Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 17, 2018 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Sensata Technologies Holding plc | |
Entity Central Index Key | 1,477,294 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 164,146,335 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 811,394 | $ 753,089 |
Accounts receivable, net of allowances of $12,984 and $12,947 as of September 30, 2018 and December 31, 2017, respectively | 614,616 | 556,541 |
Inventories | 489,251 | 446,129 |
Prepaid expenses and other current assets | 111,940 | 92,532 |
Total current assets | 2,027,201 | 1,848,291 |
Property, plant and equipment, net | 757,185 | 750,049 |
Goodwill | 2,966,664 | 3,005,464 |
Other intangible assets, net of accumulated amortization of $1,861,241 and $1,767,001 as of September 30, 2018 and December 31, 2017, respectively | 808,666 | 920,124 |
Deferred income tax assets | 22,214 | 33,003 |
Other assets | 82,385 | 84,594 |
Total assets | 6,664,315 | 6,641,525 |
Current liabilities: | ||
Current portion of long-term debt, capital lease and other financing obligations | 13,378 | 15,720 |
Accounts payable | 373,137 | 322,671 |
Income taxes payable | 19,939 | 31,544 |
Accrued expenses and other current liabilities | 248,196 | 259,560 |
Total current liabilities | 654,650 | 629,495 |
Deferred income tax liabilities | 347,929 | 338,228 |
Pension and other post-retirement benefit obligations | 27,654 | 40,055 |
Capital lease and other financing obligations, less current portion | 24,548 | 28,739 |
Long-term debt, net | 3,220,401 | 3,225,810 |
Other long-term liabilities | 33,635 | 33,572 |
Total liabilities | 4,308,817 | 4,295,899 |
Commitments and contingencies | ||
Shareholders’ equity: | ||
Ordinary shares, €0.01 nominal value per share, 177,069 and 400,000 shares authorized, and 171,718 and 178,437 shares issued, as of September 30, 2018 and December 31, 2017, respectively | 2,203 | 2,289 |
Treasury shares, at cost, 7,571 and 7,076 shares as of September 30, 2018 and December 31, 2017, respectively | (399,417) | (288,478) |
Additional paid-in capital | 1,685,136 | 1,663,367 |
Retained earnings | 1,086,537 | 1,031,612 |
Accumulated other comprehensive loss | (18,961) | (63,164) |
Total shareholders’ equity | 2,355,498 | 2,345,626 |
Total liabilities and shareholders’ equity | $ 6,664,315 | $ 6,641,525 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) $ in Thousands | Sep. 30, 2018€ / shares | Sep. 30, 2018USD ($)shares | Dec. 31, 2017€ / shares | Dec. 31, 2017USD ($)shares |
Current assets: | ||||
Accounts receivable, allowances | $ | $ 12,984 | $ 12,947 | ||
Accumulated amortization | $ | $ 1,861,241 | $ 1,767,001 | ||
Shareholders’ equity: | ||||
Ordinary shares, nominal value per share (in euros per share) | € / shares | € 0.01 | € 0.01 | ||
Ordinary shares, shares authorized (in shares) | 177,069,000 | 400,000,000 | ||
Ordinary shares, shares issued (in shares) | 171,718,000 | 178,437,000 | ||
Treasury stock, shares (in shares) | 7,571,000 | 7,076,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Net revenue | $ 873,552 | $ 819,054 | $ 2,673,705 | $ 2,466,199 |
Operating costs and expenses: | ||||
Cost of revenue | 558,334 | 527,239 | 1,723,300 | 1,600,163 |
Research and development | 37,800 | 33,998 | 111,781 | 97,005 |
Selling, general and administrative | 73,886 | 75,891 | 235,681 | 226,810 |
Amortization of intangible assets | 33,911 | 40,317 | 103,574 | 121,578 |
Restructuring and other charges, net | (52,698) | 1,329 | (48,688) | 18,768 |
Total operating costs and expenses | 651,233 | 678,774 | 2,125,648 | 2,064,324 |
Profit from operations | 222,319 | 140,280 | 548,057 | 401,875 |
Interest expense, net | (38,058) | (40,263) | (114,808) | (120,578) |
Other, net | (10,581) | 2,834 | (26,267) | 5,690 |
Income before taxes | 173,680 | 102,851 | 406,982 | 286,987 |
Provision for income taxes | 24,562 | 14,816 | 62,086 | 47,759 |
Net income | $ 149,118 | $ 88,035 | $ 344,896 | $ 239,228 |
Basic net income per share (in dollars per share) | $ 0.89 | $ 0.51 | $ 2.03 | $ 1.40 |
Diluted net income per share (in dollars per share) | $ 0.88 | $ 0.51 | $ 2.01 | $ 1.39 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract] | ||||
Net income | $ 149,118 | $ 88,035 | $ 344,896 | $ 239,228 |
Other comprehensive income/(loss), net of tax: | ||||
Cash flow hedges | 10,343 | (6,784) | 39,555 | (17,820) |
Defined benefit and retiree healthcare plans | 3,610 | 274 | 4,648 | 1,489 |
Other comprehensive income/(loss) | 13,953 | (6,510) | 44,203 | (16,331) |
Comprehensive income | $ 163,071 | $ 81,525 | $ 389,099 | $ 222,897 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 344,896 | $ 239,228 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 79,518 | 82,014 |
Amortization of debt issuance costs | 5,480 | 5,528 |
Gain on sale of business | (63,688) | 0 |
Share-based compensation | 17,813 | 15,106 |
Loss on debt financing | 2,350 | 0 |
Amortization of intangible assets | 103,574 | 121,578 |
Deferred income taxes | 9,547 | 11,836 |
Unrealized loss on hedges and other | 9,020 | 4,664 |
Changes in operating assets and liabilities, net of the effects of acquisitions and divestitures: | ||
Accounts receivable, net | (78,611) | (69,670) |
Inventories | (65,370) | (58,476) |
Prepaid expenses and other current assets | (13,350) | (19,251) |
Accounts payable and accrued expenses | 84,082 | 40,144 |
Income taxes payable | (8,910) | 3,142 |
Other | (6,212) | (3,564) |
Net cash provided by operating activities | 420,139 | 372,279 |
Cash flows from investing activities: | ||
Additions to property, plant and equipment and capitalized software | (111,275) | (103,536) |
Proceeds from the sale of business | 149,136 | 0 |
Proceeds from the sale of assets | 0 | 8,862 |
Other | 5,000 | (3,000) |
Net cash provided by (used in) investing activities | 42,861 | (97,674) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options and issuance of ordinary shares | 6,051 | 5,332 |
Payment of employee restricted stock tax withholdings | (3,673) | (2,817) |
Payments on debt | (14,094) | (14,459) |
Payments to repurchase ordinary shares | (399,417) | 0 |
Payments of debt and equity issuance costs | (9,931) | (1,117) |
Other | 16,369 | 0 |
Net cash used in financing activities | (404,695) | (13,061) |
Net change in cash and cash equivalents | 58,305 | 261,544 |
Cash and cash equivalents, beginning of period | 753,089 | 351,428 |
Cash and cash equivalents, end of period | $ 811,394 | $ 612,972 |
Business Description and Basis
Business Description and Basis of Presentation | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description and Basis of Presentation | Business Description and Basis of Presentation Description of Business The accompanying unaudited condensed consolidated financial statements reflect the financial position, results of operations, comprehensive income, and cash flows of Sensata Technologies Holding plc ("Sensata plc"), the successor issuer to Sensata Technologies Holding N.V. ("Sensata N.V."), and its wholly-owned subsidiaries, collectively referred to as the "Company," "Sensata," "we," "our," or "us." On September 28, 2017, the Board of Directors of Sensata N.V. unanimously approved a plan to change our location of incorporation from the Netherlands to the United Kingdom (the "U.K."). To effect this change, on February 16, 2018, the shareholders of Sensata N.V. approved a cross-border merger between Sensata N.V. and Sensata plc, a newly formed, public limited company incorporated under the laws of England and Wales, with Sensata plc being the surviving entity (the "Merger"). We received approval of the transaction by the U.K. High Court of Justice, and the Merger was completed on March 28, 2018, on which date Sensata plc became the publicly-traded parent of the subsidiary companies that were previously controlled by Sensata N.V., with no changes made to the business being conducted by us prior to the Merger. Due to the fact that the Merger was a business combination between entities under common control, in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 805, Business Combinations , the assets and liabilities exchanged were accounted for at their carrying values. Sensata plc conducts its operations through subsidiary companies that operate business and product development centers primarily in the United States (the "U.S."), the U.K., Belgium, Bulgaria, China, Germany, Japan, the Netherlands, and South Korea; and manufacturing operations primarily in China, Malaysia, Mexico, Bulgaria, Germany, the U.K., and the U.S. We organize our operations into two segments, Performance Sensing and Sensing Solutions. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") for interim financial information and the instructions to Form 10-Q. Accordingly, these interim financial statements do not include all of the information and note disclosures required by U.S. GAAP for complete financial statements. The accompanying financial information reflects all normal recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the interim period results. The results of operations for the three and nine months ended September 30, 2018 are not necessarily indicative of the results to be expected for the full year, nor were the results of operations of the comparable periods in 2017 necessarily representative of those actually experienced for the full year 2017 . These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2017 . All intercompany balances and transactions have been eliminated. All U.S. dollar and share amounts presented, except per share amounts, are stated in thousands, unless otherwise indicated. Certain reclassifications have been made to prior periods to conform to current period presentation. |
New Accounting Standards
New Accounting Standards | 9 Months Ended |
Sep. 30, 2018 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Standards | New Accounting Standards Adopted in the current year In May 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which modifies how all entities recognize revenue, and consolidates into one ASC Topic (that is, FASB ASC Topic 606, Revenue from Contracts with Customers ) the guidance found in FASB ASC Topic 605, Revenue Recognition , and various other revenue accounting standards for specialized transactions and industries. FASB ASC Topic 606 outlines a comprehensive five-step revenue recognition model based on the principle that an entity should recognize revenue to depict the transfer of promised goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We adopted FASB ASC Topic 606 on January 1, 2018 using the modified retrospective transition method. Refer to Note 16, "Revenue Recognition," for additional details on this implementation and the required disclosures. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities , which addresses certain aspects of the recognition, measurement, presentation, and disclosure of financial instruments. The new recognition and measurement guidance requires entities to measure equity investments (other than those accounted for under the equity method, those that result in consolidation of the investee, and certain other investments) either at fair value, with changes to fair value recognized in net income, or in certain instances, by use of a measurement alternative. Under the measurement alternative, such investments are measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. We adopted this guidance on January 1, 2018, which resulted in no impact on our consolidated financial position or results of operations. Refer to Note 11, "Fair Value Measures," for further detail regarding the application of the measurement alternative to our $50.0 million equity investment in Series B Preferred Stock of Quanergy, Inc ("Quanergy"). In March 2017, the FASB issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715), Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , which requires a change in the presentation of net periodic benefit cost on the consolidated statements of operations. Specifically, entities must present the service cost component of net periodic benefit cost in the same financial statement line item(s) as other compensation costs arising from services rendered by the related employees during the period, whereas the non–service components of net periodic benefit cost must be presented separately from the financial statement line item(s) that include service cost and outside of operating income. We adopted this guidance on January 1, 2018 and, as a result, we present the service cost component of net periodic benefit cost in the Cost of revenue, Research and development, and Selling, general, and administrative ("SG&A") expense line items, and we present the non–service components of net periodic benefit cost in Other, net. Refer to Note 13, "Other, Net," for the total other components of net periodic benefit cost. All prior period amounts have been recast to reflect the revised presentation, and the adjustments made to revise the presentation of our prior year condensed consolidated statement of operations are presented in Note 8, "Pension and Other Post–Retirement Benefits." To be adopted in a future period In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which establishes new accounting and disclosure requirements for leases. FASB ASU No. 2016-02 requires lessees to classify most leases as either finance or operating leases and to initially recognize a lease liability and right-of-use asset. Entities may elect to account for certain short-term leases (with a term of one year or less) using a method similar to the current operating lease model. The statement of operations will include, for finance leases, separate recognition of interest on the lease liability and amortization of the right-of-use asset and for operating leases, a single lease cost, calculated so that the cost of the lease is allocated over the lease term on a straight-line basis. FASB ASU No. 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim periods therein, with early adoption permitted. We are in the process of implementing a plan for the adoption of FASB ASU No. 2016-02. Through our implementation efforts, we have decided that we will elect to apply the package of practical expedients, and we will not elect to apply the hindsight practical expedient. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842), Targeted Improvements , which creates an optional transition expedient that allows an entity to apply the transition provisions of the new standard, including its disclosure requirements, at its adoption date instead of at the beginning of the earliest comparative period presented as originally required by FASB ASU No. 2016-02. We will adopt FASB ASU No. 2016-02 on January 1, 2019 using this transition expedient. We expect that adoption of this standard will result in the recognition of a lease liability and right-of-use asset for certain operating leases that are currently not recognized on our condensed consolidated balance sheets. At December 31, 2017, we were contractually obligated to make future payments of $68.6 million under our operating lease obligations in existence as of that date, primarily related to long-term facility leases. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815) , which changes both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results, in order to better align an entity’s risk management activities and financial reporting for hedging relationships. The amendments expand and refine hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. FASB ASU No. 2017-12 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those annual reporting periods, with early adoption permitted. The adoption of FASB ASU No. 2017-12 will not have a material impact on our consolidated financial position or results of operations. Revenue Recognition As described in Note 2, "New Accounting Standards," we adopted FASB ASC Topic 606 on January 1, 2018, and we applied the pertinent transition provisions to contracts that were not completed as of January 1, 2018 using the modified retrospective method. Because (1) the vast majority of our revenue is derived from the sale of tangible products for which we recognize revenue at a point in time and (2) the contracts that relate to these product shipments are purchase orders that have firm purchase commitments (generally over a short period of time), the adoption of FASB ASC Topic 606 did not have a material effect on our financial statements or results of operations, and no cumulative catch-up adjustment was required. We are electing to apply certain practical expedients that allow for more limited disclosures than those that would otherwise be required by FASB ASC Topic 606, including (1) the disclosure of transaction price allocated to the remaining unsatisfied performance obligations at the end of the period and (2) an explanation of when we expect to recognize the related revenue. The following tables present revenue by segment, further disaggregated by end market: For the three months ended September 30, 2018 For the three months ended September 30, 2017 Performance Sensing Sensing Solutions Total Performance Sensing Sensing Solutions Total Automotive $ 507,961 $ 11,544 $ 519,505 $ 485,277 $ 11,809 $ 497,086 HVOR 141,650 — 141,650 118,655 — 118,655 Appliance and HVAC — 53,505 53,505 — 51,976 51,976 Industrial — 84,057 84,057 — 78,424 78,424 Aerospace — 41,062 41,062 — 38,249 38,249 Other — 33,773 33,773 — 34,664 34,664 Total $ 649,611 $ 223,941 $ 873,552 $ 603,932 $ 215,122 $ 819,054 For the nine months ended September 30, 2018 For the nine months ended September 30, 2017 Performance Sensing Sensing Solutions Total Performance Sensing Sensing Solutions Total Automotive $ 1,570,340 $ 38,402 $ 1,608,742 $ 1,471,338 $ 38,143 $ 1,509,481 HVOR 418,317 — 418,317 354,566 — 354,566 Appliance and HVAC — 164,432 164,432 — 161,129 161,129 Industrial — 253,289 253,289 — 235,853 235,853 Aerospace — 123,268 123,268 — 113,305 113,305 Other — 105,657 105,657 — 91,865 91,865 Total $ 1,988,657 $ 685,048 $ 2,673,705 $ 1,825,904 $ 640,295 $ 2,466,199 Performance Obligations Our revenue and related cost of revenue are primarily the result of promises to transfer products to our customers. Revenue is recognized when control of the product is transferred to the customer, which is generally when the product is shipped from our warehouse or, in limited instances, when it is received by the customer, depending on the specific terms of the arrangement. Payment for products is generally due a short time (that is, less than a year) after shipment to the customer. Sales to customers generally include a right of return for defective or non-conforming product. Sales returns have not historically been significant in relation to our net revenue and have been within our estimates. Product sales are recorded net of variable consideration, such as sales returns and trade discounts (including volume and early payment incentives), as well as value-added tax and similar taxes. Amounts billed to our customers for shipping and handling are recorded in revenue. Shipping and handling costs are included in cost of revenue. Warranties Our standard terms of sale provide our customers with a warranty against faulty workmanship and the use of defective materials, which, depending on the product, generally exists for a period of twelve to eighteen months after the date we ship the product to our customer or for a period of twelve months after the date the customer resells our product, whichever comes first. We do not offer separately priced extended warranty or product maintenance contracts. Our liability associated with this warranty is, at our option, to repair the product, replace the product, or provide the customer with a credit. We also sell products to customers under negotiated agreements or where we have accepted the customer’s terms of purchase. In these instances, we may provide additional warranties for longer durations, consistent with differing end market practices, and where our liability is not limited. In addition, many sales take place in situations where commercial or civil codes, or other laws, would imply various warranties and restrict limitations on liability. Contract Assets and Liabilities Our contract assets consist of accounts receivable. Contract liabilities, whereby we receive payment from customers related to our promise to satisfy performance obligations in the future, are not material. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The components of inventories as of September 30, 2018 and December 31, 2017 were as follows: September 30, December 31, Finished goods $ 202,819 $ 195,089 Work-in-process 102,611 92,678 Raw materials 183,821 158,362 Inventories $ 489,251 $ 446,129 |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders' Equity Prior to the Merger, Sensata N.V.’s articles of association authorized it to issue up to 400.0 million ordinary shares. However, entities incorporated under the laws of England and Wales are limited in the number of shares they can issue to those shares that have been authorized for "allotment" by their shareholders. In connection with the Merger, our Board of Directors asked shareholders to approve an allotment of ordinary shares equal to the total ordinary shares then issued and outstanding plus the maximum number of ordinary shares that could be reasonably expected to be issued under our equity plans within the next year, which resulted in an allotment of 177.1 million ordinary shares. Treasury Shares Ordinary shares repurchased by us are recognized, measured at cost, and presented as treasury shares on our condensed consolidated balance sheets, resulting in a reduction of shareholders' equity. In connection with the Merger, all then outstanding treasury shares were canceled in accordance with U.K. law. Accordingly, we (1) derecognized the total purchase price of these treasury shares, (2) recognized a reduction to ordinary shares at an amount equal to the total par value of such shares, and (3) recognized a reduction to Retained earnings at an amount equal to the excess of the total repurchase price over the total par value of the then outstanding treasury shares, or $286.1 million . Also, upon completion of the Merger, the $250.0 million share repurchase program previously authorized by the Board of Directors of Sensata N.V. lapsed, and our ability to repurchase shares as a company incorporated in England and Wales became contingent upon the completion of certain court proceedings in the U.K. (which were completed in the second quarter of 2018), approval of our shareholders (which occurred at our May 31, 2018 annual general meeting of shareholders), and authorization by our Board of Directors. On May 31, 2018, we announced that our Board of Directors had authorized a $400.0 million share repurchase program. Under this program, we may repurchase ordinary shares at such times and in amounts to be determined by our management, based on market conditions, legal requirements, and other corporate considerations, on the open market or in privately negotiated transactions, provided that such transactions are completed pursuant to an agreement and with a third party approved by our shareholders at the annual general meeting. The authorized amount of our share repurchase program may be modified or terminated by our Board of Directors at any time. We repurchased 7,571 ordinary shares under this program during the nine months ended September 30, 2018 , for a total purchase price of approximately $399.4 million , which are now held as treasury shares. As a result of certain aspects of U.K. law, we discontinued the practice of reissuing treasury shares as part of our share-based compensation programs upon completion of the Merger. The number of treasury shares reissued prior to completion of the Merger was not material. In October 2018, our Board of Directors authorized a new $250.0 million share repurchase program, subject to the same conditions that applied to the previously authorized $400.0 million share repurchase program. Accumulated Other Comprehensive Loss The following is a roll forward of the components of Accumulated other comprehensive loss for the nine months ended September 30, 2018 : Cash Flow Hedges Defined Benefit and Retiree Healthcare Plans Accumulated Other Comprehensive Loss Balance as of December 31, 2017 $ (28,179 ) $ (34,985 ) $ (63,164 ) Other comprehensive income before reclassifications, net of tax 25,586 3,821 29,407 Reclassifications from accumulated other comprehensive loss, net of tax 13,969 827 14,796 Other comprehensive income 39,555 4,648 44,203 Balance as of September 30, 2018 $ 11,376 $ (30,337 ) $ (18,961 ) The details of the amounts reclassified from Accumulated other comprehensive loss for the three and nine months ended September 30, 2018 and 2017 are as follows: Loss/(Gain) Reclassified from Accumulated Other Comprehensive Loss Affected Line in Condensed Consolidated Statements of Operations For the three months ended For the nine months ended Component September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Derivative instruments designated and qualifying as cash flow hedges: Foreign currency forward contracts $ 1,490 $ 4,075 $ 20,438 $ (3,678 ) Net revenue (1) Foreign currency forward contracts (1,353 ) 1,953 (3,189 ) 13,356 Cost of revenue (1) Foreign currency forward contracts — — 1,376 — Other, net (1) Total, before taxes 137 6,028 18,625 9,678 Income before taxes Income tax effect (34 ) (1,507 ) (4,656 ) (2,420 ) Provision for income taxes Total, net of taxes $ 103 $ 4,521 $ 13,969 $ 7,258 Net income Defined benefit and retiree healthcare plans $ 171 $ 297 $ 488 $ 1,557 Other, net (2) Defined benefit and retiree healthcare plans 228 — 228 — Restructuring and other charges, net (3) Total, before taxes 399 297 716 1,557 Income before taxes Income tax effect (32 ) (23 ) 111 (68 ) Provision for income taxes Total, net of taxes $ 367 $ 274 $ 827 $ 1,489 Net income (1) See Note 12, "Derivative Instruments and Hedging Activities," for additional details on amounts to be reclassified in the future from Accumulated other comprehensive loss. (2) See Note 8, "Pension and Other Post-Retirement Benefits," for additional details of net periodic benefit cost. (3) Amount represents an equity component of the Valves Business, which was sold in the third quarter of 2018. Refer to Note 5, "Restructuring and Other Charges, Net" and Note 17, "Acquisitions and Divestitures" for additional information related to the sale of the Valves Business. |
Restructuring and Other Charges
Restructuring and Other Charges, Net | 9 Months Ended |
Sep. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other Charges, Net | Restructuring and Other Charges, Net Restructuring and other charges, net for the three and nine months ended September 30, 2018 and 2017 were as follows: For the three months ended For the nine months ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Severance costs, net $ 4,888 $ (418 ) $ 8,208 $ 11,747 Facility and other exit costs 187 1,747 877 7,021 Gain on sale of Valves Business (1) (63,688 ) — (63,688 ) — Other (2) 5,915 — 5,915 — Restructuring and other charges, net $ (52,698 ) $ 1,329 $ (48,688 ) $ 18,768 (1) Refer to Note 17, "Acquisitions and Divestitures," for further discussion. (2) In the three and nine months ended September 30, 2018, we incurred $5.9 million of incremental direct costs in order to transact the sale of the Valves Business. Refer to Note 17, "Acquisitions and Divestitures," for further discussion. Severance costs for the three and nine months ended September 30, 2018 were primarily related to limited workforce reductions of manufacturing, engineering, and administrative positions as well as the elimination of certain positions related to site consolidations. Severance costs, net for the nine months ended September 30, 2017 included $8.4 million of charges related to the closure of our facility in Minden, Germany, a site we obtained in connection with the acquisition of certain subsidiaries of Custom Sensors & Technologies Ltd. ("CST"). Facility and other exit costs for the three and nine months ended September 30, 2017 included $1.3 million and $2.4 million , respectively, of costs related to the closure of our facility in Minden, Germany and the transfer of equipment to alternate operating sites. Facility and other exit costs for the nine months ended September 30, 2017 also included $3.1 million of costs associated with the consolidation of two other manufacturing sites in Europe. Changes to the severance portion of our restructuring liability during the nine months ended September 30, 2018 were as follows: Severance Balance at December 31, 2017 $ 7,583 Charges, net of reversals 8,208 Payments (6,555 ) Impact of changes in foreign currency exchange rates (103 ) Balance at September 30, 2018 $ 9,133 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt Our long-term debt and capital lease and other financing obligations as of September 30, 2018 and December 31, 2017 consisted of the following: Maturity Date September 30, December 31, Term Loan October 14, 2021 $ 917,794 $ 927,794 4.875% Senior Notes October 15, 2023 500,000 500,000 5.625% Senior Notes November 1, 2024 400,000 400,000 5.0% Senior Notes October 1, 2025 700,000 700,000 6.25% Senior Notes February 15, 2026 750,000 750,000 Less: discount (15,857 ) (14,424 ) Less: deferred financing costs (24,308 ) (27,758 ) Less: current portion (7,228 ) (9,802 ) Long-term debt, net $ 3,220,401 $ 3,225,810 Capital lease and other financing obligations $ 30,698 $ 34,657 Less: current portion (6,150 ) (5,918 ) Capital lease and other financing obligations, less current portion $ 24,548 $ 28,739 In connection with the Merger, which we completed in the first quarter of 2018, we paid $5.8 million of creditor fees and related third-party costs in order to obtain consents to the transaction from our existing lenders. We applied the provisions of FASB ASC Subtopic 470-50, Modifications and Extinguishments, in accounting for the amounts paid. As a result, we recorded an adjustment of $3.5 million to the carrying amount of Long-term debt, net, and we recognized a loss of $2.4 million in Other, net. As of September 30, 2018 , we had $416.0 million available under our $420.0 million revolving credit facility, net of $4.0 million in letters of credit. Outstanding letters of credit are issued primarily for the benefit of certain operating activities. As of September 30, 2018 , no amounts had been drawn against these outstanding letters of credit. Accrued Interest Accrued interest associated with our outstanding debt is included as a component of Accrued expenses and other current liabilities in the condensed consolidated balance sheets. As of September 30, 2018 and December 31, 2017 , accrued interest totaled $45.8 million and $36.9 million , respectively. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Provision for income taxes for the three months ended September 30, 2018 and 2017 totaled $24.6 million and $14.8 million , respectively, and for the nine months ended September 30, 2018 and 2017 totaled $62.1 million and $47.8 million , respectively. The Provision for income taxes consists of current tax expense, which relates primarily to our profitable operations in non-U.S. tax jurisdictions, and deferred tax expense, which relates to adjustments in book-to-tax basis differences primarily due to the step-up in fair value of fixed and intangible assets, including goodwill, acquired in connection with business combination transactions, and the utilization of net operating losses. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 ("Tax Reform" or "the Act") was signed into U.S. law. FASB ASC Topic 740, Accounting for Income Taxes , requires companies to recognize the effect of tax law changes in the period of enactment even though the effective date for most provisions is for tax years beginning after December 31, 2017. Given the significance of the legislation, the U.S. Securities and Exchange Commission (the "SEC") staff issued Staff Accounting Bulletin No.118 ("SAB 118"), which allows registrants to record provisional amounts during a one-year "measurement period" similar to that used when accounting for business combinations. However, the measurement period is deemed to have ended earlier when the registrant has obtained, prepared, and analyzed the information necessary to finalize its accounting. During the measurement period, impacts of the law are expected to be recorded at the time a reasonable estimate for all or a portion of the effects can be made, and provisional amounts can be recognized and adjusted as information becomes available, prepared, or analyzed. As of September 30, 2018 , we have not recorded incremental accounting adjustments related to the Act. We continue to consider interpretations of its application and await final guidance on the application of specific elements of the Act. In measuring the related deferred tax assets, we consider all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance is needed for all or some portion of the deferred tax assets. Significant judgment is required in considering the relative impact of the negative and positive evidence, and weight given to each category of evidence is commensurate with the extent to which it can be objectively verified. The greater negative evidence that exists, more positive evidence is necessary to support a conclusion that a valuation allowance is not needed. Additionally, we utilize the "more likely than not" criteria established in FASB ASC Topic 740, Income Taxes , to determine whether the future tax benefit from the deferred tax assets should be recognized. As a result, we maintain a full valuation allowance on the deferred tax assets in jurisdictions that have incurred net operating losses and in which it is more likely than not that such losses will not be utilized in the foreseeable future. We have concluded that a valuation allowance is required on our deferred tax assets in the U.S., in large part due to the cumulative losses that our U.S. operations have experienced in recent years. Such cumulative losses are negative evidence that is difficult to overcome in concluding whether a valuation allowance is required. We continue to assess both positive and negative evidence surrounding our U.S. operations, and to evaluate the impact of Tax Reform on our tax attributes and related valuation allowance implications. As a consequence of our assessment, we have concluded that maintaining the U.S. valuation allowance is appropriate as of September 30, 2018 . |
Pension and Other Post-Retireme
Pension and Other Post-Retirement Benefits | 9 Months Ended |
Sep. 30, 2018 | |
Retirement Benefits [Abstract] | |
Pension and Other Post-Retirement Benefits | Pension and Other Post-Retirement Benefits We provide various pension and other post-retirement benefit plans for current and former employees, including defined benefit, defined contribution, and retiree healthcare benefit plans. The components of net periodic benefit cost/(credit) associated with our defined benefit and retiree healthcare plans for the three months ended September 30, 2018 and 2017 were as follows: U.S. Plans Non-U.S. Plans Defined Benefit Retiree Healthcare Defined Benefit Total September 30, September 30, September 30, September 30, 2018 2017 2018 2017 2018 2017 2018 2017 Service cost $ — $ — $ 9 $ 21 $ 757 $ 661 $ 766 $ 682 Interest cost 387 385 45 80 327 273 759 738 Expected return on plan assets (415 ) (527 ) — — (230 ) (230 ) (645 ) (757 ) Amortization of net loss 235 291 20 8 237 64 492 363 Amortization of prior service (credit)/cost — — (530 ) (334 ) 2 (1 ) (528 ) (335 ) Loss on settlement 207 269 — — — — 207 269 Net periodic benefit cost/(credit) $ 414 $ 418 $ (456 ) $ (225 ) $ 1,093 $ 767 $ 1,051 $ 960 The components of net periodic benefit cost/(credit) associated with our defined benefit and retiree healthcare plans for the nine months ended September 30, 2018 and 2017 were as follows: U.S. Plans Non-U.S. Plans Defined Benefit Retiree Healthcare Defined Benefit Total September 30, September 30, September 30, September 30, 2018 2017 2018 2017 2018 2017 2018 2017 Service cost $ — $ — $ 47 $ 64 $ 2,392 $ 1,917 $ 2,439 $ 1,981 Interest cost 1,078 1,214 185 239 1,001 784 2,264 2,237 Expected return on plan assets (1,251 ) (1,617 ) — — (702 ) (677 ) (1,953 ) (2,294 ) Amortization of net loss 835 854 20 32 372 202 1,227 1,088 Amortization of prior service (credit)/cost — — (1,198 ) (1,001 ) 3 (3 ) (1,195 ) (1,004 ) Loss on settlement 752 1,473 — — — — 752 1,473 Gain on curtailment — — — — (296 ) — (296 ) — Net periodic benefit cost/(credit) $ 1,414 $ 1,924 $ (946 ) $ (666 ) $ 2,770 $ 2,223 $ 3,238 $ 3,481 On January 1, 2018, we adopted the guidance in FASB ASU No. 2017-07. Refer to Note 2, "New Accounting Standards," for further discussion. As a result of this adoption, the components of net periodic benefit cost, excluding service cost, were reclassified in our condensed consolidated statements of operations from various operating cost and expense line items to Other, net for the three and nine months ended September 30, 2017 . The table below presents the effects of this adjustment. For the three months ended September 30, 2017 For the nine months ended September 30, 2017 As reported ASU No. 2017-07 Adjustment As Adjusted As reported ASU No. 2017-07 Adjustment As Adjusted Net revenue $ 819,054 $ — $ 819,054 $ 2,466,199 $ — $ 2,466,199 Operating costs and expenses: Cost of revenue 527,432 (193 ) 527,239 1,601,190 (1,027 ) 1,600,163 Research and development 34,002 (4 ) 33,998 97,032 (27 ) 97,005 Selling, general and administrative 75,972 (81 ) 75,891 227,256 (446 ) 226,810 Amortization of intangible assets 40,317 — 40,317 121,578 — 121,578 Restructuring and other charges, net 1,329 — 1,329 18,768 — 18,768 Total operating costs and expenses 679,052 (278 ) 678,774 2,065,824 (1,500 ) 2,064,324 Profit from operations 140,002 278 140,280 400,375 1,500 401,875 Interest expense, net (40,263 ) — (40,263 ) (120,578 ) — (120,578 ) Other, net 3,112 (278 ) 2,834 7,190 (1,500 ) 5,690 Income before taxes $ 102,851 $ — $ 102,851 $ 286,987 $ — $ 286,987 |
Share-Based Payment Plans
Share-Based Payment Plans | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Payment Plans | Share-Based Payment Plans Share-Based Compensation Expense The table below presents non-cash compensation expense related to our equity awards, which is recognized within SG&A expense in the condensed consolidated statements of operations, during the identified periods: For the three months ended For the nine months ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Stock options $ 1,381 $ 1,575 $ 4,459 $ 5,055 Restricted securities 4,930 3,522 13,354 10,051 Share-based compensation expense $ 6,311 $ 5,097 $ 17,813 $ 15,106 Equity Awards We grant options and restricted stock units ("RSUs") for which vesting is subject only to continued employment and the passage of time. In addition, we grant performance–based options and performance–based restricted stock units ("PRSUs") for which vesting also depends on the attainment of certain performance criteria. We granted the following options under the Sensata Technologies Holding plc First Amended and Restated 2010 Equity Incentive Plan (the "2010 Equity Plan") during the nine months ended September 30, 2018 : Options Granted to Number of Options Granted (in thousands) Weighted- Average Grant Date Fair Value Vesting Period Various executives and employees 307 $ 15.70 25% per year over four years We granted the following RSUs and PRSUs under the 2010 Equity Plan during the nine months ended September 30, 2018 : Awards Granted to Type of Award Number of Units Granted (in thousands) Percentage of PRSUs Awarded That May Vest Weighted- Average Grant Date Fair Value Various executives and employees RSU (1) 148 N/A $ 52.02 Directors RSU (1) 23 N/A $ 52.47 Various executives and employees PRSU (2) 118 0.0% - 172.5% $ 51.83 Various executives and employees PRSU (2) 63 0.0% - 150.0% $ 51.83 (1) RSUs granted during the nine months ended September 30, 2018 vest on various dates between June 2019 and July 2021. (2) PRSUs granted during the nine months ended September 30, 2018 vest on April 1, 2021, with the amount ultimately vesting within the range shown in the table above, depending on the extent to which certain performance criteria are met. Option Exercises During the nine months ended September 30, 2018 , 170 thousand stock options were exercised. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We are the defendant in a lawsuit, Wasica Finance Gmbh et al v. Schrader International Inc. et al, Case No. 13-1353-CPS, U.S.D.C., Delaware , in which the claimant alleges infringement of their patent (US 5,602,524) in connection with our TPMS products. The patent in question has expired, and as a result, the claimant only seeks damages for past infringement with interest and costs. Should the claimant prevail, these amounts could be material. We have denied liability and have been defending the litigation, which is in discovery. The court has currently scheduled a claims construction hearing for December 2018 and trial for February 2020. We do not believe a loss related to this matter is probable. As of September 30, 2018 , we have not recorded an accrual for this matter. We are regularly involved in a number of claims and litigation matters in the ordinary course of business, primarily related to allegations of intellectual property infringement and property damage or personal injury caused by our products. Although it is not feasible to predict the outcome of these matters, based upon our experience and current information known to us, we do not expect the outcome of these matters, either individually or in the aggregate, to have a material adverse effect on our results of operations, financial position, or cash flows. |
Fair Value Measures
Fair Value Measures | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measures | Fair Value Measures Our assets and liabilities recorded at fair value have been categorized based upon the fair value hierarchy in accordance with FASB ASC Topic 820, Fair Value Measurement . Measured on a Recurring Basis The fair values of our assets and liabilities measured at fair value on a recurring basis as of September 30, 2018 and December 31, 2017 are as shown in the below table. All fair value measures presented are categorized in Level 2 of the fair value hierarchy. September 30, 2018 December 31, 2017 Assets Foreign currency forward contracts $ 19,539 $ 3,955 Commodity forward contracts 577 6,458 Total $ 20,116 $ 10,413 Liabilities Foreign currency forward contracts $ 4,728 $ 40,969 Commodity forward contracts 5,358 1,104 Total $ 10,086 $ 42,073 Measured on a Nonrecurring Basis We evaluated our goodwill and other indefinite-lived intangible assets for impairment as of October 1, 2017 and determined that they were not impaired. In connection with the sale of the Valves Business, which is described in Note 17, "Acquisitions and Divestitures," and as required by FASB ASC Topic 350, we evaluated the goodwill of the retained portion of the Performance Sensing reporting unit for impairment and determined that it was not impaired. We periodically reevaluate the carrying values and estimated useful lives of long-lived assets whenever events or changes in circumstances indicate that the carrying values of such assets may not be recoverable. On January 1, 2018, we adopted FASB ASU No. 2016-01, which requires that equity investments (other than those accounted for under the equity method, those that result in consolidation of the investee, and certain other investments) be measured at either fair value, with changes to fair value recognized in net income, or in certain instances, by use of a measurement alternative. Under the measurement alternative, such investments are measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. As it relates to our $50.0 million equity investment in Quanergy, we elected to use the measurement alternative. As of September 30, 2018 , we noted no material observable price changes as a result of orderly transactions for an identical or similar investment of the same issuer, nor did we note any indicators of impairment that would require us to measure the fair value of the asset. Financial Instruments Not Recorded at Fair Value The following table presents the carrying values and fair values of financial instruments not recorded at fair value in the condensed consolidated balance sheets as of September 30, 2018 and December 31, 2017 . All fair value measures presented are categorized in Level 2 of the fair value hierarchy. September 30, 2018 December 31, 2017 Carrying Value (1) Fair Value Carrying Value (1) Fair Value Liabilities Term Loan $ 917,794 $ 922,383 $ 927,794 $ 930,114 4.875% Senior Notes $ 500,000 $ 500,000 $ 500,000 $ 521,875 5.625% Senior Notes $ 400,000 $ 413,000 $ 400,000 $ 439,000 5.0% Senior Notes $ 700,000 $ 694,750 $ 700,000 $ 741,125 6.25% Senior Notes $ 750,000 $ 789,375 $ 750,000 $ 813,750 (1) Carrying value excludes discounts and deferred financing costs. The fair values of the Term Loan and senior notes are determined primarily using observable prices in markets where these instruments are generally not traded on a daily basis. Cash and cash equivalents, accounts receivable, and accounts payable are carried at cost, which approximates fair value because of their short-term nature. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities Hedges of Foreign Currency Risk We are exposed to fluctuations in various foreign currencies against our functional currency, the U.S. dollar. We use foreign currency forward agreements to manage this exposure. We currently have outstanding foreign currency forward contracts that qualify as cash flow hedges and are intended to offset the effect of exchange rate fluctuations on forecasted sales and certain manufacturing costs. We also have outstanding foreign currency forward contracts that are not designated for hedge accounting treatment in accordance with FASB ASC Topic 815, Derivatives and Hedging , and are intended to preserve the economic value of foreign currency denominated monetary assets and liabilities. For the three and nine months ended September 30, 2018 and 2017, amounts excluded from the assessment of effectiveness and the ineffective portion of the changes in the fair value of our foreign currency forward agreements that are designated as cash flow hedges were not material. As of September 30, 2018 , we estimate that $12.3 million of net gains will be reclassified from Accumulated other comprehensive loss to earnings during the twelve-month period ending September 30, 2019 . As of September 30, 2018 , we had the following outstanding foreign currency forward contracts: Notional (in millions) Effective Date(s) Maturity Date(s) Index Weighted- Average Strike Rate Hedge Designation 39.0 EUR September 26, 2018 October 31, 2018 Euro to U.S. Dollar Exchange Rate 1.18 USD Not designated 338.2 EUR Various from November 2016 to September 2018 Various from October 2018 to August 2020 Euro to U.S. Dollar Exchange Rate 1.21 USD Designated 432.0 CNY September 25, 2018 October 31, 2018 U.S. Dollar to Chinese Renminbi Exchange Rate 6.91 CNY Not designated 270.3 CNY Various from October 2017 to January 2018 Various from October to December 2018 U.S. Dollar to Chinese Renminbi Exchange Rate 6.74 CNY Designated 300.0 JPY September 26, 2018 October 31, 2018 U.S. Dollar to Japanese Yen Exchange Rate 112.75 JPY Not designated 205.9 JPY January 25, 2018 Various from October to December 2018 U.S. Dollar to Japanese Yen Exchange Rate 106.55 JPY Designated 29,357.3 KRW Various from November 2016 to September 2018 Various from October 2018 to August 2020 U.S. Dollar to Korean Won Exchange Rate 1,097.69 KRW Designated 27.0 MYR September 25, 2018 October 31, 2018 U.S. Dollar to Malaysian Ringgit Exchange Rate 4.13 MYR Not Designated 0.4 MYR November 21, 2016 October 31, 2018 U.S. Dollar to Malaysian Ringgit Exchange Rate 4.53 MYR Designated 283.0 MXN September 26, 2018 October 31, 2018 U.S. Dollar to Mexican Peso Exchange Rate 19.05 MXN Not designated 2,655.1 MXN Various from November 2016 to September 2018 Various from October 2018 to August 2020 U.S. Dollar to Mexican Peso Exchange Rate 20.53 MXN Designated 1.6 GBP September 26, 2018 October 31, 2018 British Pound Sterling to U.S. Dollar Exchange Rate 1.32 USD Not Designated 41.9 GBP Various from July 2016 to September 2018 Various from October 2018 to August 2020 British Pound Sterling to U.S. Dollar Exchange Rate 1.34 USD Designated Hedges of Commodity Risk Our objective in using commodity forward contracts is to offset a portion of our exposure to the potential change in prices associated with certain commodities used in the manufacturing of our products, including silver, gold, nickel, aluminum, copper, platinum, and palladium. The terms of these forward contracts fix the price at a future date for various notional amounts associated with these commodities. These instruments are not designated for hedge accounting treatment in accordance with FASB ASC Topic 815. As of September 30, 2018 , we had the following outstanding commodity forward contracts, none of which were designated as derivatives in qualifying hedging relationships: Commodity Notional Remaining Contracted Periods Weighted-Average Strike Price Per Unit Silver 982,226 troy oz. October 2018-August 2020 $17.03 Gold 9,091 troy oz. October 2018-August 2020 $1,317.90 Nickel 264,885 pounds October 2018-August 2020 $5.74 Aluminum 2,095,560 pounds October 2018-August 2020 $0.98 Copper 2,726,545 pounds October 2018-August 2020 $3.27 Platinum 7,823 troy oz. October 2018-August 2020 $941.73 Palladium 1,300 troy oz. October 2018-August 2020 $933.99 Financial Instrument Presentation The following table presents the fair values of our derivative financial instruments and their classification in the condensed consolidated balance sheets as of September 30, 2018 and December 31, 2017 : Asset Derivatives Liability Derivatives Fair Value Fair Value Balance Sheet Location September 30, 2018 December 31, 2017 Balance Sheet Location September 30, 2018 December 31, 2017 Derivatives designated as hedging instruments Foreign currency forward contracts Prepaid expenses and other current assets $ 14,786 $ 3,576 Accrued expenses and other current liabilities $ 4,048 $ 32,806 Foreign currency forward contracts Other assets 4,010 373 Other long-term liabilities 543 6,881 Total $ 18,796 $ 3,949 $ 4,591 $ 39,687 Derivatives not designated as hedging instruments Commodity forward contracts Prepaid expenses and other current assets $ 546 $ 5,403 Accrued expenses and other current liabilities $ 4,592 $ 1,006 Commodity forward contracts Other assets 31 1,055 Other long-term liabilities 766 98 Foreign currency forward contracts Prepaid expenses and other current assets 743 6 Accrued expenses and other current liabilities 137 1,282 Total $ 1,320 $ 6,464 $ 5,495 $ 2,386 These fair value measurements are all categorized within Level 2 of the fair value hierarchy. The following tables present the effect of our derivative financial instruments on the condensed consolidated statements of operations and the condensed consolidated statements of comprehensive income for the three months ended September 30, 2018 and 2017: Derivatives designated as hedging instruments Amount of Deferred Gain/(Loss) Recognized in Other Comprehensive Income/(Loss) Location of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income Amount of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Foreign currency forward contracts $ 7,190 $ (16,688 ) Net revenue $ (1,490 ) $ (4,075 ) Foreign currency forward contracts $ 6,464 $ 1,614 Cost of revenue $ 1,353 $ (1,953 ) Derivatives not designated as hedging instruments Amount of (Loss)/Gain Recognized in Net Income Location of (Loss)/Gain Recognized in Net Income September 30, 2018 September 30, 2017 Commodity forward contracts $ (4,233 ) $ 2,956 Other, net Foreign currency forward contracts $ 3,668 $ (3,865 ) Other, net The following tables present the effect of our derivative financial instruments on the condensed consolidated statements of operations and the condensed consolidated statements of comprehensive income for the nine months ended September 30, 2018 and 2017: Derivatives designated as hedging instruments Amount of Deferred Gain/(Loss) Recognized in Other Comprehensive Income/(Loss) Location of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income Amount of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Foreign currency forward contracts $ 22,993 $ (56,479 ) Net revenue $ (20,438 ) $ 3,678 Foreign currency forward contracts $ 11,122 $ 23,041 Cost of revenue $ 3,189 $ (13,356 ) Foreign currency forward contracts $ — $ — Other, net $ (1,376 ) $ — Derivatives not designated as hedging instruments Amount of (Loss)/Gain Recognized in Net Income Location of (Loss)/Gain Recognized in Net Income September 30, 2018 September 30, 2017 Commodity forward contracts $ (8,854 ) $ 6,439 Other, net Foreign currency forward contracts $ 4,494 $ (10,542 ) Other, net Credit Risk Related Contingent Features We have agreements with certain of our derivative counterparties that contain a provision whereby if we default on our indebtedness, and where repayment of the indebtedness has been accelerated by the lender, then we could also be declared in default on our derivative obligations. As of September 30, 2018 , the termination value of outstanding derivatives in a liability position, excluding any adjustment for non-performance risk, was $10.2 million . As of September 30, 2018 , we had no t posted any cash collateral related to these agreements. If we breach any of the default provisions on any of our indebtedness, as described above, we could be required to settle our obligations under the derivative agreements at their termination values. |
Other, Net
Other, Net | 9 Months Ended |
Sep. 30, 2018 | |
Other Income and Expenses [Abstract] | |
Other, Net | Other, Net Other, net consisted of the following for the three and nine months ended September 30, 2018 and 2017: For the three months ended For the nine months ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Currency remeasurement (loss)/gain on net monetary assets $ (9,568 ) $ 3,989 $ (18,497 ) $ 11,010 Gain/(loss) on foreign currency forward contracts 3,668 (3,865 ) 3,118 (10,542 ) (Loss)/gain on commodity forward contracts (4,233 ) 2,956 (8,854 ) 6,439 Loss on debt financing — — (2,350 ) — Net periodic benefit cost, excluding service cost (1) (285 ) (278 ) (799 ) (1,500 ) Other (163 ) 32 1,115 283 Other, net $ (10,581 ) $ 2,834 $ (26,267 ) $ 5,690 (1) On January 1, 2018, we adopted FASB ASU No. 2017-07, which requires the service cost component and other components of net periodic benefit cost to be presented separately on the condensed consolidated statements of operations. Refer to Note 2, "New Accounting Standards" and Note 8, "Pension and Other Post-Retirement Benefits" for additional details. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting We organize our business into two reportable segments, Performance Sensing and Sensing Solutions, each of which is also an operating segment. Our operating segments are businesses that we manage as components of an enterprise for which separate financial information is evaluated regularly by our chief operating decision maker in deciding how to allocate resources and assess performance. An operating segment’s performance is primarily evaluated based on Segment profit, which excludes Amortization of intangible assets, Restructuring and other charges, net, and certain corporate costs/credits not associated with the operations of the segment, including share-based compensation expense and a portion of depreciation expense associated with assets recorded in connection with acquisitions. In addition, an operating segment’s performance excludes results from discontinued operations, if any. Corporate and other costs excluded from an operating segment’s performance are separately stated below and also include costs that are related to functional areas, such as finance, information technology, legal, and human resources. We believe that Segment profit, as defined above, is an appropriate measure for evaluating the operating performance of our segments. However, this measure should be considered in addition to, and not as a substitute for, or superior to, profit from operations or other measures of financial performance prepared in accordance with U.S. GAAP. The accounting policies of each of our reporting segments are materially consistent with those in the summary of significant accounting policies as described in Note 2, "Significant Accounting Policies," included in our Annual Report on Form 10-K for the year ended December 31, 2017 . The following table presents Net revenue and Segment profit for the reported segments and other operating results not allocated to the reported segments for the three and nine months ended September 30, 2018 and 2017: For the three months ended For the nine months ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Net revenue: Performance Sensing $ 649,611 $ 603,932 $ 1,988,657 $ 1,825,904 Sensing Solutions 223,941 215,122 685,048 640,295 Total net revenue $ 873,552 $ 819,054 $ 2,673,705 $ 2,466,199 Segment profit (as defined above): Performance Sensing $ 178,391 $ 162,655 $ 535,166 $ 483,491 Sensing Solutions 73,295 72,372 224,249 209,911 Total segment profit 251,686 235,027 759,415 693,402 Corporate and other (48,154 ) (53,101 ) (156,472 ) (151,181 ) Amortization of intangible assets (33,911 ) (40,317 ) (103,574 ) (121,578 ) Restructuring and other charges, net 52,698 (1,329 ) 48,688 (18,768 ) Profit from operations 222,319 140,280 548,057 401,875 Interest expense, net (38,058 ) (40,263 ) (114,808 ) (120,578 ) Other, net (10,581 ) 2,834 (26,267 ) 5,690 Income before taxes $ 173,680 $ 102,851 $ 406,982 $ 286,987 |
Net Income per Share
Net Income per Share | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Net Income per Share | Net Income per Share Basic and diluted net income per share are calculated by dividing Net income by the number of basic and diluted weighted-average ordinary shares outstanding during the period. For the three and nine months ended September 30, 2018 and 2017, the weighted-average ordinary shares outstanding for basic and diluted net income per share were as follows: For the three months ended For the nine months ended September 30, September 30, September 30, September 30, Basic weighted-average ordinary shares outstanding 167,290 171,269 170,045 171,116 Dilutive effect of stock options 886 618 898 567 Dilutive effect of unvested restricted securities 418 358 438 340 Diluted weighted-average ordinary shares outstanding 168,594 172,245 171,381 172,023 Net income and net income per share are presented in the condensed consolidated statements of operations. Certain potential ordinary shares were excluded from our calculation of diluted weighted-average ordinary shares outstanding because either they would have had an anti–dilutive effect on net income per share or they related to equity awards that were contingently issuable for which the contingency had not been satisfied. These potential ordinary shares are as follows: For the three months ended For the nine months ended September 30, September 30, September 30, September 30, Anti-dilutive shares excluded 983 1,584 894 1,635 Contingently issuable shares excluded 807 884 801 783 |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2018 | |
Revenue Recognition and Deferred Revenue [Abstract] | |
Revenue Recognition | New Accounting Standards Adopted in the current year In May 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which modifies how all entities recognize revenue, and consolidates into one ASC Topic (that is, FASB ASC Topic 606, Revenue from Contracts with Customers ) the guidance found in FASB ASC Topic 605, Revenue Recognition , and various other revenue accounting standards for specialized transactions and industries. FASB ASC Topic 606 outlines a comprehensive five-step revenue recognition model based on the principle that an entity should recognize revenue to depict the transfer of promised goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We adopted FASB ASC Topic 606 on January 1, 2018 using the modified retrospective transition method. Refer to Note 16, "Revenue Recognition," for additional details on this implementation and the required disclosures. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities , which addresses certain aspects of the recognition, measurement, presentation, and disclosure of financial instruments. The new recognition and measurement guidance requires entities to measure equity investments (other than those accounted for under the equity method, those that result in consolidation of the investee, and certain other investments) either at fair value, with changes to fair value recognized in net income, or in certain instances, by use of a measurement alternative. Under the measurement alternative, such investments are measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. We adopted this guidance on January 1, 2018, which resulted in no impact on our consolidated financial position or results of operations. Refer to Note 11, "Fair Value Measures," for further detail regarding the application of the measurement alternative to our $50.0 million equity investment in Series B Preferred Stock of Quanergy, Inc ("Quanergy"). In March 2017, the FASB issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715), Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , which requires a change in the presentation of net periodic benefit cost on the consolidated statements of operations. Specifically, entities must present the service cost component of net periodic benefit cost in the same financial statement line item(s) as other compensation costs arising from services rendered by the related employees during the period, whereas the non–service components of net periodic benefit cost must be presented separately from the financial statement line item(s) that include service cost and outside of operating income. We adopted this guidance on January 1, 2018 and, as a result, we present the service cost component of net periodic benefit cost in the Cost of revenue, Research and development, and Selling, general, and administrative ("SG&A") expense line items, and we present the non–service components of net periodic benefit cost in Other, net. Refer to Note 13, "Other, Net," for the total other components of net periodic benefit cost. All prior period amounts have been recast to reflect the revised presentation, and the adjustments made to revise the presentation of our prior year condensed consolidated statement of operations are presented in Note 8, "Pension and Other Post–Retirement Benefits." To be adopted in a future period In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which establishes new accounting and disclosure requirements for leases. FASB ASU No. 2016-02 requires lessees to classify most leases as either finance or operating leases and to initially recognize a lease liability and right-of-use asset. Entities may elect to account for certain short-term leases (with a term of one year or less) using a method similar to the current operating lease model. The statement of operations will include, for finance leases, separate recognition of interest on the lease liability and amortization of the right-of-use asset and for operating leases, a single lease cost, calculated so that the cost of the lease is allocated over the lease term on a straight-line basis. FASB ASU No. 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim periods therein, with early adoption permitted. We are in the process of implementing a plan for the adoption of FASB ASU No. 2016-02. Through our implementation efforts, we have decided that we will elect to apply the package of practical expedients, and we will not elect to apply the hindsight practical expedient. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842), Targeted Improvements , which creates an optional transition expedient that allows an entity to apply the transition provisions of the new standard, including its disclosure requirements, at its adoption date instead of at the beginning of the earliest comparative period presented as originally required by FASB ASU No. 2016-02. We will adopt FASB ASU No. 2016-02 on January 1, 2019 using this transition expedient. We expect that adoption of this standard will result in the recognition of a lease liability and right-of-use asset for certain operating leases that are currently not recognized on our condensed consolidated balance sheets. At December 31, 2017, we were contractually obligated to make future payments of $68.6 million under our operating lease obligations in existence as of that date, primarily related to long-term facility leases. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815) , which changes both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results, in order to better align an entity’s risk management activities and financial reporting for hedging relationships. The amendments expand and refine hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. FASB ASU No. 2017-12 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those annual reporting periods, with early adoption permitted. The adoption of FASB ASU No. 2017-12 will not have a material impact on our consolidated financial position or results of operations. Revenue Recognition As described in Note 2, "New Accounting Standards," we adopted FASB ASC Topic 606 on January 1, 2018, and we applied the pertinent transition provisions to contracts that were not completed as of January 1, 2018 using the modified retrospective method. Because (1) the vast majority of our revenue is derived from the sale of tangible products for which we recognize revenue at a point in time and (2) the contracts that relate to these product shipments are purchase orders that have firm purchase commitments (generally over a short period of time), the adoption of FASB ASC Topic 606 did not have a material effect on our financial statements or results of operations, and no cumulative catch-up adjustment was required. We are electing to apply certain practical expedients that allow for more limited disclosures than those that would otherwise be required by FASB ASC Topic 606, including (1) the disclosure of transaction price allocated to the remaining unsatisfied performance obligations at the end of the period and (2) an explanation of when we expect to recognize the related revenue. The following tables present revenue by segment, further disaggregated by end market: For the three months ended September 30, 2018 For the three months ended September 30, 2017 Performance Sensing Sensing Solutions Total Performance Sensing Sensing Solutions Total Automotive $ 507,961 $ 11,544 $ 519,505 $ 485,277 $ 11,809 $ 497,086 HVOR 141,650 — 141,650 118,655 — 118,655 Appliance and HVAC — 53,505 53,505 — 51,976 51,976 Industrial — 84,057 84,057 — 78,424 78,424 Aerospace — 41,062 41,062 — 38,249 38,249 Other — 33,773 33,773 — 34,664 34,664 Total $ 649,611 $ 223,941 $ 873,552 $ 603,932 $ 215,122 $ 819,054 For the nine months ended September 30, 2018 For the nine months ended September 30, 2017 Performance Sensing Sensing Solutions Total Performance Sensing Sensing Solutions Total Automotive $ 1,570,340 $ 38,402 $ 1,608,742 $ 1,471,338 $ 38,143 $ 1,509,481 HVOR 418,317 — 418,317 354,566 — 354,566 Appliance and HVAC — 164,432 164,432 — 161,129 161,129 Industrial — 253,289 253,289 — 235,853 235,853 Aerospace — 123,268 123,268 — 113,305 113,305 Other — 105,657 105,657 — 91,865 91,865 Total $ 1,988,657 $ 685,048 $ 2,673,705 $ 1,825,904 $ 640,295 $ 2,466,199 Performance Obligations Our revenue and related cost of revenue are primarily the result of promises to transfer products to our customers. Revenue is recognized when control of the product is transferred to the customer, which is generally when the product is shipped from our warehouse or, in limited instances, when it is received by the customer, depending on the specific terms of the arrangement. Payment for products is generally due a short time (that is, less than a year) after shipment to the customer. Sales to customers generally include a right of return for defective or non-conforming product. Sales returns have not historically been significant in relation to our net revenue and have been within our estimates. Product sales are recorded net of variable consideration, such as sales returns and trade discounts (including volume and early payment incentives), as well as value-added tax and similar taxes. Amounts billed to our customers for shipping and handling are recorded in revenue. Shipping and handling costs are included in cost of revenue. Warranties Our standard terms of sale provide our customers with a warranty against faulty workmanship and the use of defective materials, which, depending on the product, generally exists for a period of twelve to eighteen months after the date we ship the product to our customer or for a period of twelve months after the date the customer resells our product, whichever comes first. We do not offer separately priced extended warranty or product maintenance contracts. Our liability associated with this warranty is, at our option, to repair the product, replace the product, or provide the customer with a credit. We also sell products to customers under negotiated agreements or where we have accepted the customer’s terms of purchase. In these instances, we may provide additional warranties for longer durations, consistent with differing end market practices, and where our liability is not limited. In addition, many sales take place in situations where commercial or civil codes, or other laws, would imply various warranties and restrict limitations on liability. Contract Assets and Liabilities Our contract assets consist of accounts receivable. Contract liabilities, whereby we receive payment from customers related to our promise to satisfy performance obligations in the future, are not material. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 9 Months Ended |
Sep. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures GIGAVAC acquisition On September 24, 2018, we entered into an agreement and plan of merger with GIGAVAC, LLC (“GIGAVAC”). According to the agreement, in exchange for cash consideration of $233 million to be paid by Sensata, subject to working capital and other adjustments, GIGAVAC will merge with one of our wholly-owned subsidiaries thereby becoming a wholly-owned subsidiary of Sensata (the “GIGAVAC Merger”). We expect the GIGAVAC Merger to close in the fourth quarter of 2018, and we intend to use cash on hand to finance the acquisition. GIGAVAC is a leading provider of solutions that enable electrification in demanding environments within the automotive, battery storage, industrial, and HVOR markets. Valves Business Divestiture On August 31, 2018, we completed the sale of the capital stock of Schrader Bridgeport International, Inc. and August France Holding Company SAS (collectively, the “Valves Business”) to Pacific Industrial Co. Ltd. (together with its affiliates, “Pacific”). Contemporaneous with the closing of the sale, Sensata and Pacific entered into a long-term supply agreement, which imposes an obligation on us to purchase minimum quantities of product from Pacific over a period of nearly five years. In exchange for selling the Valves Business and entering into the long-term supply agreement, we received cash consideration from Pacific of approximately $165.5 million , net of $11.8 million of cash and cash equivalents sold. We recognized a (pre-tax) gain on sale of $63.7 million , which is presented in Restructuring and other charges, net. In addition, we recognized $5.9 million of costs to sell the Valves Business, which are also presented in Restructuring and other charges, net. The terms of the long-term supply agreement, entered into concurrent with the sale of the Valves Business, we determined were not at market. Accordingly, we recognized a liability of $16.4 million , measured at fair value, which represented the fair value of the off-market component of the supply agreement. The Valves Business, which we acquired in 2014 as part of our acquisition of Schrader, manufactures mechanical valves for pressure applications in tires and fluid controls and assembles tire hardware aftermarket products. The Valves Business has manufacturing locations in the United States and Europe. The Valves Business was included in our Performance Sensing segment (and reporting unit). We allocated goodwill to the Valves Business based on its fair value relative to the fair value of the retained Performance Sensing reporting unit. |
New Accounting Standards (Polic
New Accounting Standards (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") for interim financial information and the instructions to Form 10-Q. Accordingly, these interim financial statements do not include all of the information and note disclosures required by U.S. GAAP for complete financial statements. The accompanying financial information reflects all normal recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the interim period results. The results of operations for the three and nine months ended September 30, 2018 are not necessarily indicative of the results to be expected for the full year, nor were the results of operations of the comparable periods in 2017 necessarily representative of those actually experienced for the full year 2017 . These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2017 . All intercompany balances and transactions have been eliminated. All U.S. dollar and share amounts presented, except per share amounts, are stated in thousands, unless otherwise indicated. |
New Accounting Standards | New Accounting Standards Adopted in the current year In May 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which modifies how all entities recognize revenue, and consolidates into one ASC Topic (that is, FASB ASC Topic 606, Revenue from Contracts with Customers ) the guidance found in FASB ASC Topic 605, Revenue Recognition , and various other revenue accounting standards for specialized transactions and industries. FASB ASC Topic 606 outlines a comprehensive five-step revenue recognition model based on the principle that an entity should recognize revenue to depict the transfer of promised goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We adopted FASB ASC Topic 606 on January 1, 2018 using the modified retrospective transition method. Refer to Note 16, "Revenue Recognition," for additional details on this implementation and the required disclosures. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments - Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities , which addresses certain aspects of the recognition, measurement, presentation, and disclosure of financial instruments. The new recognition and measurement guidance requires entities to measure equity investments (other than those accounted for under the equity method, those that result in consolidation of the investee, and certain other investments) either at fair value, with changes to fair value recognized in net income, or in certain instances, by use of a measurement alternative. Under the measurement alternative, such investments are measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. We adopted this guidance on January 1, 2018, which resulted in no impact on our consolidated financial position or results of operations. Refer to Note 11, "Fair Value Measures," for further detail regarding the application of the measurement alternative to our $50.0 million equity investment in Series B Preferred Stock of Quanergy, Inc ("Quanergy"). In March 2017, the FASB issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715), Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , which requires a change in the presentation of net periodic benefit cost on the consolidated statements of operations. Specifically, entities must present the service cost component of net periodic benefit cost in the same financial statement line item(s) as other compensation costs arising from services rendered by the related employees during the period, whereas the non–service components of net periodic benefit cost must be presented separately from the financial statement line item(s) that include service cost and outside of operating income. We adopted this guidance on January 1, 2018 and, as a result, we present the service cost component of net periodic benefit cost in the Cost of revenue, Research and development, and Selling, general, and administrative ("SG&A") expense line items, and we present the non–service components of net periodic benefit cost in Other, net. Refer to Note 13, "Other, Net," for the total other components of net periodic benefit cost. All prior period amounts have been recast to reflect the revised presentation, and the adjustments made to revise the presentation of our prior year condensed consolidated statement of operations are presented in Note 8, "Pension and Other Post–Retirement Benefits." To be adopted in a future period In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which establishes new accounting and disclosure requirements for leases. FASB ASU No. 2016-02 requires lessees to classify most leases as either finance or operating leases and to initially recognize a lease liability and right-of-use asset. Entities may elect to account for certain short-term leases (with a term of one year or less) using a method similar to the current operating lease model. The statement of operations will include, for finance leases, separate recognition of interest on the lease liability and amortization of the right-of-use asset and for operating leases, a single lease cost, calculated so that the cost of the lease is allocated over the lease term on a straight-line basis. FASB ASU No. 2016-02 is effective for annual reporting periods beginning after December 15, 2018, including interim periods therein, with early adoption permitted. We are in the process of implementing a plan for the adoption of FASB ASU No. 2016-02. Through our implementation efforts, we have decided that we will elect to apply the package of practical expedients, and we will not elect to apply the hindsight practical expedient. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842), Targeted Improvements , which creates an optional transition expedient that allows an entity to apply the transition provisions of the new standard, including its disclosure requirements, at its adoption date instead of at the beginning of the earliest comparative period presented as originally required by FASB ASU No. 2016-02. We will adopt FASB ASU No. 2016-02 on January 1, 2019 using this transition expedient. We expect that adoption of this standard will result in the recognition of a lease liability and right-of-use asset for certain operating leases that are currently not recognized on our condensed consolidated balance sheets. At December 31, 2017, we were contractually obligated to make future payments of $68.6 million under our operating lease obligations in existence as of that date, primarily related to long-term facility leases. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815) , which changes both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results, in order to better align an entity’s risk management activities and financial reporting for hedging relationships. The amendments expand and refine hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. FASB ASU No. 2017-12 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those annual reporting periods, with early adoption permitted. The adoption of FASB ASU No. 2017-12 will not have a material impact on our consolidated financial position or results of operations. |
Reclassifications | Certain reclassifications have been made to prior periods to conform to current period presentation. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Components of inventories | The components of inventories as of September 30, 2018 and December 31, 2017 were as follows: September 30, December 31, Finished goods $ 202,819 $ 195,089 Work-in-process 102,611 92,678 Raw materials 183,821 158,362 Inventories $ 489,251 $ 446,129 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Roll forward of components of Accumulated other comprehensive loss | The following is a roll forward of the components of Accumulated other comprehensive loss for the nine months ended September 30, 2018 : Cash Flow Hedges Defined Benefit and Retiree Healthcare Plans Accumulated Other Comprehensive Loss Balance as of December 31, 2017 $ (28,179 ) $ (34,985 ) $ (63,164 ) Other comprehensive income before reclassifications, net of tax 25,586 3,821 29,407 Reclassifications from accumulated other comprehensive loss, net of tax 13,969 827 14,796 Other comprehensive income 39,555 4,648 44,203 Balance as of September 30, 2018 $ 11,376 $ (30,337 ) $ (18,961 ) |
Summary of amounts reclassified from Accumulated other comprehensive loss | The details of the amounts reclassified from Accumulated other comprehensive loss for the three and nine months ended September 30, 2018 and 2017 are as follows: Loss/(Gain) Reclassified from Accumulated Other Comprehensive Loss Affected Line in Condensed Consolidated Statements of Operations For the three months ended For the nine months ended Component September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Derivative instruments designated and qualifying as cash flow hedges: Foreign currency forward contracts $ 1,490 $ 4,075 $ 20,438 $ (3,678 ) Net revenue (1) Foreign currency forward contracts (1,353 ) 1,953 (3,189 ) 13,356 Cost of revenue (1) Foreign currency forward contracts — — 1,376 — Other, net (1) Total, before taxes 137 6,028 18,625 9,678 Income before taxes Income tax effect (34 ) (1,507 ) (4,656 ) (2,420 ) Provision for income taxes Total, net of taxes $ 103 $ 4,521 $ 13,969 $ 7,258 Net income Defined benefit and retiree healthcare plans $ 171 $ 297 $ 488 $ 1,557 Other, net (2) Defined benefit and retiree healthcare plans 228 — 228 — Restructuring and other charges, net (3) Total, before taxes 399 297 716 1,557 Income before taxes Income tax effect (32 ) (23 ) 111 (68 ) Provision for income taxes Total, net of taxes $ 367 $ 274 $ 827 $ 1,489 Net income (1) See Note 12, "Derivative Instruments and Hedging Activities," for additional details on amounts to be reclassified in the future from Accumulated other comprehensive loss. (2) See Note 8, "Pension and Other Post-Retirement Benefits," for additional details of net periodic benefit cost. (3) Amount represents an equity component of the Valves Business, which was sold in the third quarter of 2018. Refer to Note 5, "Restructuring and Other Charges, Net" and Note 17, "Acquisitions and Divestitures" for additional information related to the sale of the Valves Business. |
Restructuring and Other Charg_2
Restructuring and Other Charges, Net (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and other charges, net | Restructuring and other charges, net for the three and nine months ended September 30, 2018 and 2017 were as follows: For the three months ended For the nine months ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Severance costs, net $ 4,888 $ (418 ) $ 8,208 $ 11,747 Facility and other exit costs 187 1,747 877 7,021 Gain on sale of Valves Business (1) (63,688 ) — (63,688 ) — Other (2) 5,915 — 5,915 — Restructuring and other charges, net $ (52,698 ) $ 1,329 $ (48,688 ) $ 18,768 (1) Refer to Note 17, "Acquisitions and Divestitures," for further discussion. (2) In the three and nine months ended September 30, 2018, we incurred $5.9 million of incremental direct costs in order to transact the sale of the Valves Business. Refer to Note 17, "Acquisitions and Divestitures," for further discussion. |
Changes to restructuring liability | Changes to the severance portion of our restructuring liability during the nine months ended September 30, 2018 were as follows: Severance Balance at December 31, 2017 $ 7,583 Charges, net of reversals 8,208 Payments (6,555 ) Impact of changes in foreign currency exchange rates (103 ) Balance at September 30, 2018 $ 9,133 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt and capital lease and other financing obligations | Our long-term debt and capital lease and other financing obligations as of September 30, 2018 and December 31, 2017 consisted of the following: Maturity Date September 30, December 31, Term Loan October 14, 2021 $ 917,794 $ 927,794 4.875% Senior Notes October 15, 2023 500,000 500,000 5.625% Senior Notes November 1, 2024 400,000 400,000 5.0% Senior Notes October 1, 2025 700,000 700,000 6.25% Senior Notes February 15, 2026 750,000 750,000 Less: discount (15,857 ) (14,424 ) Less: deferred financing costs (24,308 ) (27,758 ) Less: current portion (7,228 ) (9,802 ) Long-term debt, net $ 3,220,401 $ 3,225,810 Capital lease and other financing obligations $ 30,698 $ 34,657 Less: current portion (6,150 ) (5,918 ) Capital lease and other financing obligations, less current portion $ 24,548 $ 28,739 |
Pension and Other Post-Retire_2
Pension and Other Post-Retirement Benefits (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of components of net periodic benefit cost | The components of net periodic benefit cost/(credit) associated with our defined benefit and retiree healthcare plans for the three months ended September 30, 2018 and 2017 were as follows: U.S. Plans Non-U.S. Plans Defined Benefit Retiree Healthcare Defined Benefit Total September 30, September 30, September 30, September 30, 2018 2017 2018 2017 2018 2017 2018 2017 Service cost $ — $ — $ 9 $ 21 $ 757 $ 661 $ 766 $ 682 Interest cost 387 385 45 80 327 273 759 738 Expected return on plan assets (415 ) (527 ) — — (230 ) (230 ) (645 ) (757 ) Amortization of net loss 235 291 20 8 237 64 492 363 Amortization of prior service (credit)/cost — — (530 ) (334 ) 2 (1 ) (528 ) (335 ) Loss on settlement 207 269 — — — — 207 269 Net periodic benefit cost/(credit) $ 414 $ 418 $ (456 ) $ (225 ) $ 1,093 $ 767 $ 1,051 $ 960 The components of net periodic benefit cost/(credit) associated with our defined benefit and retiree healthcare plans for the nine months ended September 30, 2018 and 2017 were as follows: U.S. Plans Non-U.S. Plans Defined Benefit Retiree Healthcare Defined Benefit Total September 30, September 30, September 30, September 30, 2018 2017 2018 2017 2018 2017 2018 2017 Service cost $ — $ — $ 47 $ 64 $ 2,392 $ 1,917 $ 2,439 $ 1,981 Interest cost 1,078 1,214 185 239 1,001 784 2,264 2,237 Expected return on plan assets (1,251 ) (1,617 ) — — (702 ) (677 ) (1,953 ) (2,294 ) Amortization of net loss 835 854 20 32 372 202 1,227 1,088 Amortization of prior service (credit)/cost — — (1,198 ) (1,001 ) 3 (3 ) (1,195 ) (1,004 ) Loss on settlement 752 1,473 — — — — 752 1,473 Gain on curtailment — — — — (296 ) — (296 ) — Net periodic benefit cost/(credit) $ 1,414 $ 1,924 $ (946 ) $ (666 ) $ 2,770 $ 2,223 $ 3,238 $ 3,481 |
Schedule of adjustment impact | The table below presents the effects of this adjustment. For the three months ended September 30, 2017 For the nine months ended September 30, 2017 As reported ASU No. 2017-07 Adjustment As Adjusted As reported ASU No. 2017-07 Adjustment As Adjusted Net revenue $ 819,054 $ — $ 819,054 $ 2,466,199 $ — $ 2,466,199 Operating costs and expenses: Cost of revenue 527,432 (193 ) 527,239 1,601,190 (1,027 ) 1,600,163 Research and development 34,002 (4 ) 33,998 97,032 (27 ) 97,005 Selling, general and administrative 75,972 (81 ) 75,891 227,256 (446 ) 226,810 Amortization of intangible assets 40,317 — 40,317 121,578 — 121,578 Restructuring and other charges, net 1,329 — 1,329 18,768 — 18,768 Total operating costs and expenses 679,052 (278 ) 678,774 2,065,824 (1,500 ) 2,064,324 Profit from operations 140,002 278 140,280 400,375 1,500 401,875 Interest expense, net (40,263 ) — (40,263 ) (120,578 ) — (120,578 ) Other, net 3,112 (278 ) 2,834 7,190 (1,500 ) 5,690 Income before taxes $ 102,851 $ — $ 102,851 $ 286,987 $ — $ 286,987 |
Share-Based Payment Plans (Tabl
Share-Based Payment Plans (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of non-cash compensation expense related to equity awards | The table below presents non-cash compensation expense related to our equity awards, which is recognized within SG&A expense in the condensed consolidated statements of operations, during the identified periods: For the three months ended For the nine months ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Stock options $ 1,381 $ 1,575 $ 4,459 $ 5,055 Restricted securities 4,930 3,522 13,354 10,051 Share-based compensation expense $ 6,311 $ 5,097 $ 17,813 $ 15,106 |
Summary of Options, RSU's and PRSUs granted under 2010 equity plan | We granted the following options under the Sensata Technologies Holding plc First Amended and Restated 2010 Equity Incentive Plan (the "2010 Equity Plan") during the nine months ended September 30, 2018 : Options Granted to Number of Options Granted (in thousands) Weighted- Average Grant Date Fair Value Vesting Period Various executives and employees 307 $ 15.70 25% per year over four years We granted the following RSUs and PRSUs under the 2010 Equity Plan during the nine months ended September 30, 2018 : Awards Granted to Type of Award Number of Units Granted (in thousands) Percentage of PRSUs Awarded That May Vest Weighted- Average Grant Date Fair Value Various executives and employees RSU (1) 148 N/A $ 52.02 Directors RSU (1) 23 N/A $ 52.47 Various executives and employees PRSU (2) 118 0.0% - 172.5% $ 51.83 Various executives and employees PRSU (2) 63 0.0% - 150.0% $ 51.83 (1) RSUs granted during the nine months ended September 30, 2018 vest on various dates between June 2019 and July 2021. (2) PRSUs granted during the nine months ended September 30, 2018 vest on April 1, 2021, with the amount ultimately vesting within the range shown in the table above, depending on the extent to which certain performance criteria are met. |
Fair Value Measures (Tables)
Fair Value Measures (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets and liabilities measured at fair value on a recurring basis | The fair values of our assets and liabilities measured at fair value on a recurring basis as of September 30, 2018 and December 31, 2017 are as shown in the below table. All fair value measures presented are categorized in Level 2 of the fair value hierarchy. September 30, 2018 December 31, 2017 Assets Foreign currency forward contracts $ 19,539 $ 3,955 Commodity forward contracts 577 6,458 Total $ 20,116 $ 10,413 Liabilities Foreign currency forward contracts $ 4,728 $ 40,969 Commodity forward contracts 5,358 1,104 Total $ 10,086 $ 42,073 |
Information about carrying values and fair values of financial instruments not recorded at fair value | The following table presents the carrying values and fair values of financial instruments not recorded at fair value in the condensed consolidated balance sheets as of September 30, 2018 and December 31, 2017 . All fair value measures presented are categorized in Level 2 of the fair value hierarchy. September 30, 2018 December 31, 2017 Carrying Value (1) Fair Value Carrying Value (1) Fair Value Liabilities Term Loan $ 917,794 $ 922,383 $ 927,794 $ 930,114 4.875% Senior Notes $ 500,000 $ 500,000 $ 500,000 $ 521,875 5.625% Senior Notes $ 400,000 $ 413,000 $ 400,000 $ 439,000 5.0% Senior Notes $ 700,000 $ 694,750 $ 700,000 $ 741,125 6.25% Senior Notes $ 750,000 $ 789,375 $ 750,000 $ 813,750 (1) Carrying value excludes discounts and deferred financing costs. |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of outstanding derivative instruments | As of September 30, 2018 , we had the following outstanding commodity forward contracts, none of which were designated as derivatives in qualifying hedging relationships: Commodity Notional Remaining Contracted Periods Weighted-Average Strike Price Per Unit Silver 982,226 troy oz. October 2018-August 2020 $17.03 Gold 9,091 troy oz. October 2018-August 2020 $1,317.90 Nickel 264,885 pounds October 2018-August 2020 $5.74 Aluminum 2,095,560 pounds October 2018-August 2020 $0.98 Copper 2,726,545 pounds October 2018-August 2020 $3.27 Platinum 7,823 troy oz. October 2018-August 2020 $941.73 Palladium 1,300 troy oz. October 2018-August 2020 $933.99 As of September 30, 2018 , we had the following outstanding foreign currency forward contracts: Notional (in millions) Effective Date(s) Maturity Date(s) Index Weighted- Average Strike Rate Hedge Designation 39.0 EUR September 26, 2018 October 31, 2018 Euro to U.S. Dollar Exchange Rate 1.18 USD Not designated 338.2 EUR Various from November 2016 to September 2018 Various from October 2018 to August 2020 Euro to U.S. Dollar Exchange Rate 1.21 USD Designated 432.0 CNY September 25, 2018 October 31, 2018 U.S. Dollar to Chinese Renminbi Exchange Rate 6.91 CNY Not designated 270.3 CNY Various from October 2017 to January 2018 Various from October to December 2018 U.S. Dollar to Chinese Renminbi Exchange Rate 6.74 CNY Designated 300.0 JPY September 26, 2018 October 31, 2018 U.S. Dollar to Japanese Yen Exchange Rate 112.75 JPY Not designated 205.9 JPY January 25, 2018 Various from October to December 2018 U.S. Dollar to Japanese Yen Exchange Rate 106.55 JPY Designated 29,357.3 KRW Various from November 2016 to September 2018 Various from October 2018 to August 2020 U.S. Dollar to Korean Won Exchange Rate 1,097.69 KRW Designated 27.0 MYR September 25, 2018 October 31, 2018 U.S. Dollar to Malaysian Ringgit Exchange Rate 4.13 MYR Not Designated 0.4 MYR November 21, 2016 October 31, 2018 U.S. Dollar to Malaysian Ringgit Exchange Rate 4.53 MYR Designated 283.0 MXN September 26, 2018 October 31, 2018 U.S. Dollar to Mexican Peso Exchange Rate 19.05 MXN Not designated 2,655.1 MXN Various from November 2016 to September 2018 Various from October 2018 to August 2020 U.S. Dollar to Mexican Peso Exchange Rate 20.53 MXN Designated 1.6 GBP September 26, 2018 October 31, 2018 British Pound Sterling to U.S. Dollar Exchange Rate 1.32 USD Not Designated 41.9 GBP Various from July 2016 to September 2018 Various from October 2018 to August 2020 British Pound Sterling to U.S. Dollar Exchange Rate 1.34 USD Designated |
Schedule of fair values of derivative financial instruments and their classification in balance sheets | The following table presents the fair values of our derivative financial instruments and their classification in the condensed consolidated balance sheets as of September 30, 2018 and December 31, 2017 : Asset Derivatives Liability Derivatives Fair Value Fair Value Balance Sheet Location September 30, 2018 December 31, 2017 Balance Sheet Location September 30, 2018 December 31, 2017 Derivatives designated as hedging instruments Foreign currency forward contracts Prepaid expenses and other current assets $ 14,786 $ 3,576 Accrued expenses and other current liabilities $ 4,048 $ 32,806 Foreign currency forward contracts Other assets 4,010 373 Other long-term liabilities 543 6,881 Total $ 18,796 $ 3,949 $ 4,591 $ 39,687 Derivatives not designated as hedging instruments Commodity forward contracts Prepaid expenses and other current assets $ 546 $ 5,403 Accrued expenses and other current liabilities $ 4,592 $ 1,006 Commodity forward contracts Other assets 31 1,055 Other long-term liabilities 766 98 Foreign currency forward contracts Prepaid expenses and other current assets 743 6 Accrued expenses and other current liabilities 137 1,282 Total $ 1,320 $ 6,464 $ 5,495 $ 2,386 |
Schedule of effect of derivative financial instruments on statements of operations | The following tables present the effect of our derivative financial instruments on the condensed consolidated statements of operations and the condensed consolidated statements of comprehensive income for the three months ended September 30, 2018 and 2017: Derivatives designated as hedging instruments Amount of Deferred Gain/(Loss) Recognized in Other Comprehensive Income/(Loss) Location of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income Amount of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Foreign currency forward contracts $ 7,190 $ (16,688 ) Net revenue $ (1,490 ) $ (4,075 ) Foreign currency forward contracts $ 6,464 $ 1,614 Cost of revenue $ 1,353 $ (1,953 ) Derivatives not designated as hedging instruments Amount of (Loss)/Gain Recognized in Net Income Location of (Loss)/Gain Recognized in Net Income September 30, 2018 September 30, 2017 Commodity forward contracts $ (4,233 ) $ 2,956 Other, net Foreign currency forward contracts $ 3,668 $ (3,865 ) Other, net The following tables present the effect of our derivative financial instruments on the condensed consolidated statements of operations and the condensed consolidated statements of comprehensive income for the nine months ended September 30, 2018 and 2017: Derivatives designated as hedging instruments Amount of Deferred Gain/(Loss) Recognized in Other Comprehensive Income/(Loss) Location of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income Amount of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Foreign currency forward contracts $ 22,993 $ (56,479 ) Net revenue $ (20,438 ) $ 3,678 Foreign currency forward contracts $ 11,122 $ 23,041 Cost of revenue $ 3,189 $ (13,356 ) Foreign currency forward contracts $ — $ — Other, net $ (1,376 ) $ — Derivatives not designated as hedging instruments Amount of (Loss)/Gain Recognized in Net Income Location of (Loss)/Gain Recognized in Net Income September 30, 2018 September 30, 2017 Commodity forward contracts $ (8,854 ) $ 6,439 Other, net Foreign currency forward contracts $ 4,494 $ (10,542 ) Other, net |
Other, Net (Tables)
Other, Net (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Other Income and Expenses [Abstract] | |
Schedule of other, net | Other, net consisted of the following for the three and nine months ended September 30, 2018 and 2017: For the three months ended For the nine months ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Currency remeasurement (loss)/gain on net monetary assets $ (9,568 ) $ 3,989 $ (18,497 ) $ 11,010 Gain/(loss) on foreign currency forward contracts 3,668 (3,865 ) 3,118 (10,542 ) (Loss)/gain on commodity forward contracts (4,233 ) 2,956 (8,854 ) 6,439 Loss on debt financing — — (2,350 ) — Net periodic benefit cost, excluding service cost (1) (285 ) (278 ) (799 ) (1,500 ) Other (163 ) 32 1,115 283 Other, net $ (10,581 ) $ 2,834 $ (26,267 ) $ 5,690 (1) On January 1, 2018, we adopted FASB ASU No. 2017-07, which requires the service cost component and other components of net periodic benefit cost to be presented separately on the condensed consolidated statements of operations. Refer to Note 2, "New Accounting Standards" and Note 8, "Pension and Other Post-Retirement Benefits" for additional details. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information by segment | The following table presents Net revenue and Segment profit for the reported segments and other operating results not allocated to the reported segments for the three and nine months ended September 30, 2018 and 2017: For the three months ended For the nine months ended September 30, 2018 September 30, 2017 September 30, 2018 September 30, 2017 Net revenue: Performance Sensing $ 649,611 $ 603,932 $ 1,988,657 $ 1,825,904 Sensing Solutions 223,941 215,122 685,048 640,295 Total net revenue $ 873,552 $ 819,054 $ 2,673,705 $ 2,466,199 Segment profit (as defined above): Performance Sensing $ 178,391 $ 162,655 $ 535,166 $ 483,491 Sensing Solutions 73,295 72,372 224,249 209,911 Total segment profit 251,686 235,027 759,415 693,402 Corporate and other (48,154 ) (53,101 ) (156,472 ) (151,181 ) Amortization of intangible assets (33,911 ) (40,317 ) (103,574 ) (121,578 ) Restructuring and other charges, net 52,698 (1,329 ) 48,688 (18,768 ) Profit from operations 222,319 140,280 548,057 401,875 Interest expense, net (38,058 ) (40,263 ) (114,808 ) (120,578 ) Other, net (10,581 ) 2,834 (26,267 ) 5,690 Income before taxes $ 173,680 $ 102,851 $ 406,982 $ 286,987 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of weighted-average ordinary shares outstanding | For the three and nine months ended September 30, 2018 and 2017, the weighted-average ordinary shares outstanding for basic and diluted net income per share were as follows: For the three months ended For the nine months ended September 30, September 30, September 30, September 30, Basic weighted-average ordinary shares outstanding 167,290 171,269 170,045 171,116 Dilutive effect of stock options 886 618 898 567 Dilutive effect of unvested restricted securities 418 358 438 340 Diluted weighted-average ordinary shares outstanding 168,594 172,245 171,381 172,023 |
Schedule of antidilutive securities | These potential ordinary shares are as follows: For the three months ended For the nine months ended September 30, September 30, September 30, September 30, Anti-dilutive shares excluded 983 1,584 894 1,635 Contingently issuable shares excluded 807 884 801 783 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue Recognition and Deferred Revenue [Abstract] | |
Disaggregation of Revenue | The following tables present revenue by segment, further disaggregated by end market: For the three months ended September 30, 2018 For the three months ended September 30, 2017 Performance Sensing Sensing Solutions Total Performance Sensing Sensing Solutions Total Automotive $ 507,961 $ 11,544 $ 519,505 $ 485,277 $ 11,809 $ 497,086 HVOR 141,650 — 141,650 118,655 — 118,655 Appliance and HVAC — 53,505 53,505 — 51,976 51,976 Industrial — 84,057 84,057 — 78,424 78,424 Aerospace — 41,062 41,062 — 38,249 38,249 Other — 33,773 33,773 — 34,664 34,664 Total $ 649,611 $ 223,941 $ 873,552 $ 603,932 $ 215,122 $ 819,054 For the nine months ended September 30, 2018 For the nine months ended September 30, 2017 Performance Sensing Sensing Solutions Total Performance Sensing Sensing Solutions Total Automotive $ 1,570,340 $ 38,402 $ 1,608,742 $ 1,471,338 $ 38,143 $ 1,509,481 HVOR 418,317 — 418,317 354,566 — 354,566 Appliance and HVAC — 164,432 164,432 — 161,129 161,129 Industrial — 253,289 253,289 — 235,853 235,853 Aerospace — 123,268 123,268 — 113,305 113,305 Other — 105,657 105,657 — 91,865 91,865 Total $ 1,988,657 $ 685,048 $ 2,673,705 $ 1,825,904 $ 640,295 $ 2,466,199 |
Business Description and Basi_2
Business Description and Basis of Presentation (Details) | 9 Months Ended |
Sep. 30, 2018segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of businesses | 2 |
New Accounting Standards (Detai
New Accounting Standards (Details) - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Investment [Line Items] | ||
Future payments | $ 68.6 | |
Series B Preferred Stock | Quanergy | ||
Investment [Line Items] | ||
Equity investment | $ 50 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Inventory, Net [Abstract] | ||
Finished goods | $ 202,819 | $ 195,089 |
Work-in-process | 102,611 | 92,678 |
Raw materials | 183,821 | 158,362 |
Inventories | $ 489,251 | $ 446,129 |
Shareholders' Equity - Narrativ
Shareholders' Equity - Narrative (Details) - USD ($) | Feb. 16, 2018 | Mar. 27, 2018 | Sep. 30, 2018 | Oct. 30, 2018 | May 31, 2018 | Mar. 28, 2018 | Dec. 31, 2017 |
Equity, Class of Treasury Stock [Line Items] | |||||||
Ordinary shares, shares authorized (in shares) | 400,000,000 | 177,069,000 | 177,100,000 | 400,000,000 | |||
Reduction in retained earnings | $ 286,100,000 | ||||||
Share repurchase program, authorized amount | $ 250,000,000 | $ 400,000,000 | |||||
Share repurchase program, number of shares repurchased (in shares) | 7,571,000 | ||||||
share repurchase program, total purchase price | $ 399,417,000 | $ 288,478,000 | |||||
Share reissued prior to merger (in shares) | 0 | ||||||
Subsequent Event | |||||||
Equity, Class of Treasury Stock [Line Items] | |||||||
Share repurchase program, authorized amount | $ 250,000,000 |
Shareholders' Equity - AOCI Rol
Shareholders' Equity - AOCI Roll Forward (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance as of December 31, 2017 | $ 2,345,626 | |||
Other comprehensive income/(loss) | $ 13,953 | $ (6,510) | 44,203 | $ (16,331) |
Balance as of September 30, 2018 | 2,355,498 | 2,355,498 | ||
Cash Flow Hedges | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance as of December 31, 2017 | (28,179) | |||
Other comprehensive income before reclassifications, net of tax | 25,586 | |||
Reclassifications from accumulated other comprehensive loss, net of tax | 13,969 | |||
Other comprehensive income/(loss) | 39,555 | |||
Balance as of September 30, 2018 | 11,376 | 11,376 | ||
Defined Benefit and Retiree Healthcare Plans | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance as of December 31, 2017 | (34,985) | |||
Other comprehensive income before reclassifications, net of tax | 3,821 | |||
Reclassifications from accumulated other comprehensive loss, net of tax | 827 | |||
Other comprehensive income/(loss) | 4,648 | |||
Balance as of September 30, 2018 | (30,337) | (30,337) | ||
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Balance as of December 31, 2017 | (63,164) | |||
Other comprehensive income before reclassifications, net of tax | 29,407 | |||
Reclassifications from accumulated other comprehensive loss, net of tax | 14,796 | |||
Other comprehensive income/(loss) | 44,203 | |||
Balance as of September 30, 2018 | $ (18,961) | $ (18,961) |
Shareholders' Equity - AOCI Rec
Shareholders' Equity - AOCI Reclassifications (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of revenue | $ 558,334 | $ 527,239 | $ 1,723,300 | $ 1,600,163 |
Other, net | (10,581) | 2,834 | (26,267) | 5,690 |
Restructuring and other charges, net | (52,698) | 1,329 | (48,688) | 18,768 |
Income before taxes | 173,680 | 102,851 | 406,982 | 286,987 |
Provision for income taxes | (24,562) | (14,816) | (62,086) | (47,759) |
Net income | 149,118 | 88,035 | 344,896 | 239,228 |
Loss/(Gain) Reclassified from Accumulated Other Comprehensive Loss | Derivative instruments designated and qualifying as cash flow hedges: | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Income before taxes | 137 | 6,028 | 18,625 | 9,678 |
Provision for income taxes | (34) | (1,507) | (4,656) | (2,420) |
Net income | 103 | 4,521 | 13,969 | 7,258 |
Loss/(Gain) Reclassified from Accumulated Other Comprehensive Loss | Derivative instruments designated and qualifying as cash flow hedges: | Foreign currency forward contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net revenue | 1,490 | 4,075 | 20,438 | (3,678) |
Cost of revenue | (1,353) | 1,953 | (3,189) | 13,356 |
Other, net | 0 | 0 | 1,376 | 0 |
Loss/(Gain) Reclassified from Accumulated Other Comprehensive Loss | Defined benefit and retiree healthcare plans | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Other, net | 171 | 297 | 488 | 1,557 |
Restructuring and other charges, net | 228 | 0 | 228 | 0 |
Income before taxes | 399 | 297 | 716 | 1,557 |
Provision for income taxes | (32) | (23) | 111 | (68) |
Net income | $ 367 | $ 274 | $ 827 | $ 1,489 |
Restructuring and Other Charg_3
Restructuring and Other Charges, Net - Schedule of Restructuring and Other Charges, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||||
Severance costs, net | $ 4,888 | $ (418) | $ 8,208 | $ 11,747 |
Facility and other exit costs | 187 | 1,747 | 877 | 7,021 |
Gain on sale of business | (63,688) | 0 | (63,688) | 0 |
Other | 5,915 | 0 | 5,915 | 0 |
Restructuring and other charges, net | (52,698) | $ 1,329 | (48,688) | $ 18,768 |
Valves Business | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Other | $ 5,900 | $ 5,900 |
Restructuring and Other Charg_4
Restructuring and Other Charges, Net - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($)manufacturing_site | |
Restructuring Cost and Reserve [Line Items] | ||||
Severance costs, net | $ 4,888 | $ (418) | $ 8,208 | $ 11,747 |
Facility and other exit costs | $ 187 | 1,747 | $ 877 | 7,021 |
Germany | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Severance costs, net | 8,400 | |||
Facility and other exit costs | $ 1,300 | 2,400 | ||
Europe | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Facility and other exit costs | $ 3,100 | |||
Number of manufacturing sites, consolidated | manufacturing_site | 2 |
Restructuring and Other Charg_5
Restructuring and Other Charges, Net - Schedule of Changes to Restructuring Liability (Details) - Severance $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Restructuring Reserve [Roll Forward] | |
Balance at December 31, 2017 | $ 7,583 |
Charges, net of reversals | 8,208 |
Payments | (6,555) |
Impact of changes in foreign currency exchange rates | (103) |
Balance at September 30, 2018 | $ 9,133 |
Debt - Debt Schedule (Details)
Debt - Debt Schedule (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Less: discount | $ (15,857) | $ (14,424) |
Less: deferred financing costs | (24,308) | (27,758) |
Less: current portion | (7,228) | (9,802) |
Long-term debt, net | 3,220,401 | 3,225,810 |
Capital lease and other financing obligations | 30,698 | 34,657 |
Less: current portion | (6,150) | (5,918) |
Capital lease and other financing obligations, less current portion | 24,548 | 28,739 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Gross long-term debt | $ 917,794 | 927,794 |
4.875% Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 4.875% | |
Gross long-term debt | $ 500,000 | 500,000 |
5.625% Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.625% | |
Gross long-term debt | $ 400,000 | 400,000 |
5.0% Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.00% | |
Gross long-term debt | $ 700,000 | 700,000 |
6.25% Senior Notes | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 6.25% | |
Gross long-term debt | $ 750,000 | $ 750,000 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||
Payments for merger costs | $ 5,800,000 | ||
Accrued interest | $ 45,800,000 | $ 36,900,000 | |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Amount available under revolving credit facility | 416,000,000 | ||
Maximum borrowing capacity | 420,000,000 | ||
Letters of credit outstanding, amount | 4,000,000 | ||
Letter of Credit | |||
Debt Instrument [Line Items] | |||
Letters of credit outstanding, amount | $ 0 | ||
Other, net | |||
Debt Instrument [Line Items] | |||
Payments for merger costs | 2,400,000 | ||
Long-term Debt | |||
Debt Instrument [Line Items] | |||
Payments for merger costs | $ 3,500,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes | $ 24,562 | $ 14,816 | $ 62,086 | $ 47,759 |
Pension and Other Post-Retire_3
Pension and Other Post-Retirement Benefits - Schedule of components of net periodic benefit cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Restructuring and other charges, net | $ (52,698) | $ 1,329 | $ (48,688) | $ 18,768 |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Service cost | 766 | 682 | 2,439 | 1,981 |
Interest cost | 759 | 738 | 2,264 | 2,237 |
Expected return on plan assets | (645) | (757) | (1,953) | (2,294) |
Amortization of net loss | 492 | 363 | 1,227 | 1,088 |
Amortization of prior service (credit)/cost | (528) | (335) | (1,195) | (1,004) |
Loss on settlement | 207 | 269 | 752 | 1,473 |
Gain on curtailment | (296) | 0 | ||
Net periodic benefit cost/(credit) | 1,051 | 960 | 3,238 | 3,481 |
U.S. Plans | Defined Benefit | ||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Service cost | 0 | 0 | 0 | 0 |
Interest cost | 387 | 385 | 1,078 | 1,214 |
Expected return on plan assets | (415) | (527) | (1,251) | (1,617) |
Amortization of net loss | 235 | 291 | 835 | 854 |
Amortization of prior service (credit)/cost | 0 | 0 | 0 | 0 |
Loss on settlement | 207 | 269 | 752 | 1,473 |
Gain on curtailment | 0 | 0 | ||
Net periodic benefit cost/(credit) | 414 | 418 | 1,414 | 1,924 |
U.S. Plans | Retiree Healthcare | ||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Service cost | 9 | 21 | 47 | 64 |
Interest cost | 45 | 80 | 185 | 239 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of net loss | 20 | 8 | 20 | 32 |
Amortization of prior service (credit)/cost | (530) | (334) | (1,198) | (1,001) |
Loss on settlement | 0 | 0 | 0 | 0 |
Gain on curtailment | 0 | 0 | ||
Net periodic benefit cost/(credit) | (456) | (225) | (946) | (666) |
Non-U.S. Plans | Defined Benefit | ||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Service cost | 757 | 661 | 2,392 | 1,917 |
Interest cost | 327 | 273 | 1,001 | 784 |
Expected return on plan assets | (230) | (230) | (702) | (677) |
Amortization of net loss | 237 | 64 | 372 | 202 |
Amortization of prior service (credit)/cost | 2 | (1) | 3 | (3) |
Loss on settlement | 0 | 0 | 0 | 0 |
Gain on curtailment | (296) | 0 | ||
Net periodic benefit cost/(credit) | 1,093 | 767 | 2,770 | 2,223 |
Loss/(Gain) Reclassified from Accumulated Other Comprehensive Loss | Defined Benefit and Retiree Healthcare Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Restructuring and other charges, net | $ 228 | $ 0 | $ 228 | $ 0 |
Pension and Other Post-Retire_4
Pension and Other Post-Retirement Benefits - Schedule of adjustment impact (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net revenue | $ 873,552 | $ 819,054 | $ 2,673,705 | $ 2,466,199 |
Cost of revenue | 558,334 | 527,239 | 1,723,300 | 1,600,163 |
Research and development | 37,800 | 33,998 | 111,781 | 97,005 |
Selling, general and administrative | 73,886 | 75,891 | 235,681 | 226,810 |
Amortization of intangible assets | 33,911 | 40,317 | 103,574 | 121,578 |
Restructuring and other charges, net | (52,698) | 1,329 | (48,688) | 18,768 |
Total operating costs and expenses | 651,233 | 678,774 | 2,125,648 | 2,064,324 |
Profit from operations | 222,319 | 140,280 | 548,057 | 401,875 |
Interest expense, net | (38,058) | (40,263) | (114,808) | (120,578) |
Other, net | (10,581) | 2,834 | (26,267) | 5,690 |
Income before taxes | $ 173,680 | 102,851 | $ 406,982 | 286,987 |
As reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net revenue | 819,054 | 2,466,199 | ||
Cost of revenue | 527,432 | 1,601,190 | ||
Research and development | 34,002 | 97,032 | ||
Selling, general and administrative | 75,972 | 227,256 | ||
Amortization of intangible assets | 40,317 | 121,578 | ||
Restructuring and other charges, net | 1,329 | 18,768 | ||
Total operating costs and expenses | 679,052 | 2,065,824 | ||
Profit from operations | 140,002 | 400,375 | ||
Interest expense, net | (40,263) | (120,578) | ||
Other, net | 3,112 | 7,190 | ||
Income before taxes | 102,851 | 286,987 | ||
ASU No. 2017-07 Adjustment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net revenue | 0 | 0 | ||
Cost of revenue | (193) | (1,027) | ||
Research and development | (4) | (27) | ||
Selling, general and administrative | (81) | (446) | ||
Amortization of intangible assets | 0 | 0 | ||
Restructuring and other charges, net | 0 | 0 | ||
Total operating costs and expenses | (278) | (1,500) | ||
Profit from operations | 278 | 1,500 | ||
Interest expense, net | 0 | 0 | ||
Other, net | (278) | (1,500) | ||
Income before taxes | $ 0 | $ 0 |
Share-Based Payment Plans - Sha
Share-Based Payment Plans - Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 6,311 | $ 5,097 | $ 17,813 | $ 15,106 |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 1,381 | 1,575 | 4,459 | 5,055 |
Restricted securities | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 4,930 | $ 3,522 | $ 13,354 | $ 10,051 |
Share-Based Payment Plans - Equ
Share-Based Payment Plans - Equity Awards (Details) shares in Thousands | 9 Months Ended |
Sep. 30, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 4 years |
Tranche One | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25.00% |
Tranche Two | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25.00% |
Tranche Three | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25.00% |
Tranche Four | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 25.00% |
PRSUs | Vesting Percentage 0.00% to 172.5% | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 0.00% |
PRSUs | Vesting Percentage 0.00% to 172.5% | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 172.50% |
PRSUs | Vesting Percent 0.00% to 150.0% | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 0.00% |
PRSUs | Vesting Percent 0.00% to 150.0% | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 150.00% |
Various executives and employees | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of options granted (in shares) | shares | 307 |
Weighted-average grant date fair value of options (in dollars per share) | $ / shares | $ 15.70 |
Various executives and employees | RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of units granted (in shares) | shares | 148 |
Weighted average grant date fair value of units (in dollars per share) | $ / shares | $ 52.02 |
Various executives and employees | PRSUs | Vesting Percentage 0.00% to 172.5% | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of units granted (in shares) | shares | 118 |
Weighted average grant date fair value of units (in dollars per share) | $ / shares | $ 51.83 |
Various executives and employees | PRSUs | Vesting Percent 0.00% to 150.0% | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of units granted (in shares) | shares | 63 |
Weighted average grant date fair value of units (in dollars per share) | $ / shares | $ 51.83 |
Directors | RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of units granted (in shares) | shares | 23 |
Weighted average grant date fair value of units (in dollars per share) | $ / shares | $ 52.47 |
Share-Based Payment Plans - Opt
Share-Based Payment Plans - Option Exercises (Details) shares in Thousands | 9 Months Ended |
Sep. 30, 2018shares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Option exercised (in shares) | 170 |
Fair Value Measures - Schedule
Fair Value Measures - Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - Level 2 - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Assets | ||
Total | $ 20,116 | $ 10,413 |
Liabilities | ||
Total | 10,086 | 42,073 |
Foreign currency forward contracts | ||
Assets | ||
Total | 19,539 | 3,955 |
Liabilities | ||
Total | 4,728 | 40,969 |
Commodity forward contracts | ||
Assets | ||
Total | 577 | 6,458 |
Liabilities | ||
Total | $ 5,358 | $ 1,104 |
Fair Value Measures - Narrative
Fair Value Measures - Narrative (Details) $ in Millions | Sep. 30, 2018USD ($) |
Quanergy | Series B Preferred Stock | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Equity investment | $ 50 |
Fair Value Measures - Financial
Fair Value Measures - Financial Instruments Not Recorded at Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
4.875% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Stated interest rate | 4.875% | |
5.625% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Stated interest rate | 5.625% | |
5.0% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Stated interest rate | 5.00% | |
6.25% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Stated interest rate | 6.25% | |
Carrying Value | Term Loan | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | $ 917,794 | $ 927,794 |
Carrying Value | 4.875% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 500,000 | 500,000 |
Carrying Value | 5.625% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 400,000 | 400,000 |
Carrying Value | 5.0% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 700,000 | 700,000 |
Carrying Value | 6.25% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 750,000 | 750,000 |
Level 2 | Term Loan | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 922,383 | 930,114 |
Level 2 | 4.875% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 500,000 | 521,875 |
Level 2 | 5.625% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 413,000 | 439,000 |
Level 2 | 5.0% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 694,750 | 741,125 |
Level 2 | 6.25% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | $ 789,375 | $ 813,750 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Narrative (Details) | Sep. 30, 2018USD ($) |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Foreign currency cash flow gain to be reclassified during next 12 months | $ 12,300,000 |
Termination value of outstanding derivatives in a liability position | 10,200,000 |
Collateral already posted, aggregate fair value | $ 0 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Schedule of Derivative Instruments (Details) - Sep. 30, 2018 € in Millions, ₩ in Millions, ¥ in Millions, ¥ in Millions, £ in Millions, RM in Millions, $ in Millions | EUR (€)oztlb$ / lb$ / ozt$ / $$ / ¥€ / $$ / RM$ / ¥£ / $$ / ₩ | KRW (₩)oztlb$ / lb$ / ozt$ / $$ / ¥€ / $$ / RM$ / ¥£ / $$ / ₩ | MXN ($)oztlb$ / lb$ / ozt$ / $$ / ¥€ / $$ / RM$ / ¥£ / $$ / ₩ | GBP (£)oztlb$ / lb$ / ozt$ / $$ / ¥€ / $$ / RM$ / ¥£ / $$ / ₩ | CNY (¥)oztlb$ / lb$ / ozt$ / $$ / ¥€ / $$ / RM$ / ¥£ / $$ / ₩ | MYR (RM)oztlb$ / lb$ / ozt$ / $$ / ¥€ / $$ / RM$ / ¥£ / $$ / ₩ | JPY (¥)oztlb$ / lb$ / ozt$ / $$ / ¥€ / $$ / RM$ / ¥£ / $$ / ₩ |
Foreign currency forward contracts | Not designated | Euro to U.S. Dollar Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | € | € 39 | ||||||
Weighted- Average Strike Rate | € / $ | 1.18 | 1.18 | 1.18 | 1.18 | 1.18 | 1.18 | 1.18 |
Foreign currency forward contracts | Not designated | U.S. Dollar to Chinese Renminbi Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | ¥ | ¥ 432 | ||||||
Weighted- Average Strike Rate | $ / ¥ | 6.91 | 6.91 | 6.91 | 6.91 | 6.91 | 6.91 | 6.91 |
Foreign currency forward contracts | Not designated | U.S. Dollar to Japanese Yen Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | ¥ | ¥ 300 | ||||||
Weighted- Average Strike Rate | $ / ¥ | 112.75 | 112.75 | 112.75 | 112.75 | 112.75 | 112.75 | 112.75 |
Foreign currency forward contracts | Not designated | U.S. Dollar to Malaysian Ringgit Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | RM | RM 27 | ||||||
Weighted- Average Strike Rate | $ / RM | 4.13 | 4.13 | 4.13 | 4.13 | 4.13 | 4.13 | 4.13 |
Foreign currency forward contracts | Not designated | U.S. Dollar to Mexican Peso Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | $ | $ 283 | ||||||
Weighted- Average Strike Rate | $ / $ | 19.05 | 19.05 | 19.05 | 19.05 | 19.05 | 19.05 | 19.05 |
Foreign currency forward contracts | Not designated | British Pound Sterling to U.S. Dollar Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | £ | £ 1.6 | ||||||
Weighted- Average Strike Rate | £ / $ | 1.32 | 1.32 | 1.32 | 1.32 | 1.32 | 1.32 | 1.32 |
Foreign currency forward contracts | Designated | Euro to U.S. Dollar Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | € | € 338.2 | ||||||
Weighted- Average Strike Rate | € / $ | 1.21 | 1.21 | 1.21 | 1.21 | 1.21 | 1.21 | 1.21 |
Foreign currency forward contracts | Designated | U.S. Dollar to Chinese Renminbi Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | ¥ | ¥ 270.3 | ||||||
Weighted- Average Strike Rate | $ / ¥ | 6.74 | 6.74 | 6.74 | 6.74 | 6.74 | 6.74 | 6.74 |
Foreign currency forward contracts | Designated | U.S. Dollar to Japanese Yen Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | ¥ | ¥ 205.9 | ||||||
Weighted- Average Strike Rate | $ / ¥ | 106.55 | 106.55 | 106.55 | 106.55 | 106.55 | 106.55 | 106.55 |
Foreign currency forward contracts | Designated | U.S. Dollar to Korean Won Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | ₩ | ₩ 29,357.3 | ||||||
Weighted- Average Strike Rate | $ / ₩ | 1,097.69 | 1,097.69 | 1,097.69 | 1,097.69 | 1,097.69 | 1,097.69 | 1,097.69 |
Foreign currency forward contracts | Designated | U.S. Dollar to Malaysian Ringgit Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | RM | RM 0.4 | ||||||
Weighted- Average Strike Rate | $ / RM | 4.53 | 4.53 | 4.53 | 4.53 | 4.53 | 4.53 | 4.53 |
Foreign currency forward contracts | Designated | U.S. Dollar to Mexican Peso Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | $ | $ 2,655.1 | ||||||
Weighted- Average Strike Rate | $ / $ | 20.53 | 20.53 | 20.53 | 20.53 | 20.53 | 20.53 | 20.53 |
Foreign currency forward contracts | Designated | British Pound Sterling to U.S. Dollar Exchange Rate | |||||||
Hedges of Foreign Currency Risk | |||||||
Notional | £ | £ 41.9 | ||||||
Weighted- Average Strike Rate | £ / $ | 1.34 | 1.34 | 1.34 | 1.34 | 1.34 | 1.34 | 1.34 |
Silver | Not designated | |||||||
Hedges of Commodity Risk | |||||||
Notional | ozt | 982,226 | 982,226 | 982,226 | 982,226 | 982,226 | 982,226 | 982,226 |
Weighted-Average Strike Price Per Unit (in dollars per unit) | $ / ozt | 17.03 | 17.03 | 17.03 | 17.03 | 17.03 | 17.03 | 17.03 |
Gold | Not designated | |||||||
Hedges of Commodity Risk | |||||||
Notional | ozt | 9,091 | 9,091 | 9,091 | 9,091 | 9,091 | 9,091 | 9,091 |
Weighted-Average Strike Price Per Unit (in dollars per unit) | $ / ozt | 1,317.90 | 1,317.90 | 1,317.90 | 1,317.90 | 1,317.90 | 1,317.90 | 1,317.90 |
Nickel | Not designated | |||||||
Hedges of Commodity Risk | |||||||
Notional | lb | 264,885 | 264,885 | 264,885 | 264,885 | 264,885 | 264,885 | 264,885 |
Weighted-Average Strike Price Per Unit (in dollars per unit) | $ / lb | 5.74 | 5.74 | 5.74 | 5.74 | 5.74 | 5.74 | 5.74 |
Aluminum | Not designated | |||||||
Hedges of Commodity Risk | |||||||
Notional | lb | 2,095,560 | 2,095,560 | 2,095,560 | 2,095,560 | 2,095,560 | 2,095,560 | 2,095,560 |
Weighted-Average Strike Price Per Unit (in dollars per unit) | $ / lb | 0.98 | 0.98 | 0.98 | 0.98 | 0.98 | 0.98 | 0.98 |
Copper | Not designated | |||||||
Hedges of Commodity Risk | |||||||
Notional | lb | 2,726,545 | 2,726,545 | 2,726,545 | 2,726,545 | 2,726,545 | 2,726,545 | 2,726,545 |
Weighted-Average Strike Price Per Unit (in dollars per unit) | $ / lb | 3.27 | 3.27 | 3.27 | 3.27 | 3.27 | 3.27 | 3.27 |
Platinum | Not designated | |||||||
Hedges of Commodity Risk | |||||||
Notional | ozt | 7,823 | 7,823 | 7,823 | 7,823 | 7,823 | 7,823 | 7,823 |
Weighted-Average Strike Price Per Unit (in dollars per unit) | $ / ozt | 941.73 | 941.73 | 941.73 | 941.73 | 941.73 | 941.73 | 941.73 |
Palladium | Not designated | |||||||
Hedges of Commodity Risk | |||||||
Notional | ozt | 1,300 | 1,300 | 1,300 | 1,300 | 1,300 | 1,300 | 1,300 |
Weighted-Average Strike Price Per Unit (in dollars per unit) | $ / ozt | 933.99 | 933.99 | 933.99 | 933.99 | 933.99 | 933.99 | 933.99 |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Designated | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | $ 18,796 | $ 3,949 |
Liability Derivatives | 4,591 | 39,687 |
Not designated | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 1,320 | 6,464 |
Liability Derivatives | 5,495 | 2,386 |
Foreign currency forward contracts | Designated | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 14,786 | 3,576 |
Foreign currency forward contracts | Designated | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 4,010 | 373 |
Foreign currency forward contracts | Designated | Accrued expenses and other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 4,048 | 32,806 |
Foreign currency forward contracts | Designated | Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 543 | 6,881 |
Foreign currency forward contracts | Not designated | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 743 | 6 |
Foreign currency forward contracts | Not designated | Accrued expenses and other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 137 | 1,282 |
Commodity forward contracts | Not designated | Prepaid expenses and other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 546 | 5,403 |
Commodity forward contracts | Not designated | Other assets | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 31 | 1,055 |
Commodity forward contracts | Not designated | Accrued expenses and other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 4,592 | 1,006 |
Commodity forward contracts | Not designated | Other long-term liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | $ 766 | $ 98 |
Derivative Instruments and He_6
Derivative Instruments and Hedging Activities - Income Statement Disclosures (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Foreign currency forward contracts | Net revenue | Designated | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Deferred Gain/(Loss) Recognized in Other Comprehensive Income/(Loss) | $ 7,190 | $ (16,688) | $ 22,993 | $ (56,479) |
Amount of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income | (1,490) | (4,075) | (20,438) | 3,678 |
Foreign currency forward contracts | Cost of revenue | Designated | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Deferred Gain/(Loss) Recognized in Other Comprehensive Income/(Loss) | 6,464 | 1,614 | 11,122 | 23,041 |
Amount of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income | 1,353 | (1,953) | 3,189 | (13,356) |
Foreign currency forward contracts | Other, net | Designated | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Deferred Gain/(Loss) Recognized in Other Comprehensive Income/(Loss) | 0 | 0 | ||
Amount of Net (Loss)/Gain Reclassified from Accumulated Other Comprehensive Loss into Net Income | (1,376) | 0 | ||
Foreign currency forward contracts | Other, net | Not designated | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of (Loss)/Gain Recognized in Net Income | 3,668 | (3,865) | 4,494 | (10,542) |
Commodity forward contracts | Other, net | Not designated | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of (Loss)/Gain Recognized in Net Income | $ (4,233) | $ 2,956 | $ (8,854) | $ 6,439 |
Other, Net (Details)
Other, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Other Income and Expenses [Abstract] | ||||
Currency remeasurement (loss)/gain on net monetary assets | $ (9,568) | $ 3,989 | $ (18,497) | $ 11,010 |
Gain/(loss) on foreign currency forward contracts | 3,668 | (3,865) | 3,118 | (10,542) |
(Loss)/gain on commodity forward contracts | (4,233) | 2,956 | (8,854) | 6,439 |
Loss on debt financing | 0 | 0 | (2,350) | 0 |
Net periodic benefit cost, excluding service cost | (285) | (278) | (799) | (1,500) |
Other | (163) | 32 | 1,115 | 283 |
Other, net | $ (10,581) | $ 2,834 | $ (26,267) | $ 5,690 |
Segment Reporting (Details)
Segment Reporting (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)segment | Sep. 30, 2017USD ($) | |
Segment Reporting [Abstract] | ||||
Number of reporting segments | segment | 2 | |||
Reconciliation from Segment Totals to Consolidated [Abstract] | ||||
Profit from operations | $ 222,319 | $ 140,280 | $ 548,057 | $ 401,875 |
Amortization of intangible assets | (33,911) | (40,317) | (103,574) | (121,578) |
Restructuring and other charges, net | 52,698 | (1,329) | 48,688 | (18,768) |
Interest expense, net | (38,058) | (40,263) | (114,808) | (120,578) |
Other, net | (10,581) | 2,834 | (26,267) | 5,690 |
Income before taxes | 173,680 | 102,851 | 406,982 | 286,987 |
Operating segments | ||||
Reconciliation from Segment Totals to Consolidated [Abstract] | ||||
Net revenue | 873,552 | 819,054 | 2,673,705 | 2,466,199 |
Profit from operations | 251,686 | 235,027 | 759,415 | 693,402 |
Operating segments | Performance Sensing | ||||
Reconciliation from Segment Totals to Consolidated [Abstract] | ||||
Net revenue | 649,611 | 603,932 | 1,988,657 | 1,825,904 |
Profit from operations | 178,391 | 162,655 | 535,166 | 483,491 |
Operating segments | Sensing Solutions | ||||
Reconciliation from Segment Totals to Consolidated [Abstract] | ||||
Net revenue | 223,941 | 215,122 | 685,048 | 640,295 |
Profit from operations | 73,295 | 72,372 | 224,249 | 209,911 |
Corporate and other | ||||
Reconciliation from Segment Totals to Consolidated [Abstract] | ||||
Profit from operations | (48,154) | (53,101) | (156,472) | (151,181) |
Segment reconciling items | ||||
Reconciliation from Segment Totals to Consolidated [Abstract] | ||||
Amortization of intangible assets | (33,911) | (40,317) | (103,574) | (121,578) |
Restructuring and other charges, net | $ 52,698 | $ (1,329) | $ 48,688 | $ (18,768) |
Net Income per Share - Schedule
Net Income per Share - Schedule of Weighted Average Number of Shares (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Weighted Average Number of Shares Outstanding, Diluted [Abstract] | ||||
Basic weighted-average ordinary shares outstanding (in shares) | 167,290 | 171,269 | 170,045 | 171,116 |
Dilutive effect of stock options (in shares) | 886 | 618 | 898 | 567 |
Dilutive effect of unvested restricted securities (in shares) | 418 | 358 | 438 | 340 |
Diluted weighted-average ordinary shares outstanding (in shares) | 168,594 | 172,245 | 171,381 | 172,023 |
Net Income per Share - Schedu_2
Net Income per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Anti-dilutive shares excluded | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 983 | 1,584 | 894 | 1,635 |
Contingently issuable shares excluded | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 807 | 884 | 801 | 783 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Net revenue | $ 873,552 | $ 819,054 | $ 2,673,705 | $ 2,466,199 |
Warranty term after customer resells | 12 years | |||
Minimum | ||||
Disaggregation of Revenue [Line Items] | ||||
Warranty term | 12 months | |||
Maximum | ||||
Disaggregation of Revenue [Line Items] | ||||
Warranty term | 18 months | |||
Performance Sensing | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 649,611 | 603,932 | $ 1,988,657 | 1,825,904 |
Sensing Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 223,941 | 215,122 | 685,048 | 640,295 |
Automotive | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 519,505 | 497,086 | 1,608,742 | 1,509,481 |
Automotive | Performance Sensing | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 507,961 | 485,277 | 1,570,340 | 1,471,338 |
Automotive | Sensing Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 11,544 | 11,809 | 38,402 | 38,143 |
HVOR | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 141,650 | 118,655 | 418,317 | 354,566 |
HVOR | Performance Sensing | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 141,650 | 118,655 | 418,317 | 354,566 |
HVOR | Sensing Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 0 | 0 | 0 | 0 |
Appliance and HVAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 53,505 | 51,976 | 164,432 | 161,129 |
Appliance and HVAC | Performance Sensing | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 0 | 0 | 0 | 0 |
Appliance and HVAC | Sensing Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 53,505 | 51,976 | 164,432 | 161,129 |
Industrial | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 84,057 | 78,424 | 253,289 | 235,853 |
Industrial | Performance Sensing | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 0 | 0 | 0 | 0 |
Industrial | Sensing Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 84,057 | 78,424 | 253,289 | 235,853 |
Aerospace | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 41,062 | 38,249 | 123,268 | 113,305 |
Aerospace | Performance Sensing | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 0 | 0 | 0 | 0 |
Aerospace | Sensing Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 41,062 | 38,249 | 123,268 | 113,305 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 33,773 | 34,664 | 105,657 | 91,865 |
Other | Performance Sensing | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | 0 | 0 | 0 | 0 |
Other | Sensing Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue | $ 33,773 | $ 34,664 | $ 105,657 | $ 91,865 |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Details) - USD ($) $ in Thousands | Aug. 31, 2018 | May 22, 2018 | Dec. 31, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Disposal group, costs | $ 5,915 | $ 0 | $ 5,915 | $ 0 | |||
Valves Business | Disposal Group, Held-for-sale, Not Discontinued Operations | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Period of continuing involvement after disposal | 5 years | ||||||
Disposal group, consideration | $ 165,500 | ||||||
Disposal group, cash and cash equivalents | 11,800 | ||||||
Gain on sale | 63,700 | ||||||
Disposal group, costs | 5,900 | ||||||
Disposal group, liabilities | $ 16,400 | ||||||
Scenario, Forecast | GIGAVAC, LLC | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Business acquisition, purchase price | $ 233,000 |