DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 13, 2019 | Jun. 28, 2018 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Colfax CORP | ||
Entity Central Index Key | 1,420,800 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Trading Symbol | CFX | ||
Entity Common Stock Shares Outstanding | 117,342,942 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Period Focus | Q4 | ||
Document Fiscal Year Focus | 2,018 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 2,907 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | |||
Net sales | $ 3,666,812 | $ 3,300,184 | $ 3,185,753 |
Cost of sales | 2,533,973 | 2,270,709 | 2,193,371 |
Gross profit | 1,132,839 | 1,029,475 | 992,382 |
Selling, general and administrative expense | 818,210 | 732,340 | 696,800 |
Restructuring and other related charges | 77,686 | 68,351 | 58,496 |
Goodwill and intangible asset impairment charge | 0 | 152,700 | 238 |
Operating income | 236,943 | 76,084 | 236,848 |
Pension settlement (gain) loss | (39) | 46,933 | 48 |
Interest expense, net | 44,052 | 41,137 | 30,276 |
Loss on Investments | 10,128 | 0 | 0 |
Income (loss) from continuing operations before income taxes | 182,802 | (11,986) | 206,524 |
(Benefit) provision for income taxes | (21) | 42,554 | 51,772 |
Net income (loss) from continuing operations | 182,823 | (54,540) | 154,752 |
Income (loss) from discontinued operations, net of taxes | (28,350) | 224,047 | (9,561) |
Net income | 154,473 | 169,507 | 145,191 |
Less: income attributable to noncontrolling interest, net of taxes | 14,277 | 18,417 | 17,080 |
Net income attributable to Colfax Corporation | $ 140,196 | $ 151,090 | $ 128,111 |
Net income (loss) per share - basic | |||
Continuing operations | $ 1.40 | $ (0.59) | $ 1.12 |
Discontinued operations | (0.24) | 1.82 | (0.08) |
Consolidated operations | 1.16 | 1.23 | 1.04 |
Net income (loss) per share - diluted | |||
Continuing operations | 1.40 | (0.59) | 1.12 |
Discontinued operations | (0.24) | 1.81 | (0.08) |
Consolidated operations | $ 1.16 | $ 1.22 | $ 1.04 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 154,473 | $ 169,507 | $ 145,191 |
Other comprehensive loss: | |||
Foreign currency translation, net of tax of $3,018, $(2,433), and $0 | (249,907) | 269,432 | (330,488) |
Unrealized gain (loss) on hedging activities, net of tax of $5,273, $(19,569), and $(8,989) | 14,745 | (23,593) | 17,692 |
Unrealized gain on available-for-sale securities, net of tax of $0, $2,808, and $0 | 0 | 5,152 | 0 |
Changes in unrecognized pension and other post-retirement benefit cost, net of tax of $366, $4,882, and $9,247 | 10,116 | 4,167 | 4,810 |
Amounts reclassified from Accumulated other comprehensive loss: | |||
Amortization of pension and other post-retirement net actuarial loss, net of tax of $805, $2,463, and $3,049 | 3,623 | 6,875 | 4,465 |
Amortization of pension and other post-retirement prior service cost, net of tax of $(411), $37, and $93 | (1,998) | 93 | 155 |
Divestiture-related recognition of pension and other post-retirement cost and foreign currency translation, net of tax of $0, $27,518, and $0 | 0 | 167,857 | 0 |
Foreign currency translation adjustment resulting from Venezuela deconsolidation | 0 | 0 | 2,378 |
Other comprehensive (loss) income | (223,421) | 429,983 | (300,988) |
Comprehensive (loss) income | (68,948) | 599,490 | (155,797) |
Less: comprehensive income (loss) attributable to noncontrolling interest | (8,491) | 34,427 | 17,722 |
Comprehensive (loss) income attributable to Colfax Corporation | $ (60,457) | $ 565,063 | $ (173,519) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME [Parenthetical] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Foreign currency translation, tax | $ 3,018 | $ (2,433) | $ 0 |
Unrealized gain (loss) on hedging activities, tax | 5,273 | (19,569) | (8,989) |
Unrealized gain on available for sale securities, tax | 0 | 2,808 | 0 |
Changes in unrecognized pension and other post-retirement benefit cost, tax | 366 | 4,882 | 9,247 |
Amortization of pension and other post-retirement net actuarial loss, tax | 805 | 2,463 | 3,049 |
Amortization of pension and other post-retirement prior service cost, tax | (411) | 37 | 93 |
Reclassification of unrecognized pension and other post-retirement cost, due to divestiture, tax | $ 0 | $ 27,518 | $ 0 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
ASSETS | ||
Cash and cash equivalents | $ 245,019 | $ 262,019 |
Short term investments | 0 | 149,608 |
Trade receivables, less allowance for doubtful accounts of $35,152 and $31,488 | 989,418 | 970,199 |
Inventories, net | 496,535 | 429,627 |
Other current assets | 227,469 | 258,379 |
Total current assets | 1,958,441 | 2,069,832 |
Property, plant and equipment, net | 503,344 | 552,802 |
Goodwill | 2,576,617 | 2,538,544 |
Intangible assets, net | 1,012,913 | 1,017,203 |
Other assets | 552,557 | 531,316 |
Total assets | 6,603,872 | 6,709,697 |
LIABILITIES AND EQUITY | ||
Current portion of long-term debt | 6,334 | 5,766 |
Accounts payable | 640,667 | 587,129 |
Customer advances and billing in excess of costs incurred | 147,307 | 145,853 |
Accrued liabilities | 405,037 | 358,632 |
Total current liabilities | 1,199,345 | 1,097,380 |
Long-term debt, less current portion | 1,192,408 | 1,055,305 |
Other liabilities | 735,173 | 829,748 |
Total liabilities | 3,126,926 | 2,982,433 |
Equity: | ||
Common stock, $0.001 par value; 400,000,000 shares authorized; 117,275,217 and 123,245,827 issued and outstanding | 117 | 123 |
Additional paid-in capital | 3,057,982 | 3,228,174 |
Retained earnings | 991,838 | 846,490 |
Accumulated other comprehensive loss | (780,177) | (574,372) |
Total Colfax Corporation equity | 3,269,760 | 3,500,415 |
Noncontrolling interest | 207,186 | 226,849 |
Total equity | 3,476,946 | 3,727,264 |
Total liabilities and equity | $ 6,603,872 | $ 6,709,697 |
CONSOLIDATED BALANCE SHEETS _Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Condensed Consolidated Balance Sheet (Parenthetical) [Abstract] | ||
Trade receivables, allowance for doubtful accounts | $ 35,152 | $ 31,488 |
Common Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 400,000,000 | 400,000,000 |
Common Stock, Shares, Issued | 117,275,217 | 123,245,827 |
Common Stock, Shares, Outstanding | 117,275,217 | 123,245,827 |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings [Member] | Reclassification out of Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Loss | Noncontrolling Interest |
Balance at Dec. 31, 2015 | $ 3,256,556 | $ 123 | $ 3,199,267 | $ 557,300 | $ (686,715) | $ 186,581 | |
Shares, Outstanding at Dec. 31, 2015 | 123,486,425 | ||||||
Net income attributable to Colfax Corporation | 128,111 | 128,111 | |||||
Net income attributable to noncontrolling interest | 17,080 | 17,080 | |||||
Net income | 145,191 | ||||||
Distributions to noncontrolling owners | (7,830) | (7,830) | |||||
Other comprehensive (loss) income | $ (300,988) | (301,630) | 642 | ||||
Stock repurchase, Shares | (1,000,000) | (1,000,000) | |||||
Stock repurchase, Value | $ (20,812) | $ (1) | (20,811) | ||||
Common stock-based award activity (in shares) | 293,836 | ||||||
Common stock-based award activity | 21,227 | $ 1 | 21,226 | ||||
Shares, Outstanding at Dec. 31, 2016 | 122,780,261 | ||||||
Balance at Dec. 31, 2016 | 3,093,344 | $ 123 | 3,199,682 | 685,411 | (988,345) | 196,473 | |
Cumulative effect of accounting change | 9,989 | 9,989 | |||||
Net income attributable to Colfax Corporation | 151,090 | 151,090 | |||||
Net income attributable to noncontrolling interest | 18,417 | 18,417 | |||||
Net income | 169,507 | ||||||
Distributions to noncontrolling owners | (4,051) | (4,051) | |||||
Other comprehensive (loss) income | 429,983 | 413,973 | 16,010 | ||||
Common stock-based award activity (in shares) | 465,566 | ||||||
Common stock-based award activity | 28,492 | 28,492 | |||||
Shares, Outstanding at Dec. 31, 2017 | 123,245,827 | ||||||
Balance at Dec. 31, 2017 | 3,727,264 | $ 123 | 3,228,174 | 846,490 | (574,372) | 226,849 | |
Cumulative Effect of New Accounting Principle in Period of Adoption | 5,200 | ||||||
Net income attributable to Colfax Corporation | 140,196 | 140,196 | |||||
Net income attributable to noncontrolling interest | 14,277 | 14,277 | |||||
Net income | 154,473 | ||||||
Distributions to noncontrolling owners | (11,172) | (11,172) | |||||
Other comprehensive (loss) income | $ (223,421) | (200,653) | (22,768) | ||||
Stock repurchase, Shares | (6,449,425) | (6,449,425) | |||||
Stock repurchase, Value | $ (200,000) | $ (6) | (199,994) | ||||
Common stock-based award activity (in shares) | 478,815 | ||||||
Common stock-based award activity | 29,802 | 29,802 | |||||
Shares, Outstanding at Dec. 31, 2018 | 117,275,217 | ||||||
Balance at Dec. 31, 2018 | 3,476,946 | $ 117 | $ 3,057,982 | 991,838 | $ (780,177) | $ 207,186 | |
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 0 | $ 5,152 | $ (5,152) |
CONSOLIDATED STATEMENTS OF EQ_2
CONSOLIDATED STATEMENTS OF EQUITY Consolidated Statements of Equity [Parenthetical] - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cumulative Effect of Change in New Accounting Principle, tax impact | $ 2.8 | ||
Other comprehensive income, tax | $ 9.1 | $ 15.7 | $ 3.4 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Cash Flows [Abstract] | |||
Net income | $ 154,473 | $ 169,507 | $ 145,191 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Impairment of goodwill, intangibles and property, plant and equipment | 7,086 | 183,751 | 6,082 |
Depreciation and amortization | 141,877 | 132,203 | 137,176 |
Stock-based compensation expense | 25,103 | 21,548 | 19,020 |
Non cash interest expense | 4,415 | 4,519 | 4,176 |
Loss on Investments | 10,128 | 0 | 0 |
Deferred income tax benefit | (66,573) | 12,066 | (1,682) |
(Gain) loss on sale of property, plant and equipment | (21,108) | (11,243) | 531 |
Loss (Gain) on Sale of Business | 4,337 | (308,388) | 0 |
Pension settlement (gain) loss | (39) | 46,933 | 48 |
Changes in operating assets and liabilities: | |||
Trade receivables, net | (72,405) | (44,345) | (50,958) |
Inventories, net | (47,156) | (34,023) | 19,665 |
Accounts payable | 70,085 | 10,266 | 37,083 |
Customer advances and billing in excess of costs incurred | 18,481 | (24,388) | (37,210) |
Changes in other operating assets and liabilities | (2,337) | 60,364 | (32,148) |
Net cash provided by operating activities | 226,367 | 218,770 | 246,974 |
Cash flows from investing activities: | |||
Purchases of property, plant and equipment | (69,646) | (68,765) | (63,251) |
Proceeds from Sale of Buildings | 34,829 | 21,224 | 7,249 |
Acquisitions, net of cash received | (290,918) | (346,764) | (25,992) |
Proceeds from sale of business, net | 18,404 | 490,308 | 0 |
Proceeds from Sale of Short-term Investments | 139,480 | 0 | 0 |
Other, net | 0 | (6,127) | 0 |
Net cash (used in) provided by investing activities | (167,851) | 89,876 | (81,994) |
Cash flows from financing activities: | |||
Payments under term credit facility | (131,250) | (65,628) | (37,500) |
Proceeds from borrowings on revolving credit facilities and other | 1,271,051 | 1,046,457 | 896,742 |
Repayments of borrowings on revolving credit facilities and other | (981,563) | (1,632,658) | (978,024) |
Proceeds from Notes Payable | 0 | 374,450 | 0 |
Proceeds from issuance of common stock, net | 4,699 | 6,944 | 2,206 |
Repurchase of Common Stock | (200,000) | 0 | (20,812) |
Other | (10,090) | (10,012) | (7,830) |
Net cash used in financing activities | (47,153) | (280,447) | (145,218) |
Effect of foreign exchange rates on Cash and cash equivalents | (28,363) | 12,090 | 4,499 |
(Decrease) increase in Cash and cash equivalents | (17,000) | 40,289 | 24,261 |
Cash and cash equivalents, beginning of period | 262,019 | 221,730 | 197,469 |
Cash and cash equivalents, end of period | 245,019 | 262,019 | 221,730 |
Supplemental Cash Flow Information [Abstract] | |||
Non-cash consideration received from sale of business | 0 | 206,415 | 0 |
Interest Paid | 50,389 | 43,496 | 35,838 |
Income Taxes Paid, Net | $ 97,452 | $ 70,668 | $ 77,104 |
General
General | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Organization and Nature of Operations Colfax Corporation (the “Company” or “Colfax”) is a leading diversified technology company that provides air and gas handling and fabrication technology products and services to customers around the world under the Howden and ESAB brands. |
Summary of Significant Accounti
Summary of Significant Accounting Policies Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Summary of Significant Accounting Policies Principles of Consolidation The Company’s Consolidated Financial Statements include the accounts of the Company and its subsidiaries. Less than wholly owned subsidiaries, including joint ventures, are consolidated when it is determined that the Company has a controlling financial interest, which is generally determined when the Company holds a majority voting interest. When protective rights, substantive rights or other factors exist, further analysis is performed in order to determine whether or not there is a controlling financial interest. The Consolidated Financial Statements reflect the assets, liabilities, revenues and expenses of consolidated subsidiaries and the noncontrolling parties’ ownership share is presented as a noncontrolling interest. All significant intercompany accounts and transactions have been eliminated. During the year ended December 31, 2016, the Company determined that an other-than-temporary lack of exchangeability between the Venezuelan bolivar and U.S. dollar, due to government controls, has restricted the Company’s Venezuelan operations’ ability to pay dividends and satisfy other obligations denominated in U.S. dollars. In addition, other government-imposed restrictions affecting labor, production, and distribution are prohibiting the Company from controlling key operating decisions. These circumstances have caused the Company to no longer meet the accounting criteria of control in order to continue consolidating its Venezuelan operations. Therefore, the Company deconsolidated the financial statements of its Venezuelan operations as of September 30, 2016. As a result of the deconsolidation, the Company recorded a charge of $2.4 million , of which $0.5 million is included in Selling, general and administrative expense and $1.9 million is included in (Loss) income from discontinued operations, net of taxes, for the year ended December 31, 2016. Substantially all of this amount related to accumulated foreign currency translation charges previously included in Accumulated other comprehensive loss. Due to loss of control, the Company has applied the cost method of accounting for its Venezuelan operations beginning on September 30, 2016. Prior to, and at the date of deconsolidation, the Company’s Venezuelan operations represented less than 1% of the Company’s net assets, revenues and operating income. Equity Method Investments Investments in joint ventures, where the Company has a significant influence but not a controlling interest, are accounted for using the equity method of accounting. Investments accounted for under the equity method are initially recorded at the amount of the Company’s initial investment and adjusted each period for the Company’s share of the investee’s income or loss and dividends paid. All equity investments are reviewed periodically for indications of other than temporary impairment, including, but not limited to, significant and sustained decreases in quoted market prices or a series of historic and projected operating losses by investees. If the decline in fair value is considered to be other than temporary, an impairment loss is recorded and the investment is written down to a new carrying value. Investments in joint ventures acquired in a business combination are recognized in the opening balance sheet at fair value. Revenue Recognition The Company accounts for revenue in accordance with Topic 606, “Revenue from Contracts with Customers,” which the Company adopted on January 1, 2018, using the full retrospective method. The Company recognizes revenue when control of promised goods or services is transferred to the customer. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled in exchange for transferring the goods or services. The nature of the Company’s contracts gives rise to certain types of variable consideration, including rebates, liquidated damages, and other discounts. The Company includes estimated amounts of variable consideration in the transaction price to the extent that it is probable there will not be a significant reversal of revenue. Estimates are based on historical or anticipated performance and represent the Company’s best judgment at the time. Any estimates are evaluated on a quarterly basis until the uncertainty is resolved. The Company provides a variety of products and services to its customers. Most of the Company’s contracts consist of a single, distinct performance obligation or promise to transfer goods or services to a customer. For contracts that include multiple performance obligations, the Company allocates the total transaction price to each performance obligation using the Company’s best estimate of the standalone selling price of each identified performance obligation. A majority of revenue recognized by the Company relates to contracts with customers for standard or off-the-shelf products. As control typically transfers to the customer upon shipment of the product in these circumstances, revenue is generally recognized at that point in time. For service contracts, the Company recognizes revenue ratably over the period of performance as the customer simultaneously receives and consumes the benefits of the services provided. In certain contracts, particularly within the Air and Gas Handling segment, the Company is engaged to engineer and build highly-customized, large-scale products and systems. In these circumstances, the Company produces an asset with no alternative use and has a right to payment for performance completed to date. As a result, revenue is recognized over time based on progress to date. To measure progress, the Company uses an input method based on costs incurred relative to total estimated costs. Under this method, contract revenues are recognized over the performance period of the contract. The amount recognized is directly proportionate to the costs incurred as a percentage of total estimated costs for the entirety of the contract. This method requires estimates to determine the appropriate cost and revenue recognition. Significant management judgments and estimates, including estimated costs to complete projects, must be made and used in connection with revenue recognized during each period. Current estimates may be revised as additional information becomes available. The revisions are recorded in income in the period in which they are determined using the cumulative catch-up method of accounting. Given the nature of these long-term contracts, the Company is often paid at various points throughout the process, based on the contractual terms. The Company applies the available practical expedient involving the existence of a significant financing component. As the Company generally does not receive payments greater than one year in advance or arrears of revenue recognition, the Company does not consider any arrangements to include financing components. Any recognized revenues in excess of customer billings are recorded as a component of Trade receivables. Billings to customers in excess of recognized revenues are recorded as a component of Customer advances and billings in excess of costs incurred. For long-term contracts, amounts are billed as work progresses, based on the specified timeline included in the contractual terms. Each contract is evaluated individually to determine the net asset or net liability position. As of December 31, 2018 and December 31, 2017, there were $168.3 million and $203.9 million , respectively, of revenues in excess of billings and $68.1 million and $94.2 million , respectively, of billings in excess of revenues on long-term contracts in the Condensed Consolidated Balance Sheets. For contracts recognized at a point in time, revenue recognition and billing typically occur simultaneously. The period of benefit for the Company’s incremental costs of obtaining a contract would generally have less than a one-year duration; therefore, the Company applies the practical expedient available and expenses costs to obtain a contract when incurred. Taxes Collected from Customers and Remitted to Governmental Authorities The Company collects various taxes and fees as an agent in connection with the sale of products and remits these amounts to the respective taxing authorities. These taxes and fees have been presented on a net basis in the Consolidated Statements of Income and are recorded as a component of Accrued liabilities in the Consolidated Balance Sheets until remitted to the respective taxing authority. Research and Development Expense Research and development costs of $48.5 million , $42.9 million and $39.3 million for the years ended December 31, 2018 , 2017 and 2016 , respectively, are expensed as incurred and are included in Selling, general and administrative expense in the Consolidated Statements of Income. These amounts do not include development and application engineering costs incurred in conjunction with fulfilling customer orders and executing customer projects. Interest Expense, Net Interest expense, net includes interest income of $9.6 million , $7.8 million and $6.6 million for the years ended December 31, 2018 , 2017 and 2016 , respectively, primarily associated with interest bearing deposits in certain foreign subsidiaries. Cash and Cash Equivalents Cash and cash equivalents include all financial instruments purchased with an initial maturity of three months or less. Short Term Investments Short term investments included the CIRCOR Shares received as part of the consideration received for the sale of Fluid Handling. The investments were classified as available-for-sale securities and were measured at fair value at the end of each reporting period, with any changes in fair value included in Other comprehensive income (loss). Trade Receivables Trade receivables are presented net of an allowance for doubtful accounts. The Company records an allowance for doubtful accounts based upon estimates of amounts deemed uncollectible and a specific review of significant delinquent accounts, factoring in current and expected economic conditions. Estimated losses are based on historical collection experience, and are reviewed periodically by management. Inventories Inventories, net include the cost of material, labor and overhead and are stated at the lower of cost (determined under various methods including average cost, last-in, first-out and first-in, first-out, but predominantly first-in, first-out) or net realizable value. The value of inventory stated using the last-in, first-out method as of December 31, 2018 and 2017 was $107.4 million and $105.9 million, respectively. For Air and Gas Handling long-term contracts, cost is primarily determined based upon actual cost. The Company periodically reviews its quantities of inventories on hand and compares these amounts to the expected usage of each particular product. The Company records as a charge to Cost of sales any amounts required to reduce the carrying value of inventories to net realizable value. Property, Plant and Equipment Property, plant and equipment, net are stated at historical cost, which includes the fair values of such assets acquired. Depreciation of property, plant and equipment is recorded on a straight-line basis over estimated useful lives. Assets recorded under capital leases are amortized over the shorter of their estimated useful lives or the lease terms, which range from three to 15 years . Repair and maintenance expenditures are expensed as incurred unless the repair extends the useful life of the asset. Impairment of Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the costs in excess of the fair value of net assets acquired associated with acquisitions by the Company. Indefinite-lived intangible assets consist of trade names. The Company evaluates the recoverability of Goodwill and indefinite-lived intangible assets annually or more frequently if an event occurs or circumstances change in the interim that would more likely than not reduce the fair value of the asset below its carrying amount. Goodwill and indefinite-lived intangible assets are considered to be impaired when the carrying value of a reporting unit or asset exceeds its fair value. The Company currently has two reporting units: Air and Gas Handling and Fabrication Technology. In the evaluation of Goodwill for impairment, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting entity is less than its carrying value. If the Company determines that it is not more likely than not for a reporting unit’s fair value to be less than its carrying value, a calculation of the fair value is not performed. If the Company determines that it is more likely than not for a reporting unit’s fair value to be less than its carrying value, a calculation of the reporting entity’s fair value is performed and compared to the carrying value of that entity. In certain instances, the Company may elect to forgo the qualitative assessment and proceed directly to the quantitative impairment test. If the carrying value of a reporting unit exceeds its fair value, Goodwill of that reporting unit is impaired. In this case, pursuant to ASU 2017-04, which the Company elected to early adopt in 2017, an impairment loss is recorded equal to the excess of the reporting unit’s carrying value over its fair value. The Company measures fair value of reporting units based on a present value of future discounted cash flows and a market valuation approach. The discounted cash flow models indicate the fair value of the reporting units based on the present value of the cash flows that the reporting units are expected to generate in the future. Significant estimates in the discounted cash flow models include: the weighted average cost of capital; long-term rate of growth and profitability of our business; and working capital effects. The market valuation approach indicates the fair value of the business based on a comparison against certain market information. Significant estimates in the market approach model include identifying appropriate market multiples and assessing earnings before interest, income taxes, depreciation and amortization. The 2016 annual impairment analyses performed as of October 1, 2016 indicated no impairment for both reporting units. Due to continued declines in various end markets for the Air and Gas Handling reporting unit during the year ended December 31, 2017, the Company decided to perform a quantitative analysis for this reporting unit as of September 29, 2017. The quantitative Goodwill impairment assessment for the Air and Gas Handling reporting unit resulted in a calculated fair value lower than carrying value. As a result, an impairment charge of $150.2 million , which equals the excess of the carrying value over the fair value, was recorded. A qualitative assessment of Goodwill was performed for the Fabrication Technology reporting unit for the year ended December 31, 2018 and 2017, which indicated no impairment existed. Due to changes in market multiples, weighted average cost of capital and, to a lesser extent, continued declines in various end markets for the Air and Gas Handling reporting unit during the year ended December 31, 2018, the Company decided to perform a quantitative analysis for this reporting unit as of September 30, 2018. The quantitative analysis resulted in a calculated fair value that was higher than the reporting unit’s carrying value by 9% . As a result, no impairment charges were recorded. In the evaluation of indefinite-lived intangible assets for impairment, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the indefinite-lived intangible asset is less than its carrying value. If the Company determines that it is not more likely than not for the indefinite-lived intangible asset’s fair value to be less than its carrying value, a calculation of the fair value is not performed. If the Company determines that it is more likely than not that the indefinite-lived intangible asset’s fair value is less than its carrying value, a calculation is performed and compared to the carrying value of the asset. If the carrying amount of the indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. The Company measures the fair value of its indefinite-lived intangible assets using the “relief from royalty” method. Significant estimates in this approach include projected revenues and royalty and discount rates for each trade name evaluated. The analyses performed as of October 1, 2016 resulted in no impairment charges. During the annual impairment analysis for the year ended December 31, 2017, quantitative analyses were performed, as of September 29, 2017, for the Air and Gas Handling reporting unit trade names due to continued declines in various end markets. The analyses determined the fair value was lower than carrying value for one indefinite-lived trade name, which resulted in an impairment charge of $2.5 million for that trade name. The calculated fair value of the trade name was $11.7 million and is included in Level Three of the fair value hierarchy. For another indefinite-lived intangible trade name, the analysis determined the fair value was marginally greater than its $22.1 million carrying value. A qualitative assessment was performed for the Fabrication Technology reporting unit trade names for the year ended December 31, 2017, which indicated no impairment existed. During the annual impairment analysis for the year ended December 31, 2018, quantitative analyses were performed, as of September 30, 2018, for the Air and Gas Handling reporting unit trade names due to continued declines in various end markets. The analyses determined the fair value was higher than carrying value for all trade names, indicating that there were no impairments. A combination of quantitative and qualitative assessment was performed for the Fabrication Technology reporting unit trade names for the year ended December 31, 2018, which indicated no impairment existed. Impairment charges related to Goodwill and Indefinite-lived intangible assets are included in Goodwill and intangible assets impairment charges in the Consolidated Statements of Income. Impairment of Long-Lived Assets Other than Goodwill and Indefinite-Lived Intangible Assets Intangible assets primarily represent acquired customer relationships, acquired order backlog, acquired technology and software license agreements. Acquired order backlog is amortized in the same period the corresponding revenue is recognized. A portion of the Company’s acquired customer relationships is being amortized on an accelerated basis over periods ranging from seven to 25 years based on the present value of the future cash flows expected to be generated from the acquired customers. All other intangible assets are being amortized on a straight-line basis over their estimated useful lives, generally ranging from two to 20 years . The Company assesses its long-lived assets other than Goodwill and indefinite-lived intangible assets for impairment whenever facts and circumstances indicate that the carrying amounts may not be fully recoverable. To analyze recoverability, the Company projects undiscounted net future cash flows over the remaining lives of such assets. If these projected cash flows are less than the carrying amounts, an impairment loss would be recognized, resulting in a write-down of the assets with a corresponding charge to earnings. The impairment loss is measured based upon the difference between the carrying amounts and the fair values of the assets. Assets to be disposed of are reported at the lower of the carrying amounts or fair value less cost to sell. Management determines fair value using the discounted cash flow method or other accepted valuation techniques. The Company recorded asset impairment losses related to facility closures totaling $9.2 million , $31.0 million and $2.6 million during the years ended December 31, 2018 , 2017 and 2016 , respectively, as a component of Restructuring and other related charges in the Consolidated Statements of Income. The aggregate carrying value of these assets subsequent to impairment was $49.4 million , $53.7 million and $2.7 million as of December 31, 2018 , 2017 and 2016 , respectively. Derivatives The Company is subject to foreign currency risk associated with the translation of the net assets of foreign subsidiaries to United States (“U.S.”) dollars on a periodic basis. The Company issued senior unsecured notes with an aggregate principal amount of €350 million (as defined and further discussed in Note 12, “Debt”) during the year ended December 31, 2017, which has been designated as a net investment hedge in order to mitigate a portion of this risk. Derivative instruments are generally recognized on a gross basis in the Consolidated Balance Sheets in either Other current assets, Other assets, Accrued liabilities or Other liabilities depending upon their respective fair values and maturity dates. The Company designates a portion of its foreign exchange contracts as cash flow hedges and fair value hedges. For all instruments designated as hedges, including net investment hedges, cash flow hedges and fair value hedges, the Company formally documents the relationship between the hedging instrument and the hedged item, as well as the risk management objective and the strategy for using the hedging instrument. The Company assesses whether the relationship between the hedging instrument and the hedged item is highly effective at offsetting changes in the fair value both at inception of the hedging relationship and on an ongoing basis. For cash flow hedges and net investment hedges, unrealized gains and losses are recognized as a component of Accumulated other comprehensive loss in the Consolidated Balance Sheets to the extent that it is effective at offsetting the change in the fair value of the hedged item and realized gains and losses are recognized in the Consolidated Statements of Income consistent with the underlying hedged instrument. Gains and losses related to fair value hedges are recorded as an offset to the fair value of the underlying asset or liability, primarily Trade receivables and Accounts payable in the Consolidated Balance Sheets. The Company does not enter into derivative contracts for trading purposes. See Note 16, “Financial Instruments and Fair Value Measurements” for additional information regarding the Company’s derivative instruments. Warranty Costs Estimated expenses related to product warranties are accrued as the revenue is recognized on products sold to customers and included in Cost of sales in the Consolidated Statements of Income. Estimates are established using historical information as to the nature, frequency, and average costs of warranty claims. The activity in the Company’s warranty liability, which is included in Accrued liabilities and Other liabilities in the Company’s Consolidated Balance Sheets, consisted of the following: Year Ended 2018 2017 (In thousands) Warranty liability, beginning of period $ 34,177 $ 30,222 Accrued warranty expense 24,796 17,760 Changes in estimates related to pre-existing warranties 1,943 1,453 Cost of warranty service work performed (27,624 ) (22,600 ) Acquisitions 6,489 5,277 Foreign exchange translation effect (2,076 ) 2,065 Warranty liability, end of period $ 37,705 $ 34,177 Income Taxes Income taxes for the Company are accounted for under the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amounts of existing assets and liabilities in the Consolidated Financial Statements and their respective tax basis. Deferred income tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred income tax assets and liabilities are reported in Other assets and Other liabilities in the Company’s Consolidated Balance Sheets, respectively. The effect on deferred income tax assets and liabilities of a change in tax rates is generally recognized in (Benefit) provision for income taxes in the period that includes the enactment date. Valuation allowances are recorded if it is more likely than not that some portion of the deferred income tax assets will not be realized. In evaluating the need for a valuation allowance, the Company takes into account various factors, including the expected level of future taxable income and available tax planning strategies. Any changes in judgment about the valuation allowance are recorded through (Benefit) provision for income taxes and are based on changes in facts and circumstances regarding realizability of deferred tax assets. The Company must presume that an income tax position taken in a tax return will be examined by the relevant tax authority and determine whether it is more likely than not that the tax position will be sustained upon examination based upon the technical merits of the position. An income tax position that meets the more-likely-than-not recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Company establishes a liability for unrecognized income tax benefits for income tax positions for which it is more likely than not that a tax position will not be sustained upon examination by the respective taxing authority to the extent such tax positions reduce the Company’s income tax liability. The Company recognizes interest and penalties related to unrecognized income tax benefits in the (Benefit) provision for income taxes in the Consolidated Statements of Income. Foreign Currency Exchange Gains and Losses The Company’s financial statements are presented in U.S. dollars. The functional currencies of the Company’s operating subsidiaries are generally the local currencies of the countries in which each subsidiary is located. Assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the balance sheet date. The amounts recorded in each year in Foreign currency translation are net of income taxes to the extent the underlying equity balances in the entities are not deemed to be permanently reinvested. Revenues and expenses are translated at average rates of exchange in effect during the year. Transactions in foreign currencies are translated at the exchange rate in effect at the date of each transaction. Differences in exchange rates during the period between the date a transaction denominated in a foreign currency is consummated and the date on which it is either settled or translated for inclusion in the Consolidated Balance Sheets are recognized in Selling, general and administrative expense or Interest expense in the Consolidated Statements of Income for that period. During the year ended December 31, 2018 , the Company recognized net foreign currency transaction loss of $1.3 million and $8.4 million in Interest expense and Selling, general and administrative expense, respectively, in the Consolidated Statement of Income. During the year ended December 31, 2017 , the Company recognized net foreign currency transaction gain of $0.04 million and $3.4 million in Interest expense and Selling, general and administrative expense, respectively, in the Consolidated Statement of Income. During the year ended December 31, 2016 , the Company recognized net foreign currency transaction gain of $2.6 million and $5.0 million in Interest expense and Selling, general and administrative expense, respectively, in the Consolidated Statement of Income. Debt Issuance Costs and Debt Discount Costs directly related to the placement of debt are capitalized and amortized to Interest expense primarily using the effective interest method over the term of the related obligation. Net deferred issuance costs of $6.9 million and $9.2 million , respectively, were included in the Consolidated Balance Sheets as of December 31, 2018 and 2017 , which includes $14.6 million and $12.3 million , respectively, of accumulated amortization. As of December 31, 2018 , $2.2 million and $4.7 million of deferred issuance costs were included in Other assets and as a reduction of Long-term debt, respectively. As of December 31, 2017 , $3.8 million and $5.4 million of deferred issuance costs were included in Other assets and as a reduction of Long-term debt, respectively. Further, the carrying value of Long-term debt is reduced by an original issue discount, which is accreted to Interest expense using the effective interest method over the term of the related obligation. See Note 12, “Debt” for additional discussion regarding the Company’s borrowing arrangements. Use of Estimates The Company makes certain estimates and assumptions in preparing its Consolidated Financial Statements in accordance with GAAP. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses for the period presented. Actual results may differ from those estimates. Reclassifications Certain prior period amounts have been reclassified to conform to current year presentations. Recently Issued Accounting Pronouncements Accounting Guidance Implemented in 2018 Standards Adopted Description Effective Date Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers The standard outlines a single set of comprehensive principles for recognizing revenue under U.S. GAAP and supersedes existing revenue recognition guidance. The main principle of the standard is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company applied the ASU and its related updates on a full retrospective basis as of January 1, 2018. The Company applied two practical expedients during the transition period. First, the Company did not restate contracts that began and ended in the same reporting period. Additionally, the transaction price at the completion of each contract was used rather than estimating variable consideration. The adoption of the ASU did not have a material impact on the consolidated financial statements; therefore, no cumulative catch-up adjustment was recorded for prior periods. See Note 6, “Revenue”, for additional information. January 1, 2018 ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities The standard requires various changes to the measurement and disclosure of equity investments. For the Company, the most relevant change under ASU 2016-01 is the elimination of the available-for-sale classification for equity securities with readily determinable fair values. The adoption of the standard as of January 1, 2018 resulted in a reclassification of a $5.2 million gain, net of tax, on short term investments from Accumulated other comprehensive loss to Retained earnings on the Company’s Condensed Consolidated Financial Statements. Additionally, as a result of the adoption of this ASU, any changes in fair value of the Company’s Short term investments is included in Loss on short term investments in the Condensed Consolidated Statement of Income. January 1, 2018 ASU No. 2016-15, Statement of Cash Flows (Topic 203) The guidance addresses eight specific cash flow issues and clarifies their presentation and classification in the Statement of Cash Flows. The Company has retrospectively adopted the standard on its consolidated financial statements as of January 1, 2018. The adoption of the ASU did not have a material impact on the consolidated financial statements. As such, no retrospective adjustment was recorded. January 1, 2018 ASU 2016-16, Accounting for Income Taxes: Intra-Entity Asset Transfers of Assets Other than Inventory The standard eliminates the exception that the tax effects of an intra-entity transfer (sales) are deferred until the transferred asset is sold to a third party or recovered through use. The resulting impact is the recognition of tax expense in the seller’s jurisdiction and any deferred tax asset in the buyer’s j |
Discontinued Operations (Notes)
Discontinued Operations (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Discontinued Operations Sale of Fluid Handling Business The Company sold its Fluid Handling business to CIRCOR on December 11, 2017. After certain post-closing adjustments, total consideration for the sale was $860.6 million , consisting of $551.0 million of cash, 3.3 million shares of CIRCOR common stock (“CIRCOR Shares”), and assumption of $168.0 million of net retirement liabilities. All cash consideration has been collected. During the three months ended June 29, 2018, the Company sold its CIRCOR Shares for $139.5 million , net of $5.8 million of underwriters' fees. The key components of (loss) income from discontinued operations were as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Net sales $ — $ 436,682 $ 461,294 Cost of Sales — 294,946 308,025 Selling, general and administrative expense (1) 7,156 118,740 136,380 Divestiture-related expense, net (2) 4,321 5,257 — Restructuring and other related items (3) — (6,768 ) 15,674 Operating (loss) income (11,477 ) 24,507 1,215 Interest income (4) — 473 260 (Loss) gain on disposal (4,337 ) 308,388 — (Loss) income from discontinued operations before income taxes (15,814 ) 333,368 1,475 Income tax expense (5) 12,536 109,321 11,036 (Loss) income from discontinued operations, net of taxes $ (28,350 ) $ 224,047 $ (9,561 ) (1) Pursuant to the Purchase Agreement, the Company retained its asbestos-related contingencies and insurance coverages. However, as the Company did not retain an interest in the ongoing operations of the business subject to the contingencies, the Company has classified asbestos-related activity in its Consolidated Statements of Income as part of (Loss) income from discontinuing operations. See Note 17, “Commitments and Contingencies” for further information. (2) Primarily related to professional and consulting fees associated with due diligence and preparation of regulatory filings, as well as employee benefit arrangements and other disposition-related activities. (3) During the year ended December 31, 2017, the Company recorded a gain of approximately $12 million from the sale of a facility that was previously closed as part of restructuring activities. (4) Interest expense has not been allocated to the discontinued operations. (5) Income tax expense for the year ended December 31, 2018 includes incremental tax expense due to changes in the estimated gain allocation by jurisdiction. Cash used in operating activities of discontinued operations for the year ended December 31, 2018 primarily includes net cash outflows related to asbestos claims of $5.6 million . Cash provided by operating activities of discontinued operations for the years ended December 31, 2017 and 2016 was $65.2 million and $23.1 million , respectively. Cash used in investing activities of discontinued operations was $10.1 million and $3.9 million for the years ended December 31, 2017 and 2016, respectively. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Recently Issued Accounting Pronouncements | Summary of Significant Accounting Policies Principles of Consolidation The Company’s Consolidated Financial Statements include the accounts of the Company and its subsidiaries. Less than wholly owned subsidiaries, including joint ventures, are consolidated when it is determined that the Company has a controlling financial interest, which is generally determined when the Company holds a majority voting interest. When protective rights, substantive rights or other factors exist, further analysis is performed in order to determine whether or not there is a controlling financial interest. The Consolidated Financial Statements reflect the assets, liabilities, revenues and expenses of consolidated subsidiaries and the noncontrolling parties’ ownership share is presented as a noncontrolling interest. All significant intercompany accounts and transactions have been eliminated. During the year ended December 31, 2016, the Company determined that an other-than-temporary lack of exchangeability between the Venezuelan bolivar and U.S. dollar, due to government controls, has restricted the Company’s Venezuelan operations’ ability to pay dividends and satisfy other obligations denominated in U.S. dollars. In addition, other government-imposed restrictions affecting labor, production, and distribution are prohibiting the Company from controlling key operating decisions. These circumstances have caused the Company to no longer meet the accounting criteria of control in order to continue consolidating its Venezuelan operations. Therefore, the Company deconsolidated the financial statements of its Venezuelan operations as of September 30, 2016. As a result of the deconsolidation, the Company recorded a charge of $2.4 million , of which $0.5 million is included in Selling, general and administrative expense and $1.9 million is included in (Loss) income from discontinued operations, net of taxes, for the year ended December 31, 2016. Substantially all of this amount related to accumulated foreign currency translation charges previously included in Accumulated other comprehensive loss. Due to loss of control, the Company has applied the cost method of accounting for its Venezuelan operations beginning on September 30, 2016. Prior to, and at the date of deconsolidation, the Company’s Venezuelan operations represented less than 1% of the Company’s net assets, revenues and operating income. Equity Method Investments Investments in joint ventures, where the Company has a significant influence but not a controlling interest, are accounted for using the equity method of accounting. Investments accounted for under the equity method are initially recorded at the amount of the Company’s initial investment and adjusted each period for the Company’s share of the investee’s income or loss and dividends paid. All equity investments are reviewed periodically for indications of other than temporary impairment, including, but not limited to, significant and sustained decreases in quoted market prices or a series of historic and projected operating losses by investees. If the decline in fair value is considered to be other than temporary, an impairment loss is recorded and the investment is written down to a new carrying value. Investments in joint ventures acquired in a business combination are recognized in the opening balance sheet at fair value. Revenue Recognition The Company accounts for revenue in accordance with Topic 606, “Revenue from Contracts with Customers,” which the Company adopted on January 1, 2018, using the full retrospective method. The Company recognizes revenue when control of promised goods or services is transferred to the customer. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled in exchange for transferring the goods or services. The nature of the Company’s contracts gives rise to certain types of variable consideration, including rebates, liquidated damages, and other discounts. The Company includes estimated amounts of variable consideration in the transaction price to the extent that it is probable there will not be a significant reversal of revenue. Estimates are based on historical or anticipated performance and represent the Company’s best judgment at the time. Any estimates are evaluated on a quarterly basis until the uncertainty is resolved. The Company provides a variety of products and services to its customers. Most of the Company’s contracts consist of a single, distinct performance obligation or promise to transfer goods or services to a customer. For contracts that include multiple performance obligations, the Company allocates the total transaction price to each performance obligation using the Company’s best estimate of the standalone selling price of each identified performance obligation. A majority of revenue recognized by the Company relates to contracts with customers for standard or off-the-shelf products. As control typically transfers to the customer upon shipment of the product in these circumstances, revenue is generally recognized at that point in time. For service contracts, the Company recognizes revenue ratably over the period of performance as the customer simultaneously receives and consumes the benefits of the services provided. In certain contracts, particularly within the Air and Gas Handling segment, the Company is engaged to engineer and build highly-customized, large-scale products and systems. In these circumstances, the Company produces an asset with no alternative use and has a right to payment for performance completed to date. As a result, revenue is recognized over time based on progress to date. To measure progress, the Company uses an input method based on costs incurred relative to total estimated costs. Under this method, contract revenues are recognized over the performance period of the contract. The amount recognized is directly proportionate to the costs incurred as a percentage of total estimated costs for the entirety of the contract. This method requires estimates to determine the appropriate cost and revenue recognition. Significant management judgments and estimates, including estimated costs to complete projects, must be made and used in connection with revenue recognized during each period. Current estimates may be revised as additional information becomes available. The revisions are recorded in income in the period in which they are determined using the cumulative catch-up method of accounting. Given the nature of these long-term contracts, the Company is often paid at various points throughout the process, based on the contractual terms. The Company applies the available practical expedient involving the existence of a significant financing component. As the Company generally does not receive payments greater than one year in advance or arrears of revenue recognition, the Company does not consider any arrangements to include financing components. Any recognized revenues in excess of customer billings are recorded as a component of Trade receivables. Billings to customers in excess of recognized revenues are recorded as a component of Customer advances and billings in excess of costs incurred. For long-term contracts, amounts are billed as work progresses, based on the specified timeline included in the contractual terms. Each contract is evaluated individually to determine the net asset or net liability position. As of December 31, 2018 and December 31, 2017, there were $168.3 million and $203.9 million , respectively, of revenues in excess of billings and $68.1 million and $94.2 million , respectively, of billings in excess of revenues on long-term contracts in the Condensed Consolidated Balance Sheets. For contracts recognized at a point in time, revenue recognition and billing typically occur simultaneously. The period of benefit for the Company’s incremental costs of obtaining a contract would generally have less than a one-year duration; therefore, the Company applies the practical expedient available and expenses costs to obtain a contract when incurred. Taxes Collected from Customers and Remitted to Governmental Authorities The Company collects various taxes and fees as an agent in connection with the sale of products and remits these amounts to the respective taxing authorities. These taxes and fees have been presented on a net basis in the Consolidated Statements of Income and are recorded as a component of Accrued liabilities in the Consolidated Balance Sheets until remitted to the respective taxing authority. Research and Development Expense Research and development costs of $48.5 million , $42.9 million and $39.3 million for the years ended December 31, 2018 , 2017 and 2016 , respectively, are expensed as incurred and are included in Selling, general and administrative expense in the Consolidated Statements of Income. These amounts do not include development and application engineering costs incurred in conjunction with fulfilling customer orders and executing customer projects. Interest Expense, Net Interest expense, net includes interest income of $9.6 million , $7.8 million and $6.6 million for the years ended December 31, 2018 , 2017 and 2016 , respectively, primarily associated with interest bearing deposits in certain foreign subsidiaries. Cash and Cash Equivalents Cash and cash equivalents include all financial instruments purchased with an initial maturity of three months or less. Short Term Investments Short term investments included the CIRCOR Shares received as part of the consideration received for the sale of Fluid Handling. The investments were classified as available-for-sale securities and were measured at fair value at the end of each reporting period, with any changes in fair value included in Other comprehensive income (loss). Trade Receivables Trade receivables are presented net of an allowance for doubtful accounts. The Company records an allowance for doubtful accounts based upon estimates of amounts deemed uncollectible and a specific review of significant delinquent accounts, factoring in current and expected economic conditions. Estimated losses are based on historical collection experience, and are reviewed periodically by management. Inventories Inventories, net include the cost of material, labor and overhead and are stated at the lower of cost (determined under various methods including average cost, last-in, first-out and first-in, first-out, but predominantly first-in, first-out) or net realizable value. The value of inventory stated using the last-in, first-out method as of December 31, 2018 and 2017 was $107.4 million and $105.9 million, respectively. For Air and Gas Handling long-term contracts, cost is primarily determined based upon actual cost. The Company periodically reviews its quantities of inventories on hand and compares these amounts to the expected usage of each particular product. The Company records as a charge to Cost of sales any amounts required to reduce the carrying value of inventories to net realizable value. Property, Plant and Equipment Property, plant and equipment, net are stated at historical cost, which includes the fair values of such assets acquired. Depreciation of property, plant and equipment is recorded on a straight-line basis over estimated useful lives. Assets recorded under capital leases are amortized over the shorter of their estimated useful lives or the lease terms, which range from three to 15 years . Repair and maintenance expenditures are expensed as incurred unless the repair extends the useful life of the asset. Impairment of Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the costs in excess of the fair value of net assets acquired associated with acquisitions by the Company. Indefinite-lived intangible assets consist of trade names. The Company evaluates the recoverability of Goodwill and indefinite-lived intangible assets annually or more frequently if an event occurs or circumstances change in the interim that would more likely than not reduce the fair value of the asset below its carrying amount. Goodwill and indefinite-lived intangible assets are considered to be impaired when the carrying value of a reporting unit or asset exceeds its fair value. The Company currently has two reporting units: Air and Gas Handling and Fabrication Technology. In the evaluation of Goodwill for impairment, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting entity is less than its carrying value. If the Company determines that it is not more likely than not for a reporting unit’s fair value to be less than its carrying value, a calculation of the fair value is not performed. If the Company determines that it is more likely than not for a reporting unit’s fair value to be less than its carrying value, a calculation of the reporting entity’s fair value is performed and compared to the carrying value of that entity. In certain instances, the Company may elect to forgo the qualitative assessment and proceed directly to the quantitative impairment test. If the carrying value of a reporting unit exceeds its fair value, Goodwill of that reporting unit is impaired. In this case, pursuant to ASU 2017-04, which the Company elected to early adopt in 2017, an impairment loss is recorded equal to the excess of the reporting unit’s carrying value over its fair value. The Company measures fair value of reporting units based on a present value of future discounted cash flows and a market valuation approach. The discounted cash flow models indicate the fair value of the reporting units based on the present value of the cash flows that the reporting units are expected to generate in the future. Significant estimates in the discounted cash flow models include: the weighted average cost of capital; long-term rate of growth and profitability of our business; and working capital effects. The market valuation approach indicates the fair value of the business based on a comparison against certain market information. Significant estimates in the market approach model include identifying appropriate market multiples and assessing earnings before interest, income taxes, depreciation and amortization. The 2016 annual impairment analyses performed as of October 1, 2016 indicated no impairment for both reporting units. Due to continued declines in various end markets for the Air and Gas Handling reporting unit during the year ended December 31, 2017, the Company decided to perform a quantitative analysis for this reporting unit as of September 29, 2017. The quantitative Goodwill impairment assessment for the Air and Gas Handling reporting unit resulted in a calculated fair value lower than carrying value. As a result, an impairment charge of $150.2 million , which equals the excess of the carrying value over the fair value, was recorded. A qualitative assessment of Goodwill was performed for the Fabrication Technology reporting unit for the year ended December 31, 2018 and 2017, which indicated no impairment existed. Due to changes in market multiples, weighted average cost of capital and, to a lesser extent, continued declines in various end markets for the Air and Gas Handling reporting unit during the year ended December 31, 2018, the Company decided to perform a quantitative analysis for this reporting unit as of September 30, 2018. The quantitative analysis resulted in a calculated fair value that was higher than the reporting unit’s carrying value by 9% . As a result, no impairment charges were recorded. In the evaluation of indefinite-lived intangible assets for impairment, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the indefinite-lived intangible asset is less than its carrying value. If the Company determines that it is not more likely than not for the indefinite-lived intangible asset’s fair value to be less than its carrying value, a calculation of the fair value is not performed. If the Company determines that it is more likely than not that the indefinite-lived intangible asset’s fair value is less than its carrying value, a calculation is performed and compared to the carrying value of the asset. If the carrying amount of the indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. The Company measures the fair value of its indefinite-lived intangible assets using the “relief from royalty” method. Significant estimates in this approach include projected revenues and royalty and discount rates for each trade name evaluated. The analyses performed as of October 1, 2016 resulted in no impairment charges. During the annual impairment analysis for the year ended December 31, 2017, quantitative analyses were performed, as of September 29, 2017, for the Air and Gas Handling reporting unit trade names due to continued declines in various end markets. The analyses determined the fair value was lower than carrying value for one indefinite-lived trade name, which resulted in an impairment charge of $2.5 million for that trade name. The calculated fair value of the trade name was $11.7 million and is included in Level Three of the fair value hierarchy. For another indefinite-lived intangible trade name, the analysis determined the fair value was marginally greater than its $22.1 million carrying value. A qualitative assessment was performed for the Fabrication Technology reporting unit trade names for the year ended December 31, 2017, which indicated no impairment existed. During the annual impairment analysis for the year ended December 31, 2018, quantitative analyses were performed, as of September 30, 2018, for the Air and Gas Handling reporting unit trade names due to continued declines in various end markets. The analyses determined the fair value was higher than carrying value for all trade names, indicating that there were no impairments. A combination of quantitative and qualitative assessment was performed for the Fabrication Technology reporting unit trade names for the year ended December 31, 2018, which indicated no impairment existed. Impairment charges related to Goodwill and Indefinite-lived intangible assets are included in Goodwill and intangible assets impairment charges in the Consolidated Statements of Income. Impairment of Long-Lived Assets Other than Goodwill and Indefinite-Lived Intangible Assets Intangible assets primarily represent acquired customer relationships, acquired order backlog, acquired technology and software license agreements. Acquired order backlog is amortized in the same period the corresponding revenue is recognized. A portion of the Company’s acquired customer relationships is being amortized on an accelerated basis over periods ranging from seven to 25 years based on the present value of the future cash flows expected to be generated from the acquired customers. All other intangible assets are being amortized on a straight-line basis over their estimated useful lives, generally ranging from two to 20 years . The Company assesses its long-lived assets other than Goodwill and indefinite-lived intangible assets for impairment whenever facts and circumstances indicate that the carrying amounts may not be fully recoverable. To analyze recoverability, the Company projects undiscounted net future cash flows over the remaining lives of such assets. If these projected cash flows are less than the carrying amounts, an impairment loss would be recognized, resulting in a write-down of the assets with a corresponding charge to earnings. The impairment loss is measured based upon the difference between the carrying amounts and the fair values of the assets. Assets to be disposed of are reported at the lower of the carrying amounts or fair value less cost to sell. Management determines fair value using the discounted cash flow method or other accepted valuation techniques. The Company recorded asset impairment losses related to facility closures totaling $9.2 million , $31.0 million and $2.6 million during the years ended December 31, 2018 , 2017 and 2016 , respectively, as a component of Restructuring and other related charges in the Consolidated Statements of Income. The aggregate carrying value of these assets subsequent to impairment was $49.4 million , $53.7 million and $2.7 million as of December 31, 2018 , 2017 and 2016 , respectively. Derivatives The Company is subject to foreign currency risk associated with the translation of the net assets of foreign subsidiaries to United States (“U.S.”) dollars on a periodic basis. The Company issued senior unsecured notes with an aggregate principal amount of €350 million (as defined and further discussed in Note 12, “Debt”) during the year ended December 31, 2017, which has been designated as a net investment hedge in order to mitigate a portion of this risk. Derivative instruments are generally recognized on a gross basis in the Consolidated Balance Sheets in either Other current assets, Other assets, Accrued liabilities or Other liabilities depending upon their respective fair values and maturity dates. The Company designates a portion of its foreign exchange contracts as cash flow hedges and fair value hedges. For all instruments designated as hedges, including net investment hedges, cash flow hedges and fair value hedges, the Company formally documents the relationship between the hedging instrument and the hedged item, as well as the risk management objective and the strategy for using the hedging instrument. The Company assesses whether the relationship between the hedging instrument and the hedged item is highly effective at offsetting changes in the fair value both at inception of the hedging relationship and on an ongoing basis. For cash flow hedges and net investment hedges, unrealized gains and losses are recognized as a component of Accumulated other comprehensive loss in the Consolidated Balance Sheets to the extent that it is effective at offsetting the change in the fair value of the hedged item and realized gains and losses are recognized in the Consolidated Statements of Income consistent with the underlying hedged instrument. Gains and losses related to fair value hedges are recorded as an offset to the fair value of the underlying asset or liability, primarily Trade receivables and Accounts payable in the Consolidated Balance Sheets. The Company does not enter into derivative contracts for trading purposes. See Note 16, “Financial Instruments and Fair Value Measurements” for additional information regarding the Company’s derivative instruments. Warranty Costs Estimated expenses related to product warranties are accrued as the revenue is recognized on products sold to customers and included in Cost of sales in the Consolidated Statements of Income. Estimates are established using historical information as to the nature, frequency, and average costs of warranty claims. The activity in the Company’s warranty liability, which is included in Accrued liabilities and Other liabilities in the Company’s Consolidated Balance Sheets, consisted of the following: Year Ended 2018 2017 (In thousands) Warranty liability, beginning of period $ 34,177 $ 30,222 Accrued warranty expense 24,796 17,760 Changes in estimates related to pre-existing warranties 1,943 1,453 Cost of warranty service work performed (27,624 ) (22,600 ) Acquisitions 6,489 5,277 Foreign exchange translation effect (2,076 ) 2,065 Warranty liability, end of period $ 37,705 $ 34,177 Income Taxes Income taxes for the Company are accounted for under the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amounts of existing assets and liabilities in the Consolidated Financial Statements and their respective tax basis. Deferred income tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred income tax assets and liabilities are reported in Other assets and Other liabilities in the Company’s Consolidated Balance Sheets, respectively. The effect on deferred income tax assets and liabilities of a change in tax rates is generally recognized in (Benefit) provision for income taxes in the period that includes the enactment date. Valuation allowances are recorded if it is more likely than not that some portion of the deferred income tax assets will not be realized. In evaluating the need for a valuation allowance, the Company takes into account various factors, including the expected level of future taxable income and available tax planning strategies. Any changes in judgment about the valuation allowance are recorded through (Benefit) provision for income taxes and are based on changes in facts and circumstances regarding realizability of deferred tax assets. The Company must presume that an income tax position taken in a tax return will be examined by the relevant tax authority and determine whether it is more likely than not that the tax position will be sustained upon examination based upon the technical merits of the position. An income tax position that meets the more-likely-than-not recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Company establishes a liability for unrecognized income tax benefits for income tax positions for which it is more likely than not that a tax position will not be sustained upon examination by the respective taxing authority to the extent such tax positions reduce the Company’s income tax liability. The Company recognizes interest and penalties related to unrecognized income tax benefits in the (Benefit) provision for income taxes in the Consolidated Statements of Income. Foreign Currency Exchange Gains and Losses The Company’s financial statements are presented in U.S. dollars. The functional currencies of the Company’s operating subsidiaries are generally the local currencies of the countries in which each subsidiary is located. Assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the balance sheet date. The amounts recorded in each year in Foreign currency translation are net of income taxes to the extent the underlying equity balances in the entities are not deemed to be permanently reinvested. Revenues and expenses are translated at average rates of exchange in effect during the year. Transactions in foreign currencies are translated at the exchange rate in effect at the date of each transaction. Differences in exchange rates during the period between the date a transaction denominated in a foreign currency is consummated and the date on which it is either settled or translated for inclusion in the Consolidated Balance Sheets are recognized in Selling, general and administrative expense or Interest expense in the Consolidated Statements of Income for that period. During the year ended December 31, 2018 , the Company recognized net foreign currency transaction loss of $1.3 million and $8.4 million in Interest expense and Selling, general and administrative expense, respectively, in the Consolidated Statement of Income. During the year ended December 31, 2017 , the Company recognized net foreign currency transaction gain of $0.04 million and $3.4 million in Interest expense and Selling, general and administrative expense, respectively, in the Consolidated Statement of Income. During the year ended December 31, 2016 , the Company recognized net foreign currency transaction gain of $2.6 million and $5.0 million in Interest expense and Selling, general and administrative expense, respectively, in the Consolidated Statement of Income. Debt Issuance Costs and Debt Discount Costs directly related to the placement of debt are capitalized and amortized to Interest expense primarily using the effective interest method over the term of the related obligation. Net deferred issuance costs of $6.9 million and $9.2 million , respectively, were included in the Consolidated Balance Sheets as of December 31, 2018 and 2017 , which includes $14.6 million and $12.3 million , respectively, of accumulated amortization. As of December 31, 2018 , $2.2 million and $4.7 million of deferred issuance costs were included in Other assets and as a reduction of Long-term debt, respectively. As of December 31, 2017 , $3.8 million and $5.4 million of deferred issuance costs were included in Other assets and as a reduction of Long-term debt, respectively. Further, the carrying value of Long-term debt is reduced by an original issue discount, which is accreted to Interest expense using the effective interest method over the term of the related obligation. See Note 12, “Debt” for additional discussion regarding the Company’s borrowing arrangements. Use of Estimates The Company makes certain estimates and assumptions in preparing its Consolidated Financial Statements in accordance with GAAP. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses for the period presented. Actual results may differ from those estimates. Reclassifications Certain prior period amounts have been reclassified to conform to current year presentations. Recently Issued Accounting Pronouncements Accounting Guidance Implemented in 2018 Standards Adopted Description Effective Date Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers The standard outlines a single set of comprehensive principles for recognizing revenue under U.S. GAAP and supersedes existing revenue recognition guidance. The main principle of the standard is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company applied the ASU and its related updates on a full retrospective basis as of January 1, 2018. The Company applied two practical expedients during the transition period. First, the Company did not restate contracts that began and ended in the same reporting period. Additionally, the transaction price at the completion of each contract was used rather than estimating variable consideration. The adoption of the ASU did not have a material impact on the consolidated financial statements; therefore, no cumulative catch-up adjustment was recorded for prior periods. See Note 6, “Revenue”, for additional information. January 1, 2018 ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities The standard requires various changes to the measurement and disclosure of equity investments. For the Company, the most relevant change under ASU 2016-01 is the elimination of the available-for-sale classification for equity securities with readily determinable fair values. The adoption of the standard as of January 1, 2018 resulted in a reclassification of a $5.2 million gain, net of tax, on short term investments from Accumulated other comprehensive loss to Retained earnings on the Company’s Condensed Consolidated Financial Statements. Additionally, as a result of the adoption of this ASU, any changes in fair value of the Company’s Short term investments is included in Loss on short term investments in the Condensed Consolidated Statement of Income. January 1, 2018 ASU No. 2016-15, Statement of Cash Flows (Topic 203) The guidance addresses eight specific cash flow issues and clarifies their presentation and classification in the Statement of Cash Flows. The Company has retrospectively adopted the standard on its consolidated financial statements as of January 1, 2018. The adoption of the ASU did not have a material impact on the consolidated financial statements. As such, no retrospective adjustment was recorded. January 1, 2018 ASU 2016-16, Accounting for Income Taxes: Intra-Entity Asset Transfers of Assets Other than Inventory The standard eliminates the exception that the tax effects of an intra-entity transfer (sales) are deferred until the transferred asset is sold to a third party or recovered through use. The resulting impact is the recognition of tax expense in the seller’s jurisdiction and any deferred tax asset in the buyer’s j |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Acquisitions The following acquisitions were accounted for using the acquisition method of accounting, and accordingly, the Consolidated Financial Statements include the financial position and results of operations from the respective date of acquisition: Air and Gas Handling During the year ended December 31, 2018 , the Company completed two acquisitions in our Air and Gas Handling segment for total consideration, net of cash received, of $39.9 million , subject to certain purchase price adjustments. These acquisitions will expand the segment’s technology and service offering for mining ventilation applications. During the year ended December 31, 2017 , the Company completed two acquisitions in our Air and Gas Handling segment for total consideration, net of cash received, of $219.6 million . These acquisitions broadened the segment’s range of compression solutions and expanded its product offering into smaller steam turbines. Fabrication Technology During year ended December 31, 2018 , the Company completed two acquisitions in our Fabrication Technology segment for total consideration, net of cash received, of $245.1 million , subject to certain purchase price adjustments. These acquisitions expand the segment’s presence in specialty gas applications and broaden the Company’s global presence. During the year ended December 31, 2017 , the Company completed three acquisitions in our Fabrication Technology segment for total consideration, net of cash received, of $129.2 million . These acquisitions expanded and improved the segment’s high quality welding equipment and consumables. During 2016, the Company deployed approximately $26 million to acquire a business that increased the segment’s product and technology offerings. General During the years ended December 31, 2018 , 2017 , and 2016 , the Company’s Consolidated Statements of Income included $88.1 million , $58.5 million , and $1.3 million of Net sales associated with acquisitions consummated during the respective period. Net Income attributable to Colfax Corporation common shareholders associated with acquisitions consummated during the years ended December 31, 2018 , 2017 , and 2016 was not material for each respective period. Acquisitions consummated during the year ended December 31, 2018 are accounted for under the acquisition method of accounting. The assets acquired and liabilities assumed reported on the Consolidated Balance Sheets represent the Company’s best estimate. These amounts, including property, plant and equipment acquired, are based upon certain valuations and studies that have yet to be finalized and are subject to adjustment once the detailed analyses are completed. DJO Global Inc. In November 2018, the Company entered into a definitive agreement to acquire DJO Global Inc. (“DJO”) for $3.2 billion in cash. DJO is a global leader in orthopedic solutions, providing orthopedic devices, reconstructive implants, software and services spanning the full continuum of patient care, from injury prevention to rehabilitation. DJO has approximately 5,000 employees across 18 locations around the world. DJO’s revenue was approximately $1.2 billion for the twelve-month period ending September 2018. This acquisition is expected to be completed during the three months ended March 29, 2019. The DJO acquisition represents a strategic evolution of Colfax that creates a new growth platform in the high-margin orthopedic solutions market. See Note 20, “Subsequent Events” for further information. |
Revenue Recognition Revenue (No
Revenue Recognition Revenue (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer [Text Block] | Revenue The following table disaggregates the Company’s revenue by segment and timing of transfer: Year Ended December 31, 2018 2017 2016 Fabrication Technology Air and Gas Handling Fabrication Technology Air and Gas Handling Fabrication Technology Air and Gas Handling (in thousands) Point in time $ 2,192,823 $ 596,095 $ 1,932,550 $ 633,288 $ 1,795,876 $ 753,378 Over time 260 877,634 4,732 729,614 4,616 631,883 Total $ 2,193,083 $ 1,473,729 $ 1,937,282 $ 1,362,902 $ 1,800,492 $ 1,385,261 In certain contracts, particularly within the Air and Gas Handling segment, the Company is engaged to engineer and build highly-customized, large-scale products and systems where revenue is recognized over time, based on progress to date. As of December 31, 2018 , the Air and Gas Handling business had $832.2 million of remaining performance obligations, which is also referred to as total backlog. Of that total backlog, the Company expects to recognize approximately 74% as revenue in 2019 and an additional 26% thereafter. The Company’s Fabrication Technology business formulates, develops, manufactures and supplies consumable products and equipment. Substantially all revenue from the Fabrication Technology business is recognized at a point in time. As a result, of the total amount of remaining unsatisfied performance obligations, the majority relate to ship and bill arrangements. Given the nature of this business, the total amount of unsatisfied performance obligations with an original contract duration of greater than one year as of December 31, 2018 is immaterial. In some circumstances for both over time and point in time contracts, customers are billed in advance of revenue recognition, resulting in contract liabilities. As of December 31, 2018 , 2017 and 2016, total contract liabilities were $140.0 million , $133.3 million and $132.4 million , respectively. During the years ended December 31, 2018 and 2017, revenue recognized that was included in the contract liability balance at the beginning of the year was $115.0 million and $117.9 million , respectively. Of this total 69.0% and 66.6% , respectively, was related to long-term contracts which have met the criteria for over time recognition. |
Net Income Per Share
Net Income Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | Net Income (Loss) Per Share from Continuing Operations Net income per share from continuing operations was computed as follows: Year Ended December 31, 2018 2017 2016 (In thousands, except share data) Computation of Net income per share from continuing operations: Net income (loss) from continuing operations attributable to Colfax Corporation (1) $ 168,546 $ (72,957 ) $ 137,672 Weighted-average shares of Common stock outstanding - basic 120,288,297 123,229,806 122,911,581 Net income (loss) per share from continuing operations - basic $ 1.40 $ (0.59 ) $ 1.12 Computation of Net income per share from continuing operations - diluted: Net income (loss) from continuing operations attributable to Colfax Corporation (1) $ 168,546 $ (72,957 ) $ 137,672 Weighted-average shares of Common stock outstanding - basic 120,288,297 123,229,806 122,911,581 Net effect of potentially dilutive securities - stock options and restricted stock units 506,759 — 287,145 Weighted-average shares of Common stock outstanding - diluted 120,795,056 123,229,806 123,198,726 Net income (loss) per share from continuing operations - diluted $ 1.40 $ (0.59 ) $ 1.12 (1) Net income (loss) from continuing operations attributable to Colfax Corporation for the respective periods is calculated using Net income (loss) from continuing operations less the income attributable to noncontrolling interest, net of taxes. The weighted-average computation of the dilutive effect of potentially issuable shares of Common stock under the treasury stock method for the years ended December 31, 2018 , 2017 and 2016 excludes 3.4 million , 5.0 million and 4.5 million outstanding stock-based compensation awards, respectively, as their inclusion would be anti-dilutive. Included in the calculation of diluted net (loss) income per share from discontinued operations are 0.8 million potentially dilutive securities for the year ended December 31, 2017. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | Income Taxes Income (loss) from continuing operations before income taxes and (Benefit) provision for income taxes consisted of the following: Year Ended December 31, 2018 2017 2016 (In thousands) Income (loss) from continuing operations before income taxes: Domestic operations $ (25,610 ) $ (29,470 ) $ (34,015 ) Foreign operations 208,412 17,484 240,539 $ 182,802 $ (11,986 ) $ 206,524 Provision for (benefit from) income taxes: Current: Federal $ (6,805 ) $ 49,259 $ 621 State 1,698 (439 ) (592 ) Foreign 71,659 53,274 60,651 $ 66,552 $ 102,094 $ 60,680 Deferred: Domestic operations $ (25,573 ) $ (54,226 ) $ (2,924 ) Foreign operations (41,000 ) (5,314 ) (5,984 ) (66,573 ) (59,540 ) (8,908 ) $ (21 ) $ 42,554 $ 51,772 See Note 4, “Discontinued Operations” for the income (loss) from discontinued operations before income taxes and related income taxes. On December 22, 2017, the Tax Act was signed into law making significant changes to the Internal Revenue Code which included how the U.S. imposes income tax on multinational corporations. Key changes in the Tax Act which were relevant to the Company and generally effective January 1, 2018 include a flat corporate income tax rate of 21 percent to replace the marginal rates that range from 15 percent to 35 percent, elimination of the corporate alternative minimum tax, the creation of a territorial tax system replacing the worldwide tax system, a one-time tax on accumulated foreign subsidiary earnings to transition to the territorial system, a “minimum tax” on certain foreign earnings above an enumerated rate of return, a new base erosion anti-abuse tax that subjects certain payments made by a U.S. company to its foreign subsidiary to additional taxes, and an incentive for U.S. companies to sell, lease or license goods and services outside the U.S. by taxing the income at a reduced effective rate. The new tax also imposes limits on executive compensation and interest expense deductions, while permitting the immediate expensing for the cost of new investments in certain property acquired after September 27, 2017. On December 22, 2017, the SEC 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 Tax Act. SAB 118 allows registrants to include a provisional amount to account for the implications of the Tax Act where a reasonable estimate can be made and requires the completion of the accounting no later than one year from the date of enactment of the Tax Act or December 22, 2018. The Company filed its 2017 U.S. income tax return in the fourth quarter of 2018 which changed our tax basis in temporary differences and Transition Tax estimated as of December 31, 2017 resulting in an adjustment to the tax provision to the re-measurement amount recorded in the financial statements. ASC 740 requires changes in tax rates and tax laws to be accounted for in the period of enactment in continuing operations. Accordingly, of significance, the Company included a provisional estimate of approximately $52 million for the Transition Tax, payable over 8 years for its year ended December 31, 2017. Pursuant to SAB 118, the Company reduced its provisional amount for Transition Tax by $10.8 million for the year ended December 31, 2018. Generally, the foreign earnings subject to the Transition Tax can be distributed without additional U.S. tax; however, if distributed, the amount could be subject to foreign taxes and U.S. state and local taxes. The Company continues to maintain its indefinite reinvestment assertion related to its foreign earnings. The Company’s (Benefit) provision for income taxes from continuing operations differs from the amount that would be computed by applying the U.S. federal statutory rate as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Taxes calculated at the U.S. federal statutory rate $ 38,388 $ (4,195 ) $ 72,283 State taxes (2,550 ) 86 228 Effect of tax rates on international operations (1,525 ) (20,571 ) (37,670 ) Change in enacted international tax rates (2,403 ) 536 (2,419 ) Changes in valuation allowance (6,933 ) 18,105 (1,697 ) Changes in tax reserves (2,173 ) (12,246 ) 4,282 Tax Act - re-measurement of U.S. deferred taxes (667 ) (54,988 ) — Tax Act - mandatory repatriation taxes (10,804 ) 52,381 — Non-deductible impairment expenses — 52,570 — Research and development tax credits (11,022 ) — — Foreign tax credits (16,120 ) — — Net items not deductible in an international jurisdiction 12,193 2,906 7,899 SubPart F and GILTI 7,427 6,655 9,839 Other (3,832 ) 1,315 (973 ) (Benefit) provision for income taxes $ (21 ) $ 42,554 $ 51,772 Deferred income taxes, net reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to reverse. As a result of the Tax Act becoming law on December 22, 2017 and the reduction in the U.S. corporate income tax rate from 35% to 21% , the Company revalued its ending net U.S. deferred tax liabilities at December 31, 2017 and recognized a provisional $55 million tax benefit in the Company’s Consolidated Statement of Income for the year ended December 31, 2017 . For the year ended December 31, 2018, the Company increased and finalized its provisional adjustment by ($0.7) million relating to the remeasurement of its U.S. deferred tax assets and liabilities. The significant components of deferred tax assets and liabilities, in addition to the reconciliation of the beginning and ending amount of gross unrecognized tax benefits, are as follows: December 31, 2018 2017 (In thousands) Deferred tax assets: Post-retirement benefit obligation $ 17,053 $ 23,297 Expenses currently not deductible 77,888 69,039 Net operating loss carryforward 153,967 142,700 Tax credit carryforward 22,805 4,148 Depreciation and amortization 11,560 10,001 Other 45,131 36,733 Valuation allowance (148,023 ) (155,179 ) Deferred tax assets, net $ 180,381 $ 130,739 Deferred tax liabilities: Depreciation and amortization $ (263,324 ) $ (271,359 ) U.K. and other foreign benefit obligation (19,514 ) (11,317 ) Inventory (11,891 ) (12,109 ) Outside basis differences and other (104,886 ) (118,974 ) Total deferred tax liabilities $ (399,615 ) $ (413,759 ) Total deferred tax liabilities, net $ (219,234 ) $ (283,020 ) The Company evaluates the recoverability of its deferred tax assets on a jurisdictional basis by considering whether deferred tax assets will be realized on a more likely than not basis. To the extent a portion or all of the applicable deferred tax assets do not meet the more likely than not threshold, a valuation allowance is recorded. During the year ended December 31, 2018 , the valuation allowance decreased from $155.2 million to $148.0 million with a net decrease of $7.0 million recognized in (Benefit) provision for income taxes , $2.4 million increase attributed to an acquired company, a $4.9 million increase due to reclassifications and a $7.4 million decrease related to changes in foreign currency rates. Consideration was given to tax planning strategies and future taxable income as to how much of the relevant deferred tax asset could be realized on a more likely than not basis. The Company has U.S. net operating loss carryforwards of $14.9 million expiring in years 2022 through 2033. The Company’s ability to use these various carryforwards to offset any taxable income generated in future taxable periods may be limited under Section 382 and other federal tax provisions. At December 31, 2018 the Company also has $661.0 million foreign net operating loss carryforwards primarily in Brazil, Czech Republic, France, Germany, India, the Netherlands, Sweden, and the United Kingdom that may subject to local tax restrictive limitations including changes in ownership. Generally, the foreign net operating losses can be carried forward indefinitely, except in the Czech Republic, India and the Netherlands where they will expire between 2019 and 2027. The Company has U.S. foreign tax and R&D tax credits that may be used to offset U.S. tax in previous or future tax periods subject to Section 382 and other federal provisions. The Company’s $8.4 million foreign tax credit can be carried back one year and can be carried forward to tax years through 2026-2027. The Company’s $1.4 million R&D credit can be carried back one year and can be carried forward to tax years through 2036-2037. The Company also has approximately $7 million of minimum tax credit carryforward which may offset the regular tax liability for any taxable year after 2017 or are refundable through 2022. For the year ended December 31, 2017, after accounting for the Tax Act provisional amounts, all undistributed earnings of the Company’s foreign subsidiaries, which are indefinitely reinvested outside the U.S., were provisionally estimated to be $533.0 million . The Company’s assessment of the amount of deferred tax liability that would have been recognized had such earnings not been indefinitely reinvested is not reasonably determinable. The Company records a liability for unrecognized income tax benefits for the amount of benefit included in its previously filed income tax returns and in its financial results expected to be included in income tax returns to be filed for periods through the date of its Consolidated Financial Statements for income tax positions for which it is more likely than not that a tax position will not be sustained upon examination by the respective taxing authority. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (inclusive of associated interest and penalties): (In thousands) Balance, December 31, 2015 $ 52,878 Addition for tax positions taken in prior periods 6,552 Addition for tax positions taken in the current period 1,418 Reductions related to settlements with taxing authorities (53 ) Reductions resulting from a lapse of applicable statute of limitations (2,195 ) Other, including the impact of foreign currency translation 608 Balance, December 31, 2016 $ 59,208 Addition for tax positions taken in prior periods 1,521 Addition for tax positions taken in the current period 424 Reductions related to settlements with taxing authorities (10,708 ) Reductions resulting from a lapse of applicable statute of limitations (3,677 ) Other, including the impact of foreign currency translation and U.S. tax rate changes (5,750 ) Balance, December 31, 2017 $ 41,018 Addition for tax positions taken in prior periods 2,525 Addition for tax positions taken in the current period 240 Reductions related to settlements with taxing authorities (461 ) Reductions resulting from a lapse of applicable statute of limitations (4,477 ) Other, including the impact of foreign currency translation and U.S. tax rate changes (1,224 ) Balance, December 31, 2018 $ 37,621 The Company is routinely examined by tax authorities around the world. Tax examinations remain in process in multiple countries, including but not limited to Sweden, Germany, Indonesia, the Netherlands, Mexico, Brazil and various U.S. states. The Company files numerous group and separate tax returns in U.S. federal and state jurisdictions, as well as international jurisdictions. In the U.S., tax years dating back to 2006 remain subject to examination, due to tax attributes available to be carried forward to open or future tax years. With some exceptions, other major tax jurisdictions generally are not subject to tax examinations for years beginning before 2012. The Company’s total unrecognized tax benefits were $37.6 million and $41.0 million as of December 31, 2018 and 2017 , respectively, inclusive of $4.1 million and $5.4 million respectively, of interest and penalties. The Company records interest and penalties on uncertain tax positions as a component of (Benefit) provision for income taxes , which was $1.1 million , $1.3 million and $2.7 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. Due to the difficulty in predicting with reasonable certainty when tax audits will be fully resolved and closed, the range of reasonably possible significant increases or decreases in the liability for unrecognized tax benefits that may occur within the next 12 months is difficult to ascertain. Currently, the Company estimates that it is reasonably possible that the expiration of various statutes of limitations, resolution of tax audits and court decisions may reduce its tax expense in the next 12 months up to $2.0 million . |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets Disclosure [Text Block] | Goodwill and Intangible Assets The following table summarizes the activity in Goodwill, by segment during the years ended December 31, 2018 and 2017 : Air and Gas Handling Fabrication Technology Total (In thousands) Balance, January 1, 2017 $ 1,053,543 $ 1,297,453 $ 2,350,996 Goodwill attributable to acquisitions 107,024 74,180 181,204 Goodwill impairment (150,200 ) — (150,200 ) Impact of foreign currency translation 97,805 58,739 156,544 Balance, December 31, 2017 1,108,172 1,430,372 2,538,544 Goodwill attributable to acquisitions (1) 32,214 113,354 145,568 Impact of foreign currency translation (61,642 ) (45,853 ) (107,495 ) Balance, December 31, 2018 $ 1,078,744 $ 1,497,873 $ 2,576,617 Accumulated goodwill impairment as of December 31, 2018 $ (150,200 ) $ — $ (150,200 ) (1) Includes purchase accounting adjustments associated with acquisitions discussed in Note 5, “Acquisitions”. The following table summarizes the Company’s Intangible assets, excluding Goodwill: December 31, 2018 2017 Gross Accumulated Gross Accumulated (In thousands) Trade names – indefinite life $ 383,785 $ — $ 407,167 $ — Acquired customer relationships 672,145 (216,932 ) 622,893 (184,100 ) Acquired technology 182,249 (75,172 ) 170,453 (62,491 ) Software 110,356 (78,285 ) 100,098 (71,010 ) Acquired backlog 3,578 (3,578 ) 10,398 (2,600 ) Other intangible assets 62,018 (27,251 ) 48,695 (22,300 ) $ 1,414,131 $ (401,218 ) $ 1,359,704 $ (342,501 ) Amortization expense related to intangible assets was included in the Consolidated Statements of Income as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Selling, general and administrative expense $ 88,080 $ 71,119 $ 57,365 See Note 2, “Summary of Significant Accounting Policies” for discussion regarding impairment of Intangible assets. As of December 31, 2018 , total amortization expense for intangible assets is expected to be $68.5 million , $67.2 million , $64.5 million , $58.0 million and $51.2 million for the years ending December 31, 2019 , 2020 , 2021 , 2022 and 2023 , respectively. |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | Property, Plant and Equipment, Net December 31, Depreciable Life 2018 2017 (In years) (In thousands) Land n/a $ 41,372 $ 47,584 Buildings and improvements 5-40 296,309 322,431 Machinery and equipment 3-15 483,519 495,366 821,200 865,381 Accumulated depreciation (317,856 ) (312,579 ) Property, plant and equipment, net $ 503,344 $ 552,802 Depreciation expense, including the amortization of assets recorded under capital leases, for the years ended December 31, 2018 , 2017 and 2016 , was $53.8 million , $52.3 million and $52.5 million , respectively. Impairment of fixed assets recorded for the years ended December 31, 2018 , 2017 and 2016 was $6.4 million , $30.9 million and $3.4 million , respectively. |
Inventories, Net
Inventories, Net | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory Disclosure [Text Block] | Inventories, Net Inventories, net consisted of the following: December 31, 2018 2017 (In thousands) Raw materials $ 165,738 $ 141,827 Work in process 88,860 74,704 Finished goods 283,067 250,364 537,665 466,895 Less: customer progress payments — (2,308 ) Less: allowance for excess, slow-moving and obsolete inventory (41,130 ) (34,960 ) Inventories, net $ 496,535 $ 429,627 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Debt Long-term debt consisted of the following: December 31, 2018 2017 (In thousands) Senior unsecured notes $ 395,420 $ 414,862 Term loans 485,959 615,095 Revolving credit facilities and other 317,363 31,114 Total debt 1,198,742 1,061,071 Less: current portion (6,334 ) (5,766 ) Long-term debt $ 1,192,408 $ 1,055,305 DB Credit Agreement On June 5, 2015, the Company entered into a credit agreement (the “DB Credit Agreement”) by and among the Company, as the borrower, certain U.S. subsidiaries of the Company identified therein, as guarantors, each of the lenders party thereto and Deutsche Bank AG New York Branch, as administrative agent, swing line lender and global coordinator. The proceeds of the loans under the DB Credit Agreement were used by the Company to repay in full balances under its preexisting credit agreement, as well as for working capital and general corporate purposes. The DB Credit Agreement consists of an initial term loan in the aggregate amount of $750.0 million (the “Term Loan”) and a revolving credit facility (the “Revolver”) with a commitment capacity of $1.3 billion , each of which had an initial maturity term of five years. The Revolver contains a $50.0 million swing line loan sub-facility. The Term Loan and the Revolver bear interest, at the election of the Company, at either the base rate (as defined in the DB Credit Agreement) or the Eurocurrency rate (as defined in the DB Credit Agreement), in each case, plus the applicable interest rate margin. The applicable interest rate margin is based upon either, whichever results in the lower applicable interest rate margin (subject to certain exceptions), the Company’s total leverage ratio and the corporate family rating of the Company as determined by Standard & Poor’s and Moody’s (ranging from 1.25% to 2.00% , in the case of the Eurocurrency margin, and 0.25% to 1.00% , in the case of the base rate margin). Swing line loans bear interest at the applicable rate, as specified under the terms of the DB Credit Agreement, based upon the currency borrowed. As of December 31, 2018 , the weighted-average interest rate of borrowings under the DB Credit Agreement was 3.92% , excluding accretion of original issue discount and amortization of deferred financing fees, and there was $1.1 billion available on the revolving credit facility. The Company intends to repay the existing Term Loan Facility and the Revolver with the proceeds of the New Credit Facility (as described below), at which time the Term Loan Facility and Revolver will be terminated. Euro Notes On April 19, 2017 , the Company issued senior unsecured notes with an aggregate principal amount of €350 million (the “Euro Notes”). The Euro Notes are due in April 2025 and have an interest rate of 3.25% . The proceeds from the Euro Notes offering were used to repay borrowings under our DB Credit Agreement and bilateral credit facilities totaling €283.5 million , as well as for general corporate purposes, and are guaranteed by certain of our domestic subsidiaries (the “Guarantees”). In conjunction with the issuance of the senior unsecured notes, the Company recorded $6.0 million of deferred financing fees. The Euro Notes and the Guarantees have not been, and will not be, registered under the Securities Act of 1933, as amended (the "Securities Act"), and are listed on the Irish stock exchange. In total, the Company had an original issue discount of $1.5 million and deferred financing fees of $6.9 million included in its Consolidated Balance Sheet as of December 31, 2018 , which will be accreted to Interest expense primarily using the effective interest method, over the life of the applicable debt agreement. New Term Loan Facilities and New Revolving Credit Facility On December 17, 2018, the Company entered into a credit agreement (the “New Credit Facility”) by and among the Company, as the borrower, certain U.S. subsidiaries of the Company identified therein, as guarantors, each of the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Credit Suisse Loan Funding LLC, as syndication agent, and the co-documentation agents named therein. The New Credit Facility consists of a revolving credit facility which totals $1.3 billion in commitments (the “New Revolver”) and a Term A-1 loan in an aggregate amount of $1.2 billion (the “Five Year Term Loan”), each of which matures in five years , and a Term A-2 loan in an aggregate amount of $500 million , which matures in two years (the “Two Year Term Loan” and, together with the Five Year Term Loan, the “New Term Loan Facilities”). The New Revolver contains a $50 million swing line loan sub-facility. The initial credit extensions under the New Credit Facility will only be made available to the Company, subject to certain conditions precedent, on the date of consummation of the DJO acquisition. The proceeds of such initial credit extensions shall be used on such date (i) to replace the commitments, and repay in full amounts outstanding, under the DB Credit Agreement, (ii) to pay the consideration payable by the Company in connection with the DJO acquisition, and (iii) for fees and expenses related to the foregoing. Following the consummation of the DJO acquisition, credit extensions under the New Revolver will be used for working capital and general corporate purposes. If the conditions precedent to the funding of the initial credit extensions under the New Credit Facility (including, without limitation, the consummation of the DJO acquisition) are not satisfied prior to the earlier of (i) 5:00 p.m., New York City time, on May 24, 2019 and (ii) the date on which the merger agreement is terminated prior to closing of the DJO acquisition in accordance with the terms of the merger agreement, the maturity date for the New Revolver shall be deemed to have occurred and the commitments in respect of the New Term Loan Facilities shall automatically terminate. In such event, no proceeds under the New Credit Facility shall be made available to the Company and the New Credit Facility shall be terminated in accordance with its terms. The New Term Loan Facilities and the New Revolver will bear interest, at the Company’s election, at either the base rate (as defined in the New Credit Facility) or the Eurocurrency rate (as defined in the New Credit Facility), in each case, plus the applicable interest rate margin. The New Term Loan Facilities and the New Revolver will initially bear interest either at the Eurocurrency rate plus 1.75% or at the base rate plus 0.75% , and in future quarters will bear interest either at the Eurocurrency rate or the base rate plus the applicable interest rate margin based upon either, whichever results in the lower applicable interest rate margin (subject to certain exceptions), Colfax’s total leverage ratio and the Company’s corporate family rating as determined by Standard & Poor’s and Moody’s (ranging from 1.25% to 2.00% , in the case of the Eurocurrency margin, and 0.25% to 1.00% , in the case of the base rate margin). Each swing line loan denominated in dollars will bear interest at the base rate plus the applicable interest rate margin and each swing line loan denominated in any other currency available under the New Credit Facility will bear interest at the Eurocurrency rate plus the applicable interest rate margin. Certain of the Company’s U.S. subsidiaries have agreed to guarantee Colfax’s obligations under the New Credit Facility. The New Credit Facility contains customary covenants limiting the ability of Colfax and its subsidiaries to, among other things, incur debt or liens, merge or consolidate with others, dispose of assets, make investments or pay dividends. In addition, the New Credit Facility contains financial covenants requiring Colfax to maintain (subject to certain exceptions) (i) a maximum total leverage ratio, calculated as EBITDA (as defined in the New Credit Facility) divided by Consolidated Total Debt (as defined in the New Credit Facility) of, initially, 6.00 :1.00, with a step-down to 5.50 :1.00 at the end of the second and third fiscal quarters following the consummation of the DJO acquisition, 4.75 :1.00 at the end of the fourth and fifth fiscal quarters, 4.25 :1.00 at the end of the sixth fiscal quarter, 4.00 :1.00 at the end of the seventh fiscal quarter, and 3.50 :1.00 at the end of the eighth fiscal quarter, and (ii) a minimum interest coverage ratio of 3.00 :1:00. The New Credit Facility also contains a “springing” collateral provision, which will require the obligations under the New Credit Facility to be secured by substantially all personal property of Colfax and its U.S. subsidiaries, subject to customary exceptions, within an agreed period of time if Colfax’s total leverage ratio under the New Credit Facility is greater than or equal to 3.75 :1.00 for two consecutive fiscal quarters following the fourth fiscal quarter ending after consummation of the DJO acquisition. The New Credit Facility contains various events of default (including failure to comply with the covenants under the New Credit Facility and related agreements) and upon an event of default the lenders may, subject to various customary cure rights, require the immediate payment of all amounts outstanding under the New Term Loan Facilities and the New Revolver. Other Indebtedness In addition to the debt agreements discussed above, the Company is party to various bilateral credit facilities with a borrowing capacity of $271.9 million . As of December 31, 2018 , outstanding borrowings under these facilities total $71.0 million , with a weighted average borrowing rate of 3.59% . The Company is also party to letter of credit facilities with an aggregate capacity of $757.4 million . Total letters of credit of $344.1 million were outstanding as of December 31, 2018 . Additionally, to finance portions of the DJO acquisition, as well as for general corporate purposes, the Company completed two offerings as of the date of this filing: (1) an offering for $460 million of tangible equity units; and (2) an offering for $1 billion of senior unsecured notes. See Note 20 for additional information. Total Debt The contractual maturities of the Company’s debt as of December 31, 2018 are as follows (1) : (In thousands) 2019 $ 6,334 2020 798,529 2021 — 2022 — 2023 — Thereafter 400,108 Total contractual maturities 1,204,971 Debt discount (6,229 ) Total debt $ 1,198,742 (1) Represents scheduled payments required under the DB Credit Agreement through June 5, 2020 and the Euro Notes through April 15, 2025 , as well as the contractual maturities of other debt outstanding as of December 31, 2018 , and reflects management’s intention to repay scheduled maturities of the term loans outstanding with proceeds from the revolving Credit Facility. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Shareholders' Equity and Share-based Payments [Text Block] | Equity Share Repurchase Program On October 11, 2015, the Company’s Board of Directors authorized the repurchase of up to $100.0 million of the Company’s Common stock from time-to-time on the open market or in privately negotiated transactions, which were to be retired upon repurchase. The repurchase program was authorized until December 31, 2016 and did not obligate the Company to acquire any specific number of shares. The timing and amount of shares repurchased was determined by management based on its evaluation of market conditions and other factors. The repurchase program was conducted pursuant to SEC Rule 10b-18. During the years ended December 31, 2016 and 2015, the Company repurchased 1,000,000 shares and 986,279 shares, respectively, of its Common stock in open market transactions for $20.8 million and $27.4 million , respectively. The repurchase program expired as of December 31, 2016. On February 12, 2018 , the Company’s Board of Directors authorized the repurchase of up to $100 million of the Company’s Common stock from time-to-time on the open market or in privately negotiated transactions. The Board of Directors increased the repurchase authorization by an additional $100 million on June 6, 2018 . On July 19, 2018 , the Board of Directors increased the repurchase authorization by another $100 million . The timing, amount and method of shares repurchased is determined by management based on its evaluation of market conditions and other factors. During the year ended December 31, 2018 , the Company repurchased 6,449,425 shares of our Common stock in open market transactions for $200.0 million . Accumulated Other Comprehensive Loss The following table presents the changes in the balances of each component of Accumulated other comprehensive loss including reclassifications out of Accumulated other comprehensive loss for the years ended December 31, 2018 , 2017 and 2016 . All amounts are net of tax and noncontrolling interest. Accumulated Other Comprehensive Loss Components Net Unrecognized Pension And Other Post-Retirement Benefit Cost Foreign Currency Translation Adjustment Unrealized Gain (Loss) On Hedging Activities Changes in Fair Value of Available-for-Sale Securities Total (In thousands) Balance at January 1, 2016 $ (193,258 ) $ (528,620 ) $ 35,163 $ — $ (686,715 ) Other comprehensive income (loss) before reclassifications: Net actuarial gain 4,815 — — — 4,815 Foreign currency translation adjustment 2,620 (312,017 ) 722 — (308,675 ) Loss on long-term intra-entity foreign currency transactions — (22,530 ) — — (22,530 ) Gain on net investment hedges — — 18,537 — 18,537 Unrealized loss on cash flow hedges — — (789 ) — (789 ) Other comprehensive income (loss) before reclassifications 7,435 (334,547 ) 18,470 — (308,642 ) Amounts reclassified from Accumulated other comprehensive loss (1)(2) 4,634 2,378 — — 7,012 Net current period Other comprehensive income (loss) 12,069 (332,169 ) 18,470 — (301,630 ) Balance at December 31, 2016 $ (181,189 ) $ (860,789 ) $ 53,633 $ — $ (988,345 ) Other comprehensive income (loss) before reclassifications: Net actuarial gain 4,185 — — — 4,185 Foreign currency translation adjustment (5,689 ) 288,354 18 — 282,683 Unrealized gain on available-for-sale securities — — — 5,152 5,152 Loss on long-term intra-entity foreign currency transactions — (29,372 ) — — (29,372 ) Loss on net investment hedges — — (32,388 ) — (32,388 ) Unrealized gain on cash flow hedges — — 8,875 — 8,875 Other comprehensive (loss) income before reclassifications (1,504 ) 258,982 (23,495 ) 5,152 239,135 Amounts reclassified from Accumulated other comprehensive loss (1) 6,981 — — — 6,981 Divestiture-related recognition of pension and other post-retirement cost and foreign currency translation 91,374 76,483 — — 167,857 Net current period Other comprehensive income (loss) 96,851 335,465 (23,495 ) 5,152 413,973 Balance at December 31, 2017 $ (84,338 ) $ (525,324 ) $ 30,138 $ 5,152 $ (574,372 ) Other comprehensive income (loss) before reclassifications: Net actuarial gain 5,609 — — — 5,609 Foreign currency translation adjustment 1,145 (222,158 ) (424 ) — (221,437 ) Loss on long-term intra-entity foreign currency transactions — (5,507 ) — — (5,507 ) Gain on net investment hedges — — 16,745 — 16,745 Unrealized loss on cash flow hedges — — (2,153 ) — (2,153 ) Other comprehensive (loss) income before reclassifications 6,754 (227,665 ) 14,168 — (206,743 ) Amounts reclassified from Accumulated other comprehensive loss (1) 6,090 — — — 6,090 Net current period Other comprehensive income (loss) 12,844 (227,665 ) 14,168 — (200,653 ) Cumulative effect of accounting change — — — (5,152 ) (5,152 ) Balance at December 31, 2018 $ (71,494 ) $ (752,989 ) $ 44,306 $ — $ (780,177 ) (1) Included in the computation of net periodic benefit cost. See Note 15, “Defined Benefit Plans” for additional details. (2) Foreign currency translation adjustment reclassification is the result of deconsolidation of the Company’s Venezuelan operations during the year ended December 31, 2016. See Note 2, “Summary of Significant Accounting Policies” for further discussion. During the year ended December 31, 2018 , Noncontrolling interest decreased by $22.8 million as a result of Other comprehensive income, primarily due to foreign currency translation adjustments. During the years ended December 31, 2017 and 2016 , Noncontrolling interest increased by $16.0 million and $0.6 million , respectively, as a result of Other comprehensive loss, primarily due to foreign currency translation adjustment. Share-Based Payments On May 13, 2016, the Company adopted the Colfax Corporation 2016 Omnibus Incentive Plan (the “2016 Plan”) which replaced the Colfax Corporation 2008 Omnibus Incentive Plan dated April 21, 2008, as amended and restated on April 2, 2012. The 2016 Plan provides the Compensation Committee of the Company’s Board of Directors discretion in creating employee equity incentives. Awards under the 2016 Plan may be made in the form of stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, performance shares, performance units, and other stock-based awards. The Company measures and recognizes compensation expense related to share-based payments based on the fair value of the instruments issued. Stock-based compensation expense is generally recognized as a component of Selling, general and administrative expense in the Consolidated Statements of Income, as payroll costs of the employees receiving the awards are recorded in the same line item. The Company’s Consolidated Statements of Income reflect the following amounts related to stock-based compensation: Year Ended December 31, 2018 2017 2016 (In thousands) Stock-based compensation expense $ 25,103 $ 21,548 $ 19,020 Deferred tax benefit 3,418 7,079 6,271 As of December 31, 2018 , the Company had $31.3 million of unrecognized compensation expense related to stock-based awards that will be recognized over a weighted-average period of 0.9 years . The intrinsic value of awards exercised or issued upon vesting was $10.2 million , $12.3 million and $6.5 million during the years ended December 31, 2018 , 2017 and 2016 , respectively. Stock Options Under the 2016 Plan, the Company may grant options to purchase Common stock, with a maximum term of 10 years at a purchase price equal to the market value of the Company’s Common stock on the date of grant. Stock-based compensation expense for stock option awards is based upon the grant-date fair value using the Black-Scholes option pricing model. The Company recognizes compensation expense for stock option awards on a straight-line basis over the requisite service period of the entire award. The following table shows the weighted-average assumptions used to calculate the fair value of stock option awards using the Black-Scholes option pricing model, as well as the weighted-average fair value of options granted: Year Ended December 31, 2018 2017 2016 Expected period that options will be outstanding (in years) 4.54 4.78 4.95 Interest rate (based on U.S. Treasury yields at the time of grant) 2.65 % 1.92 % 1.41 % Volatility 31.89 % 32.15 % 42.50 % Dividend yield — — — Weighted-average fair value of options granted $ 10.37 $ 12.16 $ 9.47 During the years ended December 31, 2018, 2017 and 2016, expected volatility was estimated based on the historical volatility of the Company’s stock price. The Company considers historical data to estimate employee termination within the valuation model. Separate groups of employees that have similar historical exercise behavior are considered separately for valuation purposes. Since the Company has limited option exercise history, it has generally elected to estimate the expected life of an award based upon the Securities and Exchange Commission-approved “simplified method” noted under the provisions of Staff Accounting Bulletin No. 107 with the continued use of this method extended under the provisions of Staff Accounting Bulletin No. 110. Stock option activity is as follows: Number Weighted- Weighted- Aggregate (1) (In thousands) Outstanding at January 1, 2018 4,439,585 $ 38.68 Granted 1,001,239 33.39 Exercised (169,209 ) 27.78 Forfeited and expired (379,848 ) 44.93 Outstanding at December 31, 2018 4,891,767 $ 37.49 4.10 $ — Vested or expected to vest at December 31, 2018 4,821,964 $ 37.43 4.10 $ — Exercisable at December 31, 2018 2,226,507 $ 41.21 3.21 $ — (1) The aggregate intrinsic value is based upon the difference between the Company’s closing stock price at the date of the Consolidated Balance Sheet and the exercise price of the stock option for in-the-money stock options. The intrinsic value of outstanding stock options fluctuates based upon the trading value of the Company’s Common stock. Restricted Stock Units Under the 2016 Plan, the Compensation Committee of the Board of Directors may award performance-based restricted stock units (“PRSUs”), the vesting of which is contingent upon meeting various performance goals. The vesting of the stock units is determined based on whether the Company achieves the applicable performance criteria established by the Compensation Committee of the Board of Directors. If the performance criteria are satisfied, the units are subject to additional time vesting requirements as determined at the time of grant. Under the 2016 Plan, the Compensation Committee of the Board of Directors may award non-performance-based restricted stock units (“RSUs”) to select executives, employees and outside directors. The Compensation Committee determines the terms and conditions of each award, including the restriction period and other criteria applicable to the awards. Directors may also elect to defer their annual board fees into RSUs with immediate vesting. Delivery of the shares underlying these director restricted stock units is deferred until termination of the director’s service on the Company’s Board of Directors. The fair value of PRSUs and RSUs is equal to the market value of a share of Common stock on the date of grant and the related compensation expense is recognized ratably over the requisite service period and, for PRSUs, when it is expected that any of the performance criterion will be achieved. During the year ended December 31, 2018 , the Company granted certain employees PRSUs, the vesting of which is based on the Company’s total shareholder return (“TSR”) ranking among a peer group over a three-year performance period. The awards also have a service requirement that equals to the respective performance periods. For these awards subject to market conditions, a binomial-lattice model (i.e., Monte Carlo simulation model) is used to calculate the fair value at grant date. The related compensation expense is recognized, on a straight-line basis, over the vesting period. The activity in the Company’s PRSUs and RSUs is as follows: PRSUs RSUs Number Weighted- Number Weighted- Nonvested at January 1, 2018 648,673 $ 35.17 515,799 $ 35.03 Granted 138,580 33.92 224,804 32.92 Vested (111,804 ) 35.85 (190,404 ) 35.55 Forfeited and expired (28,286 ) 33.00 (54,729 ) 34.22 Nonvested at December 31, 2018 647,163 $ 34.88 495,470 $ 33.96 The fair value of shares vested during the years ended December 31, 2018 , 2017 and 2016 was $10.0 million , $7.3 million and $6.5 million , respectively. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Accrued Liabilities [Abstract] | |
Accrued Liabilities Disclosure [Text Block] | Accrued Liabilities Accrued liabilities in the Consolidated Balance Sheets consisted of the following: December 31, 2018 2017 (In thousands) Accrued payroll $ 110,563 $ 98,132 Accrued taxes 67,273 53,939 Accrued asbestos-related liability 56,045 50,311 Warranty liability - current portion 36,581 32,428 Accrued restructuring liability - current portion 28,600 12,509 Accrued third-party commissions 18,631 14,014 Other 87,344 97,299 Accrued liabilities $ 405,037 $ 358,632 Accrued Restructuring Liability The Company’s restructuring programs include a series of restructuring actions to reduce the structural costs of the Company. A summary of the activity in the Company’s restructuring liability included in Accrued liabilities and Other liabilities in the Consolidated Balance Sheets is as follows: Year Ended December 31, 2018 Balance at Beginning of Period Provisions Payments Foreign Currency Translation Balance at End of Period (3) (In thousands) Restructuring and other related charges: Air and Gas Handling : Termination benefits (1) $ 12,038 $ 42,101 $ (30,834 ) $ (605 ) $ 22,700 Facility closure costs (2) (217 ) 2,851 (2,333 ) 124 425 11,821 44,952 (33,167 ) (481 ) 23,125 Non-cash charges (2) 3,657 48,609 Fabrication Technology: Termination benefits (1) 660 13,333 (8,513 ) 14 5,494 Facility closure costs (2) 42 10,217 (9,596 ) (1 ) 662 702 23,550 (18,109 ) 13 6,156 Non-cash charges (2) 5,509 29,059 Corporate and Other: Facility closure costs (2) 84 18 (102 ) — — 84 18 (102 ) — — Total $ 12,607 68,520 $ (51,378 ) $ (468 ) $ 29,281 Non-cash charges (2) 9,166 $ 77,686 (1) Includes severance and other termination benefits, including outplacement services. (2) Includes the cost of relocating associates, relocating equipment and lease termination expense in connection with the closure of facilities. During the year ended December 31, 2018 , the Company recorded a $5.5 million non-cash impairment charge for facilities in our Fabrication Technology segment and a $3.7 million non-cash impairment charge for facilities in our Air and Gas Handling segment as part of Corporate approved restructuring activities. (3) As of December 31, 2018 , $28.6 million and $0.7 million of the Company’s restructuring liability was included in Accrued liabilities and Other liabilities, respectively. Year Ended December 31, 2017 Balance at Beginning of Period Provisions Payments Foreign Currency Translation Balance at End of Period (3) (In thousands) Restructuring and other related charges: Air and Gas Handling : Termination benefits (1) $ 4,855 $ 21,605 $ (14,929 ) $ 507 $ 12,038 Facility closure costs (2) 1,234 3,961 (5,397 ) (15 ) (217 ) 6,089 25,566 (20,326 ) 492 11,821 Non-cash charges 26,628 52,194 Fabrication Technology: Termination benefits (1) 3,712 5,590 (8,732 ) 90 660 Facility closure costs (2) 981 6,198 (7,150 ) 13 42 4,693 11,788 (15,882 ) 103 702 Non-cash charges 4,369 16,157 Corporate and Other: Facility closure costs (2) 203 — (133 ) 14 84 203 — (133 ) 14 84 Total $ 10,985 37,354 $ (36,341 ) $ 609 $ 12,607 Non-cash charges (2) 30,997 $ 68,351 (1) Includes severance and other termination benefits, including outplacement services. The Company recognizes the cost of involuntary termination benefits at the communication date or ratably over any remaining expected future service period. Voluntary termination benefits are recognized as a liability and an expense when employees accept the offer and the amount can be reasonably estimated. (2) Includes the cost of relocating associates, relocating equipment and lease termination expense in connection with the closure of facilities. (3) As of December 31, 2017 , $12.5 million and $0.1 million of the Company’s restructuring liability was included in Accrued liabilities and Other liabilities, respectively. |
Defined Benefit Plans Defined B
Defined Benefit Plans Defined Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | Defined Benefit Plans The Company sponsors various defined benefit plans, defined contribution plans and other post-retirement benefits plans, including health and life insurance, for certain eligible employees or former employees. The Company uses December 31 st as the measurement date for all of its employee benefit plans. In connection with the sale of the Fluid Handling business, the Buyer assumed the Fluid Handling liability for all foreign defined benefit plans specific to the Fluid Handling business, a portion of the U.S. defined benefit plan, and certain other postretirement obligations. Net benefit cost for the Fluid Handling business is included in Net income (loss) from discontinued operations, net of taxes, within the Consolidated Statements of Income. See Note 4, “Discontinued Operations” for further information. During the year ended December 31, 2017, the Company settled a foreign pension plan - Charter Pension Scheme (CPS) - in connection with a third-party buyout arrangement. As a result of the settlement, the Company is no longer responsible for any liabilities under CPS and a loss of $46.5 million was recognized for the year ended December 31, 2017. The following table summarizes the total changes in the Company’s pension and accrued post-retirement benefits and plan assets and includes a statement of the plans’ funded status: Pension Benefits Other Post-Retirement Benefits Year Ended December 31, Year Ended December 31, 2018 2017 2018 2017 (In thousands) Change in benefit obligation: Projected benefit obligation, beginning of year $ 957,269 $ 1,475,276 $ 15,289 $ 26,295 Acquisitions 52,544 42,830 — 310 Service cost 2,770 4,951 19 11 Interest cost 21,574 42,177 452 951 Plan amendment 3,800 19,389 — 35 Actuarial loss (gain) (74,513 ) 78,124 (727 ) 1,307 Foreign exchange effect (41,759 ) 82,425 (24 ) 6 Benefits paid (54,426 ) (93,009 ) (1,115 ) (1,875 ) Divestitures — (340,614 ) — (11,751 ) Settlements — (354,647 ) — — Other 86 367 (50 ) — Projected benefit obligation, end of year $ 867,345 $ 957,269 $ 13,844 $ 15,289 Accumulated benefit obligation, end of year $ 861,507 $ 947,803 $ 13,844 $ 15,289 Change in plan assets: Fair value of plan assets, beginning of year $ 904,346 $ 1,297,900 $ — $ — Acquisitions 40,231 36,538 — — Actual return on plan assets (32,654 ) 111,630 — — Employer contribution 35,229 35,996 1,115 1,875 Foreign exchange effect (43,145 ) 74,565 — — Benefits paid (54,426 ) (93,009 ) (1,115 ) (1,875 ) Divestitures — (204,673 ) — — Settlements — (354,647 ) — — Other 443 46 — — Fair value of plan assets, end of year $ 850,024 $ 904,346 $ — $ — Funded status, end of year $ (17,321 ) $ (52,923 ) $ (13,844 ) $ (15,289 ) Amounts recognized on the Consolidated Balance Sheet at December 31: Non-current assets $ 111,285 $ 65,060 $ — $ — Current liabilities (3,890 ) (4,171 ) (1,355 ) (1,507 ) Non-current liabilities (124,716 ) (113,812 ) (12,489 ) (13,782 ) Total $ (17,321 ) $ (52,923 ) $ (13,844 ) $ (15,289 ) The accumulated benefit obligation and fair value of plan assets for the pension plans with accumulated benefit obligations in excess of plan assets were $0.4 billion and $0.2 billion , respectively, as of December 31, 2018 and $0.4 billion and $0.2 billion , respectively, as of December 31, 2017 . The projected benefit obligation and fair value of plan assets for the pension plans with projected benefit obligations in excess of plan assets were $0.4 billion and $0.2 billion , respectively, as of December 31, 2018 and $0.4 billion and $0.2 billion , respectively, as of December 31, 2017 . The following table summarizes the changes in the Company’s foreign pension benefit obligation, which is determined based upon an employee’s expected date of separation, and plan assets, included in the table above, and includes a statement of the plans’ funded status: Foreign Pension Benefits Year Ended December 31, 2018 2017 (In thousands) Change in benefit obligation: Projected benefit obligation, beginning of year $ 729,393 $ 1,033,193 Acquisitions 52,544 42,830 Service cost 2,634 4,804 Interest cost 15,183 27,133 Plan amendments 3,800 19,389 Actuarial loss (gain) (61,995 ) 70,849 Foreign exchange effect (41,759 ) 82,425 Benefits paid (38,803 ) (60,510 ) Divestitures — (136,114 ) Settlements — (354,647 ) Other 87 41 Projected benefit obligation, end of year $ 661,084 $ 729,393 Accumulated benefit obligation, end of year $ 655,246 $ 719,927 Change in plan assets: Fair value of plan assets, beginning of year $ 717,085 $ 953,455 Acquisitions 40,231 36,538 Actual return on plan assets (11,093 ) 59,924 Employer contribution 27,040 35,815 Foreign exchange effect (43,145 ) 74,565 Benefits paid (38,803 ) (60,510 ) Divestitures — (28,102 ) Settlements — (354,647 ) Other 443 47 Fair value of plan assets, end of year $ 691,758 $ 717,085 Funded status, end of year $ 30,674 $ (12,308 ) Expected contributions to the Company’s pension and other post-employment benefit plans for the year ending December 31, 2019 , related to plans as of December 31, 2018 , are $14.4 million . The following benefit payments are expected to be paid during each respective fiscal year: Pension Benefits Other Post-Retirement Benefits All Plans Foreign Plans (In thousands) 2019 $ 54,344 $ 38,068 $ 1,355 2020 54,911 38,725 1,198 2021 55,838 39,907 1,066 2022 57,053 41,404 1,004 2023 56,862 41,511 930 2024- 2027 294,036 223,629 4,257 The Company’s primary investment objective for its pension plan assets is to provide a source of retirement income for the plans’ participants and beneficiaries. The assets are invested with the goal of preserving principal while providing a reasonable real rate of return over the long term. Diversification of assets is achieved through strategic allocations to various asset classes. Actual allocations to each asset class vary due to periodic investment strategy changes, market value fluctuations, the length of time it takes to fully implement investment allocation positions, and the timing of benefit payments and contributions. The asset allocation is monitored and rebalanced as required, as frequently as on a quarterly basis in some instances. The following are the actual and target allocation percentages for the Company’s pension plan assets: Actual Asset Allocation 2018 2017 Allocation U.S. Plans: Equity securities: U.S. 40 % 44 % 30% - 45% International 16 % 16 % 10% - 20% Fixed income 41 % 39 % 30% - 50% Other 2 % — % 0% - 20% Cash and cash equivalents 1 % 1 % 0% - 5% Foreign Plans: Equity securities 11 % 31 % 0% - 40% Fixed income securities 70 % 60 % 60% - 90% Cash and cash equivalents 7 % 1 % 0% - 25% Other 12 % 8 % 0% - 15% A summary of the Company’s pension plan assets for each fair value hierarchy level for the periods presented follows (see Note 16, “Financial Instruments and Fair Value Measurements” for further description of the levels within the fair value hierarchy): December 31, 2018 Measured at Net Asset Value (1) Level Level Level (In thousands) U.S. Plans: Cash and cash equivalents $ — $ 1,122 $ — $ — 1,122 Equity securities: U.S. large cap 40,764 — — — 40,764 U.S. small/mid cap 16,387 7,047 — — 23,434 International 24,649 — — — 24,649 Fixed income mutual funds: U.S. government and corporate 64,414 — — — 64,414 Other (2) — 3,883 — — 3,883 Foreign Plans: Cash and cash equivalents — 47,801 — — 47,801 Equity securities — 79,000 — — 79,000 Non-U.S. government and corporate bonds — 485,575 1,590 — 487,165 Other (2) — 308 77,484 — 77,792 $ 146,214 $ 624,736 $ 79,074 $ — $ 850,024 (1) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient (the “NAV”) have not been classified in the fair value hierarchy. These investments, consisting of common/collective trusts, are valued using the NAV provided by the Trustee. The NAV is based on the underlying investments held by the fund, that are traded in an active market, less its liabilities. These investments are able to be redeemed in the near-term. (2) Represents diversified portfolio funds, reinsurance contracts and money market funds. December 31, 2017 Measured at Net Asset Value (1) Level Level Level (In thousands) U.S. Plans: Cash and cash equivalents — 1,591 — — 1,591 Equity securities: U.S. large cap 49,351 — — — 49,351 U.S. small/mid cap 20,396 13,360 — — 33,756 International 29,236 — — — 29,236 Fixed income mutual funds: U.S. government and corporate 72,313 — — — 72,313 Other (2) — 1,015 — — 1,015 Foreign Plans: Cash and cash equivalents — 3,636 — — 3,636 Equity securities 78,681 142,152 — — 220,833 Non-U.S. government and corporate bonds — 430,546 2,077 — 432,623 Other (2) — 573 59,419 — 59,992 $ 249,977 $ 592,873 $ 61,496 $ — $ 904,346 (1) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient (the “NAV”) have not been classified in the fair value hierarchy. These investments, consisting primarily of common/collective trusts, are valued using the NAV provided by the Trustee. The NAV is based on the underlying investments held by the fund, that are traded in an active market, less its liabilities. These investments are able to be redeemed in the near-term. (2) Represents diversified portfolio funds, reinsurance contracts and money market funds. The following table sets forth the components of net periodic benefit cost and Other comprehensive loss of the Company’s defined benefit pension plans and other post-retirement employee benefit plans: Pension Benefits Other Post-Retirement Benefits Year Ended December 31, Year Ended December 31, 2018 2017 2016 2018 2017 2016 (In thousands) Components of Net Periodic Benefit Cost: Service cost $ 2,770 $ 4,951 $ 4,059 $ 19 $ 11 $ 39 Interest cost 21,574 42,177 51,638 452 951 1,038 Amortization 4,282 10,660 8,334 (28 ) (839 ) (407 ) Settlement loss (gain) (39 ) 46,933 48 — — — Divestitures loss (gain) — (17,858 ) — — (13,744 ) — Other (458 ) — 37 — 207 — Expected return on plan assets (29,306 ) (48,484 ) (57,169 ) — — — Net periodic benefit cost $ (1,177 ) $ 38,379 $ 6,947 $ 443 $ (13,414 ) $ 670 Change in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Loss: Current year net actuarial (gain) loss $ (11,816 ) $ 19,193 $ (9,523 ) $ (723 ) $ 1,307 $ (5,689 ) Current year prior service cost 3,800 19,389 — — 35 — Less amounts included in net periodic benefit cost: Amortization of net loss (4,330 ) (10,682 ) (8,362 ) 31 971 655 Settlement/divestiture/other (gain) loss 39 (163,199 ) (74 ) — 1,787 — Amortization of prior service cost 48 23 28 (3 ) (132 ) (248 ) Total recognized in Other comprehensive loss $ (12,259 ) $ (135,276 ) $ (17,931 ) $ (695 ) $ 3,968 $ (5,282 ) Net periodic benefit cost of $0.0 million , $7.7 million and $7.1 million for the years ended December 31, 2018 , 2017 and 2016 , respectively, are included in Loss (income) from discontinued operations. Each component of Net periodic benefit cost from continuing operations, with the exception of Settlement loss (gain), is included in Selling, general and administrative expense. The following table sets forth the components of net periodic benefit cost and Other comprehensive loss of the foreign defined benefit pension plans, included in the table above: Foreign Pension Benefits Year Ended December 31, 2018 2017 2016 (In thousands) Components of Net Periodic Benefit Cost: Service cost $ 2,634 $ 4,804 $ 3,881 Interest cost 15,183 27,133 34,298 Amortization 1,039 4,229 1,870 Settlement loss (gain) (39 ) 45,110 48 Divestitures loss (gain) — (56,798 ) — Other (458 ) — 37 Expected return on plan assets (18,310 ) (27,714 ) (32,596 ) Net periodic benefit cost $ 49 $ (3,236 ) $ 7,538 Change in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Loss: Current year net actuarial loss (gain) $ (31,854 ) $ 42,854 $ 4,867 Current year prior service cost 3,800 19,389 — Less amounts included in net periodic benefit cost: Amortization of net loss (1,087 ) (4,251 ) (1,898 ) Settlement/divestiture/other (gain) loss 39 (96,331 ) (74 ) Amortization of prior service cost 48 23 28 Total recognized in Other comprehensive loss $ (29,054 ) $ (38,316 ) $ 2,923 The components of net unrecognized pension and other post-retirement benefit cost included in Accumulated other comprehensive loss in the Consolidated Balance Sheets that have not been recognized as a component of net periodic benefit cost are as follows: Pension Benefits Other Post-Retirement December 31, December 31, 2018 2017 2018 2017 (In thousands) Net actuarial loss (gain) $ 69,912 $ 86,018 $ (3,295 ) $ (2,603 ) Prior service cost 3,671 — — 3 Total $ 73,583 $ 86,018 $ (3,295 ) $ (2,600 ) The components of net unrecognized pension and other post-retirement benefit cost included in Accumulated other comprehensive loss in the Consolidated Balance Sheet that are expected to be recognized as a component of net periodic benefit cost during the year ending December 31, 2019 are as follows: Pension Benefits Other Post- (In thousands) Net actuarial loss (gain) $ 3,380 $ (155 ) Prior service cost 186 — Total $ 3,566 $ (155 ) The key economic assumptions used in the measurement of the Company’s pension and other post-retirement benefit obligations are as follows: Pension Benefits Other Post-Retirement December 31, December 31, 2018 2017 2018 2017 Weighted-average discount rate: All plans 3.0 % 2.6 % 4.0 % 3.4 % Foreign plans 2.7 % 2.4 % 8.9 % — Weighted-average rate of increase in compensation levels for active foreign plans 1.8 % 2.1 % — — The key economic assumptions used in the computation of net periodic benefit cost are as follows: Pension Benefits Other Post-Retirement Benefits Year Ended December 31, Year Ended December 31, 2018 2017 2016 2018 2017 2016 Weighted-average discount rate: All plans 2.6 % 2.9 % 3.6 % 3.4 % 3.9 % 4.0 % Foreign plans 2.4 % 2.6 % 3.5 % 7.9 % — — Weighted-average expected return on plan assets: All plans 3.8 % 4.1 % 4.8 % — — — Foreign plans 3.2 % 3.3 % 4.1 % — — — Weighted-average rate of increase in compensation levels for active foreign plans 2.1 % 1.6 % 1.5 % — — — In determining discount rates, the Company utilizes the single discount rate equivalent to discounting the expected future cash flows from each plan using the yields at each duration from a published yield curve as of the measurement date. For measurement purposes, a weighted-average annual rate of increase in the per capita cost of covered health care benefits of 6.1% was assumed. The rate was assumed to decrease gradually to 4.50% by 2027 and remain at that level thereafter for benefits covered under the plans. The expected long-term rate of return on plan assets was based on the Company’s investment policy target allocation of the asset portfolio between various asset classes and the expected real returns of each asset class over various periods of time that are consistent with the long-term nature of the underlying obligations of these plans. Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plan. A one-percentage point change in assumed health care cost trend rates would have the following pre-tax effects: 1% Increase 1% Decrease (In thousands) Effect on total service and interest cost components for the year ended December 31, 2018 $ 29 $ (24 ) Effect on post-retirement benefit obligation at December 31, 2018 787 (669 ) The Company maintains defined contribution plans covering certain union and non-union employees. The Company’s expense for the years ended December 31, 2018 , 2017 and 2016 was $25.1 million , $29.0 million and $22.9 million , respectively. Total expense included in (Loss) income from discontinued operations for the years ended December 31, 2018 , 2017 and 2016 was $0.0 million , $3.1 million and $2.8 million . |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Financial Instruments and Fair Value Measurements [Abstract] | |
Fair Value Assets and Liabilities Measured On Recurring and Nonrecurring Basis [Text Block] | Financial Instruments and Fair Value Measurements The Company utilizes fair value measurement guidance prescribed by accounting standards to value its financial instruments. The guidance establishes a fair value hierarchy based on the inputs used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: Level One: Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets. Level Two: Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level Three: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying values of financial instruments, including Trade receivables, other receivables and Accounts payable, approximate their fair values due to their short-term maturities. The estimated fair value of the Company’s debt of $1.2 billion and $1.1 billion as of December 31, 2018 and 2017 , respectively, was based on current interest rates for similar types of borrowings and is in Level Two of the fair value hierarchy. The estimated fair values may not represent actual values of the financial instruments that could be realized as of the balance sheet date or that will be realized in the future. A summary of the Company’s assets and liabilities that are measured at fair value on a recurring basis for each fair value hierarchy level for the periods presented is as follows: December 31, 2018 Level Level Level Total (In thousands) Assets: Cash equivalents $ 5,388 $ — $ — $ 5,388 Short term investments — — — — Foreign currency contracts related to sales - designated as hedges — 283 — 283 Foreign currency contracts related to sales - not designated as hedges — 326 — 326 Foreign currency contracts related to purchases - designated as hedges — 1,146 — 1,146 Foreign currency contracts related to purchases - not designated as hedges — 325 — 325 Deferred compensation plans — 7,154 — 7,154 $ 5,388 $ 9,234 $ — $ 14,622 Liabilities: Foreign currency contracts related to sales - designated as hedges $ — $ 2,452 $ — $ 2,452 Foreign currency contracts related to sales - not designated as hedges — 133 — 133 Foreign currency contracts related to purchases - designated as hedges — 210 — 210 Foreign currency contracts related to purchases - not designated as hedges — 557 — 557 Deferred compensation plans — 7,154 — 7,154 $ — $ 10,506 $ — $ 10,506 December 31, 2017 Level Level Level Total (In thousands) Assets: Cash equivalents $ 24,083 $ — $ — $ 24,083 Short term investments — 149,608 — 149,608 Foreign currency contracts related to sales - designated as hedges — 3,287 — 3,287 Foreign currency contracts related to sales - not designated as hedges — 43 — 43 Foreign currency contracts related to purchases - designated as hedges — 493 — 493 Foreign currency contracts related to purchases - not designated as hedges — 1,038 — 1,038 Deferred compensation plans — 6,374 — 6,374 $ 24,083 $ 160,843 $ — $ 184,926 Liabilities: Foreign currency contracts related to sales - designated as hedges $ — $ 1,257 $ — $ 1,257 Foreign currency contracts related to sales - not designated as hedges — 740 — 740 Foreign currency contracts related to purchases - designated as hedges — 1,332 — 1,332 Foreign currency contracts related to purchases - not designated as hedges — 449 — 449 Deferred compensation plans — 6,374 — 6,374 $ — $ 10,152 $ — $ 10,152 There were no transfers in or out of Level One, Two or Three during the year ended December 31, 2018 and year ended December 31, 2017 . Cash Equivalents The Company’s cash equivalents consist of investments in interest-bearing deposit accounts and money market mutual funds which are valued based on quoted market prices. The fair value of these investments approximate cost due to their short-term maturities and the high credit quality of the issuers of the underlying securities. Short Term Investments The short term investments held by the Company as of December 31, 2017 were CIRCOR Shares received as part of the consideration for the sale of Fluid Handling. Pursuant to the Purchase Agreement, the Company was prohibited from transferring any of the CIRCOR Shares for a period of six months following the date of closing (the “Lock-up Period”). Using available market inputs, the shares were valued and given an appropriate discount rate reflecting the Lock-up Period. Derivatives The Company periodically enters into foreign currency, interest rate swap and commodity derivative contracts. As the Company has manufacturing sites throughout the world and sells its products globally, the Company is exposed to movements in the exchange rates of various currencies. As a result, the Company enters into cross currency swaps and forward contracts to mitigate this exchange rate risk. Additionally, to mitigate a portion of the foreign exchange risk associated with the translation of the net assets of foreign subsidiaries, the Company’s DB Credit Agreement includes debt denominated in Euro which has been designated as a net investment hedge. See Note 12, “Debt” for details. As the Company’s borrowings under the DB Credit Agreement include variable interest rates, the Company periodically enters into interest rate swap or collar agreements to mitigate interest rate risk. Commodity futures contracts are used to manage costs of raw materials used in the Company’s production processes. There were no changes during the periods presented in the Company’s valuation techniques used to measure asset and liability fair values on a recurring basis. Foreign Currency Contracts Foreign currency contracts are measured using broker quotations or observable market transactions in either listed or over-the-counter markets. The Company primarily uses foreign currency contracts to mitigate the risk associated with customer forward sale agreements denominated in currencies other than the applicable local currency, and to match costs and expected revenues where production facilities have a different currency than the selling currency. As of December 31, 2018 and 2017 , the Company had foreign currency contracts with the following notional values: December 31, 2018 2017 (In thousands) Foreign currency contracts sold - not designated as hedges $ 43,510 $ 37,143 Foreign currency contracts sold - designated as hedges 125,011 174,194 Foreign currency contracts purchased - not designated as hedges 75,102 103,975 Foreign currency contracts purchased - designated as hedges 45,211 59,055 Total foreign currency derivatives $ 288,834 $ 374,367 The Company recognized the following in its Consolidated Financial Statements related to its derivative instruments: Year Ended 2018 2017 2016 (In thousands) Contracts Designated as Hedges: Foreign Currency Contracts - related to customer sales contracts: Unrealized gain $ 1,169 $ 3,812 $ 1,847 Realized (loss) gain (4,730 ) 1,954 (4,771 ) Foreign Currency Contracts - related to supplier purchase contracts: Unrealized (loss) gain (56 ) 1,109 (1,269 ) Realized gain (loss) 1,674 (2,737 ) 2,570 Unrealized gain (loss) on net investment hedges (1) 16,745 (32,388 ) 18,537 Contracts Not Designated in a Hedge Relationship: Foreign Currency Contracts - related to customer sales contracts: Unrealized gain (loss) 890 (1,725 ) 1,464 Realized (loss) gain (1,083 ) 1,712 (285 ) Foreign Currency Contracts - related to supplier purchases contracts: Unrealized (loss) gain (820 ) 1,472 (1,095 ) Realized loss (407 ) (358 ) (653 ) (1) The unrealized gain (loss) on net investment hedges is attributable to the change in valuation of Euro denominated debt. Concentration of Credit Risk Financial instruments which potentially subject the Company to concentrations of credit risk consist primarily of trade accounts receivable. Concentrations of credit risk are considered to exist when there are amounts collectible from multiple counterparties with similar characteristics, which could cause their ability to meet contractual obligations to be similarly impacted by economic or other conditions. The Company performs credit evaluations of its customers prior to delivery or commencement of services and normally does not require collateral. Letters of credit are occasionally required when the Company deems necessary. Customers purchasing from our operations in China represented 23% of the Company’s Accounts receivable, net as of both December 31, 2018 and 2017 . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Commitments and Contingencies Asbestos and Other Product Liability Contingencies Certain subsidiaries are each one of many defendants in a large number of lawsuits that claim personal injury as a result of exposure to asbestos from products manufactured with components that are alleged to have contained asbestos. Such components were acquired from third-party suppliers, and were not manufactured by any of the Company’s subsidiaries nor were the subsidiaries producers or direct suppliers of asbestos. The manufactured products that are alleged to have contained asbestos generally were provided to meet the specifications of the subsidiaries’ customers, including the U.S. Navy. The subsidiaries settle asbestos claims for amounts the Company considers reasonable given the facts and circumstances of each claim. The annual average settlement payment per asbestos claimant has fluctuated during the past several years. The Company expects such fluctuations to continue in the future based upon, among other things, the number and type of claims settled in a particular period and the jurisdictions in which such claims arise. To date, the majority of settled claims have been dismissed for no payment. Pursuant to the Purchase Agreement from the Fluid Handling business divestiture, the Company retained its asbestos-related contingencies and insurance coverages. However, as the Company does not retain an interest in the ongoing operations of the business subject to the contingencies, asbestos-related activity is classified as part of (Loss) income from discontinuing operations, net of taxes in its Consolidated Statements of Income. Claims activity since December 31 related to asbestos claims is as follows: Year Ended 2018 2017 2016 (Number of claims) Claims unresolved, beginning of period (1) 17,737 20,567 20,583 Claims filed (2) 4,078 4,543 5,163 Claims resolved (3) (5,398 ) (7,373 ) (5,179 ) Claims unresolved, end of period 16,417 17,737 20,567 (In dollars) Average cost of resolved claims (4) $ 7,497 $ 6,154 $ 8,872 (1) Excludes claims filed by one legal firm that have been “administratively dismissed.” (2) Claims filed include all asbestos claims for which notification has been received or a file has been opened. (3) Claims resolved include all asbestos claims that have been settled, dismissed or that are in the process of being settled or dismissed based upon agreements or understandings in place with counsel for the claimants. (4) Excludes claims settled in Mississippi for which the majority of claims have historically been resolved for no payment and insurance recoveries. The Company has projected each subsidiary’s future asbestos-related liability costs with regard to pending and future unasserted claims based upon the Nicholson methodology. The Nicholson methodology is a standard approach used by experts and has been accepted by numerous courts. It is the Company’s policy to record a liability for asbestos-related liability costs for the longest period of time that it can reasonably estimate. The Company believes that it can reasonably estimate the asbestos-related liability for pending and future claims that will be resolved in the next 15 years and has recorded that liability as its best estimate. While it is reasonably possible that the subsidiaries will incur costs after this period, the Company does not believe the reasonably possible loss or a range of reasonably possible losses is estimable at the current time. Accordingly, no accrual has been recorded for any costs which may be paid after the next 15 years. Defense costs associated with asbestos-related liabilities as well as costs incurred related to litigation against the subsidiaries’ insurers are expensed as incurred. Each subsidiary has separate insurance coverage acquired prior to Company ownership of each independent entity. The Company has evaluated the insurance assets for each subsidiary based upon the applicable policy language and allocation methodologies, and law pertaining to the affected subsidiary’s insurance policies. One of the subsidiaries was notified in 2010 by the primary and umbrella carrier who had been fully defending and indemnifying the subsidiary for 20 years that the limits of liability of its primary and umbrella layer policies had been exhausted. The subsidiary has sought coverage from certain excess layer insurers whose terms and conditions follow form to the umbrella carrier, which parties’ dispute was resolved by the Delaware state courts during 2016. This litigation confirmed that asbestos-related costs should be allocated among excess insurers using an “all sums” allocation (which allows an insured to collect all sums paid in connection with a claim from any insurer whose policy is triggered, up to the policy’s applicable limits), that the subsidiary has rights to excess insurance policies purchased by a former owner of the business, and that, based on the September 12, 2016 ruling by the Delaware Supreme Court, the subsidiary has a right to immediately access the excess layer policies. Further, the Delaware Supreme Court ruled in the subsidiary’s favor on a “trigger of coverage” issue, holding that every policy in place during or after the date of a claimant’s first significant exposure to asbestos was “triggered” and potentially could be accessed to cover that claimant’s claim. The Court also largely affirmed and reversed in part some of the prior lower court rulings on defense obligations and whether payment of such costs erode policy limits or are payable in addition to policy limits. Based upon these rulings, the Company currently estimates that the subsidiary’s future expected recovery percentage is 94.7% of asbestos-related costs, with the subsidiary expected to be responsible for 5.3% of its future asbestos-related costs. Since approximately mid-2011, the Company had funded $162.2 million of the subsidiary’s asbestos-related defense and indemnity costs through December 31, 2018 , which it expects to recover from insurers. Based on the above-referenced court rulings, the Company requested that its insurers reimburse all of the $94.9 million that remained outstanding at the time of the ruling, and the Company currently expects to receive substantially all of that amount. As of December 31, 2018, $74.4 million of that amount was reimbursed. Certain of the excess insurers have advised the subsidiary that they are still reviewing cost data relating to the other unreimbursed amounts. The subsidiary also has requested that certain excess insurers provide ongoing coverage for future asbestos-related defense and/or indemnity costs. The insurers to which the vast majority of pending claims have been tendered have not yet responded to this request. To the extent any disagreements concerning excess insurers’ payment obligations under the Delaware Supreme Court’s rulings remain, they are expected to be resolved by Delaware court action, which is still pending and has been remanded to the Delaware Superior Court for any further proceedings. In the interim, and while not impacting the results of operations, the Company’s cash funding for future asbestos-related defense and indemnity costs for which it expects reimbursement from insurers could range up to $10 million per quarter. In 2003, another subsidiary filed a lawsuit against a large number of its insurers and its former parent to resolve a variety of disputes concerning insurance for asbestos-related bodily injury claims asserted against it. Court rulings in 2007 and 2009 clarified the insurers allocation methodology as mandated by the New Jersey courts, the allocation calculation related to amounts currently due from insurers, and amounts the Company expects to be reimbursed for asbestos-related costs incurred in future periods. A final judgment at the trial court level was rendered in 2011 and confirmed by the Appellate Division in 2014. In 2015, the New Jersey Supreme Court refused to grant certification of the appeals, effectively ending the matter. The subsidiary expects to be responsible for 21.5% of all future asbestos-related costs. During the year ended December 31, 2016 , the Company recorded an $8 million increase in asbestos-related liabilities due to higher settlement values per claim. The related insurance asset was accordingly increased $6.4 million , resulting in a net pre-tax charge of $1.6 million . During the year ended December 31, 2017 , the Company recorded an $8.3 million increase in asbestos-related liabilities due to higher settlement values per claim. The related insurance asset was accordingly increased $6.7 million , resulting in a net pre-tax charge of $1.6 million . During the year ended December 31, 2018 , the Company recorded a $5.9 million increase in asbestos-related liabilities due to the rate of filings and higher settlement values per claim, relating to timing of the mix of claims resolved. The related insurance asset was accordingly increased $4.8 million , resulting in a net pre-tax charge of $1.1 million . For all periods, the net pre-tax charge is included in (Loss) income from discontinued operations, net of taxes in the Consolidated Statements of Income. The Company’s Consolidated Balance Sheets included the following amounts related to asbestos-related litigation: December 31, 2018 2017 (In thousands) Long-term asbestos insurance asset (1) $ 278,662 $ 284,454 Long-term asbestos insurance receivable (1) 62,523 73,489 Accrued asbestos liability (2) 56,045 50,311 Long-term asbestos liability (3) 288,962 310,326 (1) Included in Other assets in the Consolidated Balance Sheets. (2) Represents current accruals for probable and reasonably estimable asbestos-related liability cost that the Company believes the subsidiaries will pay through the next 12 months, overpayments by certain insurers and unpaid legal costs related to defending themselves against asbestos-related liability claims and legal action against the Company’s insurers, which is included in Accrued liabilities in the Consolidated Balance Sheets. (3) Included in Other liabilities in the Consolidated Balance Sheets. Management’s analyses are based on currently known facts and a number of assumptions. However, projecting future events, such as new claims to be filed each year, the average cost of resolving each claim, coverage issues among layers of insurers, the method in which losses will be allocated to the various insurance policies, interpretation of the effect on coverage of various policy terms and limits and their interrelationships, the continuing solvency of various insurance companies, the amount of remaining insurance available, as well as the numerous uncertainties inherent in asbestos litigation could cause the actual liabilities and insurance recoveries to be higher or lower than those projected or recorded which could materially affect the Company’s financial condition, results of operations or cash flow. General Litigation The Company is also involved in various other pending legal proceedings arising out of the ordinary course of the Company’s business. None of these legal proceedings are expected to have a material adverse effect on the financial condition, results of operations or cash flow of the Company. With respect to these proceedings and the litigation and claims described in the preceding paragraphs, management of the Company believes that it will either prevail, has adequate insurance coverage or has established appropriate accruals to cover potential liabilities. Any costs that management estimates may be paid related to these proceedings or claims are accrued when the liability is considered probable and the amount can be reasonably estimated. There can be no assurance, however, as to the ultimate outcome of any of these matters, and if all or substantially all of these legal proceedings were to be determined adverse to the Company, there could be a material adverse effect on the financial condition, results of operations or cash flow of the Company. Minimum Lease Obligations The Company’s minimum obligations under non-cancelable operating leases are as follows: December 31, 2018 (In thousands) 2019 $ 35,476 2020 26,463 2021 20,133 2022 14,040 2023 11,430 Thereafter 30,402 Total $ 137,944 The Company’s operating leases extend for varying periods and, in some cases, contain renewal options that would extend the existing terms. During the years ended December 31, 2018 , 2017 and 2016 , the Company’s net rental expense related to operating leases was $38.5 million , $38.5 million and $34.8 million , respectively. Off-Balance Sheet Arrangements As of December 31, 2018 , the Company had $274.3 million of unconditional purchase obligations with suppliers, the majority of which is expected to be paid by December 31, 2019 . On February 5 , 2019, CFX Escrow Corporation issued two tranches of senior notes with aggregate principal amounts of $600 million (the “2024 Notes”) and $400 million (the “2026 Notes”) to finance a portion of the DJO acquisition. Upon closing of the DJO acquisition, the Company will assume all of CFX Escrow Corporation’s obligations under the 2024 Notes and 2026 Notes. See Note 12, “Debt” for further information. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | Segment Information The Company conducts its continuing operations through the Air and Gas Handling and Fabrication Technology operating segments, which also represent the Company’s reportable segments. ▪ Air and Gas Handling - a global supplier of centrifugal and axial fans, rotary heat exchangers, gas compressors, ventilation control systems and software, and aftermarket services; and ▪ Fabrication Technology - a global supplier of consumable products and equipment for use in the cutting, joining and automated welding of steels, aluminum and other metals and metal alloys. Certain amounts not allocated to the two reportable segments and intersegment eliminations are reported under the heading “Corporate and other.” The Company’s management evaluates the operating results of each of its reportable segments based upon Net sales and segment operating income (loss), which represents Operating income (loss) before restructuring and certain other charges. The Company’s segment results were as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Net sales: Air and Gas Handling $ 1,473,729 $ 1,362,902 $ 1,385,261 Fabrication Technology 2,193,083 1,937,282 1,800,492 Total Net sales $ 3,666,812 $ 3,300,184 $ 3,185,753 Segment operating income (loss) (1) : Air and Gas Handling $ 134,015 $ 126,205 $ 150,130 Fabrication Technology 249,934 224,362 195,435 Corporate and other (69,320 ) (53,432 ) (49,983 ) Total segment operating income $ 314,629 $ 297,135 $ 295,582 Depreciation, amortization and other impairment charges: Air and Gas Handling $ 67,756 $ 51,004 $ 53,222 Fabrication Technology 79,712 71,372 74,901 Corporate and other 1,495 1,316 704 Total depreciation, amortization and other impairment charges $ 148,963 $ 123,692 $ 128,827 Capital expenditures: Air and Gas Handling $ 27,859 $ 18,942 $ 18,784 Fabrication Technology 40,512 34,167 32,662 Corporate and other 1,275 277 3,595 Total capital expenditures $ 69,646 $ 53,386 $ 55,041 (1) The following is a reconciliation of Income (loss) before income taxes to segment operating income: Year Ended December 31, 2018 2017 2016 Income (loss) from continuing operations before income taxes $ 182,802 $ (11,986 ) $ 206,524 Loss on short term investments 10,128 — — Pension settlement (gain) loss (39 ) 46,933 48 Interest expense, net 44,052 41,137 30,276 Restructuring and other related charges 77,686 68,351 58,496 Goodwill and intangible asset impairment charge — 152,700 238 Segment operating income $ 314,629 $ 297,135 $ 295,582 December 31, 2018 2017 (In thousands) Investments in Equity Method Investees: Air and Gas Handling $ 6,902 $ 7,151 Fabrication Technology 32,909 41,754 $ 39,811 $ 48,905 Total Assets: Air and Gas Handling $ 2,730,734 $ 2,845,190 Fabrication Technology 3,435,862 3,291,205 Corporate and other 437,276 573,302 Total $ 6,603,872 $ 6,709,697 The detail of the Company’s operations by geography is as follows: Year Ended December 31, 2017 2016 2015 (In thousands) Net Sales by Origin (1) : United States $ 877,954 $ 782,200 $ 794,008 Foreign locations 2,788,858 2,517,984 2,391,745 Total Net sales $ 3,666,812 $ 3,300,184 $ 3,185,753 (1) The Company attributes revenues from external customers to individual countries based upon the country in which the sale was originated. December 31, 2018 2017 (In thousands) Property, Plant and Equipment, Net (1) : United States $ 109,650 $ 121,023 Germany 56,470 63,055 Czech Republic 68,637 61,281 India 49,804 57,387 China 51,927 55,455 Other Foreign Locations 166,856 194,601 Property, plant and equipment, net $ 503,344 $ 552,802 (1) As the Company does not allocate all long-lived assets, specifically intangible assets, to each individual country, evaluation of long-lived assets in total is impracticable. |
Selected Quarterly Data - (unau
Selected Quarterly Data - (unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Selected Quarterly Financial Information [Abstract] | |
Selected Quarterly Data - (unaudited) | Selected Quarterly Data—(unaudited) Provided below is selected unaudited quarterly financial data for the years ended December 31, 2018 and 2017 . Quarter Ended March 30, June 29, September 28, December 31, (1) (In thousands, except per share data) Net sales $ 880,925 $ 925,288 $ 875,373 $ 985,226 Gross profit 270,620 287,434 270,929 303,856 Net income from continuing operations 31,879 67,508 37,898 45,538 (Loss) income from discontinued operations, net of taxes (2,837 ) (25,729 ) (2,696 ) 2,912 Net income attributable to Colfax Corporation 24,535 38,457 31,310 45,894 Net income (loss) per share - basic Continuing operations $ 0.22 $ 0.52 $ 0.29 $ 0.37 Discontinued operations $ (0.02 ) $ (0.21 ) $ (0.02 ) $ 0.02 Consolidated operations $ 0.20 $ 0.31 $ 0.27 $ 0.39 Net income (loss) per share - diluted Continuing operations $ 0.22 $ 0.52 $ 0.29 $ 0.36 Discontinued operations $ (0.02 ) $ (0.21 ) $ (0.03 ) $ 0.02 Consolidated operations $ 0.20 $ 0.31 $ 0.26 $ 0.39 Quarter Ended March 31, (1) June 30, September 29, (1) December 31, (1) (In thousands, except per share data) Net sales $ 733,630 $ 847,962 $ 844,509 $ 874,083 Gross profit 239,829 258,064 263,899 267,683 Net income (loss) from continuing operations 38,390 41,864 49,622 (184,416 ) Income from discontinued operations, net of taxes 3,097 16,611 2,082 202,257 Net income attributable to Colfax Corporation 38,542 53,394 45,863 13,291 Net income (loss) per share - basic Continuing operations $ 0.29 $ 0.30 $ 0.36 $ (1.53 ) Discontinued operations $ 0.03 $ 0.13 $ 0.02 $ 1.64 Consolidated operations $ 0.31 $ 0.43 $ 0.37 $ 0.11 Net income (loss) per share - diluted Continuing operations $ 0.29 $ 0.30 $ 0.35 $ (1.53 ) Discontinued operations $ 0.03 $ 0.13 $ 0.02 $ 1.63 Consolidated operations $ 0.31 $ 0.43 $ 0.37 $ 0.11 (1) The sum of the net income per share amounts may not add due to rounding. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On January 11, 2019, the Company issued $460 million in tangible equity units. The Company offered 4 million of its 5.75% tangible equity units at the stated amount of $100 per unit. An option to purchase up to an additional 600,000 tangible equity units at the stated amount of $100 per unit was exercised in full at settlement. Total cash of $447.7 million was received upon closing, comprised of $377.8 million prepaid stock purchase contracts and $69.9 million of senior amortizing notes due January 2022. One or more entities affiliated with Mitchell Rales, the Chairman of our Board, or Steven Rales, one of our current stockholders, purchased 500,000 Units (representing an aggregate stated amount of $50 million ) in this offering at the public offering price for investment purposes. Unless the 4.6 million stock purchase contracts are redeemed by the Company or settled earlier at the unit holder’s option, they are mandatorily convertible into shares of our common stock at not less than 4.0 shares per purchase contract or more than 4.8054 shares per purchase contract on January 15, 2022. This corresponds to not less than 18.4 million shares and not more than 22.1 million shares at the maximum. On February 5 , 2019 the Company closed on a transaction in which $600 million of 6.0% senior notes due 2024 and $400 million of 6.375% senior notes due 2026 were issued by CFX Escrow Corporation, an unaffiliated special purpose finance entity established to issue the notes and incorporated in the State of Delaware. Upon closing of the DJO acquisition, the Company will assume the obligations of CFX Escrow Corporation under the notes and the notes will be guaranteed by each current and future subsidiary of the Company that guarantees its debt facilities. The net proceeds of $987.5 million will be used to finance a portion of the purchase price for the DJO acquisition. During 2019, a subsidiary of the Company initiated a tender to noncontrolling holders of shares of one if its subsidiaries under a general offer. The estimated amount to be paid to complete the tender is approximately $90 million , which will be financed by a combination of debt and cash on hand. This transaction is expected to be finalized during the first quarter of 2019. In February 2019, one of the Company’s foreign pension plans entered into an arrangement with a third party that is expected to result in the buyout of the plan’s future liabilities from the Company. The Company is currently evaluating the effect of this arrangement on its 2019 consolidated financial statements, including the potential for a pension settlement loss. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2018 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | Balance at Charged to Cost and (1) Charged to Other (2) Write-Offs Write-Downs and Foreign Balance at (In thousands) Year Ended December 31, 2018: Allowance for doubtful accounts $ 31,488 $ 13,258 $ — $ (7,381 ) $ (2,213 ) $ 35,152 Allowance for excess slow-moving and obsolete inventory 34,960 20,446 — (12,113 ) (2,163 ) 41,130 Valuation allowance for deferred tax assets 155,131 9,743 7,180 (16,706 ) (7,325 ) 148,023 Year Ended December 31, 2017: Allowance for doubtful accounts $ 29,005 $ 2,824 $ — $ (2,271 ) $ 1,930 $ 31,488 Allowance for excess slow-moving and obsolete inventory 34,625 5,510 — (6,440 ) 1,265 34,960 Valuation allowance for deferred tax assets 153,740 17,269 (1,562 ) (17,432 ) 3,116 155,131 Year Ended December 31, 2016: Allowance for doubtful accounts $ 27,582 $ 7,420 $ — $ (6,536 ) $ 539 $ 29,005 Allowance for excess slow-moving and obsolete inventory 28,352 22,764 — (16,492 ) 1 34,625 Valuation allowance for deferred tax assets 161,030 21,013 (1,751 ) (14,813 ) (11,739 ) 153,740 (1) Amounts charged to expense are net of recoveries for the respective period. (2) Represents amount charge to Accumulated other comprehensive loss and reclassifications to deferred tax asset accounts. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The Company’s Consolidated Financial Statements include the accounts of the Company and its subsidiaries. Less than wholly owned subsidiaries, including joint ventures, are consolidated when it is determined that the Company has a controlling financial interest, which is generally determined when the Company holds a majority voting interest. When protective rights, substantive rights or other factors exist, further analysis is performed in order to determine whether or not there is a controlling financial interest. The Consolidated Financial Statements reflect the assets, liabilities, revenues and expenses of consolidated subsidiaries and the noncontrolling parties’ ownership share is presented as a noncontrolling interest. All significant intercompany accounts and transactions have been eliminated. |
Equity Method Investments [Policy Text Block] | Equity Method Investments Investments in joint ventures, where the Company has a significant influence but not a controlling interest, are accounted for using the equity method of accounting. Investments accounted for under the equity method are initially recorded at the amount of the Company’s initial investment and adjusted each period for the Company’s share of the investee’s income or loss and dividends paid. All equity investments are reviewed periodically for indications of other than temporary impairment, including, but not limited to, significant and sustained decreases in quoted market prices or a series of historic and projected operating losses by investees. If the decline in fair value is considered to be other than temporary, an impairment loss is recorded and the investment is written down to a new carrying value. Investments in joint ventures acquired in a business combination are recognized in the opening balance sheet at fair value. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company accounts for revenue in accordance with Topic 606, “Revenue from Contracts with Customers,” which the Company adopted on January 1, 2018, using the full retrospective method. The Company recognizes revenue when control of promised goods or services is transferred to the customer. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled in exchange for transferring the goods or services. The nature of the Company’s contracts gives rise to certain types of variable consideration, including rebates, liquidated damages, and other discounts. The Company includes estimated amounts of variable consideration in the transaction price to the extent that it is probable there will not be a significant reversal of revenue. Estimates are based on historical or anticipated performance and represent the Company’s best judgment at the time. Any estimates are evaluated on a quarterly basis until the uncertainty is resolved. The Company provides a variety of products and services to its customers. Most of the Company’s contracts consist of a single, distinct performance obligation or promise to transfer goods or services to a customer. For contracts that include multiple performance obligations, the Company allocates the total transaction price to each performance obligation using the Company’s best estimate of the standalone selling price of each identified performance obligation. A majority of revenue recognized by the Company relates to contracts with customers for standard or off-the-shelf products. As control typically transfers to the customer upon shipment of the product in these circumstances, revenue is generally recognized at that point in time. For service contracts, the Company recognizes revenue ratably over the period of performance as the customer simultaneously receives and consumes the benefits of the services provided. In certain contracts, particularly within the Air and Gas Handling segment, the Company is engaged to engineer and build highly-customized, large-scale products and systems. In these circumstances, the Company produces an asset with no alternative use and has a right to payment for performance completed to date. As a result, revenue is recognized over time based on progress to date. To measure progress, the Company uses an input method based on costs incurred relative to total estimated costs. Under this method, contract revenues are recognized over the performance period of the contract. The amount recognized is directly proportionate to the costs incurred as a percentage of total estimated costs for the entirety of the contract. This method requires estimates to determine the appropriate cost and revenue recognition. Significant management judgments and estimates, including estimated costs to complete projects, must be made and used in connection with revenue recognized during each period. Current estimates may be revised as additional information becomes available. The revisions are recorded in income in the period in which they are determined using the cumulative catch-up method of accounting. Given the nature of these long-term contracts, the Company is often paid at various points throughout the process, based on the contractual terms. The Company applies the available practical expedient involving the existence of a significant financing component. As the Company generally does not receive payments greater than one year in advance or arrears of revenue recognition, the Company does not consider any arrangements to include financing components. Any recognized revenues in excess of customer billings are recorded as a component of Trade receivables. Billings to customers in excess of recognized revenues are recorded as a component of Customer advances and billings in excess of costs incurred. For long-term contracts, amounts are billed as work progresses, based on the specified timeline included in the contractual terms. Each contract is evaluated individually to determine the net asset or net liability position. As of December 31, 2018 and December 31, 2017, there were $168.3 million and $203.9 million , respectively, of revenues in excess of billings and $68.1 million and $94.2 million , respectively, of billings in excess of revenues on long-term contracts in the Condensed Consolidated Balance Sheets. For contracts recognized at a point in time, revenue recognition and billing typically occur simultaneously. The period of benefit for the Company’s incremental costs of obtaining a contract would generally have less than a one-year duration; therefore, the Company applies the practical expedient available and expenses costs to obtain a contract when incurred. |
Taxes Collected From Customers and Remitted To Governmental Authorities, Policy [Policy Text Block] | Taxes Collected from Customers and Remitted to Governmental Authorities The Company collects various taxes and fees as an agent in connection with the sale of products and remits these amounts to the respective taxing authorities. These taxes and fees have been presented on a net basis in the Consolidated Statements of Income and are recorded as a component of Accrued liabilities in the Consolidated Balance Sheets until remitted to the respective taxing authority. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Expense Research and development costs of $48.5 million , $42.9 million and $39.3 million for the years ended December 31, 2018 , 2017 and 2016 , respectively, are expensed as incurred and are included in Selling, general and administrative expense in the Consolidated Statements of Income. |
Interest Expense, Policy [Policy Text Block] | Interest Expense, Net Interest expense, net includes interest income of $9.6 million , $7.8 million and $6.6 million for the years ended December 31, 2018 , 2017 and 2016 , respectively, primarily associated with interest bearing deposits in certain foreign subsidiaries. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents include all financial instruments purchased with an initial maturity of three months or less. |
Trade Receivables, Policy [Policy Text Block] | Trade Receivables Trade receivables are presented net of an allowance for doubtful accounts. The Company records an allowance for doubtful accounts based upon estimates of amounts deemed uncollectible and a specific review of significant delinquent accounts, factoring in current and expected economic conditions. Estimated losses are based on historical collection experience, and are reviewed periodically by management. |
Inventories, Policy [Policy Text Block] | Inventories Inventories, net include the cost of material, labor and overhead and are stated at the lower of cost (determined under various methods including average cost, last-in, first-out and first-in, first-out, but predominantly first-in, first-out) or net realizable value. The value of inventory stated using the last-in, first-out method as of December 31, 2018 and 2017 was $107.4 million and $105.9 million, respectively. For Air and Gas Handling long-term contracts, cost is primarily determined based upon actual cost. The Company periodically reviews its quantities of inventories on hand and compares these amounts to the expected usage of each particular product. The Company records as a charge to Cost of sales any amounts required to reduce the carrying value of inventories to net realizable value. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property, Plant and Equipment Property, plant and equipment, net are stated at historical cost, which includes the fair values of such assets acquired. Depreciation of property, plant and equipment is recorded on a straight-line basis over estimated useful lives. Assets recorded under capital leases are amortized over the shorter of their estimated useful lives or the lease terms, which range from three to 15 years . Repair and maintenance expenditures are expensed as incurred unless the repair extends the useful life of the asset. |
Impairment of Goodwill and Indefinite-Lived Intangible Assets, Policy [Policy Text Block] | Impairment of Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the costs in excess of the fair value of net assets acquired associated with acquisitions by the Company. Indefinite-lived intangible assets consist of trade names. The Company evaluates the recoverability of Goodwill and indefinite-lived intangible assets annually or more frequently if an event occurs or circumstances change in the interim that would more likely than not reduce the fair value of the asset below its carrying amount. Goodwill and indefinite-lived intangible assets are considered to be impaired when the carrying value of a reporting unit or asset exceeds its fair value. The Company currently has two reporting units: Air and Gas Handling and Fabrication Technology. In the evaluation of Goodwill for impairment, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting entity is less than its carrying value. If the Company determines that it is not more likely than not for a reporting unit’s fair value to be less than its carrying value, a calculation of the fair value is not performed. If the Company determines that it is more likely than not for a reporting unit’s fair value to be less than its carrying value, a calculation of the reporting entity’s fair value is performed and compared to the carrying value of that entity. In certain instances, the Company may elect to forgo the qualitative assessment and proceed directly to the quantitative impairment test. If the carrying value of a reporting unit exceeds its fair value, Goodwill of that reporting unit is impaired. In this case, pursuant to ASU 2017-04, which the Company elected to early adopt in 2017, an impairment loss is recorded equal to the excess of the reporting unit’s carrying value over its fair value. The Company measures fair value of reporting units based on a present value of future discounted cash flows and a market valuation approach. The discounted cash flow models indicate the fair value of the reporting units based on the present value of the cash flows that the reporting units are expected to generate in the future. Significant estimates in the discounted cash flow models include: the weighted average cost of capital; long-term rate of growth and profitability of our business; and working capital effects. The market valuation approach indicates the fair value of the business based on a comparison against certain market information. Significant estimates in the market approach model include identifying appropriate market multiples and assessing earnings before interest, income taxes, depreciation and amortization. The 2016 annual impairment analyses performed as of October 1, 2016 indicated no impairment for both reporting units. Due to continued declines in various end markets for the Air and Gas Handling reporting unit during the year ended December 31, 2017, the Company decided to perform a quantitative analysis for this reporting unit as of September 29, 2017. The quantitative Goodwill impairment assessment for the Air and Gas Handling reporting unit resulted in a calculated fair value lower than carrying value. As a result, an impairment charge of $150.2 million , which equals the excess of the carrying value over the fair value, was recorded. A qualitative assessment of Goodwill was performed for the Fabrication Technology reporting unit for the year ended December 31, 2018 and 2017, which indicated no impairment existed. Due to changes in market multiples, weighted average cost of capital and, to a lesser extent, continued declines in various end markets for the Air and Gas Handling reporting unit during the year ended December 31, 2018, the Company decided to perform a quantitative analysis for this reporting unit as of September 30, 2018. The quantitative analysis resulted in a calculated fair value that was higher than the reporting unit’s carrying value by 9% . As a result, no impairment charges were recorded. In the evaluation of indefinite-lived intangible assets for impairment, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the indefinite-lived intangible asset is less than its carrying value. If the Company determines that it is not more likely than not for the indefinite-lived intangible asset’s fair value to be less than its carrying value, a calculation of the fair value is not performed. If the Company determines that it is more likely than not that the indefinite-lived intangible asset’s fair value is less than its carrying value, a calculation is performed and compared to the carrying value of the asset. If the carrying amount of the indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. The Company measures the fair value of its indefinite-lived intangible assets using the “relief from royalty” method. Significant estimates in this approach include projected revenues and royalty and discount rates for each trade name evaluated. The analyses performed as of October 1, 2016 resulted in no impairment charges. During the annual impairment analysis for the year ended December 31, 2017, quantitative analyses were performed, as of September 29, 2017, for the Air and Gas Handling reporting unit trade names due to continued declines in various end markets. The analyses determined the fair value was lower than carrying value for one indefinite-lived trade name, which resulted in an impairment charge of $2.5 million for that trade name. The calculated fair value of the trade name was $11.7 million and is included in Level Three of the fair value hierarchy. For another indefinite-lived intangible trade name, the analysis determined the fair value was marginally greater than its $22.1 million carrying value. A qualitative assessment was performed for the Fabrication Technology reporting unit trade names for the year ended December 31, 2017, which indicated no impairment existed. During the annual impairment analysis for the year ended December 31, 2018, quantitative analyses were performed, as of September 30, 2018, for the Air and Gas Handling reporting unit trade names due to continued declines in various end markets. The analyses determined the fair value was higher than carrying value for all trade names, indicating that there were no impairments. A combination of quantitative and qualitative assessment was performed for the Fabrication Technology reporting unit trade names for the year ended December 31, 2018, which indicated no impairment existed. Impairment charges related to Goodwill and Indefinite-lived intangible assets are included in Goodwill and intangible assets impairment charges in the Consolidated Statements of Income. |
Impairment of Long-Lived Assets Other than Goodwill and Indefinite-Lived Intangible Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets Other than Goodwill and Indefinite-Lived Intangible Assets Intangible assets primarily represent acquired customer relationships, acquired order backlog, acquired technology and software license agreements. Acquired order backlog is amortized in the same period the corresponding revenue is recognized. A portion of the Company’s acquired customer relationships is being amortized on an accelerated basis over periods ranging from seven to 25 years based on the present value of the future cash flows expected to be generated from the acquired customers. All other intangible assets are being amortized on a straight-line basis over their estimated useful lives, generally ranging from two to 20 years . The Company assesses its long-lived assets other than Goodwill and indefinite-lived intangible assets for impairment whenever facts and circumstances indicate that the carrying amounts may not be fully recoverable. To analyze recoverability, the Company projects undiscounted net future cash flows over the remaining lives of such assets. If these projected cash flows are less than the carrying amounts, an impairment loss would be recognized, resulting in a write-down of the assets with a corresponding charge to earnings. The impairment loss is measured based upon the difference between the carrying amounts and the fair values of the assets. Assets to be disposed of are reported at the lower of the carrying amounts or fair value less cost to sell. Management determines fair value using the discounted cash flow method or other accepted valuation techniques. The Company recorded asset impairment losses related to facility closures totaling $9.2 million , $31.0 million and $2.6 million during the years ended December 31, 2018 , 2017 and 2016 , respectively, as a component of Restructuring and other related charges in the Consolidated Statements of Income. The aggregate carrying value of these assets subsequent to impairment was $49.4 million , $53.7 million and $2.7 million as of December 31, 2018 , 2017 and 2016 , respectively. |
Derivatives, Policy [Policy Text Block] | Derivatives The Company is subject to foreign currency risk associated with the translation of the net assets of foreign subsidiaries to United States (“U.S.”) dollars on a periodic basis. The Company issued senior unsecured notes with an aggregate principal amount of €350 million (as defined and further discussed in Note 12, “Debt”) during the year ended December 31, 2017, which has been designated as a net investment hedge in order to mitigate a portion of this risk. Derivative instruments are generally recognized on a gross basis in the Consolidated Balance Sheets in either Other current assets, Other assets, Accrued liabilities or Other liabilities depending upon their respective fair values and maturity dates. The Company designates a portion of its foreign exchange contracts as cash flow hedges and fair value hedges. For all instruments designated as hedges, including net investment hedges, cash flow hedges and fair value hedges, the Company formally documents the relationship between the hedging instrument and the hedged item, as well as the risk management objective and the strategy for using the hedging instrument. The Company assesses whether the relationship between the hedging instrument and the hedged item is highly effective at offsetting changes in the fair value both at inception of the hedging relationship and on an ongoing basis. For cash flow hedges and net investment hedges, unrealized gains and losses are recognized as a component of Accumulated other comprehensive loss in the Consolidated Balance Sheets to the extent that it is effective at offsetting the change in the fair value of the hedged item and realized gains and losses are recognized in the Consolidated Statements of Income consistent with the underlying hedged instrument. Gains and losses related to fair value hedges are recorded as an offset to the fair value of the underlying asset or liability, primarily Trade receivables and Accounts payable in the Consolidated Balance Sheets. The Company does not enter into derivative contracts for trading purposes. See Note 16, “Financial Instruments and Fair Value Measurements” for additional information regarding the Company’s derivative instruments. |
Warranty Costs, Policy [Policy Text Block] | Warranty Costs Estimated expenses related to product warranties are accrued as the revenue is recognized on products sold to customers and included in Cost of sales in the Consolidated Statements of Income. Estimates are established using historical information as to the nature, frequency, and average costs of warranty claims. The activity in the Company’s warranty liability, which is included in Accrued liabilities and Other liabilities in the Company’s Consolidated Balance Sheets, consisted of the following: Year Ended 2018 2017 (In thousands) Warranty liability, beginning of period $ 34,177 $ 30,222 Accrued warranty expense 24,796 17,760 Changes in estimates related to pre-existing warranties 1,943 1,453 Cost of warranty service work performed (27,624 ) (22,600 ) Acquisitions 6,489 5,277 Foreign exchange translation effect (2,076 ) 2,065 Warranty liability, end of period $ 37,705 $ 34,177 |
Income Taxes, Policy [Policy Text Block] | Income Taxes Income taxes for the Company are accounted for under the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amounts of existing assets and liabilities in the Consolidated Financial Statements and their respective tax basis. Deferred income tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred income tax assets and liabilities are reported in Other assets and Other liabilities in the Company’s Consolidated Balance Sheets, respectively. The effect on deferred income tax assets and liabilities of a change in tax rates is generally recognized in (Benefit) provision for income taxes in the period that includes the enactment date. Valuation allowances are recorded if it is more likely than not that some portion of the deferred income tax assets will not be realized. In evaluating the need for a valuation allowance, the Company takes into account various factors, including the expected level of future taxable income and available tax planning strategies. Any changes in judgment about the valuation allowance are recorded through (Benefit) provision for income taxes and are based on changes in facts and circumstances regarding realizability of deferred tax assets. The Company must presume that an income tax position taken in a tax return will be examined by the relevant tax authority and determine whether it is more likely than not that the tax position will be sustained upon examination based upon the technical merits of the position. An income tax position that meets the more-likely-than-not recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The Company establishes a liability for unrecognized income tax benefits for income tax positions for which it is more likely than not that a tax position will not be sustained upon examination by the respective taxing authority to the extent such tax positions reduce the Company’s income tax liability. The Company recognizes interest and penalties related to unrecognized income tax benefits in the (Benefit) provision for income taxes in the Consolidated Statements of Income. |
Foreign Currency Exchange Gains and Losses, Policy [Policy Text Block] | Foreign Currency Exchange Gains and Losses The Company’s financial statements are presented in U.S. dollars. The functional currencies of the Company’s operating subsidiaries are generally the local currencies of the countries in which each subsidiary is located. Assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the balance sheet date. The amounts recorded in each year in Foreign currency translation are net of income taxes to the extent the underlying equity balances in the entities are not deemed to be permanently reinvested. Revenues and expenses are translated at average rates of exchange in effect during the year. Transactions in foreign currencies are translated at the exchange rate in effect at the date of each transaction. Differences in exchange rates during the period between the date a transaction denominated in a foreign currency is consummated and the date on which it is either settled or translated for inclusion in the Consolidated Balance Sheets are recognized in Selling, general and administrative expense or Interest expense in the Consolidated Statements of Income for that period. During the year ended December 31, 2018 , the Company recognized net foreign currency transaction loss of $1.3 million and $8.4 million in Interest expense and Selling, general and administrative expense, respectively, in the Consolidated Statement of Income. During the year ended December 31, 2017 , the Company recognized net foreign currency transaction gain of $0.04 million and $3.4 million in Interest expense and Selling, general and administrative expense, respectively, in the Consolidated Statement of Income. During the year ended December 31, 2016 , the Company recognized net foreign currency transaction gain of $2.6 million and $5.0 million in Interest expense and Selling, general and administrative expense, respectively, in the Consolidated Statement of Income. |
Debt Issuance Costs and Debt Discount, Policy [Policy Text Block] | Debt Issuance Costs and Debt Discount Costs directly related to the placement of debt are capitalized and amortized to Interest expense primarily using the effective interest method over the term of the related obligation. Net deferred issuance costs of $6.9 million and $9.2 million , respectively, were included in the Consolidated Balance Sheets as of December 31, 2018 and 2017 , which includes $14.6 million and $12.3 million , respectively, of accumulated amortization. As of December 31, 2018 , $2.2 million and $4.7 million of deferred issuance costs were included in Other assets and as a reduction of Long-term debt, respectively. As of December 31, 2017 , $3.8 million and $5.4 million of deferred issuance costs were included in Other assets and as a reduction of Long-term debt, respectively. Further, the carrying value of Long-term debt is reduced by an original issue discount, which is accreted to Interest expense using the effective interest method over the term of the related obligation. See Note 12, “Debt” for additional discussion regarding the Company’s borrowing arrangements. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The Company makes certain estimates and assumptions in preparing its Consolidated Financial Statements in accordance with GAAP. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenues and expenses for the period presented. Actual results may differ from those estimates. |
Reclassifications, Policy [Policy Text Block] | Reclassifications Certain prior period amounts have been reclassified to conform to current year presentations. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements Accounting Guidance Implemented in 2018 Standards Adopted Description Effective Date Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers The standard outlines a single set of comprehensive principles for recognizing revenue under U.S. GAAP and supersedes existing revenue recognition guidance. The main principle of the standard is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company applied the ASU and its related updates on a full retrospective basis as of January 1, 2018. The Company applied two practical expedients during the transition period. First, the Company did not restate contracts that began and ended in the same reporting period. Additionally, the transaction price at the completion of each contract was used rather than estimating variable consideration. The adoption of the ASU did not have a material impact on the consolidated financial statements; therefore, no cumulative catch-up adjustment was recorded for prior periods. See Note 6, “Revenue”, for additional information. January 1, 2018 ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities The standard requires various changes to the measurement and disclosure of equity investments. For the Company, the most relevant change under ASU 2016-01 is the elimination of the available-for-sale classification for equity securities with readily determinable fair values. The adoption of the standard as of January 1, 2018 resulted in a reclassification of a $5.2 million gain, net of tax, on short term investments from Accumulated other comprehensive loss to Retained earnings on the Company’s Condensed Consolidated Financial Statements. Additionally, as a result of the adoption of this ASU, any changes in fair value of the Company’s Short term investments is included in Loss on short term investments in the Condensed Consolidated Statement of Income. January 1, 2018 ASU No. 2016-15, Statement of Cash Flows (Topic 203) The guidance addresses eight specific cash flow issues and clarifies their presentation and classification in the Statement of Cash Flows. The Company has retrospectively adopted the standard on its consolidated financial statements as of January 1, 2018. The adoption of the ASU did not have a material impact on the consolidated financial statements. As such, no retrospective adjustment was recorded. January 1, 2018 ASU 2016-16, Accounting for Income Taxes: Intra-Entity Asset Transfers of Assets Other than Inventory The standard eliminates the exception that the tax effects of an intra-entity transfer (sales) are deferred until the transferred asset is sold to a third party or recovered through use. The resulting impact is the recognition of tax expense in the seller’s jurisdiction and any deferred tax asset in the buyer’s jurisdiction in the period the transfer occurs. The new guidance does not apply to intra entity sales of inventory whose tax effects will continue to be deferred until the inventory is sold to a third party. The Company adopted the ASU as of January 1, 2018 using a modified retrospective approach and concluded the ASU had no material impact on the consolidated financial statements; therefore, no cumulative catch-up adjustment was recorded. January 1, 2018 ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-retirement Benefit Cost The standard requires that the service cost component of net benefit costs of pension and post-retirement benefit plans be reported in the same line item as other compensation costs. Other components of net periodic pension cost and net periodic post-retirement benefit cost are required to be presented in the income statement separately from the service cost component, and only the service cost is eligible for capitalization. The Company adopted the ASU as of January 1, 2018 retrospectively for the presentation requirements and prospectively for the capitalization of the service cost. The adoption of the ASU did not have a material impact on the consolidated financial statements. No adjustment was recorded as a result of the adoption. January 1, 2018 Standards Adopted Description Effective Date ASU 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs pursuant to SEC Staff Accounting Bulletin No. 118 (“SAB 118”) The standard addresses 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 U.S. Tax Cut and Jobs Act (“Tax Act”). SAB 118 allows registrants to include a provisional amount to account for the implications of the Tax Act where a reasonable estimate can be made and requires the completion of the accounting no later than one year from the date of enactment of the Tax Act or December 22, 2018. In its financial statements for the year ended December 31, 2017, the Company included a provisional estimate of approximately $52 million for the transition tax, payable over 8 years. Generally, the foreign earnings subject to the transition tax can be distributed without additional U.S. tax; however, if distributed, the amount could be subject to foreign taxes and U.S. state and local taxes. The Company also recorded a provisional tax benefit estimate of approximately $55 million for the re-measurement of its U.S. deferred tax assets and liabilities to a 21% U.S. federal tax rate. At December 31, 2018 the Company has made adjustments to reduce the provisional amounts recorded in the prior year by $10.8 million relating to the transition tax. Additionally, the Company made an adjustment of ($0.7m) relating to the remeasurement of its deferred tax assets and liabilities to a 21% U.S. statutory rate. December 31, 2017 Topic 740, No. 5, Accounting for Global Intangible Low-Taxed Income The FASB Staff Q&A, Topic 740, No. 5, Accounting for Global Intangible Low-Taxed Income (GILTI), states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or provide for a current tax expense related to GILTI in the year the tax is incurred. The Tax Act subjects the Company to tax on the GILTI earned by certain of its foreign subsidiaries. The Company has included an estimate of GILTI tax expense in determining its income tax provision. The Company has elected to account for GILTI as a current tax expense in the year the tax is incurred. December 31, 2018 New Accounting Guidance to be Implemented Standards Pending Adoption Description Anticipated Impact Effective/Adoption Date ASU 2016-02, Leases (Topic 842) The ASU requires, among other things, a lessee to recognize assets and liabilities associated with the rights and obligations attributable to most leases but also recognize expenses similar to current lease accounting. The ASU also requires qualitative and quantitative disclosures designed to assess the amount, timing and uncertainty of cash flows arising from leases, along with additional key information about leasing arrangements. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The new guidance must be adopted using a modified retrospective transition and provides for certain practical expedients. The Company is analyzing and updating data collected as well as implementing the related systems required to support increased reporting and disclosures requirements. The Company will adopt the package of practical expedients for all leases commenced before January 1, 2019. Additionally, the Company will elect the optional transition method that allows for a cumulative effect adjustment to the opening balance of retained earnings in the period of adoption and will not restate prior periods. The adoption of the guidance will result in the recording of an operating lease asset and liability, which are estimated to be less than 3% of Total assets. The impact on the consolidated statements of income or consolidated statements of cash flows are expected to be immaterial. January 1, 2019 ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments The ASU is effective for fiscal periods beginning after December 15, 2019 and early adoption is permitted. The ASU eliminates the probable initial recognition threshold under current U.S. GAAP and broadens the information an entity must consider when developing its expected credit loss estimates to include forward-looking information. The Company is currently evaluating the impact of adopting the ASU on its consolidated financial statements. January 1, 2020 ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities The ASU amends the current hedge accounting model and eliminates the requirement to separately measure and report hedge ineffectiveness and requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The ASU also eases certain documentation and assessment requirements and modifies the accounting for components excluded from the assessment of hedge effectiveness. Companies are required to apply amendments to cash flow and net investment hedge relationship using modified retrospective method and apply prospective method for the presentation and disclosure requirements. The impact of this ASU on the Company’s financial statements is expected to be immaterial. January 1, 2019 Standards Pending Adoption Description Anticipated Impact Effective/Adoption Date ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income The standard provides entities the option to reclassify to retained earnings the tax effects resulting from the Tax Act related to items stranded in accumulated other comprehensive income. The new guidance may be applied retrospectively to each period in which the effect of the Tax Act is recognized in the period of adoption. The Company is currently evaluating the impact of this ASU on its consolidated financial statements. January 1, 2019 ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement The ASU modifies the disclosure requirements for fair value measurements. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and the timing of adoption. January 1, 2020 ASU 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Topic 715-20): Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans The ASU modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and the timing of adoption. January 1, 2021 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Product Warranty Liability [Table Text Block] | The activity in the Company’s warranty liability, which is included in Accrued liabilities and Other liabilities in the Company’s Consolidated Balance Sheets, consisted of the following: Year Ended 2018 2017 (In thousands) Warranty liability, beginning of period $ 34,177 $ 30,222 Accrued warranty expense 24,796 17,760 Changes in estimates related to pre-existing warranties 1,943 1,453 Cost of warranty service work performed (27,624 ) (22,600 ) Acquisitions 6,489 5,277 Foreign exchange translation effect (2,076 ) 2,065 Warranty liability, end of period $ 37,705 $ 34,177 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations [Abstract] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | The key components of (loss) income from discontinued operations were as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Net sales $ — $ 436,682 $ 461,294 Cost of Sales — 294,946 308,025 Selling, general and administrative expense (1) 7,156 118,740 136,380 Divestiture-related expense, net (2) 4,321 5,257 — Restructuring and other related items (3) — (6,768 ) 15,674 Operating (loss) income (11,477 ) 24,507 1,215 Interest income (4) — 473 260 (Loss) gain on disposal (4,337 ) 308,388 — (Loss) income from discontinued operations before income taxes (15,814 ) 333,368 1,475 Income tax expense (5) 12,536 109,321 11,036 (Loss) income from discontinued operations, net of taxes $ (28,350 ) $ 224,047 $ (9,561 ) (1) Pursuant to the Purchase Agreement, the Company retained its asbestos-related contingencies and insurance coverages. However, as the Company did not retain an interest in the ongoing operations of the business subject to the contingencies, the Company has classified asbestos-related activity in its Consolidated Statements of Income as part of (Loss) income from discontinuing operations. See Note 17, “Commitments and Contingencies” for further information. (2) Primarily related to professional and consulting fees associated with due diligence and preparation of regulatory filings, as well as employee benefit arrangements and other disposition-related activities. (3) During the year ended December 31, 2017, the Company recorded a gain of approximately $12 million from the sale of a facility that was previously closed as part of restructuring activities. (4) Interest expense has not been allocated to the discontinued operations. (5) Income tax expense for the year ended December 31, 2018 includes incremental tax expense due to changes in the estimated gain allocation by jurisdiction. |
Revenue Recognition Revenue (Ta
Revenue Recognition Revenue (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue by Major Customers by Reporting Segments [Table Text Block] | The following table disaggregates the Company’s revenue by segment and timing of transfer: Year Ended December 31, 2018 2017 2016 Fabrication Technology Air and Gas Handling Fabrication Technology Air and Gas Handling Fabrication Technology Air and Gas Handling (in thousands) Point in time $ 2,192,823 $ 596,095 $ 1,932,550 $ 633,288 $ 1,795,876 $ 753,378 Over time 260 877,634 4,732 729,614 4,616 631,883 Total $ 2,193,083 $ 1,473,729 $ 1,937,282 $ 1,362,902 $ 1,800,492 $ 1,385,261 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Net income per share from continuing operations was computed as follows: Year Ended December 31, 2018 2017 2016 (In thousands, except share data) Computation of Net income per share from continuing operations: Net income (loss) from continuing operations attributable to Colfax Corporation (1) $ 168,546 $ (72,957 ) $ 137,672 Weighted-average shares of Common stock outstanding - basic 120,288,297 123,229,806 122,911,581 Net income (loss) per share from continuing operations - basic $ 1.40 $ (0.59 ) $ 1.12 Computation of Net income per share from continuing operations - diluted: Net income (loss) from continuing operations attributable to Colfax Corporation (1) $ 168,546 $ (72,957 ) $ 137,672 Weighted-average shares of Common stock outstanding - basic 120,288,297 123,229,806 122,911,581 Net effect of potentially dilutive securities - stock options and restricted stock units 506,759 — 287,145 Weighted-average shares of Common stock outstanding - diluted 120,795,056 123,229,806 123,198,726 Net income (loss) per share from continuing operations - diluted $ 1.40 $ (0.59 ) $ 1.12 (1) Net income (loss) from continuing operations attributable to Colfax Corporation for the respective periods is calculated using Net income (loss) from continuing operations less the income attributable to noncontrolling interest, net of taxes. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | Income (loss) from continuing operations before income taxes and (Benefit) provision for income taxes consisted of the following: Year Ended December 31, 2018 2017 2016 (In thousands) Income (loss) from continuing operations before income taxes: Domestic operations $ (25,610 ) $ (29,470 ) $ (34,015 ) Foreign operations 208,412 17,484 240,539 $ 182,802 $ (11,986 ) $ 206,524 Provision for (benefit from) income taxes: Current: Federal $ (6,805 ) $ 49,259 $ 621 State 1,698 (439 ) (592 ) Foreign 71,659 53,274 60,651 $ 66,552 $ 102,094 $ 60,680 Deferred: Domestic operations $ (25,573 ) $ (54,226 ) $ (2,924 ) Foreign operations (41,000 ) (5,314 ) (5,984 ) (66,573 ) (59,540 ) (8,908 ) $ (21 ) $ 42,554 $ 51,772 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | The Company’s (Benefit) provision for income taxes from continuing operations differs from the amount that would be computed by applying the U.S. federal statutory rate as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Taxes calculated at the U.S. federal statutory rate $ 38,388 $ (4,195 ) $ 72,283 State taxes (2,550 ) 86 228 Effect of tax rates on international operations (1,525 ) (20,571 ) (37,670 ) Change in enacted international tax rates (2,403 ) 536 (2,419 ) Changes in valuation allowance (6,933 ) 18,105 (1,697 ) Changes in tax reserves (2,173 ) (12,246 ) 4,282 Tax Act - re-measurement of U.S. deferred taxes (667 ) (54,988 ) — Tax Act - mandatory repatriation taxes (10,804 ) 52,381 — Non-deductible impairment expenses — 52,570 — Research and development tax credits (11,022 ) — — Foreign tax credits (16,120 ) — — Net items not deductible in an international jurisdiction 12,193 2,906 7,899 SubPart F and GILTI 7,427 6,655 9,839 Other (3,832 ) 1,315 (973 ) (Benefit) provision for income taxes $ (21 ) $ 42,554 $ 51,772 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The significant components of deferred tax assets and liabilities, in addition to the reconciliation of the beginning and ending amount of gross unrecognized tax benefits, are as follows: December 31, 2018 2017 (In thousands) Deferred tax assets: Post-retirement benefit obligation $ 17,053 $ 23,297 Expenses currently not deductible 77,888 69,039 Net operating loss carryforward 153,967 142,700 Tax credit carryforward 22,805 4,148 Depreciation and amortization 11,560 10,001 Other 45,131 36,733 Valuation allowance (148,023 ) (155,179 ) Deferred tax assets, net $ 180,381 $ 130,739 Deferred tax liabilities: Depreciation and amortization $ (263,324 ) $ (271,359 ) U.K. and other foreign benefit obligation (19,514 ) (11,317 ) Inventory (11,891 ) (12,109 ) Outside basis differences and other (104,886 ) (118,974 ) Total deferred tax liabilities $ (399,615 ) $ (413,759 ) Total deferred tax liabilities, net $ (219,234 ) $ (283,020 ) |
Summary of Income Tax Contingencies [Table Text Block] | The Company records a liability for unrecognized income tax benefits for the amount of benefit included in its previously filed income tax returns and in its financial results expected to be included in income tax returns to be filed for periods through the date of its Consolidated Financial Statements for income tax positions for which it is more likely than not that a tax position will not be sustained upon examination by the respective taxing authority. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (inclusive of associated interest and penalties): (In thousands) Balance, December 31, 2015 $ 52,878 Addition for tax positions taken in prior periods 6,552 Addition for tax positions taken in the current period 1,418 Reductions related to settlements with taxing authorities (53 ) Reductions resulting from a lapse of applicable statute of limitations (2,195 ) Other, including the impact of foreign currency translation 608 Balance, December 31, 2016 $ 59,208 Addition for tax positions taken in prior periods 1,521 Addition for tax positions taken in the current period 424 Reductions related to settlements with taxing authorities (10,708 ) Reductions resulting from a lapse of applicable statute of limitations (3,677 ) Other, including the impact of foreign currency translation and U.S. tax rate changes (5,750 ) Balance, December 31, 2017 $ 41,018 Addition for tax positions taken in prior periods 2,525 Addition for tax positions taken in the current period 240 Reductions related to settlements with taxing authorities (461 ) Reductions resulting from a lapse of applicable statute of limitations (4,477 ) Other, including the impact of foreign currency translation and U.S. tax rate changes (1,224 ) Balance, December 31, 2018 $ 37,621 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The following table summarizes the activity in Goodwill, by segment during the years ended December 31, 2018 and 2017 : Air and Gas Handling Fabrication Technology Total (In thousands) Balance, January 1, 2017 $ 1,053,543 $ 1,297,453 $ 2,350,996 Goodwill attributable to acquisitions 107,024 74,180 181,204 Goodwill impairment (150,200 ) — (150,200 ) Impact of foreign currency translation 97,805 58,739 156,544 Balance, December 31, 2017 1,108,172 1,430,372 2,538,544 Goodwill attributable to acquisitions (1) 32,214 113,354 145,568 Impact of foreign currency translation (61,642 ) (45,853 ) (107,495 ) Balance, December 31, 2018 $ 1,078,744 $ 1,497,873 $ 2,576,617 Accumulated goodwill impairment as of December 31, 2018 $ (150,200 ) $ — $ (150,200 ) (1) Includes purchase accounting adjustments associated with acquisitions discussed in Note 5, “Acquisitions”. |
Schedule Of Intangible Assets [Table Text Block] | The following table summarizes the Company’s Intangible assets, excluding Goodwill: December 31, 2018 2017 Gross Accumulated Gross Accumulated (In thousands) Trade names – indefinite life $ 383,785 $ — $ 407,167 $ — Acquired customer relationships 672,145 (216,932 ) 622,893 (184,100 ) Acquired technology 182,249 (75,172 ) 170,453 (62,491 ) Software 110,356 (78,285 ) 100,098 (71,010 ) Acquired backlog 3,578 (3,578 ) 10,398 (2,600 ) Other intangible assets 62,018 (27,251 ) 48,695 (22,300 ) $ 1,414,131 $ (401,218 ) $ 1,359,704 $ (342,501 ) |
Schedule Of Finite Lived Intangible Assets Amortization Expense [Table Text Block] | Amortization expense related to intangible assets was included in the Consolidated Statements of Income as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Selling, general and administrative expense $ 88,080 $ 71,119 $ 57,365 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | December 31, Depreciable Life 2018 2017 (In years) (In thousands) Land n/a $ 41,372 $ 47,584 Buildings and improvements 5-40 296,309 322,431 Machinery and equipment 3-15 483,519 495,366 821,200 865,381 Accumulated depreciation (317,856 ) (312,579 ) Property, plant and equipment, net $ 503,344 $ 552,802 |
Inventories, Net (Tables)
Inventories, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventories, Net Inventories, net consisted of the following: December 31, 2018 2017 (In thousands) Raw materials $ 165,738 $ 141,827 Work in process 88,860 74,704 Finished goods 283,067 250,364 537,665 466,895 Less: customer progress payments — (2,308 ) Less: allowance for excess, slow-moving and obsolete inventory (41,130 ) (34,960 ) Inventories, net $ 496,535 $ 429,627 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | Long-term debt consisted of the following: December 31, 2018 2017 (In thousands) Senior unsecured notes $ 395,420 $ 414,862 Term loans 485,959 615,095 Revolving credit facilities and other 317,363 31,114 Total debt 1,198,742 1,061,071 Less: current portion (6,334 ) (5,766 ) Long-term debt $ 1,192,408 $ 1,055,305 |
Schedule of Maturities of Long-term Debt [Table Text Block] | The contractual maturities of the Company’s debt as of December 31, 2018 are as follows (1) : (In thousands) 2019 $ 6,334 2020 798,529 2021 — 2022 — 2023 — Thereafter 400,108 Total contractual maturities 1,204,971 Debt discount (6,229 ) Total debt $ 1,198,742 (1) Represents scheduled payments required under the DB Credit Agreement through June 5, 2020 and the Euro Notes through April 15, 2025 , as well as the contractual maturities of other debt outstanding as of December 31, 2018 , and reflects management’s intention to repay scheduled maturities of the term loans outstanding with proceeds from the revolving Credit Facility. |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss [Table Text Block] | The following table presents the changes in the balances of each component of Accumulated other comprehensive loss including reclassifications out of Accumulated other comprehensive loss for the years ended December 31, 2018 , 2017 and 2016 . All amounts are net of tax and noncontrolling interest. Accumulated Other Comprehensive Loss Components Net Unrecognized Pension And Other Post-Retirement Benefit Cost Foreign Currency Translation Adjustment Unrealized Gain (Loss) On Hedging Activities Changes in Fair Value of Available-for-Sale Securities Total (In thousands) Balance at January 1, 2016 $ (193,258 ) $ (528,620 ) $ 35,163 $ — $ (686,715 ) Other comprehensive income (loss) before reclassifications: Net actuarial gain 4,815 — — — 4,815 Foreign currency translation adjustment 2,620 (312,017 ) 722 — (308,675 ) Loss on long-term intra-entity foreign currency transactions — (22,530 ) — — (22,530 ) Gain on net investment hedges — — 18,537 — 18,537 Unrealized loss on cash flow hedges — — (789 ) — (789 ) Other comprehensive income (loss) before reclassifications 7,435 (334,547 ) 18,470 — (308,642 ) Amounts reclassified from Accumulated other comprehensive loss (1)(2) 4,634 2,378 — — 7,012 Net current period Other comprehensive income (loss) 12,069 (332,169 ) 18,470 — (301,630 ) Balance at December 31, 2016 $ (181,189 ) $ (860,789 ) $ 53,633 $ — $ (988,345 ) Other comprehensive income (loss) before reclassifications: Net actuarial gain 4,185 — — — 4,185 Foreign currency translation adjustment (5,689 ) 288,354 18 — 282,683 Unrealized gain on available-for-sale securities — — — 5,152 5,152 Loss on long-term intra-entity foreign currency transactions — (29,372 ) — — (29,372 ) Loss on net investment hedges — — (32,388 ) — (32,388 ) Unrealized gain on cash flow hedges — — 8,875 — 8,875 Other comprehensive (loss) income before reclassifications (1,504 ) 258,982 (23,495 ) 5,152 239,135 Amounts reclassified from Accumulated other comprehensive loss (1) 6,981 — — — 6,981 Divestiture-related recognition of pension and other post-retirement cost and foreign currency translation 91,374 76,483 — — 167,857 Net current period Other comprehensive income (loss) 96,851 335,465 (23,495 ) 5,152 413,973 Balance at December 31, 2017 $ (84,338 ) $ (525,324 ) $ 30,138 $ 5,152 $ (574,372 ) Other comprehensive income (loss) before reclassifications: Net actuarial gain 5,609 — — — 5,609 Foreign currency translation adjustment 1,145 (222,158 ) (424 ) — (221,437 ) Loss on long-term intra-entity foreign currency transactions — (5,507 ) — — (5,507 ) Gain on net investment hedges — — 16,745 — 16,745 Unrealized loss on cash flow hedges — — (2,153 ) — (2,153 ) Other comprehensive (loss) income before reclassifications 6,754 (227,665 ) 14,168 — (206,743 ) Amounts reclassified from Accumulated other comprehensive loss (1) 6,090 — — — 6,090 Net current period Other comprehensive income (loss) 12,844 (227,665 ) 14,168 — (200,653 ) Cumulative effect of accounting change — — — (5,152 ) (5,152 ) Balance at December 31, 2018 $ (71,494 ) $ (752,989 ) $ 44,306 $ — $ (780,177 ) (1) Included in the computation of net periodic benefit cost. See Note 15, “Defined Benefit Plans” for additional details. (2) Foreign currency translation adjustment reclassification is the result of deconsolidation of the Company’s Venezuelan operations during the year ended December 31, 2016. See Note 2, “Summary of Significant Accounting Policies” for further discussion. |
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan [Table Text Block] | The Company’s Consolidated Statements of Income reflect the following amounts related to stock-based compensation: Year Ended December 31, 2018 2017 2016 (In thousands) Stock-based compensation expense $ 25,103 $ 21,548 $ 19,020 Deferred tax benefit 3,418 7,079 6,271 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Stock-based compensation expense for stock option awards is based upon the grant-date fair value using the Black-Scholes option pricing model. The Company recognizes compensation expense for stock option awards on a straight-line basis over the requisite service period of the entire award. The following table shows the weighted-average assumptions used to calculate the fair value of stock option awards using the Black-Scholes option pricing model, as well as the weighted-average fair value of options granted: Year Ended December 31, 2018 2017 2016 Expected period that options will be outstanding (in years) 4.54 4.78 4.95 Interest rate (based on U.S. Treasury yields at the time of grant) 2.65 % 1.92 % 1.41 % Volatility 31.89 % 32.15 % 42.50 % Dividend yield — — — Weighted-average fair value of options granted $ 10.37 $ 12.16 $ 9.47 |
Share-based Compensation, Stock Options, Activity [Table Text Block] | Stock option activity is as follows: Number Weighted- Weighted- Aggregate (1) (In thousands) Outstanding at January 1, 2018 4,439,585 $ 38.68 Granted 1,001,239 33.39 Exercised (169,209 ) 27.78 Forfeited and expired (379,848 ) 44.93 Outstanding at December 31, 2018 4,891,767 $ 37.49 4.10 $ — Vested or expected to vest at December 31, 2018 4,821,964 $ 37.43 4.10 $ — Exercisable at December 31, 2018 2,226,507 $ 41.21 3.21 $ — (1) The aggregate intrinsic value is based upon the difference between the Company’s closing stock price at the date of the Consolidated Balance Sheet and the exercise price of the stock option for in-the-money stock options. The intrinsic value of outstanding stock options fluctuates based upon the trading value of the Company’s Common stock. |
Schedule of Nonvested Share Activity [Table Text Block] | The activity in the Company’s PRSUs and RSUs is as follows: PRSUs RSUs Number Weighted- Number Weighted- Nonvested at January 1, 2018 648,673 $ 35.17 515,799 $ 35.03 Granted 138,580 33.92 224,804 32.92 Vested (111,804 ) 35.85 (190,404 ) 35.55 Forfeited and expired (28,286 ) 33.00 (54,729 ) 34.22 Nonvested at December 31, 2018 647,163 $ 34.88 495,470 $ 33.96 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accrued Liabilities [Abstract] | |
Schedule of Accrued Liabilities [Table Text Block] | Accrued liabilities in the Consolidated Balance Sheets consisted of the following: December 31, 2018 2017 (In thousands) Accrued payroll $ 110,563 $ 98,132 Accrued taxes 67,273 53,939 Accrued asbestos-related liability 56,045 50,311 Warranty liability - current portion 36,581 32,428 Accrued restructuring liability - current portion 28,600 12,509 Accrued third-party commissions 18,631 14,014 Other 87,344 97,299 Accrued liabilities $ 405,037 $ 358,632 |
Schedule of Restructuring Reserve by Type of Cost [Table Text Block] | The Company’s restructuring programs include a series of restructuring actions to reduce the structural costs of the Company. A summary of the activity in the Company’s restructuring liability included in Accrued liabilities and Other liabilities in the Consolidated Balance Sheets is as follows: Year Ended December 31, 2018 Balance at Beginning of Period Provisions Payments Foreign Currency Translation Balance at End of Period (3) (In thousands) Restructuring and other related charges: Air and Gas Handling : Termination benefits (1) $ 12,038 $ 42,101 $ (30,834 ) $ (605 ) $ 22,700 Facility closure costs (2) (217 ) 2,851 (2,333 ) 124 425 11,821 44,952 (33,167 ) (481 ) 23,125 Non-cash charges (2) 3,657 48,609 Fabrication Technology: Termination benefits (1) 660 13,333 (8,513 ) 14 5,494 Facility closure costs (2) 42 10,217 (9,596 ) (1 ) 662 702 23,550 (18,109 ) 13 6,156 Non-cash charges (2) 5,509 29,059 Corporate and Other: Facility closure costs (2) 84 18 (102 ) — — 84 18 (102 ) — — Total $ 12,607 68,520 $ (51,378 ) $ (468 ) $ 29,281 Non-cash charges (2) 9,166 $ 77,686 (1) Includes severance and other termination benefits, including outplacement services. (2) Includes the cost of relocating associates, relocating equipment and lease termination expense in connection with the closure of facilities. During the year ended December 31, 2018 , the Company recorded a $5.5 million non-cash impairment charge for facilities in our Fabrication Technology segment and a $3.7 million non-cash impairment charge for facilities in our Air and Gas Handling segment as part of Corporate approved restructuring activities. (3) As of December 31, 2018 , $28.6 million and $0.7 million of the Company’s restructuring liability was included in Accrued liabilities and Other liabilities, respectively. Year Ended December 31, 2017 Balance at Beginning of Period Provisions Payments Foreign Currency Translation Balance at End of Period (3) (In thousands) Restructuring and other related charges: Air and Gas Handling : Termination benefits (1) $ 4,855 $ 21,605 $ (14,929 ) $ 507 $ 12,038 Facility closure costs (2) 1,234 3,961 (5,397 ) (15 ) (217 ) 6,089 25,566 (20,326 ) 492 11,821 Non-cash charges 26,628 52,194 Fabrication Technology: Termination benefits (1) 3,712 5,590 (8,732 ) 90 660 Facility closure costs (2) 981 6,198 (7,150 ) 13 42 4,693 11,788 (15,882 ) 103 702 Non-cash charges 4,369 16,157 Corporate and Other: Facility closure costs (2) 203 — (133 ) 14 84 203 — (133 ) 14 84 Total $ 10,985 37,354 $ (36,341 ) $ 609 $ 12,607 Non-cash charges (2) 30,997 $ 68,351 (1) Includes severance and other termination benefits, including outplacement services. The Company recognizes the cost of involuntary termination benefits at the communication date or ratably over any remaining expected future service period. Voluntary termination benefits are recognized as a liability and an expense when employees accept the offer and the amount can be reasonably estimated. (2) Includes the cost of relocating associates, relocating equipment and lease termination expense in connection with the closure of facilities. (3) As of December 31, 2017 , $12.5 million and $0.1 million of the Company’s restructuring liability was included in Accrued liabilities and Other liabilities, respectively. |
Defined Benefit Plans Defined_2
Defined Benefit Plans Defined Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of Changes in Projected Benefit Obligations [Table Text Block] | The following table summarizes the total changes in the Company’s pension and accrued post-retirement benefits and plan assets and includes a statement of the plans’ funded status: Pension Benefits Other Post-Retirement Benefits Year Ended December 31, Year Ended December 31, 2018 2017 2018 2017 (In thousands) Change in benefit obligation: Projected benefit obligation, beginning of year $ 957,269 $ 1,475,276 $ 15,289 $ 26,295 Acquisitions 52,544 42,830 — 310 Service cost 2,770 4,951 19 11 Interest cost 21,574 42,177 452 951 Plan amendment 3,800 19,389 — 35 Actuarial loss (gain) (74,513 ) 78,124 (727 ) 1,307 Foreign exchange effect (41,759 ) 82,425 (24 ) 6 Benefits paid (54,426 ) (93,009 ) (1,115 ) (1,875 ) Divestitures — (340,614 ) — (11,751 ) Settlements — (354,647 ) — — Other 86 367 (50 ) — Projected benefit obligation, end of year $ 867,345 $ 957,269 $ 13,844 $ 15,289 Accumulated benefit obligation, end of year $ 861,507 $ 947,803 $ 13,844 $ 15,289 Change in plan assets: Fair value of plan assets, beginning of year $ 904,346 $ 1,297,900 $ — $ — Acquisitions 40,231 36,538 — — Actual return on plan assets (32,654 ) 111,630 — — Employer contribution 35,229 35,996 1,115 1,875 Foreign exchange effect (43,145 ) 74,565 — — Benefits paid (54,426 ) (93,009 ) (1,115 ) (1,875 ) Divestitures — (204,673 ) — — Settlements — (354,647 ) — — Other 443 46 — — Fair value of plan assets, end of year $ 850,024 $ 904,346 $ — $ — Funded status, end of year $ (17,321 ) $ (52,923 ) $ (13,844 ) $ (15,289 ) Amounts recognized on the Consolidated Balance Sheet at December 31: Non-current assets $ 111,285 $ 65,060 $ — $ — Current liabilities (3,890 ) (4,171 ) (1,355 ) (1,507 ) Non-current liabilities (124,716 ) (113,812 ) (12,489 ) (13,782 ) Total $ (17,321 ) $ (52,923 ) $ (13,844 ) $ (15,289 ) The accumulated benefit obligation and fair value of plan assets for the pension plans with accumulated benefit obligations in excess of plan assets were $0.4 billion and $0.2 billion , respectively, as of December 31, 2018 and $0.4 billion and $0.2 billion , respectively, as of December 31, 2017 . The projected benefit obligation and fair value of plan assets for the pension plans with projected benefit obligations in excess of plan assets were $0.4 billion and $0.2 billion , respectively, as of December 31, 2018 and $0.4 billion and $0.2 billion , respectively, as of December 31, 2017 . The following table summarizes the changes in the Company’s foreign pension benefit obligation, which is determined based upon an employee’s expected date of separation, and plan assets, included in the table above, and includes a statement of the plans’ funded status: Foreign Pension Benefits Year Ended December 31, 2018 2017 (In thousands) Change in benefit obligation: Projected benefit obligation, beginning of year $ 729,393 $ 1,033,193 Acquisitions 52,544 42,830 Service cost 2,634 4,804 Interest cost 15,183 27,133 Plan amendments 3,800 19,389 Actuarial loss (gain) (61,995 ) 70,849 Foreign exchange effect (41,759 ) 82,425 Benefits paid (38,803 ) (60,510 ) Divestitures — (136,114 ) Settlements — (354,647 ) Other 87 41 Projected benefit obligation, end of year $ 661,084 $ 729,393 Accumulated benefit obligation, end of year $ 655,246 $ 719,927 Change in plan assets: Fair value of plan assets, beginning of year $ 717,085 $ 953,455 Acquisitions 40,231 36,538 Actual return on plan assets (11,093 ) 59,924 Employer contribution 27,040 35,815 Foreign exchange effect (43,145 ) 74,565 Benefits paid (38,803 ) (60,510 ) Divestitures — (28,102 ) Settlements — (354,647 ) Other 443 47 Fair value of plan assets, end of year $ 691,758 $ 717,085 Funded status, end of year $ 30,674 $ (12,308 ) |
Schedule of Expected Benefit Payments [Table Text Block] | The following benefit payments are expected to be paid during each respective fiscal year: Pension Benefits Other Post-Retirement Benefits All Plans Foreign Plans (In thousands) 2019 $ 54,344 $ 38,068 $ 1,355 2020 54,911 38,725 1,198 2021 55,838 39,907 1,066 2022 57,053 41,404 1,004 2023 56,862 41,511 930 2024- 2027 294,036 223,629 4,257 |
Schedule of Allocation of Plan Assets [Table Text Block] | The following are the actual and target allocation percentages for the Company’s pension plan assets: Actual Asset Allocation 2018 2017 Allocation U.S. Plans: Equity securities: U.S. 40 % 44 % 30% - 45% International 16 % 16 % 10% - 20% Fixed income 41 % 39 % 30% - 50% Other 2 % — % 0% - 20% Cash and cash equivalents 1 % 1 % 0% - 5% Foreign Plans: Equity securities 11 % 31 % 0% - 40% Fixed income securities 70 % 60 % 60% - 90% Cash and cash equivalents 7 % 1 % 0% - 25% Other 12 % 8 % 0% - 15% A summary of the Company’s pension plan assets for each fair value hierarchy level for the periods presented follows (see Note 16, “Financial Instruments and Fair Value Measurements” for further description of the levels within the fair value hierarchy): December 31, 2018 Measured at Net Asset Value (1) Level Level Level (In thousands) U.S. Plans: Cash and cash equivalents $ — $ 1,122 $ — $ — 1,122 Equity securities: U.S. large cap 40,764 — — — 40,764 U.S. small/mid cap 16,387 7,047 — — 23,434 International 24,649 — — — 24,649 Fixed income mutual funds: U.S. government and corporate 64,414 — — — 64,414 Other (2) — 3,883 — — 3,883 Foreign Plans: Cash and cash equivalents — 47,801 — — 47,801 Equity securities — 79,000 — — 79,000 Non-U.S. government and corporate bonds — 485,575 1,590 — 487,165 Other (2) — 308 77,484 — 77,792 $ 146,214 $ 624,736 $ 79,074 $ — $ 850,024 (1) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient (the “NAV”) have not been classified in the fair value hierarchy. These investments, consisting of common/collective trusts, are valued using the NAV provided by the Trustee. The NAV is based on the underlying investments held by the fund, that are traded in an active market, less its liabilities. These investments are able to be redeemed in the near-term. (2) Represents diversified portfolio funds, reinsurance contracts and money market funds. December 31, 2017 Measured at Net Asset Value (1) Level Level Level (In thousands) U.S. Plans: Cash and cash equivalents — 1,591 — — 1,591 Equity securities: U.S. large cap 49,351 — — — 49,351 U.S. small/mid cap 20,396 13,360 — — 33,756 International 29,236 — — — 29,236 Fixed income mutual funds: U.S. government and corporate 72,313 — — — 72,313 Other (2) — 1,015 — — 1,015 Foreign Plans: Cash and cash equivalents — 3,636 — — 3,636 Equity securities 78,681 142,152 — — 220,833 Non-U.S. government and corporate bonds — 430,546 2,077 — 432,623 Other (2) — 573 59,419 — 59,992 $ 249,977 $ 592,873 $ 61,496 $ — $ 904,346 (1) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient (the “NAV”) have not been classified in the fair value hierarchy. These investments, consisting primarily of common/collective trusts, are valued using the NAV provided by the Trustee. The NAV is based on the underlying investments held by the fund, that are traded in an active market, less its liabilities. These investments are able to be redeemed in the near-term. (2) Represents diversified portfolio funds, reinsurance contracts and money market funds. |
Schedule of Net Benefit Costs [Table Text Block] | The following table sets forth the components of net periodic benefit cost and Other comprehensive loss of the Company’s defined benefit pension plans and other post-retirement employee benefit plans: Pension Benefits Other Post-Retirement Benefits Year Ended December 31, Year Ended December 31, 2018 2017 2016 2018 2017 2016 (In thousands) Components of Net Periodic Benefit Cost: Service cost $ 2,770 $ 4,951 $ 4,059 $ 19 $ 11 $ 39 Interest cost 21,574 42,177 51,638 452 951 1,038 Amortization 4,282 10,660 8,334 (28 ) (839 ) (407 ) Settlement loss (gain) (39 ) 46,933 48 — — — Divestitures loss (gain) — (17,858 ) — — (13,744 ) — Other (458 ) — 37 — 207 — Expected return on plan assets (29,306 ) (48,484 ) (57,169 ) — — — Net periodic benefit cost $ (1,177 ) $ 38,379 $ 6,947 $ 443 $ (13,414 ) $ 670 Change in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Loss: Current year net actuarial (gain) loss $ (11,816 ) $ 19,193 $ (9,523 ) $ (723 ) $ 1,307 $ (5,689 ) Current year prior service cost 3,800 19,389 — — 35 — Less amounts included in net periodic benefit cost: Amortization of net loss (4,330 ) (10,682 ) (8,362 ) 31 971 655 Settlement/divestiture/other (gain) loss 39 (163,199 ) (74 ) — 1,787 — Amortization of prior service cost 48 23 28 (3 ) (132 ) (248 ) Total recognized in Other comprehensive loss $ (12,259 ) $ (135,276 ) $ (17,931 ) $ (695 ) $ 3,968 $ (5,282 ) Net periodic benefit cost of $0.0 million , $7.7 million and $7.1 million for the years ended December 31, 2018 , 2017 and 2016 , respectively, are included in Loss (income) from discontinued operations. Each component of Net periodic benefit cost from continuing operations, with the exception of Settlement loss (gain), is included in Selling, general and administrative expense. The following table sets forth the components of net periodic benefit cost and Other comprehensive loss of the foreign defined benefit pension plans, included in the table above: Foreign Pension Benefits Year Ended December 31, 2018 2017 2016 (In thousands) Components of Net Periodic Benefit Cost: Service cost $ 2,634 $ 4,804 $ 3,881 Interest cost 15,183 27,133 34,298 Amortization 1,039 4,229 1,870 Settlement loss (gain) (39 ) 45,110 48 Divestitures loss (gain) — (56,798 ) — Other (458 ) — 37 Expected return on plan assets (18,310 ) (27,714 ) (32,596 ) Net periodic benefit cost $ 49 $ (3,236 ) $ 7,538 Change in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Loss: Current year net actuarial loss (gain) $ (31,854 ) $ 42,854 $ 4,867 Current year prior service cost 3,800 19,389 — Less amounts included in net periodic benefit cost: Amortization of net loss (1,087 ) (4,251 ) (1,898 ) Settlement/divestiture/other (gain) loss 39 (96,331 ) (74 ) Amortization of prior service cost 48 23 28 Total recognized in Other comprehensive loss $ (29,054 ) $ (38,316 ) $ 2,923 |
Schedule of Net Periodic Benefit Cost Not yet Recognized [Table Text Block] | The components of net unrecognized pension and other post-retirement benefit cost included in Accumulated other comprehensive loss in the Consolidated Balance Sheets that have not been recognized as a component of net periodic benefit cost are as follows: Pension Benefits Other Post-Retirement December 31, December 31, 2018 2017 2018 2017 (In thousands) Net actuarial loss (gain) $ 69,912 $ 86,018 $ (3,295 ) $ (2,603 ) Prior service cost 3,671 — — 3 Total $ 73,583 $ 86,018 $ (3,295 ) $ (2,600 ) The components of net unrecognized pension and other post-retirement benefit cost included in Accumulated other comprehensive loss in the Consolidated Balance Sheet that are expected to be recognized as a component of net periodic benefit cost during the year ending December 31, 2019 are as follows: Pension Benefits Other Post- (In thousands) Net actuarial loss (gain) $ 3,380 $ (155 ) Prior service cost 186 — Total $ 3,566 $ (155 ) |
Schedule of Assumptions Used [Table Text Block] | The key economic assumptions used in the measurement of the Company’s pension and other post-retirement benefit obligations are as follows: Pension Benefits Other Post-Retirement December 31, December 31, 2018 2017 2018 2017 Weighted-average discount rate: All plans 3.0 % 2.6 % 4.0 % 3.4 % Foreign plans 2.7 % 2.4 % 8.9 % — Weighted-average rate of increase in compensation levels for active foreign plans 1.8 % 2.1 % — — The key economic assumptions used in the computation of net periodic benefit cost are as follows: Pension Benefits Other Post-Retirement Benefits Year Ended December 31, Year Ended December 31, 2018 2017 2016 2018 2017 2016 Weighted-average discount rate: All plans 2.6 % 2.9 % 3.6 % 3.4 % 3.9 % 4.0 % Foreign plans 2.4 % 2.6 % 3.5 % 7.9 % — — Weighted-average expected return on plan assets: All plans 3.8 % 4.1 % 4.8 % — — — Foreign plans 3.2 % 3.3 % 4.1 % — — — Weighted-average rate of increase in compensation levels for active foreign plans 2.1 % 1.6 % 1.5 % — — — |
Schedule of Effect of One-Percentage-Point Change in Assumed Health Care Cost Trend Rates [Table Text Block] | Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plan. A one-percentage point change in assumed health care cost trend rates would have the following pre-tax effects: 1% Increase 1% Decrease (In thousands) Effect on total service and interest cost components for the year ended December 31, 2018 $ 29 $ (24 ) Effect on post-retirement benefit obligation at December 31, 2018 787 (669 ) |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Financial Instruments and Fair Value Measurements [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | A summary of the Company’s assets and liabilities that are measured at fair value on a recurring basis for each fair value hierarchy level for the periods presented is as follows: December 31, 2018 Level Level Level Total (In thousands) Assets: Cash equivalents $ 5,388 $ — $ — $ 5,388 Short term investments — — — — Foreign currency contracts related to sales - designated as hedges — 283 — 283 Foreign currency contracts related to sales - not designated as hedges — 326 — 326 Foreign currency contracts related to purchases - designated as hedges — 1,146 — 1,146 Foreign currency contracts related to purchases - not designated as hedges — 325 — 325 Deferred compensation plans — 7,154 — 7,154 $ 5,388 $ 9,234 $ — $ 14,622 Liabilities: Foreign currency contracts related to sales - designated as hedges $ — $ 2,452 $ — $ 2,452 Foreign currency contracts related to sales - not designated as hedges — 133 — 133 Foreign currency contracts related to purchases - designated as hedges — 210 — 210 Foreign currency contracts related to purchases - not designated as hedges — 557 — 557 Deferred compensation plans — 7,154 — 7,154 $ — $ 10,506 $ — $ 10,506 December 31, 2017 Level Level Level Total (In thousands) Assets: Cash equivalents $ 24,083 $ — $ — $ 24,083 Short term investments — 149,608 — 149,608 Foreign currency contracts related to sales - designated as hedges — 3,287 — 3,287 Foreign currency contracts related to sales - not designated as hedges — 43 — 43 Foreign currency contracts related to purchases - designated as hedges — 493 — 493 Foreign currency contracts related to purchases - not designated as hedges — 1,038 — 1,038 Deferred compensation plans — 6,374 — 6,374 $ 24,083 $ 160,843 $ — $ 184,926 Liabilities: Foreign currency contracts related to sales - designated as hedges $ — $ 1,257 $ — $ 1,257 Foreign currency contracts related to sales - not designated as hedges — 740 — 740 Foreign currency contracts related to purchases - designated as hedges — 1,332 — 1,332 Foreign currency contracts related to purchases - not designated as hedges — 449 — 449 Deferred compensation plans — 6,374 — 6,374 $ — $ 10,152 $ — $ 10,152 There were no transfers in or out of Level One, Two or Three during the year ended December 31, 2018 and year ended December 31, 2017 . |
Schedule of Foreign Exchange Contracts, Notional Values | As of December 31, 2018 and 2017 , the Company had foreign currency contracts with the following notional values: December 31, 2018 2017 (In thousands) Foreign currency contracts sold - not designated as hedges $ 43,510 $ 37,143 Foreign currency contracts sold - designated as hedges 125,011 174,194 Foreign currency contracts purchased - not designated as hedges 75,102 103,975 Foreign currency contracts purchased - designated as hedges 45,211 59,055 Total foreign currency derivatives $ 288,834 $ 374,367 |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance [Table Text Block] | The Company recognized the following in its Consolidated Financial Statements related to its derivative instruments: Year Ended 2018 2017 2016 (In thousands) Contracts Designated as Hedges: Foreign Currency Contracts - related to customer sales contracts: Unrealized gain $ 1,169 $ 3,812 $ 1,847 Realized (loss) gain (4,730 ) 1,954 (4,771 ) Foreign Currency Contracts - related to supplier purchase contracts: Unrealized (loss) gain (56 ) 1,109 (1,269 ) Realized gain (loss) 1,674 (2,737 ) 2,570 Unrealized gain (loss) on net investment hedges (1) 16,745 (32,388 ) 18,537 Contracts Not Designated in a Hedge Relationship: Foreign Currency Contracts - related to customer sales contracts: Unrealized gain (loss) 890 (1,725 ) 1,464 Realized (loss) gain (1,083 ) 1,712 (285 ) Foreign Currency Contracts - related to supplier purchases contracts: Unrealized (loss) gain (820 ) 1,472 (1,095 ) Realized loss (407 ) (358 ) (653 ) (1) The unrealized gain (loss) on net investment hedges is attributable to the change in valuation of Euro denominated debt. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule Of Loss Contingencies By Claims Quantities [Table Text Block] | Claims activity since December 31 related to asbestos claims is as follows: Year Ended 2018 2017 2016 (Number of claims) Claims unresolved, beginning of period (1) 17,737 20,567 20,583 Claims filed (2) 4,078 4,543 5,163 Claims resolved (3) (5,398 ) (7,373 ) (5,179 ) Claims unresolved, end of period 16,417 17,737 20,567 (In dollars) Average cost of resolved claims (4) $ 7,497 $ 6,154 $ 8,872 (1) Excludes claims filed by one legal firm that have been “administratively dismissed.” (2) Claims filed include all asbestos claims for which notification has been received or a file has been opened. (3) Claims resolved include all asbestos claims that have been settled, dismissed or that are in the process of being settled or dismissed based upon agreements or understandings in place with counsel for the claimants. (4) Excludes claims settled in Mississippi for which the majority of claims have historically been resolved for no payment and insurance recoveries. |
Schedule Of Asbestos Related Litigation [Table Text Block] | The Company’s Consolidated Balance Sheets included the following amounts related to asbestos-related litigation: December 31, 2018 2017 (In thousands) Long-term asbestos insurance asset (1) $ 278,662 $ 284,454 Long-term asbestos insurance receivable (1) 62,523 73,489 Accrued asbestos liability (2) 56,045 50,311 Long-term asbestos liability (3) 288,962 310,326 (1) Included in Other assets in the Consolidated Balance Sheets. (2) Represents current accruals for probable and reasonably estimable asbestos-related liability cost that the Company believes the subsidiaries will pay through the next 12 months, overpayments by certain insurers and unpaid legal costs related to defending themselves against asbestos-related liability claims and legal action against the Company’s insurers, which is included in Accrued liabilities in the Consolidated Balance Sheets. (3) Included in Other liabilities in the Consolidated Balance Sheets. |
Lessee, Operating Lease, Disclosure [Table Text Block] | The Company’s minimum obligations under non-cancelable operating leases are as follows: December 31, 2018 (In thousands) 2019 $ 35,476 2020 26,463 2021 20,133 2022 14,040 2023 11,430 Thereafter 30,402 Total $ 137,944 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | The Company’s segment results were as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Net sales: Air and Gas Handling $ 1,473,729 $ 1,362,902 $ 1,385,261 Fabrication Technology 2,193,083 1,937,282 1,800,492 Total Net sales $ 3,666,812 $ 3,300,184 $ 3,185,753 Segment operating income (loss) (1) : Air and Gas Handling $ 134,015 $ 126,205 $ 150,130 Fabrication Technology 249,934 224,362 195,435 Corporate and other (69,320 ) (53,432 ) (49,983 ) Total segment operating income $ 314,629 $ 297,135 $ 295,582 Depreciation, amortization and other impairment charges: Air and Gas Handling $ 67,756 $ 51,004 $ 53,222 Fabrication Technology 79,712 71,372 74,901 Corporate and other 1,495 1,316 704 Total depreciation, amortization and other impairment charges $ 148,963 $ 123,692 $ 128,827 Capital expenditures: Air and Gas Handling $ 27,859 $ 18,942 $ 18,784 Fabrication Technology 40,512 34,167 32,662 Corporate and other 1,275 277 3,595 Total capital expenditures $ 69,646 $ 53,386 $ 55,041 (1) The following is a reconciliation of Income (loss) before income taxes to segment operating income: Year Ended December 31, 2018 2017 2016 Income (loss) from continuing operations before income taxes $ 182,802 $ (11,986 ) $ 206,524 Loss on short term investments 10,128 — — Pension settlement (gain) loss (39 ) 46,933 48 Interest expense, net 44,052 41,137 30,276 Restructuring and other related charges 77,686 68,351 58,496 Goodwill and intangible asset impairment charge — 152,700 238 Segment operating income $ 314,629 $ 297,135 $ 295,582 December 31, 2018 2017 (In thousands) Investments in Equity Method Investees: Air and Gas Handling $ 6,902 $ 7,151 Fabrication Technology 32,909 41,754 $ 39,811 $ 48,905 Total Assets: Air and Gas Handling $ 2,730,734 $ 2,845,190 Fabrication Technology 3,435,862 3,291,205 Corporate and other 437,276 573,302 Total $ 6,603,872 $ 6,709,697 |
Revenue from External Customers by Products and Services [Table Text Block] | The detail of the Company’s operations by geography is as follows: Year Ended December 31, 2017 2016 2015 (In thousands) Net Sales by Origin (1) : United States $ 877,954 $ 782,200 $ 794,008 Foreign locations 2,788,858 2,517,984 2,391,745 Total Net sales $ 3,666,812 $ 3,300,184 $ 3,185,753 (1) The Company attributes revenues from external customers to individual countries based upon the country in which the sale was originated. |
Long-Lived Assets, by Geographical Areas [Table Text Block] | December 31, 2018 2017 (In thousands) Property, Plant and Equipment, Net (1) : United States $ 109,650 $ 121,023 Germany 56,470 63,055 Czech Republic 68,637 61,281 India 49,804 57,387 China 51,927 55,455 Other Foreign Locations 166,856 194,601 Property, plant and equipment, net $ 503,344 $ 552,802 (1) As the Company does not allocate all long-lived assets, specifically intangible assets, to each individual country, evaluation of long-lived assets in total is impracticable. |
Selected Quarterly Data - (un_2
Selected Quarterly Data - (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Selected Quarterly Financial Information [Abstract] | |
Schedule of Quarterly Financial Information [Table Text Block] | Provided below is selected unaudited quarterly financial data for the years ended December 31, 2018 and 2017 . Quarter Ended March 30, June 29, September 28, December 31, (1) (In thousands, except per share data) Net sales $ 880,925 $ 925,288 $ 875,373 $ 985,226 Gross profit 270,620 287,434 270,929 303,856 Net income from continuing operations 31,879 67,508 37,898 45,538 (Loss) income from discontinued operations, net of taxes (2,837 ) (25,729 ) (2,696 ) 2,912 Net income attributable to Colfax Corporation 24,535 38,457 31,310 45,894 Net income (loss) per share - basic Continuing operations $ 0.22 $ 0.52 $ 0.29 $ 0.37 Discontinued operations $ (0.02 ) $ (0.21 ) $ (0.02 ) $ 0.02 Consolidated operations $ 0.20 $ 0.31 $ 0.27 $ 0.39 Net income (loss) per share - diluted Continuing operations $ 0.22 $ 0.52 $ 0.29 $ 0.36 Discontinued operations $ (0.02 ) $ (0.21 ) $ (0.03 ) $ 0.02 Consolidated operations $ 0.20 $ 0.31 $ 0.26 $ 0.39 Quarter Ended March 31, (1) June 30, September 29, (1) December 31, (1) (In thousands, except per share data) Net sales $ 733,630 $ 847,962 $ 844,509 $ 874,083 Gross profit 239,829 258,064 263,899 267,683 Net income (loss) from continuing operations 38,390 41,864 49,622 (184,416 ) Income from discontinued operations, net of taxes 3,097 16,611 2,082 202,257 Net income attributable to Colfax Corporation 38,542 53,394 45,863 13,291 Net income (loss) per share - basic Continuing operations $ 0.29 $ 0.30 $ 0.36 $ (1.53 ) Discontinued operations $ 0.03 $ 0.13 $ 0.02 $ 1.64 Consolidated operations $ 0.31 $ 0.43 $ 0.37 $ 0.11 Net income (loss) per share - diluted Continuing operations $ 0.29 $ 0.30 $ 0.35 $ (1.53 ) Discontinued operations $ 0.03 $ 0.13 $ 0.02 $ 1.63 Consolidated operations $ 0.31 $ 0.43 $ 0.37 $ 0.11 (1) The sum of the net income per share amounts may not add due to rounding. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies Accounting Policies Warranty Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Warranty Costs [Abstract] | ||
Warranty liability, beginning of period | $ 34,177 | $ 30,222 |
Accrued warranty expense | 24,796 | 17,760 |
Changes in estimates related to pre-existing warranties | 1,943 | 1,453 |
Cost of warranty service work performed | (27,624) | (22,600) |
Acquisitions | 6,489 | 5,277 |
Foreign exchange translation effect | (2,076) | 2,065 |
Warranty liability, end of period | $ 37,705 | $ 34,177 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies Accounting Policies (Details Textual) $ in Thousands, € in Millions | Apr. 19, 2017EUR (€) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Apr. 19, 2017USD ($) | |
Non cash impairment restructuring provisions | [1] | $ 9,166 | ||||
Deconsolidation, Gain (Loss), Amount | $ (2,400) | |||||
Venezuelan Subsidiaries, Percentage of Total Net Assets | less than 1% | |||||
Venezuelan Subsidiaries, Percentage of Total Revenues | less than 1% | |||||
Venezuelan Subsidiaries, Percentage of Total Operating Income | less than 1% | |||||
Revenues in excess of billings on long-term contracts | 168,300 | $ 203,900 | ||||
Billings in excess of revenues on long-term contracts | $ 68,100 | 94,200 | ||||
Goodwill, Impairment Loss | 150,200 | |||||
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount | 9.00% | |||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 2,500 | |||||
Indefinite-lived Intangible Assets (Excluding Goodwill), Fair Value Disclosure | 11,700 | |||||
Indefinite-Lived Trade Names | 22,100 | |||||
Non-cash impairment provisions | [1] | 30,997 | ||||
Proceeds from Notes Payable | $ 0 | 374,450 | $ 0 | |||
Deferred Finance Costs, Net | 6,900 | 9,200 | ||||
Deferred issuance costs, accumulated amortization | 14,600 | 12,300 | ||||
Asset Impairments Related to Facility Closures [Member] | ||||||
Non-cash impairment provisions | 31,000 | 2,600 | ||||
Fair Value of Long-Lived Assets Impaired During the Year | 49,400 | 53,700 | 2,700 | |||
Interest expense [Member] | ||||||
Interest Income, Other | 9,600 | 7,800 | 6,600 | |||
Foreign currency transaction (loss) gain | (1,300) | 0 | 2,600 | |||
Selling, general and administrative expense [Member] | ||||||
Deconsolidation, Gain (Loss), Amount | (500) | |||||
Research and development costs | 48,500 | 42,900 | 39,300 | |||
Foreign currency transaction (loss) gain | (8,400) | 3,400 | 5,000 | |||
Income Loss From Discontinued Operations [Member] | ||||||
Deconsolidation, Gain (Loss), Amount | $ (1,900) | |||||
Fabrication Technology [Member] | ||||||
Non cash impairment restructuring provisions | $ 5,509 | |||||
Goodwill, Impairment Loss | 0 | |||||
Non-cash impairment provisions | 4,369 | |||||
Assets Held under Capital Leases [Member] | Minimum | ||||||
Property, Plant and Equipment, Useful Life | 3 years | |||||
Assets Held under Capital Leases [Member] | Maximum | ||||||
Property, Plant and Equipment, Useful Life | 15 years | |||||
Other Assets [Member] | ||||||
Deferred Finance Costs, Net | $ 2,200 | 3,800 | ||||
Long-term Debt [Member] | ||||||
Deferred Finance Costs, Net | $ 4,700 | $ 5,400 | ||||
Customer Relationships [Member] | Minimum | ||||||
Finite-Lived Intangible Asset, Useful Life | 7 years | |||||
Customer Relationships [Member] | Maximum | ||||||
Finite-Lived Intangible Asset, Useful Life | 25 years | |||||
Finite Lived Intangible Assets, Excluding Customer Relationships [Member] | Minimum | ||||||
Finite-Lived Intangible Asset, Useful Life | 2 years | |||||
Finite Lived Intangible Assets, Excluding Customer Relationships [Member] | Maximum | ||||||
Finite-Lived Intangible Asset, Useful Life | 20 years | |||||
Senior Notes [Member] | ||||||
Proceeds from Notes Payable | € | € 350 | |||||
Deferred Finance Costs, Net | $ 6,000 | |||||
[1] | Includes the cost of relocating associates, relocating equipment and lease termination expense in connection with the closure of facilities. During the year ended December 31, 2018, the Company recorded a $5.5 million non-cash impairment charge for facilities in our Fabrication Technology segment and a $3.7 million non-cash impairment charge for facilities in our Air and Gas Handling segment as part of Corporate approved restructuring activities. |
Recently Issued Accounting Pr_2
Recently Issued Accounting Pronouncements Details Textual (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 0 | ||
Tax Cuts And Jobs Act Of 2017, Incomplete Accounting, Transition Tax For Accumulated Foreign Earnings, Provisional Liability | (10,800) | $ (52,000) | |
Tax Cuts And Jobs Act Of 2017, Incomplete Accounting, Provisional Income Tax Expense (Benefit) | (667) | (54,988) | $ 0 |
Retained Earnings [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 5,152 | $ 5,200 |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) $ in Thousands, shares in Millions | Dec. 11, 2017 | Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disposal Group, Including Discontinued Operations, Statement of Income | |||||||||||||
Gain (Loss) on Disposition of Business | $ (4,337) | $ 308,388 | $ 0 | ||||||||||
Income (loss) from discontinued operations, net of taxes | $ 2,912 | $ (2,696) | $ (25,729) | $ (2,837) | $ 202,257 | $ 2,082 | $ 16,611 | $ 3,097 | (28,350) | 224,047 | (9,561) | ||
Disposal Group, Including Discontinued Operation, Additional Disclosures [Abstract] | |||||||||||||
Cash Provided by (Used in) Operating Activities, Discontinued Operations | (5,600) | 65,200 | 23,100 | ||||||||||
Cash Used in Investing Activities, Discontinued Operations | 10,100 | 3,900 | |||||||||||
Proceeds from Sale of Short-term Investments | 139,500 | 139,480 | 0 | 0 | |||||||||
Expense Related to Distribution or Servicing and Underwriting Fees | $ 5,800 | ||||||||||||
Fluid Handling [Member] | |||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Total consideration for sale | $ 860,600 | ||||||||||||
Cash consideration for sale | $ 551,000 | ||||||||||||
Shares consideration for sale, Shares | 3.3 | ||||||||||||
Net retirement liabilities as part of the sale | $ 168,000 | ||||||||||||
Disposal Group, Including Discontinued Operations, Statement of Income | |||||||||||||
Net sales | 0 | 436,682 | 461,294 | ||||||||||
Cost of sales | 0 | 294,946 | 308,025 | ||||||||||
Selling, general and administrative expense | [1] | 7,156 | 118,740 | 136,380 | |||||||||
Divestiture-related expense, net | [2] | 4,321 | 5,257 | 0 | |||||||||
Restructuring and other related items | [3] | 0 | (6,768) | 15,674 | |||||||||
Operating income (loss) | (11,477) | 24,507 | 1,215 | ||||||||||
Interest income | [4] | 0 | 473 | 260 | |||||||||
Gain (Loss) on Disposition of Business | [5] | (4,337) | 308,388 | 0 | |||||||||
Income (loss) from discontinued operations before income taxes | (15,814) | 333,368 | 1,475 | ||||||||||
Income taxes | 12,536 | 109,321 | 11,036 | ||||||||||
Income (loss) from discontinued operations, net of taxes | $ (28,350) | 224,047 | $ (9,561) | ||||||||||
Disposal Group, Including Discontinued Operation, Additional Disclosures [Abstract] | |||||||||||||
Gain (Loss) on Disposition of Assets | $ 12,000 | ||||||||||||
[1] | Pursuant to the Purchase Agreement, the Company retained its asbestos-related contingencies and insurance coverages. However, as the Company did not retain an interest in the ongoing operations of the business subject to the contingencies, the Company has classified asbestos-related activity in its Consolidated Statements of Income as part of (Loss) income from discontinuing operations. See Note 17, “Commitments and Contingencies” for further information. | ||||||||||||
[2] | Primarily related to professional and consulting fees associated with due diligence and preparation of regulatory filings, as well as employee benefit arrangements and other disposition-related activities. | ||||||||||||
[3] | During the year ended December 31, 2017, the Company recorded a gain of approximately $12 million from the sale of a facility that was previously closed as part of restructuring activities. | ||||||||||||
[4] | Interest expense has not been allocated to the discontinued operations. | ||||||||||||
[5] | {F|ahBzfndlYmZpbGluZ3MtaHJkcmoLEgZYTUxEb2MiXlhCUkxEb2NHZW5JbmZvOjcxM2E0NzVjYzFlMjQzMTRiZWU2MjU3NDhjMGJjMDIxfFRleHRTZWxlY3Rpb246QzVEQjkwMTQ1RUIzNTM4NEI3MkVEN0YzNkM2OEY5MjEM} |
Acquisitions (Details Textual)
Acquisitions (Details Textual) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Mar. 29, 2019USD ($) | Dec. 31, 2018USD ($)acquisition | Sep. 28, 2018USD ($) | Dec. 31, 2017USD ($)acquisition | Dec. 31, 2016USD ($)acquisition | |
Business Acquisitions [Line Items] | |||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | $ 88.1 | $ 58.5 | $ 1.3 | ||
Air and Gas [Member] | |||||
Business Acquisitions [Line Items] | |||||
Number of Businesses Acquired | acquisition | 2 | 2 | |||
Total Consideration, Net of Cash Received | $ 39.9 | $ 219.6 | |||
Fabrication Technology [Member] | |||||
Business Acquisitions [Line Items] | |||||
Number of Businesses Acquired | acquisition | 2 | 3 | 1 | ||
Total Consideration, Net of Cash Received | $ 245.1 | $ 129.2 | $ 26 | ||
DJO Global Inc. [Member] | |||||
Business Acquisitions [Line Items] | |||||
Business Acquisition, Revenue Reported by Acquired Entity for Last Annual Period | $ 1,200 | ||||
DJO Global Inc. [Member] | |||||
Business Acquisitions [Line Items] | |||||
Business Combination, Consideration to Be Transferred | $ 3,200 |
Revenue Recognition Revenue (De
Revenue Recognition Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue, Major Customer [Line Items] | |||
Contract with Customer, Liability, Revenue Recognized | $ 115,000 | $ 117,900 | |
Fabrication Technology [Member] | |||
Revenue, Major Customer [Line Items] | |||
Revenue recognized, under point in time method | 2,192,823 | 1,932,550 | $ 1,795,876 |
Revenue, over time | 260 | 4,732 | 4,616 |
Contract with Customer, Liability, Revenue Recognized | 2,193,083 | 1,937,282 | 1,800,492 |
Air and Gas [Member] | |||
Revenue, Major Customer [Line Items] | |||
Revenue recognized, under point in time method | 596,095 | 633,288 | 753,378 |
Revenue, over time | 877,634 | 729,614 | 631,883 |
Contract with Customer, Liability, Revenue Recognized | $ 1,473,729 | $ 1,362,902 | $ 1,385,261 |
Revenue Recognition Details Tex
Revenue Recognition Details Textual (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||
Contract liabilities | $ 140,000 | $ 133,300 | $ 132,400 |
Contract with Customer, Liability, Revenue Recognized | $ 115,000 | $ 117,900 | |
Percentage of Revenue related to Long-term contract | 69.00% | 66.60% | |
Air and Gas [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue, Remaining Performance Obligation | $ 832,200 | ||
Contract with Customer, Liability, Revenue Recognized | $ 1,473,729 | $ 1,362,902 | $ 1,385,261 |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligation (Details) | Dec. 31, 2018 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue remaining performance obligation percentage recognized | 74.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue remaining performance obligation percentage recognized | 26.00% |
Net Income Per Share (Details)
Net Income Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |||||
Earnings Per Share [Abstract] | |||||||||||||||
Net income (loss) from continuing operations attributable to Colfax Corporation (1) | $ 45,894 | $ 31,310 | $ 38,457 | $ 24,535 | $ 13,291 | $ 45,863 | $ 53,394 | $ 38,542 | $ 168,546 | [1] | $ (72,957) | [1] | $ 137,672 | [1] | |
Weighted-average shares of Common stock outstanding - basic | 120,288,297 | 123,229,806 | 122,911,581 | ||||||||||||
Net income (loss) per share from continuing operations - basic | $ 0.37 | $ 0.29 | $ 0.52 | $ 0.22 | $ (1.53) | $ 0.36 | $ 0.30 | $ 0.29 | $ 1.40 | $ (0.59) | $ 1.12 | ||||
Net income (loss) from continuing operations attributable to Colfax Corporation (1) | [1] | $ 168,546 | $ (72,957) | $ 137,672 | |||||||||||
Net effect of potentially dilutive securities - stock options and restricted stock units | 506,759 | 0 | 287,145 | ||||||||||||
Weighted-average shares of Common stock outstanding - diluted | 120,795,056 | 123,229,806 | 123,198,726 | ||||||||||||
Net income (loss) per share from continuing operations - diluted | $ 0.36 | $ 0.29 | $ 0.52 | $ 0.22 | $ (1.53) | $ 0.35 | $ 0.30 | $ 0.29 | $ 1.40 | $ (0.59) | $ 1.12 | ||||
[1] | Net income (loss) from continuing operations attributable to Colfax Corporation for the respective periods is calculated using Net income (loss) from continuing operations less the income attributable to noncontrolling interest, net of taxes. |
Net Income Per Share (Details T
Net Income Per Share (Details Textual) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3.4 | 5 | 4.5 |
Discontinued Operations | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0.8 |
Income Taxes Domestic and Forei
Income Taxes Domestic and Foreign (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest [Abstract] | |||
Domestic operations | $ (25,610) | $ (29,470) | $ (34,015) |
Foreign operations | 208,412 | 17,484 | 240,539 |
Income before income taxes | 182,802 | (11,986) | 206,524 |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Federal | (6,805) | 49,259 | 621 |
State | 1,698 | (439) | (592) |
Foreign | 71,659 | 53,274 | 60,651 |
Current income tax | 66,552 | 102,094 | 60,680 |
Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Domestic operations | (25,573) | (54,226) | (2,924) |
Foreign operations | (41,000) | (5,314) | (5,984) |
Deferred income tax | (66,573) | (59,540) | (8,908) |
Provision for income taxes | $ (21) | $ 42,554 | $ 51,772 |
Income Taxes Reconciliation (De
Income Taxes Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Reconciliation At Federal Statutory Rate [Abstract] | |||
Taxes calculated at the U.S. federal statutory rate | $ 38,388 | $ (4,195) | $ 72,283 |
State taxes | (2,550) | 86 | 228 |
Effect of tax rates on international operations | (1,525) | (20,571) | (37,670) |
Change in enacted international tax rates | (2,403) | 536 | (2,419) |
Changes in valuation allowance and tax reserves | (6,933) | 18,105 | (1,697) |
Increase (Decrease) in Reserve for Commissions, Expense and Taxes | (2,173) | (12,246) | 4,282 |
Tax Cuts And Jobs Act Of 2017, Incomplete Accounting, Provisional Income Tax Expense (Benefit) | (667) | (54,988) | 0 |
Effective Income Tax Rate Reconciliation, Repatriation of Foreign Earnings, Amount | (10,804) | 52,381 | 0 |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses, Amount | 0 | 52,570 | 0 |
Effective Income Tax Rate Reconciliation, Tax Credit, Research, Amount | (11,022) | 0 | 0 |
Effective Income Tax Rate Reconciliation, Tax Credit, Amount | (16,120) | 0 | 0 |
Net items not deductible in an international jurisdiction | 12,193 | 2,906 | 7,899 |
SubPart F & GILTI | 7,427 | 6,655 | 9,839 |
Other | (3,832) | 1,315 | (973) |
Provision for income taxes | $ (21) | $ 42,554 | $ 51,772 |
Income Taxes Deferred Tax Asset
Income Taxes Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Schedule of Deferred Tax Assets and Liabilities [Abstract] | ||
Post-retirement benefit obligation | $ 17,053 | $ 23,297 |
Expenses currently not deductible | 77,888 | 69,039 |
Net operating loss carryforward | 153,967 | 142,700 |
Tax credit carryforward | 22,805 | 4,148 |
Depreciation and amortization | 11,560 | 10,001 |
Other | 45,131 | 36,733 |
Valuation allowance | (148,023) | (155,179) |
Deferred tax assets, net | 180,381 | 130,739 |
Depreciation and amortization | (263,324) | (271,359) |
UK and other foreign benefit obligation | (19,514) | (11,317) |
Inventory | (11,891) | (12,109) |
Outside basis differences and other | (104,886) | (118,974) |
Total deferred tax liabilities | (399,615) | (413,759) |
Total deferred tax liabilities, net | $ (219,234) | $ (283,020) |
Income Taxes Gross Unrecognized
Income Taxes Gross Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of unrecognized tax beneits [Abstract] | |||
Beginning Balance | $ 41,018 | $ 59,208 | $ 52,878 |
Addition for tax positions taken in prior periods | 2,525 | 1,521 | 6,552 |
Addition for tax positions taken in current period | 240 | 424 | 1,418 |
Reductions related to settlements with taxing authorities | (461) | (10,708) | (53) |
Reductions resulting from a lapse of applicable statute of limitations | (4,477) | (3,677) | (2,195) |
Other, including the impact of foreign currency translation | (1,224) | (5,750) | 608 |
Ending Balance | $ 37,621 | $ 41,018 | $ 59,208 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Tax Cuts And Jobs Act Of 2017, Incomplete Accounting, Transition Tax For Accumulated Foreign Earnings, Provisional Liability | $ 10,800 | $ 52,000 | ||
Tax Cuts And Jobs Act Of 2017, Incomplete Accounting, Provisional Income Tax Expense (Benefit) | (667) | (54,988) | $ 0 | |
Deferred Tax Assets, Valuation Allowance | 148,023 | 155,179 | ||
Foreign tax credit carryforwards | 8,400 | |||
Deferred Tax Assets, in Process Research and Development | 1,400 | |||
minimum tax credit carryforward | 7,000 | |||
Undistributed Earnings of Foreign Subsidiaries | 533,000 | |||
Unrecognized Tax Benefits | 37,621 | 41,018 | 59,208 | $ 52,878 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 4,100 | 5,400 | ||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | 1,100 | 1,300 | 2,700 | |
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit | 2,000 | |||
Effective Income Tax Rate Reconciliation, Tax Credit, Research, Amount | 11,022 | $ 0 | $ 0 | |
Valuation Allowance of Deferred Tax Assets [Member] | ||||
Valuation Allowances and Reserves, Charged to Cost and Expense, Net | (7,000) | |||
Valuation Allowances and Reserves, Charged to Cost and Expense from Acquisition | 2,400 | |||
Valuation Allowances and Reserves, Reduction recognized in OCI | 4,900 | |||
Valuation Allowances And Reserves Foreign Currency Translation | (7,400) | |||
Domestic Tax Authority [Member] | ||||
Operating Loss Carryforwards | 14,900 | |||
Foreign Tax Authority [Member] | ||||
Operating Loss Carryforwards | $ 661,000 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Goodwill [Line Items] | |||
Balance beginning of period | $ 2,538,544 | $ 2,350,996 | |
Goodwill attributable to acquisitions | 145,568 | [1] | 181,204 |
Goodwill impairment | (150,200) | ||
Impact of foreign currency translation and other | (107,495) | 156,544 | |
Balance end of period | 2,576,617 | 2,538,544 | |
Accumulated goodwill impairment as of December 31, 2018 | (150,200) | ||
Air and Gas [Member] | |||
Goodwill [Line Items] | |||
Balance beginning of period | 1,108,172 | 1,053,543 | |
Goodwill attributable to acquisitions | 32,214 | [1] | 107,024 |
Goodwill impairment | (150,200) | ||
Impact of foreign currency translation and other | (61,642) | 97,805 | |
Balance end of period | 1,078,744 | 1,108,172 | |
Accumulated goodwill impairment as of December 31, 2018 | (150,200) | ||
Fabrication Technology [Member] | |||
Goodwill [Line Items] | |||
Balance beginning of period | 1,430,372 | 1,297,453 | |
Goodwill attributable to acquisitions | 113,354 | [1] | 74,180 |
Goodwill impairment | 0 | ||
Impact of foreign currency translation and other | (45,853) | 58,739 | |
Balance end of period | 1,497,873 | $ 1,430,372 | |
Accumulated goodwill impairment as of December 31, 2018 | $ 0 | ||
[1] | Includes purchase accounting adjustments associated with acquisitions discussed in Note 5, “Acquisitions”. |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2018 | |
Intangible Assets Schedule [Line Items] | ||
Goodwill impairment | $ (150,200) | |
Indefinite-Lived Trade Names | 22,100 | |
Accumulated Amortization | (342,501) | $ (401,218) |
Intangible Assets, Gross | 1,359,704 | 1,414,131 |
Customer Relationships [Member] | ||
Intangible Assets Schedule [Line Items] | ||
Accumulated Amortization | (184,100) | (216,932) |
Finite-Lived Intangible Assets, Gross | 622,893 | 672,145 |
Acquired Technology [Member] | ||
Intangible Assets Schedule [Line Items] | ||
Accumulated Amortization | (62,491) | (75,172) |
Finite-Lived Intangible Assets, Gross | 170,453 | 182,249 |
Software [Member] | ||
Intangible Assets Schedule [Line Items] | ||
Accumulated Amortization | (71,010) | (78,285) |
Finite-Lived Intangible Assets, Gross | 100,098 | 110,356 |
Backlog [Member] | ||
Intangible Assets Schedule [Line Items] | ||
Accumulated Amortization | (2,600) | (3,578) |
Finite-Lived Intangible Assets, Gross | 10,398 | 3,578 |
Other Intangible Assets [Member] | ||
Intangible Assets Schedule [Line Items] | ||
Accumulated Amortization | (22,300) | (27,251) |
Finite-Lived Intangible Assets, Gross | 48,695 | 62,018 |
Trade Names [Member] | ||
Intangible Assets Schedule [Line Items] | ||
Indefinite-Lived Trade Names | 407,167 | $ 383,785 |
Air and Gas [Member] | ||
Intangible Assets Schedule [Line Items] | ||
Goodwill impairment | (150,200) | |
Fabrication Technology [Member] | ||
Intangible Assets Schedule [Line Items] | ||
Goodwill impairment | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization of Intangible Assets | $ 88,080 | $ 71,119 | $ 57,365 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets (Details Textual) $ in Millions | Dec. 31, 2018USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Finite-Lived Intangible Assets, Amortization Expense, 2018 | $ 68.5 |
Finite-Lived Intangible Assets, Amortization Expense, 2019 | 67.2 |
Finite-Lived Intangible Assets, Amortization Expense, 2020 | 64.5 |
Finite-Lived Intangible Assets, Amortization Expense, 2021 | 58 |
Finite-Lived Intangible Assets, Amortization Expense, 2022 | $ 51.2 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 821,200 | $ 865,381 |
Accumulated depreciation | (317,856) | (312,579) |
Property, plant and equipment, net | 503,344 | 552,802 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 41,372 | 47,584 |
Buildings and improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 296,309 | 322,431 |
Buildings and improvements [Member] | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Depreciable Life | 5 years | |
Buildings and improvements [Member] | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Depreciable Life | 40 years | |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 483,519 | $ 495,366 |
Machinery and equipment [Member] | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Depreciable Life | 3 years | |
Machinery and equipment [Member] | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Depreciable Life | 15 years |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |||
Tangible Asset Impairment Charges | $ 6.4 | $ 30.9 | $ 3.4 |
Property, Plant and Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 53.8 | $ 52.3 | $ 52.5 |
Inventories, Net (Details)
Inventories, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 165,738 | $ 141,827 |
Work in process | 88,860 | 74,704 |
Finished goods | 283,067 | 250,364 |
Inventory, Gross | 537,665 | 466,895 |
Less: customer progress payments | 0 | (2,308) |
Less: allowance for excess, slow-moving and obsolete inventory | (41,130) | (34,960) |
Inventories, net | $ 496,535 | $ 429,627 |
Debt (Details)
Debt (Details) $ in Thousands | Feb. 21, 2019offering | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | |||
Less: current portion | $ (6,334) | $ (5,766) | |
Long-term debt | 1,192,408 | 1,055,305 | |
Total debt | 1,198,742 | 1,061,071 | |
Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Total debt | 395,420 | 414,862 | |
Term Debt [Member] | |||
Debt Instrument [Line Items] | |||
Total debt | 485,959 | 615,095 | |
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Total debt | $ 317,363 | $ 31,114 | |
Subsequent Event | DJO Global Inc. Financing Facilities | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Number of Offerings Completed | offering | 2 |
Debt (Schedule of Debt Maturiti
Debt (Schedule of Debt Maturities) (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |||
2,019 | [1] | $ 6,334 | |
2,020 | [1] | 798,529 | |
2,021 | [1] | 0 | |
2,022 | [1] | 0 | |
2,023 | 0 | ||
Thereafter | 400,108 | ||
Total contractual maturities | 1,204,971 | ||
Debt discount | (6,229) | ||
Total debt | $ 1,198,742 | $ 1,061,071 | |
[1] | Represents scheduled payments required under the DB Credit Agreement through June 5, 2020 and the Euro Notes through April 15, 2025, as well as the contractual maturities of other debt outstanding as of December 31, 2018, and reflects management’s intention to repay scheduled maturities of the term loans outstanding with proceeds from the revolving Credit Facility. |
Debt (Details Textual)
Debt (Details Textual) $ in Thousands, € in Millions | Feb. 05, 2019USD ($) | Jan. 11, 2019USD ($) | Dec. 19, 2018USD ($) | Apr. 19, 2017EUR (€) | Jun. 05, 2015USD ($) | Dec. 31, 2018USD ($)fiscal_quarterRate | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Apr. 19, 2017USD ($) |
Debt Instrument, Carrying Value | $ 1,204,971 | ||||||||
Debt discount | 1,500 | ||||||||
Deferred Finance Costs, Net | 6,900 | $ 9,200 | |||||||
Letters of Credit, Maximum Capacity | 757,400 | ||||||||
Letters of Credit, Amount Outstanding | 344,100 | ||||||||
Proceeds from Notes Payable | 0 | $ 374,450 | $ 0 | ||||||
Term Loans [Member] | |||||||||
Debt Instrument, Carrying Value | $ 750,000 | ||||||||
Debt Instrument, Term | 5 years | ||||||||
Revolving Credit Facility [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,300,000 | ||||||||
Debt Instrument, Term | 5 years | ||||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 1,100,000 | ||||||||
Swingline Subfacility [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 50,000 | ||||||||
DB credit agreement [Member] | |||||||||
Eurocurrency Rate Loan Interest Rate Margin Percentage, Minimum | Rate | 1.25% | ||||||||
Eurocurrency Rate Interest Rate Loan Margin Percentage, Maximum | Rate | 2.00% | ||||||||
Base Rate Loan Interest Rate Margin Percentage, Minimum | Rate | 0.25% | ||||||||
Base Rate Loan Interest Rate Margin Percentage, Maximum | Rate | 1.00% | ||||||||
Long-term Debt, Weighted Average Interest Rate | 3.92% | ||||||||
Ratio of Indebtedness to Net Capital | 3.5 | ||||||||
Interest Coverage Ratio Required | 3 | ||||||||
Bilateral agreements [Member] | |||||||||
Debt Instrument, Carrying Value | $ 71,000 | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 271,900 | ||||||||
Long-term Debt, Weighted Average Interest Rate | 3.59% | ||||||||
Senior Notes [Member] | |||||||||
Deferred Finance Costs, Net | $ 6,000 | ||||||||
Proceeds from Notes Payable | € | € 350 | ||||||||
Euro Bond Coupon Rate | 3.25% | ||||||||
Repayments of Debt | € | € 283.5 | ||||||||
DJO Global Inc. Financing Facilities | |||||||||
Line of Credit Sub-Facility, Maximum Borrowing Capacity, Available for Specific Future Transaction | $ 50,000 | ||||||||
Subsequent Event | DJO Global Inc. Financing Facilities | |||||||||
Gross proceed from issuance of Tangible Equity offering | $ 460,000 | ||||||||
Proceeds from Notes Payable | $ 1,000,000 | ||||||||
New Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Covenant, Initial Maximum Total Leverage Ratio | 6 | ||||||||
Debt Instrument, Covenant, Springing Collateral Provision, Minimum Total Leverage Ratio | 3.75 | ||||||||
Debt Instrument, Covenant, Springing Collateral Provision, Minimum Total Leverage Ratio, Number of Consecutive Fiscal Quarters Following Fourth Quarter After Consummation of Acquisition | fiscal_quarter | 2 | ||||||||
Debt Instrument, Covenant, Minimum Interest Coverage Ratio | 3 | ||||||||
New Revolving Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Term | 5 years | ||||||||
Line of Credit Facility, Capacity Available for Specific Future Transaction | $ 1,300,000 | ||||||||
Term A-1 Loan [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Term | 5 years | ||||||||
Debt Instrument, Available for Specific Future Transaction A | $ 1,200,000 | ||||||||
Term A-2 Loan [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Term | 2 years | ||||||||
Debt Instrument, Available for Specific Future Transaction B | $ 500,000 | ||||||||
Eurocurrency [Member] | New Revolving Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||||||||
Eurocurrency [Member] | New Term Loan Facilities [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | ||||||||
Base Rate [Member] | New Revolving Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||||||||
Base Rate [Member] | New Term Loan Facilities [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||||||||
Minimum | Eurocurrency [Member] | New Revolving Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | ||||||||
Minimum | Eurocurrency [Member] | New Term Loan Facilities [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | ||||||||
Minimum | Base Rate [Member] | New Revolving Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | ||||||||
Minimum | Base Rate [Member] | New Term Loan Facilities [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.25% | ||||||||
Maximum | Eurocurrency [Member] | New Revolving Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||||||||
Maximum | Eurocurrency [Member] | New Term Loan Facilities [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||||||||
Maximum | Base Rate [Member] | New Revolving Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||||
Maximum | Base Rate [Member] | New Term Loan Facilities [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||||||
Step-Down at the End of the Second and Third Fiscal Quarters Following Consummation of Acquisition [Member] | New Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Covenant, Step-Down Maximum Total Leverage Ratio | 5.50 | ||||||||
Step-Down at the End of the Fourth and Fifth Fiscal Quarters Following Consummation of Acquisition [Member] | New Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Covenant, Step-Down Maximum Total Leverage Ratio | 4.75 | ||||||||
Step-Down at the End of the Sixth Fiscal Quarter Following Consummation of Acquisition [Member] | New Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Covenant, Step-Down Maximum Total Leverage Ratio | 4.25 | ||||||||
Step-Down at the End of the Seventh Fiscal Quarter Following Consummation of Acquisition [Member] | New Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Covenant, Step-Down Maximum Total Leverage Ratio | 4 | ||||||||
Step-Down at the End of the Eighth Fiscal Quarter Following Consummation of Acquisition [Member] | New Credit Facility [Member] | DJO Global Inc. Financing Facilities | |||||||||
Debt Instrument, Covenant, Step-Down Maximum Total Leverage Ratio | 3.50 |
Equity (Details)
Equity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |||
Changes in Accumulated Other Comprehensive Loss [Line Items] | |||||
Beginning Balance | $ (574,372) | ||||
Net actuarial gain (loss) | 5,609 | $ 4,185 | $ 4,815 | ||
Foreign currency translation adjustment | (221,437) | 282,683 | (308,675) | ||
Unrealized gain on available-for-sale securities | 5,152 | ||||
(Loss) gain on long-term intra-entity foreign currency transactions | (5,507) | (29,372) | (22,530) | ||
Gain (loss) on net investment hedges | 16,745 | (32,388) | 18,537 | ||
Unrealized (loss) gain on cash flow hedges | (2,153) | 8,875 | (789) | ||
Other comprehensive (loss) income before reclassifications | (206,743) | 239,135 | (308,642) | ||
Amounts reclassified from Accumulated other comprehensive loss | [1] | 6,090 | 6,981 | 7,012 | [2] |
Divestiture Related Recognition of Pension and Other Postretirement Costs and Foreign Currency Translation | 167,857 | ||||
Net current period Other comprehensive (loss) income | (200,653) | 413,973 | (301,630) | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | 0 | ||||
Ending balance | (780,177) | (574,372) | |||
Total | |||||
Changes in Accumulated Other Comprehensive Loss [Line Items] | |||||
Beginning Balance | (574,372) | (988,345) | (686,715) | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | (5,152) | ||||
Ending balance | (780,177) | (574,372) | (988,345) | ||
Net Unrecognized Pension And Other Post-Retirement Benefit Cost [Member] | |||||
Changes in Accumulated Other Comprehensive Loss [Line Items] | |||||
Beginning Balance | (84,338) | (181,189) | (193,258) | ||
Net actuarial gain (loss) | 5,609 | 4,185 | 4,815 | ||
Foreign currency translation adjustment | 1,145 | (5,689) | 2,620 | ||
Other comprehensive (loss) income before reclassifications | 6,754 | (1,504) | 7,435 | ||
Amounts reclassified from Accumulated other comprehensive loss | [1] | 6,090 | 6,981 | 4,634 | |
Divestiture Related Recognition of Pension and Other Postretirement Costs and Foreign Currency Translation | 91,374 | ||||
Net current period Other comprehensive (loss) income | 12,844 | 96,851 | 12,069 | ||
Ending balance | (71,494) | (84,338) | (181,189) | ||
Foreign Currency Translation Adjustment [Member] | |||||
Changes in Accumulated Other Comprehensive Loss [Line Items] | |||||
Beginning Balance | (525,324) | (860,789) | (528,620) | ||
Foreign currency translation adjustment | (222,158) | 288,354 | (312,017) | ||
(Loss) gain on long-term intra-entity foreign currency transactions | (5,507) | (29,372) | (22,530) | ||
Other comprehensive (loss) income before reclassifications | (227,665) | 258,982 | (334,547) | ||
Amounts reclassified from Accumulated other comprehensive loss | [2] | 2,378 | |||
Divestiture Related Recognition of Pension and Other Postretirement Costs and Foreign Currency Translation | 76,483 | ||||
Net current period Other comprehensive (loss) income | (227,665) | 335,465 | (332,169) | ||
Ending balance | (752,989) | (525,324) | (860,789) | ||
Unrealized (Loss) Gain On Hedging Activities [Member] | |||||
Changes in Accumulated Other Comprehensive Loss [Line Items] | |||||
Beginning Balance | 30,138 | 53,633 | 35,163 | ||
Foreign currency translation adjustment | (424) | 18 | 722 | ||
Gain (loss) on net investment hedges | (32,388) | 18,537 | |||
Unrealized (loss) gain on cash flow hedges | (2,153) | 8,875 | (789) | ||
Other comprehensive (loss) income before reclassifications | 14,168 | (23,495) | 18,470 | ||
Net current period Other comprehensive (loss) income | 14,168 | (23,495) | 18,470 | ||
Ending balance | 44,306 | 30,138 | $ 53,633 | ||
Changes in Fair Value of Available-for-Sale Securities [Member] | |||||
Changes in Accumulated Other Comprehensive Loss [Line Items] | |||||
Beginning Balance | 5,152 | ||||
Unrealized gain on available-for-sale securities | 5,152 | ||||
Other comprehensive (loss) income before reclassifications | 5,152 | ||||
Net current period Other comprehensive (loss) income | 0 | 5,152 | |||
Cumulative Effect of New Accounting Principle in Period of Adoption | (5,152) | ||||
Ending balance | $ 0 | $ 5,152 | |||
[1] | Included in the computation of net periodic benefit cost. See Note 15, “Defined Benefit Plans” for additional details. | ||||
[2] | Foreign currency translation adjustment reclassification is the result of deconsolidation of the Company’s Venezuelan operations during the year ended December 31, 2016. See Note 2, “Summary of Significant Accounting Policies” for further discussion. |
Equity Stock-based compensation
Equity Stock-based compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Stock Based Compensation [Abstract] | |||
Stock-based compensation expense | $ 25,103 | $ 21,548 | $ 19,020 |
Deferred tax benefit | $ 3,418 | $ 7,079 | $ 6,271 |
Equity Option Valuation Assumpt
Equity Option Valuation Assumptions (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Valuation Assumptions [Abstract] | |||
Expected period that options will be outstanding (in years) | 4 years 6 months 15 days | 4 years 9 months 12 days | 4 years 11 months 11 days |
Interest rate (based on U.S. Treasury yields at the time of grant) | 2.65% | 1.92% | 1.41% |
Volatility | 31.89% | 32.15% | 42.50% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Weighted-average fair value of options granted | $ 10.37 | $ 12.16 | $ 9.47 |
Equity Option Award Activity (D
Equity Option Award Activity (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018USD ($)$ / sharesshares | ||
Option Activity [Abstract] | ||
Number of options, Outstanding | shares | 4,439,585 | |
Number of options, Granted | shares | 1,001,239 | |
Number of options, Exercised | shares | (169,209) | |
Number of options, Forfeited and expired | shares | (379,848) | |
Number of options, Outstanding | shares | 4,891,767 | |
Number of options, Vested or expected to vest | shares | 4,821,964 | |
Number of options, Exercisable | shares | 2,226,507 | |
Weighted-average exercise price, Outstanding | $ / shares | $ 38.68 | |
Weighted-average exercise price, Granted | $ / shares | 33.39 | |
Weighted-average exercise price, Exercised | $ / shares | 27.78 | |
Weighted-average exercise price, Forfeited and expired | $ / shares | 44.93 | |
Weighted-average exercise price, Outstanding | $ / shares | 37.49 | |
Weighted-average exercise price, Vested or expected to vest | $ / shares | 37.43 | |
Weighted-average exercise price, Exercisable | $ / shares | $ 41.21 | |
Weighted-Average Remaining Contractual Term, Outstanding | 4 years 1 month 6 days | |
Weighted-Average Remaining Contractual Term, Vested or expected to vest | 4 years 1 month 6 days | |
Weighted-Average Remaining Contractual Term, Exercisable | 3 years 2 months 15 days | |
Aggregate intrinsic value, Outstanding | $ | $ 0 | [1] |
Aggregate intrinsic value, Vested or expected to vest | $ | 0 | [1] |
Aggregate intrinsic value, Exercisable | $ | $ 0 | [1] |
[1] | The aggregate intrinsic value is based upon the difference between the Company’s closing stock price at the date of the Consolidated Balance Sheet and the exercise price of the stock option for in-the-money stock options. The intrinsic value of outstanding stock options fluctuates based upon the trading value of the Company’s Common stock. |
Equity PRSU and RSU Activity (D
Equity PRSU and RSU Activity (Details) | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Performance Based Restricted Stock Units (PRSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of units, Nonvested | shares | 648,673 |
Number of units, Granted | shares | 138,580 |
Number of units, Vested | shares | (111,804) |
Number of units, Forfeited and expired | shares | 28,286 |
Number of units, Nonvested | shares | 647,163 |
Weighted-average grant date fair value, Nonvested | $ / shares | $ 35.17 |
Weighted-average grant date fair value, Granted | $ / shares | 33.92 |
Weighted-average grant date fair value, Vested | $ / shares | 35.85 |
Weighted-average grant date fair value, Forfeited and expired | $ / shares | 33 |
Weighted-average grant date fair value, Nonvested | $ / shares | $ 34.88 |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of units, Nonvested | shares | 515,799 |
Number of units, Granted | shares | 224,804 |
Number of units, Vested | shares | (190,404) |
Number of units, Forfeited and expired | shares | 54,729 |
Number of units, Nonvested | shares | 495,470 |
Weighted-average grant date fair value, Nonvested | $ / shares | $ 35.03 |
Weighted-average grant date fair value, Granted | $ / shares | 32.92 |
Weighted-average grant date fair value, Vested | $ / shares | 35.55 |
Weighted-average grant date fair value, Forfeited and expired | $ / shares | 34.22 |
Weighted-average grant date fair value, Nonvested | $ / shares | $ 33.96 |
Equity Textuals (Details)
Equity Textuals (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jul. 19, 2018 | Jun. 06, 2018 | Feb. 12, 2018 | Oct. 11, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock Repurchase Program, Authorized Amount | $ 100,000 | $ 100,000 | $ 100,000 | $ 100,000 | ||||
Stock Repurchased and Retired During Period, Shares | 6,449,425 | 1,000,000 | 986,279 | |||||
Stock Repurchased and Retired During Period, Value | $ 200,000 | $ 20,812 | $ 27,400 | |||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Noncontrolling Interest | (22,800) | $ 16,000 | 600 | |||||
Unrecognized stock-based compensation expense | $ 31,300 | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 11 months | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Total Intrinsic Value | $ 10,200 | 12,300 | 6,500 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Total Fair Value | $ 10,000 | $ 7,300 | $ 6,500 | |||||
Employee Stock Option [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | |
Accrued Liabilities [Abstract] | |||
Accrued payroll | $ 110,563 | $ 98,132 | |
Accrued taxes | 67,273 | 53,939 | |
Accrued asbestos-related liability | 56,045 | [1] | 50,311 |
Warranty liability - current portion | 36,581 | 32,428 | |
Accrued restructuring liability - current portion | 28,600 | 12,509 | |
Accrued third-party commissions | 18,631 | 14,014 | |
Other | 87,344 | 97,299 | |
Accrued liabilities | $ 405,037 | $ 358,632 | |
[1] | Represents current accruals for probable and reasonably estimable asbestos-related liability cost that the Company believes the subsidiaries will pay through the next 12 months, overpayments by certain insurers and unpaid legal costs related to defending themselves against asbestos-related liability claims and legal action against the Company’s insurers, which is included in Accrued liabilities in the Consolidated Balance Sheets. |
Accrued Liabilities Restructuri
Accrued Liabilities Restructuring (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | ||||
Restructuring Cost and Reserve [Line Items] | |||||
Balance at Beginning of Period | $ 12,607 | [1] | $ 10,985 | ||
Restructuring provisions before non-cash charges | 68,520 | 37,354 | |||
Non-cash charges | [2] | 30,997 | |||
Provisions | 77,686 | 68,351 | |||
Payments | (51,378) | (36,341) | |||
Foreign Currency Translation | (468) | 609 | |||
Balance at End of Period | 29,281 | [3] | 12,607 | [1] | |
Non cash impairment restructuring provisions | [2] | 9,166 | |||
Accrued restructuring liability - current portion | 28,600 | 12,509 | |||
Accrued restructuring liability - noncurrent portion | 700 | 100 | |||
Air and Gas [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Balance at Beginning of Period | 11,821 | [1] | 6,089 | ||
Restructuring provisions before non-cash charges | 44,952 | 25,566 | |||
Non-cash charges | 26,628 | ||||
Provisions | 48,609 | 52,194 | |||
Payments | (33,167) | (20,326) | |||
Foreign Currency Translation | (481) | 492 | |||
Balance at End of Period | 23,125 | [3] | 11,821 | [1] | |
Non cash impairment restructuring provisions | 3,657 | ||||
Air and Gas [Member] | Termination Benefits [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Balance at Beginning of Period | [4] | 12,038 | [1] | 4,855 | |
Provisions | [4] | 42,101 | 21,605 | ||
Payments | [4] | (30,834) | (14,929) | ||
Foreign Currency Translation | [4] | (605) | 507 | ||
Balance at End of Period | [4] | 22,700 | [3] | 12,038 | [1] |
Air and Gas [Member] | Facility Closure Costs [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Balance at Beginning of Period | [2] | (217) | [1] | 1,234 | |
Provisions | [2] | 2,851 | 3,961 | ||
Payments | [2] | (2,333) | (5,397) | ||
Foreign Currency Translation | [2] | 124 | (15) | ||
Balance at End of Period | [2] | 425 | [3] | (217) | [1] |
Fabrication Technology [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Balance at Beginning of Period | 702 | [1] | 4,693 | ||
Restructuring provisions before non-cash charges | 23,550 | 11,788 | |||
Non-cash charges | 4,369 | ||||
Provisions | 29,059 | 16,157 | |||
Payments | (18,109) | (15,882) | |||
Foreign Currency Translation | 13 | 103 | |||
Balance at End of Period | 6,156 | [3] | 702 | [1] | |
Non cash impairment restructuring provisions | 5,509 | ||||
Fabrication Technology [Member] | Termination Benefits [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Balance at Beginning of Period | [4] | 660 | [1] | 3,712 | |
Provisions | [4] | 13,333 | 5,590 | ||
Payments | [4] | (8,513) | (8,732) | ||
Foreign Currency Translation | [4] | 14 | 90 | ||
Balance at End of Period | [4] | 5,494 | [3] | 660 | [1] |
Fabrication Technology [Member] | Facility Closure Costs [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Balance at Beginning of Period | [2] | 42 | [1] | 981 | |
Provisions | [2] | 10,217 | 6,198 | ||
Payments | [2] | (9,596) | (7,150) | ||
Foreign Currency Translation | [2] | (1) | 13 | ||
Balance at End of Period | [2] | 662 | [3] | 42 | [1] |
Corporate and Other [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Balance at Beginning of Period | 84 | [1] | 203 | ||
Provisions | 18 | 0 | |||
Payments | (102) | (133) | |||
Foreign Currency Translation | 0 | 14 | |||
Balance at End of Period | 0 | [3] | 84 | [1] | |
Corporate and Other [Member] | Facility Closure Costs [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Balance at Beginning of Period | [2] | 84 | [1] | 203 | |
Provisions | [2] | 18 | 0 | ||
Payments | [2] | (102) | (133) | ||
Foreign Currency Translation | [2] | 0 | 14 | ||
Balance at End of Period | [2] | $ 0 | [3] | $ 84 | [1] |
[1] | As of December 31, 2017, $12.5 million and $0.1 million of the Company’s restructuring liability was included in Accrued liabilities and Other liabilities, respectively. | ||||
[2] | Includes the cost of relocating associates, relocating equipment and lease termination expense in connection with the closure of facilities. During the year ended December 31, 2018, the Company recorded a $5.5 million non-cash impairment charge for facilities in our Fabrication Technology segment and a $3.7 million non-cash impairment charge for facilities in our Air and Gas Handling segment as part of Corporate approved restructuring activities. | ||||
[3] | As of December 31, 2018, $28.6 million and $0.7 million of the Company’s restructuring liability was included in Accrued liabilities and Other liabilities, respectively. | ||||
[4] | Includes severance and other termination benefits, including outplacement services. |
Defined Benefit Plans Defined_3
Defined Benefit Plans Defined Benefit Plans Obligation and Asset Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Fair value of plan assets, beginning of year | $ 904,346 | ||
Fair value of plan assets, end of year | 850,024 | $ 904,346 | |
Foreign Plan [Member] | |||
Projected benefit obligation, beginning of year | 729,393 | 1,033,193 | |
Acquisitions | 52,544 | 42,830 | |
Service cost | 2,634 | 4,804 | $ 3,881 |
Interest cost | 15,183 | 27,133 | 34,298 |
Plan amendments | 3,800 | 19,389 | |
Actuarial loss (gain) | (61,995) | 70,849 | |
Foreign exchange effect | (41,759) | 82,425 | |
Benefits paid | (38,803) | (60,510) | |
Divestitures | 0 | (136,114) | |
Settlements | 0 | (354,647) | |
Other | 87 | 41 | |
Projected benefit obligation, end of year | 661,084 | 729,393 | 1,033,193 |
Accumulated benefit obligation, end of year | 655,246 | 719,927 | |
Fair value of plan assets, beginning of year | 717,085 | 953,455 | |
Acquisitions | 40,231 | 36,538 | |
Actual return on plan assets | (11,093) | 59,924 | |
Employer contribution | 27,040 | 35,815 | |
Foreign exchange effect | (43,145) | 74,565 | |
Benefits paid | (38,803) | (60,510) | |
Divestitures | 0 | (28,102) | |
Settlements | 0 | (354,647) | |
Other | 443 | 47 | |
Fair value of plan assets, end of year | 691,758 | 717,085 | 953,455 |
Funded status, end of year | 30,674 | (12,308) | |
Pension Plan [Member] | |||
Projected benefit obligation, beginning of year | 957,269 | 1,475,276 | |
Acquisitions | 52,544 | 42,830 | |
Service cost | 2,770 | 4,951 | 4,059 |
Interest cost | 21,574 | 42,177 | 51,638 |
Plan amendments | 3,800 | 19,389 | |
Actuarial loss (gain) | (74,513) | 78,124 | |
Foreign exchange effect | (41,759) | 82,425 | |
Benefits paid | (54,426) | (93,009) | |
Divestitures | 0 | (340,614) | |
Settlements | 0 | (354,647) | |
Other | 86 | 367 | |
Projected benefit obligation, end of year | 867,345 | 957,269 | 1,475,276 |
Accumulated benefit obligation, end of year | 861,507 | 947,803 | |
Fair value of plan assets, beginning of year | 904,346 | 1,297,900 | |
Acquisitions | 40,231 | 36,538 | |
Actual return on plan assets | (32,654) | 111,630 | |
Employer contribution | 35,229 | 35,996 | |
Foreign exchange effect | (43,145) | 74,565 | |
Benefits paid | (54,426) | (93,009) | |
Divestitures | 0 | (204,673) | |
Settlements | 0 | (354,647) | |
Other | 443 | 46 | |
Fair value of plan assets, end of year | 850,024 | 904,346 | 1,297,900 |
Funded status, end of year | (17,321) | (52,923) | |
Non-current assets | 111,285 | 65,060 | |
Current liabilities | (3,890) | (4,171) | |
Non-current liabilities | (124,716) | (113,812) | |
Total | (17,321) | (52,923) | |
Other Post-Retirement Benefits [Member] | |||
Projected benefit obligation, beginning of year | 15,289 | 26,295 | |
Acquisitions | 0 | 310 | |
Service cost | 19 | 11 | 39 |
Interest cost | 452 | 951 | 1,038 |
Plan amendments | 0 | 35 | |
Actuarial loss (gain) | (727) | 1,307 | |
Foreign exchange effect | (24) | 6 | |
Benefits paid | (1,115) | (1,875) | |
Divestitures | 0 | (11,751) | |
Settlements | 0 | 0 | |
Other | (50) | 0 | |
Projected benefit obligation, end of year | 13,844 | 15,289 | 26,295 |
Accumulated benefit obligation, end of year | 13,844 | 15,289 | |
Fair value of plan assets, beginning of year | 0 | 0 | |
Acquisitions | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Employer contribution | 1,115 | 1,875 | |
Foreign exchange effect | 0 | 0 | |
Benefits paid | (1,115) | (1,875) | |
Divestitures | 0 | 0 | |
Settlements | 0 | 0 | |
Other | 0 | 0 | |
Fair value of plan assets, end of year | 0 | 0 | $ 0 |
Funded status, end of year | (13,844) | (15,289) | |
Non-current assets | 0 | 0 | |
Current liabilities | (1,355) | (1,507) | |
Non-current liabilities | (12,489) | (13,782) | |
Total | $ (13,844) | $ (15,289) |
Defined Benefit Plans Defined_4
Defined Benefit Plans Defined Benefit Expected Benefit Payments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Foreign Plan [Member] | |
2,019 | $ 38,068 |
2,020 | 38,725 |
2,021 | 39,907 |
2,022 | 41,404 |
2,023 | 41,511 |
2024- 2027 | 223,629 |
Pension Plan [Member] | |
2,019 | 54,344 |
2,020 | 54,911 |
2,021 | 55,838 |
2,022 | 57,053 |
2,023 | 56,862 |
2024- 2027 | 294,036 |
Other Post-Retirement Benefits [Member] | |
2,019 | 1,355 |
2,020 | 1,198 |
2,021 | 1,066 |
2,022 | 1,004 |
2,023 | 930 |
2024- 2027 | $ 4,257 |
Defined Benefit Plans Plan Asse
Defined Benefit Plans Plan Asset Allocation (Details) | Dec. 31, 2018 | Dec. 31, 2017 |
US Equity Securities [Member] | Domestic Plan [Member] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 40.00% | 44.00% |
US Equity Securities [Member] | Domestic Plan [Member] | Minimum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 30.00% | |
US Equity Securities [Member] | Domestic Plan [Member] | Maximum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 45.00% | |
International Securities [Member] | Domestic Plan [Member] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 16.00% | 16.00% |
International Securities [Member] | Domestic Plan [Member] | Minimum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 10.00% | |
International Securities [Member] | Domestic Plan [Member] | Maximum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 20.00% | |
Fixed Income Securities [Member] | Domestic Plan [Member] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 41.00% | 39.00% |
Fixed Income Securities [Member] | Domestic Plan [Member] | Minimum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 30.00% | |
Fixed Income Securities [Member] | Domestic Plan [Member] | Maximum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 50.00% | |
Fixed Income Securities [Member] | Foreign Plan [Member] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 70.00% | 60.00% |
Fixed Income Securities [Member] | Foreign Plan [Member] | Minimum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 60.00% | |
Fixed Income Securities [Member] | Foreign Plan [Member] | Maximum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 90.00% | |
Other [Member] | Domestic Plan [Member] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 2.00% | 0.00% |
Other [Member] | Domestic Plan [Member] | Minimum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 0.00% | |
Other [Member] | Domestic Plan [Member] | Maximum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 20.00% | |
Other [Member] | Foreign Plan [Member] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 12.00% | 8.00% |
Other [Member] | Foreign Plan [Member] | Minimum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 0.00% | |
Other [Member] | Foreign Plan [Member] | Maximum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 15.00% | |
Cash and Cash Equivalents [Member] | Domestic Plan [Member] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 1.00% | 1.00% |
Cash and Cash Equivalents [Member] | Domestic Plan [Member] | Minimum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 0.00% | |
Cash and Cash Equivalents [Member] | Domestic Plan [Member] | Maximum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 5.00% | |
Cash and Cash Equivalents [Member] | Foreign Plan [Member] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 7.00% | 1.00% |
Cash and Cash Equivalents [Member] | Foreign Plan [Member] | Minimum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 0.00% | |
Cash and Cash Equivalents [Member] | Foreign Plan [Member] | Maximum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 25.00% | |
Equity Securities [Member] | Foreign Plan [Member] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 11.00% | 31.00% |
Equity Securities [Member] | Foreign Plan [Member] | Minimum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 0.00% | |
Equity Securities [Member] | Foreign Plan [Member] | Maximum | ||
Defined Benefit Plan, Target Plan Asset Allocations | 40.00% |
Defined Benefit Plans Plan As_2
Defined Benefit Plans Plan Asset Allocation, Fair Value Hierarchy (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |||
Defined Benefit Plan, Fair Value of Plan Assets | $ 850,024 | $ 904,346 | ||||
Level One [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 624,736 | 592,873 | ||||
Level Two [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 79,074 | 61,496 | ||||
Fair Value, Inputs, Level 3 [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Measured at Net Asset Value [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 146,214 | [1] | 249,977 | [2] | ||
Domestic Plan [Member] | Cash and Cash Equivalents [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 1,122 | 1,591 | ||||
Domestic Plan [Member] | US Large Cap [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 40,764 | 49,351 | ||||
Domestic Plan [Member] | US Small and Mid Cap [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 23,434 | 33,756 | ||||
Domestic Plan [Member] | International Securities [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 24,649 | 29,236 | ||||
Domestic Plan [Member] | US Government and Corporate [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 64,414 | 72,313 | ||||
Domestic Plan [Member] | Other [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 3,883 | [3] | 1,015 | [4] | ||
Domestic Plan [Member] | Level One [Member] | Cash and Cash Equivalents [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 1,122 | 1,591 | ||||
Domestic Plan [Member] | Level One [Member] | US Large Cap [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Level One [Member] | US Small and Mid Cap [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 7,047 | 13,360 | ||||
Domestic Plan [Member] | Level One [Member] | International Securities [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Level One [Member] | US Government and Corporate [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Level One [Member] | Other [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 3,883 | [3] | 1,015 | [4] | ||
Domestic Plan [Member] | Level Two [Member] | Cash and Cash Equivalents [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Level Two [Member] | US Large Cap [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Level Two [Member] | US Small and Mid Cap [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Level Two [Member] | International Securities [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Level Two [Member] | US Government and Corporate [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Level Two [Member] | Other [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | [3] | 0 | [4] | ||
Domestic Plan [Member] | Fair Value, Inputs, Level 3 [Member] | Cash and Cash Equivalents [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Fair Value, Inputs, Level 3 [Member] | US Large Cap [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Fair Value, Inputs, Level 3 [Member] | US Small and Mid Cap [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Fair Value, Inputs, Level 3 [Member] | International Securities [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Fair Value, Inputs, Level 3 [Member] | US Government and Corporate [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Domestic Plan [Member] | Fair Value, Inputs, Level 3 [Member] | Other [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | [3] | 0 | [4] | ||
Domestic Plan [Member] | Measured at Net Asset Value [Member] | Cash and Cash Equivalents [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | [1] | 0 | [2] | ||
Domestic Plan [Member] | Measured at Net Asset Value [Member] | US Large Cap [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 40,764 | [1] | 49,351 | [2] | ||
Domestic Plan [Member] | Measured at Net Asset Value [Member] | US Small and Mid Cap [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 16,387 | [1] | 20,396 | [2] | ||
Domestic Plan [Member] | Measured at Net Asset Value [Member] | International Securities [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 24,649 | [1] | 29,236 | [2] | ||
Domestic Plan [Member] | Measured at Net Asset Value [Member] | US Government and Corporate [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 64,414 | [1] | 72,313 | [2] | ||
Domestic Plan [Member] | Measured at Net Asset Value [Member] | Other [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | [1],[3] | 0 | [2],[4] | ||
Foreign Plan [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 691,758 | 717,085 | $ 953,455 | |||
Foreign Plan [Member] | Cash and Cash Equivalents [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 47,801 | 3,636 | ||||
Foreign Plan [Member] | Other [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 77,792 | [3] | 59,992 | [4] | ||
Foreign Plan [Member] | Equity Securities [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 79,000 | 220,833 | ||||
Foreign Plan [Member] | Non US Government Bonds [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 487,165 | 432,623 | ||||
Foreign Plan [Member] | Level One [Member] | Cash and Cash Equivalents [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 47,801 | 3,636 | ||||
Foreign Plan [Member] | Level One [Member] | Other [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 308 | [3] | 573 | [4] | ||
Foreign Plan [Member] | Level One [Member] | Equity Securities [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 79,000 | 142,152 | ||||
Foreign Plan [Member] | Level One [Member] | Non US Government Bonds [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 485,575 | 430,546 | ||||
Foreign Plan [Member] | Level Two [Member] | Cash and Cash Equivalents [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Foreign Plan [Member] | Level Two [Member] | Other [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 77,484 | [3] | 59,419 | [4] | ||
Foreign Plan [Member] | Level Two [Member] | Equity Securities [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | |||||
Foreign Plan [Member] | Level Two [Member] | Non US Government Bonds [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 1,590 | 2,077 | ||||
Foreign Plan [Member] | Fair Value, Inputs, Level 3 [Member] | Cash and Cash Equivalents [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Foreign Plan [Member] | Fair Value, Inputs, Level 3 [Member] | Other [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | [3] | 0 | [4] | ||
Foreign Plan [Member] | Fair Value, Inputs, Level 3 [Member] | Equity Securities [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Foreign Plan [Member] | Fair Value, Inputs, Level 3 [Member] | Non US Government Bonds [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | ||||
Foreign Plan [Member] | Measured at Net Asset Value [Member] | Cash and Cash Equivalents [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | [1] | 0 | [2] | ||
Foreign Plan [Member] | Measured at Net Asset Value [Member] | Other [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | [1],[3] | 0 | [2],[4] | ||
Foreign Plan [Member] | Measured at Net Asset Value [Member] | Equity Securities [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | [2] | 78,681 | ||||
Foreign Plan [Member] | Measured at Net Asset Value [Member] | Non US Government Bonds [Member] | ||||||
Defined Benefit Plan, Fair Value of Plan Assets | $ 0 | [1] | $ 0 | [2] | ||
[1] | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient (the “NAV”) have not been classified in the fair value hierarchy. These investments, consisting of common/collective trusts, are valued using the NAV provided by the Trustee. The NAV is based on the underlying investments held by the fund, that are traded in an active market, less its liabilities. These investments are able to be redeemed in the near-term. | |||||
[2] | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient (the “NAV”) have not been classified in the fair value hierarchy. These investments, consisting primarily of common/collective trusts, are valued using the NAV provided by the Trustee. The NAV is based on the underlying investments held by the fund, that are traded in an active market, less its liabilities. These investments are able to be redeemed in the near-term. | |||||
[3] | Represents diversified portfolio funds, reinsurance contracts and money market funds. | |||||
[4] | Represents diversified portfolio funds, reinsurance contracts and money market funds. |
Defined Benefit Plans Net Perio
Defined Benefit Plans Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Pension settlement (gain) loss | $ (39) | $ 46,933 | $ 48 |
Current year net actuarial (gain) loss | (10,116) | (4,167) | (4,810) |
Foreign Plan [Member] | |||
Service cost | 2,634 | 4,804 | 3,881 |
Interest cost | 15,183 | 27,133 | 34,298 |
Amortization | 1,039 | 4,229 | 1,870 |
Pension settlement (gain) loss | (39) | 45,110 | 48 |
Defined Benefit Plan, Divestiture Gain (Loss) | 0 | (56,798) | 0 |
Other | (458) | 0 | 37 |
Expected return on plan assets | (18,310) | (27,714) | (32,596) |
Net periodic benefit cost | 49 | (3,236) | 7,538 |
Current year net actuarial (gain) loss | (31,854) | 42,854 | 4,867 |
Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), after Tax | 3,800 | 19,389 | 0 |
Amortization of net loss | (1,087) | (4,251) | (1,898) |
Settlement loss | 39 | (96,331) | (74) |
Amortization of prior service cost | 48 | 23 | 28 |
Total recognized in Other comprehensive loss | (29,054) | (38,316) | 2,923 |
Pension Plan [Member] | |||
Service cost | 2,770 | 4,951 | 4,059 |
Interest cost | 21,574 | 42,177 | 51,638 |
Amortization | 4,282 | 10,660 | 8,334 |
Pension settlement (gain) loss | (39) | 46,933 | 48 |
Defined Benefit Plan, Divestiture Gain (Loss) | 0 | (17,858) | 0 |
Other | (458) | 0 | 37 |
Expected return on plan assets | (29,306) | (48,484) | (57,169) |
Net periodic benefit cost | (1,177) | 38,379 | 6,947 |
Current year net actuarial (gain) loss | (11,816) | 19,193 | (9,523) |
Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), after Tax | 3,800 | 19,389 | 0 |
Amortization of net loss | (4,330) | (10,682) | (8,362) |
Settlement loss | 39 | (163,199) | (74) |
Amortization of prior service cost | 48 | 23 | 28 |
Total recognized in Other comprehensive loss | (12,259) | (135,276) | (17,931) |
Other Post-Retirement Benefits [Member] | |||
Service cost | 19 | 11 | 39 |
Interest cost | 452 | 951 | 1,038 |
Amortization | (28) | (839) | (407) |
Pension settlement (gain) loss | 0 | 0 | 0 |
Defined Benefit Plan, Divestiture Gain (Loss) | 0 | (13,744) | 0 |
Other | 0 | 207 | 0 |
Expected return on plan assets | 0 | 0 | 0 |
Net periodic benefit cost | 443 | (13,414) | 670 |
Current year net actuarial (gain) loss | (723) | 1,307 | (5,689) |
Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), after Tax | 0 | 35 | 0 |
Amortization of net loss | 31 | 971 | 655 |
Settlement loss | 0 | 1,787 | 0 |
Amortization of prior service cost | (3) | (132) | (248) |
Total recognized in Other comprehensive loss | $ (695) | $ 3,968 | $ (5,282) |
Defined Benefit Plans Defined_5
Defined Benefit Plans Defined Benefit Plan, Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plan, Fair Value of Plan Assets | $ 850,024 | $ 904,346 | |
Pension Plan [Member] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 850,024 | 904,346 | $ 1,297,900 |
Net actuarial loss (gain) | 69,912 | 86,018 | |
Prior service cost | 3,671 | 0 | |
Total | 73,583 | 86,018 | |
Net Actuarial Loss Estimated To Be Recognized As A Component of Net Periodic Benefit Cost in the Next Fiscal Year | 3,380 | ||
Prior Service Cost Estimated To Be Recognized As A Component of Net Periodic Benefit Cost in the Next Fiscal Year | 186 | ||
Defined Benefit Plan, Expected Amortization, Next Fiscal Year | 3,566 | ||
Other Post-Retirement Benefits [Member] | |||
Defined Benefit Plan, Fair Value of Plan Assets | 0 | 0 | $ 0 |
Net actuarial loss (gain) | (3,295) | (2,603) | |
Prior service cost | 0 | 3 | |
Total | (3,295) | $ (2,600) | |
Net Actuarial Loss Estimated To Be Recognized As A Component of Net Periodic Benefit Cost in the Next Fiscal Year | (155) | ||
Prior Service Cost Estimated To Be Recognized As A Component of Net Periodic Benefit Cost in the Next Fiscal Year | 0 | ||
Defined Benefit Plan, Expected Amortization, Next Fiscal Year | $ (155) |
Defined Benefit Plans Key Econo
Defined Benefit Plans Key Economic Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Pension Plan [Member] | |||
Weighted-average discount rate, benefit obligation | 3.00% | 2.60% | |
Weighted-average discount rate, net periodic benefit cost | 2.60% | 2.90% | 3.60% |
Weighted-average expected return on plan assets, net periodic benefit cost | 3.80% | 4.10% | 4.80% |
Other Post-Retirement Benefits [Member] | |||
Weighted-average discount rate, benefit obligation | 4.00% | 3.40% | |
Weighted-average discount rate, net periodic benefit cost | 3.40% | 3.90% | 4.00% |
Foreign Plan [Member] | Pension Plan [Member] | |||
Weighted-average discount rate, benefit obligation | 2.70% | 2.40% | |
Weighted-average rate of increase in compensation levels for active foreign plans, benefit obligation | 1.80% | 2.10% | |
Weighted-average discount rate, net periodic benefit cost | 2.40% | 2.60% | 3.50% |
Weighted-average expected return on plan assets, net periodic benefit cost | 3.20% | 3.30% | 4.10% |
Weighted-average rate of increase in compensation levels for active foreign plans, net periodic benefit cost | 2.10% | 1.60% | 1.50% |
Foreign Plan [Member] | Other Post-Retirement Benefits [Member] | |||
Weighted-average discount rate, benefit obligation | 0.00% | ||
Weighted-average discount rate, net periodic benefit cost | 0.00% |
Defined Benefit Plans Health Ca
Defined Benefit Plans Health Care Assumption Effect (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Retirement Benefits [Abstract] | |
Defined Benefit Plan, Effect of One Percentage Point Increase on Service and Interest Cost Components | $ 29 |
Defined Benefit Plan, Effect of One Percentage Point Decrease on Service and Interest Cost Components | (24) |
Defined Benefit Plan, Effect of One Percentage Point Increase on Accumulated Postretirement Benefit Obligation | 787 |
Defined Benefit Plan, Effect of One Percentage Point Decrease on Accumulated Postretirement Benefit Obligation | $ (669) |
Defined Benefit Plans Details T
Defined Benefit Plans Details Textual (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plan, Pension Plan with Accumulated Benefit Obligation in Excess of Plan Assets, Accumulated Benefit Obligation | $ 400,000 | $ 400,000 | |
Defined Benefit Plan, Pension Plan with Accumulated Benefit Obligation in Excess of Plan Assets, Fair Value of Plan Assets | 200,000 | 200,000 | |
Defined Benefit Plan, Plan with Benefit Obligation in Excess of Plan Assets, Benefit Obligation | 400,000 | 400,000 | |
Defined Benefit Plan, Plan with Benefit Obligation in Excess of Plan Assets, Fair Value of Plan Assets | 200,000 | 200,000 | |
Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Settlement | 39 | (46,933) | $ (48) |
Defined Benefit Plan, Expected Future Employer Contributions, Next Fiscal Year | 14,400 | ||
Defined Contribution Plan, Cost | $ 25,100 | 29,000 | 22,900 |
Defined Benefit Plan, Assumed Health Care Cost Trend Rate, Description | The rate was assumed to decrease gradually to 4.50% by 2027 and remain at that level thereafter for benefits covered under the plans. | ||
Defined Benefit Plan, Health Care Cost Trend Rate Assumed, Next Fiscal Year | 6.10% | ||
Defined Benefit Plan, Ultimate Health Care Cost Trend Rate | 4.50% | ||
CPS Plan [Member] | |||
Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Settlement | (46,500) | ||
Pension Plan [Member] | |||
Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Settlement | $ 39 | (46,933) | (48) |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) | (1,177) | 38,379 | 6,947 |
Defined Benefit Plan, Benefit Obligation, Divestiture | 0 | 340,614 | |
Discontinued Operations | |||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) | 0 | 7,700 | 7,100 |
Defined Contribution Plan, Cost | $ 0 | $ 3,100 | $ 2,800 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements Fair Value Hierarchy (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Cash equivalents | $ 5,388 | $ 24,083 |
Short term investments | 0 | 149,608 |
Deferred Compensation Plan Assets | 7,154 | 6,374 |
Deferred Compensation Liability, Current and Noncurrent | 7,154 | 6,374 |
Assets, Fair Value Disclosure | 14,622 | 184,926 |
Liabilities, Fair Value Disclosure | 10,506 | 10,152 |
Level One [Member] | ||
Cash equivalents | 5,388 | 24,083 |
Assets, Fair Value Disclosure | 5,388 | 24,083 |
Level Two [Member] | ||
Short term investments | 149,608 | |
Deferred Compensation Plan Assets | 7,154 | 6,374 |
Deferred Compensation Liability, Current and Noncurrent | 7,154 | 6,374 |
Assets, Fair Value Disclosure | 9,234 | 160,843 |
Liabilities, Fair Value Disclosure | 10,506 | 10,152 |
Customer Sales Contracts [Member] | ||
Derivative Instruments in Hedges, Assets, at Fair Value | 283 | 3,287 |
Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Asset at Fair Value | 326 | 43 |
Derivative Instruments in Hedges, Liabilities, at Fair Value | 2,452 | 1,257 |
Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Liability at Fair Value | 133 | 740 |
Customer Sales Contracts [Member] | Level Two [Member] | ||
Derivative Instruments in Hedges, Assets, at Fair Value | 283 | 3,287 |
Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Asset at Fair Value | 326 | 43 |
Derivative Instruments in Hedges, Liabilities, at Fair Value | 2,452 | 1,257 |
Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Liability at Fair Value | 133 | 740 |
Supplier Purchase Contracts [Member] | ||
Derivative Instruments in Hedges, Assets, at Fair Value | 1,146 | 493 |
Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Asset at Fair Value | 325 | 1,038 |
Derivative Instruments in Hedges, Liabilities, at Fair Value | 210 | 1,332 |
Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Liability at Fair Value | 557 | 449 |
Supplier Purchase Contracts [Member] | Level Two [Member] | ||
Derivative Instruments in Hedges, Assets, at Fair Value | 1,146 | 493 |
Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Asset at Fair Value | 325 | 1,038 |
Derivative Instruments in Hedges, Liabilities, at Fair Value | 210 | 1,332 |
Foreign Currency Derivative Instruments Not Designated as Hedging Instruments, Liability at Fair Value | $ 557 | $ 449 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements Nontional Values (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Derivative, Notional Amount | $ 288,834 | $ 374,367 |
Not Designated as Hedging Instrument [Member] | Customer Sales Contracts [Member] | ||
Derivative, Notional Amount | 43,510 | 37,143 |
Not Designated as Hedging Instrument [Member] | Supplier Purchase Contracts [Member] | ||
Derivative, Notional Amount | 75,102 | 103,975 |
Designated as Hedging Instrument [Member] | Customer Sales Contracts [Member] | ||
Derivative, Notional Amount | 125,011 | 174,194 |
Designated as Hedging Instrument [Member] | Supplier Purchase Contracts [Member] | ||
Derivative, Notional Amount | $ 45,211 | $ 59,055 |
Financial Instruments and Fai_5
Financial Instruments and Fair Value Measurements Gain (Loss) on Derivative Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Gain (Loss) on Derivative Used in Net Investment Hedge, Net of Tax | $ 16,745 | $ (32,388) | $ 18,537 | |
Designated as Hedging Instrument [Member] | ||||
Gain (Loss) on Derivative Used in Net Investment Hedge, Net of Tax | [1] | 16,745 | (32,388) | 18,537 |
Customer Sales Contracts [Member] | Designated as Hedging Instrument [Member] | ||||
Unrealized Gain (Loss) on Derivatives | 1,169 | 3,812 | 1,847 | |
Gain (Loss) on Foreign Currency Derivatives Recorded in Earnings, Net | (4,730) | 1,954 | (4,771) | |
Customer Sales Contracts [Member] | Not Designated as Hedging Instrument [Member] | ||||
Unrealized Gain (Loss) on Derivatives | 890 | (1,725) | 1,464 | |
Gain (Loss) on Foreign Currency Derivatives Recorded in Earnings, Net | (1,083) | 1,712 | (285) | |
Supplier Purchase Contracts [Member] | Designated as Hedging Instrument [Member] | ||||
Unrealized Gain (Loss) on Derivatives | (56) | 1,109 | (1,269) | |
Gain (Loss) on Foreign Currency Derivatives Recorded in Earnings, Net | 1,674 | (2,737) | 2,570 | |
Supplier Purchase Contracts [Member] | Not Designated as Hedging Instrument [Member] | ||||
Unrealized Gain (Loss) on Derivatives | (820) | 1,472 | (1,095) | |
Gain (Loss) on Foreign Currency Derivatives Recorded in Earnings, Net | $ (407) | $ (358) | $ (653) | |
[1] | The unrealized gain (loss) on net investment hedges is attributable to the change in valuation of Euro denominated debt. |
Financial Instruments and Fai_6
Financial Instruments and Fair Value Measurements (Details Textual) - USD ($) $ in Billions | Dec. 31, 2018 | Dec. 31, 2017 |
Long-term Debt, Fair Value | $ 1.2 | $ 1.1 |
China | ||
Concentration of Credit Risk Accounts Receivable percentage | 23.00% |
Commitments and Contingencies C
Commitments and Contingencies Claims Rollforward (Details) | 12 Months Ended | |||
Dec. 31, 2018USD ($)Asbestos_claims | Dec. 31, 2017USD ($)Asbestos_claims | Dec. 31, 2016USD ($)Asbestos_claims | ||
Commitments and Contingencies Disclosure [Abstract] | ||||
Claims unresolved, beginning of period | [1] | 17,737 | 20,567 | 20,583 |
Claims filed | [1],[2] | 4,078 | 4,543 | 5,163 |
Claims resolved | [1],[3] | (5,398) | (7,373) | (5,179) |
Claims unresolved, end of period | [1] | 16,417 | 17,737 | 20,567 |
Average cost of resolved claims | $ | [4] | $ 7,497 | $ 6,154 | $ 8,872 |
[1] | Excludes claims filed by one legal firm that have been “administratively dismissed.” | |||
[2] | Claims filed include all asbestos claims for which notification has been received or a file has been opened. | |||
[3] | Claims resolved include all asbestos claims that have been settled, dismissed or that are in the process of being settled or dismissed based upon agreements or understandings in place with counsel for the claimants. | |||
[4] | Excludes claims settled in Mississippi for which the majority of claims have historically been resolved for no payment and insurance recoveries. |
Commitments and Contingencies A
Commitments and Contingencies Asbestos Litigation (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | ||
Commitments and Contingencies Disclosure [Abstract] | ||||
Long-term asbestos insurance asset | [1] | $ 278,662 | $ 284,454 | |
Long-term asbestos insurance receivable | [1] | 62,523 | 73,489 | |
Accrued asbestos liability | 56,045 | [2] | 50,311 | |
Long-term asbestos liability | [3] | $ 288,962 | $ 310,326 | |
[1] | Included in Other assets in the Consolidated Balance Sheets. | |||
[2] | Represents current accruals for probable and reasonably estimable asbestos-related liability cost that the Company believes the subsidiaries will pay through the next 12 months, overpayments by certain insurers and unpaid legal costs related to defending themselves against asbestos-related liability claims and legal action against the Company’s insurers, which is included in Accrued liabilities in the Consolidated Balance Sheets. | |||
[3] | Included in Other liabilities in the Consolidated Balance Sheets. |
Commitments and Contingencies O
Commitments and Contingencies Operating Lease (Details 2) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,019 | $ 35,476 |
2,020 | 26,463 |
2,021 | 20,133 |
2,022 | 14,040 |
2,023 | 11,430 |
Thereafter | 30,402 |
Total | $ 137,944 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Textual) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2010 | |
Future Claims Period | 15 years | |||
Pretax Charge, Asbestos-Related | $ 1.1 | $ 1.6 | $ 1.6 | |
Liability for Asbestos and Environmental Claims, Gross, Incurred Loss | 5.9 | 8.3 | 8 | |
Asbestos Insurance Asset Increase | 4.8 | 6.7 | 6.4 | |
Operating Leases, Rent Expense, Net | 38.5 | 38.5 | $ 34.8 | |
Purchase Obligation | $ 274.3 | |||
Subsidiary 1 [Member] | ||||
Indemnification Period | 20 years | |||
Future Expected Recovery Percentage | 94.70% | |||
Future Expected Asbestos Cost Percentage | 5.30% | |||
Liability for Asbestos and Environmental Claims, Gross, Payment for Claims | $ 162.2 | |||
Asbestos-Related Insurance Proceeds | $ 74.4 | |||
Funding Requirement Amount | 10 | |||
Requested Insurer Reimburse [Member] | ||||
Liability for Asbestos and Environmental Claims, Gross, Payment for Claims | $ 94.9 | |||
Subsidiary 2 [Member] | ||||
Future Expected Asbestos Cost Percentage | 21.50% |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Net sales | $ 985,226 | $ 875,373 | $ 925,288 | $ 880,925 | $ 874,083 | $ 844,509 | $ 847,962 | $ 733,630 | $ 3,666,812 | $ 3,300,184 | $ 3,185,753 | |
Income (loss) from continuing operations before income taxes | 182,802 | (11,986) | 206,524 | |||||||||
Loss on Investments | 10,128 | 0 | 0 | |||||||||
Pension settlement (gain) loss | (39) | 46,933 | 48 | |||||||||
Interest expense, net | 44,052 | 41,137 | 30,276 | |||||||||
Restructuring and other related charges | 77,686 | 68,351 | 58,496 | |||||||||
Goodwill and intangible asset impairment charge | 0 | 152,700 | 238 | |||||||||
Segment Operating Income | [1] | 314,629 | 297,135 | 295,582 | ||||||||
Depreciation, amortization and impairment charges | 148,963 | 123,692 | 128,827 | |||||||||
Capital expenditures | 69,646 | 53,386 | 55,041 | |||||||||
Equity Method Investments | 39,811 | 48,905 | 39,811 | 48,905 | ||||||||
Assets | 6,603,872 | 6,709,697 | 6,603,872 | 6,709,697 | ||||||||
Air and Gas [Member] | ||||||||||||
Net sales | 1,473,729 | 1,362,902 | 1,385,261 | |||||||||
Segment Operating Income | [1] | 134,015 | 126,205 | 150,130 | ||||||||
Depreciation, amortization and impairment charges | 67,756 | 51,004 | 53,222 | |||||||||
Capital expenditures | 27,859 | 18,942 | 18,784 | |||||||||
Equity Method Investments | 6,902 | 7,151 | 6,902 | 7,151 | ||||||||
Assets | 2,730,734 | 2,845,190 | 2,730,734 | 2,845,190 | ||||||||
Fabrication Technology [Member] | ||||||||||||
Net sales | 2,193,083 | 1,937,282 | 1,800,492 | |||||||||
Segment Operating Income | [1] | 249,934 | 224,362 | 195,435 | ||||||||
Depreciation, amortization and impairment charges | 79,712 | 71,372 | 74,901 | |||||||||
Capital expenditures | 40,512 | 34,167 | 32,662 | |||||||||
Equity Method Investments | 32,909 | 41,754 | 32,909 | 41,754 | ||||||||
Assets | 3,435,862 | 3,291,205 | 3,435,862 | 3,291,205 | ||||||||
Corporate and Other [Member] | ||||||||||||
Segment Operating Income | [1] | (69,320) | (53,432) | (49,983) | ||||||||
Depreciation, amortization and impairment charges | 1,495 | 1,316 | 704 | |||||||||
Capital expenditures | 1,275 | 277 | $ 3,595 | |||||||||
Assets | 437,276 | 573,302 | 437,276 | 573,302 | ||||||||
All Segments [Member] | ||||||||||||
Assets | $ 6,603,872 | $ 6,709,697 | $ 6,603,872 | $ 6,709,697 | ||||||||
[1] | The following is a reconciliation of Income (loss) before income taxes to segment operating income: |
Segment Information Net Sales a
Segment Information Net Sales and PPE by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Property, plant and equipment, net | $ 503,344 | $ 552,802 | $ 503,344 | $ 552,802 | ||||||||
Net sales | 985,226 | $ 875,373 | $ 925,288 | $ 880,925 | 874,083 | $ 844,509 | $ 847,962 | $ 733,630 | 3,666,812 | 3,300,184 | $ 3,185,753 | |
United States | ||||||||||||
Property, plant and equipment, net | [1] | 109,650 | 121,023 | 109,650 | 121,023 | |||||||
Net sales | [2] | 877,954 | 782,200 | 794,008 | ||||||||
GERMANY | ||||||||||||
Property, plant and equipment, net | [1] | 56,470 | 63,055 | 56,470 | 63,055 | |||||||
Czech Republic | ||||||||||||
Property, plant and equipment, net | [1] | 68,637 | 61,281 | 68,637 | 61,281 | |||||||
INDIA | ||||||||||||
Property, plant and equipment, net | [1] | 49,804 | 57,387 | 49,804 | 57,387 | |||||||
China | ||||||||||||
Property, plant and equipment, net | [1] | 51,927 | 55,455 | 51,927 | 55,455 | |||||||
Other Foreign Locations | ||||||||||||
Property, plant and equipment, net | [1] | $ 166,856 | $ 194,601 | 166,856 | 194,601 | |||||||
Net sales | [2] | $ 2,788,858 | $ 2,517,984 | $ 2,391,745 | ||||||||
[1] | As the Company does not allocate all long-lived assets, specifically intangible assets, to each individual country, evaluation of long-lived assets in total is impracticable. | |||||||||||
[2] | The Company attributes revenues from external customers to individual countries based upon the country in which the sale was originated. |
Selected Quarterly Data - (un_3
Selected Quarterly Data - (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||||
Dec. 31, 2018 | Sep. 28, 2018 | Jun. 29, 2018 | Mar. 30, 2018 | Dec. 31, 2017 | Sep. 29, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||||||||
Selected Quarterly Financial Information [Abstract] | ||||||||||||||||||
Net sales | $ 985,226 | $ 875,373 | $ 925,288 | $ 880,925 | $ 874,083 | $ 844,509 | $ 847,962 | $ 733,630 | $ 3,666,812 | $ 3,300,184 | $ 3,185,753 | |||||||
Gross profit | 303,856 | 270,929 | 287,434 | 270,620 | 267,683 | 263,899 | 258,064 | 239,829 | 1,132,839 | 1,029,475 | 992,382 | |||||||
Net income from continuing operations | 45,538 | 37,898 | 67,508 | 31,879 | (184,416) | 49,622 | 41,864 | 38,390 | 154,473 | 169,507 | 145,191 | |||||||
Income (loss) from discontinued operations, net of taxes | 2,912 | (2,696) | (25,729) | (2,837) | 202,257 | 2,082 | 16,611 | 3,097 | (28,350) | 224,047 | (9,561) | |||||||
Net income attributable to Colfax Corporation | $ 45,894 | $ 31,310 | $ 38,457 | $ 24,535 | $ 13,291 | $ 45,863 | $ 53,394 | $ 38,542 | $ 168,546 | [1] | $ (72,957) | [1] | $ 137,672 | [1] | ||||
Net income (loss) per share - basic | ||||||||||||||||||
Net income (loss) per share from continuing operations - basic | $ 0.37 | $ 0.29 | $ 0.52 | $ 0.22 | $ (1.53) | $ 0.36 | $ 0.30 | $ 0.29 | $ 1.40 | $ (0.59) | $ 1.12 | |||||||
Net income (loss) per share from discontinued operations - basic | 0.02 | (0.02) | (0.21) | (0.02) | 1.64 | 0.02 | 0.13 | 0.03 | (0.24) | 1.82 | (0.08) | |||||||
Net income (loss) per share from consolidated operations - basic | 0.39 | 0.27 | 0.31 | 0.20 | 0.11 | 0.37 | [2] | 0.43 | 0.31 | [2] | 1.16 | 1.23 | 1.04 | |||||
Net income (loss) per share - diluted | ||||||||||||||||||
Net income (loss) per share from continuing operations - diluted | 0.36 | 0.29 | 0.52 | 0.22 | (1.53) | 0.35 | 0.30 | 0.29 | 1.40 | (0.59) | 1.12 | |||||||
Net income (loss) per share from discontinued operations - diluted | 0.02 | (0.03) | (0.21) | (0.02) | 1.63 | 0.02 | 0.13 | 0.03 | (0.24) | 1.81 | (0.08) | |||||||
Net income (loss) per share from consolidated operations - diluted | $ 0.39 | [2] | $ 0.26 | $ 0.31 | $ 0.20 | $ 0.11 | [2] | $ 0.37 | $ 0.43 | $ 0.31 | [2] | $ 1.16 | $ 1.22 | $ 1.04 | ||||
[1] | Net income (loss) from continuing operations attributable to Colfax Corporation for the respective periods is calculated using Net income (loss) from continuing operations less the income attributable to noncontrolling interest, net of taxes. | |||||||||||||||||
[2] | (1) The sum of the net income per share amounts may not add due to rounding. |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | Feb. 05, 2019USD ($) | Jan. 11, 2019USD ($)$ / tangible_equity_unittangible_equity_unitshares | Mar. 29, 2019USD ($) |
Subsequent Event [Line Items] | |||
Amount Yet to be Paid to Complete Tender Offer | $ 90 | ||
DJO Global Inc. Financing Facilities | |||
Subsequent Event [Line Items] | |||
Proceeds from Issuance of Debt | $ 987.5 | ||
DJO Global Inc. Financing Facilities | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Gross proceed from issuance of Tangible Equity offering | $ 460 | ||
Number of Tangible Equity Units, Initial Offering | tangible_equity_unit | 4,000,000 | ||
Interest Rate of Tangible Equity Notes | 5.75% | ||
Tangible Equity Units, Offering Price | $ / tangible_equity_unit | 100 | ||
Number of Tangible Equity Units, Additional Offering | tangible_equity_unit | 600,000 | ||
Proceeds from Sale of Tangible Equity Units | $ 447.7 | ||
Proceeds from Sale of Tangible Equity Units, Prepaid Stock Purchase Contracts | 377.8 | ||
Proceeds from Sale of Tangible Equity Units, Senior Amortizing Notes | $ 69.9 | ||
Number of Tangible Equity Units, Total Offering | tangible_equity_unit | 4,600,000 | ||
Chairman of the Board and/or Stockholder | DJO Global Inc. Financing Facilities | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Proceeds from Sale of Tangible Equity Units | $ 50 | ||
Number of Tangible Equity Units, Purchased by Related Party | tangible_equity_unit | 500,000 | ||
Minimum | DJO Global Inc. Financing Facilities | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Shares Issued per Purchase Contract | shares | 4 | ||
Weighted Average Number of Shares, Contingently Issuable | shares | 18,400,000 | ||
Maximum | DJO Global Inc. Financing Facilities | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Shares Issued per Purchase Contract | shares | 4.8054 | ||
Weighted Average Number of Shares, Contingently Issuable | shares | 22,100,000 | ||
Senior Notes due 2024 | DJO Global Inc. Financing Facilities | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Proceeds from Notes Payable - 2024 | $ 600 | ||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | ||
Senior Notes due 2026 | DJO Global Inc. Financing Facilities | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | 6.375% | ||
Proceeds from Notes Payable - 2026 | $ 400 |
SCHEDULE II - VALUATION AND Q_2
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allowance for Doubtful Accounts [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Valuation Allowances and Reserves, Balance | $ 31,488 | $ 29,005 | $ 27,582 |
Valuation Allowances and Reserves, Additions for Charges to Cost and Expense | 13,258 | 2,824 | 7,420 |
Valuation Allowances and Reserves, Additions for Charges to Other Accounts | 0 | 0 | 0 |
Valuation Allowances and Reserves, Deductions | (7,381) | (2,271) | (6,536) |
Valuation Allowances and Reserves, Additions for Adjustments | (2,213) | 1,930 | 539 |
Valuation Allowances and Reserves, Balance | 35,152 | 31,488 | 29,005 |
Inventory Valuation Reserve [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Valuation Allowances and Reserves, Balance | 34,960 | 34,625 | 28,352 |
Valuation Allowances and Reserves, Additions for Charges to Cost and Expense | 20,446 | 5,510 | 22,764 |
Valuation Allowances and Reserves, Additions for Charges to Other Accounts | 0 | 0 | 0 |
Valuation Allowances and Reserves, Deductions | (12,113) | (6,440) | (16,492) |
Valuation Allowances and Reserves, Additions for Adjustments | (2,163) | 1,265 | 1 |
Valuation Allowances and Reserves, Balance | 41,130 | 34,960 | 34,625 |
Valuation Allowance of Deferred Tax Assets [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Valuation Allowances and Reserves, Balance | 155,131 | 153,740 | 161,030 |
Valuation Allowances and Reserves, Additions for Charges to Cost and Expense | 9,743 | 17,269 | 21,013 |
Valuation Allowances and Reserves, Additions for Charges to Other Accounts | 7,180 | (1,562) | (1,751) |
Valuation Allowances and Reserves, Deductions | (16,706) | (17,432) | (14,813) |
Valuation Allowances and Reserves, Additions for Adjustments | (7,325) | 3,116 | (11,739) |
Valuation Allowances and Reserves, Balance | $ 148,023 | $ 155,131 | $ 153,740 |