58% 52% 79% __________ * Less than 10% of segment’s total revenues for the period. (15.) REVENUE FROM CONTRACTS WITH CUSTOMERS The following tables present 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 June 28, 2024 June 30, 2023 Ship to Location Medical Non-Medical Medical Non-Medical United States 56% 59% 54% 64% Canada * * * 12% All other countries 44% 41% 46% 24% Six Months Ended June 28, 2024 June 30, 2023 Ship to Location Medical Non-Medical Medical Non-Medical United States 57% 58% 54% 62% Canada * 11% * 11% United Kingdom * 11% * * All other countries 43% 20% 46% 27% __________ * 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): June 28, December 31, Contract assets $ 97,212 $ 85,871 Contract liabilities 5,066 6,142 During the three and six months ended June 28, 2024, the Company recognized $1.3 million and $2.8 million, respectively, of revenue that was included in the contract liability balance as of December 31, 2023. During the three and six months ended June 30, 2023, the Company recognized $1.3 million and $2.7 million, respectively, of revenue that was included in the contract liability balance as of December 31, 2022. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net income | $ 31,246 | $ 23,971 | $ 51,754 | $ 37,036 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 28, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jun. 28, 2024 | |
Accounting Policies [Abstract] | |
Interim Basis of Accounting | 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. The results for interim periods are not necessarily indicative of results or trends that may be expected for the fiscal year as a whole. The condensed consolidated financial statements were prepared using U.S. GAAP, which require 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. |
Factoring Arrangements | Factoring Arrangements The Company has receivable factoring arrangements, pursuant to which certain receivables may be sold on a non-recourse basis to financial institutions. Transactions under the receivables factoring arrangements are accounted for as sales under ASC 860, Transfers and Servicing of Financial Assets |
Supplier Financing Arrangements | Supplier Financing Arrangements |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company considers the applicability and impact of all Accounting Standard Updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). The Company evaluated all recent accounting pronouncements issued, including those that are currently effective, and determined that the adoption of these pronouncements would not have a material effect on the financial position, results of operations or cash flows of the Company. 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 year ended December 31, 2023, that are of significance, or potential significance, to the Company. |
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. |
Equity Investments | 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. |
BUSINESS ACQUISITIONS (Tables)
BUSINESS ACQUISITIONS (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | |
Schedule of Final Allocation of Purchase Consideration | The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed (in thousands): Fair value of net assets acquired Current assets (excluding inventory) $ 7,456 Inventory 8,612 Property, plant and equipment 25,950 Goodwill 38,058 Definite-lived intangible assets 64,000 Finance lease assets 7,964 Current liabilities (1,760) Finance lease liabilities (7,936) Fair value of net assets acquired $ 142,344 Fair value of net assets acquired Current assets (excluding inventory) $ 6,924 Inventory 5,376 Property, plant and equipment 3,436 Goodwill 20,989 Definite-lived intangible assets 9,200 Operating lease assets 2,072 Current liabilities (2,331) Operating lease liabilities (1,157) Fair value of net assets acquired $ 44,509 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The purchase price was allocated to intangible assets as follows (dollars in thousands): Definite-lived Intangible Assets Fair Value Assigned Weighted Average Amortization Period Weighted Average Discount Rate Customer lists $ 48,000 20.0 13.0% Technology 16,000 10.0 13.0% $ 64,000 The purchase price was allocated to intangible assets as follows (dollars in thousands): Definite-lived Intangible Assets Fair Value Assigned Customer lists $ 4,000 Technology 5,200 $ 9,200 |
Schedule of Business Acquisition, Pro Forma Information | These pro forma results do not purport to be indicative of the results that would have been obtained, or to be a projection of results that may be obtained in the future. Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Sales $ 415,836 $ 811,346 Net income 21,337 28,005 |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures | The following is supplemental information relating to the Condensed Consolidated Statements of Cash Flows (in thousands): Six Months Ended June 28, June 30, Noncash investing and financing activities: Property, plant and equipment purchases included in accounts payable $ 11,791 $ 9,059 Supplemental lease disclosures: Assets acquired under operating leases 4,104 912 Assets acquired under finance leases 5,862 331 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories comprise the following (in thousands): June 28, December 31, Raw materials $ 124,509 $ 115,887 Work-in-process 131,822 106,032 Finished goods 16,004 17,797 Total $ 272,335 $ 239,716 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in the carrying amount of goodwill by reportable segment for the six months ended June 28, 2024 were as follows (in thousands): Medical Non- Medical Total December 31, 2023 $ 994,007 $ 17,000 $ 1,011,007 Pulse acquisition (Note 2) 38,094 — 38,094 Acquisition-related adjustments (Note 2) (36) (36) Foreign currency translation (6,882) — (6,882) June 28, 2024 $ 1,025,183 $ 17,000 $ 1,042,183 |
Schedule of Finite-Lived Intangible Assets, Major Class | Intangible assets comprise the following (in thousands): Gross Accumulated Net June 28, 2024 Definite-lived: Purchased technology and patents $ 304,657 $ (202,854) $ 101,803 Customer lists 877,757 (269,481) 608,276 Amortizing tradenames and other 20,446 (7,086) 13,360 Total amortizing intangible assets $ 1,202,860 $ (479,421) $ 723,439 Indefinite-lived: Trademarks and tradenames $ 90,288 December 31, 2023 Definite-lived: Purchased technology and patents $ 291,142 $ (196,388) $ 94,754 Customer lists 837,453 (253,267) 584,186 Amortizing tradenames and other 21,035 (7,117) 13,918 Total amortizing intangible assets $ 1,149,630 $ (456,772) $ 692,858 Indefinite-lived: Trademarks and tradenames $ 90,288 |
Schedule of Indefinite-Lived Intangible Assets | Intangible assets comprise the following (in thousands): Gross Accumulated Net June 28, 2024 Definite-lived: Purchased technology and patents $ 304,657 $ (202,854) $ 101,803 Customer lists 877,757 (269,481) 608,276 Amortizing tradenames and other 20,446 (7,086) 13,360 Total amortizing intangible assets $ 1,202,860 $ (479,421) $ 723,439 Indefinite-lived: Trademarks and tradenames $ 90,288 December 31, 2023 Definite-lived: Purchased technology and patents $ 291,142 $ (196,388) $ 94,754 Customer lists 837,453 (253,267) 584,186 Amortizing tradenames and other 21,035 (7,117) 13,918 Total amortizing intangible assets $ 1,149,630 $ (456,772) $ 692,858 Indefinite-lived: Trademarks and tradenames $ 90,288 |
Schedule of Finite-Lived Intangible Assets, Amortization Expense | Aggregate intangible asset amortization expense comprises the following (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Cost of sales $ 3,707 $ 4,037 $ 8,056 $ 8,014 Selling, general and administrative expenses 9,991 9,070 19,079 18,017 Total intangible asset amortization expense $ 13,698 $ 13,107 $ 27,135 $ 26,031 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Estimated future intangible asset amortization expense based on the carrying value as of June 28, 2024 is as follows (in thousands): Remainder of 2024 2025 2026 2027 2028 After 2028 Amortization Expense $ 27,739 $ 54,052 $ 53,330 $ 51,838 $ 50,032 $ 486,448 |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | Long-term debt comprises the following (in thousands): June 28, 2024 December 31, 2023 Principal Amount UnamortizedDiscounts and Issuance Costs Net Carrying Amount Principal Amount UnamortizedDiscounts and Issuance Costs Net Carrying Amount Senior Secured Credit Facilities: Revolving credit facilities $ 256,000 $ — $ 256,000 $ 99,000 $ — $ 99,000 Term loan A 375,000 (1,498) 373,502 375,000 (1,687) 373,313 2028 Convertible Notes 500,000 (10,973) 489,027 500,000 (12,388) 487,612 Total $ 1,131,000 $ (12,471) $ 1,118,529 $ 974,000 $ (14,075) $ 959,925 Current portion of long-term debt — — Long-term debt $ 1,118,529 $ 959,925 |
Schedule of Maturities of Long-term Debt | Contractual principal maturities under the Senior Secured Credit Facilities as of June 28, 2024, are as follows (in thousands): Remainder of 2024 2025 2026 2027 2028 Future minimum principal payments $ — $ 10,000 $ 27,500 $ 30,000 $ 563,500 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Employee Service Share-Based Compensation, Allocation of Recognized Period Costs | The classification of stock-based compensation expense was as follows (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Cost of sales $ 823 $ 1,155 $ 2,084 $ 2,262 Selling, general and administrative 4,696 4,085 9,812 8,550 Research, development and engineering 232 259 683 728 Restructuring and other charges 15 2 35 63 Total stock-based compensation expense $ 5,766 $ 5,501 $ 12,614 $ 11,603 |
Schedule of Share-Based Compensation, Stock Options Activity | The following table summarizes the Company’s stock option activity for the six month period ended June 28, 2024: Number of Weighted Weighted Aggregate Outstanding at December 31, 2023 158,089 $ 40.35 Exercised (16,621) 44.65 Outstanding and exercisable at June 28, 2024 141,468 $ 39.84 2.5 $ 10.7 |
Schedule of Share-Based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes RSU activity for the six month period ended June 28, 2024: Time-Vested Weighted Nonvested at December 31, 2023 349,755 $ 76.63 Granted 141,946 106.98 Vested (143,773) 79.08 Forfeited (22,626) 82.50 Nonvested at June 28, 2024 325,302 $ 88.38 The following table summarizes PRSU activity for the six month period ended June 28, 2024: Performance- Weighted Nonvested at December 31, 2023 275,503 $ 84.57 Granted 78,246 110.54 Performance adjustment (a) 111,590 93.38 Vested (223,180) 93.38 Forfeited (3,786) 83.02 Nonvested at June 28, 2024 238,373 $ 89.00 __________ (a) Represents additional PRSUs earned related to above-target achievement of performance conditions, the achievement of which was based upon predefined performance targets established by the Compensation Committee at the initial grant date. |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions | The weighted average fair value and assumptions used to value the PRSU awards granted with market-based performance conditions are as follows: Six Months Ended June 28, June 30, Weighted average fair value $ 117.96 $ 74.29 Risk-free interest rate 4.13 % 3.79 % Expected volatility 34 % 46 % Expected life (in years) 3.0 3.0 Expected dividend yield — % — % |
RESTRUCTURING AND OTHER CHARG_2
RESTRUCTURING AND OTHER CHARGES (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Charges | Restructuring and other charges comprise the following (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Restructuring charges $ 1,103 $ 936 $ 2,531 $ 2,000 Acquisition and integration costs 1,056 556 7,391 938 Other general expenses (1,173) 26 (1,055) 109 Total restructuring and other charges $ 986 $ 1,518 $ 8,867 $ 3,047 The following table comprises restructuring and restructuring-related charges by classification in the Company’s Condensed Consolidated Statements of Operations and Comprehensive Income (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Restructuring charges: Restructuring and other charges $ 1,103 $ 936 $ 2,531 $ 2,000 Restructuring-related expenses (a) : Cost of sales 391 516 730 693 Selling, general and administrative 515 1,346 652 1,587 Research, development and engineering 168 318 169 641 Total restructuring and restructuring-related charges $ 2,177 $ 3,116 $ 4,082 $ 4,921 __________ (a) Restructuring-related expenses primarily include retention bonuses, consulting expenses and professional fees. |
Schedule of Changes in Restructuring Reserves | The following table summarizes the activity for restructuring reserves (in thousands): Operational Strategic reorganization and alignment Manufacturing alignment to support growth Total December 31, 2023 $ 21 $ 125 $ 1,290 $ 1,436 Charges incurred, net of reversals 1,104 181 1,246 2,531 Cash payments (969) (248) (2,171) (3,388) Non-cash adjustments — — (339) (339) June 28, 2024 $ 156 $ 58 $ 26 $ 240 |
EARNINGS PER SHARE (_EPS_) (Tab
EARNINGS PER SHARE (“EPS”) (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | 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 Six Months Ended June 28, June 30, June 28, June 30, Numerator for basic and diluted EPS: Net income $ 31,246 $ 23,971 $ 51,754 $ 37,036 Denominator for basic and diluted EPS: Weighted average shares outstanding - Basic 33,600 33,312 33,540 33,285 Dilutive effect of share-based awards 476 374 481 346 Dilutive impact of convertible notes 1,453 — 1,243 — Weighted average shares outstanding - Diluted 35,529 33,686 35,264 33,631 Basic EPS $ 0.93 $ 0.72 $ 1.54 $ 1.11 Diluted EPS $ 0.88 $ 0.71 $ 1.47 $ 1.10 |
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 Six Months Ended June 28, June 30, June 28, June 30, RSUs 3 — 2 2 PRSUs 41 83 41 108 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Equity [Abstract] | |
Schedule of Common Stock Outstanding Roll Forward | The following is a summary of the number of shares of common stock issued and outstanding for the six month periods ended June 28, 2024 and June 30, 2023: Six Months Ended June 28, June 30, Shares outstanding at beginning of period 33,329,648 33,169,778 Stock options exercised 16,621 58,413 Vested and settled RSUs and PRSUs, net of shares withheld to cover taxes 184,910 79,889 Shares outstanding at end of period 33,531,179 33,308,080 |
Schedule of Accumulated Other Comprehensive Income (Loss) | Accumulated other comprehensive income (“AOCI”) comprises the following (in thousands): Defined Cash Foreign Total Tax Net-of-Tax March 29, 2024 $ (28) $ 3,528 $ 5,091 $ 8,591 $ (720) $ 7,871 Unrealized loss on cash flow hedges — (3,797) — (3,797) 797 (3,000) Realized gain on foreign currency hedges — (439) — (439) 93 (346) Foreign currency translation loss — — (3,911) (3,911) — (3,911) June 28, 2024 $ (28) $ (708) $ 1,180 $ 444 $ 170 $ 614 December 31, 2023 $ (28) $ 2,153 $ 18,529 $ 20,654 $ (431) $ 20,223 Unrealized loss on cash flow hedges — (1,991) — (1,991) 418 (1,573) Realized gain on foreign currency hedges — (870) — (870) 183 (687) Foreign currency translation loss — — (17,349) (17,349) — (17,349) June 28, 2024 $ (28) $ (708) $ 1,180 $ 444 $ 170 $ 614 March 31, 2023 $ (346) $ 3,927 $ 12,075 $ 15,656 $ (690) $ 14,966 Unrealized gain on cash flow hedges — 2,126 — 2,126 (447) 1,679 Realized gain on foreign currency hedges — (1,318) — (1,318) 277 (1,041) Realized gain on interest rate swap hedge — (675) — (675) 142 (533) Foreign currency translation loss — — (2,901) (2,901) — (2,901) June 30, 2023 $ (346) $ 4,060 $ 9,174 $ 12,888 $ (718) $ 12,170 December 31, 2022 $ (346) $ 1,760 $ 4,150 $ 5,564 $ (235) $ 5,329 Unrealized gain on cash flow hedges — 5,572 — 5,572 (1,170) 4,402 Realized gain on foreign currency hedges — (2,010) — (2,010) 422 (1,588) Realized gain on interest rate swap hedge — (1,262) — (1,262) 265 (997) Foreign currency translation gain — — 5,024 5,024 — 5,024 June 30, 2023 $ (346) $ 4,060 $ 9,174 $ 12,888 $ (718) $ 12,170 |
FINANCIAL INSTRUMENTS AND FAI_2
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following tables provide information regarding assets and liabilities recorded at fair value on a recurring basis (in thousands): Fair Value Quoted Significant Significant June 28, 2024 Assets: Foreign currency hedging contracts $ 313 $ — $ 313 $ — Liabilities: Foreign currency hedging contracts 1,021 — 1,021 — Liabilities: Contingent consideration 4,454 — — 4,454 December 31, 2023 Assets: Foreign currency hedging contracts $ 2,153 $ — $ 2,153 $ — Liabilities: Contingent consideration 876 — — 876 Information regarding outstanding foreign currency forward contracts as of June 28, 2024 is as follows (dollars in thousands): Notional Amount Maturity Date $/Foreign Currency Fair Value Balance Sheet Location $ 25,911 Dec 2024 1.0807 Euro $ (99) Accrued expenses and other current liabilities 10,004 Dec 2024 0.0246 UYU Peso 286 Prepaid expenses and other current assets 46,418 Jun 2025 0.0542 MXN Peso $ (922) Accrued expenses and other current liabilities 8,655 Dec 2025 0.0506 MXN Peso 27 Other long-term assets Information regarding outstanding foreign currency forward contracts as of December 31, 2023 is as follows (dollars in thousands): Notional Amount Maturity Date $/Foreign Currency Fair Value Balance Sheet Location $ 51,389 Dec 2024 1.0831 Euro $ 1,389 Prepaid expenses and other current assets 19,392 Dec 2024 0.0566 MXN Peso 182 Prepaid expenses and other current assets 19,201 Dec 2024 0.0248 UYU Peso 582 Prepaid expenses and other current assets |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The following tables present the effect of cash flow hedge derivative instruments on the Company’s Condensed Consolidated Statements of Operations and Comprehensive Income for the three and six months ended June 28, 2024 and June 30, 2023 (in thousands): Three Months Ended June 28, 2024 June 30, 2023 Total Amount of Gain (Loss) on Cash Flow Hedge Activity Total Amount of Gain (Loss) on Cash Flow Hedge Activity Sales $ 436,202 $ (76) $ 400,044 $ (83) Cost of sales 316,809 449 294,240 1,384 Operating expenses 64,207 66 64,228 17 Interest expense 15,278 — 11,459 675 Six Months Ended June 28, 2024 June 30, 2023 Total Amount of Gain (Loss) on Cash Flow Hedge Activity Total Amount of Gain (Loss) on Cash Flow Hedge Activity Sales $ 851,007 $ (66) $ 778,829 $ (134) Cost of sales 621,774 806 576,352 2,092 Operating expenses 134,770 130 126,735 52 Interest expense 29,949 — 28,713 1,262 Unrealized Gain (Loss) Recognized in OCI Realized Gain (Loss) Reclassified from AOCI Three Months Ended Location in Statements of Operations and Comprehensive Income Three Months Ended June 28, June 30, June 28, June 30, Interest rate swap $ — $ 6 Interest expense $ — $ 675 Foreign exchange contracts (295) 364 Sales (76) (83) Foreign exchange contracts (3,209) 1,739 Cost of sales 449 1,384 Foreign exchange contracts (293) 17 Operating expenses 66 17 Six Months Ended Location in Statements of Operations and Comprehensive Income Six Months Ended June 28, June 30, June 28, June 30, Interest rate swap $ — $ — Interest expense $ — $ 1,262 Foreign exchange contracts (1,554) 513 Sales (66) (134) Foreign exchange contracts (493) 5,014 Cost of sales 806 2,092 Foreign exchange contracts 56 45 Operating expenses 130 52 |
Schedule of Estimated Fair Values for Contingent Consideration | 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 three and six months ended June 28, 2024 and June 30, 2023 (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Fair value measurement at beginning of period $ 4,454 $ 11,732 $ 876 $ 11,756 Amount recorded for current year acquisitions — — 3,578 — Fair value measurement adjustment — — — (265) Payments — (11,177) — (11,177) Foreign currency translation — — — 241 Fair value measurement at end of period $ 4,454 $ 555 $ 4,454 $ 555 |
Schedule of Equity Method Investments | Equity investments comprise the following (in thousands): June 28, December 31, Equity method investment $ 8,900 $ 7,771 Non-marketable equity securities 427 427 Total equity investments $ 9,327 $ 8,198 The components of (Gain) loss on equity investments for each period were as follows (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Equity method investment (gain) loss $ 7 $ (134) $ (1,129) $ 21 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Reconciliation of Revenue from Segments to Consolidated | The following table presents sales by product line (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Segment sales by product line: Medical Cardio & Vascular $ 231,335 $ 208,494 $ 453,171 $ 399,697 Cardiac Rhythm Management & Neuromodulation 167,635 153,411 323,892 298,550 Advanced Surgical, Orthopedics & Portable Medical 28,408 27,206 57,529 55,130 Total Medical 427,378 389,111 834,592 753,377 Non-Medical 8,824 10,933 16,415 25,452 Total sales $ 436,202 $ 400,044 $ 851,007 $ 778,829 |
Schedule of Reconciliation of Operating Profit (Loss) from Segments to Consolidated | The following table presents income for the Company’s reportable segments (in thousands): Three Months Ended Six Months Ended June 28, June 30, June 28, June 30, Segment income: Medical $ 81,410 $ 68,497 $ 153,763 $ 123,303 Non-Medical 508 278 807 4,304 Total segment income 81,918 68,775 154,570 127,607 Unallocated operating expenses (26,732) (27,199) (60,107) (51,865) Operating income 55,186 41,576 94,463 75,742 Unallocated expenses, net (15,158) (11,684) (29,700) (29,853) Income before taxes $ 40,028 $ 29,892 $ 64,763 $ 45,889 |
REVENUE FROM CONTRACTS WITH C_2
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 6 Months Ended |
Jun. 28, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue by Major Customers by Reporting Segments | The following tables present 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 June 28, 2024 June 30, 2023 Customer Medical Non-Medical Medical Non-Medical Customer A 17% * 17% * Customer B 16% * 17% * Customer C 14% * 13% * Customer D * 22% * 20% Customer E * 10% * * Customer F * 12% * * All other customers 53% 56% 53% 80% Six Months Ended June 28, 2024 June 30, 2023 Customer Medical Non-Medical Medical Non-Medical Customer A 17% * 18% * Customer B 15% * 17% * Customer C 14% * 13% * Customer D * 20% * 21% Customer E * 12% * * Customer F * 10% * * All other customers 54% 58% 52% 79% __________ * Less than 10% of segment’s total revenues for the period. |
Schedule of Revenue by Ship To Location | The following tables present 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 June 28, 2024 June 30, 2023 Ship to Location Medical Non-Medical Medical Non-Medical United States 56% 59% 54% 64% Canada * * * 12% All other countries 44% 41% 46% 24% Six Months Ended June 28, 2024 June 30, 2023 Ship to Location Medical Non-Medical Medical Non-Medical United States 57% 58% 54% 62% Canada * 11% * 11% United Kingdom * 11% * * All other countries 43% 20% 46% 27% __________ * Less than 10% of segment’s total revenues for the period. |
Schedule of Contract with Customer, Asset and Liability | The opening and closing balances of the Company’s contract assets and contract liabilities are as follows (in thousands): June 28, December 31, Contract assets $ 97,212 $ 85,871 Contract liabilities 5,066 6,142 |
BASIS OF PRESENTATION (Details)
BASIS OF PRESENTATION (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Accounting Policies [Abstract] | ||||
Accounts receivable sold | $ 116.8 | $ 50.3 | ||
Factoring fee | $ 0.4 | $ 0.4 | 0.8 | 0.4 |
Accounts receivable derecognized | 76.2 | 64 | 76.2 | 64 |
Costs associated with supplier financing arrangements | $ 0.6 | $ 0.4 | $ 1.1 | $ 0.8 |
BUSINESS ACQUISITIONS (Narrativ
BUSINESS ACQUISITIONS (Narrative) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Jan. 05, 2024 USD ($) $ / € | Oct. 01, 2023 USD ($) | Jun. 28, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 28, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 28, 2024 USD ($) | |
Business Acquisition [Line Items] | |||||||
Acquisition-related adjustments | $ (36) | ||||||
Pro forma sales | $ 415,836 | $ 811,346 | |||||
Pro forma earnings | 21,337 | 28,005 | |||||
Pulse And InNeuroCo | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition related costs | $ 100 | $ 0 | 5,700 | $ 0 | |||
Pulse Technologies, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Percentage of voting interests acquired | 100% | ||||||
Consideration transferred | $ 142,300 | ||||||
Contingent consideration liability | 3,600 | ||||||
Revenue-based payments (up to) | 20,000 | ||||||
Increase in inventory | $ 1,100 | ||||||
Pro forma sales | 10,500 | 21,100 | |||||
Pro forma earnings | $ 0 | $ 0 | |||||
Pulse Technologies, Inc. | Measurement Input, Annual Attrition Rate | Customer lists | Valuation, Income Approach | |||||||
Business Acquisition [Line Items] | |||||||
Measurement input | $ / € | 0.050 | ||||||
Pulse Technologies, Inc. | Measurement Input, Royalty Rate | Technology | Valuation, Income Approach | |||||||
Business Acquisition [Line Items] | |||||||
Measurement input | $ / € | 0.075 | ||||||
Pulse Technologies, Inc. | Measurement Input, Price Volatility | |||||||
Business Acquisition [Line Items] | |||||||
Weighted average measurement input | 0.11 | ||||||
Pulse Technologies, Inc. | Measurement Input, Discount Rate | |||||||
Business Acquisition [Line Items] | |||||||
Weighted average measurement input | 0.12 | ||||||
InNeuroCo | |||||||
Business Acquisition [Line Items] | |||||||
Consideration transferred | $ 44,500 | ||||||
Contingent consideration liability | 900 | ||||||
Revenue-based payments (up to) | 13,500 | ||||||
Payments to acquire business | $ 43,600 | ||||||
Acquisition-related adjustments | $ 2,200 |
BUSINESS ACQUISITIONS (Allocati
BUSINESS ACQUISITIONS (Allocation Of The Provisional Purchase Price) (Details) - USD ($) $ in Thousands | Jun. 28, 2024 | Jan. 05, 2024 | Dec. 31, 2023 | Oct. 01, 2023 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 1,042,183 | $ 1,011,007 | ||
Pulse Technologies, Inc. | ||||
Business Acquisition [Line Items] | ||||
Current assets (excluding inventory) | $ 7,456 | |||
Inventory | 8,612 | |||
Property, plant and equipment | 25,950 | |||
Goodwill | 38,058 | |||
Definite-lived intangible assets | 64,000 | |||
Finance lease assets | 7,964 | |||
Current liabilities | (1,760) | |||
Finance lease liabilities | (7,936) | |||
Fair value of net assets acquired | $ 142,344 | |||
InNeuroCo | ||||
Business Acquisition [Line Items] | ||||
Current assets (excluding inventory) | $ 6,924 | |||
Inventory | 5,376 | |||
Property, plant and equipment | 3,436 | |||
Goodwill | 20,989 | |||
Definite-lived intangible assets | 9,200 | |||
Operating lease assets | 2,072 | |||
Current liabilities | (2,331) | |||
Finance lease liabilities | (1,157) | |||
Fair value of net assets acquired | $ 44,509 |
BUSINESS ACQUISITIONS (Indefini
BUSINESS ACQUISITIONS (Indefinite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jan. 05, 2024 | Jun. 28, 2024 | |
Pulse Technologies, Inc. | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Fair Value Assigned | $ 64,000 | |
InNeuroCo | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Fair Value Assigned | $ 9,200 | |
Customer lists | Pulse Technologies, Inc. | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Fair Value Assigned | $ 48,000 | |
Weighted Average Amortization Period (Years) | 20 years | |
Weighted Average Discount Rate | 13% | |
Customer lists | InNeuroCo | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Fair Value Assigned | 4,000 | |
Technology | Pulse Technologies, Inc. | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Fair Value Assigned | $ 16,000 | |
Weighted Average Amortization Period (Years) | 10 years | |
Weighted Average Discount Rate | 13% | |
Technology | InNeuroCo | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Fair Value Assigned | $ 5,200 |
BUSINESS ACQUISITIONS (Pro Form
BUSINESS ACQUISITIONS (Pro Forma Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2023 | Jun. 30, 2023 | |
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract] | ||
Sales | $ 415,836 | $ 811,346 |
Net income | $ 21,337 | $ 28,005 |
SUPPLEMENTAL CASH FLOW INFORM_3
SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2024 | Jun. 30, 2023 | |
Noncash investing and financing activities: | ||
Property, plant and equipment purchases included in accounts payable | $ 11,791 | $ 9,059 |
Supplemental lease disclosures: | ||
Assets acquired under operating leases | 4,104 | 912 |
Assets acquired under finance leases | $ 5,862 | $ 331 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Jun. 28, 2024 | Dec. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 124,509 | $ 115,887 |
Work-in-process | 131,822 | 106,032 |
Finished goods | 16,004 | 17,797 |
Total | $ 272,335 | $ 239,716 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Goodwill) (Details) $ in Thousands | 6 Months Ended |
Jun. 28, 2024 USD ($) | |
Goodwill [Roll Forward] | |
Opening goodwill | $ 1,011,007 |
Pulse acquisition | 38,094 |
Acquisition-related adjustments | (36) |
Foreign currency translation | (6,882) |
Closing goodwill | 1,042,183 |
Medical | |
Goodwill [Roll Forward] | |
Opening goodwill | 994,007 |
Pulse acquisition | 38,094 |
Acquisition-related adjustments | (36) |
Foreign currency translation | (6,882) |
Closing goodwill | 1,025,183 |
Non-Medical | |
Goodwill [Roll Forward] | |
Opening goodwill | 17,000 |
Pulse acquisition | 0 |
Acquisition-related adjustments | |
Foreign currency translation | 0 |
Closing goodwill | $ 17,000 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Definite-Lived and Indefinite-Lived Intangible Assets, Major Class) (Details) - USD ($) $ in Thousands | Jun. 28, 2024 | Dec. 31, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,202,860 | $ 1,149,630 |
Accumulated Amortization | (479,421) | (456,772) |
Net Carrying Amount | 723,439 | 692,858 |
Trademarks and tradenames | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-lived | 90,288 | 90,288 |
Purchased technology and patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 304,657 | 291,142 |
Accumulated Amortization | (202,854) | (196,388) |
Net Carrying Amount | 101,803 | 94,754 |
Customer lists | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 877,757 | 837,453 |
Accumulated Amortization | (269,481) | (253,267) |
Net Carrying Amount | 608,276 | 584,186 |
Amortizing tradenames and other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 20,446 | 21,035 |
Accumulated Amortization | (7,086) | (7,117) |
Net Carrying Amount | $ 13,360 | $ 13,918 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Finite-Lived Intangible Assets, Amortization Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Total intangible asset amortization expense | $ 13,698 | $ 13,107 | $ 27,135 | $ 26,031 |
Cost of sales | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total intangible asset amortization expense | 3,707 | 4,037 | 8,056 | 8,014 |
Selling, general and administrative | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total intangible asset amortization expense | $ 9,991 | $ 9,070 | $ 19,079 | $ 18,017 |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Finite-Lived Intangible Assets, Future Amortization Expense) (Details) $ in Thousands | Jun. 28, 2024 USD ($) |
Amortization Expense | |
Remainder of 2024 | $ 27,739 |
2025 | 54,052 |
2026 | 53,330 |
2027 | 51,838 |
2028 | 50,032 |
After 2028 | $ 486,448 |
DEBT (Long-Term Debt) (Details)
DEBT (Long-Term Debt) (Details) - USD ($) $ in Thousands | Jun. 28, 2024 | Dec. 31, 2023 | Feb. 28, 2023 |
Debt Instrument [Line Items] | |||
Principal Amount | $ 1,131,000 | $ 974,000 | |
UnamortizedDiscounts and Issuance Costs | (12,471) | (14,075) | |
Net Carrying Amount | 1,118,529 | 959,925 | |
Current portion of long-term debt | 0 | 0 | |
Long-term debt | 1,118,529 | 959,925 | |
Convertible Debt | 2028 Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Net Carrying Amount | $ 65,000 | ||
Revolving Credit Facility | Line of Credit | |||
Debt Instrument [Line Items] | |||
Principal Amount | 256,000 | 99,000 | |
UnamortizedDiscounts and Issuance Costs | 0 | 0 | |
Net Carrying Amount | 256,000 | 99,000 | |
Secured Debt | Loans Payable | Term Loan A (TLA) Facility | |||
Debt Instrument [Line Items] | |||
Principal Amount | 375,000 | 375,000 | |
UnamortizedDiscounts and Issuance Costs | (1,498) | (1,687) | |
Net Carrying Amount | 373,502 | 373,313 | |
Secured Debt | Convertible Debt | 2028 Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Principal Amount | 500,000 | 500,000 | |
UnamortizedDiscounts and Issuance Costs | (10,973) | (12,388) | |
Net Carrying Amount | $ 489,027 | $ 487,612 |
DEBT (Narrative) (Details)
DEBT (Narrative) (Details) | 1 Months Ended | 6 Months Ended | |||
Jul. 01, 2024 USD ($) | Feb. 28, 2023 USD ($) d $ / shares | Jun. 28, 2024 USD ($) | Dec. 31, 2023 USD ($) | Sep. 30, 2021 USD ($) | |
Debt Instrument [Line Items] | |||||
Long-term debt | $ 1,118,529,000 | $ 959,925,000 | |||
Capped Call Options | |||||
Debt Instrument [Line Items] | |||||
Conversion price (in dollars per share) | $ / shares | $ 108.59 | ||||
Standby Letters of Credit | |||||
Debt Instrument [Line Items] | |||||
Letters of credit outstanding amount | $ 3,500,000 | ||||
Line of Credit | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Debt instrument term | 5 years | ||||
Remaining borrowing capacity | $ 240,500,000 | ||||
Outstanding borrowings | $ 256,000,000 | ||||
Variable rate basis spread | 0.10% | ||||
Commitment fee on unused portion | 0.18% | ||||
Debt weighted average interest rate | 6.94% | ||||
Long-term debt | $ 256,000,000 | $ 99,000,000 | |||
Line of Credit | Revolving Credit Facility | Minimum | |||||
Debt Instrument [Line Items] | |||||
Commitment fee on unused portion | 0.15% | ||||
Line of Credit | Revolving Credit Facility | Maximum | |||||
Debt Instrument [Line Items] | |||||
Commitment fee on unused portion | 0.25% | ||||
2028 Convertible Senior Notes | Convertible Debt | |||||
Debt Instrument [Line Items] | |||||
Debt principal payments | $ 500,000,000 | $ 500,000,000 | |||
Stated interest rate | 2.125% | ||||
Long-term debt | $ 65,000,000 | ||||
Conversion ratio | 0.0114681 | ||||
Conversion price (in dollars per share) | $ / shares | $ 87.20 | ||||
Percentage of stock price | 130% | ||||
Trading days | d | 20 | ||||
Consecutive trading days | d | 30 | ||||
Number of preceding days | 2 days | ||||
Redemption price, percentage | 100% | ||||
Effective interest rate | 2.76% | ||||
2028 Convertible Senior Notes | Convertible Debt | Subsequent Event | |||||
Debt Instrument [Line Items] | |||||
Debt principal payments | $ 800,000,000 | ||||
Line of credit facility, face amount | $ 300,000,000 | ||||
2028 Convertible Senior Notes | Convertible Debt | Measurement Period | |||||
Debt Instrument [Line Items] | |||||
Percentage of stock price | 98% | ||||
Trading days | d | 5 | ||||
Consecutive trading days | d | 10 | ||||
Term Loan A (TLA) Facility | Line of Credit | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 500,000,000 | ||||
Term Loan A (TLA) Facility | Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Debt instrument term | 5 years | ||||
Debt weighted average interest rate | 6.94% |
DEBT (Long-term Debt Maturity)
DEBT (Long-term Debt Maturity) (Details) $ in Thousands | Jun. 28, 2024 USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2024 | $ 0 |
2025 | 10,000 |
2026 | 27,500 |
2027 | 30,000 |
2028 | $ 563,500 |
STOCK-BASED COMPENSATION (Alloc
STOCK-BASED COMPENSATION (Allocation of Recognized Period Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 5,766 | $ 5,501 | $ 12,614 | $ 11,603 |
Cost of sales | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 823 | 1,155 | 2,084 | 2,262 |
Selling, general and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 4,696 | 4,085 | 9,812 | 8,550 |
Research, development and engineering | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 232 | 259 | 683 | 728 |
Restructuring and other charges | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 15 | $ 2 | $ 35 | $ 63 |
STOCK-BASED COMPENSATION (Stock
STOCK-BASED COMPENSATION (Stock Options Activity) (Details) $ / shares in Units, $ in Millions | 6 Months Ended |
Jun. 28, 2024 USD ($) $ / shares shares | |
Number of Stock Options | |
Options outstanding, beginning balance (in shares) | shares | 158,089 |
Exercised (in shares) | shares | (16,621) |
Options outstanding, ending balance (in shares) | shares | 141,468 |
Options exercisable at period end (in shares ) | shares | 141,468 |
Weighted Average Exercise Price | |
Options outstanding, beginning (in dollars per share) | $ / shares | $ 40.35 |
Exercised (in dollars per share) | $ / shares | 44.65 |
Options outstanding, ending (in dollars per share) | $ / shares | 39.84 |
Options exercisable at period end (in dollars per share) | $ / shares | $ 39.84 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Options Outstanding, Weighted Average Remaining Contractual Life | 2 years 6 months |
Options Exercisable, Aggregate Intrinsic Value | $ | $ 10.7 |
STOCK-BASED COMPENSATION (Narra
STOCK-BASED COMPENSATION (Narrative) (Details) | 6 Months Ended | |
Jun. 28, 2024 | Jun. 30, 2023 | |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Requisite service period | 3 years | |
RSUs | Director | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Requisite service period | 1 year | |
PRSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Requisite service period | 3 years | |
Performance period | 5 years | |
Weighted average illiquidity discount | 8% | 11.23% |
Restriction period | 6 months | 6 months |
PRSUs | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting right, percentage | 0% | |
PRSUs | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting right, percentage | 200% |
STOCK-BASED COMPENSATION (Restr
STOCK-BASED COMPENSATION (Restricted Stock and Restricted Stock Units Activity) (Details) | 6 Months Ended |
Jun. 28, 2024 $ / shares shares | |
RSUs | |
Time-Vested and Performance-Vested Activity | |
Nonvested, beginning (in shares) | shares | 349,755 |
Granted (in shares) | shares | 141,946 |
Vested (in shares) | shares | (143,773) |
Forfeited (in shares) | shares | (22,626) |
Nonvested, ending (in shares) | shares | 325,302 |
Weighted Average Grant Date Fair Value | |
Nonvested, beginning (in dollars per share) | $ / shares | $ 76.63 |
Granted (in dollars per share) | $ / shares | 106.98 |
Vested (in dollars per share) | $ / shares | 79.08 |
Forfeited (in dollars per share) | $ / shares | 82.50 |
Nonvested, ending (in dollars per share) | $ / shares | $ 88.38 |
PRSUs | |
Time-Vested and Performance-Vested Activity | |
Nonvested, beginning (in shares) | shares | 275,503 |
Granted (in shares) | shares | 78,246 |
Performance adjustment (in shares) | shares | 111,590 |
Vested (in shares) | shares | (223,180) |
Forfeited (in shares) | shares | (3,786) |
Nonvested, ending (in shares) | shares | 238,373 |
Weighted Average Grant Date Fair Value | |
Nonvested, beginning (in dollars per share) | $ / shares | $ 84.57 |
Granted (in dollars per share) | $ / shares | 110.54 |
Performance adjustment (in dollars per share) | $ / shares | 93.38 |
Vested (in dollars per share) | $ / shares | 93.38 |
Forfeited (in dollars per share) | $ / shares | 83.02 |
Nonvested, ending (in dollars per share) | $ / shares | $ 89 |
STOCK-BASED COMPENSATION (Valua
STOCK-BASED COMPENSATION (Valuation Assumptions) (Details) - PRSUs - $ / shares | 6 Months Ended | |
Jun. 28, 2024 | Jun. 30, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average fair value (in dollars per share) | $ 117.96 | $ 74.29 |
Risk-free interest rate | 4.13% | 3.79% |
Expected volatility | 34% | 46% |
Expected life (in years) | 3 years | 3 years |
Expected dividend yield | 0% | 0% |
RESTRUCTURING AND OTHER CHARG_3
RESTRUCTURING AND OTHER CHARGES (Restructuring And Other Charges Components) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Restructuring and Related Activities [Abstract] | ||||
Restructuring charges | $ 1,103 | $ 936 | $ 2,531 | $ 2,000 |
Acquisition and integration costs | 1,056 | 556 | 7,391 | 938 |
Other general expenses | (1,173) | 26 | (1,055) | 109 |
Total restructuring and other charges | $ 986 | $ 1,518 | $ 8,867 | $ 3,047 |
RESTRUCTURING AND OTHER CHARG_4
RESTRUCTURING AND OTHER CHARGES (Restructuring Restructuring-Related Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Restructuring charges: | ||||
Restructuring and other charges | $ 1,103 | $ 936 | $ 2,531 | $ 2,000 |
Total restructuring and restructuring-related charges | 2,177 | 3,116 | 4,082 | 4,921 |
Cost of sales | ||||
Restructuring charges: | ||||
Total restructuring and restructuring-related charges | 391 | 516 | 730 | 693 |
Selling, general and administrative | ||||
Restructuring charges: | ||||
Total restructuring and restructuring-related charges | 515 | 1,346 | 652 | 1,587 |
Research, development and engineering | ||||
Restructuring charges: | ||||
Total restructuring and restructuring-related charges | $ 168 | $ 318 | $ 169 | $ 641 |
RESTRUCTURING AND OTHER CHARG_5
RESTRUCTURING AND OTHER CHARGES (Restructuring Reserve By Type of Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | $ 1,436 | |||
Charges incurred, net of reversals | $ 1,103 | $ 936 | 2,531 | $ 2,000 |
Cash payments | (3,388) | |||
Non-cash adjustments | (339) | |||
Ending balance | 240 | 240 | ||
Operational excellence | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 21 | |||
Charges incurred, net of reversals | 1,104 | |||
Cash payments | (969) | |||
Non-cash adjustments | 0 | |||
Ending balance | 156 | 156 | ||
Strategic reorganization and alignment | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 125 | |||
Charges incurred, net of reversals | 181 | |||
Cash payments | (248) | |||
Non-cash adjustments | 0 | |||
Ending balance | 58 | 58 | ||
Manufacturing alignment to support growth | ||||
Restructuring Reserve [Roll Forward] | ||||
Beginning balance | 1,290 | |||
Charges incurred, net of reversals | 1,246 | |||
Cash payments | (2,171) | |||
Non-cash adjustments | (339) | |||
Ending balance | $ 26 | $ 26 |
RESTRUCTURING AND OTHER CHARG_6
RESTRUCTURING AND OTHER CHARGES (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 28, 2024 | Jun. 30, 2023 | |
Restructuring Cost and Reserve [Line Items] | ||
Loss recoveries | $ 1.2 | |
Oscor And Aran Acquisitions | ||
Restructuring Cost and Reserve [Line Items] | ||
Benefit to adjust the fair value of acquisition related contingent consideration | $ 0.3 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 21.90% | 19.80% | 20.10% | 19.30% |
Income before provision for income taxes | $ 40,028 | $ 29,892 | $ 64,763 | $ 45,889 |
Discrete tax benefits | 500 | $ 400 | 300 | $ 500 |
Unrecognized tax benefits | 6,500 | 6,500 | ||
Significant change in unrecognized tax benefits is reasonably possible, amount of unrecorded benefit | $ 500 | $ 500 |
EARNINGS PER SHARE (_EPS_) (Det
EARNINGS PER SHARE (“EPS”) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Numerator for basic and diluted EPS: | ||||
Net income | $ 31,246 | $ 23,971 | $ 51,754 | $ 37,036 |
Denominator for basic and diluted EPS: | ||||
Weighted average shares outstanding - Basic (in shares) | 33,600 | 33,312 | 33,540 | 33,285 |
Dilutive effect of share-based awards (in shares) | 476 | 374 | 481 | 346 |
Dilutive impact of convertible notes (in shares) | 1,453 | 0 | 1,243 | 0 |
Weighted average shares outstanding - Diluted (in shares) | 35,529 | 33,686 | 35,264 | 33,631 |
Basic EPS (in dollars per share) | $ 0.93 | $ 0.72 | $ 1.54 | $ 1.11 |
Diluted EPS (in dollars per share) | $ 0.88 | $ 0.71 | $ 1.47 | $ 1.10 |
RSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Securities excluded from calculation of earnings per share (in shares) | 3 | 0 | 2 | 2 |
PRSUs | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Securities excluded from calculation of earnings per share (in shares) | 41 | 83 | 41 | 108 |
STOCKHOLDERS' EQUITY (Shares Is
STOCKHOLDERS' EQUITY (Shares Issued and Outstanding) (Details) - shares | 6 Months Ended | |
Jun. 28, 2024 | Jun. 30, 2023 | |
Class Of Stock [Roll Forward] | ||
Shares outstanding at beginning of period (in shares) | 33,329,648 | |
Shares outstanding at ending of period (in shares) | 33,531,179 | |
Common Stock | ||
Class Of Stock [Roll Forward] | ||
Shares outstanding at beginning of period (in shares) | 33,329,648 | 33,169,778 |
Stock options exercised (in shares) | 16,621 | 58,413 |
Shares outstanding at ending of period (in shares) | 33,531,179 | 33,308,080 |
Common Stock | Restricted Stock | ||
Class Of Stock [Roll Forward] | ||
Vested and settled RSUs and PRSUs, net of shares withheld to cover taxes (in shares) | 184,910 | 79,889 |
STOCKHOLDERS' EQUITY (Accumulat
STOCKHOLDERS' EQUITY (Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance, beginning of period | $ 1,525,011 | $ 1,417,936 | $ 1,519,042 | $ 1,417,456 |
Unrealized gain (loss) on cash flow hedges | (3,000) | 1,679 | (1,573) | 4,402 |
Balance, ending balance | 1,553,910 | 1,445,655 | 1,553,910 | 1,445,655 |
Foreign exchange contracts | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Unrealized gain (loss) on cash flow hedges | (346) | (1,041) | (687) | (1,588) |
Interest rate swap | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Unrealized gain (loss) on cash flow hedges | (533) | (997) | ||
Net-of-Tax Amount | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance, beginning of period | 7,871 | 14,966 | 20,223 | 5,329 |
Balance, ending balance | 614 | 12,170 | 614 | 12,170 |
Total Pre-Tax Amount | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance, beginning of period | 8,591 | 15,656 | 20,654 | 5,564 |
Balance, ending balance | 444 | 12,888 | 444 | 12,888 |
Defined Benefit Plan Liability | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance, beginning of period | (28) | (346) | (28) | (346) |
Balance, ending balance | (28) | (346) | (28) | (346) |
Cash Flow Hedges | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance, beginning of period | 3,528 | 3,927 | 2,153 | 1,760 |
Reclassification from AOCI, before tax | (3,797) | 2,126 | (1,991) | 5,572 |
Reclassification from AOCI, tax | 797 | (447) | 418 | (1,170) |
Balance, ending balance | (708) | 4,060 | (708) | 4,060 |
Cash Flow Hedges | Foreign exchange contracts | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Reclassification from AOCI, before tax | (439) | (1,318) | (870) | (2,010) |
Reclassification from AOCI, tax | 93 | 277 | 183 | 422 |
Cash Flow Hedges | Interest rate swap | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Reclassification from AOCI, before tax | (675) | (1,262) | ||
Reclassification from AOCI, tax | 142 | 265 | ||
Foreign Currency Translation Adjustment | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance, beginning of period | 5,091 | 12,075 | 18,529 | 4,150 |
Reclassification from AOCI, before tax | (3,911) | (2,901) | (17,349) | 5,024 |
Reclassification from AOCI, tax | 0 | 0 | 0 | 0 |
Unrealized gain (loss) on cash flow hedges | (3,911) | (2,901) | (17,349) | 5,024 |
Balance, ending balance | 1,180 | 9,174 | 1,180 | 9,174 |
Tax | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance, beginning of period | (720) | (690) | (431) | (235) |
Balance, ending balance | $ 170 | $ (718) | $ 170 | $ (718) |
FINANCIAL INSTRUMENTS AND FAI_3
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Assets and Liabilities Recorded at Fair Value on a Recurring Basis) (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Jun. 28, 2024 | Dec. 31, 2023 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets: Foreign currency hedging contracts | $ 313 | $ 2,153 |
Liabilities: Foreign currency hedging contracts | 1,021 | |
Liabilities: Contingent consideration | 4,454 | 876 |
Quoted Prices in Active Markets (Level 1) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets: Foreign currency hedging contracts | 0 | 0 |
Liabilities: Foreign currency hedging contracts | 0 | |
Liabilities: Contingent consideration | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets: Foreign currency hedging contracts | 313 | 2,153 |
Liabilities: Foreign currency hedging contracts | 1,021 | |
Liabilities: Contingent consideration | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Assets: Foreign currency hedging contracts | 0 | 0 |
Liabilities: Foreign currency hedging contracts | 0 | |
Liabilities: Contingent consideration | $ 4,454 | $ 876 |
FINANCIAL INSTRUMENTS AND FAI_4
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Foreign Currency Contracts) (Details) - Designated as Hedging Instrument $ in Thousands | Jun. 28, 2024 USD ($) $ / $ $ / $ $ / € | Dec. 31, 2023 USD ($) $ / € $ / $ $ / $ |
Accrued expenses and other current liabilities | Forex Contract Maturing December 2024 | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 25,911 | |
$/Foreign currency (in dollars per foreign currency) | $ / € | 1.0807 | |
Fair Value | $ (99) | |
Accrued expenses and other current liabilities | Forex Contract Maturing December 2024 | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 46,418 | |
$/Foreign currency (in dollars per foreign currency) | $ / $ | 0.0542 | |
Fair Value | $ (922) | |
Prepaid expenses and other current assets | Forex Contract Maturing December 2024 | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 51,389 | |
$/Foreign currency (in dollars per foreign currency) | $ / € | 1.0831 | |
Fair Value | $ 1,389 | |
Prepaid expenses and other current assets | Forex Contract Maturing December 2024 | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 10,004 | $ 19,392 |
$/Foreign currency (in dollars per foreign currency) | 0.0246 | 0.0566 |
Fair Value | $ 286 | $ 182 |
Prepaid expenses and other current assets | Foreign Exchange Contract Maturing December Two Thousand Twenty Four, Contract Three | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 19,201 | |
$/Foreign currency (in dollars per foreign currency) | $ / $ | 0.0248 | |
Fair Value | $ 582 | |
Other long-term assets | Forex Contract Maturing September 2024 | ||
Derivatives, Fair Value [Line Items] | ||
Notional Amount | $ 8,655 | |
$/Foreign currency (in dollars per foreign currency) | $ / $ | 0.0506 | |
Fair Value | $ 27 |
FINANCIAL INSTRUMENTS AND FAI_5
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Impact of Cash Flow Hedges on Other Comprehensive Income (Loss), AOCI and the Condensed Consolidated Statements of Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Total sales | $ 436,202 | $ 400,044 | $ 851,007 | $ 778,829 |
Cost of sales | 316,809 | 294,240 | 621,774 | 576,352 |
Operating expenses | 64,207 | 64,228 | 134,770 | 126,735 |
Interest expense | 15,278 | 11,459 | 29,949 | 28,713 |
Sales | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Amount of Gain (Loss) on Cash Flow Hedge Activity | (76) | (83) | (66) | (134) |
Sales | Foreign exchange contracts | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Unrealized Gain (Loss) Recognized in OCI | (295) | 364 | (1,554) | 513 |
Cost of sales | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Amount of Gain (Loss) on Cash Flow Hedge Activity | 449 | 1,384 | 806 | 2,092 |
Cost of sales | Foreign exchange contracts | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Unrealized Gain (Loss) Recognized in OCI | (3,209) | 1,739 | (493) | 5,014 |
Operating expenses | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Amount of Gain (Loss) on Cash Flow Hedge Activity | 66 | 17 | 130 | 52 |
Operating expenses | Foreign exchange contracts | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Unrealized Gain (Loss) Recognized in OCI | (293) | 17 | 56 | 45 |
Interest expense | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Amount of Gain (Loss) on Cash Flow Hedge Activity | 0 | 675 | 0 | 1,262 |
Interest expense | Interest rate swap | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Unrealized Gain (Loss) Recognized in OCI | $ 0 | $ 6 | $ 0 | $ 0 |
FINANCIAL INSTRUMENTS AND FAI_6
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | Jan. 05, 2024 | Dec. 31, 2023 | Oct. 01, 2023 | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||
Derivative instruments net loss to be reclassified to net income during next twelve months | $ 0.7 | ||||||
Chinese Venture Capital Fund | |||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||
Equity method investment ownership | 7.30% | 7.30% | |||||
2028 Convertible Senior Notes | Significant Other Observable Inputs (Level 2) | Convertible Debt | |||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||
Fair value | $ 711 | $ 711 | $ 635 | ||||
Pulse Technologies, Inc. | |||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||
Percentage of voting interests acquired | 100% | ||||||
Contingent consideration liability | $ 3.6 | ||||||
InNeuroCo | |||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||
Contingent consideration liability | $ 0.9 | ||||||
Accrued expenses and other current liabilities | |||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||
Contingent consideration liability, current | 4.5 | 4.5 | 0.9 | ||||
Foreign exchange contracts | Not Designated as Hedging Instrument | |||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||
National amount | 25 | 25 | $ 23 | ||||
Contingent consideration liability loss | $ 0.3 | $ 0.1 | $ 1.2 | $ 0.1 |
FINANCIAL INSTRUMENTS AND FAI_7
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Estimated Fair Values for Contingent Consideration) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Fair value measurement at beginning of period | $ 4,454 | $ 11,732 | $ 876 | $ 11,756 |
Amount recorded for current year acquisitions | 0 | 0 | 3,578 | 0 |
Fair value measurement adjustment | 0 | 0 | 0 | (265) |
Payments | 0 | (11,177) | 0 | (11,177) |
Foreign currency translation | 0 | 0 | 0 | 241 |
Fair value measurement at end of period | $ 4,454 | $ 555 | $ 4,454 | $ 555 |
FINANCIAL INSTRUMENTS AND FAI_8
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Equity Method Investments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |||||
Equity method investment | $ 8,900 | $ 8,900 | $ 7,771 | ||
Non-marketable equity securities | 427 | 427 | 427 | ||
Total equity investments | 9,327 | 9,327 | $ 8,198 | ||
Equity method investment (gain) loss | $ 7 | $ (134) | $ (1,129) | $ 21 |
SEGMENT INFORMATION (Narrative)
SEGMENT INFORMATION (Narrative) (Details) | 6 Months Ended |
Jun. 28, 2024 segment | |
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 | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales | $ 436,202 | $ 400,044 | $ 851,007 | $ 778,829 |
Operating Segments | Medical | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales | 427,378 | 389,111 | 834,592 | 753,377 |
Operating Segments | Medical | Cardio & Vascular | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales | 231,335 | 208,494 | 453,171 | 399,697 |
Operating Segments | Medical | Cardiac Rhythm Management & Neuromodulation | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales | 167,635 | 153,411 | 323,892 | 298,550 |
Operating Segments | Medical | Advanced Surgical, Orthopedics & Portable Medical | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales | 28,408 | 27,206 | 57,529 | 55,130 |
Operating Segments | Non-Medical | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales | $ 8,824 | $ 10,933 | $ 16,415 | $ 25,452 |
SEGMENT INFORMATION (Reconcil_2
SEGMENT INFORMATION (Reconciliation of Operating Profit (Loss) from Segments to Consolidated) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Segment Reporting Information [Line Items] | ||||
Operating income | $ 55,186 | $ 41,576 | $ 94,463 | $ 75,742 |
Unallocated expenses, net | (15,158) | (11,684) | (29,700) | (29,853) |
Income before taxes | 40,028 | 29,892 | 64,763 | 45,889 |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 81,918 | 68,775 | 154,570 | 127,607 |
Operating Segments | Medical | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 81,410 | 68,497 | 153,763 | 123,303 |
Operating Segments | Non-Medical | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | 508 | 278 | 807 | 4,304 |
Segment Reconciling Items | ||||
Segment Reporting Information [Line Items] | ||||
Operating income | $ (26,732) | $ (27,199) | $ (60,107) | $ (51,865) |
REVENUE FROM CONTRACTS WITH C_3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Concentration Risk [Line Items] | ||||
Revenue recognized that was included in contract liability balance at beginning of period | $ 1.3 | $ 1.3 | $ 2.8 | $ 2.7 |
Revenue Benchmark | Product Concentration Risk | Transferred over Time | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 32% | 27% | 33% | 27% |
REVENUE FROM CONTRACTS WITH C_4
REVENUE FROM CONTRACTS WITH CUSTOMERS (Disaggregated Revenue) (Details) - Revenue from contract with customer benchmark - Customer Concentration Risk | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Medical | Customer A | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 17% | 17% | 17% | 18% |
Medical | Customer B | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 16% | 17% | 15% | 17% |
Medical | Customer C | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 14% | 13% | 14% | 13% |
Medical | All other customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 53% | 53% | 54% | 52% |
Non-Medical | Customer D | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 22% | 20% | 20% | 21% |
Non-Medical | Customer E | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 10% | 12% | ||
Non-Medical | All other customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 56% | 80% | 58% | 79% |
Non-Medical | Customer F | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 12% | 10% |
REVENUE FROM CONTRACTS WITH C_5
REVENUE FROM CONTRACTS WITH CUSTOMERS (Revenue by Ship to Location) (Details) - Geographic Concentration Risk - Revenue from contract with customer benchmark | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2024 | Jun. 30, 2023 | Jun. 28, 2024 | Jun. 30, 2023 | |
Medical | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 56% | 54% | 57% | 54% |
Medical | All other countries | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 44% | 46% | 43% | 46% |
Non-Medical | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 59% | 64% | 58% | 62% |
Non-Medical | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 12% | 11% | 11% | |
Non-Medical | United Kingdom | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 11% | |||
Non-Medical | All other countries | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 41% | 24% | 20% | 27% |
REVENUE FROM CONTRACTS WITH C_6
REVENUE FROM CONTRACTS WITH CUSTOMERS (Assets and Liability) (Details) - USD ($) $ in Thousands | Jun. 28, 2024 | Dec. 31, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 97,212 | $ 85,871 |
Contract liabilities | $ 5,066 | $ 6,142 |