Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Mar. 15, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-K | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | FY | |
Entity Registrant Name | DJO FINANCE LLC | |
Entity Central Index Key | 1,395,317 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Current Reporting Status | No | |
Entity Voluntary Filers | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 0 | |
Entity Public Float | $ 0 | |
Membership Interests Percentage | 100.00% | |
Membership Interests Description | As of March 15, 2018, 100% of the issuer’s membership interests were owned by DJO Holdings LLC. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 31,985 | $ 35,212 |
Accounts receivable, net | 190,324 | 178,193 |
Inventories, net | 169,137 | 151,557 |
Prepaid expenses and other current assets | 20,218 | 23,650 |
Current assets of discontinued operations | 511 | 511 |
Total current assets | 412,175 | 389,123 |
Property and equipment, net | 133,522 | 128,019 |
Goodwill | 864,112 | 855,626 |
Intangible assets, net | 607,088 | 672,134 |
Other assets | 5,128 | 5,536 |
Total assets | 2,022,025 | 2,050,438 |
Current liabilities: | ||
Accounts payable | 98,331 | 63,822 |
Accrued interest | 18,015 | 16,740 |
Current portion of debt obligations | 15,936 | 10,550 |
Other current liabilities | 126,360 | 113,265 |
Total current liabilities | 258,642 | 204,377 |
Long-term debt obligations | 2,398,184 | 2,392,238 |
Deferred tax liabilities, net | 142,597 | 202,740 |
Other long-term liabilities | 13,080 | 14,932 |
Total liabilities | 2,812,503 | 2,814,287 |
Commitments and contingencies | ||
DJO Finance LLC membership deficit: | ||
Member capital | 844,115 | 844,294 |
Accumulated deficit | (1,615,536) | (1,579,642) |
Accumulated other comprehensive loss | (21,072) | (30,580) |
Total membership deficit | (792,493) | (765,928) |
Noncontrolling interests | 2,015 | 2,079 |
Total deficit | (790,478) | (763,849) |
Total liabilities and deficit | $ 2,022,025 | $ 2,050,438 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jul. 01, 2017 | Apr. 01, 2017 | Dec. 31, 2016 | Sep. 26, 2016 | Jun. 27, 2016 | Mar. 28, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||||||||||
Net sales | $ 312,195 | $ 290,876 | $ 294,746 | $ 288,389 | $ 296,490 | $ 287,040 | $ 292,852 | $ 278,906 | $ 1,186,206 | $ 1,155,288 | $ 1,113,627 |
Costs and operating expenses: | |||||||||||
Cost of sales (exclusive of amortization of intangible assets of $27,732 $28,525 and $30,719 for the year ended December 31, 2017, 2016, and 2015, respectively) | 498,107 | 511,414 | 466,019 | ||||||||
Selling, general and administrative | 510,523 | 490,693 | 454,724 | ||||||||
Research and development | 35,429 | 37,710 | 35,105 | ||||||||
Amortization of intangible assets | 66,146 | 76,526 | 79,964 | ||||||||
Impairment of goodwill | 160,000 | ||||||||||
Costs and Expenses, Total | 1,110,205 | 1,276,343 | 1,035,812 | ||||||||
Operating income (loss) | 38,515 | 21,769 | 9,043 | 6,674 | (174,305) | 22,244 | 21,544 | 9,462 | 76,001 | (121,055) | 77,815 |
Other expense: | |||||||||||
Interest expense, net | (174,238) | (170,082) | (172,290) | ||||||||
Loss on modification and extinguishment of debt | (68,473) | ||||||||||
Other income (expense), net | 2,113 | (2,534) | (7,303) | ||||||||
Nonoperating Income (Expense), Total | (172,125) | (172,616) | (248,066) | ||||||||
Loss before income taxes | (96,124) | (293,671) | (170,251) | ||||||||
Income tax (benefit) provision | (60,720) | (6,853) | 12,256 | ||||||||
Net loss from continuing operations | 61,225 | (22,602) | (34,224) | (39,803) | (202,295) | (22,625) | (23,961) | (37,937) | (35,404) | (286,818) | (182,507) |
Net income (loss) from discontinued operations | 309 | 1,138 | (157,580) | ||||||||
Net loss | (35,095) | (285,680) | (340,087) | ||||||||
Net income attributable to noncontrolling interests | (799) | (623) | (840) | ||||||||
Net loss attributable to DJO Finance LLC | $ 61,151 | $ (22,693) | $ (34,383) | $ (39,969) | $ (202,126) | $ (22,582) | $ (23,275) | $ (38,320) | $ (35,894) | $ (286,303) | $ (340,927) |
Consolidated Statements of Ope4
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Cost of sales, amortization of intangible assets | $ 27,732 | $ 28,525 | $ 30,719 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net loss | $ (35,095) | $ (285,680) | $ (340,087) |
Other comprehensive income (loss), net of taxes: | |||
Foreign currency translation adjustments, net of tax provision (benefit) of $7,400, $(34), and $(540), for the year ended December 31, 2017, 2016 and 2015, respectively | 5,638 | (10,342) | (6,006) |
Unrealized gain (loss) on cash flow hedges, net of tax provision of $1,144, zero and zero for the year ended December 31, 2017, 2016 and 2015, respectively | 3,007 | (3,969) | 985 |
Other comprehensive income (loss) | 8,645 | (14,311) | (5,021) |
Comprehensive loss | (26,450) | (299,991) | (345,108) |
Comprehensive loss (income) attributable to non-controlling interests | 64 | (550) | (557) |
Comprehensive loss attributable to DJO Finance LLC | $ (26,386) | $ (300,541) | $ (345,665) |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Foreign currency translation adjustment, tax provision (benefit) | $ 7,400,000 | $ (34,000) | $ (540,000) |
Unrealized gain (loss) on cash flow hedges, tax provision | $ 1,144,000 | $ 0 | $ 0 |
Consolidated Statements of (Def
Consolidated Statements of (Deficit) Equity - USD ($) $ in Thousands | Total | Member capital | Accumulated Deficit | Accumulated other comprehensive income (loss) | Total membership (deficit) equity | Non-controlling interests |
Balance at Dec. 31, 2014 | $ (121,616) | $ 839,781 | $ (952,412) | $ (11,603) | $ (124,234) | $ 2,618 |
Net (loss) income | (340,087) | (340,927) | (340,927) | 840 | ||
Other comprehensive income (loss), net of taxes | (5,021) | (4,738) | (4,738) | (283) | ||
Stock-based compensation | 1,805 | 1,805 | 1,805 | |||
Exercise of stock options | (76) | (76) | (76) | |||
Dividend paid by subsidiary to owners of non-controlling interests | (541) | (541) | ||||
Balance at Dec. 31, 2015 | (465,536) | 841,510 | (1,293,339) | (16,341) | (468,170) | 2,634 |
Net (loss) income | (285,680) | (286,303) | (286,303) | 623 | ||
Other comprehensive income (loss), net of taxes | (14,311) | (14,239) | (14,239) | (72) | ||
Stock-based compensation | 3,188 | 3,188 | 3,188 | |||
Exercise of stock options | (404) | (404) | (404) | |||
Dividend paid by subsidiary to owners of non-controlling interests | (1,106) | (1,106) | ||||
Balance at Dec. 31, 2016 | (763,849) | 844,294 | (1,579,642) | (30,580) | (765,928) | 2,079 |
Net (loss) income | (35,095) | (35,894) | (35,894) | 799 | ||
Other comprehensive income (loss), net of taxes | 8,645 | 9,508 | 9,508 | (863) | ||
Stock-based compensation | 3,698 | 3,698 | 3,698 | |||
Repurchase of common stock | (3,600) | (3,600) | (3,600) | |||
Investment in parent | 500 | 500 | 500 | |||
Exercise of stock options | (777) | (777) | (777) | |||
Balance at Dec. 31, 2017 | $ (790,478) | $ 844,115 | $ (1,615,536) | $ (21,072) | $ (792,493) | $ 2,015 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash Flows From Operating Activities: | |||
Net loss | $ (35,095) | $ (285,680) | $ (340,087) |
Net (income) loss from discontinued operations | (309) | (1,138) | 157,580 |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation | 45,115 | 41,367 | 37,491 |
Amortization of intangible assets | 66,146 | 76,526 | 79,964 |
Amortization of debt issuance costs and non-cash interest expense | 8,274 | 7,755 | 7,850 |
Stock-based compensation expense | 3,696 | 3,188 | 1,805 |
Impairment of goodwill | 160,000 | ||
Loss on disposal of assets, net | 1,321 | 642 | 1,447 |
Deferred income tax (benefit) provision | (68,449) | (11,297) | 5,940 |
Loss on modification and extinguishment of debt | 68,473 | ||
Changes in operating assets and liabilities, net of acquired assets and liabilities: | |||
Accounts receivable | (7,219) | (7,830) | (8,064) |
Inventories | (18,339) | 15,674 | (8,106) |
Prepaid expenses and other assets | 3,970 | (2,516) | (7,516) |
Accrued interest | 1,274 | (258) | (12,600) |
Accounts payable and other | 44,221 | 12,184 | 26,064 |
Net cash provided by continuing operating activities | 44,606 | 8,617 | 10,241 |
Net cash provided by (used in) discontinued operations | 309 | (9,837) | 39,861 |
Net cash provided by (used in) operating activities | 44,915 | (1,220) | 50,102 |
Cash Flows From Investing Activities: | |||
Purchases of property and equipment | (47,361) | (51,428) | (44,665) |
Proceeds from disposition of assets | 946 | ||
Cash paid in connection with acquisitions, net of cash acquired | (24,000) | ||
Other investing activities, net | 27 | ||
Net cash used in investing activities from continuing operations | (47,361) | (50,482) | (68,638) |
Net cash used in investing activities from discontinued operations | (575) | ||
Net cash used in investing activities | (47,361) | (50,482) | (69,213) |
Cash Flows From Financing Activities: | |||
Proceeds from issuance of debt | 103,552 | 107,000 | 2,518,033 |
Repayments of debt obligations | (101,335) | (67,079) | (2,419,027) |
Payment of debt issuance, modification and extinguishment costs | (62,375) | ||
Repurchase of common stock | (3,600) | ||
Dividend paid by subsidiary to owners of noncontrolling interests | (1,102) | (1,106) | (541) |
Other financing activities, net | (175) | 11 | |
Net cash (used in) provided by financing activities | (2,660) | 38,815 | 36,101 |
Effect of exchange rate changes on cash and cash equivalents | 1,879 | (844) | 809 |
Net (decrease) increase in cash and cash equivalents | (3,227) | (13,731) | 17,799 |
Cash and cash equivalents, beginning of year | 35,212 | 48,943 | 31,144 |
Cash and cash equivalents, end of year | 31,985 | 35,212 | 48,943 |
Supplemental disclosures of cash flow information: | |||
Cash paid for interest | 164,087 | 162,644 | 176,739 |
Cash paid for taxes, net | 4,278 | 4,900 | 7,584 |
Non-cash investing activities: | |||
Purchases of surgical instruments included in accounts payable | $ 2,491 | $ 310 | $ 1,506 |
ORGANIZATION AND BASIS OF PRESE
ORGANIZATION AND BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND BASIS OF PRESENTATION | 1. ORGANIZATION AND BASIS OF PRESENTATION Organization and Business We are a global developer, manufacturer and distributor of high-quality medical devices with a broad range of products used for rehabilitation, pain management and physical therapy. Our products address the continuum of patient care from injury prevention to rehabilitation after surgery, injury or from degenerative disease, enabling people to regain or maintain their natural motion. Our products are used by orthopedic specialists, spine surgeons, primary care physicians, pain management specialists, physical therapists, podiatrists, chiropractors, athletic trainers and other healthcare professionals. Our product lines include rigid and soft orthopedic bracing, hot and cold therapy, bone growth stimulators, vascular therapy systems and compression garments, therapeutic shoes and inserts, electrical stimulators used for pain management and physical therapy products. Our surgical implant business offers a comprehensive suite of reconstructive joint products for the hip, knee and shoulder. DJO Finance LLC (DJOFL) is a wholly owned indirect subsidiary of DJO Global, Inc. (DJO). Substantially all business activities of DJO are conducted by DJOFL and its wholly owned subsidiaries. Except as otherwise indicated, references to “us,” “we,” “DJOFL,” “our,” or “the Company,” refers to DJOFL and its consolidated subsidiaries. Segment Reporting We market and distribute our products through four operating segments: Bracing and Vascular; Recovery Sciences; Surgical Implant; and International. Our Bracing and Vascular, Recovery Sciences, and Surgical Implant segments generate their revenues within the United States. Our Bracing and Vascular segment offers rigid knee braces, orthopedic soft goods, cold therapy products, vascular systems, compression therapy products and therapeutic footwear for the diabetes care market. Our Recovery Sciences segment offers clinical electrotherapy, iontophoresis, home traction products, bone growth stimulation products and clinical physical therapy equipment. Our Surgical Implant segment offers a comprehensive suite of reconstructive joint products for the knee, hip, shoulder and elbow. Our International segment offers all of our products to customers outside the United States. See Note 18 for additional information about our reportable segments. During the fourth quarter of 2015, we ceased manufacturing, selling and distributing products of our Empi business and the related insurance billing operations domestically. The Empi business primarily manufactured and sold home electrotherapy devices, such as TENS devices for pain relief, other electrotherapy and orthopedic products and related supplies. Empi was facing a challenging regulatory and compliance environment, decreasing reimbursement rates and remained below the level needed to reach adequate profitability within an economically justified period of time. Empi was part of our Recovery Sciences operating segment. For financial statement purposes, the results of the Empi business are reported within discontinued operations. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates and assumptions are used in accounting for, among other things, contractual allowances, rebates, product returns, warranty obligations, allowances for doubtful accounts, valuation of inventories, self-insurance reserves, income taxes, loss contingencies, fair values of derivative instruments, fair values of long-lived assets and any related impairments, capitalization of costs associated with internally developed software and stock-based compensation. Actual results could differ from those estimates. Basis of Presentation The Consolidated Financial Statements include the Company and its controlled subsidiaries. Intercompany transactions are eliminated. We consolidate the results of operations of our 50% owned subsidiary, Medireha GmbH (Medireha), and reflect the 50% share of results not owned by us as noncontrolling interests in our Consolidated Statements of Operations. We maintain control of Medireha through certain rights that enable us to prohibit certain business activities that are not consistent with our plans for the business and provide us with exclusive distribution rights for products manufactured by Medireha. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | 2. SIGNIFICANT ACCOUNTING POLICIES Cash and Cash Equivalents. Cash consists of deposits with financial institutions. We consider all short-term, highly liquid investments and investments in money market funds and commercial paper with remaining maturities of less than three months at the time of purchase to be cash equivalents. While our cash and cash equivalents are on deposit with high-quality institutions, such deposits exceed Federal Deposit Insurance Corporation insured limits. Accounts Receivable and Allowance for Doubtful Accounts. Accounts receivable are recorded at the invoiced amount and do not bear interest. The company maintains allowances for doubtful accounts for estimated losses resulting from the inability of its customers to pay amounts due. Management analyzes accounts receivable based on historical collection rates and bad debts write-offs, customer concentrations, customer credit-worthiness and current economic trends when evaluating the adequacy of the allowance for doubtful accounts. Account balances are charged off against the allowance when the company believes it is probable the receivable will not be recovered. Sales Returns and Allowances. We make estimates of the amount of sales returns and allowances that will eventually be incurred. Management analyzes sales programs that are in effect, contractual arrangements, market acceptance and historical trends when evaluating the adequacy of sales returns and allowance accounts. We estimate contractual discounts and allowances for reimbursement amounts from our third party payor customers based on negotiated contracts and historical experience. Inventories. Inventories are valued at the lower of cost or market. We use standard cost methodology to determine cost basis for our inventories. This methodology approximates actual cost on a first-in, first-out basis. We establish reserves for slow moving and excess inventory, product obsolescence, shrinkage and other valuation allowances based on future demand and historical experience to make corresponding adjustments to the carrying value of these inventories to reflect the lower of cost or market value. Property and Equipment. Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets that range from three to 25 years. Leasehold improvements and equipment under capital leases are amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset. We capitalize surgical implant instruments that we provide to surgeons, free of charge, for use while implanting our products and the related depreciation expense is recorded as a component of Selling, general and administrative expense. We also capitalize electrotherapy devices that we rent to patients and record the related depreciation expense in cost of sales. Software Developed For Internal Use. Software is stated at cost less accumulated amortization and is amortized on a straight-line basis over estimated useful lives ranging from three to ten years. We capitalize costs of internally developed software during the development stage, including external consulting costs, cost of software licenses, and internal payroll and payroll-related costs for employees who are directly associated with a software project. Software assets are reviewed for impairment when events or circumstances indicate that the carrying value may not be recoverable. Upgrades and enhancements are capitalized if they result in added functionality. Amortization expense related to internally developed software was $1.7 million, $1.7 million and $1.7 million for the years ended December 31, 2017, 2016 and 2015, respectively. As of December 31, 2017 and 2016, we had $3.4 million and $5.1 million respectively, of unamortized internally developed software costs included within property and equipment in our Consolidated Balance Sheets. Intangible Assets and Amortization. Our primary intangible assets are goodwill, customer relationships, patents and technology and trademarks and trade names. Goodwill represents the excess purchase price over the fair value of the identifiable net assets acquired in business combinations. Goodwill and intangible assets with indefinite useful lives are not amortized, but instead are tested for impairment at least annually. Intangible assets with definite lives are amortized over their respective estimated useful lives and reviewed for impairment when circumstances warrant. We evaluate the carrying value of goodwill and indefinite life intangible assets annually on the first day of the fourth quarter or whenever events or circumstances indicate the carrying value may not be recoverable. We evaluate the carrying value of finite life intangible assets whenever events or circumstances indicate the carrying value may not be recoverable. Significant assumptions are required to estimate the fair value of goodwill and intangible assets, most notably estimated future cash flows generated by these assets. As such, these fair valuation measurements use significant unobservable inputs, which are inputs that are classified as Level 3 in the fair value hierarchy. Changes to these assumptions could require us to record impairment charges on these assets. Self Insurance. We are partially self-insured for certain employee health benefits and product liability claims. Accruals for losses are provided based upon claims experience and actuarial assumptions, including provisions for incurred but not reported losses. Revenue Recognition. Revenues are recognized when they are realized or realizable, and are earned. Our policy is to recognize revenue when title to the product, ownership and risk of loss transfer to the customer, which is on the date of shipment or the date of receipt by the customer. We include amounts billed to customers for freight in revenue. We recognize revenue, both rental and purchase, for products sold directly to patients or their third party insurance payors, when our product has been dispensed or shipped to the patient and the patient’s insurance has been verified. We record revenues from sales or our surgical implant products when the products are used in a surgical procedure (implanted in a patient). We reduce revenue by estimates of potential future product returns and other allowances. Revenues are also reduced by rebates related to sales transacted through distribution agreements that provide the distributors with a right to return inventory or take certain pricing adjustments based on sales mix or volume. Provisions for product returns and other allowances are recorded as a reduction to revenue in the period sales are recognized. Cost of Sales. Cost of sales is primarily comprised of direct materials and supplies consumed in the manufacture of product, as well as manufacturing labor, depreciation expense and direct overhead expense necessary to acquire and convert the purchased materials and supplies into finished product. Cost of products sold also includes the cost to distribute products to customers, inbound freight costs, internal transfer costs, warehousing costs and other shipping and handling activity. Warranty Costs. We provide express warranties on certain products for periods typically ranging from one to three years. We estimate our warranty obligations at the time of sale based upon historical experiences and known product issues, if any. A summary of the activity in our warranty reserves is as follows (in thousands): Year Ended December 31, 2017 2016 2015 Balance, beginning of year $ 1,938 $ 1,694 $ 1,942 Amount charged to expense for estimated warranty costs 1,787 2,080 1,517 Deductions for actual costs incurred (1,720 ) (1,836 ) (1,765 ) Balance, end of year $ 2,005 $ 1,938 $ 1,694 Selling, General and Administrative Expense . Selling, general and administrative expense (SG&A) is primarily comprised of marketing expenses, selling expenses, administrative and other indirect overhead costs, depreciation expense on non-manufacturing assets and other miscellaneous operating items. Advertising costs are charged to expense as incurred. For the years ended December 31, 2017, 2016 and 2015, advertising costs were $4.3 million, $3.8 million, and $3.9 million, respectively. Research and Development. The company conducts research and development activities to broaden our product offering and for improvement of existing products or manufacturing processes. Research and development costs include employee compensation and benefits, consultants, facilities related costs, material costs, depreciation and travel. Research and development costs are expensed as incurred. Other Expense, Net. Other expense, net, primarily includes net realized and unrealized foreign currency transaction gains and losses. Stock Based Compensation. We maintain a stock option plan under which stock options of our indirect parent, DJO, have been granted to both employees and non-employees. All share based payments to employees are recognized in the financial statements based on their grant date fair values and our estimates of forfeitures. We amortize stock-based compensation for service-based awards granted on a straight-line basis over the requisite service (vesting) period for the entire award. Other awards vest upon the achievement of certain pre-determined performance targets, and compensation expense is recognized to the extent the achievement of the performance targets is deemed probable. Income Taxes. Income taxes are accounted for under the asset and liability method, whereby deferred tax assets and liabilities are recognized and measured using enacted tax rates in effect for each taxing jurisdiction in which we operate for the year in which those temporary differences are expected to be recognized. Net deferred tax assets are then reduced by a valuation allowance if we believe it more-likely-than-not such net deferred tax assets will not be realized. Foreign Currency Translation and Transactions. We translate the financial statements of each foreign subsidiary with a functional currency other than the United States dollar into the United States dollar for consolidation using end-of-period exchange rates for assets and liabilities and average exchange rates during each reporting period for results of operations. Net gains or losses resulting from the translation of foreign financial statements and the effect of exchange rate changes on intercompany receivables and payables of a long-term investment nature are recorded, net of applicable income taxes, as a component of other comprehensive income (loss) in our Consolidated Statement of Comprehensive Loss. Cash flows from our operations in foreign countries are translated at the average rate for the applicable period. The effect of exchange rates on cash balances held in foreign currencies are separately reported in our Consolidated Statements of Cash Flows. Transactions denominated in currencies other than our or our subsidiaries’ functional currencies are recorded based on exchange rates at the time such transactions arise. Changes in exchange rates with respect to amounts recorded in our Consolidated Balance Sheets related to such transactions result in transaction gains and losses that are reflected in our Consolidated Statements of Operations as either unrealized (based on the applicable period end translation) or realized (upon settlement of the transactions). For the years ended December 31, 2017, 2016 and 2015, foreign transaction (gains) losses were $(1.8) million, $3.1 million, and $7.1 million, respectively. Derivative Financial Instruments. All derivative instruments are recognized in the financial statements and measured at fair value regardless of the purpose or intent for holding them. We make use of debt financing as a source of funds and are therefore exposed to interest rate fluctuations in the normal course of business. Our credit facilities are subject to floating interest rates. We manage the risk of unfavorable movements in interest rates by hedging interest rate on a portion of the outstanding loan balance, thereby locking in a fixed rate on a portion of the principal, reducing the effect of possible rising interest rates and making interest expense more predictable. We have designated these interest rate cap agreements as cash flow hedges for accounting purposes. Therefore, changes in the fair values of the derivative are recorded in accumulated other comprehensive income (loss) and are subsequently recognized in earnings when the hedged item affects earnings. The fair value of our derivative instruments has been determined through the use of models that consider various assumptions, including time value and other relevant economic measures, which are inputs that are classified as Level 2 in the fair value hierarchy (see Notes 10 and 11). Comprehensive Income (Loss). Comprehensive income (loss) includes net income (loss) as per our Consolidated Statement of Operations and other comprehensive income (loss). Other comprehensive income (loss), which is comprised of unrealized gains and losses on foreign currency translation adjustments, net of tax, is included in our Consolidated Statement of Comprehensive Loss. Concentration of Credit Risk. We sell the majority of our products in the United States to orthopedic professionals, hospitals, distributors, specialty dealers, insurance companies, managed care companies and certain governmental payors such as Medicare. International sales comprised 27.0%, 26.1%, and 26.6% of our net sales for the years ended December 31, 2017, 2016 and 2015, respectively. International sales are generated from a diverse group of customers through our wholly owned subsidiaries and certain independent distributors. Credit is extended based on an evaluation of the customer’s financial condition and generally collateral is not required. We provide a reserve for estimated bad debts. Management reviews and revises its estimates for credit losses from time to time and such credit losses have generally been within management’s estimates. In each of the years ended December 31, 2017, 2016 and 2015, we had no individual customer or distributor that accounted for 10% or more of our total annual net sales. Fair Value of Financial Instruments. The carrying amounts of our short-term financial instruments, including cash and cash equivalents, accounts receivable and accounts payable, approximate fair values due to their short-term nature. See Note 12 for information concerning the fair value of our variable and fixed rate debt. Recent Accounting Standards. In May 2014, the Financial Accounting Standards Board (FASB) issued an accounting standards update (ASU) related to revenue from contracts with customers. The new standard provides a five-step approach to be applied to all contracts with customers. The accounting standards update also requires expanded disclosures about revenue recognition. On July 9, 2015, the FASB decided to defer the effective date of the standard. The guidance is now effective for fiscal years beginning after December 15, 2017 and interim periods within that reporting period. Early adoption is permitted as early as the original effective date of December 15, 2016. The Company put a team in place to analyze the impact of this ASU across all revenue streams to evaluate the impact of the new standard on revenue contracts. This included reviewing current accounting policies and practices to identify potential differences that would result from applying the requirements under the new standard. In 2016, the Company presented its initial findings to the audit committee and has plans to start drafting its accounting policies and evaluating the new disclosure requirements and the impact they will have on its business processes, controls and systems in 2017. The Company will adopt the new standard using the modified retrospective approach, under which the cumulative effect of initially applying the new guidance is recognized as an adjustment to the opening balance of retained earnings in the first quarter of 2018. The Company has completed the assessment of the new standard and is finalizing the new required disclosures. Overall, the Company does not expect the timing of revenue recognition under the new standards to be materially different from our current revenue recognition policy. Based on the Company’s analysis of open contracts as of December 31, 2017, the cumulative effect of applying the new standards is not material. In July 2015, the FASB issued an accounting standards update which requires an entity to measure inventory at the lower of cost and net realizable value. Net realizable value is defined as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This guidance does not apply to inventory that is measured using last-in, first-out (LIFO). The guidance is effective for annual and interim periods beginning after December 15, 2016. Adoption of this new guidance did not have a material effect on the Company’s financial statements. In January 2016, the FASB issued an accounting standards update which affects the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. This guidance retains the current accounting for classifying and measuring investments in debt securities and loans but requires equity investments to be measured at fair value with subsequent changes recognized in net income, except for those accounted for under the equity method or requiring consolidation. The guidance also changes the accounting for investments without a readily determinable fair value and that do not qualify for the practical expedient permitted by the guidance to estimate fair value. A policy election can be made for these investments whereby estimated fair value may be measured at cost and adjusted in subsequent periods for any impairment or changes in observable prices of identical or similar investments. The guidance is effective for annual periods beginning after December 15, 2017. Early adoption is permitted. Adoption of this new guidance is not expected to have a material effect on the Company’s financial statements. In February 2016, the FASB issued an accounting standards update which affects the accounting for leases. The guidance requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. The amendment also will require qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. The guidance is effective for interim and annual reporting periods beginning after December 15, 2018. Early adoption is permitted. The Company has a team in place to analyze the impact of this ASU which includes reviewing current lease contracts to identify potential differences that would result from applying the requirements under the new standard. In 2016, the Company presented its initial plan to the audit committee which includes compiling an inventory of all of its current leases to assess the global impact and developing tools for the tracking of and accounting for lease contracts. As such, we are still assessing the impact of adoption on our consolidated financial statements. In March 2016, the FASB issued an accounting standards update which affects the accounting for employee share-based payments. The standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. The guidance is effective for interim and annual reporting periods beginning after beginning after December 15, 2016. Adoption of this new guidance did not have a material effect on the Company’s financial statements. In August 2016, the FASB issued an accounting standards update which affects the classification of certain cash receipts and cash payments. This ASU is intended to clarify the presentation of cash receipts and payments in specific situations. The guidance is effective for interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted. We are still assessing the impact of adoption on our consolidated financial statements. In October 2016, the FASB issued an accounting standards update which will require companies to recognize the income tax effects of intercompany sales and transfers of assets other than inventory in the period in which the transfer occurs. This guidance is effective for annual and interim reporting periods beginning after December 15, 2017, and should be applied on a modified retrospective approach with a cumulative catch-up adjustment to opening retained earnings in the period of adoption. Early adoption is permitted. We are still assessing the impact of adoption on our consolidated financial statements. In January 2017, the FASB issued an accounting standards update which will require an entity to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The guidance is effective for annual and interim goodwill impairment tests beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017.We are still assessing the impact of adoption on our consolidated financial statements. |
DIVESTITURES
DIVESTITURES | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
DIVESTITURES | 3. DIVESTITURES Discontinued Operations For disposal transactions that occur on or after that January 1, 2015, a component of an entity is reported in discontinued operations after meeting the criteria for held-for-sale classification, is disposed of by sale or is disposed of other than by sale (e.g. abandonment) if the disposition represents a strategic shift that has (or will have) a major effect on the entity's operations and financial results. The Company has evaluated the and concluded . For financial statement purposes, the Empi business financial results are reported within discontinued operations in the Consolidated Financial Statements. Income (loss) from discontinued operations, net of taxes, is comprised of the following (in thousands): Year ended December 31, 2017 2016 2015 Net sales $ — $ — $ 95,342 Costs and operating expenses: Cost of sales — — 35,834 Selling, general and administrative — — 50,729 Research and development — — 249 Amortization of intangible assets — — 6,874 Impairment of goodwill — — 117,298 Impairment of intangible and long lived assets — — 52,150 Other income 309 1,138 86 Income (loss) from discontinued operations before income taxes $ 309 $ 1,138 $ (167,706 ) Income tax benefit — — 10,126 Net income (loss) from discontinued operations $ 309 $ 1,138 $ (157,580 ) Net assets for discontinued operations are as follows: Year ended December 31, 2017 2016 Other current assets $ 511 $ 511 Total assets 511 511 Liabilities — — Net assets $ 511 $ 511 |
ACCOUNTS RECEIVABLE RESERVES
ACCOUNTS RECEIVABLE RESERVES | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE RESERVES | 4. ACCOUNTS RECEIVABLE RESERVES A summary of activity in our accounts receivable allowance for doubtful accounts is presented below (in thousands): Year Ended December 31, 2017 2016 2015 Balance, beginning of year $ 36,070 $ 32,893 $ 23,585 Provision for doubtful accounts 19,386 30,709 26,160 Write-offs, net of recoveries (26,218 ) (27,532 ) (16,852 ) Balance, end of year $ 29,238 $ 36,070 $ 32,893 Our allowance for sales returns balance was $2.0 million, $3.8 million, and $4.1 million, as of December 31, 2017, 2016 and 2015, respectively. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | 5. INVENTORIES Inventories consist of the following (in thousands): December 31, 2017 December 31, 2016 Components and raw materials $ 67,220 $ 18,771 Work in process 5,652 8,373 Finished goods 89,468 126,974 Inventory held on consignment 38,219 35,751 200,559 189,869 Inventory reserves (31,422 ) (38,312 ) $ 169,137 $ 151,557 A summary of the activity in our inventory reserves is presented below (in thousands): Year Ended December 31, 2017 2016 2015 Balance, beginning of year $ 38,312 $ 22,042 $ 22,094 Provision charged to costs of sales 3,424 26,409 5,699 Write-offs, net of recoveries (10,314 ) (10,139 ) (5,751 ) Balance, end of year $ 31,422 $ 38,312 $ 22,042 In the fourth quarter of fiscal 2016, current management implemented a new strategy relating to our procurement, manufacturing and liquidation philosophies in order to significantly reduce inventory levels. Historically, our strategy was to purchase inventory in large quantities to capture purchase discounts and rebates and provide an expansive mix of products for our customers. Our new strategy aims to integrate our supply chain services with customer demand through focused forecasted consumption and sales efforts, therefore limiting the range of SKUs we plan to offer. As a result of these changes, the Company recorded a charge to cost of sales and corresponding reduction in inventory of approximately $18.0 million. The E&O reserve expense in fiscal 2016 included $5.7 million related to the Company’s decision to discontinue certain SKUs mainly within the Bracing and Vascular product lines, $8.3 million related to holding inventory for shorter periods and the planned scrapping of long-dated inventory, $2.0 million related to new Surgical Implant products that changed the expected life cycle of its current product portfolio, and $2.0 million of slow moving consigned inventory within certain OfficeCare clinics. This is a prospective change in estimate as a result of implementing new strategies in the fourth quarter. The Company also recorded a $2.4 million charge to cost of sales related to purchase commitments with a supplier for quantities in excess of our future demand forecasts, which were updated in the fourth quarter of 2016. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | 6. PROPERTY AND EQUIPMENT, NET Property and equipment consists of the following (in thousands): December 31, 2017 December 31, 2016 Depreciable lives (years) Land $ 170 $ 170 Indefinite Buildings and improvements 27,244 25,919 3 to 25 Equipment 142,544 132,314 2 to 7 Software 52,776 47,368 3 to 10 Furniture and fixtures 12,779 12,093 3 to 8 Surgical implant instrumentation 159,543 128,983 5 Construction in progress 6,065 6,656 N/A 401,121 353,503 Accumulated depreciation and amortization (267,599 ) (225,484 ) Property and equipment, net $ 133,522 $ 128,019 Depreciation and amortization expense relating to property and equipment was $45.2 million, $41.4 million and $37.5 million for the years ended December 31, 2017, 2016 and 2015, respectively. |
LONG-LIVED ASSETS
LONG-LIVED ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
LONG-LIVED ASSETS | 7. LONG-LIVED ASSETS Goodwill Changes in the carrying amount of goodwill for the year ended December 31, 2017 are presented in the table below (in thousands): Bracing & Vascular Recovery Sciences Surgical Implant International Total Balance, beginning of period Goodwill $ 483,258 $ 249,601 $ 49,229 $ 330,544 $ 1,112,632 Accumulated impairment losses (61,000 ) (148,600 ) (47,406 ) — (257,006 ) Goodwill, net of accumulated impairment losses at December 31, 2016 422,258 101,001 1,823 330,544 855,626 Current Year Activity: Foreign currency translation — — — 8,486 8,486 Balance, end of period Goodwill 483,258 249,601 49,229 339,030 1,121,118 Accumulated impairment losses (61,000 ) (148,600 ) (47,406 ) — (257,006 ) Goodwill, net of accumulated impairment losses at December 31, 2017 $ 422,258 $ 101,001 $ 1,823 $ 339,030 $ 864,112 Intangible Assets Identifiable intangible assets consisted of the following (in thousands): December 31, 2017 Gross Amount Accumulated Amortization Intangible Assets, Net Definite-lived intangible assets: Customer relationships $ 478,114 $ (402,005 ) $ 76,109 Patents and technology 446,894 (302,805 ) 144,089 Trademarks and trade names 29,851 (18,576 ) 11,275 Distributor contracts and relationships 4,805 (4,725 ) 80 Non-compete agreements 6,750 (6,750 ) — $ 966,414 $ (734,861 ) 231,553 Indefinite-lived intangible assets: Trademarks and trade names 375,535 Net identifiable intangible assets $ 607,088 December 31, 2016 Gross Carrying Amount Accumulated Amortization Intangible Assets, Net Definite-lived intangible assets: Customer relationships $ 475,280 $ (364,582 ) $ 110,698 Patents and technology 446,734 (274,914 ) 171,820 Trademarks and trade names 29,695 (15,543 ) 14,152 Distributor contracts and relationships 4,753 (4,486 ) 267 Non-compete agreements 6,604 (6,224 ) 380 $ 963,066 $ (665,749 ) 297,317 Indefinite-lived intangible assets: Trademarks and trade names 374,817 Net identifiable intangible assets $ 672,134 In performing our 2017 goodwill impairment test, we estimated the fair values of our reporting units using the income approach which includes the discounted cash flow method and the market approach which includes the use of market multiples. These fair value measurements are categorized within Level 3 of the fair value hierarchy. The discounted cash flows for each reporting unit were based on discrete financial forecasts developed by management for planning purposes, and required significant judgment with respect to forecasted sales, gross margin, selling, general and administrative expenses, depreciation, income taxes, capital expenditures, working capital requirements and the selection and use of an appropriate discount rate. For purposes of calculating the discounted cash flows of our reporting units, we used estimated revenue growth rates averaging between (0.3)% and 10.5% for the discrete forecast period. Cash flows beyond the discrete forecasts were estimated using a terminal value calculation, which incorporated historical and forecasted financial trends for each identified reporting unit and considered long-term earnings growth rates for publicly traded peer companies. Future cash flows were then discounted to present value at discount rates ranging from 8.5% to 10.0%, and terminal value growth rates ranging from (0.3)% to 5.2%. Publicly available information regarding comparable market capitalization was also considered in assessing the reasonableness of the cumulative fair values of our reporting units estimated using the discounted cash flow methodology. We determined that the fair value of the six reporting units with goodwill assigned to them exceed their carrying values and were not at risk of failing the test. This fair value measurement is categorized within Level 3 of the fair value hierarchy. The percentage by which the fair value of the six reporting units exceeded their carrying value ranged from 44.4% to 676.9%. As such, we determined that the goodwill of our reporting units was not impaired. In the fourth quarter of 2016, we determined that the carrying values of our CMF and Vascular reporting units, components of our Recovery Sciences and Bracing and Vascular segments, respectively, were in excess of their estimated fair values. As a result, in the fourth quarter of 2016 we recorded goodwill impairment charges for the CMF and Vascular and reporting units of $99.0 million and $61.0 million, respectively. The impairment charges were included in Impairment of goodwill and intangible assets in our Consolidated Statement of Operations. The impairment charge for our CMF reporting unit resulted from reductions in our projected operating results and estimated future cash flows due to disruption caused by our exit of the Empi business. The impairment charge for our Vascular reporting unit resulted from reductions in our projected operating results and estimated future cash flows due to a loss of revenue caused by disruption as we transitioned our Dr. Comfort therapeutic footwear manufacturing and distribution to a new ERP system and market pressure in the therapeutic shoe market. In the fourth quarter of 2017 we tested our indefinite lived trade name intangible assets for impairment. This test work compares the fair value of the asset with its carrying amount. To determine the fair value we applied the relief from royalty (RFR) method. Under the RFR method, the value of the trade name is determined by calculating the present value of the after-tax cost savings associated with owning the asset and therefore not being required to pay royalties for its use during the asset’s indefinite life. Significant judgments inherent in this analysis include the selection of appropriate discount rates, estimating future cash flows and the identification of appropriate terminal growth rate assumptions. Discount rate assumptions are based on an assessment of the risk inherent in the projected future cash generated by the respective intangible assets. Future cash flows were discounted to present value at discount rates ranging from 8.5% to 10.0%, and terminal value growth rates ranging from (0.3)% to 5.0%. Also subject to judgment are assumptions about royalty rates, which are based on the estimated rates at which similar brands and trademarks are being licensed in the marketplace. We used market average royalty rates ranging from 0.5% to 5.0%. These fair value measurements are categorized within Level 3 of the fair value hierarchy. We determined that that the fair value of these trade names exceed their carrying value. The percentage by which the fair value of these trade names exceeded their carrying value ranged from 46.5% to 232.1%. As such, we determined that these indefinite lived intangible assets are not impaired. This fair value measurement is categorized within Level 3 of the fair value hierarchy. Our definite lived intangible assets are being amortized using the straight line method over their remaining weighted average useful lives of 3.5 years for customer relationships, 6.2 years for patents and technology, 1.4 years for distributor contracts and relationships and 5.1 years for trademarks and trade names. Based on our amortizable intangible asset balance as of December 31, 2017 we estimate that amortization expense will be as follows for the next five years and thereafter (in thousands): 2018 57,993 2019 53,061 2020 37,089 2021 32,488 2022 28,687 Thereafter 22,235 $ 231,553 Our goodwill and intangible assets by segment are as follows (in thousands): December 31, 2017 Goodwill Intangible Assets, Net Bracing and Vascular $ 422,258 $ 381,479 Recovery Sciences 101,001 106,468 International 339,030 98,542 Surgical Implant 1,823 20,599 $ 864,112 $ 607,088 December 31, 2016 Goodwill Intangible Assets, Net Bracing and Vascular $ 422,258 $ 411,079 Recovery Sciences 101,001 122,586 International 330,544 113,679 Surgical Implant 1,823 24,790 $ 855,626 $ 672,134 |
OTHER CURRENT LIABILITIES
OTHER CURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
OTHER CURRENT LIABILITIES | 8. OTHER CURRENT LIABILITIES Other current liabilities consist of the following (in thousands): December 2017 December 31, 2016 Accrued wages and related expenses $ 41,482 $ 30,340 Accrued commissions 16,994 16,254 Accrued rebates 12,896 14,023 Accrued other taxes 5,743 2,926 Accrued professional expenses 3,879 3,593 Income taxes payable 1,937 231 Derivative liability 268 1,497 Other accrued liabilities 43,161 44,401 $ 126,360 $ 113,265 |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
EMPLOYEE BENEFIT PLANS | 9. EMPLOYEE BENEFIT PLANS We have multiple qualified defined contribution plans, which allow for voluntary pre-tax contributions by employees. We pay all general and administrative expenses of the plans and make matching and may make certain discretionary contributions to the plans. Based on 100% of the first 1% and 50% of the next 5% of compensation deferred by employees (subject to IRS limits and non-discrimination testing), we made matching contributions of $3.5 million, $3.5 million, and $4.2 million, to the plans for the years ended December 31, 2017, 2016 and 2015, respectively. The plans provide for discretionary contributions by us, as approved by the Board of Directors. There have been no such discretionary contributions through December 31, 2017. In addition, we made contributions to our international pension plans of $3.0 million, $2.1 million, and $1.7 million for the years ended December 31, 2017, 2016 and 2015, respectively. |
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS | 10. DERIVATIVE INSTRUMENTS From time to time, we use derivative financial instruments to manage interest rate risk related to our variable rate credit facilities and risk related to foreign currency exchange rates. Our objective is to reduce the risk to earnings and cash flows associated with changes in interest rates and changes in foreign currency exchange rates. Before acquiring a derivative instrument to hedge a specific risk, we evaluate potential natural hedges. Factors considered in the decision to hedge an underlying market exposure include the materiality of the risk, the volatility of the market, the duration of the hedge, and the availability, effectiveness and cost of derivative instruments. We do not use derivative instruments for speculative or trading purposes. All derivatives, whether designated as hedging relationships or not, are recorded on the balance sheet at fair value. The fair value of our derivatives is determined through the use of models that consider various assumptions, including time value, yield curves and other relevant economic measures which are inputs that are classified as Level 2 in the fair value hierarchy. The classification of gains and losses resulting from changes in the fair values of derivatives is dependent on the intended use of the derivative and its resulting designation. Our interest rate cap agreements were designated as cash flow hedges, and accordingly, effective portions of changes in the fair value of the derivatives were recorded in accumulated other comprehensive income (loss) and subsequently reclassified into our Consolidated Statement of Operations when the hedged forecasted transaction affects income (loss). Ineffective portions of changes in the fair value of cash flow hedges are recognized in income (loss). Our foreign exchange contracts have not been designated as hedges, and accordingly, changes in the fair value of the derivatives are recorded in income (loss). Interest Rate Cap Agreements . We utilize interest rate caps to manage the risk of unfavorable movements in interest rates on a portion of our outstanding floating rate loan balances. Our interest rate cap agreements were designated as cash flow hedges for accounting purposes, and the hedges were considered effective. As such, the effective portion of the gain or loss on the derivative instrument was reported as a component of accumulated other comprehensive income (loss) and reclassified into interest expense in our Consolidated Statement of Operations in the period in which it affected income (loss). Foreign Exchange Rate Contracts . We have previously utilized Mexican Peso (MXN) foreign exchange forward contracts to hedge a portion of our exposure to fluctuations in foreign exchange rates, as our Mexico-based manufacturing operations incur costs that are largely denominated in MXN. As of December 31, 2017 we did not have any outstanding foreign currency exchange forward contracts. While our foreign exchange forward contracts act as economic hedges, we have not designated such instruments as hedges for accounting purposes. Therefore, gains and losses resulting from changes in the fair values of these derivative instruments are recorded in Other income (expense), net, in our accompanying Consolidated Statements of Operations. The following table summarizes the fair value of derivative instruments in our Consolidated Balance Sheets (in thousands): Balance December 2017 December 31, 2016 Derivative Assets: Interest rate cap agreements designated as cash flow hedges Other $ 84 $ 0 Derivative Liabilities: Interest rate cap agreements designated as cash flow hedges Other $ 268 $ 1,497 Interest rate cap agreements designated as cash flow hedges Other — 1,283 The following table summarizes the effect our derivative instruments have on our Consolidated Statements of Operations (in thousands): Year Ended December 31, Location of gain (loss) 2017 2016 2015 Interest rate cap agreements designated as cash flow hedges Interest expense (1) $ 482 $ 412 $ — Foreign exchange forward contracts not designated as hedges Other expense, net — — (4 ) $ 482 $ 412 $ (4 ) The pre-tax loss on derivative instruments designated as cash flow hedges recognized in other comprehensive income (loss) is presented below (in thousands): Year Ended December 31, 2017 2016 2015 Interest rate cap agreements designated as cash flow Hedges $ 3,007 $ (3,969 ) $ 985 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | 11. FAIR VALUE MEASUREMENTS Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. Our assessment of the significance of a particular input to the fair value measurements requires judgment and may affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy. The following tables present the balances of financial assets and liabilities measured at fair value on a recurring basis (in thousands): As of December 31, 2017 Quoted Prices in Active Markets for Identical (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Recorded Balance Assets: Interest rate cap agreements designated as cash flow hedges $ — $ 84 $ — $ — Liabilities: Interest rate cap agreements designated as cash flow hedges $ — $ 268 $ — $ — As of December 31, 2016 Quoted Prices in Active Markets for Identical (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Recorded Balance Liabilities: Interest rate cap agreements designated as cash flow hedges $ — $ 2,780 $ — $ 2,780 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
DEBT | 12. DEBT Debt obligations consist of the following (in thousands): December 31, 2017 December 31, 2016 Credit facilities: ABL Facility, net of unamortized debt issuance costs of $1.2 million and $1.6 million as of December 31, 2017 and 2016, respectively $ 73,843 $ 80,365 Term loan: $1,031.3 million Term Loan, net of unamortized debt issuance costs and original issuance discount of $8.6 million and $12.0 million as of December 31, 2017 and 2016, respectively 1,022,630 1,029,816 Notes: $1,015.0 million 8.125% Second Lien notes, net of unamortized debt issuance costs and original issuance discount of $11.6 million and $14.4 million as of December 31, 2017 and 2016, respectively 1,003,382 1,000,649 $298.5 million 10.75% Third Lien notes, net of unamortized debt issuance costs and original issuance discount of $4.8 million and $6.5 million as of December 31, 2017 and 2016, respectively 293,657 291,958 Capital lease obligations and other 20,608 — Total debt 2,414,120 2,402,788 Current maturities (15,936 ) (10,550 ) Long-term debt $ 2,398,184 $ 2,392,238 Credit Facilities On May 7, 2015, we entered into (i) a $1,055.0 million new term loan facility (the “Term Loan”) and (ii) a $150.0 million new asset-based revolving credit facility (the “ABL Facility” and together with the Term Loan, the “Credit Facilities”). The Term Loan provides for a $150.0 million incremental facility, subject to customary borrowing conditions and the ABL Facility provides for a $50.0 million facility increase, subject to customary borrowing conditions. As of December 31, 2017, the market values of our Term Loan and drawings under the ABL Facility were $1,014.5 million and $75.0 million, respectively. We determine market value using trading prices for the senior secured credit facilities on or near that date. This fair value measurement is categorized within Level 2 of the fair value hierarchy. Our revolving loan balance under our ABL Facility was $75.0 million as of December 31, 2017, in addition to a $5.7 million outstanding letter of credit related to our travel and entertainment corporate card program and a $0.5 million outstanding letter of credit related to collateral requirements under our product liability insurance policy. Term Loan Interest Rates. Borrowings under the Term Loan bear interest at a rate equal to, at our option, either (a) 2.25% plus a base rate equal to the highest of (1) the prime rate as reported by the Wall Street Journal, (2) the federal funds effective rate plus 0.50% and (3) the Eurodollar rate for a one-month interest period plus 1.00% or (b) 3.25% plus the Eurodollar rate determined by reference to the ICE Benchmark Administration London Interbank Offered Rate for U.S. dollar deposits, subject to a minimum Eurodollar rate of 1.00%. As of December 31, 2017 our weighted average interest rate for all borrowings under the Credit Facilities was 4.61%. Principal Payments. We are required to make principal repayments under the Term Loan in quarterly installments equal to 0.25% of the original principal amount, with the remaining amount payable at maturity in June 2020 provided that, if on January 16, 2020 (or, if earlier, the 91st day prior to the scheduled maturity date of the 10.75% Notes), more than $50,000,000 in aggregate principal amount of the 10.75% Notes remains outstanding the scheduled maturity date of which is earlier than 91 days after June 7, 2020, then the maturity date with respect to the Term Loan shall be January 16, 2020 (or, if earlier, the 91st day prior to the scheduled maturity date of the 10.75% Notes). Prepayments. The Term Loan requires us to prepay principal amounts outstanding, subject to certain exceptions, with: • 50% (which percentage will be reduced to 25% and 0% upon attaining certain total net leverage ratios) of annual excess cash flow, as defined in the Term Loan agreement; • 100% of the net cash proceeds above (i) $30.0 million in any single transaction or series of related transactions or (ii) an annual amount of $100.0 million of all non-ordinary course asset sales or other dispositions, if we do not reinvest the net cash proceeds in assets to be used in our business, generally within 12 months of the receipt of such net cash proceeds; and • 100% of the net cash proceeds from issuances of debt by us and our restricted subsidiaries, other than proceeds from debt permitted to be incurred under the Credit Facilities. We may voluntarily repay outstanding loans under the Credit Facilities at any time without premium or penalty, subject to payment of (i) customary breakage costs applicable to prepayments of Eurodollar loans made on a date other than the last day of an interest period applicable thereto and (ii) a prepayment premium of 1% applicable to prepayments made within 6 months from the date of the closing of the Term Loan. Guarantee and Security. All obligations under the Credit Facilities are unconditionally guaranteed by DJO Holdings LLC and each of our existing and future direct and indirect wholly-owned domestic subsidiaries, subject to certain exceptions (collectively, the “Credit Facility Guarantors”). In addition, the Term Loan is secured by (i) a first priority security interest in certain of our tangible and intangible assets and those of each of the Credit Facility Guarantors and all the capital stock of, or other equity interests in, DJO Holdings and each of our material direct or indirect wholly-owned domestic subsidiaries and direct wholly-owned first-tier foreign subsidiaries (subject to certain exceptions and qualifications) (collectively, “Term Loan Collateral”), and (ii) a second priority security interest in the ABL Collateral (as defined below). Certain Covenants and Events of Default. The Term Loan contains a number of covenants that restrict, subject to certain exceptions, our ability to: • incur additional indebtedness and make guarantees; • create liens on assets; • enter into sale and leaseback transactions; • engage in mergers or consolidations; • sell assets; • pay dividends and other restricted payments; • make investments, loans or advances, including acquisitions; • repay subordinated indebtedness or amend material agreements governing our subordinated indebtedness; • engage in certain transactions with affiliates; and • change our lines of business. In addition, the Term Loan requires us to maintain a maximum first lien net leverage ratio, as defined, of Credit Facilities debt, net of cash, to Adjusted EBITDA of no greater than 5.35:1 for a trailing twelve month period commencing with the period ending September 30, 2015. As of December 31, 2017, our actual first lien net leverage ratio was 3.66:1, and we were in compliance with all other applicable covenants. Asset-Based Revolving Credit Facility Interest Rate. Borrowings under our ABL Facility bear interest at a rate equal to, at our option, a margin over, either (a) a base rate determined by reference to the highest of (1) the administrative agent’s prime lending rate, (2) the federal funds effective rate plus 0.50% and (3) the Eurodollar rate for a one-month interest period plus 1.00% or (b) a Eurodollar rate determined by reference to the Reuters LIBOR rate for the interest period relevant to such borrowing. The margin for the ABL Facility is 1.25% with respect to base rate borrowings and 2.25% with respect to Eurodollar borrowings, each subject to step-downs based upon the amount of the available, unused facility. Fees. In addition to paying interest on outstanding principal, we are required to pay a commitment fee to the lenders based on the daily amount of the ABL Facility that is unutilized. The commitment fee is an annual rate of 0.25% if the average facility utilization in the previous fiscal quarter is equal to or greater than 50%, and 0.375% if the average facility utilization in the previous fiscal quarter was less than 50%. Guarantee and Security. The ABL Facility is secured by a first priority security interest in personal property of DJOFL and each of the Credit Facility Guarantors consisting generally of accounts receivable, cash, deposit accounts and securities accounts, inventory, intercompany notes and intangible assets (other than intellectual property and investment property), subject to certain exceptions and qualifications (collectively, the “ABL Collateral”, and together with the Term Loan Collateral, the “Collateral”) and a fourth priority security interest in the Term Loan Collateral. Certain Covenants and Events of Default. The ABL Facility contains a number of covenants that, among other things, restrict, subject to certain exceptions, our and our subsidiaries’ ability to undertake certain transactions or otherwise make changes to our assets and business. These are substantially similar to the Term Loan covenants described above. In addition, we are required to maintain a minimum fixed charge coverage ratio, as defined in the agreement, of 1.0 to 1.0 if the unutilized facility is less than the greater of $9.0 million or 10% of the lesser of (1) $150.0 million and (2) the aggregate borrowing base. This coverage ratio requirement remains in place until the 30 th Notes: 8.125% Second Lien Notes On May 7, 2015 we issued $1,015.0 million aggregate principal amount of 8.125% Second Lien Notes (8.125% Notes), which mature on June 15, 2021. The 8.125% Notes are fully and unconditionally guaranteed on a senior secured basis by each of DJOFL’s existing and future direct and indirect wholly-owned domestic subsidiaries that guarantees any of DJOFL’s indebtedness or any indebtedness of DJOFL’s domestic subsidiaries. The net proceeds from the issuance of the 8.125% Notes were used, together with borrowings under the Credit Facilities and cash on hand, to repay our prior notes (see below), repay prior credit facilities and pay all related fees and expenses. The 8.125% Notes and related guarantees are secured by second-priority liens on the Term Loan Collateral and third-priority liens on the ABL Collateral, in each case subject to permitted liens. As of December 31, 2017, the market value of the 8.125% Notes was $954.1 million. We determined market value using trading prices for the 8.125% Notes on or near that date. This fair value measurement is categorized within Level 2 of the fair value hierarchy. Optional Redemption. Prior to June 15, 2018, we have the option to redeem some or all of the 8.125% Notes at a redemption price equal to 100% of the principal amount of the 8.125% Notes redeemed, plus accrued and unpaid interest plus the “make-whole” premium set forth in the indenture governing the 8.125% Notes. On and after June 15, 2018, we have the option to redeem some or all of the 8.125% Notes at the redemption prices set forth in the indenture, plus accrued and unpaid interest. In addition, we may redeem, using net proceeds from certain equity offerings, (i) up to 15% of the principal amount prior to June 15, 2019 at a price equal to 103% of the principal amount being redeemed, and/or (ii) up to 35% of the principal amount prior to June 15, 2018, at a price equal to 108.125% of the principal amount being redeemed, plus accrued and unpaid interest, in each case using an amount not to exceed the net proceeds from certain equity offerings. 10.75% Third Lien Notes On May 7, 2015, we issued $298.5 million aggregate principal amount of 10.75% Third Lien Notes (10.75% Notes) which mature on April 15, 2020. The 10.75% Notes are fully and unconditionally guaranteed on a secured basis by each of DJOFL’s existing and future direct and indirect wholly-owned domestic subsidiaries that guarantees any of DJOFL’s indebtedness or any indebtedness of DJOFL’s domestic subsidiaries. The 10.75% Notes were issued in connection with our (i) offer (Exchange Offer) to exchange our 9.75% Senior Subordinated Notes due 2017 (9.75% Notes) for the 10.75% Notes and cash and (ii) solicitation of consents from registered holders of the 9.75% Notes to certain proposed amendments to the indenture for the 9.75% Notes. The 10.75% Notes and related guarantees are secured by third-priority liens on the Term Loan Collateral and fourth-priority liens on the ABL Collateral, in each case subject to permitted liens. As of December 31, 2017, the market value of the 10.75% Notes was $267.1 million. We determined market value using trading prices for the 10.75% Notes on or near that date. This fair value measurement is categorized within Level 2 of the fair value hierarchy. Optional Redemption. We have the option to redeem the 10.75% Notes, in whole or in part, after May 7, 2015, at the redemption prices set forth in the indenture governing the 10.75% Notes, plus accrued and unpaid interest. Change of Control Upon the occurrence of a change of control, DJOFL must give holders of the Notes an opportunity to sell to DJOFL some or all of their 8.125% Notes and 10.75% Notes at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the repurchase date. Covenants The indentures for the 8.125% Notes and the 10.75% Notes each contain covenants limiting, among other things, our ability to (i) incur additional indebtedness or issue certain preferred and convertible shares, pay dividends on, redeem, repurchase or make distributions in respect of the capital stock of DJO or make other restricted payments, (ii) make certain investments, (iii) sell certain assets, (iv) create liens on certain assets to secure debt, (v) consolidate, merge, sell or otherwise dispose of all or substantially all of our assets, (vi) enter into certain transactions with affiliates, and (vii) designate our subsidiaries as unrestricted subsidiaries. As of September 30, 2016, we were in compliance with all applicable covenants. Our ability to continue to meet the covenants related to our indebtedness specified above in future periods will depend, in part, on events beyond our control, and we may not continue to meet those covenants. A breach of any of these covenants in the future could result in a default under the credit facilities or the Notes, at which time the lenders could elect to declare all amounts outstanding under the senior secured credit facilities to be immediately due and payable. Any such acceleration would also result in a default under the Indentures. Other debt On June 6, 2017, we entered into two new term loans of €6.0 million each at our French subsidiary. The loan provides for borrowings of €12.0 million and is subject to customary borrowing conditions. We are required to make principal repayments under the loan in both monthly and quarterly installments through the maturity date of May 2020. The interest rate on this loan is the Euribor for a one month interest period plus 0.4%. Pursuant to the terms of the loan agreements, we have pledged €12.0 million of our French subsidiary’s tangible and intangible assets. In the fourth quarter of 2017, our subsidiary, Ormed GmbH, entered into two financing arrangements with Deutsche Leasing AG and Sparkasse Freiburg. The arrangement with Deutsche Leasing provides for a sale and lease back of continuous passive motion (CPM) devices for a total of €3.5 million, maturing within 36 and 48 months. The second arrangement with Sparkasse Freiburg, is a loan agreement consisting of a term loan €4.0 million and a revolving line of credit of up to €1.5 million, with a maturity date of August 30, 2019. At December 31, 2017, the aggregate amounts of principal maturities of long-term debt for the next five years and thereafter are as follows (in thousands): 2018 15,936 2019 20,825 2020 1,388,285 2021 1,015,296 2022 — Thereafter — $ 2,440,342 Loss on Modification and Extinguishment of Debt During the year ended December 31, 2015, we recognized loss on modification and extinguishment of debt of $68.5 million. The loss consists of $47.8 million in premiums related to the redemption of our 8.75% Notes, 9.875% Notes, and 7.75% Notes, $11.9 million related to the non-cash write off of unamortized debt issuance costs and original issue discount associated with the portion of our debt that was extinguished and $8.8 million of arrangement and amendment fees and other fees and expenses incurred in connection with the refinancing. Debt Issuance Costs As of December 31, 2017 and December 31, 2016, we had $8.6 million and $11.6 million, respectively, of unamortized debt issuance costs. For the year ended December 31, 2015, we capitalized $5.9 million of debt issuance costs incurred in connection with the amendment of our prior credit facilities. For the years ended December 31, 2017, 2016 and 2015, amortization of debt issuance costs was $3.0 million, $2.9 million and $4.7 million, respectively. Amortization of debt issuance costs was included in Interest expense in our Consolidated Statements of Operations for each of the periods presented. |
MEMBERSHIP DEFICIT
MEMBERSHIP DEFICIT | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
MEMBERSHIP DEFICIT | 13. MEMBERSHIP DEFICIT During the year ended December 31, 2017, DJO issued 45,774 shares of its common stock upon the net exercise of vested stock options that had been granted to current and former employees in 2007 in exchange for options that had previously been granted in the predecessor company to DJO (“Rollover Options”). Our stock incentive plan permits participants to exercise stock options using a net exercise method. In a net exercise, we withhold from the total number of shares that otherwise would be issued to a participant upon exercise of the stock option such number of shares having a fair market value at the time of exercise equal to the aggregate option exercise price and applicable income tax withholdings, and remit the remaining shares to the participant. The current and former employees exercised these Rollover Options for a total of 416,206 shares of DJO’s common stock, from which we withheld 370,432 shares to cover $6.1 million of aggregate option exercise price and income tax withholdings and issued the remaining 45,774 shares. Pursuant to the Retirement Agreement and Amendment to Stock Option Agreements entered into on November 14, 2016 between DJO and Mike Mogul, the Company’s former Chief Executive Officer, DJO agreed to repurchase a total of 218,712 shares of the DJO’s common stock owned by Mr. Mogul for a per share price of $16.46 per share by no later than January 31, 2017. This repurchase was completed on January 30, 2017. Pursuant to the Employment Agreement entered into on November 14, 2016 between DJO and Brady R. Shirley, the Company’s new Chief Executive Officer, Mr. Shirley agreed to purchase $500,000 in shares of the DJO’s common stock valued at $16.46 per share, within 180 days after the date of said agreement. Mr. Shirley completed the purchase of 30,377 shares of common stock on February 2, 2017. During the year ended December 31, 2016, DJO issued 43,086 shares of its common stock upon the net exercise of vested stock options that had been granted to an employee in 2006 in exchange for options that had previously been granted in the predecessor company to DJO (Rollover Options). Our stock incentive plan permits participants to exercise stock options using a net exercise method. In a net exercise, we withhold from the total number of shares that otherwise would be issued to a participant upon exercise of the stock option such number of shares having a fair market value at the time of exercise equal to the aggregate option exercise price and applicable income tax withholdings, and remit the remaining shares to the participant. The employee exercised these Rollover Options for a total of 312,925 shares of DJO’s common stock, from which we withheld 269,839 shares to cover $4.4 million of aggregate option exercise price and income tax withholdings and issued the remaining 43,086 shares. During the year ended December 31, 2015, DJO issued 8,848 shares of its common stock upon the net exercise of vested stock options that had been granted to an employee in 2006 in exchange for options that had previously been granted in the predecessor company to DJO (Rollover Options). Our stock incentive plan permits participants to exercise stock options using a net exercise method. In a net exercise, we withhold from the total number of shares that otherwise would be issued to a participant upon exercise of the stock option such number of shares having a fair market value at the time of exercise equal to the aggregate option exercise price and applicable income tax withholdings, and remit the remaining shares to the participant. The employee exercised these Rollover Options for a total of 30,529 shares of DJO’s common stock, from which we withheld 21,681 shares to cover $0.4 million of aggregate option exercise price and income tax withholdings and issued the remaining 8,848 shares. Additionally, during the year ended December 31, 2015, DJO issued 667 shares of its common stock upon the exercise of stock options. Net proceeds from the share sales were contributed by DJO to us, and are included in Member capital in our Consolidated Balance Sheet as of December 31, 2015. |
STOCK OPTION PLANS AND STOCK-BA
STOCK OPTION PLANS AND STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
STOCK OPTION PLANS AND STOCK-BASED COMPENSATION | 14. STOCK OPTION PLANS AND STOCK-BASED COMPENSATION Stock Option Plan We have one active equity compensation plan, the DJO 2007 Incentive Stock Plan (2007 Plan) under which we are authorized to grant awards of restricted and unrestricted stock, options, and other stock-based awards based on the shares of common stock of our indirect parent, DJO, subject to adjustment in certain events. The total number of shares available to grant under the 2007 Plan is 10,575,529. Options issued under the 2007 Plan can be either incentive stock options or non-qualified stock options. The exercise price of stock options granted will not be less than 100% of the fair market value of the underlying shares on the date of grant and the options will expire no more than ten years from the date of grant. In September 2015, all outstanding options granted to employees between 2008 and 2011 were amended to modify the vesting terms of the portion of the options which vest on achievement of a minimum multiple of invested capital (MOIC) from a MOIC of 2.25 for one-third of the options and a MOIC of 2.5 for an additional one-third of the options to a single MOIC vesting component covering two-thirds of the options with the terms described below. As amended, the options granted between 2008 and 2011 vest as follows: (i) one-third of each stock option grant vests over a specified period of time contingent solely upon the option holder’s continued employment or service with us (Time-Based Options) and (ii) two-thirds of each stock option grant will vest upon achieving MOIC with respect to Blackstone’s aggregate investment in DJO’s capital stock, to be achieved by Blackstone following a liquidation of all or a portion of its investment in DJO’s capital stock (Market Return Options). The Market Return Options provide for vesting within a range of achievement of a MOIC multiple between 1.5 and 2.25. If Blackstone sells all or a portion of its equity interests in DJO while the options are outstanding, then the unvested Market Return Options will vest and become exercisable as follows: 1) 25% of the options will vest and become exercisable if Blackstone realizes a MOIC of 1.5 times its equity investment in DJO; 2) 100% of the options will vest and become exercisable if Blackstone realizes a MOIC of at least 2.25 times its equity investment in DJO; and 3) if Blackstone realizes a MOIC of greater than 1.5 times its equity investment but less than 2.25 times its equity investment, then 25% of the options will vest and become exercisable and a percentage of the remaining unvested options will vest and become exercisable with such percentage equal to a fraction, the numerator of which is the actual MOIC realized by Blackstone, less 1.5 and the denominator of which is 0.75. In July 2015, all outstanding options granted to employees in 2012 and later years were amended to modify the MOIC vesting provision as described below. These options vest in four equal installments beginning with the year of grant and for each of the three calendar years following the year of grant, with each such installment vesting only if the final reported financial results for such year show that the Adjusted EBITDA for such year equaled or exceeded the Adjusted EBITDA amount in the financial plan approved by DJO’s Board of Directors for such year (Performance Options). In the event that the Adjusted EBITDA in any of such four years falls short of the amount of Adjusted EBITDA in the financial plan for that year, the installment that did not therefore vest at the end of such year shall be eligible for subsequent vesting at the end of the four year vesting period if the cumulative Adjusted EBITDA for such four years equals or exceeds the cumulative Adjusted EBITDA in the financial plans for such four years and the Adjusted EBITDA in the fourth vesting year equals or exceeds the Adjusted EBITDA in the financial plan for such year. In addition, as amended in July 2015, such options also provide that in the event Blackstone achieves the same MOIC requirement described above for the Market Return Options, any unvested installments from prior years and all installments for future years shall thereupon vest. Commencing with options granted in September 2015, options granted to existing employees have the same terms as the Market Return Options, and options granted to new employees consist of one-third Time-Based Options and two-thirds Market Return Options. In 2015 and 2016, options were granted to employees following the net exercise of the options they received in 2007 in exchange for options that had previously been granted in DJO’s predecessor company (Rollover Options), which were scheduled to expire in 2015 and 2016, respectively. These new options were fully vested on the date of grant and have a term of ten years (Vested Options). Except for options granted to the Chairman of the Board and two other board members as described below, options are typically granted annually to members of our Board of Directors who are not affiliates of Blackstone (referred to as Director Service Options). The Director Service Options vest in increments of 33 1/3% per year on each of the first through third anniversary dates of the grant date, contingent upon the optionee’s continued service as a director. The options granted to the Chairman of the Board and the two other board members vest as follows: one-third of the stock option grant vests in increments of 33 1/3% per year on each of the first through third anniversary dates from the grant date contingent upon the optionee’s continued service as a director; and, as amended in July 2015, two-thirds of the stock option grant will vest in the same manner as the Market Return Options. Stock-Based Compensation During the year ended December 31, 2017, the compensation committee granted 1,475,000 options to employees, of which 1,047,501 were Market Return Options and 427,499 were Time-Based Options. Additionally, the compensation committee granted 13,800 Director Service Options to members of the Board of Directors. The weighted average grant date fair value of the Time-Based Options and Director Service Options granted during the year ended December 31, 2017 was $6.30 and $6.60, respectively. During the year ended December 31, 2016, the compensation committee granted 2,015,318 options to employees, of which 1,356,164 were Market Return Options, 484,336 were Time-Based Options and 174,818 were Vested Options. Additionally, the compensation committee granted 18,800 Director Service Options to members of the Board of Directors and 10,000 Market Return Options to non-employees. The weighted average grant date fair values of the Time-Based Options, Vested Options and Director Service Options granted during the year ended December 31, 2016 were $6.12, $5.98 and $5.25, respectively. In addition, during the year ended December 31, 2016, we granted 121,507 restricted stock units (RSUs) to Michael C. Eklund, our new chief financial officer and chief operating officer. The RSUs vest over four years, with 25% vesting on October 3, 2017 and an additional 25% vesting on each October 3 thereafter, contingent upon his continued employment with the Company on each vesting date. The grant date fair value of the RSUs was $16.46. During the year ended December 31, 2015, the compensation committee granted 1,343,621 options to employees, of which 1,065,002 were Performance Options, 257,498 were Time-Based Options and 21,121 were Vested Options. The weighted average grant date fair values of the Time-Based Options, Vested Options and Director Service Options granted during the year ended December 31, 2015 were $6.09, $5.27 and $6.92, respectively. The fair value of each option award is estimated on the date of grant, or modification, using the Black-Scholes option pricing model for service based awards, and a binomial model for market based awards. In estimating fair value for options issued under the 2007 Plan, expected volatility was based on historical volatility of comparable publicly-traded companies. As our historical share option exercise experience does not provide a reasonable basis upon which to estimate the expected term, we used the simplified method. Expected life is calculated in two tranches based on the employment level defined as executive or employee. The risk-free rate used in calculating fair value of stock options for periods within the expected term of the option is based on the U.S. Treasury yield bond curve in effect on the date of grant. The following table summarizes certain assumptions we used to estimate the fair value of the Time-Based Options, the Vested Options and the Director Service Options of stock options granted during the years ended December 31, 2017, 2016 and 2015: Year Ended December 31, 2017 2016 2015 Expected volatility 33.1%-33.3% 33.2%-33.4% 33 % Risk-free interest rate 2.0-2.9% 1.2%-2.0% 1.5-2.0% Expected term until exercise 6.2-8.1 5.2-6.6 5.1-8.3 Expected dividend yield 0.0 % 0.0 % 0.0 % We recorded non-cash stock-based compensation expense during the periods presented as follows (in thousands): Year Ended December 31, 2017 2016 2015 Cost of goods sold $ 165 $ 84 $ 90 Operating expenses: Selling, general and administrative 3,425 2,947 1,696 Research and development 106 157 19 $ 3,696 $ 3,188 $ 1,805 We have met the Adjusted EBITDA targets related to the Performance Options granted with vesting conditions related to 2017 Adjusted EBITDA. As such, we recognized expense for the options that vested in 2017. We have not recognized expense for any of the options which have the potential to vest based on Adjusted EBITDA for 2018, as some of these targets have not yet been established and we are unable to assess the probability of achieving such targets. Accordingly, we recognized stock-based compensation expense for the Time-Based Options, the Performance Options with 2017 Adjusted EBITDA vesting conditions, Vested Options and the Director Service Options granted. Stock based compensation expense for options granted to non-employees was not significant to the Company for all periods presented, and was included in Selling, general and administrative expense in our Consolidated Statements of Operations. A summary of option activity under the 2007 Plan is presented below: Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual (Years) Aggregate Intrinsic Value Outstanding at December 31, 2016 9,681,627 $ 16.32 5.5 $ 1,370,670 Granted 1,488,800 $ 16.46 Exercised (416,206 ) $ 13.17 Forfeited or expired (2,318,326 ) $ 16.46 Outstanding at December 31, 2017 8,435,895 $ 16.46 6.1 $ — Vested or expected to vest at December 31, 2017 3,657,499 $ 16.46 4.3 $ — Exercisable at December 31, 2017 2,431,238 $ 16.46 3.8 $ — The Company’s stock incentive plan permits optionees to exercise stock options using a net exercise method. In a net exercise, the Company withholds from the total number of shares that otherwise would be issued to an optionee upon exercise of the stock option such number of shares having a fair market value at the time of exercise equal to the option exercise price and applicable income tax withholdings and remits the remaining shares to the optionee. The following table provides information regarding the use of the net exercise method during the periods presented: Year Ended December 31, 2017 2016 Options exercised 416,206 312,925 Shares withheld 370,432 269,839 Shares issued 45,774 43,086 Average market value per share withheld $ 16.46 $ 16.46 Aggregate market value of shares withheld (in thousands) $ 6,097 $ 4,442 As of December 31, 2017, total unrecognized stock-based compensation expense related to unvested stock options granted under the 2007 Plan, excluding options subject to the performance components of the Market Return Options, was $4.7 million, net of expected forfeitures. We anticipate this expense to be recognized over a weighted-average period of approximately four years. Compensation expense associated with the Market Return Options granted under the 2007 Plan, with the exception of those that were issued in connection with a modification, will be recognized only to the extent achievement of the performance components are deemed probable. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 15. INCOME TAXES The components of loss from continuing operations before income tax provision consist of the following (in thousands): Year Ended December 31, 2017 2016 2015 U.S. operations $ (130,603 ) $ (305,813 ) $ (184,524 ) Foreign operations 34,479 12,142 14,273 $ (96,124 ) $ (293,671 ) $ (170,251 ) The income tax provision from continuing operations consists of the following (in thousands): Year Ended December 31, 2017 2016 2015 Current income taxes: U.S. federal $ (995 ) $ (216 ) $ 597 U.S. state 160 181 1,042 Foreign 8,564 4,479 4,677 Total current income taxes 7,729 4,444 6,316 Deferred income taxes: U.S. federal (69,829 ) (9,893 ) 6,095 U.S. state 460 (935 ) 919 Foreign 920 (469 ) (1,074 ) Total deferred income taxes (68,449 ) (11,297 ) 5,940 Total income tax (benefit) provision $ (60,720 ) $ (6,853 ) $ 12,256 The difference between the income tax provision (benefit) derived by applying the U.S. federal statutory income tax rate of 35% and the recognized income tax provision is as follows (in thousands): Year Ended December 31, 2017 2016 2015 Income tax benefit derived by applying the U.S. federal statutory income tax rate to loss before income taxes $ (33,643 ) $ (102,785 ) $ (59,586 ) Add (deduct) the effect of: State tax benefit, net (1,960 ) (5,126 ) (4,996 ) Change in state effective tax rates 20 449 (604 ) Foreign earnings repatriation 190 236 (622 ) Unrecognized tax benefits 2,191 129 1,678 Goodwill impairment — 38,988 — Revaluation of deferred taxes 48,529 — — Reclass of tax expense for gain in OCI (6,982 ) — — Research tax credit (1,124 ) (489 ) (758 ) Permanent differences and other, net 331 3,346 (2,726 ) Foreign rate differential (5,238 ) (897 ) 5,875 Other (2,202 ) 1,220 1,340 Valuation allowance (60,832 ) 58,076 72,655 $ (60,720 ) $ (6,853 ) $ 12,256 ASC 740-20 requires total income tax expense or benefit to be allocated among continuing operations, discontinued operations, extraordinary items, other comprehensive income and items charged directly to shareholders’ equity. This allocation is referred to as intra-period tax allocation. As a result of the gain recognized in other comprehensive income, the Company is subject to ASC 740-20-45-7 which requires us to record a tax expense to other comprehensive income and a corresponding tax benefit to continuing operations. The amount of income tax benefit recorded as part of continuing operations is limited to the income tax expense from other comprehensive income. Accordingly, the Company has recorded a tax expense of $7.0 million in other comprehensive income and a corresponding income tax benefit from continuing operations. The components of deferred income tax assets and liabilities are as follows (in thousands): December 31, 2017 December 31, 2016 Deferred tax assets: Net operating loss carryforwards $ 219,488 $ 308,615 Receivables reserve 7,291 14,619 Accrued expenses and reserves 30,887 52,646 Gross deferred tax assets 257,666 375,880 Valuation allowance (219,365 ) (286,974 ) Net deferred tax assets 38,301 88,906 Deferred tax liabilities: Intangible assets (169,145 ) (269,196 ) Foreign earnings repatriation (6,975 ) (11,080 ) Other (3,346 ) (9,573 ) Gross deferred tax liabilities (179,466 ) (289,849 ) Net deferred tax liabilities $ (141,165 ) $ (200,943 ) At December 31, 2017, we maintain federal and state net operating loss carryforwards of $894.8 million and $559.2 million, respectively, which expire over a period of 1 to 20 years. Our foreign net operating loss carryforwards of $14.8 million will begin to expire in 2019. At December 31, 2017 and 2016 we had gross deferred tax assets of $257.7 million and $375.9 million, respectively, which we reduced by valuation allowances of $219.4 million and $287.0 million, respectively. We do not intend to permanently reinvest the earnings of foreign operations. Accordingly, we recorded a deferred tax (benefit) expense of $0.2 million, $0.2 million and $(0.6) million for the years ended December 31, 2017, 2016 and 2015, respectively, for unrepatriated foreign earnings in those years. The Company qualifies for a tax holiday in Tunisia. Without the tax holiday, the Company would have tax expense of $1.0 million, $0.5 million and $0.3 million in Tunisia for the years ended December 31, 2017, 2016 and 2015, respectively. The tax incentive will last at least through 2021. We file income tax returns in U.S. federal, state and foreign jurisdictions. With few exceptions, we are no longer subject to income tax examinations by tax authorities for years before 2012. However, to the extent allowed by law, the tax authorities may have the right to examine prior periods where net operating losses or tax credits were generated and carried forward, and make adjustments up to the amount of the net operating loss or credit carryforward amount. The Company measures deferred tax assets and liabilities using enacted tax rates that will apply in the years in which the temporary differences are expected to be recovered or paid. Accordingly, the Company’s deferred tax assets and liabilities were re-measured to reflect the reduction in the U.S. corporate income tax rate from 35 percent to 21 percent .The re-measurement of the deferred tax assets and liabilities resulted in an income tax expense of $48.5 million, which was offset by a $(118.4) million benefit from the change in the valuation allowance, resulting in a net income tax benefit of $69.9 million that impacted the Company’s effective tax rate. We are still refining our calculations, in particular the potential utilization of indefinite lived deferred tax liabilities as a source of future taxable income when assessing the realizability of indefinite lived deferred assets, which could potentially affect the re-measurement of these balances in a future period. In December 2017, the Tax Cuts and Jobs Act (the “2017 Act”) was enacted. The 2017 Act includes a number of changes to existing U.S. tax laws that impact the Company, most notably a reduction of the U.S. corporate income tax rate from 35 percent to 21 percent for tax years beginning after December 31, 2017. The 2017 Act also provides for a one-time transition tax on certain foreign earnings and the acceleration of depreciation for certain assets placed in service after September 27, 2017. The 2017 Act also includes prospective changes beginning in 2018, including additional limitations on executive compensation, limitations on the deductibility of interest and capitalization of research and development expenditures. The 2017 Act includes two new U.S. tax base erosion provisions, the global intangible low-taxed income (“GILTI”) provisions and the base-erosion and anti-abuse tax (“BEAT”) provisions. The 2017 Act provided for a one-time deemed mandatory repatriation of post-1986 undistributed foreign subsidiary earnings and profits (“E&P”) through the year ended December 31, 2017. The Company had an estimated $15.1 million of undistributed foreign E&P subject to the deemed mandatory repatriation. Such amounts are provisional and the Company expects to complete its analysis during the second half of 2018. The Company also continues to analyze the GILTI and BEAT provisions of the 2017 Tax Act. The Company expects to complete its analysis of these provisions in the second half of 2018. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the 2017 Act. The Company has recognized provisional tax impacts related to the one-time mandatory repatriation of post-1986 E&P and the revaluation of deferred tax assets and liabilities. The provisional amounts have included in its consolidated financial statements for the year ended December 31, 2017. The ultimate impact may differ from these provisional amounts due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made, additional regulatory guidance that may be issued, and actions the Company may take as a result of the 2017 Act. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands): Year Ended December 31, 2017 2016 2015 Balance, beginning of year $ 14,528 $ 14,901 $ 13,905 Additions based on tax positions related to current year 2,162 1,328 922 Additions for tax positions related to prior years 1,124 191 194 Reduction due to lapse of statute of limitations (436 ) (1,283 ) (120 ) Reductions related to Tax Cuts and Jobs Act (560 ) — — Reductions for settlements of tax positions — (609 ) — Balance, end of year $ 16,818 $ 14,528 $ 14,901 To the extent all or a portion of our gross unrecognized tax benefits are recognized in the future, no U.S. federal tax benefit for related state income tax deductions would result due to the existence of a U.S. federal valuation allowance. We anticipate that approximately $1.1 million of uncertain tax positions, each of which are individually immaterial, will decrease in the next twelve months due to the expiration of the statutes of limitations. We have various unrecognized tax benefits totaling approximately $6.0 million, which, if recognized, would impact our effective tax rate in future periods. We recognized interest and penalties of $0.4 million, $0.1 million, and $0.4 million in the years ended December 31, 2017, 2016 and 2015, respectively, which was included as a component of income tax benefit in our Consolidated Statements of Operations. As of December 31, 2017 and 2016, we have $3.2 million and $2.8 million, respectively, accrued for interest and penalties. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 16. COMMITMENTS AND CONTINGENCIES Operating Leases. We lease building space, manufacturing facilities and equipment under non-cancelable operating lease agreements that expire at various dates. We record rent incentives as deferred rent and amortize as reductions to lease expense over the lease term. The aggregate minimum rental commitments under non-cancelable leases for the next five years and thereafter, as of December 31, 2017, are as follows (in thousands): Years Ending December 31, 2018 11,534 2019 8,325 2020 6,781 2021 5,159 2022 2,959 Thereafter 8,029 $ 42,787 Rental expense under operating leases totaled $18.8 million, $17.8 million, and $18.0 million, for the years ended December 31, 2017, 2016 and 2015, respectively. Scheduled increases in rent expense are amortized on a straight line basis over the life of the lease. Empi Investigation Our subsidiary, Empi, Inc., was served with a federal administrative subpoena dated May 11, 2015, issued by the Office of Inspector General for the U.S. Department of Defense (“OIG”) seeking a variety of documents primarily relating to the supply of home electrotherapy units and supplies by Empi to beneficiaries covered under medical insurance programs sponsored or administered by TRICARE, the Defense Health Agency and the Department of Defense. The subpoena sought discovery of documents for the period January 2010 through May 2015. The Company has cooperated with the U.S. Attorney’s Office in Minnesota (USAO), which jointly handled the investigation of issues related to the subpoena. We produced responsive documents and fully cooperated in the investigation. In October 2017, we reached a settlement in principle with the USAO and the Civil Division to resolve the government’s investigation of claims under the False Claims Act signed a formal settlement agreement in January 2018. Pursuant to the settlement agreement, the Company agreed to pay a monetary penalty of $7.62 million, plus interest from October 2017 to January 2018. The payment was made in January 2018. As a part of the settlement, the Company did not admit and wrongdoing and is not subject to any ongoing corporate integrity agreement. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 17. RELATED PARTY TRANSACTIONS Blackstone Management Partners LLC (BMP) provides certain monitoring, advisory and consulting services to us for an annual monitoring fee equal to the greater of $7.0 million or 2% of consolidated EBITDA as defined in the Transaction and Monitoring Fee Agreement. The monitoring fee agreement was terminated effective November 20, 2017. DJO has agreed to indemnify BMP and its affiliates, directors, officers, employees, agents and representatives from and against all liabilities relating to the services contemplated by the Transaction and Monitoring Fee Agreement and the engagement of BMP pursuant to, and the performance of BMP and its affiliates of the services contemplated by, the Transaction and Monitoring Fee Agreement. We expensed $6.2 million, $7.0 million and $7.0 million related to the annual monitoring fee for the years ended December 31, 2017, 2016 and 2015, respectively, which is recorded as a component of Selling, general and administrative expense in the Consolidated Statements of Operations. The $6.2 million payment was made in the first quarter of 2018. |
SEGMENT AND GEOGRAPHIC INFORMAT
SEGMENT AND GEOGRAPHIC INFORMATION | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT AND GEOGRAPHIC INFORMATION | 18. SEGMENT AND GEOGRAPHIC INFORMATION For the years ended December 31, 2017, 2016 and 2015, we reported our business in four operating segments: Bracing and Vascular; Recovery Sciences; Surgical Implant and International. Bracing and Vascular Segment Our Bracing and Vascular segment, which generates its revenues in the United States, offers our rigid knee bracing products, orthopedic soft goods, cold therapy products, vascular systems, therapeutic shoes and inserts and compression therapy products, primarily under the DonJoy, ProCare, Aircast, Dr. Comfort, Bell-Horn and Exos brands. This segment also includes our OfficeCare channel, through which we maintain an inventory of soft goods and other products at healthcare facilities, primarily orthopedic practices, for immediate distribution to patients. The Bracing and Vascular segment primarily sells its products to orthopedic and sports medicine professionals, hospitals, podiatry practices, orthotic and prosthetic centers, home medical equipment providers and independent pharmacies. In 2014 we expanded our consumer channel to focus on marketing, selling and distributing our products, including bracing and vascular products, to professional and consumer retail customers and on-line. The bracing and vascular products sold through the channel will principally be sold under the DonJoy Performance, Bell-Horn and Doctor Comfort brands. Recovery Sciences Segment Our Recovery Sciences segment, which generates its revenues in the United States, is divided into three main channels: • CMF . Our CMF channel sells our bone growth stimulation products. We sell these products either directly to patients or to independent distributors. For products sold to patients, we arrange billing to the patients and their third party payors. • Chattanooga . Our Chattanooga channel offers products in the clinical rehabilitation market in the category of clinical electrotherapy devices, clinical traction devices, and other clinical products and supplies such as treatment tables, CPM devices and dry heat therapy. • Consumer . Our consumer channel offers professional and consumer retail customers our Compex electrostimulation device, which is used in training programs to aid muscle development and to accelerate muscle recovery after training sessions. Surgical Implant Segment Our Surgical Implant segment, which generates its revenues in the United States, develops, manufactures and markets a wide variety of knee, hip and shoulder implant products that serve the orthopedic reconstructive joint implant market. International Segment Our International segment, which generates most of its revenues in Europe, sells all of our products and certain third party products through a combination of direct sales representatives and independent distributors. Information regarding our reportable business segments is presented below (in thousands). Segment results exclude the impact of amortization and impairment of goodwill and intangible assets, certain general corporate expenses, and charges related to various integration activities, as defined by management. The accounting policies of the reportable segments are the same as the accounting policies of the Company. We allocate resources and evaluate the performance of segments based on net sales, gross profit, operating income and other non-GAAP measures, as defined in the senior secured credit facilities. We do not allocate assets to reportable segments because a significant portion of our assets are shared by the segments. Year Ended December 31, 2017 2016 2015 Net sales: Bracing and Vascular $ 507,435 $ 522,600 $ 526,295 Recovery Sciences 158,288 156,998 156,194 Surgical Implant 200,384 174,503 134,843 International 320,099 301,187 296,295 $ 1,186,206 $ 1,155,288 $ 1,113,627 Operating income (loss): Bracing and Vascular $ 102,531 $ 102,133 $ 115,791 Recovery Sciences 43,284 32,944 29,035 Surgical Implant 40,482 32,621 25,531 International 61,794 45,864 48,578 Expenses not allocated to segments and eliminations (172,090 ) (334,617 ) (141,120 ) $ 76,001 $ (121,055 ) $ 77,815 Geographic Area Following are our net sales by geographic area (in thousands): Year Ended December 31, 2017 2016 2015 United States $ 866,107 $ 854,101 $ 817,332 Other Europe, Middle East, and Africa 156,562 146,183 141,638 Germany 82,659 79,326 80,982 Australia and Asia Pacific 47,094 43,248 40,717 Canada 25,328 24,995 23,966 Latin America 8,456 7,435 8,992 $ 1,186,206 $ 1,155,288 $ 1,113,627 Net sales are attributed to countries based on location of customer. In each of the years ended December 31, 2017, 2016 and 2015, no individual customer or distributor accounted for 10% or more of total annual net sales. Following are our long-lived assets by geographic area (in thousands): December 31, 2017 December 31, 2016 United States $ 122,208 $ 117,112 International 16,442 16,443 $ 138,650 $ 133,555 |
UNAUDITED QUARTERLY CONSOLIDATE
UNAUDITED QUARTERLY CONSOLIDATED FINANCIAL DATA | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
UNAUDITED QUARTERLY CONSOLIDATED FINANCIAL DATA | 19. UNAUDITED QUARTERLY CONSOLIDATED FINANCIAL DATA We operate our business on a manufacturing calendar, with our fiscal year always ending on December 31. Each quarter is 13 weeks, consisting of two four-week periods and one five-week period. Our first and fourth quarters may have more or fewer shipping days from year to year based on the days of the week on which holidays and December 31 fall. The following table presents our unaudited quarterly consolidated financial data (in thousands): Three months ended April 1, 2017 July 1, 2017 September 30, 2017 December 31, 2017 Net sales $ 288,389 $ 294,746 $ 290,876 $ 312,195 Operating income 6,674 9,043 21,769 38,515 Net (loss) income from continuing operations (39,803 ) (34,224 ) (22,602 ) 61,225 Net (loss) income attributable to DJOFL (39,969 ) (34,383 ) (22,693 ) 61,151 Three months ended March 28, 2016 June 27, 2016 September 26, 2016 December 31, 2016 Net sales $ 278,906 $ 292,852 $ 287,040 $ 296,490 Operating income 9,462 21,544 22,244 (174,305 ) Net loss from continuing operations (37,937 ) (23,961 ) (22,625 ) (202,295 ) Net loss attributable to DJOFL (38,320 ) (23,275 ) (22,582 ) (202,126 ) |
SUPPLEMENTAL GUARANTOR CONDENSE
SUPPLEMENTAL GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
SUPPLEMENTAL GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS | 20. SUPPLEMENTAL GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS DJOFL and its direct wholly-owned subsidiary, DJO Finco Inc. (DJO Finco), jointly issued the 8.125% Notes and 10.75% Notes. DJO Finco was formed solely to act as a co-issuer of the notes, has only nominal assets and does not conduct any operations. The Indentures generally prohibit DJO Finco from holding any assets, becoming liable for any obligations or engaging in any business activity. The 8.125% Notes are jointly and severally, fully and unconditionally guaranteed, on a senior secured basis by all of DJOFL’s domestic subsidiaries (other than the co-issuer) that are 100% owned, directly or indirectly, by DJOFL (the Guarantors). The 10.75% Notes are jointly and severally, fully and unconditionally guaranteed, on a secured basis by the Guarantors. DJO Finance LLC Condensed Consolidating Balance Sheets As of December 31, 2017 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 23,245 $ (14,354 ) $ 23,094 $ — $ 31,985 Accounts receivable, net — 141,565 48,759 — 190,324 Inventories, net — 137,193 30,200 1,744 169,137 Prepaid expenses and other current assets 42 13,730 6,445 1 20,218 Current assets of discontinued operations — 511 — — 511 Total current assets 23,287 278,645 108,498 1,745 412,175 Property and equipment, net — 119,691 13,861 (30 ) 133,522 Goodwill — 791,004 105,463 (32,355 ) 864,112 Intangible assets, net — 598,018 9,070 — 607,088 Investment in subsidiaries 1,297,699 1,677,336 55,723 (3,030,758 ) — Intercompany receivables 298,021 — — (298,021 ) — Other non-current assets 85 2,462 2,581 — 5,128 Total assets $ 1,619,092 $ 3,467,156 $ 295,196 $ (3,359,419 ) $ 2,022,025 Liabilities and (Deficit) Equity Current liabilities: Accounts payable $ — $ 84,943 $ 13,388 — $ 98,331 Current portion of debt obligations 10,550 — 5,386 — 15,936 Other current liabilities 18,276 90,975 35,125 (1 ) 144,375 Total current liabilities 28,826 175,918 53,899 (1 ) 258,642 Long-term debt obligations 2,382,962 — 15,222 — 2,398,184 Deferred tax liabilities, net — 137,424 5,173 — 142,597 Intercompany payables, net — 167,667 65,108 (232,775 ) — Other long-term liabilities (203 ) 13,063 220 — 13,080 Total liabilities 2,411,585 494,072 139,622 (232,776 ) 2,812,503 Noncontrolling interests — — 2,015 — 2,015 Total membership (deficit) equity (792,493 ) 2,973,084 153,559 (3,126,643 ) (792,493 ) Total liabilities and (deficit) equity $ 1,619,092 $ 3,467,156 $ 295,196 $ (3,359,419 ) $ 2,022,025 DJO Finance LLC Condensed Consolidating Statements of Operations For the Year Ended December 31, 2017 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Net sales $ — $ 992,689 $ 334,319 $ (140,802 ) $ 1,186,206 Costs and operating expenses: Cost of sales (exclusive of amortization of intangible assets of $27,732) — 379,339 281,100 (162,332 ) 498,107 Selling, general and administrative — 416,313 94,210 — 510,523 Research and development — 31,856 3,573 — 35,429 Amortization of intangible assets — 64,862 1,284 — 66,146 — 892,370 380,167 (162,332 ) 1,110,205 Operating (loss) income — 100,319 (45,848 ) 21,530 76,001 Other (expense) income: Interest (expense) income, net (174,004 ) 140 (374 ) — (174,238 ) Other expense, net — (40,114 ) 42,227 — 2,113 Intercompany (expense) income, net — (23,694 ) 26,663 (2,969 ) — Equity in loss of subsidiaries, net 138,110 — — (138,110 ) — (35,894 ) (63,668 ) 68,516 (141,079 ) (172,125 ) (Loss) income before income taxes (35,894 ) 36,651 22,668 (119,549 ) (96,124 ) Income tax (benefit) provision — (69,184 ) 8,464 — (60,720 ) Net (loss) income from continuing operations (35,894 ) 105,835 14,204 (119,549 ) (35,404 ) Net income from discontinued operations — 309 — — 309 Net income attributable to noncontrolling interests — — (799 ) — (799 ) Net (loss) income attributable to DJOFL $ (35,894 ) $ 106,144 $ 13,405 $ (119,549 ) $ (35,894 ) DJO Finance LLC Condensed Consolidating Statements of Comprehensive Loss For the Year Ended December 31, 2017 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Net (loss) income $ (35,894 ) $ 106,144 $ 14,204 $ (119,549 ) $ (35,095 ) Other comprehensive income, net of taxes: Foreign currency translation adjustments, net of tax provision of $7,400 — — 5,638 — 5,638 Unrealized gain on cash flow hedges, net of tax provision of $1,144 3,007 — — — 3,007 Other comprehensive income 3,007 — 5,638 — 8,645 Comprehensive (loss) income (32,887 ) 106,144 19,842 (119,549 ) (26,450 ) Comprehensive income attributable to noncontrolling interests — — 64 — 64 Comprehensive (loss) income attributable to DJO Finance LLC $ (32,887 ) $ 106,144 $ 19,906 $ (119,549 ) $ (26,386 ) DJO Finance LLC Condensed Consolidating Statements of Cash Flows For the Year Ended December 31, 2017 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Cash Flows From Operating Activities: Net (loss) income $ (35,894 ) $ 106,144 $ 14,204 $ (119,549 ) $ (35,095 ) Net income from discontinued operations (309 ) (309 ) Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: Depreciation — 39,856 5,285 (26 ) 45,115 Amortization of intangible assets — 64,862 1,284 — 66,146 Amortization of debt issuance costs and non-cash interest expense 8,274 — — — 8,274 Stock-based compensation expense — 3,696 — — 3,696 Loss on disposal of assets, net — 1,205 116 — 1,321 Deferred income tax (benefit) expense — (69,392 ) 943 — (68,449 ) Equity in loss of subsidiaries, net (138,110 ) — — 138,110 — Changes in operating assets and liabilities, net of acquired assets and liabilities: 0 Accounts receivable — (7,383 ) 164 — (7,219 ) Inventories — (15,797 ) 20,067 (22,609 ) (18,339 ) Prepaid expenses and other assets (85 ) 3,117 402 536 3,970 Accounts payable and other 1,571 39,761 6,978 (2,815 ) 45,495 Net cash (used in) provided by continuing operating activities (164,244 ) 165,760 49,443 (6,353 ) 44,606 Net cash provided by discontinued operations — 309 — — 309 Net cash (used in) provided by operating activities (164,244 ) 166,069 49,443 (6,353 ) 44,915 Cash Flows From Investing Activities: Purchases of property and equipment — (42,931 ) (4,430 ) — (47,361 ) Net cash (used in) provided by investing activities from continuing operations — (42,931 ) (4,430 ) — (47,361 ) Cash Flows From Financing Activities: Intercompany 192,996 (137,120 ) (62,229 ) 6,353 — Proceeds from issuance of debt 82,000 — 21,552 — 103,552 Repayments of debt obligations (99,550 ) — (1,785 ) — (101,335 ) Repurchase of common stock (3,600 ) (3,600 ) Dividend paid by subsidiary to owners of noncontrolling interests — — (1,102 ) — (1,102 ) Other financing activities, net (175 ) — — — (175 ) Net cash provided by (used in) financing activities 171,671 (137,120 ) (43,564 ) 6,353 (2,660 ) Effect of exchange rate changes on cash and cash equivalents — — 1,879 — 1,879 Net increase (decrease) in cash and cash equivalents 7,427 (13,982 ) 3,328 — (3,227 ) Cash and cash equivalents, beginning of year 15,818 (372 ) 19,766 — 35,212 Cash and cash equivalents, end of year $ 23,245 $ (14,354 ) $ 23,094 — $ 31,985 DJO Finance LLC Condensed Consolidating Balance Sheets As of December 31, 2016 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 15,818 $ (372 ) $ 19,766 $ — $ 35,212 Accounts receivable, net — 134,182 44,011 — 178,193 Inventories, net — 123,217 28,192 148 151,557 Prepaid expenses and other current assets 41 16,875 6,734 — 23,650 Current assets of discontinued operations 0 511 — — 511 Total current assets 15,859 274,413 98,703 148 389,123 Property and equipment, net — 114,073 13,993 (47 ) 128,019 Goodwill — 791,005 94,154 (29,533 ) 855,626 Intangible assets, net — 662,880 9,254 — 672,134 Investment in subsidiaries 1,297,698 1,680,893 48,923 (3,027,514 ) — Intercompany receivables 345,539 — — (345,539 ) — Other non-current assets 0 3,086 2,450 — 5,536 Total assets $ 1,659,096 $ 3,526,350 $ 267,477 $ (3,402,485 ) $ 2,050,438 Liabilities and (Deficit) Equity Current liabilities: Accounts payable $ — $ 54,628 $ 9,194 — $ 63,822 Current portion of debt obligations 10,550 — — — 10,550 Other current liabilities 18,224 80,389 31,392 — 130,005 Total current liabilities 28,774 135,017 40,586 — 204,377 Long-term debt obligations 2,392,238 — — — 2,392,238 Deferred tax liabilities, net — 198,920 3,820 — 202,740 Intercompany payables, net — 301,456 121,350 (422,806 ) — Other long-term liabilities 1,283 13,365 284 — 14,932 Total liabilities 2,422,295 648,758 166,040 (422,806 ) 2,814,287 Noncontrolling interests — — 2,079 — 2,079 Total membership (deficit) equity (763,199 ) 2,877,592 99,358 (2,979,679 ) (765,928 ) Total liabilities and (deficit) equity $ 1,659,096 $ 3,526,350 $ 267,477 $ (3,402,485 ) $ 2,050,438 DJO Finance LLC Condensed Consolidating Statements of Operations For the Year Ended December 31, 2016 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Net sales $ — $ 1,005,714 $ 311,319 $ (161,745 ) $ 1,155,288 Costs and operating expenses: Cost of sales (exclusive of amortization of intangible assets of $28,525) — 402,046 290,640 (181,272 ) 511,414 Selling, general and administrative — 399,466 91,227 — 490,693 Research and development — 34,071 3,639 — 37,710 Amortization of intangible assets — 74,982 1,544 — 76,526 Impairment of goodwill — 160,000 — — 160,000 — 1,070,565 387,050 (181,272 ) 1,276,343 Operating (loss) income — (64,851 ) (75,731 ) 19,527 (121,055 ) Other (expense) income: Interest (expense) income, net (170,165 ) 155 (72 ) — (170,082 ) Loss on modification of debt — — — — — Other expense, net (8 ) (33,345 ) 30,819 — (2,534 ) Intercompany (expense) income, net — (37,689 ) 37,468 221 — Equity in loss of subsidiaries, net (113,402 ) — — 113,402 — (283,575 ) (70,879 ) 68,215 113,623 (172,616 ) (Loss) income before income taxes (283,575 ) (135,730 ) (7,516 ) 133,150 (293,671 ) Income tax (benefit) provision — (11,329 ) 4,476 — (6,853 ) Net (loss) income from continuing operations (283,575 ) (124,401 ) (11,992 ) 133,150 (286,818 ) Net income from discontinued operations — 1,138 — — 1,138 Net income attributable to noncontrolling interests — — (623 ) — (623 ) Net (loss) income attributable to DJOFL $ (283,575 ) $ (123,263 ) $ (12,615 ) $ 133,150 $ (286,303 ) DJO Finance LLC Condensed Consolidating Statements of Comprehensive Loss For the Year Ended December 31, 2016 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Net (loss) income $ (283,575 ) $ (123,263 ) $ (11,992 ) $ 133,150 $ (285,680 ) Other comprehensive income, net of taxes: Foreign currency translation adjustments, net of tax benefit of $34 — — (10,342 ) — (10,342 ) Unrealized loss on cash flow hedges, net of tax provision of zero (3,969 ) — — — (3,969 ) Other comprehensive loss (3,969 ) — (10,342 ) — (14,311 ) Comprehensive (loss) income (287,544 ) (123,263 ) (22,334 ) 133,150 (299,991 ) Comprehensive income attributable to noncontrolling interests — — (550 ) — (550 ) Comprehensive (loss) income attributable to DJO Finance LLC $ (287,544 ) $ (123,263 ) $ (22,884 ) $ 133,150 $ (300,541 ) DJO Finance LLC Condensed Consolidating Statements of Cash Flows For the Year Ended December 31, 2016 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Cash Flows From Operating Activities: Net (loss) income $ (283,575 ) $ (123,263 ) $ (11,992 ) $ 133,150 $ (285,680 ) Net income from discontinued operations (1,138 ) (1,138 ) Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation — 36,396 5,023 (52 ) 41,367 Amortization of intangible assets — 74,982 1,544 — 76,526 Amortization of debt issuance costs and non-cash interest expense 7,755 — — — 7,755 Stock-based compensation expense — 3,188 — — 3,188 Impairment of goodwill — 160,000 — — 160,000 Loss on disposal of assets, net — 523 115 4 642 Deferred income tax benefit — (10,900 ) (397 ) — (11,297 ) Equity in loss of subsidiaries, net 113,402 — — (113,402 ) 0 Changes in operating assets and liabilities, net of acquired assets and liabilities: 0 Accounts receivable — (6,609 ) (1,221 ) — (7,830 ) Inventories — 17,356 18,413 (20,095 ) 15,674 Prepaid expenses and other assets 1,313 (4,434 ) 199 406 (2,516 ) Accounts payable and other 10,893 (1,358 ) 5,381 (2,990 ) 11,926 Net cash (used in) provided by continuing operating activities (150,212 ) 144,743 17,065 (2,979 ) 8,617 Net cash used in discontinued operations — (9,837 ) — — (9,837 ) Net cash (used in) provided by operating activities (150,212 ) 134,906 17,065 (2,979 ) (1,220 ) Cash Flows From Investing Activities: Purchases of property and equipment — (45,372 ) (6,055 ) (1 ) (51,428 ) Other investing activities, net — 946 — — 946 Net cash used in by investing activities from continuing operations — (44,426 ) (6,055 ) (1 ) (50,482 ) Cash Flows From Financing Activities: Intercompany 96,436 (91,012 ) (8,404 ) 2,980 — Proceeds from issuance of debt 107,000 — — — 107,000 Repayments of debt obligations (67,079 ) — — — (67,079 ) Dividend paid by subsidiary to owners of noncontrolling interests — — (1,106 ) — (1,106 ) Net cash provided by (used in) financing activities 136,357 (91,012 ) (9,510 ) 2,980 38,815 Effect of exchange rate changes on cash and cash equivalents — — (844 ) — (844 ) Net (decrease) increase in cash and cash equivalents (13,855 ) (532 ) 656 — (13,731 ) Cash and cash equivalents, beginning of year 29,673 160 19,110 — 48,943 Cash and cash equivalents, end of year $ 15,818 $ (372 ) $ 19,766 — $ 35,212 DJO Finance LLC Condensed Consolidating Statements of Operations For the Year Ended December 31, 2015 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Net sales $ — $ 976,412 $ 293,899 $ (156,684 ) $ 1,113,627 Costs and operating expenses: Cost of sales (exclusive of amortization of intangible assets of $30,719) — 408,987 227,635 (170,603 ) 466,019 Selling, general and administrative — 364,305 90,419 — 454,724 Research and development — 31,456 3,649 — 35,105 Amortization of intangible assets — 77,569 2,395 — 79,964 — 882,317 324,098 (170,603 ) 1,035,812 Operating income (loss) — 94,095 (30,199 ) 13,919 77,815 Other (expense) income: Interest (expense) income, net (172,237 ) 42 (95 ) — (172,290 ) Loss on modification of debt (68,473 ) — — — (68,473 ) Other expense, net — (960 ) (6,343 ) — (7,303 ) Intercompany (expense) income, net — (21,994 ) 34,167 (12,173 ) — Equity in loss of subsidiaries, net (100,217 ) — — 100,217 — (340,927 ) (22,912 ) 27,729 88,044 (248,066 ) (Loss) income before income taxes (340,927 ) 71,183 (2,470 ) 101,963 (170,251 ) Income tax provision — 10,027 2,229 — 12,256 Net (loss) income from continuing operations (340,927 ) 61,156 (4,699 ) 101,963 (182,507 ) Net loss from discontinued operations — (157,580 ) — — (157,580 ) Net income attributable to noncontrolling interests — — (840 ) — (840 ) Net (loss) income attributable to DJOFL $ (340,927 ) $ (96,424 ) $ (5,539 ) $ 101,963 $ (340,927 ) DJO Finance LLC Condensed Consolidating Statements of Comprehensive Loss For the Year Ended December 31, 2015 (in thousands) DJOFL Guarantors Non-Guarantors Eliminations Consolidated Net (loss) income $ (340,927 ) $ (96,424 ) $ (4,699 ) $ 101,963 $ (340,087 ) Other comprehensive (loss) income, net of taxes: Foreign currency translation adjustments, net of tax benefit of $540 — — (6,006 ) — (6,006 ) Unrealized gain on cash flow hedges, net of tax provision of zero for the year ended December 31, 2015 985 — — — 985 Other comprehensive income (loss) 985 — (6,006 ) — (5,021 ) Comprehensive (loss) income (339,942 ) (96,424 ) (10,705 ) 101,963 (345,108 ) Comprehensive income attributable to noncontrolling interests — — (557 ) — (557 ) Comprehensive (loss) income attributable to DJO Finance LLC $ (339,942 ) $ (96,424 ) $ (11,262 ) $ 101,963 $ (345,665 ) DJO Finance LLC Condensed Consolidating Statements of Cash Flows For the Year Ended December 31, 2015 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Cash Flows from Operating Activities: Net (loss) income $ (340,927 ) $ (96,424 ) $ (4,699 ) $ 101,963 $ (340,087 ) Net loss from discontinued operations — 157,580 — — 157,580 Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation — 32,495 5,096 (100 ) 37,491 Amortization of intangible assets — 77,569 2,395 — 79,964 Amortization of debt issuance costs and non-cash interest expense 7,850 — — — 7,850 Loss on modification and extinguishment of debt 68,473 — — — 68,473 Stock-based compensation expense — 1,805 — — 1,805 Loss (gain) on disposal of assets, net — 1,380 75 (8 ) 1,447 Deferred income tax expense (benefit) — 6,901 (961 ) — 5,940 Equity in loss of subsidiaries, net 100,217 — — (100,217 ) — Changes in operating assets and liabilities, net of acquired assets and liabilities: Accounts receivable — (6,156 ) (1,908 ) — (8,064 ) Inventories — (535 ) 11,885 (19,456 ) (8,106 ) Prepaid expenses and other assets (1,195 ) (3,924 ) (1,775 ) (622 ) (7,516 ) Accounts payable and other (11,506 ) 17,145 805 7,020 13,464 Net cash (used in) provided by continuing operating activities (177,088 ) 187,836 10,913 (11,420 ) 10,241 Net cash provided by discontinued operations — 39,861 — — 39,861 Net cash (used in) provided by operating activities (177,088 ) 227,697 10,913 (11,420 ) 50,102 Cash Flows From Investing Activities: Cash paid in connection with acquisitions, net of cash acquired — (24,000 ) — — (24,000 ) Purchases of property and equipment — (38,671 ) (6,111 ) 117 (44,665 ) Other investing activities, net — 27 — — 27 Net cash (used in) provided by investing activities from continuing operations — (62,644 ) (6,111 ) 117 (68,638 ) Net cash used in investing activities from discontinued operations — (575 ) — — (575 ) Net cash (used in) provided by investing activities — (63,219 ) (6,111 ) 117 (69,213 ) Cash Flows From Financing Activities: Intercompany 157,053 (164,321 ) (4,035 ) 11,303 — Proceeds from issuance of debt 2,515,827 — 2,206 — 2,518,033 Repayments of debt obligations (2,416,713 ) — (2,314 ) — (2,419,027 ) Payment of debt issuance, modification and extinguishment costs (62,375 ) — — — (62,375 ) Exercise of stock options 11 — — — 11 Dividend paid by subsidiary to owners of noncontrolling interests — — (541 ) — (541 ) Net cash provided by (used in) financing activities 193,803 (164,321 ) (4,684 ) 11,303 36,101 Effect of exchange rate changes on cash and cash equivalents — — 809 — 809 Net increase in cash and cash equivalents 16,715 157 927 — 17,799 Cash and cash equivalents, beginning of year 12,958 3 18,183 — 31,144 Cash and cash equivalents, end of year $ 29,673 $ 160 $ 19,110 — $ 48,943 |
SCHEDULE II-VALUATION AND QUALI
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2017 | |
Valuation And Qualifying Accounts [Abstract] | |
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS | DJO FINANCE LLC SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS (in thousands) Allowance for Sales Discounts and Other Balance as of December 31, 2014 $ 39,255 Provision 72,723 Write-offs, net of recoveries (68,630 ) Balance as of December 31, 2015 $ 43,348 Provision 64,878 Write-offs, net of recoveries (54,918 ) Balance as of December 31, 2016 $ 53,308 Provision 79,044 Write-offs, net of recoveries (103,481 ) Balance as of December 31, 2017 $ 28,871 |
SIGNIFICANT ACCOUNTING POLICI30
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Segment Reporting | Segment Reporting We market and distribute our products through four operating segments: Bracing and Vascular; Recovery Sciences; Surgical Implant; and International. Our Bracing and Vascular, Recovery Sciences, and Surgical Implant segments generate their revenues within the United States. Our Bracing and Vascular segment offers rigid knee braces, orthopedic soft goods, cold therapy products, vascular systems, compression therapy products and therapeutic footwear for the diabetes care market. Our Recovery Sciences segment offers clinical electrotherapy, iontophoresis, home traction products, bone growth stimulation products and clinical physical therapy equipment. Our Surgical Implant segment offers a comprehensive suite of reconstructive joint products for the knee, hip, shoulder and elbow. Our International segment offers all of our products to customers outside the United States. See Note 18 for additional information about our reportable segments. During the fourth quarter of 2015, we ceased manufacturing, selling and distributing products of our Empi business and the related insurance billing operations domestically. The Empi business primarily manufactured and sold home electrotherapy devices, such as TENS devices for pain relief, other electrotherapy and orthopedic products and related supplies. Empi was facing a challenging regulatory and compliance environment, decreasing reimbursement rates and remained below the level needed to reach adequate profitability within an economically justified period of time. Empi was part of our Recovery Sciences operating segment. For financial statement purposes, the results of the Empi business are reported within discontinued operations. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates and assumptions are used in accounting for, among other things, contractual allowances, rebates, product returns, warranty obligations, allowances for doubtful accounts, valuation of inventories, self-insurance reserves, income taxes, loss contingencies, fair values of derivative instruments, fair values of long-lived assets and any related impairments, capitalization of costs associated with internally developed software and stock-based compensation. Actual results could differ from those estimates. |
Basis of Presentation | Basis of Presentation The Consolidated Financial Statements include the Company and its controlled subsidiaries. Intercompany transactions are eliminated. We consolidate the results of operations of our 50% owned subsidiary, Medireha GmbH (Medireha), and reflect the 50% share of results not owned by us as noncontrolling interests in our Consolidated Statements of Operations. We maintain control of Medireha through certain rights that enable us to prohibit certain business activities that are not consistent with our plans for the business and provide us with exclusive distribution rights for products manufactured by Medireha. |
Cash and Cash Equivalents | Cash and Cash Equivalents. Cash consists of deposits with financial institutions. We consider all short-term, highly liquid investments and investments in money market funds and commercial paper with remaining maturities of less than three months at the time of purchase to be cash equivalents. While our cash and cash equivalents are on deposit with high-quality institutions, such deposits exceed Federal Deposit Insurance Corporation insured limits. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts. Accounts receivable are recorded at the invoiced amount and do not bear interest. The company maintains allowances for doubtful accounts for estimated losses resulting from the inability of its customers to pay amounts due. Management analyzes accounts receivable based on historical collection rates and bad debts write-offs, customer concentrations, customer credit-worthiness and current economic trends when evaluating the adequacy of the allowance for doubtful accounts. Account balances are charged off against the allowance when the company believes it is probable the receivable will not be recovered. |
Sales Returns and Allowances | Sales Returns and Allowances. We make estimates of the amount of sales returns and allowances that will eventually be incurred. Management analyzes sales programs that are in effect, contractual arrangements, market acceptance and historical trends when evaluating the adequacy of sales returns and allowance accounts. We estimate contractual discounts and allowances for reimbursement amounts from our third party payor customers based on negotiated contracts and historical experience. |
Inventories | Inventories. Inventories are valued at the lower of cost or market. We use standard cost methodology to determine cost basis for our inventories. This methodology approximates actual cost on a first-in, first-out basis. We establish reserves for slow moving and excess inventory, product obsolescence, shrinkage and other valuation allowances based on future demand and historical experience to make corresponding adjustments to the carrying value of these inventories to reflect the lower of cost or market value. |
Property and Equipment | Property and Equipment. Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets that range from three to 25 years. Leasehold improvements and equipment under capital leases are amortized on a straight-line basis over the shorter of the lease term or estimated useful life of the asset. We capitalize surgical implant instruments that we provide to surgeons, free of charge, for use while implanting our products and the related depreciation expense is recorded as a component of Selling, general and administrative expense. We also capitalize electrotherapy devices that we rent to patients and record the related depreciation expense in cost of sales. |
Software Developed For Internal Use | Software Developed For Internal Use. Software is stated at cost less accumulated amortization and is amortized on a straight-line basis over estimated useful lives ranging from three to ten years. We capitalize costs of internally developed software during the development stage, including external consulting costs, cost of software licenses, and internal payroll and payroll-related costs for employees who are directly associated with a software project. Software assets are reviewed for impairment when events or circumstances indicate that the carrying value may not be recoverable. Upgrades and enhancements are capitalized if they result in added functionality. Amortization expense related to internally developed software was $ 1.7 million, $1.7 million and $1.7 million for the years ended December 31, 2017, 2016 and 2015, respectively. As of December 31, 2017 and 2016, we had $3.4 million and $5.1 million respectively, of unamortized internally developed software costs included within property and equipment in our Consolidated Balance Sheets. |
Intangible Assets and Amortization | Intangible Assets and Amortization. Our primary intangible assets are goodwill, customer relationships, patents and technology and trademarks and trade names. Goodwill represents the excess purchase price over the fair value of the identifiable net assets acquired in business combinations. Goodwill and intangible assets with indefinite useful lives are not amortized, but instead are tested for impairment at least annually. Intangible assets with definite lives are amortized over their respective estimated useful lives and reviewed for impairment when circumstances warrant. We evaluate the carrying value of goodwill and indefinite life intangible assets annually on the first day of the fourth quarter or whenever events or circumstances indicate the carrying value may not be recoverable. We evaluate the carrying value of finite life intangible assets whenever events or circumstances indicate the carrying value may not be recoverable. Significant assumptions are required to estimate the fair value of goodwill and intangible assets, most notably estimated future cash flows generated by these assets. As such, these fair valuation measurements use significant unobservable inputs, which are inputs that are classified as Level 3 in the fair value hierarchy. Changes to these assumptions could require us to record impairment charges on these assets. |
Self Insurance | Self Insurance. We are partially self-insured for certain employee health benefits and product liability claims. Accruals for losses are provided based upon claims experience and actuarial assumptions, including provisions for incurred but not reported losses. |
Revenue Recognition | Revenue Recognition. Revenues are recognized when they are realized or realizable, and are earned. Our policy is to recognize revenue when title to the product, ownership and risk of loss transfer to the customer, which is on the date of shipment or the date of receipt by the customer. We include amounts billed to customers for freight in revenue. We recognize revenue, both rental and purchase, for products sold directly to patients or their third party insurance payors, when our product has been dispensed or shipped to the patient and the patient’s insurance has been verified. We record revenues from sales or our surgical implant products when the products are used in a surgical procedure (implanted in a patient). We reduce revenue by estimates of potential future product returns and other allowances. Revenues are also reduced by rebates related to sales transacted through distribution agreements that provide the distributors with a right to return inventory or take certain pricing adjustments based on sales mix or volume. Provisions for product returns and other allowances are recorded as a reduction to revenue in the period sales are recognized. |
Cost of Sales | Cost of Sales. Cost of sales is primarily comprised of direct materials and supplies consumed in the manufacture of product, as well as manufacturing labor, depreciation expense and direct overhead expense necessary to acquire and convert the purchased materials and supplies into finished product. Cost of products sold also includes the cost to distribute products to customers, inbound freight costs, internal transfer costs, warehousing costs and other shipping and handling activity. |
Warranty Costs | Warranty Costs. We provide express warranties on certain products for periods typically ranging from one to three years. We estimate our warranty obligations at the time of sale based upon historical experiences and known product issues, if any. A summary of the activity in our warranty reserves is as follows (in thousands): Year Ended December 31, 2017 2016 2015 Balance, beginning of year $ 1,938 $ 1,694 $ 1,942 Amount charged to expense for estimated warranty costs 1,787 2,080 1,517 Deductions for actual costs incurred (1,720 ) (1,836 ) (1,765 ) Balance, end of year $ 2,005 $ 1,938 $ 1,694 |
Selling General and Administrative Expense | Selling, General and Administrative Expense . Selling, general and administrative expense (SG&A) is primarily comprised of marketing expenses, selling expenses, administrative and other indirect overhead costs, depreciation expense on non-manufacturing assets and other miscellaneous operating items. Advertising costs are charged to expense as incurred. For the years ended December 31, 2017, 2016 and 2015, advertising costs were $ 4.3 million, $3.8 million, and $3.9 million, respectively. |
Research and Development | Research and Development. The company conducts research and development activities to broaden our product offering and for improvement of existing products or manufacturing processes. Research and development costs include employee compensation and benefits, consultants, facilities related costs, material costs, depreciation and travel. Research and development costs are expensed as incurred. |
Other Expense, Net | Other Expense, Net. Other expense, net, primarily includes net realized and unrealized foreign currency transaction gains and losses. |
Stock Based Compensation | Stock Based Compensation. We maintain a stock option plan under which stock options of our indirect parent, DJO, have been granted to both employees and non-employees. All share based payments to employees are recognized in the financial statements based on their grant date fair values and our estimates of forfeitures. We amortize stock-based compensation for service-based awards granted on a straight-line basis over the requisite service (vesting) period for the entire award. Other awards vest upon the achievement of certain pre-determined performance targets, and compensation expense is recognized to the extent the achievement of the performance targets is deemed probable. |
Income Taxes | Income Taxes. Income taxes are accounted for under the asset and liability method, whereby deferred tax assets and liabilities are recognized and measured using enacted tax rates in effect for each taxing jurisdiction in which we operate for the year in which those temporary differences are expected to be recognized. Net deferred tax assets are then reduced by a valuation allowance if we believe it more-likely-than-not such net deferred tax assets will not be realized. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions. We translate the financial statements of each foreign subsidiary with a functional currency other than the United States dollar into the United States dollar for consolidation using end-of-period exchange rates for assets and liabilities and average exchange rates during each reporting period for results of operations. Net gains or losses resulting from the translation of foreign financial statements and the effect of exchange rate changes on intercompany receivables and payables of a long-term investment nature are recorded, net of applicable income taxes, as a component of other comprehensive income (loss) in our Consolidated Statement of Comprehensive Loss. Cash flows from our operations in foreign countries are translated at the average rate for the applicable period. The effect of exchange rates on cash balances held in foreign currencies are separately reported in our Consolidated Statements of Cash Flows. Transactions denominated in currencies other than our or our subsidiaries’ functional currencies are recorded based on exchange rates at the time such transactions arise. Changes in exchange rates with respect to amounts recorded in our Consolidated Balance Sheets related to such transactions result in transaction gains and losses that are reflected in our Consolidated Statements of Operations as either unrealized (based on the applicable period end translation) or realized (upon settlement of the transactions). For the years ended December 31, 2017, 2016 and 2015, foreign transaction (gains) losses were $(1.8) million, $3.1 million, and $7.1 million, respectively. |
Derivative Financial Instruments | Derivative Financial Instruments. All derivative instruments are recognized in the financial statements and measured at fair value regardless of the purpose or intent for holding them. We make use of debt financing as a source of funds and are therefore exposed to interest rate fluctuations in the normal course of business. Our credit facilities are subject to floating interest rates. We manage the risk of unfavorable movements in interest rates by hedging interest rate on a portion of the outstanding loan balance, thereby locking in a fixed rate on a portion of the principal, reducing the effect of possible rising interest rates and making interest expense more predictable. We have designated these interest rate cap agreements as cash flow hedges for accounting purposes. Therefore, changes in the fair values of the derivative are recorded in accumulated other comprehensive income (loss) and are subsequently recognized in earnings when the hedged item affects earnings. The fair value of our derivative instruments has been determined through the use of models that consider various assumptions, including time value and other relevant economic measures, which are inputs that are classified as Level 2 in the fair value hierarchy (see Notes 10 and 11). |
Comprehensive Income (Loss) | Comprehensive Income (Loss). Comprehensive income (loss) includes net income (loss) as per our Consolidated Statement of Operations and other comprehensive income (loss). Other comprehensive income (loss), which is comprised of unrealized gains and losses on foreign currency translation adjustments, net of tax, is included in our Consolidated Statement of Comprehensive Loss. |
Concentration of Credit Risk | Concentration of Credit Risk. We sell the majority of our products in the United States to orthopedic professionals, hospitals, distributors, specialty dealers, insurance companies, managed care companies and certain governmental payors such as Medicare. International sales comprised 27.0%, 26.1%, and 26.6% of our net sales for the years ended December 31, 2017, 2016 and 2015, respectively. International sales are generated from a diverse group of customers through our wholly owned subsidiaries and certain independent distributors. Credit is extended based on an evaluation of the customer’s financial condition and generally collateral is not required. We provide a reserve for estimated bad debts. Management reviews and revises its estimates for credit losses from time to time and such credit losses have generally been within management’s estimates. In each of the years ended December 31, 2017, 2016 and 2015, we had no individual customer or distributor that accounted for 10% or more of our total annual net sales. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments. The carrying amounts of our short-term financial instruments, including cash and cash equivalents, accounts receivable and accounts payable, approximate fair values due to their short-term nature. See Note 12 for information concerning the fair value of our variable and fixed rate debt. |
Recent Accounting Standards | Recent Accounting Standards. In May 2014, the Financial Accounting Standards Board (FASB) issued an accounting standards update (ASU) related to revenue from contracts with customers. The new standard provides a five-step approach to be applied to all contracts with customers. The accounting standards update also requires expanded disclosures about revenue recognition. On July 9, 2015, the FASB decided to defer the effective date of the standard. The guidance is now effective for fiscal years beginning after December 15, 2017 and interim periods within that reporting period. Early adoption is permitted as early as the original effective date of December 15, 2016. The Company put a team in place to analyze the impact of this ASU across all revenue streams to evaluate the impact of the new standard on revenue contracts. This included reviewing current accounting policies and practices to identify potential differences that would result from applying the requirements under the new standard. In 2016, the Company presented its initial findings to the audit committee and has plans to start drafting its accounting policies and evaluating the new disclosure requirements and the impact they will have on its business processes, controls and systems in 2017. The Company will adopt the new standard using the modified retrospective approach, under which the cumulative effect of initially applying the new guidance is recognized as an adjustment to the opening balance of retained earnings in the first quarter of 2018. The Company has completed the assessment of the new standard and is finalizing the new required disclosures. Overall, the Company does not expect the timing of revenue recognition under the new standards to be materially different from our current revenue recognition policy. Based on the Company’s analysis of open contracts as of December 31, 2017, the cumulative effect of applying the new standards is not material. In July 2015, the FASB issued an accounting standards update which requires an entity to measure inventory at the lower of cost and net realizable value. Net realizable value is defined as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This guidance does not apply to inventory that is measured using last-in, first-out (LIFO). The guidance is effective for annual and interim periods beginning after December 15, 2016. Adoption of this new guidance did not have a material effect on the Company’s financial statements. In January 2016, the FASB issued an accounting standards update which affects the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. This guidance retains the current accounting for classifying and measuring investments in debt securities and loans but requires equity investments to be measured at fair value with subsequent changes recognized in net income, except for those accounted for under the equity method or requiring consolidation. The guidance also changes the accounting for investments without a readily determinable fair value and that do not qualify for the practical expedient permitted by the guidance to estimate fair value. A policy election can be made for these investments whereby estimated fair value may be measured at cost and adjusted in subsequent periods for any impairment or changes in observable prices of identical or similar investments. The guidance is effective for annual periods beginning after December 15, 2017. Early adoption is permitted. Adoption of this new guidance is not expected to have a material effect on the Company’s financial statements. In February 2016, the FASB issued an accounting standards update which affects the accounting for leases. The guidance requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. The amendment also will require qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. The guidance is effective for interim and annual reporting periods beginning after December 15, 2018. Early adoption is permitted. The Company has a team in place to analyze the impact of this ASU which includes reviewing current lease contracts to identify potential differences that would result from applying the requirements under the new standard. In 2016, the Company presented its initial plan to the audit committee which includes compiling an inventory of all of its current leases to assess the global impact and developing tools for the tracking of and accounting for lease contracts. As such, we are still assessing the impact of adoption on our consolidated financial statements. In March 2016, the FASB issued an accounting standards update which affects the accounting for employee share-based payments. The standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. The guidance is effective for interim and annual reporting periods beginning after beginning after December 15, 2016. Adoption of this new guidance did not have a material effect on the Company’s financial statements. In August 2016, the FASB issued an accounting standards update which affects the classification of certain cash receipts and cash payments. This ASU is intended to clarify the presentation of cash receipts and payments in specific situations. The guidance is effective for interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted. We are still assessing the impact of adoption on our consolidated financial statements. In October 2016, the FASB issued an accounting standards update which will require companies to recognize the income tax effects of intercompany sales and transfers of assets other than inventory in the period in which the transfer occurs. This guidance is effective for annual and interim reporting periods beginning after December 15, 2017, and should be applied on a modified retrospective approach with a cumulative catch-up adjustment to opening retained earnings in the period of adoption. Early adoption is permitted. We are still assessing the impact of adoption on our consolidated financial statements. In January 2017, the FASB issued an accounting standards update which will require an entity to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. The guidance is effective for annual and interim goodwill impairment tests beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017.We are still assessing the impact of adoption on our consolidated financial statements. |
SIGNIFICANT ACCOUNTING POLICI31
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Activity in our Warranty Reserves | A summary of the activity in our warranty reserves is as follows (in thousands): Year Ended December 31, 2017 2016 2015 Balance, beginning of year $ 1,938 $ 1,694 $ 1,942 Amount charged to expense for estimated warranty costs 1,787 2,080 1,517 Deductions for actual costs incurred (1,720 ) (1,836 ) (1,765 ) Balance, end of year $ 2,005 $ 1,938 $ 1,694 |
DIVESTITURES (Tables)
DIVESTITURES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Discontinued Operations | Income (loss) from discontinued operations, net of taxes, is comprised of the following (in thousands): Year ended December 31, 2017 2016 2015 Net sales $ — $ — $ 95,342 Costs and operating expenses: Cost of sales — — 35,834 Selling, general and administrative — — 50,729 Research and development — — 249 Amortization of intangible assets — — 6,874 Impairment of goodwill — — 117,298 Impairment of intangible and long lived assets — — 52,150 Other income 309 1,138 86 Income (loss) from discontinued operations before income taxes $ 309 $ 1,138 $ (167,706 ) Income tax benefit — — 10,126 Net income (loss) from discontinued operations $ 309 $ 1,138 $ (157,580 ) Net assets for discontinued operations are as follows: Year ended December 31, 2017 2016 Other current assets $ 511 $ 511 Total assets 511 511 Liabilities — — Net assets $ 511 $ 511 |
ACCOUNTS RECEIVABLE RESERVES (T
ACCOUNTS RECEIVABLE RESERVES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Summary of Activity in Accounts Receivable Allowance for Doubtful Accounts | A summary of activity in our accounts receivable allowance for doubtful accounts is presented below (in thousands): Year Ended December 31, 2017 2016 2015 Balance, beginning of year $ 36,070 $ 32,893 $ 23,585 Provision for doubtful accounts 19,386 30,709 26,160 Write-offs, net of recoveries (26,218 ) (27,532 ) (16,852 ) Balance, end of year $ 29,238 $ 36,070 $ 32,893 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories consist of the following (in thousands): December 31, 2017 December 31, 2016 Components and raw materials $ 67,220 $ 18,771 Work in process 5,652 8,373 Finished goods 89,468 126,974 Inventory held on consignment 38,219 35,751 200,559 189,869 Inventory reserves (31,422 ) (38,312 ) $ 169,137 $ 151,557 |
Summary of Activity in Inventory Reserves | A summary of the activity in our inventory reserves is presented below (in thousands): Year Ended December 31, 2017 2016 2015 Balance, beginning of year $ 38,312 $ 22,042 $ 22,094 Provision charged to costs of sales 3,424 26,409 5,699 Write-offs, net of recoveries (10,314 ) (10,139 ) (5,751 ) Balance, end of year $ 31,422 $ 38,312 $ 22,042 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | Property and equipment consists of the following (in thousands): December 31, 2017 December 31, 2016 Depreciable lives (years) Land $ 170 $ 170 Indefinite Buildings and improvements 27,244 25,919 3 to 25 Equipment 142,544 132,314 2 to 7 Software 52,776 47,368 3 to 10 Furniture and fixtures 12,779 12,093 3 to 8 Surgical implant instrumentation 159,543 128,983 5 Construction in progress 6,065 6,656 N/A 401,121 353,503 Accumulated depreciation and amortization (267,599 ) (225,484 ) Property and equipment, net $ 133,522 $ 128,019 |
LONG-LIVED ASSETS (Tables)
LONG-LIVED ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill | Changes in the carrying amount of goodwill for the year ended December 31, 2017 are presented in the table below (in thousands): Bracing & Vascular Recovery Sciences Surgical Implant International Total Balance, beginning of period Goodwill $ 483,258 $ 249,601 $ 49,229 $ 330,544 $ 1,112,632 Accumulated impairment losses (61,000 ) (148,600 ) (47,406 ) — (257,006 ) Goodwill, net of accumulated impairment losses at December 31, 2016 422,258 101,001 1,823 330,544 855,626 Current Year Activity: Foreign currency translation — — — 8,486 8,486 Balance, end of period Goodwill 483,258 249,601 49,229 339,030 1,121,118 Accumulated impairment losses (61,000 ) (148,600 ) (47,406 ) — (257,006 ) Goodwill, net of accumulated impairment losses at December 31, 2017 $ 422,258 $ 101,001 $ 1,823 $ 339,030 $ 864,112 |
Summary of Identifiable Intangible Assets | Identifiable intangible assets consisted of the following (in thousands): December 31, 2017 Gross Amount Accumulated Amortization Intangible Assets, Net Definite-lived intangible assets: Customer relationships $ 478,114 $ (402,005 ) $ 76,109 Patents and technology 446,894 (302,805 ) 144,089 Trademarks and trade names 29,851 (18,576 ) 11,275 Distributor contracts and relationships 4,805 (4,725 ) 80 Non-compete agreements 6,750 (6,750 ) — $ 966,414 $ (734,861 ) 231,553 Indefinite-lived intangible assets: Trademarks and trade names 375,535 Net identifiable intangible assets $ 607,088 December 31, 2016 Gross Carrying Amount Accumulated Amortization Intangible Assets, Net Definite-lived intangible assets: Customer relationships $ 475,280 $ (364,582 ) $ 110,698 Patents and technology 446,734 (274,914 ) 171,820 Trademarks and trade names 29,695 (15,543 ) 14,152 Distributor contracts and relationships 4,753 (4,486 ) 267 Non-compete agreements 6,604 (6,224 ) 380 $ 963,066 $ (665,749 ) 297,317 Indefinite-lived intangible assets: Trademarks and trade names 374,817 Net identifiable intangible assets $ 672,134 |
Schedule of Estimated Amortization Expense | Based on our amortizable intangible asset balance as of December 31, 2017 we estimate that amortization expense will be as follows for the next five years and thereafter (in thousands): 2018 57,993 2019 53,061 2020 37,089 2021 32,488 2022 28,687 Thereafter 22,235 $ 231,553 |
Goodwill and Intangible Assets by Segments | Our goodwill and intangible assets by segment are as follows (in thousands): December 31, 2017 Goodwill Intangible Assets, Net Bracing and Vascular $ 422,258 $ 381,479 Recovery Sciences 101,001 106,468 International 339,030 98,542 Surgical Implant 1,823 20,599 $ 864,112 $ 607,088 December 31, 2016 Goodwill Intangible Assets, Net Bracing and Vascular $ 422,258 $ 411,079 Recovery Sciences 101,001 122,586 International 330,544 113,679 Surgical Implant 1,823 24,790 $ 855,626 $ 672,134 |
OTHER CURRENT LIABILITIES (Tabl
OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Current Liabilities | Other current liabilities consist of the following (in thousands): December 2017 December 31, 2016 Accrued wages and related expenses $ 41,482 $ 30,340 Accrued commissions 16,994 16,254 Accrued rebates 12,896 14,023 Accrued other taxes 5,743 2,926 Accrued professional expenses 3,879 3,593 Income taxes payable 1,937 231 Derivative liability 268 1,497 Other accrued liabilities 43,161 44,401 $ 126,360 $ 113,265 |
DERIVATIVE INSTRUMENTS (Tables)
DERIVATIVE INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Summary of Location and Fair Value of Derivative Instruments in Condensed Consolidated Balance Sheets | The following table summarizes the fair value of derivative instruments in our Consolidated Balance Sheets (in thousands): Balance December 2017 December 31, 2016 Derivative Assets: Interest rate cap agreements designated as cash flow hedges Other $ 84 $ 0 Derivative Liabilities: Interest rate cap agreements designated as cash flow hedges Other $ 268 $ 1,497 Interest rate cap agreements designated as cash flow hedges Other — 1,283 |
Summary of Effect of Derivative Instruments on Condensed Consolidated Statements of Operations | The following table summarizes the effect our derivative instruments have on our Consolidated Statements of Operations (in thousands): Year Ended December 31, Location of gain (loss) 2017 2016 2015 Interest rate cap agreements designated as cash flow hedges Interest expense (1) $ 482 $ 412 $ — Foreign exchange forward contracts not designated as hedges Other expense, net — — (4 ) $ 482 $ 412 $ (4 ) |
Summary of Pre-tax Loss on Derivative Instruments Designated as Cash Flow Hedges Recognized in Other Comprehensive Income (Loss) | The pre-tax loss on derivative instruments designated as cash flow hedges recognized in other comprehensive income (loss) is presented below (in thousands): Year Ended December 31, 2017 2016 2015 Interest rate cap agreements designated as cash flow Hedges $ 3,007 $ (3,969 ) $ 985 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables present the balances of financial assets and liabilities measured at fair value on a recurring basis (in thousands): As of December 31, 2017 Quoted Prices in Active Markets for Identical (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Recorded Balance Assets: Interest rate cap agreements designated as cash flow hedges $ — $ 84 $ — $ — Liabilities: Interest rate cap agreements designated as cash flow hedges $ — $ 268 $ — $ — As of December 31, 2016 Quoted Prices in Active Markets for Identical (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Recorded Balance Liabilities: Interest rate cap agreements designated as cash flow hedges $ — $ 2,780 $ — $ 2,780 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Obligations | Debt obligations consist of the following (in thousands): December 31, 2017 December 31, 2016 Credit facilities: ABL Facility, net of unamortized debt issuance costs of $1.2 million and $1.6 million as of December 31, 2017 and 2016, respectively $ 73,843 $ 80,365 Term loan: $1,031.3 million Term Loan, net of unamortized debt issuance costs and original issuance discount of $8.6 million and $12.0 million as of December 31, 2017 and 2016, respectively 1,022,630 1,029,816 Notes: $1,015.0 million 8.125% Second Lien notes, net of unamortized debt issuance costs and original issuance discount of $11.6 million and $14.4 million as of December 31, 2017 and 2016, respectively 1,003,382 1,000,649 $298.5 million 10.75% Third Lien notes, net of unamortized debt issuance costs and original issuance discount of $4.8 million and $6.5 million as of December 31, 2017 and 2016, respectively 293,657 291,958 Capital lease obligations and other 20,608 — Total debt 2,414,120 2,402,788 Current maturities (15,936 ) (10,550 ) Long-term debt $ 2,398,184 $ 2,392,238 |
Aggregate Amounts of Principal Maturities of Long-term Debt | At December 31, 2017, the aggregate amounts of principal maturities of long-term debt for the next five years and thereafter are as follows (in thousands): 2018 15,936 2019 20,825 2020 1,388,285 2021 1,015,296 2022 — Thereafter — $ 2,440,342 |
STOCK OPTION PLANS AND STOCK-41
STOCK OPTION PLANS AND STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Assumptions Used to Estimate Fair Value of Time-Based Options, Vested Options and Director Service Options of Stock Options Granted | The following table summarizes certain assumptions we used to estimate the fair value of the Time-Based Options, the Vested Options and the Director Service Options of stock options granted during the years ended December 31, 2017, 2016 and 2015: Year Ended December 31, 2017 2016 2015 Expected volatility 33.1%-33.3% 33.2%-33.4% 33 % Risk-free interest rate 2.0-2.9% 1.2%-2.0% 1.5-2.0% Expected term until exercise 6.2-8.1 5.2-6.6 5.1-8.3 Expected dividend yield 0.0 % 0.0 % 0.0 % |
Schedule of Recorded Non-cash Stock-based Compensation Expense | We recorded non-cash stock-based compensation expense during the periods presented as follows (in thousands): Year Ended December 31, 2017 2016 2015 Cost of goods sold $ 165 $ 84 $ 90 Operating expenses: Selling, general and administrative 3,425 2,947 1,696 Research and development 106 157 19 $ 3,696 $ 3,188 $ 1,805 |
Summary of Option Activity | A summary of option activity under the 2007 Plan is presented below: Number of Shares Weighted- Average Exercise Price Weighted- Average Remaining Contractual (Years) Aggregate Intrinsic Value Outstanding at December 31, 2016 9,681,627 $ 16.32 5.5 $ 1,370,670 Granted 1,488,800 $ 16.46 Exercised (416,206 ) $ 13.17 Forfeited or expired (2,318,326 ) $ 16.46 Outstanding at December 31, 2017 8,435,895 $ 16.46 6.1 $ — Vested or expected to vest at December 31, 2017 3,657,499 $ 16.46 4.3 $ — Exercisable at December 31, 2017 2,431,238 $ 16.46 3.8 $ — |
Exercise of Stock Options Using Net Exercise Method | The following table provides information regarding the use of the net exercise method during the periods presented: Year Ended December 31, 2017 2016 Options exercised 416,206 312,925 Shares withheld 370,432 269,839 Shares issued 45,774 43,086 Average market value per share withheld $ 16.46 $ 16.46 Aggregate market value of shares withheld (in thousands) $ 6,097 $ 4,442 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Loss from Continuing Operations Before Income Tax Provision | The components of loss from continuing operations before income tax provision consist of the following (in thousands): Year Ended December 31, 2017 2016 2015 U.S. operations $ (130,603 ) $ (305,813 ) $ (184,524 ) Foreign operations 34,479 12,142 14,273 $ (96,124 ) $ (293,671 ) $ (170,251 ) |
Components of Income Tax Provision from Continuing Operations | The income tax provision from continuing operations consists of the following (in thousands): Year Ended December 31, 2017 2016 2015 Current income taxes: U.S. federal $ (995 ) $ (216 ) $ 597 U.S. state 160 181 1,042 Foreign 8,564 4,479 4,677 Total current income taxes 7,729 4,444 6,316 Deferred income taxes: U.S. federal (69,829 ) (9,893 ) 6,095 U.S. state 460 (935 ) 919 Foreign 920 (469 ) (1,074 ) Total deferred income taxes (68,449 ) (11,297 ) 5,940 Total income tax (benefit) provision $ (60,720 ) $ (6,853 ) $ 12,256 |
Difference Between Income Tax Provision (Benefit) Derived by Applying U.S. Federal Statutory Income Tax Rate and Recognized Income Tax Provision | The difference between the income tax provision (benefit) derived by applying the U.S. federal statutory income tax rate of 35% and the recognized income tax provision is as follows (in thousands): Year Ended December 31, 2017 2016 2015 Income tax benefit derived by applying the U.S. federal statutory income tax rate to loss before income taxes $ (33,643 ) $ (102,785 ) $ (59,586 ) Add (deduct) the effect of: State tax benefit, net (1,960 ) (5,126 ) (4,996 ) Change in state effective tax rates 20 449 (604 ) Foreign earnings repatriation 190 236 (622 ) Unrecognized tax benefits 2,191 129 1,678 Goodwill impairment — 38,988 — Revaluation of deferred taxes 48,529 — — Reclass of tax expense for gain in OCI (6,982 ) — — Research tax credit (1,124 ) (489 ) (758 ) Permanent differences and other, net 331 3,346 (2,726 ) Foreign rate differential (5,238 ) (897 ) 5,875 Other (2,202 ) 1,220 1,340 Valuation allowance (60,832 ) 58,076 72,655 $ (60,720 ) $ (6,853 ) $ 12,256 |
Components of Deferred Income Tax Assets and Liabilities | The components of deferred income tax assets and liabilities are as follows (in thousands): December 31, 2017 December 31, 2016 Deferred tax assets: Net operating loss carryforwards $ 219,488 $ 308,615 Receivables reserve 7,291 14,619 Accrued expenses and reserves 30,887 52,646 Gross deferred tax assets 257,666 375,880 Valuation allowance (219,365 ) (286,974 ) Net deferred tax assets 38,301 88,906 Deferred tax liabilities: Intangible assets (169,145 ) (269,196 ) Foreign earnings repatriation (6,975 ) (11,080 ) Other (3,346 ) (9,573 ) Gross deferred tax liabilities (179,466 ) (289,849 ) Net deferred tax liabilities $ (141,165 ) $ (200,943 ) |
Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands): Year Ended December 31, 2017 2016 2015 Balance, beginning of year $ 14,528 $ 14,901 $ 13,905 Additions based on tax positions related to current year 2,162 1,328 922 Additions for tax positions related to prior years 1,124 191 194 Reduction due to lapse of statute of limitations (436 ) (1,283 ) (120 ) Reductions related to Tax Cuts and Jobs Act (560 ) — — Reductions for settlements of tax positions — (609 ) — Balance, end of year $ 16,818 $ 14,528 $ 14,901 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Aggregate Minimum Rental Commitments Under Non-Cancelable Leases | The aggregate minimum rental commitments under non-cancelable leases for the next five years and thereafter, as of December 31, 2017, are as follows (in thousands): Years Ending December 31, 2018 11,534 2019 8,325 2020 6,781 2021 5,159 2022 2,959 Thereafter 8,029 $ 42,787 |
SEGMENT AND GEOGRAPHIC INFORM44
SEGMENT AND GEOGRAPHIC INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Information Regarding Reportable Business Segments | Information regarding our reportable business segments is presented below (in thousands). Segment results exclude the impact of amortization and impairment of goodwill and intangible assets, certain general corporate expenses, and charges related to various integration activities, as defined by management. The accounting policies of the reportable segments are the same as the accounting policies of the Company. We allocate resources and evaluate the performance of segments based on net sales, gross profit, operating income and other non-GAAP measures, as defined in the senior secured credit facilities. We do not allocate assets to reportable segments because a significant portion of our assets are shared by the segments. Year Ended December 31, 2017 2016 2015 Net sales: Bracing and Vascular $ 507,435 $ 522,600 $ 526,295 Recovery Sciences 158,288 156,998 156,194 Surgical Implant 200,384 174,503 134,843 International 320,099 301,187 296,295 $ 1,186,206 $ 1,155,288 $ 1,113,627 Operating income (loss): Bracing and Vascular $ 102,531 $ 102,133 $ 115,791 Recovery Sciences 43,284 32,944 29,035 Surgical Implant 40,482 32,621 25,531 International 61,794 45,864 48,578 Expenses not allocated to segments and eliminations (172,090 ) (334,617 ) (141,120 ) $ 76,001 $ (121,055 ) $ 77,815 |
Net Sales by Geographic Area | Following are our net sales by geographic area (in thousands): Year Ended December 31, 2017 2016 2015 United States $ 866,107 $ 854,101 $ 817,332 Other Europe, Middle East, and Africa 156,562 146,183 141,638 Germany 82,659 79,326 80,982 Australia and Asia Pacific 47,094 43,248 40,717 Canada 25,328 24,995 23,966 Latin America 8,456 7,435 8,992 $ 1,186,206 $ 1,155,288 $ 1,113,627 |
Long-lived Assets by Geographic Area | Following are our long-lived assets by geographic area (in thousands): December 31, 2017 December 31, 2016 United States $ 122,208 $ 117,112 International 16,442 16,443 $ 138,650 $ 133,555 |
UNAUDITED QUARTERLY CONSOLIDA45
UNAUDITED QUARTERLY CONSOLIDATED FINANCIAL DATA (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Consolidated Financial Data | The following table presents our unaudited quarterly consolidated financial data (in thousands): Three months ended April 1, 2017 July 1, 2017 September 30, 2017 December 31, 2017 Net sales $ 288,389 $ 294,746 $ 290,876 $ 312,195 Operating income 6,674 9,043 21,769 38,515 Net (loss) income from continuing operations (39,803 ) (34,224 ) (22,602 ) 61,225 Net (loss) income attributable to DJOFL (39,969 ) (34,383 ) (22,693 ) 61,151 Three months ended March 28, 2016 June 27, 2016 September 26, 2016 December 31, 2016 Net sales $ 278,906 $ 292,852 $ 287,040 $ 296,490 Operating income 9,462 21,544 22,244 (174,305 ) Net loss from continuing operations (37,937 ) (23,961 ) (22,625 ) (202,295 ) Net loss attributable to DJOFL (38,320 ) (23,275 ) (22,582 ) (202,126 ) |
SUPPLEMENTAL GUARANTOR CONDEN46
SUPPLEMENTAL GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Condensed Consolidating Balance Sheets | DJO Finance LLC Condensed Consolidating Balance Sheets As of December 31, 2017 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 23,245 $ (14,354 ) $ 23,094 $ — $ 31,985 Accounts receivable, net — 141,565 48,759 — 190,324 Inventories, net — 137,193 30,200 1,744 169,137 Prepaid expenses and other current assets 42 13,730 6,445 1 20,218 Current assets of discontinued operations — 511 — — 511 Total current assets 23,287 278,645 108,498 1,745 412,175 Property and equipment, net — 119,691 13,861 (30 ) 133,522 Goodwill — 791,004 105,463 (32,355 ) 864,112 Intangible assets, net — 598,018 9,070 — 607,088 Investment in subsidiaries 1,297,699 1,677,336 55,723 (3,030,758 ) — Intercompany receivables 298,021 — — (298,021 ) — Other non-current assets 85 2,462 2,581 — 5,128 Total assets $ 1,619,092 $ 3,467,156 $ 295,196 $ (3,359,419 ) $ 2,022,025 Liabilities and (Deficit) Equity Current liabilities: Accounts payable $ — $ 84,943 $ 13,388 — $ 98,331 Current portion of debt obligations 10,550 — 5,386 — 15,936 Other current liabilities 18,276 90,975 35,125 (1 ) 144,375 Total current liabilities 28,826 175,918 53,899 (1 ) 258,642 Long-term debt obligations 2,382,962 — 15,222 — 2,398,184 Deferred tax liabilities, net — 137,424 5,173 — 142,597 Intercompany payables, net — 167,667 65,108 (232,775 ) — Other long-term liabilities (203 ) 13,063 220 — 13,080 Total liabilities 2,411,585 494,072 139,622 (232,776 ) 2,812,503 Noncontrolling interests — — 2,015 — 2,015 Total membership (deficit) equity (792,493 ) 2,973,084 153,559 (3,126,643 ) (792,493 ) Total liabilities and (deficit) equity $ 1,619,092 $ 3,467,156 $ 295,196 $ (3,359,419 ) $ 2,022,025 DJO Finance LLC Condensed Consolidating Balance Sheets As of December 31, 2016 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 15,818 $ (372 ) $ 19,766 $ — $ 35,212 Accounts receivable, net — 134,182 44,011 — 178,193 Inventories, net — 123,217 28,192 148 151,557 Prepaid expenses and other current assets 41 16,875 6,734 — 23,650 Current assets of discontinued operations 0 511 — — 511 Total current assets 15,859 274,413 98,703 148 389,123 Property and equipment, net — 114,073 13,993 (47 ) 128,019 Goodwill — 791,005 94,154 (29,533 ) 855,626 Intangible assets, net — 662,880 9,254 — 672,134 Investment in subsidiaries 1,297,698 1,680,893 48,923 (3,027,514 ) — Intercompany receivables 345,539 — — (345,539 ) — Other non-current assets 0 3,086 2,450 — 5,536 Total assets $ 1,659,096 $ 3,526,350 $ 267,477 $ (3,402,485 ) $ 2,050,438 Liabilities and (Deficit) Equity Current liabilities: Accounts payable $ — $ 54,628 $ 9,194 — $ 63,822 Current portion of debt obligations 10,550 — — — 10,550 Other current liabilities 18,224 80,389 31,392 — 130,005 Total current liabilities 28,774 135,017 40,586 — 204,377 Long-term debt obligations 2,392,238 — — — 2,392,238 Deferred tax liabilities, net — 198,920 3,820 — 202,740 Intercompany payables, net — 301,456 121,350 (422,806 ) — Other long-term liabilities 1,283 13,365 284 — 14,932 Total liabilities 2,422,295 648,758 166,040 (422,806 ) 2,814,287 Noncontrolling interests — — 2,079 — 2,079 Total membership (deficit) equity (763,199 ) 2,877,592 99,358 (2,979,679 ) (765,928 ) Total liabilities and (deficit) equity $ 1,659,096 $ 3,526,350 $ 267,477 $ (3,402,485 ) $ 2,050,438 |
Schedule of Condensed Consolidating Statements of Operations | DJO Finance LLC Condensed Consolidating Statements of Operations For the Year Ended December 31, 2017 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Net sales $ — $ 992,689 $ 334,319 $ (140,802 ) $ 1,186,206 Costs and operating expenses: Cost of sales (exclusive of amortization of intangible assets of $27,732) — 379,339 281,100 (162,332 ) 498,107 Selling, general and administrative — 416,313 94,210 — 510,523 Research and development — 31,856 3,573 — 35,429 Amortization of intangible assets — 64,862 1,284 — 66,146 — 892,370 380,167 (162,332 ) 1,110,205 Operating (loss) income — 100,319 (45,848 ) 21,530 76,001 Other (expense) income: Interest (expense) income, net (174,004 ) 140 (374 ) — (174,238 ) Other expense, net — (40,114 ) 42,227 — 2,113 Intercompany (expense) income, net — (23,694 ) 26,663 (2,969 ) — Equity in loss of subsidiaries, net 138,110 — — (138,110 ) — (35,894 ) (63,668 ) 68,516 (141,079 ) (172,125 ) (Loss) income before income taxes (35,894 ) 36,651 22,668 (119,549 ) (96,124 ) Income tax (benefit) provision — (69,184 ) 8,464 — (60,720 ) Net (loss) income from continuing operations (35,894 ) 105,835 14,204 (119,549 ) (35,404 ) Net income from discontinued operations — 309 — — 309 Net income attributable to noncontrolling interests — — (799 ) — (799 ) Net (loss) income attributable to DJOFL $ (35,894 ) $ 106,144 $ 13,405 $ (119,549 ) $ (35,894 ) DJO Finance LLC Condensed Consolidating Statements of Operations For the Year Ended December 31, 2016 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Net sales $ — $ 1,005,714 $ 311,319 $ (161,745 ) $ 1,155,288 Costs and operating expenses: Cost of sales (exclusive of amortization of intangible assets of $28,525) — 402,046 290,640 (181,272 ) 511,414 Selling, general and administrative — 399,466 91,227 — 490,693 Research and development — 34,071 3,639 — 37,710 Amortization of intangible assets — 74,982 1,544 — 76,526 Impairment of goodwill — 160,000 — — 160,000 — 1,070,565 387,050 (181,272 ) 1,276,343 Operating (loss) income — (64,851 ) (75,731 ) 19,527 (121,055 ) Other (expense) income: Interest (expense) income, net (170,165 ) 155 (72 ) — (170,082 ) Loss on modification of debt — — — — — Other expense, net (8 ) (33,345 ) 30,819 — (2,534 ) Intercompany (expense) income, net — (37,689 ) 37,468 221 — Equity in loss of subsidiaries, net (113,402 ) — — 113,402 — (283,575 ) (70,879 ) 68,215 113,623 (172,616 ) (Loss) income before income taxes (283,575 ) (135,730 ) (7,516 ) 133,150 (293,671 ) Income tax (benefit) provision — (11,329 ) 4,476 — (6,853 ) Net (loss) income from continuing operations (283,575 ) (124,401 ) (11,992 ) 133,150 (286,818 ) Net income from discontinued operations — 1,138 — — 1,138 Net income attributable to noncontrolling interests — — (623 ) — (623 ) Net (loss) income attributable to DJOFL $ (283,575 ) $ (123,263 ) $ (12,615 ) $ 133,150 $ (286,303 ) DJO Finance LLC Condensed Consolidating Statements of Operations For the Year Ended December 31, 2015 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Net sales $ — $ 976,412 $ 293,899 $ (156,684 ) $ 1,113,627 Costs and operating expenses: Cost of sales (exclusive of amortization of intangible assets of $30,719) — 408,987 227,635 (170,603 ) 466,019 Selling, general and administrative — 364,305 90,419 — 454,724 Research and development — 31,456 3,649 — 35,105 Amortization of intangible assets — 77,569 2,395 — 79,964 — 882,317 324,098 (170,603 ) 1,035,812 Operating income (loss) — 94,095 (30,199 ) 13,919 77,815 Other (expense) income: Interest (expense) income, net (172,237 ) 42 (95 ) — (172,290 ) Loss on modification of debt (68,473 ) — — — (68,473 ) Other expense, net — (960 ) (6,343 ) — (7,303 ) Intercompany (expense) income, net — (21,994 ) 34,167 (12,173 ) — Equity in loss of subsidiaries, net (100,217 ) — — 100,217 — (340,927 ) (22,912 ) 27,729 88,044 (248,066 ) (Loss) income before income taxes (340,927 ) 71,183 (2,470 ) 101,963 (170,251 ) Income tax provision — 10,027 2,229 — 12,256 Net (loss) income from continuing operations (340,927 ) 61,156 (4,699 ) 101,963 (182,507 ) Net loss from discontinued operations — (157,580 ) — — (157,580 ) Net income attributable to noncontrolling interests — — (840 ) — (840 ) Net (loss) income attributable to DJOFL $ (340,927 ) $ (96,424 ) $ (5,539 ) $ 101,963 $ (340,927 ) |
Schedule of Condensed Consolidating Statements of Comprehensive Loss | DJO Finance LLC Condensed Consolidating Statements of Comprehensive Loss For the Year Ended December 31, 2017 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Net (loss) income $ (35,894 ) $ 106,144 $ 14,204 $ (119,549 ) $ (35,095 ) Other comprehensive income, net of taxes: Foreign currency translation adjustments, net of tax provision of $7,400 — — 5,638 — 5,638 Unrealized gain on cash flow hedges, net of tax provision of $1,144 3,007 — — — 3,007 Other comprehensive income 3,007 — 5,638 — 8,645 Comprehensive (loss) income (32,887 ) 106,144 19,842 (119,549 ) (26,450 ) Comprehensive income attributable to noncontrolling interests — — 64 — 64 Comprehensive (loss) income attributable to DJO Finance LLC $ (32,887 ) $ 106,144 $ 19,906 $ (119,549 ) $ (26,386 ) DJO Finance LLC Condensed Consolidating Statements of Comprehensive Loss For the Year Ended December 31, 2016 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Net (loss) income $ (283,575 ) $ (123,263 ) $ (11,992 ) $ 133,150 $ (285,680 ) Other comprehensive income, net of taxes: Foreign currency translation adjustments, net of tax benefit of $34 — — (10,342 ) — (10,342 ) Unrealized loss on cash flow hedges, net of tax provision of zero (3,969 ) — — — (3,969 ) Other comprehensive loss (3,969 ) — (10,342 ) — (14,311 ) Comprehensive (loss) income (287,544 ) (123,263 ) (22,334 ) 133,150 (299,991 ) Comprehensive income attributable to noncontrolling interests — — (550 ) — (550 ) Comprehensive (loss) income attributable to DJO Finance LLC $ (287,544 ) $ (123,263 ) $ (22,884 ) $ 133,150 $ (300,541 ) DJO Finance LLC Condensed Consolidating Statements of Comprehensive Loss For the Year Ended December 31, 2015 (in thousands) DJOFL Guarantors Non-Guarantors Eliminations Consolidated Net (loss) income $ (340,927 ) $ (96,424 ) $ (4,699 ) $ 101,963 $ (340,087 ) Other comprehensive (loss) income, net of taxes: Foreign currency translation adjustments, net of tax benefit of $540 — — (6,006 ) — (6,006 ) Unrealized gain on cash flow hedges, net of tax provision of zero for the year ended December 31, 2015 985 — — — 985 Other comprehensive income (loss) 985 — (6,006 ) — (5,021 ) Comprehensive (loss) income (339,942 ) (96,424 ) (10,705 ) 101,963 (345,108 ) Comprehensive income attributable to noncontrolling interests — — (557 ) — (557 ) Comprehensive (loss) income attributable to DJO Finance LLC $ (339,942 ) $ (96,424 ) $ (11,262 ) $ 101,963 $ (345,665 ) |
Schedule of Condensed Consolidating Statements of Cash Flows | DJO Finance LLC Condensed Consolidating Statements of Cash Flows For the Year Ended December 31, 2017 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Cash Flows From Operating Activities: Net (loss) income $ (35,894 ) $ 106,144 $ 14,204 $ (119,549 ) $ (35,095 ) Net income from discontinued operations (309 ) (309 ) Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: Depreciation — 39,856 5,285 (26 ) 45,115 Amortization of intangible assets — 64,862 1,284 — 66,146 Amortization of debt issuance costs and non-cash interest expense 8,274 — — — 8,274 Stock-based compensation expense — 3,696 — — 3,696 Loss on disposal of assets, net — 1,205 116 — 1,321 Deferred income tax (benefit) expense — (69,392 ) 943 — (68,449 ) Equity in loss of subsidiaries, net (138,110 ) — — 138,110 — Changes in operating assets and liabilities, net of acquired assets and liabilities: 0 Accounts receivable — (7,383 ) 164 — (7,219 ) Inventories — (15,797 ) 20,067 (22,609 ) (18,339 ) Prepaid expenses and other assets (85 ) 3,117 402 536 3,970 Accounts payable and other 1,571 39,761 6,978 (2,815 ) 45,495 Net cash (used in) provided by continuing operating activities (164,244 ) 165,760 49,443 (6,353 ) 44,606 Net cash provided by discontinued operations — 309 — — 309 Net cash (used in) provided by operating activities (164,244 ) 166,069 49,443 (6,353 ) 44,915 Cash Flows From Investing Activities: Purchases of property and equipment — (42,931 ) (4,430 ) — (47,361 ) Net cash (used in) provided by investing activities from continuing operations — (42,931 ) (4,430 ) — (47,361 ) Cash Flows From Financing Activities: Intercompany 192,996 (137,120 ) (62,229 ) 6,353 — Proceeds from issuance of debt 82,000 — 21,552 — 103,552 Repayments of debt obligations (99,550 ) — (1,785 ) — (101,335 ) Repurchase of common stock (3,600 ) (3,600 ) Dividend paid by subsidiary to owners of noncontrolling interests — — (1,102 ) — (1,102 ) Other financing activities, net (175 ) — — — (175 ) Net cash provided by (used in) financing activities 171,671 (137,120 ) (43,564 ) 6,353 (2,660 ) Effect of exchange rate changes on cash and cash equivalents — — 1,879 — 1,879 Net increase (decrease) in cash and cash equivalents 7,427 (13,982 ) 3,328 — (3,227 ) Cash and cash equivalents, beginning of year 15,818 (372 ) 19,766 — 35,212 Cash and cash equivalents, end of year $ 23,245 $ (14,354 ) $ 23,094 — $ 31,985 DJO Finance LLC Condensed Consolidating Statements of Cash Flows For the Year Ended December 31, 2016 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Cash Flows From Operating Activities: Net (loss) income $ (283,575 ) $ (123,263 ) $ (11,992 ) $ 133,150 $ (285,680 ) Net income from discontinued operations (1,138 ) (1,138 ) Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation — 36,396 5,023 (52 ) 41,367 Amortization of intangible assets — 74,982 1,544 — 76,526 Amortization of debt issuance costs and non-cash interest expense 7,755 — — — 7,755 Stock-based compensation expense — 3,188 — — 3,188 Impairment of goodwill — 160,000 — — 160,000 Loss on disposal of assets, net — 523 115 4 642 Deferred income tax benefit — (10,900 ) (397 ) — (11,297 ) Equity in loss of subsidiaries, net 113,402 — — (113,402 ) 0 Changes in operating assets and liabilities, net of acquired assets and liabilities: 0 Accounts receivable — (6,609 ) (1,221 ) — (7,830 ) Inventories — 17,356 18,413 (20,095 ) 15,674 Prepaid expenses and other assets 1,313 (4,434 ) 199 406 (2,516 ) Accounts payable and other 10,893 (1,358 ) 5,381 (2,990 ) 11,926 Net cash (used in) provided by continuing operating activities (150,212 ) 144,743 17,065 (2,979 ) 8,617 Net cash used in discontinued operations — (9,837 ) — — (9,837 ) Net cash (used in) provided by operating activities (150,212 ) 134,906 17,065 (2,979 ) (1,220 ) Cash Flows From Investing Activities: Purchases of property and equipment — (45,372 ) (6,055 ) (1 ) (51,428 ) Other investing activities, net — 946 — — 946 Net cash used in by investing activities from continuing operations — (44,426 ) (6,055 ) (1 ) (50,482 ) Cash Flows From Financing Activities: Intercompany 96,436 (91,012 ) (8,404 ) 2,980 — Proceeds from issuance of debt 107,000 — — — 107,000 Repayments of debt obligations (67,079 ) — — — (67,079 ) Dividend paid by subsidiary to owners of noncontrolling interests — — (1,106 ) — (1,106 ) Net cash provided by (used in) financing activities 136,357 (91,012 ) (9,510 ) 2,980 38,815 Effect of exchange rate changes on cash and cash equivalents — — (844 ) — (844 ) Net (decrease) increase in cash and cash equivalents (13,855 ) (532 ) 656 — (13,731 ) Cash and cash equivalents, beginning of year 29,673 160 19,110 — 48,943 Cash and cash equivalents, end of year $ 15,818 $ (372 ) $ 19,766 — $ 35,212 DJO Finance LLC Condensed Consolidating Statements of Cash Flows For the Year Ended December 31, 2015 (in thousands) DJOFL Guarantors Non- Guarantors Eliminations Consolidated Cash Flows from Operating Activities: Net (loss) income $ (340,927 ) $ (96,424 ) $ (4,699 ) $ 101,963 $ (340,087 ) Net loss from discontinued operations — 157,580 — — 157,580 Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: Depreciation — 32,495 5,096 (100 ) 37,491 Amortization of intangible assets — 77,569 2,395 — 79,964 Amortization of debt issuance costs and non-cash interest expense 7,850 — — — 7,850 Loss on modification and extinguishment of debt 68,473 — — — 68,473 Stock-based compensation expense — 1,805 — — 1,805 Loss (gain) on disposal of assets, net — 1,380 75 (8 ) 1,447 Deferred income tax expense (benefit) — 6,901 (961 ) — 5,940 Equity in loss of subsidiaries, net 100,217 — — (100,217 ) — Changes in operating assets and liabilities, net of acquired assets and liabilities: Accounts receivable — (6,156 ) (1,908 ) — (8,064 ) Inventories — (535 ) 11,885 (19,456 ) (8,106 ) Prepaid expenses and other assets (1,195 ) (3,924 ) (1,775 ) (622 ) (7,516 ) Accounts payable and other (11,506 ) 17,145 805 7,020 13,464 Net cash (used in) provided by continuing operating activities (177,088 ) 187,836 10,913 (11,420 ) 10,241 Net cash provided by discontinued operations — 39,861 — — 39,861 Net cash (used in) provided by operating activities (177,088 ) 227,697 10,913 (11,420 ) 50,102 Cash Flows From Investing Activities: Cash paid in connection with acquisitions, net of cash acquired — (24,000 ) — — (24,000 ) Purchases of property and equipment — (38,671 ) (6,111 ) 117 (44,665 ) Other investing activities, net — 27 — — 27 Net cash (used in) provided by investing activities from continuing operations — (62,644 ) (6,111 ) 117 (68,638 ) Net cash used in investing activities from discontinued operations — (575 ) — — (575 ) Net cash (used in) provided by investing activities — (63,219 ) (6,111 ) 117 (69,213 ) Cash Flows From Financing Activities: Intercompany 157,053 (164,321 ) (4,035 ) 11,303 — Proceeds from issuance of debt 2,515,827 — 2,206 — 2,518,033 Repayments of debt obligations (2,416,713 ) — (2,314 ) — (2,419,027 ) Payment of debt issuance, modification and extinguishment costs (62,375 ) — — — (62,375 ) Exercise of stock options 11 — — — 11 Dividend paid by subsidiary to owners of noncontrolling interests — — (541 ) — (541 ) Net cash provided by (used in) financing activities 193,803 (164,321 ) (4,684 ) 11,303 36,101 Effect of exchange rate changes on cash and cash equivalents — — 809 — 809 Net increase in cash and cash equivalents 16,715 157 927 — 17,799 Cash and cash equivalents, beginning of year 12,958 3 18,183 — 31,144 Cash and cash equivalents, end of year $ 29,673 $ 160 $ 19,110 — $ 48,943 |
Organization and Basis of Pre47
Organization and Basis of Presentation - Additional Information (Detail) - Segment | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Number of operating segments | 4 | 4 | 4 |
Percentage of ownership interest in subsidiary Medireha GmbH | 50.00% |
Significant Accounting Polici48
Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)Customer | Dec. 31, 2016USD ($)Customer | Dec. 31, 2015USD ($)Customer | |
Accounting Policies [Line Items] | |||
Amortization expense | $ 66,146 | $ 76,526 | $ 79,964 |
Unamortized internally developed software costs | $ 3,400 | 5,100 | |
Product warranty, description | We provide express warranties on certain products for periods typically ranging from one to three years. We estimate our warranty obligations at the time of sale based upon historical experiences and known product issues, if any. | ||
Advertising cost | $ 4,300 | 3,800 | 3,900 |
Foreign transaction (gains) losses | $ (1,800) | $ 3,100 | $ 7,100 |
Disclosure of major customers | Customer | 0 | 0 | 0 |
Geographic Concentration Risk | Sales Revenue, Net | International | |||
Accounting Policies [Line Items] | |||
Percentage of net sales | 27.00% | 26.10% | 26.60% |
Software Developed For Internal Use | |||
Accounting Policies [Line Items] | |||
Amortization expense | $ 1,700 | $ 1,700 | $ 1,700 |
Minimum | |||
Accounting Policies [Line Items] | |||
Estimated useful lives of property and equipment | 3 years | ||
Product warranty period | 1 year | ||
Minimum | Software Developed For Internal Use | |||
Accounting Policies [Line Items] | |||
Estimated useful lives | 3 years | ||
Maximum | |||
Accounting Policies [Line Items] | |||
Estimated useful lives of property and equipment | 25 years | ||
Product warranty period | 3 years | ||
Maximum | Software Developed For Internal Use | |||
Accounting Policies [Line Items] | |||
Estimated useful lives | 10 years |
Summary of Activity in Warranty
Summary of Activity in Warranty Reserves (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | |||
Balance, beginning of year | $ 1,938 | $ 1,694 | $ 1,942 |
Amount charged to expense for estimated warranty costs | 1,787 | 2,080 | 1,517 |
Deductions for actual costs incurred | (1,720) | (1,836) | (1,765) |
Balance, end of year | $ 2,005 | $ 1,938 | $ 1,694 |
Divestitures - Schedule of Disc
Divestitures - Schedule of Discontinued Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Costs and operating expenses: | |||
Net income (loss) from discontinued operations | $ 309 | $ 1,138 | $ (157,580) |
Empi | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net sales | 95,342 | ||
Costs and operating expenses: | |||
Cost of sales | 35,834 | ||
Selling, general and administrative | 50,729 | ||
Research and development | 249 | ||
Amortization of intangible assets | 6,874 | ||
Impairment of goodwill | 117,298 | ||
Impairment of intangible and long lived assets | 52,150 | ||
Other income | 309 | 1,138 | 86 |
Income (loss) from discontinued operations before income taxes | 309 | 1,138 | (167,706) |
Income tax benefit | 10,126 | ||
Net income (loss) from discontinued operations | 309 | 1,138 | $ (157,580) |
Other current assets | 511 | 511 | |
Total assets | 511 | 511 | |
Net assets | $ 511 | $ 511 |
Summary of Activity in Accounts
Summary of Activity in Accounts Receivable Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Receivables [Abstract] | |||
Balance, beginning of year | $ 36,070 | $ 32,893 | $ 23,585 |
Provision for doubtful accounts | 19,386 | 30,709 | 26,160 |
Write-offs, net of recoveries | (26,218) | (27,532) | (16,852) |
Balance, end of year | $ 29,238 | $ 36,070 | $ 32,893 |
Accounts Receivable Reserves -
Accounts Receivable Reserves - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Receivables [Abstract] | |||
Provision for sales returns | $ 2 | $ 3.8 | $ 4.1 |
Summary of Inventories (Detail)
Summary of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||||
Components and raw materials | $ 67,220 | $ 18,771 | ||
Work in process | 5,652 | 8,373 | ||
Finished goods | 89,468 | 126,974 | ||
Inventory held on consignment | 38,219 | 35,751 | ||
Inventory, Gross, Total | 200,559 | 189,869 | ||
Inventory reserves | (31,422) | (38,312) | $ (22,042) | $ (22,094) |
Inventories, net | $ 169,137 | $ 151,557 |
Summary of Activity in Inventor
Summary of Activity in Inventory Reserves (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | ||||
Balance, beginning of year | $ 38,312 | $ 22,042 | $ 22,094 | |
Provision charged to costs of sales | $ 18,000 | 3,424 | 26,409 | 5,699 |
Write-offs, net of recoveries | (10,314) | (10,139) | (5,751) | |
Balance, end of year | $ 38,312 | $ 31,422 | $ 38,312 | $ 22,042 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Inventory [Line Items] | ||||
Provision charged to costs of sales | $ 18,000 | $ 3,424 | $ 26,409 | $ 5,699 |
Bracing And Vascular Product | ||||
Inventory [Line Items] | ||||
Provision charged to costs of sales | 5,700 | |||
Surgical Implant Products | ||||
Inventory [Line Items] | ||||
Provision charged to costs of sales | 2,000 | |||
Long Dated Inventory | ||||
Inventory [Line Items] | ||||
Provision charged to costs of sales | 8,300 | |||
Slow Moving Consigned Inventory | ||||
Inventory [Line Items] | ||||
Provision charged to costs of sales | 2,000 | |||
Purchase Commitment | ||||
Inventory [Line Items] | ||||
Provision charged to costs of sales | $ 2,400 |
Components of Property and Equi
Components of Property and Equipment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 401,121 | $ 353,503 |
Accumulated depreciation and amortization | (267,599) | (225,484) |
Property and equipment, net | $ 133,522 | 128,019 |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment useful life | 3 years | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment useful life | 25 years | |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 170 | 170 |
Property, Plant and Equipment useful life | Indefinite | |
Building and Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 27,244 | 25,919 |
Building and Improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment useful life | 3 years | |
Building and Improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment useful life | 25 years | |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 142,544 | 132,314 |
Equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment useful life | 2 years | |
Equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment useful life | 7 years | |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 52,776 | 47,368 |
Software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment useful life | 3 years | |
Software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment useful life | 10 years | |
Furniture and Fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 12,779 | 12,093 |
Furniture and Fixtures | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment useful life | 3 years | |
Furniture and Fixtures | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment useful life | 8 years | |
Surgical Implant Instrumentation | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 159,543 | 128,983 |
Property, Plant and Equipment useful life | 5 years | |
Construction in Progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 6,065 | $ 6,656 |
Property, Plant and Equipment useful life | N/A |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property Plant And Equipment [Abstract] | |||
Depreciation and amortization expense | $ 45.2 | $ 41.4 | $ 37.5 |
Schedule of Changes in Carrying
Schedule of Changes in Carrying Amount of Goodwill (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Goodwill [Line Items] | |
Goodwill, balance, beginning of period | $ 1,112,632 |
Accumulated impairment losses, balance, beginning of period | (257,006) |
Goodwill, net of accumulated impairment losses, beginning of period | 855,626 |
Foreign currency translation | 8,486 |
Goodwill, balance, end of period | 1,121,118 |
Accumulated impairment losses, balance, end of period | (257,006) |
Goodwill, net of accumulated impairment losses, end of period | 864,112 |
Bracing and Vascular | |
Goodwill [Line Items] | |
Goodwill, balance, beginning of period | 483,258 |
Accumulated impairment losses, balance, beginning of period | (61,000) |
Goodwill, net of accumulated impairment losses, beginning of period | 422,258 |
Goodwill, balance, end of period | 483,258 |
Accumulated impairment losses, balance, end of period | (61,000) |
Goodwill, net of accumulated impairment losses, end of period | 422,258 |
Recovery Sciences | |
Goodwill [Line Items] | |
Goodwill, balance, beginning of period | 249,601 |
Accumulated impairment losses, balance, beginning of period | (148,600) |
Goodwill, net of accumulated impairment losses, beginning of period | 101,001 |
Goodwill, balance, end of period | 249,601 |
Accumulated impairment losses, balance, end of period | (148,600) |
Goodwill, net of accumulated impairment losses, end of period | 101,001 |
Surgical Implant | |
Goodwill [Line Items] | |
Goodwill, balance, beginning of period | 49,229 |
Accumulated impairment losses, balance, beginning of period | (47,406) |
Goodwill, net of accumulated impairment losses, beginning of period | 1,823 |
Goodwill, balance, end of period | 49,229 |
Accumulated impairment losses, balance, end of period | (47,406) |
Goodwill, net of accumulated impairment losses, end of period | 1,823 |
International | |
Goodwill [Line Items] | |
Goodwill, balance, beginning of period | 330,544 |
Goodwill, net of accumulated impairment losses, beginning of period | 330,544 |
Foreign currency translation | 8,486 |
Goodwill, balance, end of period | 339,030 |
Goodwill, net of accumulated impairment losses, end of period | $ 339,030 |
Summary of Identifiable Intangi
Summary of Identifiable Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite Lived Intangible Assets [Line Items] | ||
Definite-lived, gross carrying amount | $ 966,414 | $ 963,066 |
Definite-lived, accumulated amortization | (734,861) | (665,749) |
Definite-lived, intangible assets, net | 231,553 | 297,317 |
Intangible assets, net | 607,088 | 672,134 |
Trademarks and Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 375,535 | 374,817 |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Definite-lived, gross carrying amount | 478,114 | 475,280 |
Definite-lived, accumulated amortization | (402,005) | (364,582) |
Definite-lived, intangible assets, net | 76,109 | 110,698 |
Patents and Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Definite-lived, gross carrying amount | 446,894 | 446,734 |
Definite-lived, accumulated amortization | (302,805) | (274,914) |
Definite-lived, intangible assets, net | 144,089 | 171,820 |
Trademarks and Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Definite-lived, gross carrying amount | 29,851 | 29,695 |
Definite-lived, accumulated amortization | (18,576) | (15,543) |
Definite-lived, intangible assets, net | 11,275 | 14,152 |
Distributor Contracts and Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Definite-lived, gross carrying amount | 4,805 | 4,753 |
Definite-lived, accumulated amortization | (4,725) | (4,486) |
Definite-lived, intangible assets, net | 80 | 267 |
Non-compete Agreements | ||
Finite Lived Intangible Assets [Line Items] | ||
Definite-lived, gross carrying amount | 6,750 | 6,604 |
Definite-lived, accumulated amortization | $ (6,750) | (6,224) |
Definite-lived, intangible assets, net | $ 380 |
Long Lived Assets - Additional
Long Lived Assets - Additional Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017Segment | Dec. 31, 2016USD ($) | Dec. 31, 2017Segment | Dec. 31, 2016USD ($) | |
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Goodwill impairment charges | $ 160,000 | |||
Customer Relationships | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Definite-lived intangible assets, weighted average useful lives | 3 years 6 months | |||
Patents and Technology | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Definite-lived intangible assets, weighted average useful lives | 6 years 2 months 12 days | |||
Distributor Contracts and Relationships | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Definite-lived intangible assets, weighted average useful lives | 1 year 4 months 24 days | |||
Trademarks and Trade Names | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Definite-lived intangible assets, weighted average useful lives | 5 years 1 month 6 days | |||
CMF | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Goodwill impairment charges | $ 99,000 | |||
Vascular | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Goodwill impairment charges | $ 61,000 | |||
Minimum | Trade Names | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Discount rates | 8.50% | |||
Terminal value growth rate | (0.30%) | |||
Percentage by which the fair value exceeds the carrying value | 46.50% | 46.50% | ||
Market average royalty rates | 0.50% | |||
Maximum | Trade Names | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Discount rates | 10.00% | |||
Terminal value growth rate | 5.00% | |||
Percentage by which the fair value exceeds the carrying value | 232.10% | 232.10% | ||
Market average royalty rates | 5.00% | |||
Significant Unobservable Inputs (Level 3) | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Number of reporting units with impairment | Segment | 6 | 6 | ||
Number of reporting units without impairment | Segment | 6 | 6 | ||
Significant Unobservable Inputs (Level 3) | Minimum | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Estimated revenue growth rate | (0.30%) | |||
Discount rates | 8.50% | |||
Terminal value growth rate | (0.30%) | |||
Percentage by which the fair value exceeds the carrying value | 44.40% | 44.40% | ||
Significant Unobservable Inputs (Level 3) | Maximum | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Estimated revenue growth rate | 10.50% | |||
Discount rates | 10.00% | |||
Terminal value growth rate | 5.20% | |||
Percentage by which the fair value exceeds the carrying value | 676.90% | 676.90% |
Schedule of Estimated Amortizat
Schedule of Estimated Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
2,018 | $ 57,993 | |
2,019 | 53,061 | |
2,020 | 37,089 | |
2,021 | 32,488 | |
2,022 | 28,687 | |
Thereafter | 22,235 | |
Definite-lived, intangible assets, net | $ 231,553 | $ 297,317 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets by Segment (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Goodwill And Intangible Assets [Line Items] | ||
Goodwill | $ 864,112 | $ 855,626 |
Intangible assets, net | 607,088 | 672,134 |
Bracing and Vascular | ||
Goodwill And Intangible Assets [Line Items] | ||
Goodwill | 422,258 | 422,258 |
Intangible assets, net | 381,479 | 411,079 |
Recovery Sciences | ||
Goodwill And Intangible Assets [Line Items] | ||
Goodwill | 101,001 | 101,001 |
Intangible assets, net | 106,468 | 122,586 |
International | ||
Goodwill And Intangible Assets [Line Items] | ||
Goodwill | 339,030 | 330,544 |
Intangible assets, net | 98,542 | 113,679 |
Surgical Implant | ||
Goodwill And Intangible Assets [Line Items] | ||
Goodwill | 1,823 | 1,823 |
Intangible assets, net | $ 20,599 | $ 24,790 |
Schedule of Other Current Liabi
Schedule of Other Current Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Other Liabilities Disclosure [Abstract] | ||
Accrued wages and related expenses | $ 41,482 | $ 30,340 |
Accrued commissions | 16,994 | 16,254 |
Accrued rebates | 12,896 | 14,023 |
Accrued other taxes | 5,743 | 2,926 |
Accrued professional expenses | 3,879 | 3,593 |
Income taxes payable | 1,937 | 231 |
Derivative liability | 268 | 1,497 |
Other accrued liabilities | 43,161 | 44,401 |
Other current liabilities | $ 126,360 | $ 113,265 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Employee Benefit And Retirement Plans [Line Items] | |||
Contributions made according to the plans | $ 3.5 | $ 3.5 | $ 4.2 |
Contributions towards international contribution plans | $ 3 | $ 2.1 | $ 1.7 |
The first 1% | |||
Employee Benefit And Retirement Plans [Line Items] | |||
Matching contributions made as a percentage of employee contribution | 100.00% | 100.00% | 100.00% |
The next 5% | |||
Employee Benefit And Retirement Plans [Line Items] | |||
Matching contributions made as a percentage of employee contribution | 50.00% | 50.00% | 50.00% |
Summary of Location and Fair Va
Summary of Location and Fair Value of Derivative Instruments in Condensed Consolidated Balance Sheets (Detail) - Designated as Hedging Instrument - Interest Rate Cap - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Other Long-term Assets | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Assets | $ 84 | $ 0 |
Other Current Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liabilities | $ 268 | 1,497 |
Other Long-term Liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liabilities | $ 1,283 |
Summary of Effect of Derivative
Summary of Effect of Derivative Instruments on Condensed Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Effect of derivative instruments | $ 482 | $ 412 | $ (4) |
Interest Rate Cap | Interest Expense | Designated as Hedging Instrument | Cash Flow Hedges | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Effect of derivative instruments | $ 482 | $ 412 | |
Foreign Exchange Forward | Other expense, net | Not Designated as Hedging Instrument | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Effect of derivative instruments | $ (4) |
Summary of Pre-Tax Loss On Deri
Summary of Pre-Tax Loss On Derivative Instruments Designated As Cash Flow Hedges In Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Designated as Hedging Instrument | Interest Rate Cap | Cash Flow Hedges | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Pre-tax loss on derivative instruments | $ 3,007 | $ (3,969) | $ 985 |
Schedule of Assets and Liabilit
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Fair Value on Recurring Basis - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate cap agreements designated as cash flow hedges, liabilities | $ 2,780 | |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate cap agreements designated as cash flow hedges, assets | $ 84 | |
Interest rate cap agreements designated as cash flow hedges, liabilities | $ 268 | $ 2,780 |
Schedule of Debt Obligations (D
Schedule of Debt Obligations (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Debt | $ 2,414,120 | $ 2,402,788 |
Capital lease obligations and other | 20,608 | |
Current maturities | (15,936) | (10,550) |
Long-term debt | 2,398,184 | 2,392,238 |
ABL Facility | ||
Debt Instrument [Line Items] | ||
Debt | 73,843 | 80,365 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Debt | 1,022,630 | 1,029,816 |
8.125% Second Lien Notes | ||
Debt Instrument [Line Items] | ||
Debt | 1,003,382 | 1,000,649 |
10.75% Third Lien Notes | ||
Debt Instrument [Line Items] | ||
Debt | $ 293,657 | $ 291,958 |
Schedule of Debt Obligations (P
Schedule of Debt Obligations (Parenthetical) (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | May 07, 2015 |
Debt Instrument [Line Items] | |||
Unamortized debt issuance costs | $ 8.6 | $ 11.6 | |
ABL Facility | |||
Debt Instrument [Line Items] | |||
Unamortized debt issuance costs | 1.2 | 1.6 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 1,031.3 | $ 1,055 | |
Unamortized debt issuance costs and original issue discount | 8.6 | 12 | |
8.125% Second Lien Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 1,015 | $ 1,015 | |
Unamortized debt issuance costs and original issue discount | $ 11.6 | 14.4 | |
Debt instrument, stated percentage rate | 8.125% | 8.125% | |
10.75% Third Lien Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 298.5 | $ 298.5 | |
Unamortized debt issuance costs and original issue discount | $ 4.8 | $ 6.5 | |
Debt instrument, stated percentage rate | 10.75% | 10.75% |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Sep. 30, 2015 | May 07, 2015 | |
Debt Instrument [Line Items] | |||
Leverage ratio of consolidated senior secured first lien to adjusted EBITDA | 535.00% | ||
Debt instrument, minimum fixed charge coverage ratio | 100.00% | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Revolving credit percentage of maximum availability | 10.00% | ||
Cash collection, number of business days | 30 days | ||
Revolving Credit Facility | Greater Than 50% of Utilization Credit Facility | |||
Debt Instrument [Line Items] | |||
Commitment Fees Rate | 0.25% | ||
Revolving Credit Facility | Less Than 50% of Utilization Credit Facility | |||
Debt Instrument [Line Items] | |||
Commitment Fees Rate | 0.375% | ||
Minimum | |||
Debt Instrument [Line Items] | |||
Unutilized revolving credit facility | $ 9,000,000 | ||
Travel and Entertainment Corporate Card Program | |||
Debt Instrument [Line Items] | |||
Letter of credit outstanding | 5,700,000 | ||
Collateral Requirements | |||
Debt Instrument [Line Items] | |||
Letter of credit outstanding | 500,000 | ||
Term Loan | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 1,031,300,000 | $ 1,055,000,000 | |
Loan increment | 150,000,000 | ||
Debt instrument, market value | $ 1,014,500,000 | ||
Percentage of annual payments quarterly installments | 0.25% | ||
Debt instrument, principal repayment terms | We are required to make principal repayments under the Term Loan in quarterly installments equal to 0.25% of the original principal amount, with the remaining amount payable at maturity in June 2020 provided that, if on January 16, 2020 (or, if earlier, the 91st day prior to the scheduled maturity date of the 10.75% Notes), more than $50,000,000 in aggregate principal amount of the 10.75% Notes remains outstanding the scheduled maturity date of which is earlier than 91 days after June 7, 2020, then the maturity date with respect to the Term Loan shall be January 16, 2020 (or, if earlier, the 91st day prior to the scheduled maturity date of the 10.75% Notes). | ||
Debt instrument maturity end date | Jun. 7, 2020 | ||
Debt instrument maturity start date | Jan. 16, 2020 | ||
Percentage of prepay outstanding term loans of annual excess cash flow | 50.00% | ||
Percentage of prepay outstanding term loans of non-ordinary course asset sales | 100.00% | ||
Proceeds from single or series of transaction | $ 30,000,000 | ||
Annual amount from non-ordinary course asset sales | $ 100,000,000 | ||
Percentage of cash proceeds from issuance of debt | 100.00% | ||
Term loan prepayment premium | 1.00% | ||
Leverage ratio of consolidated senior secured first lien to adjusted EBITDA | 366.00% | ||
Term Loan | Minimum | |||
Debt Instrument [Line Items] | |||
Revolving Credit Facility, percentage points added to the reference rate | 1.00% | ||
Percentage of prepay outstanding term loans of annual excess cash flow | 25.00% | ||
Term Loan | Maximum | |||
Debt Instrument [Line Items] | |||
Percentage of prepay outstanding term loans of annual excess cash flow | 0.00% | ||
Term Loan | Base Rate Borrowings | |||
Debt Instrument [Line Items] | |||
Revolving Credit Facility, percentage points added to the reference rate | 2.25% | ||
Term Loan | Federal Funds Rate Plus | |||
Debt Instrument [Line Items] | |||
Revolving Credit Facility, percentage points added to the reference rate | 0.50% | ||
Term Loan | One Month Eurodollar Rate | |||
Debt Instrument [Line Items] | |||
Revolving Credit Facility, percentage points added to the reference rate | 1.00% | ||
Term Loan | Eurodollar Rate Plus | |||
Debt Instrument [Line Items] | |||
Revolving Credit Facility, percentage points added to the reference rate | 3.25% | ||
ABL Facility | |||
Debt Instrument [Line Items] | |||
Credit Facility, face amount | 150,000,000 | ||
Credit Facility, increment | 50,000,000 | ||
Debt instrument, market value | $ 75,000,000 | ||
Revolving loan balance | $ 75,000,000 | ||
ABL Facility | Base Rate Borrowings | |||
Debt Instrument [Line Items] | |||
Revolving Credit Facility, percentage points added to the reference rate | 1.25% | ||
ABL Facility | Federal Funds Rate Plus | |||
Debt Instrument [Line Items] | |||
Revolving Credit Facility, percentage points added to the reference rate | 0.50% | ||
ABL Facility | One Month Eurodollar Rate | |||
Debt Instrument [Line Items] | |||
Revolving Credit Facility, percentage points added to the reference rate | 1.00% | ||
ABL Facility | Eurodollar Rate Plus | |||
Debt Instrument [Line Items] | |||
Revolving Credit Facility, percentage points added to the reference rate | 2.25% | ||
Senior Secured Credit Facility | |||
Debt Instrument [Line Items] | |||
Weighted Average Interest Rate | 4.61% | ||
10.75% Third Lien Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 298,500,000 | $ 298,500,000 | |
Debt instrument, stated percentage rate | 10.75% | 10.75% | |
10.75% Third Lien Notes | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 50,000,000 |
Debt (Senior Notes, Other Debt,
Debt (Senior Notes, Other Debt, Debt Issuance Costs and Loss on Modification and Extinguishment of Debt) - Additional Information (Detail) | Jun. 06, 2017EUR (€)Loan | Dec. 31, 2017USD ($)Agreement | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2017EUR (€) | May 07, 2015USD ($) |
Debt Instrument [Line Items] | |||||||
Term loan | $ 2,414,120,000 | $ 2,414,120,000 | $ 2,402,788,000 | ||||
Loss on extinguishment of debt | $ (68,473,000) | ||||||
Premium related to debt redemption | 47,800,000 | ||||||
Non-cash write off of unamortized debt issuance costs | 11,900,000 | ||||||
Arrangement, amendment and other fees of debt | 8,800,000 | ||||||
Unamortized debt issuance costs | $ 8,600,000 | 8,600,000 | 11,600,000 | ||||
Amortization of debt issuance costs | 3,000,000 | 2,900,000 | 4,700,000 | ||||
New Term Loans | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | € | € 6,000,000 | ||||||
Debt instrument maturity date | May 31, 2020 | ||||||
Number of loans | Loan | 2 | ||||||
Other borrowings | € | € 12,000,000 | ||||||
Tangible and intangible assets pledged as collateral | € | € 12,000,000 | ||||||
One Month Euribor Rate | New Term Loans | |||||||
Debt Instrument [Line Items] | |||||||
Revolving Credit Facility, percentage points added to the reference rate | 0.40% | ||||||
Ormed GmbH | |||||||
Debt Instrument [Line Items] | |||||||
Number of financing arrangements | Agreement | 2 | ||||||
Ormed GmbH | Deutsche Leasing AG | Continuous Passive Motion Devices | |||||||
Debt Instrument [Line Items] | |||||||
Amount due under sale and lease back transaction | € | € 3,500,000 | ||||||
Ormed GmbH | Deutsche Leasing AG | Continuous Passive Motion Devices | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Sale and lease back transaction term of lease | 36 months | ||||||
Ormed GmbH | Deutsche Leasing AG | Continuous Passive Motion Devices | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Sale and lease back transaction term of lease | 48 months | ||||||
Revolving Credit Facility | Ormed GmbH | Sparkasse Freiburg | |||||||
Debt Instrument [Line Items] | |||||||
Revolving line of credit maturity date | Aug. 30, 2019 | ||||||
Revolving Credit Facility | Ormed GmbH | Sparkasse Freiburg | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Revolving loan balance | € | € 1,500,000 | ||||||
Amended Senior Secured Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Capitalized debt issuance costs | $ 5,900,000 | ||||||
8.125% Second Lien Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 1,015,000,000 | $ 1,015,000,000 | $ 1,015,000,000 | ||||
Debt instrument, stated percentage rate | 8.125% | 8.125% | 8.125% | 8.125% | |||
Debt instrument maturity date | Jun. 15, 2021 | ||||||
Repurchase price percentage | 101.00% | ||||||
Term loan | $ 1,003,382,000 | $ 1,003,382,000 | 1,000,649,000 | ||||
8.125% Second Lien Notes | Prior to June 15, 2018 - Option One | |||||||
Debt Instrument [Line Items] | |||||||
Redemption price | 100.00% | ||||||
8.125% Second Lien Notes | prior to June 15, 2019 | |||||||
Debt Instrument [Line Items] | |||||||
Redemption price | 103.00% | ||||||
Percentage of debt redeemed | 15.00% | ||||||
8.125% Second Lien Notes | Prior to June 15, 2018 - Option Two | |||||||
Debt Instrument [Line Items] | |||||||
Redemption price | 108.125% | ||||||
Percentage of aggregate principal amount of notes to be outstanding | 35.00% | ||||||
8.125% Second Lien Notes | Significant Other Observable Inputs (Level 2) | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, stated percentage rate | 8.125% | 8.125% | 8.125% | ||||
Debt instrument, market value | $ 954,100,000 | $ 954,100,000 | |||||
8.125% Second Lien Notes | First Lien Credit Facilities | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, stated percentage rate | 8.125% | 8.125% | 8.125% | ||||
10.75% Third Lien Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 298,500,000 | $ 298,500,000 | $ 298,500,000 | ||||
Debt instrument, stated percentage rate | 10.75% | 10.75% | 10.75% | 10.75% | |||
Debt instrument maturity date | Apr. 15, 2020 | ||||||
Repurchase price percentage | 101.00% | ||||||
Term loan | $ 293,657,000 | $ 293,657,000 | 291,958,000 | ||||
10.75% Third Lien Notes | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 50,000,000 | $ 50,000,000 | |||||
10.75% Third Lien Notes | Significant Other Observable Inputs (Level 2) | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, stated percentage rate | 10.75% | 10.75% | 10.75% | ||||
Debt instrument, market value | $ 267,100,000 | $ 267,100,000 | |||||
Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | 1,031,300,000 | 1,031,300,000 | $ 1,055,000,000 | ||||
Debt instrument, market value | 1,014,500,000 | 1,014,500,000 | |||||
Term loan | $ 1,022,630,000 | $ 1,022,630,000 | $ 1,029,816,000 | ||||
Term Loan | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Revolving Credit Facility, percentage points added to the reference rate | 1.00% | ||||||
Term Loan | Ormed GmbH | Sparkasse Freiburg | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument maturity date | Aug. 30, 2019 | ||||||
Term loan | € | € 4,000,000 | ||||||
8.75% Second Priority Senior Secured Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, stated percentage rate | 8.75% | ||||||
9.875% Senior Unsecured Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, stated percentage rate | 9.875% | ||||||
7.75% Senior Unsecured Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, stated percentage rate | 7.75% |
Aggregate Amounts of Principal
Aggregate Amounts of Principal Maturities of Long-Term Debt (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Debt And Capital Lease Obligations [Abstract] | |
2,018 | $ 15,936 |
2,019 | 20,825 |
2,020 | 1,388,285 |
2,021 | 1,015,296 |
Long-term Debt, Gross, Total | $ 2,440,342 |
Membership Deficit - Additional
Membership Deficit - Additional Information (Detail) - USD ($) | Feb. 02, 2017 | Nov. 14, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Class Of Stock [Line Items] | |||||
Shares issued | 45,774 | 43,086 | 8,848 | ||
Options exercised | 416,206 | 312,925 | 30,529 | ||
Shares withheld | 370,432 | 269,839 | 21,681 | ||
Aggregate market value of shares withheld | $ 6,100,000 | $ 4,400,000 | $ 400,000 | ||
Remaining common stock issued, shares | 45,774 | 43,086 | 8,848 | ||
Number of common stock agreed to be purchased | $ 3,600,000 | ||||
Common stock issued, shares | 667 | ||||
Former Chief Executive Officer | |||||
Class Of Stock [Line Items] | |||||
Number of shares agreed to repurchase | 218,712 | ||||
Repurchase price per share | $ 16.46 | ||||
Share repurchase completion date | Jan. 30, 2017 | ||||
New Chief Executive Officer | |||||
Class Of Stock [Line Items] | |||||
Share based payment award agreement date | Nov. 14, 2016 | ||||
Number of common stock agreed to be purchased | $ 500,000 | ||||
Common stock price per share | $ 16.46 | ||||
Number of shares purchased | 30,377 |
Stock Option Plans and Stock-75
Stock Option Plans and Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares available to grant | 10,575,529 | ||||
Share based compensation shares authorized under stock option plans description | If Blackstone sells all or a portion of its equity interests in DJO while the options are outstanding, then the unvested Market Return Options will vest and become exercisable as follows: 1) 25% of the options will vest and become exercisable if Blackstone realizes a MOIC of 1.5 times its equity investment in DJO; 2) 100% of the options will vest and become exercisable if Blackstone realizes a MOIC of at least 2.25 times its equity investment in DJO; and 3) if Blackstone realizes a MOIC of greater than 1.5 times its equity investment but less than 2.25 times its equity investment, then 25% of the options will vest and become exercisable and a percentage of the remaining unvested options will vest and become exercisable with such percentage equal to a fraction, the numerator of which is the actual MOIC realized by Blackstone, less 1.5 and the denominator of which is 0.75. | ||||
Granted stock options | 1,488,800 | ||||
Stock options granted, total unrecognized stock-based compensation expense | $ 4.7 | ||||
Unrecognized stock-based compensation expense, weighted-average period | 4 years | ||||
2015 Vested Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted shares expiration period | 10 years | ||||
Granted stock options | 21,121 | ||||
Option granted, weighted average grant date fair value | $ 5.27 | ||||
2016 Vested Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted shares expiration period | 10 years | ||||
Granted stock options | 174,818 | ||||
Option granted, weighted average grant date fair value | $ 5.98 | ||||
Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted stock options | 1,475,000 | 2,015,318 | 1,343,621 | ||
Market Return Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted stock options | 1,047,501 | 1,356,164 | |||
Time-Based Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted stock options | 427,499 | 484,336 | 257,498 | ||
Option granted, weighted average grant date fair value | $ 6.30 | $ 6.12 | $ 6.09 | ||
Director Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted stock options | 13,800 | 18,800 | |||
Option granted, weighted average grant date fair value | $ 6.60 | $ 5.25 | $ 6.92 | ||
Market Return Options to Non-Employees | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted stock options | 10,000 | ||||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Grant date fair value | $ 16.46 | ||||
Vesting description | The RSUs vest over four years, with 25% vesting on October 3, 2017 and an additional 25% vesting on each October 3 thereafter, contingent upon his continued employment with the Company on each vesting date. | ||||
Restricted Stock Units (RSUs) | Michael C. Eklund | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares, granted | 121,507 | ||||
Performance Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted stock options | 1,065,002 | ||||
Share Based Compensation Award Tranche One | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock vest percentage | 33.33% | 33.33% | 33.33% | ||
Share Based Compensation Award Tranche Two | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock vest percentage | 66.67% | 33.33% | 66.67% | ||
Share Based Compensation Award Tranche Three | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock vest percentage | 33.33% | ||||
Vesting on October 3, 2017 | Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock vest percentage | 25.00% | ||||
Vesting on Each October 3 thereafter | Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock vest percentage | 25.00% | ||||
Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price as a percentage of the fair market value of underlying shares on the date of grant | 100.00% | ||||
Money on invested capital multiple | 225.00% | 150.00% | |||
Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted shares expiration period | 10 years | ||||
Money on invested capital multiple | 250.00% | 225.00% |
Summary of Assumptions Used to
Summary of Assumptions Used to Estimate Fair Value of Time-Based Options, Vested Options and Director Service Options of Stock Options Granted (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 33.00% | ||
Expected volatility, minimum | 33.10% | 33.20% | |
Expected volatility, maximum | 33.30% | 33.40% | |
Risk-free interest rate, minimum | 2.00% | 1.20% | 1.50% |
Risk-free interest rate, maximum | 2.90% | 2.00% | 2.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term until exercise | 6 years 2 months 12 days | 5 years 2 months 12 days | 5 years 1 month 6 days |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term until exercise | 8 years 1 month 6 days | 6 years 7 months 6 days | 8 years 3 months 18 days |
Schedule of Recorded Non-cash S
Schedule of Recorded Non-cash Stock-based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Non-cash stock-based compensation expense | $ 3,696 | $ 3,188 | $ 1,805 |
Cost of Goods Sold | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Non-cash stock-based compensation expense | 165 | 84 | 90 |
Selling, General and Administrative Expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Non-cash stock-based compensation expense | 3,425 | 2,947 | 1,696 |
Research and Development Expense | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Non-cash stock-based compensation expense | $ 106 | $ 157 | $ 19 |
Summary of Option Activity (Det
Summary of Option Activity (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Number of Shares | ||
Outstanding at beginning of period | 9,681,627 | |
Granted | 1,488,800 | |
Exercised | (416,206) | |
Forfeited or expired | (2,318,326) | |
Outstanding at end of period | 8,435,895 | 9,681,627 |
Vested or expected to vest at end of period | 3,657,499 | |
Exercisable at end of period | 2,431,238 | |
Weighted-Average Exercise Price per Share | ||
Outstanding at beginning of period | $ 16.32 | |
Granted | 16.46 | $ 16.46 |
Exercised | 13.17 | |
Forfeited or expired | 16.46 | |
Outstanding at end of period | 16.46 | $ 16.32 |
Vested or expected to vest at end of period | 16.46 | |
Exercisable at end of period | $ 16.46 | |
Weighted-Average Remaining Contractual Term (Years) | ||
Outstanding at end of period | 6 years 1 month 6 days | 5 years 6 months |
Vested or expected to vest at end of period | 4 years 3 months 18 days | |
Exercisable at end of period | 3 years 9 months 18 days | |
Aggregate Intrinsic Value | ||
Outstanding at beginning of period | $ 1,370,670 | |
Outstanding at end of period | $ 1,370,670 |
Exercise of Stock Option Using
Exercise of Stock Option Using Net Exercise Method (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Options exercised | 416,206 | 312,925 | 30,529 |
Shares withheld | 370,432 | 269,839 | 21,681 |
Shares issued | 45,774 | 43,086 | 8,848 |
Average market value per share withheld | $ 16.46 | $ 16.46 | |
Aggregate market value of shares withheld (in thousands) | $ 6,097 | $ 4,442 |
Components of Loss from Continu
Components of Loss from Continuing Operations Before Income Tax Provision (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
U.S. operations | $ (130,603) | $ (305,813) | $ (184,524) |
Foreign operations | 34,479 | 12,142 | 14,273 |
Loss before income taxes | $ (96,124) | $ (293,671) | $ (170,251) |
Components of Income Tax Provis
Components of Income Tax Provision from Continuing Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current income taxes: | |||
U.S. federal | $ (995) | $ (216) | $ 597 |
U.S. state | 160 | 181 | 1,042 |
Foreign | 8,564 | 4,479 | 4,677 |
Total current income taxes | 7,729 | 4,444 | 6,316 |
Deferred income taxes: | |||
U.S. federal | (69,829) | (9,893) | 6,095 |
U.S. state | 460 | (935) | 919 |
Foreign | 920 | (469) | (1,074) |
Total deferred income taxes | (68,449) | (11,297) | 5,940 |
Total income tax (benefit) provision | $ (60,720) | $ (6,853) | $ 12,256 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Taxes [Line Items] | ||||
Federal statutory income tax rate | 35.00% | |||
Tax expense recorded in other comprehensive income | $ 6,982 | |||
Gross deferred tax assets | 257,666 | $ 375,880 | ||
Valuation allowances | 219,365 | 286,974 | ||
Deferred tax (benefit) expense for unrepatriated foreign earnings | 200 | 200 | $ (600) | |
Tax act, provisional income tax expense | 48,529 | |||
Tax act, benefit from change in valuation allowance | (118,400) | |||
Tax act, net income tax benefit | 69,900 | |||
Tax act, undistributed foreign subsidiary earnings and profits | 15,100 | |||
Expected decrease in unrecognized tax benefits in the next twelve months | 1,100 | |||
Unrecognized tax benefits impacting effective tax rate | 6,000 | |||
Interest and penalties included as a component of income tax benefit | 400 | 100 | 400 | |
Accrued Interest Or Penalties Related To Tax Amounts | 3,200 | 2,800 | ||
Scenario, Forecast | ||||
Income Taxes [Line Items] | ||||
Federal statutory income tax rate | 21.00% | |||
Tunisia | ||||
Income Taxes [Line Items] | ||||
Income tax expense (benefit) before tax holiday | $ 1,000 | $ 500 | $ 300 | |
Income tax holiday, year of termination | 2,021 | |||
Federal | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | $ 894,800 | |||
United States | ||||
Income Taxes [Line Items] | ||||
Federal statutory income tax rate | 35.00% | |||
United States | Minimum | ||||
Income Taxes [Line Items] | ||||
Operating loss carryforwards, expiration dates | 1 year | |||
United States | Maximum | ||||
Income Taxes [Line Items] | ||||
Operating loss carryforwards, expiration dates | 20 years | |||
State | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | $ 559,200 | |||
Foreign | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | $ 14,800 | |||
Operating loss carryforwards, expiration year | 2,019 |
Difference Between Income Tax P
Difference Between Income Tax Provision (Benefit) Derived by Applying U.S. Federal Statutory Income Tax Rate and Recognized Income Tax Provision (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Income tax benefit derived by applying the U.S. federal statutory income tax rate to loss before income taxes | $ (33,643) | $ (102,785) | $ (59,586) |
State tax benefit, net | (1,960) | (5,126) | (4,996) |
Change in state effective tax rates | 20 | 449 | (604) |
Foreign earnings repatriation | 190 | 236 | (622) |
Unrecognized tax benefits | 2,191 | 129 | 1,678 |
Goodwill impairment | 38,988 | ||
Revaluation of deferred taxes | 48,529 | ||
Reclass of tax expense for gain in OCI | (6,982) | ||
Research tax credit | (1,124) | (489) | (758) |
Permanent differences and other, net | 331 | 3,346 | (2,726) |
Foreign rate differential | (5,238) | (897) | 5,875 |
Other | (2,202) | 1,220 | 1,340 |
Valuation allowance | (60,832) | 58,076 | 72,655 |
Total income tax (benefit) provision | $ (60,720) | $ (6,853) | $ 12,256 |
Component of Deferred Tax Asset
Component of Deferred Tax Asset and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 219,488 | $ 308,615 |
Receivables reserve | 7,291 | 14,619 |
Accrued expenses and reserves | 30,887 | 52,646 |
Gross deferred tax assets | 257,666 | 375,880 |
Valuation allowance | (219,365) | (286,974) |
Net deferred tax assets | 38,301 | 88,906 |
Deferred tax liabilities: | ||
Intangible assets | (169,145) | (269,196) |
Foreign earnings repatriation | (6,975) | (11,080) |
Other | (3,346) | (9,573) |
Gross deferred tax liabilities | (179,466) | (289,849) |
Net deferred tax liabilities | $ (141,165) | $ (200,943) |
Reconciliation of Beginning and
Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Balance, beginning of year | $ 14,528 | $ 14,901 | $ 13,905 |
Additions based on tax positions related to current year | 2,162 | 1,328 | 922 |
Additions for tax positions related to prior years | 1,124 | 191 | 194 |
Reduction due to lapse of statute of limitations | (436) | (1,283) | (120) |
Reductions related to Tax Cuts and Jobs Act | (560) | ||
Reductions for settlements of tax positions | (609) | ||
Balance, end of year | $ 16,818 | $ 14,528 | $ 14,901 |
Aggregate Minimum Rental Commit
Aggregate Minimum Rental Commitments Under Non-Cancelable Leases (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Years Ending December 31, | |
2,018 | $ 11,534 |
2,019 | 8,325 |
2,020 | 6,781 |
2,021 | 5,159 |
2,022 | 2,959 |
Thereafter | 8,029 |
Operating Leases, Future Minimum Payments Due, Total | $ 42,787 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments And Contingencies Disclosure [Line Items] | ||||
Rental expense under operating leases | $ 18,800 | $ 17,800 | $ 18,000 | |
Subsequent Event | ||||
Commitments And Contingencies Disclosure [Line Items] | ||||
Settlement agreement penalty amount paid | $ 7,620 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - Blackstone Management Partners LLC - USD ($) $ in Millions | Nov. 20, 2017 | Apr. 01, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Related Party Transaction [Line Items] | |||||
Maximum annual monitoring fee under advisory and consulting services | $ 7 | ||||
Annual monitoring fee maximum under advisory and consulting services, percentage | 2.00% | ||||
Monitoring fee agreement termination effective date | Nov. 20, 2017 | ||||
Annual monitoring fee recorded as component of selling, general and administrative expense | $ 6.2 | $ 7 | $ 7 | ||
Scenario, Forecast | |||||
Related Party Transaction [Line Items] | |||||
Payment made to related party | $ 6.2 |
Segment and Geographic Inform89
Segment and Geographic Information - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2017SegmentCustomer | Dec. 31, 2016SegmentCustomer | Dec. 31, 2015SegmentCustomer | |
Segment Reporting [Abstract] | |||
Number of operating segments | Segment | 4 | 4 | 4 |
Number of individual customer or distributor accounted for 10% or more of total annual net sales | Customer | 0 | 0 | 0 |
Information Regarding Reportabl
Information Regarding Reportable Business Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jul. 01, 2017 | Apr. 01, 2017 | Dec. 31, 2016 | Sep. 26, 2016 | Jun. 27, 2016 | Mar. 28, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net sales: | |||||||||||
Net sales | $ 312,195 | $ 290,876 | $ 294,746 | $ 288,389 | $ 296,490 | $ 287,040 | $ 292,852 | $ 278,906 | $ 1,186,206 | $ 1,155,288 | $ 1,113,627 |
Operating income (loss): | |||||||||||
Operating income (loss) | $ 38,515 | $ 21,769 | $ 9,043 | $ 6,674 | $ (174,305) | $ 22,244 | $ 21,544 | $ 9,462 | 76,001 | (121,055) | 77,815 |
Operating Segments | Bracing and Vascular | |||||||||||
Net sales: | |||||||||||
Net sales | 507,435 | 522,600 | 526,295 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | 102,531 | 102,133 | 115,791 | ||||||||
Operating Segments | Recovery Sciences | |||||||||||
Net sales: | |||||||||||
Net sales | 158,288 | 156,998 | 156,194 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | 43,284 | 32,944 | 29,035 | ||||||||
Operating Segments | Surgical Implant | |||||||||||
Net sales: | |||||||||||
Net sales | 200,384 | 174,503 | 134,843 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | 40,482 | 32,621 | 25,531 | ||||||||
Operating Segments | International | |||||||||||
Net sales: | |||||||||||
Net sales | 320,099 | 301,187 | 296,295 | ||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | 61,794 | 45,864 | 48,578 | ||||||||
Expenses not allocated to segments and eliminations | |||||||||||
Operating income (loss): | |||||||||||
Operating income (loss) | $ (172,090) | $ (334,617) | $ (141,120) |
Net Sales by Geographic Area (D
Net Sales by Geographic Area (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jul. 01, 2017 | Apr. 01, 2017 | Dec. 31, 2016 | Sep. 26, 2016 | Jun. 27, 2016 | Mar. 28, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net sales: | |||||||||||
Sales revenue goods net | $ 312,195 | $ 290,876 | $ 294,746 | $ 288,389 | $ 296,490 | $ 287,040 | $ 292,852 | $ 278,906 | $ 1,186,206 | $ 1,155,288 | $ 1,113,627 |
United States | |||||||||||
Net sales: | |||||||||||
Sales revenue goods net | 866,107 | 854,101 | 817,332 | ||||||||
Other Europe, Middle East, and Africa | |||||||||||
Net sales: | |||||||||||
Sales revenue goods net | 156,562 | 146,183 | 141,638 | ||||||||
Germany | |||||||||||
Net sales: | |||||||||||
Sales revenue goods net | 82,659 | 79,326 | 80,982 | ||||||||
Australia And Asia Pacific | |||||||||||
Net sales: | |||||||||||
Sales revenue goods net | 47,094 | 43,248 | 40,717 | ||||||||
Canada | |||||||||||
Net sales: | |||||||||||
Sales revenue goods net | 25,328 | 24,995 | 23,966 | ||||||||
Latin America | |||||||||||
Net sales: | |||||||||||
Sales revenue goods net | $ 8,456 | $ 7,435 | $ 8,992 |
Long-Lived Assets by Geographic
Long-Lived Assets by Geographic Area (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Long-Lived Assets by Geographic Area: | ||
Long-lived assets | $ 138,650 | $ 133,555 |
United States | ||
Long-Lived Assets by Geographic Area: | ||
Long-lived assets | 122,208 | 117,112 |
International | ||
Long-Lived Assets by Geographic Area: | ||
Long-lived assets | $ 16,442 | $ 16,443 |
Unaudited Quarterly Consolida93
Unaudited Quarterly Consolidated Financial Data (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jul. 01, 2017 | Apr. 01, 2017 | Dec. 31, 2016 | Sep. 26, 2016 | Jun. 27, 2016 | Mar. 28, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Unaudited Quarterly Consolidated Financial Data: | |||||||||||
Net sales | $ 312,195 | $ 290,876 | $ 294,746 | $ 288,389 | $ 296,490 | $ 287,040 | $ 292,852 | $ 278,906 | $ 1,186,206 | $ 1,155,288 | $ 1,113,627 |
Operating income | 38,515 | 21,769 | 9,043 | 6,674 | (174,305) | 22,244 | 21,544 | 9,462 | 76,001 | (121,055) | 77,815 |
Net (loss) income from continuing operations | 61,225 | (22,602) | (34,224) | (39,803) | (202,295) | (22,625) | (23,961) | (37,937) | (35,404) | (286,818) | (182,507) |
Net (loss) income attributable to DJOFL | 61,151 | (22,693) | (34,383) | (39,969) | (202,126) | (22,582) | (23,275) | (38,320) | (35,894) | (286,303) | (340,927) |
Operating income (loss) | $ 38,515 | $ 21,769 | $ 9,043 | $ 6,674 | $ (174,305) | $ 22,244 | $ 21,544 | $ 9,462 | $ 76,001 | $ (121,055) | $ 77,815 |
Supplemental Guarantor Conden94
Supplemental Guarantor Condensed Consolidating Financial Statements - Additional Information (Detail) - DJO Finco | Dec. 31, 2017 |
Debt Instrument [Line Items] | |
Subsidiaries owned | 100.00% |
8.125% Second Lien Notes | |
Debt Instrument [Line Items] | |
Debt instrument, stated percentage rate | 8.125% |
10.75% Third Lien Notes | |
Debt Instrument [Line Items] | |
Debt instrument, stated percentage rate | 10.75% |
Schedule of Condensed Consolida
Schedule of Condensed Consolidating Balance Sheets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 31,985 | $ 35,212 | $ 48,943 | $ 31,144 |
Accounts receivable, net | 190,324 | 178,193 | ||
Inventories, net | 169,137 | 151,557 | ||
Prepaid expenses and other current assets | 20,218 | 23,650 | ||
Current assets of discontinued operations | 511 | 511 | ||
Total current assets | 412,175 | 389,123 | ||
Property and equipment, net | 133,522 | 128,019 | ||
Goodwill | 864,112 | 855,626 | ||
Intangible assets, net | 607,088 | 672,134 | ||
Other non-current assets | 5,128 | 5,536 | ||
Total assets | 2,022,025 | 2,050,438 | ||
Current liabilities: | ||||
Accounts payable | 98,331 | 63,822 | ||
Current portion of debt obligations | 15,936 | 10,550 | ||
Other current liabilities | 144,375 | 130,005 | ||
Total current liabilities | 258,642 | 204,377 | ||
Long-term debt obligations | 2,398,184 | 2,392,238 | ||
Deferred tax liabilities, net | 142,597 | 202,740 | ||
Other long-term liabilities | 13,080 | 14,932 | ||
Total liabilities | 2,812,503 | 2,814,287 | ||
Noncontrolling interests | 2,015 | 2,079 | ||
Total membership (deficit) equity | (792,493) | (765,928) | ||
Total liabilities and deficit | 2,022,025 | 2,050,438 | ||
Reportable Legal Entities | DJOFL | ||||
Current assets: | ||||
Cash and cash equivalents | 23,245 | 15,818 | 29,673 | 12,958 |
Prepaid expenses and other current assets | 42 | 41 | ||
Current assets of discontinued operations | 0 | |||
Total current assets | 23,287 | 15,859 | ||
Investment in subsidiaries | 1,297,699 | 1,297,698 | ||
Intercompany receivables | 298,021 | 345,539 | ||
Other non-current assets | 85 | 0 | ||
Total assets | 1,619,092 | 1,659,096 | ||
Current liabilities: | ||||
Current portion of debt obligations | 10,550 | 10,550 | ||
Other current liabilities | 18,276 | 18,224 | ||
Total current liabilities | 28,826 | 28,774 | ||
Long-term debt obligations | 2,382,962 | 2,392,238 | ||
Other long-term liabilities | (203) | 1,283 | ||
Total liabilities | 2,411,585 | 2,422,295 | ||
Total membership (deficit) equity | (792,493) | (763,199) | ||
Total liabilities and deficit | 1,619,092 | 1,659,096 | ||
Reportable Legal Entities | Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | (14,354) | (372) | 160 | 3 |
Accounts receivable, net | 141,565 | 134,182 | ||
Inventories, net | 137,193 | 123,217 | ||
Prepaid expenses and other current assets | 13,730 | 16,875 | ||
Current assets of discontinued operations | 511 | 511 | ||
Total current assets | 278,645 | 274,413 | ||
Property and equipment, net | 119,691 | 114,073 | ||
Goodwill | 791,004 | 791,005 | ||
Intangible assets, net | 598,018 | 662,880 | ||
Investment in subsidiaries | 1,677,336 | 1,680,893 | ||
Other non-current assets | 2,462 | 3,086 | ||
Total assets | 3,467,156 | 3,526,350 | ||
Current liabilities: | ||||
Accounts payable | 84,943 | 54,628 | ||
Other current liabilities | 90,975 | 80,389 | ||
Total current liabilities | 175,918 | 135,017 | ||
Deferred tax liabilities, net | 137,424 | 198,920 | ||
Intercompany payables, net | 167,667 | 301,456 | ||
Other long-term liabilities | 13,063 | 13,365 | ||
Total liabilities | 494,072 | 648,758 | ||
Total membership (deficit) equity | 2,973,084 | 2,877,592 | ||
Total liabilities and deficit | 3,467,156 | 3,526,350 | ||
Reportable Legal Entities | Non-Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 23,094 | 19,766 | $ 19,110 | $ 18,183 |
Accounts receivable, net | 48,759 | 44,011 | ||
Inventories, net | 30,200 | 28,192 | ||
Prepaid expenses and other current assets | 6,445 | 6,734 | ||
Total current assets | 108,498 | 98,703 | ||
Property and equipment, net | 13,861 | 13,993 | ||
Goodwill | 105,463 | 94,154 | ||
Intangible assets, net | 9,070 | 9,254 | ||
Investment in subsidiaries | 55,723 | 48,923 | ||
Other non-current assets | 2,581 | 2,450 | ||
Total assets | 295,196 | 267,477 | ||
Current liabilities: | ||||
Accounts payable | 13,388 | 9,194 | ||
Current portion of debt obligations | 5,386 | |||
Other current liabilities | 35,125 | 31,392 | ||
Total current liabilities | 53,899 | 40,586 | ||
Long-term debt obligations | 15,222 | |||
Deferred tax liabilities, net | 5,173 | 3,820 | ||
Intercompany payables, net | 65,108 | 121,350 | ||
Other long-term liabilities | 220 | 284 | ||
Total liabilities | 139,622 | 166,040 | ||
Noncontrolling interests | 2,015 | 2,079 | ||
Total membership (deficit) equity | 153,559 | 99,358 | ||
Total liabilities and deficit | 295,196 | 267,477 | ||
Eliminations | ||||
Current assets: | ||||
Inventories, net | 1,744 | 148 | ||
Prepaid expenses and other current assets | 1 | |||
Total current assets | 1,745 | 148 | ||
Property and equipment, net | (30) | (47) | ||
Goodwill | (32,355) | (29,533) | ||
Investment in subsidiaries | (3,030,758) | (3,027,514) | ||
Intercompany receivables | (298,021) | (345,539) | ||
Total assets | (3,359,419) | (3,402,485) | ||
Current liabilities: | ||||
Other current liabilities | (1) | |||
Total current liabilities | (1) | |||
Intercompany payables, net | (232,775) | (422,806) | ||
Total liabilities | (232,776) | (422,806) | ||
Total membership (deficit) equity | (3,126,643) | (2,979,679) | ||
Total liabilities and deficit | $ (3,359,419) | $ (3,402,485) |
Schedule of Condensed Consoli96
Schedule of Condensed Consolidating Statements of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jul. 01, 2017 | Apr. 01, 2017 | Dec. 31, 2016 | Sep. 26, 2016 | Jun. 27, 2016 | Mar. 28, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net sales | $ 312,195 | $ 290,876 | $ 294,746 | $ 288,389 | $ 296,490 | $ 287,040 | $ 292,852 | $ 278,906 | $ 1,186,206 | $ 1,155,288 | $ 1,113,627 |
Costs and operating expenses: | |||||||||||
Cost of sales (exclusive of amortization of intangible assets of $27,732 $28,525 and $30,719 for the year ended December 31, 2017, 2016, and 2015, respectively) | 498,107 | 511,414 | 466,019 | ||||||||
Selling, general and administrative | 510,523 | 490,693 | 454,724 | ||||||||
Research and development | 35,429 | 37,710 | 35,105 | ||||||||
Amortization of intangible assets | 66,146 | 76,526 | 79,964 | ||||||||
Impairment of goodwill | 160,000 | ||||||||||
Costs and Expenses, Total | 1,110,205 | 1,276,343 | 1,035,812 | ||||||||
Operating income (loss) | 38,515 | 21,769 | 9,043 | 6,674 | (174,305) | 22,244 | 21,544 | 9,462 | 76,001 | (121,055) | 77,815 |
Other (expense) income: | |||||||||||
Interest (expense) income, net | (174,238) | (170,082) | (172,290) | ||||||||
Loss on modification and extinguishment of debt | (68,473) | ||||||||||
Other expense, net | 2,113 | (2,534) | (7,303) | ||||||||
Equity in loss of subsidiaries, net | 0 | ||||||||||
Nonoperating Income (Expense), Total | (172,125) | (172,616) | (248,066) | ||||||||
Loss before income taxes | (96,124) | (293,671) | (170,251) | ||||||||
Income tax (benefit) provision | (60,720) | (6,853) | 12,256 | ||||||||
Net loss from continuing operations | 61,225 | (22,602) | (34,224) | (39,803) | (202,295) | (22,625) | (23,961) | (37,937) | (35,404) | (286,818) | (182,507) |
Net income (loss) from discontinued operations | 309 | 1,138 | (157,580) | ||||||||
Net income attributable to noncontrolling interests | (799) | (623) | (840) | ||||||||
Net loss attributable to DJO Finance LLC | $ 61,151 | $ (22,693) | $ (34,383) | $ (39,969) | $ (202,126) | $ (22,582) | $ (23,275) | $ (38,320) | (35,894) | (286,303) | (340,927) |
Reportable Legal Entities | DJOFL | |||||||||||
Other (expense) income: | |||||||||||
Interest (expense) income, net | (174,004) | (170,165) | (172,237) | ||||||||
Loss on modification and extinguishment of debt | (68,473) | ||||||||||
Other expense, net | (8) | ||||||||||
Equity in loss of subsidiaries, net | 138,110 | (113,402) | (100,217) | ||||||||
Nonoperating Income (Expense), Total | (35,894) | (283,575) | (340,927) | ||||||||
Loss before income taxes | (35,894) | (283,575) | (340,927) | ||||||||
Net loss from continuing operations | (35,894) | (283,575) | (340,927) | ||||||||
Net loss attributable to DJO Finance LLC | (35,894) | (283,575) | (340,927) | ||||||||
Reportable Legal Entities | Guarantors | |||||||||||
Net sales | 992,689 | 1,005,714 | 976,412 | ||||||||
Costs and operating expenses: | |||||||||||
Cost of sales (exclusive of amortization of intangible assets of $27,732 $28,525 and $30,719 for the year ended December 31, 2017, 2016, and 2015, respectively) | 379,339 | 402,046 | 408,987 | ||||||||
Selling, general and administrative | 416,313 | 399,466 | 364,305 | ||||||||
Research and development | 31,856 | 34,071 | 31,456 | ||||||||
Amortization of intangible assets | 64,862 | 74,982 | 77,569 | ||||||||
Impairment of goodwill | 160,000 | ||||||||||
Costs and Expenses, Total | 892,370 | 1,070,565 | 882,317 | ||||||||
Operating income (loss) | 100,319 | (64,851) | 94,095 | ||||||||
Other (expense) income: | |||||||||||
Interest (expense) income, net | 140 | 155 | 42 | ||||||||
Other expense, net | (40,114) | (33,345) | (960) | ||||||||
Intercompany (expense) income, net | (23,694) | (37,689) | (21,994) | ||||||||
Nonoperating Income (Expense), Total | (63,668) | (70,879) | (22,912) | ||||||||
Loss before income taxes | 36,651 | (135,730) | 71,183 | ||||||||
Income tax (benefit) provision | (69,184) | (11,329) | 10,027 | ||||||||
Net loss from continuing operations | 105,835 | (124,401) | 61,156 | ||||||||
Net income (loss) from discontinued operations | 309 | 1,138 | (157,580) | ||||||||
Net loss attributable to DJO Finance LLC | 106,144 | (123,263) | (96,424) | ||||||||
Reportable Legal Entities | Non-Guarantors | |||||||||||
Net sales | 334,319 | 311,319 | 293,899 | ||||||||
Costs and operating expenses: | |||||||||||
Cost of sales (exclusive of amortization of intangible assets of $27,732 $28,525 and $30,719 for the year ended December 31, 2017, 2016, and 2015, respectively) | 281,100 | 290,640 | 227,635 | ||||||||
Selling, general and administrative | 94,210 | 91,227 | 90,419 | ||||||||
Research and development | 3,573 | 3,639 | 3,649 | ||||||||
Amortization of intangible assets | 1,284 | 1,544 | 2,395 | ||||||||
Costs and Expenses, Total | 380,167 | 387,050 | 324,098 | ||||||||
Operating income (loss) | (45,848) | (75,731) | (30,199) | ||||||||
Other (expense) income: | |||||||||||
Interest (expense) income, net | (374) | (72) | (95) | ||||||||
Other expense, net | 42,227 | 30,819 | (6,343) | ||||||||
Intercompany (expense) income, net | 26,663 | 37,468 | 34,167 | ||||||||
Nonoperating Income (Expense), Total | 68,516 | 68,215 | 27,729 | ||||||||
Loss before income taxes | 22,668 | (7,516) | (2,470) | ||||||||
Income tax (benefit) provision | 8,464 | 4,476 | 2,229 | ||||||||
Net loss from continuing operations | 14,204 | (11,992) | (4,699) | ||||||||
Net income attributable to noncontrolling interests | (799) | (623) | (840) | ||||||||
Net loss attributable to DJO Finance LLC | 13,405 | (12,615) | (5,539) | ||||||||
Eliminations | |||||||||||
Net sales | (140,802) | (161,745) | (156,684) | ||||||||
Costs and operating expenses: | |||||||||||
Cost of sales (exclusive of amortization of intangible assets of $27,732 $28,525 and $30,719 for the year ended December 31, 2017, 2016, and 2015, respectively) | (162,332) | (181,272) | (170,603) | ||||||||
Costs and Expenses, Total | (162,332) | (181,272) | (170,603) | ||||||||
Operating income (loss) | 21,530 | 19,527 | 13,919 | ||||||||
Other (expense) income: | |||||||||||
Intercompany (expense) income, net | (2,969) | 221 | (12,173) | ||||||||
Equity in loss of subsidiaries, net | (138,110) | 113,402 | 100,217 | ||||||||
Nonoperating Income (Expense), Total | (141,079) | 113,623 | 88,044 | ||||||||
Loss before income taxes | (119,549) | 133,150 | 101,963 | ||||||||
Net loss from continuing operations | (119,549) | 133,150 | 101,963 | ||||||||
Net loss attributable to DJO Finance LLC | $ (119,549) | $ 133,150 | $ 101,963 |
Schedule of Condensed Consoli97
Schedule of Condensed Consolidating Statements of Operations (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Cost of sales, amortization of intangible assets | $ 27,732 | $ 28,525 | $ 30,719 |
Schedule of Condensed Consoli98
Schedule of Condensed Consolidating Statements of Comprehensive Loss (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net (loss) income | $ (35,095) | $ (285,680) | $ (340,087) |
Other comprehensive (loss) income, net of taxes: | |||
Foreign currency translation adjustments, net of tax provision of $7,400, $34 and $540 for the year ended December 31, 2017, 2016 and 2015, respectively | 5,638 | (10,342) | (6,006) |
Unrealized gain (loss) on cash flow hedges, net of tax provision of $1,144, zero and zero for the year ended December 31, 2017, 2016 and 2015, respectively | 3,007 | (3,969) | 985 |
Other comprehensive income (loss) | 8,645 | (14,311) | (5,021) |
Comprehensive loss | (26,450) | (299,991) | (345,108) |
Comprehensive income attributable to noncontrolling interests | 64 | (550) | (557) |
Comprehensive loss attributable to DJO Finance LLC | (26,386) | (300,541) | (345,665) |
Reportable Legal Entities | DJOFL | |||
Net (loss) income | (35,894) | (283,575) | (340,927) |
Other comprehensive (loss) income, net of taxes: | |||
Unrealized gain (loss) on cash flow hedges, net of tax provision of $1,144, zero and zero for the year ended December 31, 2017, 2016 and 2015, respectively | 3,007 | (3,969) | 985 |
Other comprehensive income (loss) | 3,007 | (3,969) | 985 |
Comprehensive loss | (32,887) | (287,544) | (339,942) |
Comprehensive loss attributable to DJO Finance LLC | (32,887) | (287,544) | (339,942) |
Reportable Legal Entities | Guarantors | |||
Net (loss) income | 106,144 | (123,263) | (96,424) |
Other comprehensive (loss) income, net of taxes: | |||
Comprehensive loss | 106,144 | (123,263) | (96,424) |
Comprehensive loss attributable to DJO Finance LLC | 106,144 | (123,263) | (96,424) |
Reportable Legal Entities | Non-Guarantors | |||
Net (loss) income | 14,204 | (11,992) | (4,699) |
Other comprehensive (loss) income, net of taxes: | |||
Foreign currency translation adjustments, net of tax provision of $7,400, $34 and $540 for the year ended December 31, 2017, 2016 and 2015, respectively | 5,638 | (10,342) | (6,006) |
Other comprehensive income (loss) | 5,638 | (10,342) | (6,006) |
Comprehensive loss | 19,842 | (22,334) | (10,705) |
Comprehensive income attributable to noncontrolling interests | 64 | (550) | (557) |
Comprehensive loss attributable to DJO Finance LLC | 19,906 | (22,884) | (11,262) |
Eliminations | |||
Net (loss) income | (119,549) | 133,150 | 101,963 |
Other comprehensive (loss) income, net of taxes: | |||
Comprehensive loss | (119,549) | 133,150 | 101,963 |
Comprehensive loss attributable to DJO Finance LLC | $ (119,549) | $ 133,150 | $ 101,963 |
Schedule of Condensed Consoli99
Schedule of Condensed Consolidating Statements of Comprehensive Loss (Parenthetical) (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Foreign currency translation adjustment, tax provision (benefit) | $ 7,400,000 | $ (34,000) | $ (540,000) |
Unrealized gain (loss) on cash flow hedges, tax provision (benefit) | $ 1,144,000 | $ 0 | $ 0 |
Schedule of Condensed Consol100
Schedule of Condensed Consolidating Statements of Cash Flows (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash Flows From Operating Activities: | |||
Net (loss) income | $ (35,095) | $ (285,680) | $ (340,087) |
Net (income) loss from discontinued operations | (309) | (1,138) | 157,580 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | |||
Depreciation | 45,115 | 41,367 | 37,491 |
Amortization of intangible assets | 66,146 | 76,526 | 79,964 |
Amortization of debt issuance costs and non-cash interest expense | 8,274 | 7,755 | 7,850 |
Loss on modification and extinguishment of debt | 68,473 | ||
Stock-based compensation expense | 3,696 | 3,188 | 1,805 |
Impairment of goodwill | 160,000 | ||
Loss (gain) on disposal of assets, net | 1,321 | 642 | 1,447 |
Deferred income tax (benefit) expense | (68,449) | (11,297) | 5,940 |
Equity in income (loss) of subsidiaries, net | 0 | ||
Changes in operating assets and liabilities, net of acquired assets and liabilities: | |||
Accounts receivable | (7,219) | (7,830) | (8,064) |
Inventories | (18,339) | 15,674 | (8,106) |
Prepaid expenses and other assets | 3,970 | (2,516) | (7,516) |
Accounts payable and other | 45,495 | 11,926 | 13,464 |
Net cash provided by continuing operating activities | 44,606 | 8,617 | 10,241 |
Net cash provided by (used in) discontinued operations | 309 | (9,837) | 39,861 |
Net cash provided by (used in) operating activities | 44,915 | (1,220) | 50,102 |
Cash Flows From Investing Activities: | |||
Cash paid in connection with acquisitions, net of cash acquired | (24,000) | ||
Purchases of property and equipment | (47,361) | (51,428) | (44,665) |
Other investing activities, net | 946 | ||
Other investing activities, net | 27 | ||
Net cash used in investing activities from continuing operations | (47,361) | (50,482) | (68,638) |
Net cash used in investing activities from discontinued operations | (575) | ||
Net cash used in investing activities | (47,361) | (50,482) | (69,213) |
Cash Flows From Financing Activities: | |||
Proceeds from issuance of debt | 103,552 | 107,000 | 2,518,033 |
Repayments of debt obligations | (101,335) | (67,079) | (2,419,027) |
Payment of debt issuance, modification and extinguishment costs | (62,375) | ||
Exercise of stock options | 11 | ||
Repurchase of common stock | (3,600) | ||
Dividend paid by subsidiary to owners of noncontrolling interests | (1,102) | (1,106) | (541) |
Other financing activities, net | (175) | 11 | |
Net cash (used in) provided by financing activities | (2,660) | 38,815 | 36,101 |
Effect of exchange rate changes on cash and cash equivalents | 1,879 | (844) | 809 |
Net (decrease) increase in cash and cash equivalents | (3,227) | (13,731) | 17,799 |
Cash and cash equivalents, beginning of year | 35,212 | 48,943 | 31,144 |
Cash and cash equivalents, end of year | 31,985 | 35,212 | 48,943 |
Reportable Legal Entities | DJOFL | |||
Cash Flows From Operating Activities: | |||
Net (loss) income | (35,894) | (283,575) | (340,927) |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | |||
Amortization of debt issuance costs and non-cash interest expense | 8,274 | 7,755 | 7,850 |
Loss on modification and extinguishment of debt | 68,473 | ||
Equity in income (loss) of subsidiaries, net | (138,110) | 113,402 | 100,217 |
Changes in operating assets and liabilities, net of acquired assets and liabilities: | |||
Prepaid expenses and other assets | (85) | 1,313 | (1,195) |
Accounts payable and other | 1,571 | 10,893 | (11,506) |
Net cash provided by continuing operating activities | (164,244) | (150,212) | (177,088) |
Net cash provided by (used in) operating activities | (164,244) | (150,212) | (177,088) |
Cash Flows From Financing Activities: | |||
Intercompany | 192,996 | 96,436 | 157,053 |
Proceeds from issuance of debt | 82,000 | 107,000 | 2,515,827 |
Repayments of debt obligations | (99,550) | (67,079) | (2,416,713) |
Payment of debt issuance, modification and extinguishment costs | (62,375) | ||
Exercise of stock options | 11 | ||
Repurchase of common stock | (3,600) | ||
Other financing activities, net | (175) | ||
Net cash (used in) provided by financing activities | 171,671 | 136,357 | 193,803 |
Net (decrease) increase in cash and cash equivalents | 7,427 | (13,855) | 16,715 |
Cash and cash equivalents, beginning of year | 15,818 | 29,673 | 12,958 |
Cash and cash equivalents, end of year | 23,245 | 15,818 | 29,673 |
Reportable Legal Entities | Guarantors | |||
Cash Flows From Operating Activities: | |||
Net (loss) income | 106,144 | (123,263) | (96,424) |
Net (income) loss from discontinued operations | (309) | (1,138) | 157,580 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | |||
Depreciation | 39,856 | 36,396 | 32,495 |
Amortization of intangible assets | 64,862 | 74,982 | 77,569 |
Stock-based compensation expense | 3,696 | 3,188 | 1,805 |
Impairment of goodwill | 160,000 | ||
Loss (gain) on disposal of assets, net | 1,205 | 523 | 1,380 |
Deferred income tax (benefit) expense | (69,392) | (10,900) | 6,901 |
Changes in operating assets and liabilities, net of acquired assets and liabilities: | |||
Accounts receivable | (7,383) | (6,609) | (6,156) |
Inventories | (15,797) | 17,356 | (535) |
Prepaid expenses and other assets | 3,117 | (4,434) | (3,924) |
Accounts payable and other | 39,761 | (1,358) | 17,145 |
Net cash provided by continuing operating activities | 165,760 | 144,743 | 187,836 |
Net cash provided by (used in) discontinued operations | 309 | (9,837) | 39,861 |
Net cash provided by (used in) operating activities | 166,069 | 134,906 | 227,697 |
Cash Flows From Investing Activities: | |||
Cash paid in connection with acquisitions, net of cash acquired | (24,000) | ||
Purchases of property and equipment | (42,931) | (45,372) | (38,671) |
Other investing activities, net | 946 | ||
Other investing activities, net | 27 | ||
Net cash used in investing activities from continuing operations | (42,931) | (44,426) | (62,644) |
Net cash used in investing activities from discontinued operations | (575) | ||
Net cash used in investing activities | (63,219) | ||
Cash Flows From Financing Activities: | |||
Intercompany | (137,120) | (91,012) | (164,321) |
Net cash (used in) provided by financing activities | (137,120) | (91,012) | (164,321) |
Net (decrease) increase in cash and cash equivalents | (13,982) | (532) | 157 |
Cash and cash equivalents, beginning of year | (372) | 160 | 3 |
Cash and cash equivalents, end of year | (14,354) | (372) | 160 |
Reportable Legal Entities | Non-Guarantors | |||
Cash Flows From Operating Activities: | |||
Net (loss) income | 14,204 | (11,992) | (4,699) |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | |||
Depreciation | 5,285 | 5,023 | 5,096 |
Amortization of intangible assets | 1,284 | 1,544 | 2,395 |
Loss (gain) on disposal of assets, net | 116 | 115 | 75 |
Deferred income tax (benefit) expense | 943 | (397) | (961) |
Changes in operating assets and liabilities, net of acquired assets and liabilities: | |||
Accounts receivable | 164 | (1,221) | (1,908) |
Inventories | 20,067 | 18,413 | 11,885 |
Prepaid expenses and other assets | 402 | 199 | (1,775) |
Accounts payable and other | 6,978 | 5,381 | 805 |
Net cash provided by continuing operating activities | 49,443 | 17,065 | 10,913 |
Net cash provided by (used in) operating activities | 49,443 | 17,065 | 10,913 |
Cash Flows From Investing Activities: | |||
Purchases of property and equipment | (4,430) | (6,055) | (6,111) |
Net cash used in investing activities from continuing operations | (4,430) | (6,055) | (6,111) |
Net cash used in investing activities | (6,111) | ||
Cash Flows From Financing Activities: | |||
Intercompany | (62,229) | (8,404) | (4,035) |
Proceeds from issuance of debt | 21,552 | 2,206 | |
Repayments of debt obligations | (1,785) | (2,314) | |
Dividend paid by subsidiary to owners of noncontrolling interests | (1,102) | (1,106) | (541) |
Net cash (used in) provided by financing activities | (43,564) | (9,510) | (4,684) |
Effect of exchange rate changes on cash and cash equivalents | 1,879 | (844) | 809 |
Net (decrease) increase in cash and cash equivalents | 3,328 | 656 | 927 |
Cash and cash equivalents, beginning of year | 19,766 | 19,110 | 18,183 |
Cash and cash equivalents, end of year | 23,094 | 19,766 | 19,110 |
Eliminations | |||
Cash Flows From Operating Activities: | |||
Net (loss) income | (119,549) | 133,150 | 101,963 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | |||
Depreciation | (26) | (52) | (100) |
Loss (gain) on disposal of assets, net | 4 | (8) | |
Equity in income (loss) of subsidiaries, net | 138,110 | (113,402) | (100,217) |
Changes in operating assets and liabilities, net of acquired assets and liabilities: | |||
Inventories | (22,609) | (20,095) | (19,456) |
Prepaid expenses and other assets | 536 | 406 | (622) |
Accounts payable and other | (2,815) | (2,990) | 7,020 |
Net cash provided by continuing operating activities | (6,353) | (2,979) | (11,420) |
Net cash provided by (used in) operating activities | (6,353) | (2,979) | (11,420) |
Cash Flows From Investing Activities: | |||
Purchases of property and equipment | (1) | 117 | |
Net cash used in investing activities from continuing operations | (1) | 117 | |
Net cash used in investing activities | 117 | ||
Cash Flows From Financing Activities: | |||
Intercompany | 6,353 | 2,980 | 11,303 |
Net cash (used in) provided by financing activities | $ 6,353 | $ 2,980 | $ 11,303 |
Schedule II-Valuation and Qu101
Schedule II-Valuation and Qualifying Accounts (Detail) - Allowance for Sales Discounts and Other Allowances - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Beginning Balance | $ 53,308 | $ 43,348 | $ 39,255 |
Provision | 79,044 | 64,878 | 72,723 |
Write-offs, net of recoveries | (103,481) | (54,918) | (68,630) |
Ending Balance | $ 28,871 | $ 53,308 | $ 43,348 |