COVER PAGE
COVER PAGE | 6 Months Ended |
Jul. 03, 2020shares | |
Entity Information [Line Items] | |
Document Type | 10-Q |
Document Quarterly Report | true |
Document Period End Date | Jul. 3, 2020 |
Document Transition Report | false |
Entity File Number | 001-34045 |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 54-1887631 |
Entity Address, Address Line One | 420 National Business Parkway, |
Entity Address, Address Line Two | 5th Floor |
Entity Address, Postal Zip Code | 20701 |
Entity Address, City or Town | Annapolis Junction, |
Entity Address, State or Province | MD |
City Area Code | (301) |
Local Phone Number | 323-9000 |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 118,389,013 |
Entity Registrant Name | Colfax CORP |
Entity Central Index Key | 0001420800 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Period Focus | Q2 |
Document Fiscal Year Focus | 2020 |
Amendment Flag | false |
Common Stock | |
Entity Information [Line Items] | |
Title of 12(b) Security | Common Stock, par value $0.001 per share |
Trading Symbol | CFX |
Security Exchange Name | NYSE |
Tangible Equity Unit | |
Entity Information [Line Items] | |
Title of 12(b) Security | 5.75% Tangible Equity Units |
Trading Symbol | CFXA |
Security Exchange Name | NYSE |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | |
Income Statement [Abstract] | ||||
Net sales | $ 620,360 | $ 908,647 | $ 1,436,716 | $ 1,592,566 |
Cost of sales | 379,274 | 532,589 | 847,416 | 955,495 |
Gross profit | 241,086 | 376,058 | 589,300 | 637,071 |
Selling, general and administrative expense | 235,727 | 307,939 | 527,924 | 555,788 |
Restructuring and other related charges | 10,280 | 26,585 | 19,460 | 37,416 |
Operating income (loss) | (4,921) | 41,534 | 41,916 | 43,867 |
Interest expense, net | 28,284 | 33,171 | 53,080 | 54,992 |
Income (loss) from continuing operations before income taxes | (33,205) | 8,363 | (11,164) | (11,125) |
Income tax expense (benefit) | (30,063) | 6,151 | (16,890) | 8,193 |
Net income (loss) from continuing operations | (3,142) | 2,212 | 5,726 | (19,318) |
Loss from discontinued operations, net of taxes | (4,905) | (468,817) | (8,265) | (495,289) |
Net loss | (8,047) | (466,605) | (2,539) | (514,607) |
Less: income attributable to noncontrolling interest, net of taxes | 427 | 2,629 | 1,454 | 6,650 |
Net loss attributable to Colfax Corporation | $ (8,474) | $ (469,234) | $ (3,993) | $ (521,257) |
Net income (loss) per share - basic | ||||
Net income per share, continuing operations, basic (in usd per share) | $ (0.03) | $ 0.01 | $ 0.03 | $ (0.16) |
Net income per share, discontinued operations, basic (in usd per share) | (0.04) | (3.46) | (0.06) | (3.70) |
Net income per share, basic (in usd per share) | (0.06) | (3.45) | (0.03) | (3.86) |
Net income (loss) per share - diluted | ||||
Net income per share, continuing operations, diluted (in usd per share) | $ (0.03) | $ 0.01 | $ 0.03 | $ (0.16) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (8,047) | $ (466,605) | $ (2,539) | $ (514,607) |
Other comprehensive income (loss): | ||||
Foreign currency translation, net of tax expense (benefit) of $(125), $(47), $394 and $(412) | 71,866 | (19,865) | (100,926) | 6,537 |
Unrealized gain (loss) on hedging activities, net of tax benefit of $(3,977), $(2,188), $(104) and $(310) | (11,660) | (3,696) | (624) | 1,656 |
Amounts reclassified from Accumulated other comprehensive loss: | ||||
Amortization of pension and other post-retirement net actuarial gain (loss), net of tax expense (benefit) of $185, $207, $437 and $(1,719) | 796 | 654 | 1,662 | (8,960) |
Amortization of pension and other post-retirement prior service cost | 0 | 0 | 0 | 32 |
Other comprehensive income (loss) | 61,002 | (22,907) | (99,888) | (735) |
Comprehensive income (loss) | 52,955 | (489,512) | (102,427) | (515,342) |
Less: comprehensive income (loss) attributable to noncontrolling interest | 772 | 516 | (795) | 8,656 |
Comprehensive income (loss) attributable to Colfax Corporation | $ 52,183 | $ (490,028) | $ (101,632) | $ (523,998) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) [Parenthetical] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Foreign currency translation, tax | $ (125) | $ (47) | $ 394 | $ (412) |
Unrealized gain on hedging activities, tax | (3,977) | (2,188) | (104) | (310) |
Amortization of pension and other post-retirement net actuarial loss, tax | 185 | 207 | 437 | (1,719) |
Amortization of pension and other post-retirement prior service cost, tax | $ 0 | $ 0 | $ 0 | $ 0 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jul. 03, 2020 | Dec. 31, 2019 |
ASSETS | ||
Cash and cash equivalents | $ 66,396 | $ 109,632 |
Trade receivables, less allowance for credit losses of $32,376 and $32,634 | 449,672 | 561,865 |
Inventories, net | 556,708 | 571,558 |
Other current assets | 155,628 | 161,190 |
Total current assets | 1,228,404 | 1,404,245 |
Property, plant and equipment, net | 469,255 | 491,241 |
Goodwill | 3,209,980 | 3,202,517 |
Intangible assets, net | 1,650,705 | 1,719,019 |
Lease asset - right of use | 171,082 | 173,320 |
Other assets | 393,099 | 396,490 |
Total assets | 7,122,525 | 7,386,832 |
LIABILITIES AND EQUITY | ||
Current portion of long-term debt | 26,530 | 27,642 |
Accounts payable | 298,986 | 359,782 |
Accrued liabilities | 433,215 | 469,890 |
Total current liabilities | 758,731 | 857,314 |
Long-term debt, less current portion | 2,220,930 | 2,284,184 |
Non-current lease liability | 131,214 | 136,399 |
Other liabilities | 616,074 | 619,307 |
Total liabilities | 3,726,949 | 3,897,204 |
Equity: | ||
Common stock, $0.001 par value; 400,000,000 shares authorized; 118,389,013 and 118,059,082 issued and outstanding as of July 3, 2020 and December 31, 2019, respectively | 118 | 118 |
Additional paid-in capital | 3,462,532 | 3,445,597 |
Retained earnings | 470,749 | 479,560 |
Accumulated other comprehensive loss | (581,484) | (483,845) |
Total Colfax Corporation equity | 3,351,915 | 3,441,430 |
Noncontrolling interest | 43,661 | 48,198 |
Total equity | 3,395,576 | 3,489,628 |
Total liabilities and equity | $ 7,122,525 | $ 7,386,832 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS [Parenthetical] - USD ($) $ in Thousands | Jul. 03, 2020 | Dec. 31, 2019 |
Condensed Consolidated Balance Sheet (Parenthetical) [Abstract] | ||
Trade receivables, allowance for doubtful accounts | $ 32,376 | $ 32,634 |
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 | 118,389,013 | 118,059,082 |
Common Stock, Shares, Outstanding | 118,389,013 | 118,059,082 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENT OF EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Noncontrolling Interest |
Cumulative effect of accounting change | Accounting Standards Update 2018-02 | $ 15,368 | $ (15,368) | ||||
Shares, Outstanding (in shares) 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 |
Net income (loss) | (48,002) | (52,023) | 4,021 | |||
Distributions to noncontrolling owners | (2,170) | (2,170) | ||||
Noncontrolling interest share repurchase | (92,721) | (22,409) | (21,372) | (48,940) | ||
Other comprehensive loss, net of tax | 22,172 | 18,053 | 4,119 | |||
Issuance of Tangible Equity Units | 377,814 | 377,814 | ||||
Common stock-based award activity (in shares) | 283,197 | |||||
Common stock-based award activity | 7,677 | $ 1 | 7,676 | |||
Shares, Outstanding (in shares) at Mar. 29, 2019 | 117,558,414 | |||||
Balance at Mar. 29, 2019 | 3,741,716 | $ 118 | 3,421,063 | 955,183 | (798,864) | 164,216 |
Shares, Outstanding (in shares) 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 |
Net income (loss) | (514,607) | |||||
Other comprehensive loss, net of tax | (735) | |||||
Shares, Outstanding (in shares) at Jun. 28, 2019 | 117,667,359 | |||||
Balance at Jun. 28, 2019 | 3,256,349 | $ 118 | 3,427,979 | 485,949 | (819,248) | 161,551 |
Shares, Outstanding (in shares) at Mar. 29, 2019 | 117,558,414 | |||||
Balance at Mar. 29, 2019 | 3,741,716 | $ 118 | 3,421,063 | 955,183 | (798,864) | 164,216 |
Net income (loss) | (466,605) | (469,234) | 2,629 | |||
Distributions to noncontrolling owners | (2,970) | (2,970) | ||||
Noncontrolling interest share repurchase | (366) | (565) | 410 | (211) | ||
Other comprehensive loss, net of tax | (22,907) | (20,794) | (2,113) | |||
Common stock-based award activity (in shares) | 108,945 | |||||
Common stock-based award activity | 7,481 | 7,481 | ||||
Shares, Outstanding (in shares) at Jun. 28, 2019 | 117,667,359 | |||||
Balance at Jun. 28, 2019 | 3,256,349 | $ 118 | 3,427,979 | 485,949 | (819,248) | 161,551 |
Cumulative effect of accounting change | Accounting Standards Update 2016-13 | (4,818) | (4,818) | ||||
Shares, Outstanding (in shares) at Dec. 31, 2019 | 118,059,082 | |||||
Balance at Dec. 31, 2019 | 3,489,628 | $ 118 | 3,445,597 | 479,560 | (483,845) | 48,198 |
Net income (loss) | 5,508 | 4,481 | 1,027 | |||
Distributions to noncontrolling owners | (8) | (8) | ||||
Other comprehensive loss, net of tax | (160,890) | (158,297) | (2,593) | |||
Common stock-based award activity (in shares) | 268,323 | |||||
Common stock-based award activity | 8,344 | 8,344 | ||||
Shares, Outstanding (in shares) at Apr. 03, 2020 | 118,327,405 | |||||
Balance at Apr. 03, 2020 | 3,337,764 | $ 118 | 3,453,941 | 479,223 | (642,142) | 46,624 |
Shares, Outstanding (in shares) at Dec. 31, 2019 | 118,059,082 | |||||
Balance at Dec. 31, 2019 | 3,489,628 | $ 118 | 3,445,597 | 479,560 | (483,845) | 48,198 |
Net income (loss) | (2,539) | |||||
Other comprehensive loss, net of tax | (99,888) | |||||
Shares, Outstanding (in shares) at Jul. 03, 2020 | 118,389,013 | |||||
Balance at Jul. 03, 2020 | 3,395,576 | $ 118 | 3,462,532 | 470,749 | (581,484) | 43,661 |
Shares, Outstanding (in shares) at Apr. 03, 2020 | 118,327,405 | |||||
Balance at Apr. 03, 2020 | 3,337,764 | $ 118 | 3,453,941 | 479,223 | (642,142) | 46,624 |
Net income (loss) | (8,047) | (8,474) | 427 | |||
Distributions to noncontrolling owners | (3,734) | (3,734) | ||||
Other comprehensive loss, net of tax | 61,002 | 60,658 | 344 | |||
Common stock-based award activity (in shares) | 61,608 | |||||
Common stock-based award activity | 8,591 | 8,591 | ||||
Shares, Outstanding (in shares) at Jul. 03, 2020 | 118,389,013 | |||||
Balance at Jul. 03, 2020 | $ 3,395,576 | $ 118 | $ 3,462,532 | $ 470,749 | $ (581,484) | $ 43,661 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENT OF EQUITY Statement of Stockholders' Equity [Parenthetical] - USD ($) $ in Thousands | 3 Months Ended | |||
Jul. 03, 2020 | Apr. 03, 2020 | Jun. 28, 2019 | Mar. 29, 2019 | |
Statement of Stockholders' Equity [Parenthetical] [Abstract] | ||||
Other comprehensive income, tax | $ (3,917) | $ 0 | $ (1,981) | $ 0 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 03, 2020 | Jun. 28, 2019 | |
Statement of Cash Flows [Abstract] | ||
Net income | $ (2,539) | $ (514,607) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Divestiture impairment loss | 0 | 481,000 |
Depreciation and amortization | 120,038 | 120,469 |
Stock-based compensation expense | 14,685 | 11,169 |
Non-cash interest expense | 2,743 | 3,947 |
Deferred income tax expense (benefit) | (19,857) | (17,412) |
(Gain) loss on sale of property, plant and equipment | (3,400) | 878 |
Pension settlement loss | 0 | 43,774 |
Changes in operating assets and liabilities: | ||
Trade receivables, net | 89,231 | (6,589) |
Inventories, net | 352 | (39,400) |
Accounts payable | (47,436) | (62,831) |
Income taxes | (23,983) | (33,637) |
Changes in other operating assets and liabilities | (36,620) | 23,671 |
Net cash provided by operating activities | 93,214 | 10,432 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (50,426) | (63,956) |
Proceeds from sale of property, plant and equipment | 4,996 | 3,256 |
Acquisitions, net of cash received | (7,548) | (3,147,835) |
Net cash used in investing activities | (52,978) | (3,208,535) |
Cash flows from financing activities: | ||
Proceeds from borrowings on term credit facility | 0 | 2,725,000 |
Payments under term credit facility | 0 | (518,125) |
Proceeds from borrowings on revolving credit facilities and other | 635,678 | 1,575,486 |
Repayments of borrowings on revolving credit facilities and other | (698,910) | (865,357) |
Payment of debt issuance costs | (4,560) | (24,280) |
Proceeds from prepaid stock purchase contracts | 0 | 377,814 |
Proceeds from issuance of common stock, net | 2,250 | 3,988 |
Payment for noncontrolling interest share repurchase | 0 | 93,087 |
Deferred consideration and other | (11,871) | (2,417) |
Net cash provided by (used in) financing activities | (77,413) | 3,179,022 |
Effect of foreign exchange rates on Cash and cash equivalents | (6,059) | 6,268 |
Increase (decrease) in Cash and cash equivalents | (43,236) | (12,813) |
Cash and cash equivalents, beginning of period | 109,632 | 245,019 |
Cash and cash equivalents, end of period | $ 66,396 | $ 232,206 |
General (Text Block)
General (Text Block) | 6 Months Ended |
Jul. 03, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General Colfax Corporation (the “Company” or “Colfax”) is a leading diversified technology company that provides fabrication technology and medical device products and services to customers around the world, principally under the ESAB and DJO brands. In the normal course of business, the Company incurs research and development costs related to new product development which are expensed as incurred. During the three and six months ended July 3, 2020 and June 28, 2019 , the Company spend on research and development was $14.1 million , $17.2 million , $32.6 million and $28.5 million , respectively, which are included in Selling, general and administrative expenses on the Company’s Condensed Consolidated Statements of Operations. On September 30, 2019, Colfax completed the sale of its Air and Gas Handling business for an aggregate purchase price of $1.8 billion , including $1.67 billion of cash paid at closing, subject to certain adjustments pursuant to the purchase agreement, and the assumption of certain liabilities and minority interests. Accordingly, the accompanying Condensed Consolidated Financial Statements for all periods presented reflect the Air and Gas Handling business as discontinued operations. See Note 3, “Discontinued Operations”, for further information. On February 22, 2019 , Colfax completed the purchase of DJO Global, Inc. (“DJO”) for $3.15 billion . 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. The Condensed Consolidated Financial Statements included in this quarterly report have been prepared by the Company in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements. Certain prior period amounts have been reclassified to conform to the current period presentation. Within our operating results for the six-month period ended July 3, 2020, we reclassified $0.9 million of expenses from Restructuring and other related charges to Selling, general and administrative expense. The Condensed Consolidated Balance Sheet as of December 31, 2019 is derived from the Company’s audited financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted in accordance with the SEC’s rules and regulations for interim financial statements. The Condensed Consolidated Financial Statements included herein should be read in conjunction with the audited financial statements and related footnotes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 (the “ 2019 Form 10-K”), filed with the SEC on February 21, 2020 . The Condensed Consolidated Financial Statements reflect, in the opinion of management, all adjustments, which consist solely of normal recurring adjustments, necessary to present fairly the Company’s financial position and results of operations as of and for the periods indicated. Intercompany transactions and accounts are eliminated in consolidation. The Company makes certain estimates and assumptions in preparing its Condensed 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 as of the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses for the periods presented. Actual results may differ from those estimates. The results of operations for the three and six months ended July 3, 2020 are not necessarily indicative of the results of operations that may be achieved for the full year. Quarterly results are affected by seasonal variations in the Company’s businesses, and European operations typically experience a slowdown during the July, August and December holiday seasons. DJO sales typically peak in the fourth quarter. General economic conditions may, however, impact future seasonal variations. In December 2019, a novel coronavirus disease (“COVID-19”) was first reported in China. On March 11, 2020, due to worldwide spread of the virus, the World Health Organization characterized COVID-19 as a pandemic. The COVID-19 global pandemic has resulted in a widespread health crisis, and the resulting impact on governments, businesses and individuals and actions taken by them in response to the situation have resulted in widespread economic disruptions, significantly affecting broader economies, financial markets, and overall demand for the Company’s products. The COVID-19 outbreak has caused increased uncertainty in estimates and assumptions affecting the reported amounts of assets and liabilities in the Condensed Consolidated Financial Statements as the extent and period of recovery from the COVID-19 outbreak and related economic disruption is difficult to forecast. The extent to which COVID-19 impacts the Company’s business and financial results will depend on numerous evolving factors including, but not limited to, the magnitude and duration of COVID-19, the extent to which it will impact worldwide macroeconomic conditions, the speed of the anticipated recovery, and governmental and business reactions to the pandemic. The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company and the unknown future impacts COVID-19 as of July 3, 2020 and through the date of this report. The accounting matters assessed included, but were not limited to, the Company’s allowance for credit losses, the carrying value of the goodwill and other long-lived assets and the realizability of deferred tax assets. While there was not an impact from these valuation items to the Company’s consolidated financial statements as of and for the three and six months ended July 3, 2020 , the Company’s future assessment of the magnitude and duration of COVID-19, as well as other factors, could result in material impacts to the Company’s consolidated financial statements in future reporting periods. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements (Text Block) | 6 Months Ended |
Jul. 03, 2020 | |
Accounting Policies [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Accounting Guidance Implemented in 2020 Standard Description Effective Date ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments The ASU eliminates the probable initial recognition threshold under current GAAP and broadens the information an entity must consider when developing its expected credit loss estimates to include forward-looking information. The standard applies to most financial assets held at amortized costs, as well as certain other instruments. Under the current expected credit loss (“CECL”) model, entities must estimate losses over the entire contractual term of the asset from the date of initial recognition. In determining expected losses, consideration must be given to historical loss experience, current conditions, and reasonable and supportable forecasts incorporating forward looking information. The Company adopted Topic 326 on January 1, 2020 using a modified retrospective transition method, which requires a cumulative-effect adjustment to the opening balance sheet of retained earnings to be recognized on the date of adoption without restating prior periods. The cumulative-effect adjustment, net of tax, on January 1, 2020 is $4.8 million. January 1, 2020 ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement The ASU modified the disclosure requirements for fair value measurements. The adoption of this standard does not result in any changes to the current disclosures, as the requirements modified by the ASU are not applicable or are immaterial for disclosure. January 1, 2020 New Accounting Guidance to be Implemented Standard Description Anticipated Impact Effective Date 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. This accounting standard update impacts disclosures only. The Company is currently evaluating the impact of this ASU on its consolidated financial statement disclosures and the timing of adoption. January 1, 2021 ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes The ASU eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. It also clarifies and simplifies other aspects of accounting for income taxes. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and the timing of adoption. January 1, 2021 |
Discontinued Operations (Notes)
Discontinued Operations (Notes) | 6 Months Ended |
Jul. 03, 2020 | |
Discontinued Operations [Abstract] | |
Discontinued Operations | Discontinued Operations The Company has retained certain asbestos-related contingencies and insurance coverages from divested businesses for which it did not retain an interest in the ongoing operations subject to the contingencies. The Company has classified asbestos-related selling, general and administrative activity in its Condensed Consolidated Statements of Operations as part of Loss from discontinued operations. See Note 13, “Commitments and Contingencies” for further information. Sale of Air and Gas Handling Business The Company sold its Air and Gas Handling business on September 30, 2019. Accordingly, the accompanying Condensed Consolidated Financial Statements for all periods presented reflect the Air and Gas Handling business as a discontinued operation. The total consideration for the sale was $1.8 billion , including $1.67 billion in cash paid at closing, subject to certain adjustments pursuant to the purchase agreement, and the assumption of certain liabilities and minority interests. Based on the purchase price and the carrying value of the net assets being sold, the Company recorded an impairment loss of $481 million in the second quarter of 2019. The impairment loss included a $449 million goodwill impairment charge and a $32 million valuation allowance charge on assets held for sale relating to the initial estimated cost to sell the business. An accumulated other comprehensive loss of approximately $350 million associated with the Air and Gas Handling business was included in the determination of the goodwill impairment charge, which is mostly attributable to the recognition of cumulative foreign currency translation effects from the long-term strengthening of the U.S. Dollar. The Company recorded a pre-tax gain on disposal of $14.2 million in the fourth quarter of 2019. The total divestiture-related expenses incurred for the Air and Gas Handling sale were $48.6 million in the year ended December 31, 2019 . In connection with the purchase agreement, the Company and the purchaser entered into various agreements to provide a framework for their relationship after the disposition, including a transition services agreement. The transition services under the above agreements are not material to the Company’s results of operations. The key components of Loss from discontinued operations, net of taxes related to the Air and Gas Handling business for the three and six months ended July 3, 2020 and June 28, 2019 were as follows: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (In thousands) Net sales $ — $ 336,159 $ — $ 659,908 Cost of sales — 231,840 — 458,312 Selling, general and administrative expense — 61,705 — 129,445 Restructuring and other related charges — 3,812 — 8,367 Goodwill impairment charge — 481,000 — 481,000 Divestiture-related expense (1) 4,288 4,656 6,573 7,211 Operating loss (4,288 ) (446,854 ) (6,573 ) (424,427 ) Interest expense (2) — 18,820 — 26,120 Pension settlement loss — — — 43,774 Loss from discontinued operations before income taxes (4,288 ) (465,674 ) (6,573 ) (494,321 ) Income tax expense (benefit) (753 ) 1,198 (1,069 ) (4,422 ) Loss from discontinued operations, net of taxes $ (3,535 ) $ (466,872 ) $ (5,504 ) $ (489,899 ) (1) Primarily related to professional and consulting fees associated with the divestiture including seller due diligence and preparation of regulatory filings, as well as other disposition-related activities. (2) The Company reclassified a portion of interest expense from its Term Loan Facilities associated with the mandatory repayment using net proceeds from the sale of the business. Total income attributable to noncontrolling interest related to the Air and Gas Handling business, net of taxes was $1.7 million and $4.4 million for the three and six months ended June 28, 2019 . Cash used in operating activities related to the discontinued operations of the divested Air and Gas Handling business for the six months ended July 3, 2020 was $6.4 million . Cash provided by operating activities related to the discontinued operations of the divested Air and Gas Handling business for the six months ended June 28, 2019 was $23.9 million . Cash used in investing activities related to the discontinued operations of the divested Air and Gas Handling business for the six months ended June 28, 2019 was $19.3 million . |
Acquisitions Acquisitions (Note
Acquisitions Acquisitions (Notes) | 6 Months Ended |
Jul. 03, 2020 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition On February 22, 2019 , Colfax completed the purchase of DJO for $3.15 billion , subject to certain adjustments set forth in the purchase agreement. During the three and six months ended July 3, 2020 and June 28, 2019 , the Company incurred $1.7 million , $2.7 million , $2.6 million and $56.0 million , respectively, of advisory, legal, audit, valuation and other professional service fees in connection with the DJO acquisition. Such fees are included in Selling, general and administrative expense in the Condensed Consolidated Statement of Operations. The DJO acquisition was accounted for using the acquisition method of accounting and accordingly, the Condensed Consolidated Financial Statements include the results of operations from the date of acquisition. The following unaudited proforma financial information presents Colfax’s consolidated financial information assuming the acquisition had taken place on January 1, 2019. These amounts are presented in accordance with GAAP, consistent with the Company’s accounting policies. Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (Unaudited, in thousands) Net sales $ 620,360 $ 908,647 $ 1,436,716 $ 1,761,732 Net income (loss) from continuing operations attributable to Colfax Corporation (467 ) 51,046 9,648 65,181 |
Revenue (Notes)
Revenue (Notes) | 6 Months Ended |
Jul. 03, 2020 | |
Revenue [Abstract] | |
Revenue | Revenue The Company’s Fabrication Technology segment formulates, develops, manufactures and supplies consumable products and equipment. Substantially all revenue from the Fabrication Technology business is recognized at a point in time. The Company disaggregates its Fabrication Technology revenue into the following product groups: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (In thousands) Equipment $ 129,033 $ 188,614 $ 285,833 $ 362,617 Consumables 285,334 404,121 654,071 790,502 Total $ 414,367 $ 592,735 $ 939,904 $ 1,153,119 Contracts with customers in the consumables product grouping generally have a shorter fulfillment period than equipment contracts. The Company’s Medical Technology segment provides products and services spanning the full continuum of patient care, from injury prevention to rehabilitation. While the Company’s Medical Technology sales are primarily derived from three sales channels including dealers and distributors, insurance, and direct to consumers and hospitals, substantially all its revenue is recognized at a point in time. The Company disaggregates its Medical Technology revenue into the following product groups: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (1) (In thousands) Prevention & Rehabilitation $ 145,029 $ 224,936 $ 346,522 $ 312,672 Reconstructive 60,964 90,976 150,290 126,775 Total $ 205,993 $ 315,912 $ 496,812 $ 439,447 (1) For the six months ended June 28, 2019 , the Medical Technology segment includes results from the acquisition date of February 22, 2019 . Given the nature of the Fabrication Technology and Medical Technology businesses, the total amount of unsatisfied performance obligations with an original contract duration of greater than one year as of July 3, 2020 is immaterial. The nature of the Company’s contracts gives rise to certain types of variable consideration, including rebates, implicit price concessions, 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. 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, 2019 and 2018 , total contract liabilities were $14.8 million and $13.0 million , respectively, which related to the Fabrication Technology business. During the three and six months ended July 3, 2020 , revenue recognized that was included in the contract liability balance at the beginning of the year was $3.8 million and $8.7 million , respectively. During the three and six months ended June 28, 2019 , revenue recognized that was included in the contract liability balance at the beginning of the year was $4.3 million and $8.2 million , respectively. As of July 3, 2020 and June 28, 2019 , total contract liabilities were $33.1 million and $14.7 million , respectively, and were included in Accrued liabilities on the Company’s Condensed Consolidated Balance Sheets. The contract liabilities as of July 3, 2020 include $11.8 million of certain one-time advance payments in the Medical Technology business. Allowance for Credit Losses The Company adopted ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments as of January 1, 2020. The estimate of current expected credit losses on trade receivables considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts. Management elected to disaggregate trade receivables into business segments due to risk characteristics unique to each segment given the individual lines of business and market. Pooling was further disaggregated based on either geography or product type. The Company evaluated multiple approaches before concluding that a loss rate methodology best matched data capabilities. The Company leveraged historical write-offs over a defined lookback period in deriving a historical loss rate. The expected credit loss model further considers current conditions and reasonable and supportable forecasts using an adjustment for current and projected macroeconomic factors. Management identified appropriate macroeconomic indicators based on tangible correlation to historical losses considering the location and risks associated with the Company. The changes in the allowance for credit losses for the six months ended July 3, 2020 were as follows: Balance at Charged to Expense, net Write-Offs and Deductions Foreign Balance at (Dollars in thousands) Six Months Ended July 3, 2020 Allowance for credit losses $ 36,009 $ (141 ) $ (1,360 ) $ (2,132 ) $ 32,376 |
Net Income Per Share (Text Bloc
Net Income Per Share (Text Block) | 6 Months Ended |
Jul. 03, 2020 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share from Continuing Operations | Net Income (Loss) Per Share from Continuing Operations Net income (loss) per share from continuing operations was computed as follows: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (In thousands, except share and per share data) Computation of Net income (loss) per share from continuing operations - basic: Net income (loss) from continuing operations attributable to Colfax Corporation (1) $ (3,569 ) $ 1,323 $ 4,272 $ (21,537 ) Weighted-average shares of Common stock outstanding - basic 136,756,449 136,025,710 136,677,521 134,991,844 Net income (loss) per share from continuing operations - basic $ (0.03 ) $ 0.01 $ 0.03 $ (0.16 ) Computation of Net income (loss) per share from continuing operations - diluted: Net income (loss) from continuing operations attributable to Colfax Corporation (1) $ (3,569 ) $ 1,323 $ 4,272 $ (21,537 ) Weighted-average shares of Common stock outstanding - basic 136,756,449 136,025,710 136,677,521 134,991,844 Net effect of potentially dilutive securities - stock options, restricted stock units and tangible equity units — 919,776 2,880,841 — Weighted-average shares of Common stock outstanding - diluted 136,756,449 136,945,486 139,558,362 134,991,844 Net income (loss) per share from continuing operations - diluted $ (0.03 ) $ 0.01 $ 0.03 $ (0.16 ) (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 continuing operations component of the income attributable to noncontrolling interest, net of taxes, of $0.4 million and $1.5 million for the three and six months ended July 3, 2020 , and $0.9 million and $2.2 million for the three and six months ended June 28, 2019 , respectively. For all periods presented, the weighted-average shares of Common stock outstanding - basic includes the impact of 18.4 million shares related to the issuance of Colfax’s tangible equity units. For the six months ended July 3, 2020 , the weighted-average shares of Common stock outstanding - diluted includes the impact of 1.9 million potentially issuable dilutive shares related to Colfax’s tangible equity units. See Note 8, “Equity” for details. The weighted-average computation of the dilutive effect of potentially issuable shares of Common stock under the treasury stock method for the three and six months ended July 3, 2020 excludes 4.9 million and 4.2 million , respectively, of outstanding stock-based compensation awards as their inclusion would be anti-dilutive. The weighted-average computation of the dilutive effect of potentially issuable shares of Common stock under the treasury stock method for the three and six months ended June 28, 2019 excludes 4.9 million and 5.3 million , respectively, of outstanding stock-based compensation awards as their inclusion would be anti-dilutive. |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 03, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | During the three and six months ended July 3, 2020 , Loss from continuing operations before income taxes was $33.2 million and $11.2 million , respectively, while the income tax benefit was $30.1 million and $16.9 million , respectively. The effective tax rates were 90.5% and 151.3% for the three and six months ended July 3, 2020 , respectively. The effective tax rate for the three months ended July 3, 2020 differed from the 2020 U.S. federal statutory rate of 21% mainly due to the net impact of U.S. tax credits and state taxes on the forecasted rate and a $6.8 million discrete tax benefit associated with the filing of timely elected changes to U.S. Federal tax returns to credit rather than to deduct foreign taxes and the realization of tax benefits associated with effective settlements on uncertain tax positions. These favorable impacts were partially offset by the impact of additional U.S. tax on international operations and taxable foreign exchange gains. The effective tax rate for the six months ended July 3, 2020 differed from the 2020 U.S. federal statutory rate of 21% mainly due to the net impact of U.S. tax credits and state taxes on the forecasted rate and the previously mentioned discrete tax benefit associated with the filing of timely elected changes to U.S. Federal tax returns to credit rather than to deduct foreign taxes, the impact of an enacted law change in India, and the realization of tax benefits associated with effective settlements on uncertain tax positions. These favorable impacts were partially offset by the impact of additional U.S. tax on international operations and taxable foreign exchange gains. Income taxes for the six months ended July 3, 2020 were calculated forecasting an estimated annual effective tax rate for the full year. Income taxes for the three months ended July 3, 2020 were calculated forecasting an estimated annual effective tax rate for the full year less the income tax expense for the period ended April 3, 2020. In conjunction with the filing of the timely elected changes to credit rather than to deduct foreign taxes, the Company obtained additional foreign tax credit carryforwards. The Company evaluated all positive and negative evidence in determining the realizability of these deferred tax assets and based on such evidence, concluded a full valuation allowance was needed. During the three and six months ended June 28, 2019 , Income (loss) from continuing operations before income taxes was $8.4 million and $(11.1) million , respectively, while the income tax expense was $6.2 million and $8.2 million , respectively. The effective tax rates were 73.6% and (73.6)% for the three and six months ended June 28, 2019 , respectively. The effective tax rate for the three months ended June 28, 2019 differed from the 2019 U.S. federal statutory rate of 21% mainly due to losses in certain jurisdictions where a tax benefit was not expected to be recognized in 2019 and non-deductible deal costs. The effective tax rate for the six months ended June 28, 2019 differed from the 2019 U.S. federal statutory rate of 21% mainly due to losses in certain jurisdictions where a tax benefit was not expected to be recognized in 2019, non-deductible deal costs, and an aggregate $9.2 million unfavorable discrete U.S. income tax expense due to a change in valuation allowance and state tax expense as a result of the DJO acquisition. |
Equity
Equity | 6 Months Ended |
Jul. 03, 2020 | |
Equity [Abstract] | |
Equity | Equity Share Repurchase Program In 2018, the Company’s Board of Directors authorized the repurchase of shares of the Company’s Common stock from time-to-time on the open market or in privately negotiated transactions. No repurchases of the Company’s Common stock have been made under this plan since the third quarter of 2018. As of July 3, 2020 , the remaining stock repurchase authorization provided by the Board of Directors was $100 million . The timing, amount and method of shares repurchased is determined by management based on its evaluation of market conditions and other factors. There is no term associated with the remaining repurchase authorization. Accumulated Other Comprehensive Loss The following tables present the changes in the balances of each component of Accumulated other comprehensive loss including reclassifications out of Accumulated other comprehensive loss for the six months ended July 3, 2020 and June 28, 2019 . All amounts are net of tax and noncontrolling interest, if any. Accumulated Other Comprehensive Loss Components Net Unrecognized Pension and Other Post-Retirement Benefit Cost Foreign Currency Translation Adjustment Unrealized Gain on Hedging Activities Total (In thousands) Balance at January 1, 2020 $ (106,500 ) $ (421,889 ) $ 44,544 $ (483,845 ) Other comprehensive income (loss) before reclassifications: Foreign currency translation adjustment 554 (68,494 ) (1,276 ) (69,216 ) Loss on long-term intra-entity foreign currency transactions — (31,841 ) — (31,841 ) Gain on net investment hedges — — 1,756 1,756 Other comprehensive income (loss) before reclassifications 554 (100,335 ) 480 (99,301 ) Amounts reclassified from Accumulated other comprehensive loss 1,662 — — 1,662 Net Other comprehensive (loss) income 2,216 (100,335 ) 480 (97,639 ) Balance at July 3, 2020 $ (104,284 ) $ (522,224 ) $ 45,024 $ (581,484 ) Accumulated Other Comprehensive Loss Components Net Unrecognized Pension and Other Post-Retirement Benefit Cost Foreign Currency Translation Adjustment Unrealized Gain on Hedging Activities Total (In thousands) Balance at January 1, 2019 $ (80,794 ) $ (752,989 ) $ 38,238 $ (795,545 ) Other comprehensive income (loss) before reclassifications: Foreign currency translation adjustment 582 12,802 42 13,426 Loss on long-term intra-entity foreign currency transactions — (9,258 ) — (9,258 ) Gain on net investment hedges — — 1,451 1,451 Unrealized gain on cash flow hedges — — 205 205 Other comprehensive income before reclassifications 582 3,544 1,698 5,824 Amounts reclassified from Accumulated other comprehensive loss (8,929 ) — — (8,929 ) Noncontrolling interest share repurchase — (20,598 ) — (20,598 ) Net Other comprehensive income (loss) (8,347 ) (17,054 ) 1,698 (23,703 ) Balance at June 28, 2019 $ (89,141 ) $ (770,043 ) $ 39,936 $ (819,248 ) Tangible equity unit (“TEU”) offering 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. The proceeds from the issuance of the TEUs were allocated initially to equity and debt based on the relative fair value of the respective components of each TEU as follows: TEU prepaid stock purchase contracts TEU amortizing notes Total (In millions, except per unit amounts) Fair value per unit $ 84.39 $ 15.61 $ 100.00 Gross proceeds $ 388.2 $ 71.8 $ 460.0 Less: Issuance costs 10.4 1.9 12.3 Net proceeds $ 377.8 $ 69.9 $ 447.7 The $377.8 million fair value of the prepaid stock purchase contracts was recorded in Additional paid-in capital in the Condensed Consolidated Balance Sheets. The fair value of the $69.9 million of TEU amortizing notes due January 2022 has both a short-term and a long-term component. Upon the issuance of the TEUs, $47.3 million was initially recorded in Long-term debt, less current portion, and $22.6 million was initially recorded in Current portion of long-term debt in the Condensed Consolidated Balance Sheets. The Company deferred certain debt issuance costs associated with the debt component of the TEUs. These amounts offset the debt liability balance in the Condensed Consolidated Balance Sheets and are being amortized over its term. TEU prepaid stock purchase contracts Unless previously settled at the holder’s option, for each purchase contract the Company will deliver to holders on January 15, 2022 (subject to postponement in certain limited circumstances, the “mandatory settlement date”) a number of shares of common stock. The number of shares of common stock issuable upon settlement of each purchase contract (the “settlement rate”) will be determined using the arithmetic average of the volume average weighted price for the 20 consecutive trading days beginning on, and including, the 21st scheduled trading day immediately preceding January 15, 2022 (“the Applicable Market Value”) with reference to the following settlement rates: • if the Applicable Market Value of the common stock is greater than the threshold appreciation price of $25.00 , the holder will receive 4.0000 shares of common stock for each purchase contract (the “minimum settlement rate”); • if the Applicable Market Value of the common stock is greater than or equal to the reference price of $20.81 , but less than or equal to the threshold appreciation price of $25.00 , the holder will receive a number of shares of common stock for each purchase contract having a value, based on the Applicable Market Value, equal to $100 ; and • if the Applicable Market Value of the common stock is less than the reference price of $20.81 , the holder will receive 4.8054 shares of common stock for each purchase contract (the “maximum settlement rate”). TEU amortizing notes Each TEU amortizing note has an initial principal amount of $15.6099 , bears interest at a rate of 6.50% per annum and has a final installment payment date of January 15, 2022. On each January 15, April 15, July 15 and October 15, commencing on April 15, 2019, the Company pays equal quarterly cash installments of $1.4375 per TEU amortizing note (except for the April 15, 2019 installment payment, which was $1.5014 per TEU amortizing note), which will constitute a payment of interest and a partial repayment of principal, and which cash payment in the aggregate per year will be equivalent to 5.75% per year with respect to the $100 stated amount per unit. During the three and six months ended July 3, 2020 , the Company paid $6.6 million and $13.2 million , respectively, representing a partial payment of principal and interest on the TEU amortizing notes. The TEU amortizing notes are the direct, unsecured and unsubordinated obligations of the Company and rank equally with all of the existing and future other unsecured and unsubordinated indebtedness of the Company. Earnings per share 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 Colfax 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. The 18.4 million minimum shares are included in the calculation of weighted-average shares of Common stock outstanding - basic. The difference between the minimum and maximum shares represents potentially dilutive securities. The Company includes them in its calculation of weighted-average shares of Common stock outstanding - diluted on a pro rata basis to the extent the effect is not anti-dilutive and the average Applicable Market Value is higher than the reference price but is less than the conversion price. Repurchase of noncontrolling interest shares During 2019, the Company repurchased all of the noncontrolling interest shares of its South Africa consolidated subsidiary from existing shareholders under a general offer. As a part of the Air and Gas Handling business, the subsidiary was subsequently sold on September 30, 2019, and its results of operations are included in discontinued operations for all periods presented. |
Inventories, Net (Text Block)
Inventories, Net (Text Block) | 6 Months Ended |
Jul. 03, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | Inventories, Net Inventories, net consisted of the following: July 3, 2020 December 31, 2019 (In thousands) Raw materials $ 113,856 $ 115,587 Work in process 38,844 37,019 Finished goods 470,160 475,933 622,860 628,539 Less: allowance for excess, slow-moving and obsolete inventory (66,152 ) (56,981 ) Inventories, net $ 556,708 $ 571,558 |
Debt (Text Block)
Debt (Text Block) | 6 Months Ended |
Jul. 03, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long-term debt consisted of the following: July 3, 2020 December 31, 2019 (In thousands) Term loan $ 821,126 $ 822,945 Euro senior notes 389,922 388,925 2024 and 2026 notes 990,278 989,236 TEU amortizing notes 42,883 54,044 Revolving credit facilities and other 3,251 56,676 Total debt 2,247,460 2,311,826 Less: current portion (26,530 ) (27,642 ) Long-term debt $ 2,220,930 $ 2,284,184 Term Loan and Revolving Credit Facility The Company’s credit agreement (the “Credit Facility”) by and among the Company, as the borrower, certain U.S. subsidiaries of the Company, as guarantors, each of the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citizens Bank, N.A., as syndication agent, and the co-documentation agents named therein consists of a $975 million revolving credit facility (the “Revolver”) and a Term A-1 loan in an aggregate principal amount of $825 million (the “Term Loan”), each with a maturity date of December 6, 2024. The Revolver contains a $50 million swing line loan sub-facility. Certain U.S. subsidiaries of the Company guarantee the obligations under the Credit Facility. The 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 Credit Facility contains financial covenants requiring Colfax to maintain (subject to certain exceptions) (i) a maximum total leverage ratio, calculated as the ratio of Consolidated Net Debt (as defined in the Credit Facility) to EBITDA (as defined in the Credit Facility) and (ii) a minimum interest coverage. On May 1, 2020, the Company entered into an amendment to its Credit Facility (the “Amendment”). The Amendment, among other changes, modified the total leverage ratio by permitting the Company to deduct (subject to certain exceptions) up to $125 million of unrestricted cash and cash equivalents from the debt component of the ratio and by increasing the maximum total leverage ratio to 5.75 :1.00 as of June 30, 2020, 6.50 :1.00 as of each fiscal quarter thereafter until March 31, 2021, 5.25 :1.00 for the quarter ending June 30, 2021, 4.50 :1.00 for the quarter ending September 30, 2021, 4.25 :1.00 for the quarter ending December 31, 2021 and March 31, 2022, 4.00 :1.00 for the quarter ending June 30, 2022 and September 30, 2022, and 3.50 :1.00 as of December 31, 2022 and for each fiscal quarter ending thereafter. The Amendment maintained the interest coverage ratio of 3.00 :1.00 for the quarter ending June 30, 2020, decreased it to 2.75 :1.00 for each of the fiscal quarters ending September 30, 2020 until June 30, 2021, and then increased it back to 3.00 :1.00 for the quarter ending September 30, 2021 and thereafter. The Amendment added a “springing” collateral provision (based upon the Gross Leverage Ratio as defined in the Amendment to the Credit Facility) which requires the obligations under the Amendment to the Credit Facility to be secured by substantially all personal property of Colfax and its U.S. subsidiaries and the equity of its first tier foreign subsidiaries, subject to customary exceptions, in the event Colfax’s gross leverage ratio under the Credit Facility is greater than 5.00 :1.00 as of the last day of any fiscal quarter. Lastly, the Amendment added a fifth pricing tier in the event the total leverage ratio is greater than 4.50 :1.00 (regardless of the corporate family rating), with pricing at 2.50% , in the case of the Eurocurrency margin, 1.50% , in the case of the base rate margin, and 0.50% when undrawn. The total commitment and maturity of the Credit Facility remained unchanged. The Credit Facility contains various events of default (including failure to comply with the covenants under the 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 Term Loan Facilities and the Revolver. As of July 3, 2020 , the Company is in compliance with the covenants under the Credit Facility. As of July 3, 2020 , the weighted-average interest rate of borrowings under the Credit Facility was 1.68% , excluding accretion of original issue discount and deferred financing fees, and there was $975 million available on the Revolver. The Company has $11.7 million in deferred financing fees recorded in conjunction with the Credit Facility as of July 3, 2020 , which is being accreted to Interest expense, net primarily using the effective interest method over the life of the facility. Euro Senior 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, have an interest rate of 3.25% and are guaranteed by certain of our domestic subsidiaries (the “Guarantees”). The proceeds from the Euro Notes offering were used to repay borrowings under our previous credit facilities totaling €283.5 million , as well as for general corporate purposes. In conjunction with the issuance of the Euro 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, or the securities laws of any other jurisdiction. TEU Amortizing Notes 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 and an option to purchase up to an additional 600,000 tangible equity units at the stated amount of $100 per unit, which was exercised in full at settlement. Total cash of $447.7 million was received upon closing, comprised of $377.8 million TEU prepaid stock purchase contracts and $69.9 million of TEU amortizing notes due January 2022. The proceeds were used to finance a portion of the purchase price for the DJO acquisition and for general corporate purposes. For more information, refer to Note 8, “Equity.” 2024 Notes and 2026 Notes On February 5, 2019, two tranches of senior notes with aggregate principal amounts of $600 million (the “2024 Notes”) and $400 million (the “2026 Notes”) were issued to finance a portion of the purchase price for the DJO acquisition. The 2024 Notes are due on February 15, 2024 and have an interest rate of 6.0% . The 2026 Notes are due on February 15, 2026 and have an interest rate of 6.375% . Each tranche of notes is guaranteed by certain domestic subsidiaries of the Company. Other Indebtedness In addition to the debt agreements discussed above, the Company is party to various bilateral credit facilities with a borrowing capacity of $185.1 million . As of July 3, 2020 , there were no outstanding borrowings under these facilities. The Company is party to letter of credit facilities with an aggregate capacity of $401.8 million . Total letters of credit of $108.0 million were outstanding as of July 3, 2020 . In total, the Company had deferred financing fees of $25.6 million included in its Condensed Consolidated Balance Sheet as of July 3, 2020 , which will be charged to Interest expense, net, primarily using the effective interest method, over the life of the applicable debt agreements. |
Accrued Liabilities (Text Block
Accrued Liabilities (Text Block) | 6 Months Ended |
Jul. 03, 2020 | |
Accrued Liabilities [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities in the Condensed Consolidated Balance Sheets consisted of the following: July 3, 2020 December 31, 2019 (In thousands) Accrued compensation and related benefits $ 74,869 $ 100,290 Accrued taxes 47,546 55,258 Accrued asbestos-related liability 65,792 64,394 Warranty liability - current portion 14,312 15,513 Accrued restructuring liability - current portion 3,917 6,961 Accrued third-party commissions 20,980 30,768 Customer advances and billings in excess of costs incurred 33,316 16,009 Lease liability - current portion 39,868 40,021 Accrued interest 28,924 27,333 Other 103,691 113,343 Accrued liabilities $ 433,215 $ 469,890 Warranty Liability The activity in the Company’s warranty liability consisted of the following: Six Months Ended July 3, 2020 June 28, 2019 (In thousands) Warranty liability, beginning of period $ 15,528 $ 12,312 Accrued warranty expense 3,256 4,163 Changes in estimates related to pre-existing warranties 528 764 Cost of warranty service work performed (4,547 ) (5,101 ) Acquisition-related liability — 2,113 Foreign exchange translation effect (453 ) 30 Warranty liability, end of period $ 14,312 $ 14,281 Accrued Restructuring Liability The Company’s restructuring programs include a series of 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 Condensed Consolidated Balance Sheets is as follows: Six Months Ended July 3, 2020 Balance at Beginning of Period Provisions Payments Foreign Currency Translation Balance at End of Period (3) (In thousands) Restructuring and other related charges: Fabrication Technology: Termination benefits (1) $ 1,638 $ 3,272 $ (3,581 ) $ (38 ) $ 1,291 Facility closure costs (2) 1,284 3,884 (4,935 ) — 233 2,922 7,156 (8,516 ) (38 ) 1,524 Non-cash charges 1,736 8,892 Medical Technology: Termination benefits (1) 3,919 1,958 (3,704 ) 12 2,185 Facility closure costs (2) 257 11,336 (11,346 ) — 247 4,176 13,294 (15,050 ) 12 2,432 Non-cash charges — 13,294 Total Colfax Corporation: Total restructuring liability activity $ 7,098 $ 20,450 $ (23,566 ) $ (26 ) $ 3,956 Total Non-cash charges 1,736 $ 22,186 (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. Restructuring charges in the Medical Technology segment during the six months ended July 3, 2020 include costs related to product and distribution channel transformations, facilities optimization, and integration charges. Restructuring charges in the Medical Technology segment also include $2.7 million classified as Cost of sales on the Company’s Condensed Consolidated Statements of Operations for the six months ended July 3, 2020 . (3) As of July 3, 2020 , $3.9 million of the Company’s restructuring liability was included in Accrued liabilities, whereas less than $0.1 million of the Company’s restructuring liability was included in Other liabilities. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements (Text Block) | 6 Months Ended |
Jul. 03, 2020 | |
Financial Instruments and Fair Value Measurements [Abstract] | |
Financial Instruments and Fair Value Measurements | Financial Instruments and Fair Value Measurements The carrying values of financial instruments, including Trade receivables and Accounts payable, approximate their fair values due to their short-term maturities. The $2.2 billion and $2.3 billion estimated fair value of the Company’s debt as of July 3, 2020 and December 31, 2019 , 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 for each fair value hierarchy level for the periods presented is as follows: July 3, 2020 Level Level Level Total (In thousands) Assets: Cash equivalents $ 4,118 $ — $ — $ 4,118 Foreign currency contracts related to sales - not designated as hedges — 1,794 — 1,794 Foreign currency contracts related to purchases - not designated as hedges — 1,857 — 1,857 Deferred compensation plans — 9,125 — 9,125 $ 4,118 $ 12,776 $ — $ 16,894 Liabilities: Foreign currency contracts related to sales - not designated as hedges $ — $ 1,523 $ — $ 1,523 Foreign currency contracts related to purchases - not designated as hedges — 615 — 615 Deferred compensation plans — 9,125 — 9,125 $ — $ 11,263 $ — $ 11,263 December 31, 2019 Level Level Level Total (In thousands) Assets: Cash equivalents $ 13,125 $ — $ — $ 13,125 Foreign currency contracts related to sales - not designated as hedges — 74 — 74 Foreign currency contracts related to purchases - not designated as hedges — 408 — 408 Deferred compensation plans — 8,870 — 8,870 $ 13,125 $ 9,352 $ — $ 22,477 Liabilities: Foreign currency contracts related to sales - not designated as hedges $ — $ 328 $ — $ 328 Foreign currency contracts related to purchases - not designated as hedges — 853 — 853 Deferred compensation plans — 8,870 — 8,870 $ — $ 10,051 $ — $ 10,051 There were no transfers in or out of Level One, Two or Three during the six months ended July 3, 2020 . Foreign Currency Contracts As of July 3, 2020 and December 31, 2019 , the Company had foreign currency contracts with the following notional values: July 3, 2020 December 31, 2019 (In thousands) Foreign currency contracts sold - not designated as hedges $ 91,302 $ 28,718 Foreign currency contracts purchased - not designated as hedges 119,039 107,090 Total foreign currency derivatives $ 210,341 $ 135,808 The Company recognized the following in its Condensed Consolidated Financial Statements related to its derivative instruments: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (In thousands) Contracts Designated as Hedges: Unrealized gain (loss) on net investment hedges (1) $ (10,424 ) $ (4,002 ) $ 1,756 $ 1,451 Contracts Not Designated in a Hedge Relationship: Foreign Currency Contracts - related to customer sales contracts: Unrealized gain (loss) 883 (179 ) 532 (208 ) Realized gain (loss) 40 (409 ) (905 ) (1,067 ) Foreign Currency Contracts - related to supplier purchases contracts: Unrealized gain (loss) (927 ) 1,006 1,841 651 Realized gain (loss) (997 ) 187 (249 ) 454 (1) |
Commitments and Contingencies (
Commitments and Contingencies (Text Block) | 6 Months Ended |
Jul. 03, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies For further description of the Company’s litigation and contingencies, reference is made to Note 18, “Commitments and Contingencies” in the Notes to Consolidated Financial Statements in the Company’s 2019 Form 10-K. Since the Company did not retain an interest in the ongoing operations of the divested Fluid Handling and Air and Gas businesses, the retained asbestos-related activity has been classified in its Condensed Consolidated Statements of Operations as a component of Loss from discontinued operations, net of taxes. Asbestos Contingencies Asbestos-related claims activity since December 31 is as follows: Six Months Ended July 3, 2020 June 28, 2019 (Number of claims) Claims unresolved, beginning of period 16,299 16,417 Claims filed (1) 1,869 2,239 Claims resolved (2) (1,310 ) (2,132 ) Claims unresolved, end of period 16,858 16,524 (1) Claims filed include all asbestos claims for which notification has been received or a file has been opened. (2) 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. The Company’s Condensed Consolidated Balance Sheets included the following amounts related to asbestos-related litigation: July 3, 2020 December 31, 2019 (In thousands) Current asbestos insurance receivable (1) $ 4,474 $ 4,474 Long-term asbestos insurance asset (2) 278,412 281,793 Long-term asbestos insurance receivable (2) 36,633 41,629 Accrued asbestos liability (3) 65,792 64,394 Long-term asbestos liability (4) 277,303 286,105 (1) Included in Other current assets in the Condensed Consolidated Balance Sheets. Over the next year, the Company expects to be reimbursed for certain asbestos-related costs that were mainly incurred prior to certain court rulings. (2) Included in Other assets in the Condensed Consolidated Balance Sheets. (3) Represents current accruals for probable and reasonably estimable asbestos-related liability costs that the Company believes the subsidiaries will pay, 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 Condensed Consolidated Balance Sheets. (4) Included in Other liabilities in the Condensed Consolidated Balance Sheets. Management’s analyses are based on currently known facts and assumptions. 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 |
Segment Information (Text Block
Segment Information (Text Block) | 6 Months Ended |
Jul. 03, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company conducts its continuing operations through the Fabrication Technology and Medical Technology operating segments, which also represent the Company’s reportable segments. ▪ Fabrication Technology - a global supplier of consumable products and equipment for cutting, joining, and automated welding, as well as gas control equipment, providing a wide range of products with innovative technologies to solve challenges in virtually any industry. • Medical Technology - 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. 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 other related charges and European Union Medical Devices Regulation (“MDR”) costs. The Company’s segment results were as follows: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (1) (In thousands) Net sales: Fabrication Technology $ 414,367 $ 592,735 $ 939,904 $ 1,153,119 Medical Technology 205,993 315,912 496,812 439,447 $ 620,360 $ 908,647 $ 1,436,716 $ 1,592,566 Segment operating income (loss) (2) : Fabrication Technology $ 43,609 $ 80,970 $ 112,645 $ 151,575 Medical Technology (20,796 ) 4,605 (16,992 ) 15,287 Corporate and other (15,573 ) (17,456 ) (29,651 ) (85,579 ) $ 7,240 $ 68,119 $ 66,002 $ 81,283 (1) For the six months ended June 28, 2019 , the Medical Technology segment includes results from the acquisition date of February 22, 2019 . (2) Following is a reconciliation of Income (loss) from continuing operations before income taxes to segment operating income (loss): Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (In thousands) Income (loss) from continuing operations before income taxes $ (33,205 ) $ 8,363 $ (11,164 ) $ (11,125 ) Interest expense, net 28,284 33,171 53,080 54,992 Restructuring and other related charges (1) 11,161 26,585 22,186 37,416 MDR costs 1,000 $ — $ 1,900 $ — Segment operating income $ 7,240 $ 68,119 $ 66,002 $ 81,283 (1) Restructuring and other related charges includes $0.9 million and $2.7 million of expense classified as Cost of sales on the Company’s Condensed Consolidated Statements of Operations for the three and six months ended July 3, 2020 , respectively. |
Recently Issued Accounting Pr_2
Recently Issued Accounting Pronouncements (Policies) | 6 Months Ended |
Jul. 03, 2020 | |
Accounting Policies [Abstract] | |
Research and Development | In the normal course of business, the Company incurs research and development costs related to new product development which are expensed as incurred. |
Basis of Accounting | The Condensed Consolidated Financial Statements included in this quarterly report have been prepared by the Company in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements. |
Use of Estimates | The Company makes certain estimates and assumptions in preparing its Condensed 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 as of the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses for the periods presented. Actual results may differ from those estimates. |
New Accounting Pronouncements | Accounting Guidance Implemented in 2020 Standard Description Effective Date ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments The ASU eliminates the probable initial recognition threshold under current GAAP and broadens the information an entity must consider when developing its expected credit loss estimates to include forward-looking information. The standard applies to most financial assets held at amortized costs, as well as certain other instruments. Under the current expected credit loss (“CECL”) model, entities must estimate losses over the entire contractual term of the asset from the date of initial recognition. In determining expected losses, consideration must be given to historical loss experience, current conditions, and reasonable and supportable forecasts incorporating forward looking information. The Company adopted Topic 326 on January 1, 2020 using a modified retrospective transition method, which requires a cumulative-effect adjustment to the opening balance sheet of retained earnings to be recognized on the date of adoption without restating prior periods. The cumulative-effect adjustment, net of tax, on January 1, 2020 is $4.8 million. January 1, 2020 ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement The ASU modified the disclosure requirements for fair value measurements. The adoption of this standard does not result in any changes to the current disclosures, as the requirements modified by the ASU are not applicable or are immaterial for disclosure. January 1, 2020 New Accounting Guidance to be Implemented Standard Description Anticipated Impact Effective Date 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. This accounting standard update impacts disclosures only. The Company is currently evaluating the impact of this ASU on its consolidated financial statement disclosures and the timing of adoption. January 1, 2021 ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes The ASU eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. It also clarifies and simplifies other aspects of accounting for income taxes. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and the timing of adoption. January 1, 2021 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Discontinued Operations [Abstract] | |
Disposal Groups, Including Discontinued Operations | The key components of Loss from discontinued operations, net of taxes related to the Air and Gas Handling business for the three and six months ended July 3, 2020 and June 28, 2019 were as follows: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (In thousands) Net sales $ — $ 336,159 $ — $ 659,908 Cost of sales — 231,840 — 458,312 Selling, general and administrative expense — 61,705 — 129,445 Restructuring and other related charges — 3,812 — 8,367 Goodwill impairment charge — 481,000 — 481,000 Divestiture-related expense (1) 4,288 4,656 6,573 7,211 Operating loss (4,288 ) (446,854 ) (6,573 ) (424,427 ) Interest expense (2) — 18,820 — 26,120 Pension settlement loss — — — 43,774 Loss from discontinued operations before income taxes (4,288 ) (465,674 ) (6,573 ) (494,321 ) Income tax expense (benefit) (753 ) 1,198 (1,069 ) (4,422 ) Loss from discontinued operations, net of taxes $ (3,535 ) $ (466,872 ) $ (5,504 ) $ (489,899 ) (1) Primarily related to professional and consulting fees associated with the divestiture including seller due diligence and preparation of regulatory filings, as well as other disposition-related activities. (2) The Company reclassified a portion of interest expense from its Term Loan Facilities associated with the mandatory repayment using net proceeds from the sale of the business. |
Acquisitions Acquisitions (Tabl
Acquisitions Acquisitions (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Business Combinations [Abstract] | |
Business Acquisition, Pro Forma Information | These amounts are presented in accordance with GAAP, consistent with the Company’s accounting policies. Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (Unaudited, in thousands) Net sales $ 620,360 $ 908,647 $ 1,436,716 $ 1,761,732 Net income (loss) from continuing operations attributable to Colfax Corporation (467 ) 51,046 9,648 65,181 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Revenue [Abstract] | |
Schedule of Revenue by Major Customers by Reporting Segments | The Company’s Fabrication Technology segment formulates, develops, manufactures and supplies consumable products and equipment. Substantially all revenue from the Fabrication Technology business is recognized at a point in time. The Company disaggregates its Fabrication Technology revenue into the following product groups: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (In thousands) Equipment $ 129,033 $ 188,614 $ 285,833 $ 362,617 Consumables 285,334 404,121 654,071 790,502 Total $ 414,367 $ 592,735 $ 939,904 $ 1,153,119 Contracts with customers in the consumables product grouping generally have a shorter fulfillment period than equipment contracts. The Company’s Medical Technology segment provides products and services spanning the full continuum of patient care, from injury prevention to rehabilitation. While the Company’s Medical Technology sales are primarily derived from three sales channels including dealers and distributors, insurance, and direct to consumers and hospitals, substantially all its revenue is recognized at a point in time. The Company disaggregates its Medical Technology revenue into the following product groups: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (1) (In thousands) Prevention & Rehabilitation $ 145,029 $ 224,936 $ 346,522 $ 312,672 Reconstructive 60,964 90,976 150,290 126,775 Total $ 205,993 $ 315,912 $ 496,812 $ 439,447 (1) For the six months ended June 28, 2019 , the Medical Technology segment includes results from the acquisition date of February 22, 2019 . |
Financing Receivable, Allowance for Credit Loss | The changes in the allowance for credit losses for the six months ended July 3, 2020 were as follows: Balance at Charged to Expense, net Write-Offs and Deductions Foreign Balance at (Dollars in thousands) Six Months Ended July 3, 2020 Allowance for credit losses $ 36,009 $ (141 ) $ (1,360 ) $ (2,132 ) $ 32,376 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share - Basic and Diluted | Net income (loss) per share from continuing operations was computed as follows: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (In thousands, except share and per share data) Computation of Net income (loss) per share from continuing operations - basic: Net income (loss) from continuing operations attributable to Colfax Corporation (1) $ (3,569 ) $ 1,323 $ 4,272 $ (21,537 ) Weighted-average shares of Common stock outstanding - basic 136,756,449 136,025,710 136,677,521 134,991,844 Net income (loss) per share from continuing operations - basic $ (0.03 ) $ 0.01 $ 0.03 $ (0.16 ) Computation of Net income (loss) per share from continuing operations - diluted: Net income (loss) from continuing operations attributable to Colfax Corporation (1) $ (3,569 ) $ 1,323 $ 4,272 $ (21,537 ) Weighted-average shares of Common stock outstanding - basic 136,756,449 136,025,710 136,677,521 134,991,844 Net effect of potentially dilutive securities - stock options, restricted stock units and tangible equity units — 919,776 2,880,841 — Weighted-average shares of Common stock outstanding - diluted 136,756,449 136,945,486 139,558,362 134,991,844 Net income (loss) per share from continuing operations - diluted $ (0.03 ) $ 0.01 $ 0.03 $ (0.16 ) (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 continuing operations component of the income attributable to noncontrolling interest, net of taxes, of $0.4 million and $1.5 million for the three and six months ended July 3, 2020 , and $0.9 million and $2.2 million for the three and six months ended June 28, 2019 , respectively. |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | The following tables present the changes in the balances of each component of Accumulated other comprehensive loss including reclassifications out of Accumulated other comprehensive loss for the six months ended July 3, 2020 and June 28, 2019 . All amounts are net of tax and noncontrolling interest, if any. Accumulated Other Comprehensive Loss Components Net Unrecognized Pension and Other Post-Retirement Benefit Cost Foreign Currency Translation Adjustment Unrealized Gain on Hedging Activities Total (In thousands) Balance at January 1, 2020 $ (106,500 ) $ (421,889 ) $ 44,544 $ (483,845 ) Other comprehensive income (loss) before reclassifications: Foreign currency translation adjustment 554 (68,494 ) (1,276 ) (69,216 ) Loss on long-term intra-entity foreign currency transactions — (31,841 ) — (31,841 ) Gain on net investment hedges — — 1,756 1,756 Other comprehensive income (loss) before reclassifications 554 (100,335 ) 480 (99,301 ) Amounts reclassified from Accumulated other comprehensive loss 1,662 — — 1,662 Net Other comprehensive (loss) income 2,216 (100,335 ) 480 (97,639 ) Balance at July 3, 2020 $ (104,284 ) $ (522,224 ) $ 45,024 $ (581,484 ) Accumulated Other Comprehensive Loss Components Net Unrecognized Pension and Other Post-Retirement Benefit Cost Foreign Currency Translation Adjustment Unrealized Gain on Hedging Activities Total (In thousands) Balance at January 1, 2019 $ (80,794 ) $ (752,989 ) $ 38,238 $ (795,545 ) Other comprehensive income (loss) before reclassifications: Foreign currency translation adjustment 582 12,802 42 13,426 Loss on long-term intra-entity foreign currency transactions — (9,258 ) — (9,258 ) Gain on net investment hedges — — 1,451 1,451 Unrealized gain on cash flow hedges — — 205 205 Other comprehensive income before reclassifications 582 3,544 1,698 5,824 Amounts reclassified from Accumulated other comprehensive loss (8,929 ) — — (8,929 ) Noncontrolling interest share repurchase — (20,598 ) — (20,598 ) Net Other comprehensive income (loss) (8,347 ) (17,054 ) 1,698 (23,703 ) Balance at June 28, 2019 $ (89,141 ) $ (770,043 ) $ 39,936 $ (819,248 ) |
Tangible Equity Units | The proceeds from the issuance of the TEUs were allocated initially to equity and debt based on the relative fair value of the respective components of each TEU as follows: TEU prepaid stock purchase contracts TEU amortizing notes Total (In millions, except per unit amounts) Fair value per unit $ 84.39 $ 15.61 $ 100.00 Gross proceeds $ 388.2 $ 71.8 $ 460.0 Less: Issuance costs 10.4 1.9 12.3 Net proceeds $ 377.8 $ 69.9 $ 447.7 |
Inventories, Net (Tables)
Inventories, Net (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventories, net consisted of the following: July 3, 2020 December 31, 2019 (In thousands) Raw materials $ 113,856 $ 115,587 Work in process 38,844 37,019 Finished goods 470,160 475,933 622,860 628,539 Less: allowance for excess, slow-moving and obsolete inventory (66,152 ) (56,981 ) Inventories, net $ 556,708 $ 571,558 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Long-term debt consisted of the following: July 3, 2020 December 31, 2019 (In thousands) Term loan $ 821,126 $ 822,945 Euro senior notes 389,922 388,925 2024 and 2026 notes 990,278 989,236 TEU amortizing notes 42,883 54,044 Revolving credit facilities and other 3,251 56,676 Total debt 2,247,460 2,311,826 Less: current portion (26,530 ) (27,642 ) Long-term debt $ 2,220,930 $ 2,284,184 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Accrued Liabilities [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities in the Condensed Consolidated Balance Sheets consisted of the following: July 3, 2020 December 31, 2019 (In thousands) Accrued compensation and related benefits $ 74,869 $ 100,290 Accrued taxes 47,546 55,258 Accrued asbestos-related liability 65,792 64,394 Warranty liability - current portion 14,312 15,513 Accrued restructuring liability - current portion 3,917 6,961 Accrued third-party commissions 20,980 30,768 Customer advances and billings in excess of costs incurred 33,316 16,009 Lease liability - current portion 39,868 40,021 Accrued interest 28,924 27,333 Other 103,691 113,343 Accrued liabilities $ 433,215 $ 469,890 |
Schedule of Product Warranty Liability | The activity in the Company’s warranty liability consisted of the following: Six Months Ended July 3, 2020 June 28, 2019 (In thousands) Warranty liability, beginning of period $ 15,528 $ 12,312 Accrued warranty expense 3,256 4,163 Changes in estimates related to pre-existing warranties 528 764 Cost of warranty service work performed (4,547 ) (5,101 ) Acquisition-related liability — 2,113 Foreign exchange translation effect (453 ) 30 Warranty liability, end of period $ 14,312 $ 14,281 |
Schedule of Restructuring Reserve by Type of Cost | A summary of the activity in the Company’s restructuring liability included in Accrued liabilities and Other liabilities in the Condensed Consolidated Balance Sheets is as follows: Six Months Ended July 3, 2020 Balance at Beginning of Period Provisions Payments Foreign Currency Translation Balance at End of Period (3) (In thousands) Restructuring and other related charges: Fabrication Technology: Termination benefits (1) $ 1,638 $ 3,272 $ (3,581 ) $ (38 ) $ 1,291 Facility closure costs (2) 1,284 3,884 (4,935 ) — 233 2,922 7,156 (8,516 ) (38 ) 1,524 Non-cash charges 1,736 8,892 Medical Technology: Termination benefits (1) 3,919 1,958 (3,704 ) 12 2,185 Facility closure costs (2) 257 11,336 (11,346 ) — 247 4,176 13,294 (15,050 ) 12 2,432 Non-cash charges — 13,294 Total Colfax Corporation: Total restructuring liability activity $ 7,098 $ 20,450 $ (23,566 ) $ (26 ) $ 3,956 Total Non-cash charges 1,736 $ 22,186 (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. Restructuring charges in the Medical Technology segment during the six months ended July 3, 2020 include costs related to product and distribution channel transformations, facilities optimization, and integration charges. Restructuring charges in the Medical Technology segment also include $2.7 million classified as Cost of sales on the Company’s Condensed Consolidated Statements of Operations for the six months ended July 3, 2020 . (3) As of July 3, 2020 , $3.9 million of the Company’s restructuring liability was included in Accrued liabilities, whereas less than $0.1 million of the Company’s restructuring liability was included in Other liabilities. |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Financial Instruments and Fair Value Measurements [Abstract] | |
Company's assets and liabilities measured at fair value for each fair value hierarchy level | A summary of the Company’s assets and liabilities that are measured at fair value for each fair value hierarchy level for the periods presented is as follows: July 3, 2020 Level Level Level Total (In thousands) Assets: Cash equivalents $ 4,118 $ — $ — $ 4,118 Foreign currency contracts related to sales - not designated as hedges — 1,794 — 1,794 Foreign currency contracts related to purchases - not designated as hedges — 1,857 — 1,857 Deferred compensation plans — 9,125 — 9,125 $ 4,118 $ 12,776 $ — $ 16,894 Liabilities: Foreign currency contracts related to sales - not designated as hedges $ — $ 1,523 $ — $ 1,523 Foreign currency contracts related to purchases - not designated as hedges — 615 — 615 Deferred compensation plans — 9,125 — 9,125 $ — $ 11,263 $ — $ 11,263 December 31, 2019 Level Level Level Total (In thousands) Assets: Cash equivalents $ 13,125 $ — $ — $ 13,125 Foreign currency contracts related to sales - not designated as hedges — 74 — 74 Foreign currency contracts related to purchases - not designated as hedges — 408 — 408 Deferred compensation plans — 8,870 — 8,870 $ 13,125 $ 9,352 $ — $ 22,477 Liabilities: Foreign currency contracts related to sales - not designated as hedges $ — $ 328 $ — $ 328 Foreign currency contracts related to purchases - not designated as hedges — 853 — 853 Deferred compensation plans — 8,870 — 8,870 $ — $ 10,051 $ — $ 10,051 |
Schedule of Foreign Exchange Contracts, Notional Values | As of July 3, 2020 and December 31, 2019 , the Company had foreign currency contracts with the following notional values: July 3, 2020 December 31, 2019 (In thousands) Foreign currency contracts sold - not designated as hedges $ 91,302 $ 28,718 Foreign currency contracts purchased - not designated as hedges 119,039 107,090 Total foreign currency derivatives $ 210,341 $ 135,808 |
Schedule of Derivative Instruments, Gain (Loss) in Condensed Consolidated Financial Statements | The Company recognized the following in its Condensed Consolidated Financial Statements related to its derivative instruments: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (In thousands) Contracts Designated as Hedges: Unrealized gain (loss) on net investment hedges (1) $ (10,424 ) $ (4,002 ) $ 1,756 $ 1,451 Contracts Not Designated in a Hedge Relationship: Foreign Currency Contracts - related to customer sales contracts: Unrealized gain (loss) 883 (179 ) 532 (208 ) Realized gain (loss) 40 (409 ) (905 ) (1,067 ) Foreign Currency Contracts - related to supplier purchases contracts: Unrealized gain (loss) (927 ) 1,006 1,841 651 Realized gain (loss) (997 ) 187 (249 ) 454 (1) |
Commitments and Contingencies_2
Commitments and Contingencies (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule Of Loss Contingencies By Claims Quantities | laims activity since December 31 is as follows: Six Months Ended July 3, 2020 June 28, 2019 (Number of claims) Claims unresolved, beginning of period 16,299 16,417 Claims filed (1) 1,869 2,239 Claims resolved (2) (1,310 ) (2,132 ) Claims unresolved, end of period 16,858 16,524 (1) Claims filed include all asbestos claims for which notification has been received or a file has been opened. (2) 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. |
Schedule Of Asbestos Related Litigation | The Company’s Condensed Consolidated Balance Sheets included the following amounts related to asbestos-related litigation: July 3, 2020 December 31, 2019 (In thousands) Current asbestos insurance receivable (1) $ 4,474 $ 4,474 Long-term asbestos insurance asset (2) 278,412 281,793 Long-term asbestos insurance receivable (2) 36,633 41,629 Accrued asbestos liability (3) 65,792 64,394 Long-term asbestos liability (4) 277,303 286,105 (1) Included in Other current assets in the Condensed Consolidated Balance Sheets. Over the next year, the Company expects to be reimbursed for certain asbestos-related costs that were mainly incurred prior to certain court rulings. (2) Included in Other assets in the Condensed Consolidated Balance Sheets. (3) Represents current accruals for probable and reasonably estimable asbestos-related liability costs that the Company believes the subsidiaries will pay, 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 Condensed Consolidated Balance Sheets. (4) Included in Other liabilities in the Condensed Consolidated Balance Sheets. |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jul. 03, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The Company’s segment results were as follows: Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (1) (In thousands) Net sales: Fabrication Technology $ 414,367 $ 592,735 $ 939,904 $ 1,153,119 Medical Technology 205,993 315,912 496,812 439,447 $ 620,360 $ 908,647 $ 1,436,716 $ 1,592,566 Segment operating income (loss) (2) : Fabrication Technology $ 43,609 $ 80,970 $ 112,645 $ 151,575 Medical Technology (20,796 ) 4,605 (16,992 ) 15,287 Corporate and other (15,573 ) (17,456 ) (29,651 ) (85,579 ) $ 7,240 $ 68,119 $ 66,002 $ 81,283 (1) For the six months ended June 28, 2019 , the Medical Technology segment includes results from the acquisition date of February 22, 2019 . (2) Following is a reconciliation of Income (loss) from continuing operations before income taxes to segment operating income (loss): Three Months Ended Six Months Ended July 3, 2020 June 28, 2019 July 3, 2020 June 28, 2019 (In thousands) Income (loss) from continuing operations before income taxes $ (33,205 ) $ 8,363 $ (11,164 ) $ (11,125 ) Interest expense, net 28,284 33,171 53,080 54,992 Restructuring and other related charges (1) 11,161 26,585 22,186 37,416 MDR costs 1,000 $ — $ 1,900 $ — Segment operating income $ 7,240 $ 68,119 $ 66,002 $ 81,283 (1) Restructuring and other related charges includes $0.9 million and $2.7 million of expense classified as Cost of sales on the Company’s Condensed Consolidated Statements of Operations for the three and six months ended July 3, 2020 , respectively. |
General General (Details)
General General (Details) - USD ($) $ in Thousands | Feb. 22, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | Sep. 30, 2019 |
Business Acquisition [Line Items] | ||||||
MDR costs | $ 1,000 | $ 0 | $ 1,900 | $ 0 | ||
Research and development expense | $ 14,100 | $ 32,600 | 17,200 | $ 28,500 | ||
DJO Acquisition | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price for merger agreement | $ 3,150,000 | |||||
Air and Gas Handling Business | ||||||
Business Acquisition [Line Items] | ||||||
Total consideration | $ 1,800,000 | |||||
Cash consideration received | $ 1,670,000 | |||||
Selling, General and Administrative Expenses | ||||||
Business Acquisition [Line Items] | ||||||
MDR costs | $ 900 |
Recently Issued Accounting Pr_3
Recently Issued Accounting Pronouncements Details Textual (Details) - Accounting Standards Update 2016-13 - USD ($) $ in Thousands | Jan. 01, 2020 | Dec. 31, 2019 |
Cumulative Effect of New Accounting Principle in Period of Adoption | $ (4,818) | |
Accumulated Other Comprehensive Loss | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 4,800 |
Discontinued Operations - Narra
Discontinued Operations - Narratives (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jul. 03, 2020 | Dec. 31, 2019 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | Dec. 31, 2019 | Sep. 30, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Divestiture impairment loss | $ 0 | $ 481,000 | |||||
Less: income attributable to noncontrolling interest, net of taxes | $ 427 | $ 2,629 | 1,454 | 6,650 | |||
Air and Gas Handling Business | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Total consideration | $ 1,800,000 | ||||||
Cash consideration received | $ 1,670,000 | ||||||
Discontinued operation, loss on discontinued operations | 481,000 | 0 | 481,000 | ||||
Divestiture impairment loss | 0 | ||||||
Accumulated other comprehensive loss | (350,000) | ||||||
Gain (loss) on disposition of business | $ 14,200 | ||||||
Divestiture-related expense, net | $ 0 | 3,812 | 0 | 8,367 | $ 48,600 | ||
Less: income attributable to noncontrolling interest, net of taxes | 1,700 | 4,400 | |||||
Cash provided by operating activities, discontinued operations | $ 6,400 | 23,900 | |||||
Cash provided by investing activities, discontinued operations | $ 19,300 | ||||||
Goodwill | Air and Gas Handling Business | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Divestiture impairment loss | 449,000 | ||||||
Impairment of Long-lived Assets | Air and Gas Handling Business | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Divestiture impairment loss | $ 32,000 |
Discontinued Operations - Effec
Discontinued Operations - Effect on Income Statement and Balance Sheet (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | Dec. 31, 2019 | |
Disposal Group, Including Discontinued Operations, Statement of Income | |||||
Goodwill impairment charge | $ 0 | $ 481,000 | |||
Loss from discontinued operations, net of taxes | $ (4,905) | $ (468,817) | (8,265) | (495,289) | |
Air and Gas Handling Business | |||||
Disposal Group, Including Discontinued Operations, Statement of Income | |||||
Net sales | 0 | 336,159 | 0 | 659,908 | |
Cost of sales | 0 | 231,840 | 0 | 458,312 | |
Selling, general and administrative expense | 0 | 61,705 | 0 | 129,445 | |
Restructuring and other related charges | 0 | 3,812 | 0 | 8,367 | $ 48,600 |
Goodwill impairment charge | 0 | ||||
Divestiture-related expense | 4,288 | 4,656 | 6,573 | 7,211 | |
Operating loss | (4,288) | (446,854) | (6,573) | (424,427) | |
Interest expense | 0 | 18,820 | 0 | 26,120 | |
Pension settlement loss | 0 | 0 | 0 | 43,774 | |
Loss from discontinued operations before income taxes | (4,288) | (465,674) | (6,573) | (494,321) | |
Income tax expense (benefit) | (753) | 1,198 | (1,069) | (4,422) | |
Loss from discontinued operations, net of taxes | $ (3,535) | $ (466,872) | $ (5,504) | $ (489,899) |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - DJO Acquisition - USD ($) $ in Millions | Feb. 22, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 |
Business Acquisition [Line Items] | |||||
Purchase price for merger agreement | $ 3,150 | ||||
Professional Fees | $ 1.7 | $ 2.6 | $ 2.7 | $ 56 |
Acquisitions - Proforma Financi
Acquisitions - Proforma Financial Information (Details) - DJO Acquisition - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | |
Business Acquisition [Line Items] | ||||
Net sales | $ 620,360 | $ 908,647 | $ 1,436,716 | $ 1,761,732 |
Net income from continuing operations attributable to Colfax Corporation | $ (467) | $ 51,046 | $ 9,648 | $ 65,181 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | |
Revenue from contract with customer | $ 620,360 | $ 908,647 | $ 1,436,716 | $ 1,592,566 |
Fabrication Technology | ||||
Revenue from contract with customer | 414,367 | 592,735 | 939,904 | 1,153,119 |
Medical Technology | ||||
Revenue from contract with customer | 205,993 | 315,912 | 496,812 | 439,447 |
Equipment | Fabrication Technology | ||||
Revenue from contract with customer | 129,033 | 188,614 | 285,833 | 362,617 |
Consumables | Fabrication Technology | ||||
Revenue from contract with customer | 285,334 | 404,121 | 654,071 | 790,502 |
Prevention & Rehabilitation | Medical Technology | ||||
Revenue from contract with customer | 145,029 | 224,936 | 346,522 | 312,672 |
Reconstructive | Medical Technology | ||||
Revenue from contract with customer | $ 60,964 | $ 90,976 | $ 150,290 | $ 126,775 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue [Abstract] | ||||||
Contract liability | $ 33.1 | $ 14.7 | $ 33.1 | $ 14.7 | $ 14.8 | $ 13 |
Revenue recognized, contract liability | 3.8 | $ 4.3 | 8.7 | $ 8.2 | ||
Contract liability, one time advance payments | $ 11.8 | $ 11.8 |
Revenue - Allowance for Credit
Revenue - Allowance for Credit Loss Rollforward (Details) $ in Thousands | 6 Months Ended |
Jul. 03, 2020USD ($) | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |
Balance at Beginning of Period | $ 36,009 |
Charged to Expense | (141) |
Write-Offs and Deductions | (1,360) |
Foreign Currency Translation | (2,132) |
Balance at End of Period | $ 32,376 |
Net Income Per Share (Details)
Net Income Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | |||
Earnings Per Share [Abstract] | ||||||
Net Income from continuing operations attributable to Parent | $ (3,569) | [1] | $ 1,323 | [1] | $ 4,272 | $ (21,537) |
Weighted-average shares of Common stock outstanding - basic (in shares) | 136,756,449 | 136,025,710 | 136,677,521 | 134,991,844 | ||
Net income per share, continuing operations, basic (in usd per share) | $ (0.03) | $ 0.01 | $ 0.03 | $ (0.16) | ||
Net effect of potentially dilutive securities - stock options, restricted stock units and tangible equity units | 0 | 919,776 | 2,880,841 | 0 | ||
Weighted-average shares of Common stock outstanding - diluted (in shares) | 136,756,449 | 136,945,486 | 139,558,362 | 134,991,844 | ||
Net income per share, continuing operations, diluted (in usd per share) | $ (0.03) | $ 0.01 | $ 0.03 | $ (0.16) | ||
Net income (loss) from continuing operations, tax | $ 400 | $ 900 | $ 1,500 | $ 2,200 | ||
[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 continuing operations component of the income attributable to noncontrolling interest, net of taxes, of $0.4 million and $1.5 million for the three and six months ended July 3, 2020 , and $0.9 million and $2.2 million for the three and six months ended June 28, 2019 , respectively. |
Net Income Per Share (Details T
Net Income Per Share (Details Textual) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | |
Earnings Per Share, Basic | ||||
Weighted Average Number Of Shares Outstanding, Tangible Equity Units, Diluted (in shares) | 1.9 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4.9 | 4.9 | 4.2 | 5.3 |
Tangible Equity Unit | ||||
Earnings Per Share, Basic | ||||
Weighted Average Number Of Shares Outstanding, Tangible Equity Units, Basic (in shares) | 18.4 | 18.4 | 18.4 | 18.4 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income (loss) from continuing operations before income taxes | $ (33,205) | $ 8,363 | $ (11,164) | $ (11,125) |
Income tax expense (benefit) | $ (30,063) | $ 6,151 | $ (16,890) | $ 8,193 |
Effective tax rate | 90.50% | 73.60% | 151.30% | (73.60%) |
Tax benefit associated with changes to US Federal tax return, election to credit rather than deduction foreign taxes | $ 6,800 | |||
Tax expense due to change in valuation allowance due to business acquisition | $ 9,200 |
Equity Equity Textual (Details)
Equity Equity Textual (Details) | Jan. 11, 2019USD ($)$ / sharesshares | Jul. 03, 2020USD ($)$ / sharesshares | Jul. 03, 2020USD ($)$ / sharesshares | Apr. 15, 2019$ / shares | Jul. 19, 2018USD ($) |
Stock Repurchase Program, Authorized Amount | $ 100,000,000 | ||||
Gross proceeds | $ 460,000,000 | $ 460,000,000 | |||
Tangible Equity Units Issued, Number | shares | 4,000,000 | ||||
Tangible Equity Units Issued, State Rate Of Return | 5.75% | 6.50% | 6.50% | ||
Fair value per unit | $ / shares | $ 100 | ||||
Tangible Equity Units Issued, Number, Additional Issuable | shares | 600,000 | ||||
Tangible Equity Units Issued, Cash Proceeds | $ 447,700,000 | ||||
Prepaid Stock Purchase Contracts, Fair Value | $ 377,800,000 | $ 377,800,000 | |||
Tangible Equity Units Issued, Fair Value | 69,900,000 | 69,900,000 | |||
Tangible Equity Units Issued, Noncurrent | 47,300,000 | 47,300,000 | |||
Tangible Equity Units Issued, Current | $ 22,600,000 | $ 22,600,000 | |||
Tangible Equity Unit, Threshold Appreciation Price | $ / shares | $ 25 | $ 25 | |||
Tangible Equity Unit, Reference Price | $ / shares | 20.81 | 20.81 | |||
Tangible Equity Unit, Initial Principal Amount | $ / shares | 15.6099 | 15.6099 | |||
Tangible Equity Unit, Quarterly Cash Distribution | $ / shares | $ 1.4375 | $ 1.4375 | $ 1.5014 | ||
Tangible Equity Unit, Quarterly Cash Distribution, Percentage | 5.75% | 5.75% | |||
Tangible Equity Unit, Repayment | $ 6,600,000 | $ 13,200,000 | |||
Stock Purchase Contracts Outstanding | shares | 4,600,000 | 4,600,000 | |||
Minimum | |||||
Shares Issued per Purchase Contract | 4 | 4 | |||
Tangible Equity Units, Threshold For Conversion | shares | 18,400,000 | 18,400,000 | |||
Maximum | |||||
Shares Issued per Purchase Contract | 4.8054 | 4.8054 | |||
Tangible Equity Units, Threshold For Conversion | shares | 22,100,000 | 22,100,000 |
Equity (Details - AOCI Componen
Equity (Details - AOCI Components) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 03, 2020 | Jun. 28, 2019 | |
Changes in Accumulated Other Comprehensive Loss [Line Items] | ||
Beginning Balance | $ (483,845) | $ (795,545) |
Foreign currency translation adjustment | (69,216) | 13,426 |
Loss on long-term intra-entity foreign currency transactions | (31,841) | (9,258) |
Unrealized gain on cash flow hedges | 205 | |
Other comprehensive income (loss) before reclassifications | (99,301) | 5,824 |
Amounts reclassified from Accumulated other comprehensive loss | 1,662 | (8,929) |
Noncontrolling interest share repurchase | 20,598 | |
Net current period other comprehensive income (loss) | (97,639) | (23,703) |
Ending Balance | (581,484) | (819,248) |
Net Unrecognized Pension and Other Post-Retirement Benefit Cost | ||
Changes in Accumulated Other Comprehensive Loss [Line Items] | ||
Beginning Balance | (106,500) | (80,794) |
Foreign currency translation adjustment | 554 | 582 |
Loss on long-term intra-entity foreign currency transactions | 0 | 0 |
Loss on net investment hedges | 0 | 0 |
Unrealized gain on cash flow hedges | 0 | |
Other comprehensive income (loss) before reclassifications | 554 | 582 |
Amounts reclassified from Accumulated other comprehensive loss | 1,662 | (8,929) |
Noncontrolling interest share repurchase | 0 | |
Net current period other comprehensive income (loss) | 2,216 | (8,347) |
Ending Balance | (104,284) | (89,141) |
Foreign Currency Translation Adjustment | ||
Changes in Accumulated Other Comprehensive Loss [Line Items] | ||
Beginning Balance | (421,889) | (752,989) |
Foreign currency translation adjustment | (68,494) | 12,802 |
Loss on long-term intra-entity foreign currency transactions | (31,841) | (9,258) |
Loss on net investment hedges | 0 | 0 |
Unrealized gain on cash flow hedges | 0 | |
Other comprehensive income (loss) before reclassifications | (100,335) | 3,544 |
Amounts reclassified from Accumulated other comprehensive loss | 0 | 0 |
Noncontrolling interest share repurchase | 20,598 | |
Net current period other comprehensive income (loss) | (100,335) | (17,054) |
Ending Balance | (522,224) | (770,043) |
Unrealized Gain on Hedging Activities | ||
Changes in Accumulated Other Comprehensive Loss [Line Items] | ||
Beginning Balance | 44,544 | 38,238 |
Foreign currency translation adjustment | (1,276) | 42 |
Loss on long-term intra-entity foreign currency transactions | 0 | 0 |
Loss on net investment hedges | 1,756 | 1,451 |
Unrealized gain on cash flow hedges | 205 | |
Other comprehensive income (loss) before reclassifications | 480 | 1,698 |
Amounts reclassified from Accumulated other comprehensive loss | 0 | 0 |
Noncontrolling interest share repurchase | 0 | |
Net current period other comprehensive income (loss) | 480 | 1,698 |
Ending Balance | $ 45,024 | $ 39,936 |
Equity - Schedule of TEUs (Deta
Equity - Schedule of TEUs (Details) - USD ($) $ / shares in Units, $ in Millions | Jan. 11, 2019 | Jul. 03, 2020 |
Class of Stock [Line Items] | ||
Fair value per unit | $ 100 | |
Gross proceeds | $ 460 | $ 460 |
Less: Issuance costs | 12.3 | |
Net proceeds | 447.7 | |
TEU prepaid stock purchase contracts | ||
Class of Stock [Line Items] | ||
Fair value per unit | $ 84.39 | |
Gross proceeds | 388.2 | |
Less: Issuance costs | 10.4 | |
Net proceeds | 377.8 | |
TEU amortizing notes | ||
Class of Stock [Line Items] | ||
Fair value per unit | $ 15.61 | |
Gross proceeds | 71.8 | |
Less: Issuance costs | 1.9 | |
Net proceeds | $ 69.9 |
Inventories, Net (Details)
Inventories, Net (Details) - USD ($) $ in Thousands | Jul. 03, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 113,856 | $ 115,587 |
Work in process | 38,844 | 37,019 |
Finished goods | 470,160 | 475,933 |
Inventory, gross | 622,860 | 628,539 |
Less: allowance for excess, slow-moving and obsolete inventory | (66,152) | (56,981) |
Inventories, net | $ 556,708 | $ 571,558 |
Debt Components (Details)
Debt Components (Details) - USD ($) $ in Thousands | Jul. 03, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Total Debt | $ 2,247,460 | $ 2,311,826 |
Less: current portion | (26,530) | (27,642) |
Long-term debt | 2,220,930 | 2,284,184 |
Term loan | ||
Debt Instrument [Line Items] | ||
Total Debt | 821,126 | 822,945 |
Euro senior notes | ||
Debt Instrument [Line Items] | ||
Total Debt | 389,922 | 388,925 |
2024 and 2026 notes | ||
Debt Instrument [Line Items] | ||
Total Debt | 990,278 | 989,236 |
TEU amortizing notes | ||
Debt Instrument [Line Items] | ||
Total Debt | 42,883 | 54,044 |
Revolving credit facilities and other | ||
Debt Instrument [Line Items] | ||
Total Debt | $ 3,251 | $ 56,676 |
Debt (Details Textual)
Debt (Details Textual) $ / shares in Units, € in Millions | May 01, 2020USD ($) | Feb. 05, 2019USD ($) | Jan. 11, 2019USD ($)$ / sharesshares | Dec. 17, 2018USD ($) | Apr. 19, 2017EUR (€) | Jul. 03, 2020USD ($) | Dec. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Apr. 19, 2017USD ($) |
Pricing percentage fee | 0.50% | |||||||||||||
Long-term Debt, Weighted Average Interest Rate | 1.68% | |||||||||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 975,000,000 | |||||||||||||
Repayment of a portion of Term Loan Facilities and Revolver | € | € 283.5 | |||||||||||||
Gross proceeds | $ 460,000,000 | $ 460,000,000 | ||||||||||||
Tangible Equity Units Issued, Number | shares | 4,000,000 | |||||||||||||
Interest Rate of Tangible Equity Notes | 5.75% | 6.50% | ||||||||||||
Fair value per unit | $ / shares | $ 100 | |||||||||||||
Tangible Equity Units Issued, Cash Proceeds | $ 447,700,000 | |||||||||||||
Proceeds from Sale of Tangible Equity Units Prepaid Stock Purchase Contracts | 377,800,000 | |||||||||||||
Proceeds from Sale of Tangible Equity Units Senior Amortizing Notes | $ 69,900,000 | |||||||||||||
Tangible Equity Units Issued, Number, Additional Issuable | shares | 600,000 | |||||||||||||
Letter of Credit Subfacility, Maximum Borrowing Capacity | $ 401,800,000 | |||||||||||||
Letters of Credit, Amount Outstanding | 108,000,000 | |||||||||||||
Debt Instrument, Unamortized Discount | 25,600,000 | |||||||||||||
2024 Notes [Member] | ||||||||||||||
Proceeds from borrowings on senior unsecured notes | $ 600,000,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | |||||||||||||
Term A1 Loan [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 825,000,000 | |||||||||||||
2026 Notes [Member] | ||||||||||||||
Proceeds from borrowings on senior unsecured notes | $ 400,000,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.375% | |||||||||||||
Senior Notes [Member] | ||||||||||||||
Proceeds from borrowings on senior unsecured notes | € | € 350 | |||||||||||||
Euro Bond Coupon Rate | 3.25% | |||||||||||||
Deferred Finance Costs, Net | $ 6,000,000 | |||||||||||||
Bilateral agreements [Member] | ||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 185,100,000 | |||||||||||||
New Revolving Credit Facility [Member] | DJO Global Inc Financing Facilities [Member] | ||||||||||||||
Line of Credit Sub Facility Maximum Borrowing Capacity Available for Specific Future Transaction | $ 50,000,000 | |||||||||||||
Eurodollar | ||||||||||||||
Pricing percentage fee | 2.50% | |||||||||||||
Base Rate | ||||||||||||||
Pricing percentage fee | 1.50% | |||||||||||||
Revolving Credit Facility | ||||||||||||||
Deferred Finance Costs, Net | 11,700,000 | |||||||||||||
Revolving Credit Facility | New Revolving Credit Facility [Member] | DJO Global Inc Financing Facilities [Member] | ||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 975,000,000 | |||||||||||||
Amended Credit Facility | ||||||||||||||
Unrestricted cash and cash equivalents available for deduction from debt component of total leverage ratio | $ 125,000,000 | |||||||||||||
Debt instrument covenant maximum total leverage ratio | 4.50 | 5.75 | ||||||||||||
Debt instrument covenant minimum interest coverage ratio | 3 | |||||||||||||
Debt instrument, gross leverage ratio | 5 | |||||||||||||
Scenario, Forecast | Amended Credit Facility | ||||||||||||||
Debt instrument covenant maximum total leverage ratio | 3.50 | 4 | 4.25 | 4.50 | 5.25 | 6.50 | ||||||||
Debt instrument covenant minimum interest coverage ratio | 3 | 2.75 |
Accrued Liabilities Chart (Deta
Accrued Liabilities Chart (Details) - USD ($) $ in Thousands | Jul. 03, 2020 | Dec. 31, 2019 | |
Accrued Liabilities [Abstract] | |||
Accrued payroll | $ 74,869 | $ 100,290 | |
Accrued taxes | 47,546 | 55,258 | |
Accrued asbestos-related liability | [1] | 65,792 | 64,394 |
Warranty liability - current portion | 14,312 | 15,513 | |
Accrued restructuring liability - current portion | 3,917 | 6,961 | |
Accrued third-party commissions | 20,980 | 30,768 | |
Customer advances and billing in excess of costs incurred | 33,316 | 16,009 | |
Operating Lease, Liability, Current | 39,868 | 40,021 | |
Interest and Dividends Payable, Current | 28,924 | 27,333 | |
Other | 103,691 | 113,343 | |
Accrued liabilities | $ 433,215 | $ 469,890 | |
[1] | Represents current accruals for probable and reasonably estimable asbestos-related liability costs that the Company believes the subsidiaries will pay, 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 Condensed Consolidated Balance Sheets. |
Warranty Liability Rollforward
Warranty Liability Rollforward (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 03, 2020 | Jun. 28, 2019 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Warranty liability, beginning of period | $ 15,528 | $ 12,312 |
Accrued warranty expense | 3,256 | 4,163 |
Changes in estimates related to pre-existing warranties | 528 | 764 |
Cost of warranty service work performed | (4,547) | (5,101) |
Acquisition-related liability | 0 | 2,113 |
Foreign exchange translation effect | (453) | 30 |
Warranty liability, end of period | $ 14,312 | $ 14,281 |
Restructuring Rollforward (Deta
Restructuring Rollforward (Details) $ in Thousands | 6 Months Ended |
Jul. 03, 2020USD ($) | |
Balance at Beginning of Period | $ 7,098 |
Provisions before non-cash charges | 20,450 |
Non cash impairment restructuring provisions | 1,736 |
Restructuring, Settlement and Impairment Provisions | 22,186 |
Payments | (23,566) |
Foreign Currency Translation | (26) |
Balance at End of Period | 3,956 |
Fabrication Technology | |
Balance at Beginning of Period | 2,922 |
Provisions before non-cash charges | 7,156 |
Non cash impairment restructuring provisions | 1,736 |
Restructuring, Settlement and Impairment Provisions | 8,892 |
Payments | (8,516) |
Foreign Currency Translation | (38) |
Balance at End of Period | 1,524 |
Medical Technology | |
Balance at Beginning of Period | 4,176 |
Provisions before non-cash charges | 13,294 |
Restructuring, Settlement and Impairment Provisions | 13,294 |
Payments | (15,050) |
Foreign Currency Translation | 12 |
Balance at End of Period | 2,432 |
Termination benefits | Fabrication Technology | |
Balance at Beginning of Period | 1,638 |
Provisions before non-cash charges | 3,272 |
Payments | (3,581) |
Foreign Currency Translation | (38) |
Balance at End of Period | 1,291 |
Termination benefits | Medical Technology | |
Balance at Beginning of Period | 3,919 |
Provisions before non-cash charges | 1,958 |
Payments | (3,704) |
Foreign Currency Translation | 12 |
Balance at End of Period | 2,185 |
Facility closure costs | Fabrication Technology | |
Balance at Beginning of Period | 1,284 |
Provisions before non-cash charges | 3,884 |
Payments | (4,935) |
Foreign Currency Translation | 0 |
Balance at End of Period | 233 |
Facility closure costs | Medical Technology | |
Balance at Beginning of Period | 257 |
Provisions before non-cash charges | 11,336 |
Payments | (11,346) |
Foreign Currency Translation | 0 |
Balance at End of Period | $ 247 |
Accrued Liabilities (Details Te
Accrued Liabilities (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jul. 03, 2020 | Jul. 03, 2020 | Dec. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Charges and Other Related Charges | $ 11,161 | $ 22,186 | |
Accrued restructuring liability - current portion | 3,917 | 3,917 | $ 6,961 |
Accrued Liabilities | |||
Restructuring Cost and Reserve [Line Items] | |||
Accrued restructuring liability - current portion | 3,900 | 3,900 | |
Other Noncurrent Liabilities | |||
Restructuring Cost and Reserve [Line Items] | |||
Accrued restructuring liability - current portion | 100 | 100 | |
Cost of Sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Charges and Other Related Charges | $ 900 | $ 2,700 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements (Details) - USD ($) $ in Billions | Jul. 03, 2020 | Dec. 31, 2019 |
Financial Instruments and Fair Value Measurements [Abstract] | ||
Long-term Debt, Fair Value | $ 2.2 | $ 2.3 |
Fair Value Hierarchy (Details)
Fair Value Hierarchy (Details) - USD ($) $ in Thousands | Jul. 03, 2020 | Jun. 28, 2019 |
Cash equivalents | $ 4,118 | $ 13,125 |
Deferred compensation plans asset | 9,125 | 8,870 |
Assets, Fair Value Disclosure | 16,894 | 22,477 |
Deferred compensation plans liability | 9,125 | 8,870 |
Liabilities, Fair Value Disclosure | 11,263 | 10,051 |
Level One | ||
Cash equivalents | 4,118 | 13,125 |
Assets, Fair Value Disclosure | 4,118 | 13,125 |
Level Two | ||
Deferred compensation plans asset | 9,125 | 8,870 |
Assets, Fair Value Disclosure | 12,776 | 9,352 |
Deferred compensation plans liability | 9,125 | 8,870 |
Liabilities, Fair Value Disclosure | 11,263 | 10,051 |
Foreign currency contracts related to customer sales contracts | ||
Foreign currency contracts not designated as hedges, Assets | 1,794 | 74 |
Foreign currency contracts not designated as hedges, Liability | 1,523 | 328 |
Foreign currency contracts related to customer sales contracts | Level Two | ||
Foreign currency contracts not designated as hedges, Assets | 1,794 | 74 |
Foreign currency contracts not designated as hedges, Liability | 1,523 | 328 |
Foreign currency contracts related to supplier purchase contracts | ||
Foreign currency contracts not designated as hedges, Assets | 1,857 | 408 |
Foreign currency contracts not designated as hedges, Liability | 615 | 853 |
Foreign currency contracts related to supplier purchase contracts | Level Two | ||
Foreign currency contracts not designated as hedges, Assets | 1,857 | 408 |
Foreign currency contracts not designated as hedges, Liability | $ 615 | $ 853 |
Foreign Currency Contracts Noti
Foreign Currency Contracts Notional Values (Details) - USD ($) $ in Thousands | Jul. 03, 2020 | Dec. 31, 2019 |
Derivative Asset, Notional Amount | $ 210,341 | $ 135,808 |
Foreign currency contracts related to customer sales contracts | Not Designated As Hedging Instrument | ||
Derivative Asset, Notional Amount | 91,302 | 28,718 |
Foreign currency contracts related to supplier purchase contracts | Not Designated As Hedging Instrument | ||
Derivative Asset, Notional Amount | $ 119,039 | $ 107,090 |
Gain (Loss) On Derivative Instr
Gain (Loss) On Derivative Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jul. 03, 2020 | Jun. 28, 2019 | Jul. 03, 2020 | Jun. 28, 2019 | |||
Designated As Hedging Instrument | ||||||
Unrealized (loss) gain on net investment hedges | $ (10,424) | $ (4,002) | [1] | $ 1,756 | $ 1,451 | [1] |
Not Designated As Hedging Instrument | Foreign currency contracts related to customer sales contracts | ||||||
Unrealized gain (loss) | 883 | (179) | 532 | (208) | ||
Realized gain (loss) | 40 | (409) | (905) | (1,067) | ||
Not Designated As Hedging Instrument | Foreign currency contracts related to supplier purchase contracts | ||||||
Unrealized gain (loss) | (927) | 1,006 | 1,841 | 651 | ||
Realized gain (loss) | $ (997) | $ 187 | $ (249) | $ 454 | ||
[1] | The unrealized gain on net investment hedges is attributable to the change in valuation of Euro denominated debt. |
Claims Rollforward (Details)
Claims Rollforward (Details) - Asbestos_claims | 6 Months Ended | ||
Jul. 03, 2020 | Jun. 28, 2019 | ||
Commitments and Contingencies Disclosure [Abstract] | |||
Claims unresolved, beginning of period | 16,299 | 16,417 | |
Claims filed | [1] | 1,869 | 2,239 |
Claims resolved | [2] | (1,310) | (2,132) |
Claims unresolved, end of period | 16,858 | 16,524 | |
[1] | Claims filed include all asbestos claims for which notification has been received or a file has been opened. | ||
[2] | 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. |
Asbestos Litigation (Details 1)
Asbestos Litigation (Details 1) - USD ($) $ in Thousands | Jul. 03, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Insurance Receivable Asbestos Current | $ 4,474 | $ 4,474 | |
Long-term asbestos insurance asset | [1] | 278,412 | 281,793 |
Long-term asbestos insurance receivable | [1] | 36,633 | 41,629 |
Accrued asbestos liability | [2] | 65,792 | 64,394 |
Long-term asbestos liability | [3] | $ 277,303 | $ 286,105 |
[1] | Included in Other assets in the Condensed Consolidated Balance Sheets. | ||
[2] | Represents current accruals for probable and reasonably estimable asbestos-related liability costs that the Company believes the subsidiaries will pay, 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 Condensed Consolidated Balance Sheets. | ||
[3] | Included in Other liabilities in the Condensed Consolidated Balance Sheets. |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2020USD ($) | Jun. 28, 2019USD ($) | Jul. 03, 2020USD ($)segment | Jun. 28, 2019USD ($) | |
Number of Operating Segments | segment | 2 | |||
Revenues | $ 620,360 | $ 908,647 | $ 1,436,716 | $ 1,592,566 |
Segment operating income | 7,240 | 68,119 | 66,002 | 81,283 |
Income (loss) from continuing operations before income taxes | (33,205) | 8,363 | (11,164) | (11,125) |
Interest expense | 28,284 | 33,171 | 53,080 | 54,992 |
Restructuring and other related charges | 11,161 | 22,186 | ||
Restructuring Charges | 10,280 | 26,585 | 19,460 | 37,416 |
MDR costs | 1,000 | 0 | 1,900 | 0 |
Fabrication Technology | ||||
Revenues | 414,367 | 592,735 | 939,904 | 1,153,119 |
Segment operating income | 43,609 | 80,970 | 112,645 | 151,575 |
Medical Technology | ||||
Revenues | 205,993 | 315,912 | 496,812 | 439,447 |
Segment operating income | (20,796) | 4,605 | (16,992) | 15,287 |
Corporate and other | ||||
Segment operating income | (15,573) | $ (17,456) | (29,651) | $ (85,579) |
Cost of Sales | ||||
Restructuring and other related charges | $ 900 | $ 2,700 |