Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Apr. 01, 2016 | Apr. 22, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Apr. 1, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | MTSI | |
Entity Registrant Name | M/A-COM TECHNOLOGY SOLUTIONS HOLDINGS, INC. | |
Entity Central Index Key | 1,493,594 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 53,384,356 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Apr. 01, 2016 | Oct. 02, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 58,187 | $ 122,312 |
Short term investments | 23,632 | 39,557 |
Accounts receivable, (less allowances of $3,330 and $5,745, respectively) | 91,604 | 83,950 |
Inventories | 106,972 | 79,943 |
Deferred income taxes | 31,431 | |
Income tax receivable | 16,077 | 15,854 |
Prepaid and other current assets | 11,553 | 11,172 |
Total current assets | 308,025 | 384,219 |
Property and equipment, net | 99,637 | 83,759 |
Goodwill | 117,835 | 93,346 |
Intangible assets, net | 279,535 | 243,666 |
Deferred income taxes | 83,909 | 48,239 |
Other long-term assets | 11,457 | 13,022 |
TOTAL ASSETS | 900,398 | 866,251 |
Current liabilities: | ||
Current portion of long-term debt | 4,499 | 4,058 |
Accounts payable | 30,037 | 29,311 |
Accrued liabilities | 48,298 | 38,107 |
Total current liabilities | 82,834 | 71,476 |
Long-term debt | 341,396 | 340,504 |
Warrant liability | 40,901 | 21,822 |
Other long-term liabilities | 7,339 | 7,916 |
Deferred income taxes | 13,920 | |
Total liabilities | $ 486,390 | $ 441,718 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity: | ||
Common stock | $ 53 | $ 53 |
Accumulated other comprehensive income (loss) | 3,271 | (2,279) |
Additional paid-in capital | 536,156 | 526,011 |
Treasury stock, at cost | (330) | (330) |
Accumulated deficit | (125,142) | (98,922) |
Total stockholders' equity | 414,008 | 424,533 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 900,398 | $ 866,251 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Apr. 01, 2016 | Oct. 02, 2015 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 3,330 | $ 5,745 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Income Statement [Abstract] | ||||
Revenue | $ 133,579 | $ 102,431 | $ 249,353 | $ 198,987 |
Cost of revenue | 68,054 | 55,717 | 123,510 | 104,854 |
Gross profit | 65,525 | 46,714 | 125,843 | 94,133 |
Operating expenses: | ||||
Research and development | 26,203 | 20,439 | 51,525 | 39,221 |
Selling, general and administrative | 34,617 | 28,247 | 69,303 | 53,475 |
Impairment charges | 11,005 | 11,005 | ||
Restructuring charges | 851 | 413 | 1,008 | 413 |
Total operating expenses | 72,676 | 49,099 | 132,841 | 93,109 |
Income from operations | (7,151) | (2,385) | (6,998) | 1,024 |
Other income (expense) | ||||
Warrant liability expense | (4,201) | (5,609) | (19,079) | (16,217) |
Interest expense, net | (4,408) | (4,723) | (8,754) | (9,446) |
Other (expense) income | (81) | (1,376) | 19 | (1,001) |
Total other expense, net | (8,690) | (11,708) | (27,814) | (26,664) |
Loss before income taxes | (15,841) | (14,093) | (34,812) | (25,640) |
Income tax benefit | (3,796) | (2,917) | (5,997) | (4,500) |
Loss from continuing operations | (12,045) | (11,176) | (28,815) | (21,140) |
Income from discontinued operations | 1,396 | 3,639 | 2,595 | 7,297 |
Net loss | $ (10,649) | $ (7,537) | $ (26,220) | $ (13,843) |
Basic loss per share: | ||||
Loss from continuing operations | $ (0.23) | $ (0.22) | $ (0.54) | $ (0.43) |
Income from discontinued operations | 0.03 | 0.07 | 0.05 | 0.15 |
Loss per share - basic | (0.20) | (0.15) | (0.49) | (0.28) |
Diluted loss per share: | ||||
Loss from continuing operations | (0.23) | (0.22) | (0.54) | (0.43) |
Income from discontinued operations | 0.03 | 0.07 | 0.05 | 0.15 |
Loss per share - diluted | $ (0.20) | $ (0.15) | $ (0.49) | $ (0.28) |
Shares used: | ||||
Basic | 53,228 | 50,593 | 53,122 | 49,100 |
Diluted | 53,228 | 50,593 | 53,122 | 49,100 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Amounts Reclassified Out Of Accumulated Other Comprehensive Income Loss [Abstract] | ||||
Net loss | $ (10,649) | $ (7,537) | $ (26,220) | $ (13,843) |
Unrealized gain on short term investments, net of tax | 73 | 12 | ||
Foreign currency translation gain (loss), net of tax | 5,647 | (221) | 5,538 | (14) |
Other comprehensive income (loss), net of tax | 5,720 | (221) | 5,550 | (14) |
Total comprehensive loss | $ (4,929) | $ (7,758) | $ (20,670) | $ (13,857) |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Stockholders' Equity - 6 months ended Apr. 01, 2016 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] |
Balance at Oct. 02, 2015 | $ 424,533 | $ 53 | $ (330) | $ (2,279) | $ 526,011 | $ (98,922) |
Balance, Shares at Oct. 02, 2015 | 52,958 | 23 | ||||
Stock option exercises | 1,094 | 1,094 | ||||
Stock option exercises, Shares | 100 | |||||
Vesting of restricted common stock and units | 0 | $ 0 | $ 0 | 0 | 0 | 0 |
Vesting of restricted common stock and units, Shares | 454 | |||||
Issuance of common stock pursuant to employee stock purchase plan | 1,977 | 1,977 | ||||
Issuance of common stock pursuant to employee stock purchase plan, Shares | 72 | |||||
Shares repurchased for stock withholdings on restricted stock awards, Value | (6,152) | (6,152) | ||||
Shares repurchased for stock withholdings on restricted stock awards, Shares | (177) | |||||
Share-based compensation | 13,226 | 13,226 | ||||
Other comprehensive income, net of tax | 5,550 | 5,550 | ||||
Net income (loss) | (26,220) | (26,220) | ||||
Balance at Apr. 01, 2016 | $ 414,008 | $ 53 | $ (330) | $ 3,271 | $ 536,156 | $ (125,142) |
Balance, Shares at Apr. 01, 2016 | 53,407 | 23 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Apr. 01, 2016 | Apr. 03, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (26,220) | $ (13,843) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities (net of acquisitions): | ||
Depreciation and intangibles amortization | 34,078 | 24,872 |
Stock-based and other non-cash incentive compensation | 13,226 | 9,128 |
Warrant liability expense | 19,079 | 16,217 |
Acquired inventory step-up amortization | 2,084 | 4,037 |
Deferred financing cost amortization | 810 | 842 |
Prepaid compensation amortization | 3,241 | 4,466 |
Gain on disposition of business | (3,750) | |
Deferred income taxes | (4,569) | (1,216) |
Impairment charges | 12,955 | 3,500 |
Other adjustments, net | 298 | 101 |
Change in operating assets and liabilities (net of acquisitions): | ||
Accounts receivable | (203) | (3,345) |
Inventories | (13,415) | 3,358 |
Prepaid expenses and other assets | (993) | 679 |
Accounts payable | (2,880) | (5,549) |
Accrued and other liabilities | 2,072 | (9,864) |
Income taxes | (715) | (374) |
Prepaid compensation | (14,586) | |
Deferred revenue | (16,991) | |
Net cash provided by operating activities | 35,098 | 1,432 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of businesses, net | (85,516) | (208,369) |
Purchases of property and equipment | (16,962) | (14,036) |
Proceeds from sales and maturities of investments | 23,292 | |
Purchases of investments | (7,696) | |
Proceeds from discontinued operations | 3,750 | |
Strategic investments | (250) | |
Acquisition of intellectual property | (777) | (1,587) |
Net cash used in investing activities | (83,909) | (224,242) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payments on notes payable | (1,750) | (1,750) |
Proceeds from stock option exercises and employee stock purchases | 3,071 | 2,871 |
Payments of assumed debt | (9,120) | (1,232) |
Repurchase of common stock | (6,152) | (4,924) |
Payments of contingent consideration and other | (1,195) | (39) |
Proceeds from stock offering, net of issuance costs | 127,959 | |
Proceeds from revolving credit facility | 100,000 | |
Payments on revolving credit facility | (100,000) | |
Net cash (used in) provided by financing activities | (15,146) | 122,885 |
Foreign currency effect on cash | (168) | |
NET CHANGE IN CASH AND CASH EQUIVALENTS | (64,125) | (99,925) |
CASH AND CASH EQUIVALENTS - Beginning of period | 122,312 | 173,895 |
CASH AND CASH EQUIVALENTS - End of period | $ 58,187 | $ 73,970 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Apr. 01, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Unaudited Interim Financial Information The consolidated balance sheet at October 2, 2015 is as reported in our audited consolidated financial statements as of that date. Our accounting policies are described in the notes to our October 2, 2015 consolidated financial statements, which were included in our Annual Report on Form 10-K for our fiscal year ended October 2, 2015 filed with the SEC on November 24, 2015. We recommend that the financial statements included in this Quarterly Report on Form 10-Q be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for our fiscal year ended October 2, 2015. Immaterial Restatement Six Months Ended As reported Adjustment As adjusted Net cash provided by operating activities $ 16,018 $ (14,586 ) $ 1,432 Net cash used in investing activities $ (238,828 ) $ 14,586 $ (224,242 ) For additional information related to this and other acquisition related items refer to Note 3 - Acquisitions Principles of Consolidation— We have a 52 or 53-week fiscal year ending on the Friday closest to the last day of September. The fiscal years 2016 and 2015 include 52 weeks. To offset the effect of holidays, for fiscal years in which there are 53 weeks, we include the extra week arising in our fiscal years in the first quarter. Use of Estimates Recent Accounting Pronouncements In April 2015, the FASB issued ASU 2015-03 related to the simplification of the presentation of debt issuance costs. The standard requires entities to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs is reported as interest expense. The ASU provides that debt issuance costs are analogous to debt discounts and reduce the proceeds of borrowing which increases the effective interest rate. Prior to the amendment, debt issuance costs were reported in the balance sheet as an asset. The amended guidance is effective for financial statements issued for fiscal years beginning after December 15, 2015, and requires retrospective adoption. As of April 1, 2016, we have $6.3 million of unamortized deferred finance costs which under the amendment would be reclassified on our balance sheet. Any remaining deferred financing costs such as of September 30, 2016 will be reclassified when we adopt the amendment in fiscal 2017. In November 2015, the FASB issued Accounting Standards Update (ASU) No. 2015-17, Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU 2016-02, Leases In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, |
Acquisitions
Acquisitions | 6 Months Ended |
Apr. 01, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | 2. ACQUISITIONS Acquisition of FiBest Limited— We recognized the FiBest assets acquired and liabilities assumed based upon the fair value of such assets and liabilities measured as of the date of acquisition. The aggregate purchase price for FiBest is being allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess of the purchase price over the fair value of the acquired net assets represents cost and revenue synergies specific to the Company, as well as non-capitalizable intangible assets, such as the employee workforce acquired, and has been allocated to goodwill, none of which will be tax deductible. We expect to finalize our allocation of purchase price during calendar year 2016. The preliminary allocation of purchase price as of April 1, 2016, is as follows (in thousands): Six Months 2016 Preliminary Current assets $ 10,850 Intangible assets 45,650 Other assets 3,334 Total assets acquired 59,834 Liabilities assumed: Debt 11,627 Deferred income taxes 12,932 Other liabilities 3,968 Total liabilities assumed 28,527 Net assets acquired 31,307 Consideration: Cash paid upon closing, net of cash acquired 47,517 Goodwill $ 16,210 The components of the acquired intangible assets on a preliminary basis were as follows (in thousands): Amount Useful Lives Developed technology $ 9,400 7 Customer relationships 36,250 10 $ 45,650 The overall weighted-average life of the identified intangible assets acquired in the FiBest Acquisition is estimated to be 9.4 years and the assets are being amortized over their estimated useful lives based upon the pattern over which we expect to receive the economic benefit from these assets. The purchase accounting is preliminary and subject to completion including the areas of taxation and certain fair value measurements, particularly the finalization of the valuation assessment of the acquired tangible and intangible assets. The adjustments arising from the completion of the outstanding matters may materially affect the preliminary purchase accounting. The following is a summary of FiBest revenue and earnings included in MACOM’s accompanying condensed consolidated statements of operations for the three and six months ended months ended April 1, 2016 (in thousands): Three Months Six Months Revenue $ 8,435 $ 11,105 Loss before income taxes (1,747 ) (2,558 ) Unaudited Supplemental Pro Forma Data— Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Revenue $ 133,579 $ 109,763 $ 256,979 $ 213,651 Net loss (11,531 ) (8,798 ) (26,785 ) (19,115 ) Acquisition of Aeroflex/Metelics Inc.— We recognized the Metelics assets acquired and liabilities assumed based upon the fair value of such assets and liabilities measured as of the date of acquisition. The aggregate purchase price for Metelics is being allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess of the purchase price over the fair value of the acquired net assets represents cost and revenue synergies specific to the Company, as well as non-capitalizable intangible assets, such as the employee workforce acquired, and has been allocated to goodwill, which will be tax deductible due to a 338(h)(10) election. We expect to finalize our allocation of purchase price during calendar year 2016. The adjusted allocation of purchase price as of April 1, 2016, is as follows (in thousands): Preliminary Allocation Adjusted Current assets $ 15,250 $ (1,835 ) 13,415 Intangible assets 19,700 — 19,700 Other assets 6,249 — 6,249 Total assets acquired 41,199 (1,835 ) 39,364 Liabilities assumed: Other liabilities 7,401 — 7,401 Total liabilities assumed 7,401 — 7,401 Net assets acquired 33,798 (1,835 ) 31,963 Consideration: Cash paid upon closing, net of cash acquired 38,000 — 38,000 Goodwill $ 4,202 $ 1,835 $ 6,037 The components of the acquired intangible assets on a preliminary basis were as follows (in thousands): Amount Useful Lives Developed technology $ 1,000 7 Customer relationships 18,700 10 $ 19,700 The overall weighted-average life of the identified intangible assets acquired in the Metelics Acquisition is estimated to be 9.8 years and the assets are being amortized over their estimated useful lives based upon the pattern over which we expect to receive the economic benefit from these assets. During the quarter ended April 1, 2016, we recorded an adjustment of $1.8 million primarily associated with inventory which reduced current assets acquired. The purchase accounting is preliminary and subject to completion including certain fair value measurements, particularly the finalization of the valuation assessment of the acquired tangible and intangible assets. The adjustments arising from the completion of the outstanding matters may materially affect the preliminary purchase accounting. The following is a summary of Metelics revenue and earnings included in our accompanying condensed consolidated statements of operations for the three and six months ended April 1, 2016 (in thousands): Three Months Six Months Revenue $ 10,345 $ 12,252 Loss before income taxes (220 ) (174 ) Unaudited Supplemental Pro Forma Data Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Revenue $ 133,579 $ 112,009 $ 258,189 $ 219,392 Net loss (10,119 ) (7,995 ) (25,703 ) (15,748 ) Acquisition of BinOptics Corporation The BinOptics Acquisition was accounted for as a stock purchase and the operations of BinOptics have been included in our consolidated financial statements since the date of acquisition. We have recognized BinOptics’ assets acquired and liabilities assumed based upon the fair value of such assets and liabilities measured as of the date of acquisition. The aggregate purchase price for BinOptics has been allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess of the purchase price over the fair value of the acquired net assets represents cost and revenue synergies specific to the Company, as well as non-capitalizable intangible assets, such as the employee workforce acquired, and has been allocated to goodwill, none of which is tax deductible. We finalized our allocation of purchase price during the first quarter of fiscal year 2016. The final allocation of purchase price as of January 1, 2016, is as follows (in thousands): October 2, 2015 Allocation January 1, 2016 Current assets $ 23,674 $ (1,100 ) $ 22,574 Intangible assets 136,900 400 137,300 Other assets 9,194 — 9,194 Total assets acquired 169,768 (700 ) 169,068 Liabilities assumed: Debt 2,535 — 2,535 Deferred income taxes 33,345 99 33,444 Other liabilities 13,106 — 13,106 Total liabilities assumed 48,986 99 49,085 Net assets acquired 120,782 (799 ) 119,983 Consideration: Cash paid upon closing, net of cash acquired 208,352 — 208,352 Goodwill $ 87,570 $ 799 $ 88,369 The components of the acquired intangible assets were as follows (in thousands): Amount Useful Lives Developed technology $ 17,500 7 Customer relationships 119,800 10 $ 137,300 The overall weighted-average life of the identified intangible assets acquired in the BinOptics Acquisition is estimated to be 9.6 years and the assets are being amortized over their estimated useful lives based upon the pattern over which we expect to receive the economic benefit from these assets. Unaudited Supplemental Pro Forma Data— Three Months Six Months April 3, 2015 April 3, 2015 Revenue $ 104,387 $ 237,966 Net loss (11,387 ) (14,750 ) |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Apr. 01, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 3. DISCONTINUED OPERATIONS In August 2015, we sold our Automotive business to Autoliv ASP Inc. (“Autoliv”) as the Automotive business was not consistent with our long-term strategic vision from both a growth and profitability perspective. The agreed consideration included $82.1 million in cash paid at closing and $18.0 million payable in eighteen months pending resolution of any contingencies as part of an indemnification agreement, plus the opportunity to receive up to an additional $30.0 million in cash based on achievement of revenue-based earnout targets through 2019. Additionally, we entered into a Consulting Agreement pursuant to which we may provide Autoliv with certain non-design advisory services for a period of two years following the closing of the transaction for up to $15.0 million in cash. During fiscal year 2015, we recorded a pre-tax gain on the sale of the Automotive business of $61.8 million based on the $82.1 million received at closing on August 17, 2015 as described above. The remainder of the consideration to be received from Autoliv, if any, including any amounts related to the consulting agreement, will be accounted for in discontinued operations when the contingencies are finalized and the proceeds, if any, become realizable over the next several years. The accompanying consolidated statement of operations includes the following operating results related to this divested business (in thousands): Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Revenue $ — $ 22,454 $ — $ 40,762 Cost of revenue — 15,161 — 26,687 Gross profit — 7,293 — 14,075 Operating expenses: Research and development — 622 — 1,314 Selling, general and administrative — 980 — 1,351 Restructuring charges — — — — Total operating expenses — 1,602 — 2,665 Income from discontinued operations — 5,691 — 11,410 Other income 1,875 — 3,750 — Gain on sale 308 — 308 — Income before income taxes 2,183 5,691 4,058 11,410 Income tax provision 787 2,052 1,463 4,113 Income from discontinued operations $ 1,396 $ 3,639 $ 2,595 $ 7,297 Above includes depreciation & amortization of $ — $ 57 $ — $ 123 Cashflow from Operating Activities — 2,227 — 3,744 Cashflow from Investing Activities 3,750 (250 ) 3,750 $ (250 ) Other income of $3.8 million was recorded during the three and six months ended April 1, 2016 related to the consulting agreement. The gain on sale of $0.3 million recorded during the three months ended April 1, 2016 related to the adjustment of accruals established at the time of the sale of the Automotive business. Amounts recorded during the three and six months ended April 3, 2015 were from ongoing operating activities prior to the sale. |
Investments
Investments | 6 Months Ended |
Apr. 01, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 4. INVESTMENTS During the fiscal fourth quarter of 2015, we purchased investments of approximately $40.2 million. All investments are classified as available-for-sale. The amortized cost, gross unrealized holding gains or losses, and fair value of our available-for-sale investments by major investments type, as of April 1, 2016, are summarized in the tables below (in thousands): Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 14,676 $ — $ (72 ) $ 14,604 Agency bonds 9,035 — (7 ) 9,028 Total investments $ 23,711 $ — $ (79 ) $ 23,632 October 2, Net Purchases and Issuances Sales and Settlements April 1, Corporate bonds $ 24,462 $ (257 ) $ 7,696 $ (17,297 ) $ 14,604 Agency bonds 15,095 (72 ) — (5,995 ) 9,028 Total investments $ 39,557 $ (329 ) $ 7,696 $ (23,292 ) $ 23,632 The contractual maturities of available-for-sale investments were as follows (in thousands): April 1, October 2, Less than 1 year $ 10,831 $ 16,259 Over 1 year 12,801 23,298 Total investments $ 23,632 $ 39,557 Available-for-sale investments are reported at fair value and as such, their associated unrealized gains and losses are reported as a separate component of stockholders’ equity within accumulated other comprehensive loss. |
Fair Value
Fair Value | 6 Months Ended |
Apr. 01, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 5. FAIR VALUE We group our financial assets and liabilities measured at fair value on a recurring basis in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. These levels are: Level 1 Level 2 Level 3 Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis We measure certain assets and liabilities at fair value on a recurring basis such as our financial instruments and derivatives. There have been no transfers between Level 1, 2 or 3 assets or liabilities during the three and six months ended April 1, 2016. Money market funds are actively traded and consist of highly liquid investments with original maturities of 90 days or less. They are measured at their net asset value (“NAV”) and classified as Level 1. Corporate and agency bonds are categorized as Level 2 assets except where sufficient quoted prices exist in active markets, in which case such securities are categorized as Level 1 assets. These securities are valued using third-party pricing services. These services may use, for example, model-based pricing methods that utilize observable market data as inputs. Broker dealer bids or quotes on securities with similar characteristics may also be used. The fair values of the contingent consideration liabilities were estimated based upon a risk-adjusted present value of the probability-weighted expected payments by us. Specifically, we considered base, upside and downside scenarios for the operating metrics upon which the contingent payments are to be based. Probabilities were assigned to each scenario and the probability-weighted payments were discounted to present value using risk-adjusted discount rates. The maximum possible payment of contingent consideration is $1.5 million. The fair value of the stock warrants has been estimated using a Black-Scholes option pricing model giving consideration to the quoted market price of the common stock on that date, an exercise price of $14.04, expected life of 4.7 years, expected volatility of 36.9% and risk free rate of 1.2%. Any significant change in these assumptions could have a material impact on the fair value of the stock warrants. These estimates include significant judgments and actual results could materially differ and have a material impact upon the values of the recorded liabilities. Any changes in the estimated fair values of the liabilities in the future will be reflected in our earnings and such changes could be material. Assets and liabilities measured at fair value on a recurring basis consist of the following (in thousands): April 1, 2016 Fair Value Active Markets Observable Unobservable Assets Money market funds $ 2,117 $ 2,117 $ — $ — Agency bonds 9,028 — 9,028 — Corporate bonds 14,604 — 14,604 — Total assets measured at fair value $ 25,749 $ 2,117 $ 23,632 $ — Liabilities Contingent consideration $ 796 $ — $ — $ 796 Common stock warrant liability 40,901 — — 40,901 Total liabilities measured at fair value $ 41,697 $ — $ — $ 41,697 October 2, 2015 Fair Value Active Markets Observable Unobservable Assets Money market funds $ 15,000 $ 15,000 $ — $ — US treasuries and agency bonds 15,095 — 15,095 — Corporate bonds 24,462 — 24,462 — Total assets measured at fair value $ 54,557 $ 15,000 $ 39,557 $ — Liabilities Contingent consideration $ 1,150 $ — $ — $ 1,150 Common stock warrant liability 21,822 — — 21,822 Total liabilities measured at fair value $ 22,972 $ — $ — $ 22,972 The changes in assets and liabilities with inputs classified within Level 3 of the fair value hierarchy consist of the following (in thousands): October 2, Net Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 April 1, Contingent consideration $ 1,150 $ 46 $ — $ (400 ) $ — $ 796 Common stock warrant liability $ 21,822 $ 19,079 $ — $ — $ — $ 40,901 October 3, Net Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 April 3, Trading Securities $ 250 $ — $ 250 $ — $ — $ 500 Contingent consideration $ 820 $ — $ — $ — $ — $ 820 Common stock warrant liability $ 15,801 $ 16,217 $ — $ — $ — $ 32,018 |
Inventories
Inventories | 6 Months Ended |
Apr. 01, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | 6. INVENTORIES Inventories consist of the following (in thousands): April 1, October 2, Raw materials $ 59,173 $ 44,329 Work-in-process 11,104 3,086 Finished goods 36,695 32,528 Total $ 106,972 $ 79,943 |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Apr. 01, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | 7. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consists of the following (in thousands): April 1, October 2, Land, buildings and improvements $ 12,559 $ 10,981 Construction in process 20,092 25,898 Machinery and equipment 109,755 89,852 Leasehold improvements 12,779 9,161 Furniture and fixtures 1,809 983 Computer equipment and software 11,586 9,307 Total property and equipment 168,580 146,182 Less accumulated depreciation and amortization (68,943 ) (62,423 ) Property and equipment, net $ 99,637 $ 83,759 Depreciation and amortization expense related to property, plant and equipment for the three and six months ended April 1, 2016 was $5.2 million and $9.5 million, respectively. Depreciation and amortization expense related to property and equipment for the three and six months ended April 3, 2015 was $4.2 million and $8.0 million, respectively. |
Debt
Debt | 6 Months Ended |
Apr. 01, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 8. DEBT On May 8, 2014 we entered into a credit agreement (“Credit Agreement”) with a syndicate of lenders. Our Credit Agreement provides for term loans in an aggregate principal amount of $350.0 million, which mature in May 2021 (Term Loans) and a revolving credit facility of $130.0 million, which matures in May 2019 (Revolving Facility). The effective interest rate on our Term Loans was 4.5% as of April 1, 2016. We also pay a quarterly unused line fee for the Revolving Facility in the range of 0.25% to 0.375% (based on our total net leverage ratio being within certain defined ranges) as well as overall agency fees. As of April 1, 2016, we had no borrowings under the Revolving Facility. We incurred $8.7 million in fees for the issuance of the Credit Agreement which were recorded as deferred financing costs and are being amortized over the life of Credit Agreement as interest expense. As of April 1, 2016, approximately $6.3 million of deferred financing costs remain unamortized. The Credit Agreement contains covenants that require among other items maintenance of certain financial ratios. As of April 1, 2016, we were in compliance with all financial covenants related to our debt obligations under the Credit Agreement. As of April 1, 2016, the following remained outstanding on the Term Loans (in thousands): Principal balance $ 343,875 Unamortized discount (1,906 ) Total Term Loans 341,969 Current portion 3,500 Long-term, less current portion $ 338,469 As of April 1, 2016, the minimum principal payments under the Term Loans in future fiscal years was as follows (in thousands): 2016 (rest of fiscal year) $ 1,750 2017 3,500 2018 3,500 2019 3,500 2020 3,500 Thereafter 328,125 Total $ 343,875 The fair value of the Term Loans was estimated to be approximately $343.4 million as of April 1, 2016 and was determined using Level 3 inputs, including a quoted rate from a bank. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Apr. 01, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 9. INTANGIBLE ASSETS Amortization expense related to intangible assets is as follows (in thousands): Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Cost of revenue $ 6,642 $ 7,347 $ 13,809 $ 12,706 Selling, general and administrative 6,304 3,096 10,727 4,149 Total $ 12,946 $ 10,443 $ 24,536 $ 16,855 Intangible assets consist of the following (in thousands): April 1, October 2, Acquired technology $ 164,365 $ 162,536 Customer relationships 202,646 144,070 In-process research and development 8,000 8,000 Trade name 3,400 3,400 Total 378,411 318,006 Less accumulated amortization (98,876 ) (74,340 ) Intangible assets — net $ 279,535 $ 243,666 A summary of the activity in intangible assets and goodwill follows (in thousands): Total Acquired Technology Customer In-Process Trade Goodwill Balance at October 2, 2015 $ 411,352 $ 162,536 $ 144,070 $ 8,000 $ 3,400 $ 93,346 Acquired 88,796 10,400 55,350 — — 23,046 Currency translation adjustment 5,505 836 3,226 — — 1,443 Other intangibles purchased 681 681 — — — — Impairments of intangible assets (10,088 ) (10,088 ) — — — — Balance at April 1, 2016 $ 496,246 $ 164,365 $ 202,646 $ 8,000 $ 3,400 $ 117,835 As of April 1, 2016, our estimated amortization of our intangible assets in future fiscal years, subject to the completion of the purchase price allocation for the FiBest and Metelics acquisitions, was as follows (in thousands): 2016 2017 2018 2019 2020 Thereafter Total Amortization expense $ 25,124 50,312 46,911 40,383 32,604 72,802 $ 268,136 Our trade name is an indefinite-lived intangible assets. During development, in-process research and development (IPR&D) is not subject to amortization and is tested for impairment annually or more frequently if events or changes in circumstances indicate that the asset might be impaired. The impairment test consists of a comparison of the fair value to its carrying amount. If the carrying value exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. Once an IPR&D project is complete, it becomes a definite long-lived intangible asset and is evaluated for impairment in accordance with our policy for long-lived assets. Accumulated amortization for acquired technology and customer relationships was $64.5 million and $34.4 million, respectively, as of April 1, 2016, and $39.4 million and $12.8 million, respectively, as of April 3, 2015. During the second quarter of fiscal year 2016, we made a strategic decision to exit the product line and end programs associated with our GaN-on Silicon Carbide license and technology transfer to focus on development of our GaN-on-Silicon efforts. As a result of this strategic decision, we determined that the intangible assets and contractual commitments under the long term technology licensing and transfer agreement signed in July 2013, as well as certain dedicated fixed assets and inventory, would no longer have any future benefit. The associated charges incurred during the second quarter of fiscal 2016 was $13.0 million which included a write-off of $10.1 million of intangible assets, $0.6 million of fixed assets, $0.3 million of contractual commitments and $2.0 million of inventory. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Apr. 01, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | 10. STOCKHOLDERS’ EQUITY We have authorized 10 million shares of $0.001 par value preferred stock and 300 million shares of $0.001 par value common stock as of April 1, 2016. The outstanding shares of our common stock as of April 1, 2016 and October 2, 2015, presented in the accompanying consolidated statements of stockholders’ equity exclude 5,100 and 11,000 unvested shares of restricted stock awards, respectively, issued as compensation to employees that remained subject to forfeiture. Common Stock Warrants We are recording the estimated fair values of the warrants as a long-term liability in the accompanying consolidated financial statements with changes in the estimated fair value being recorded in the accompanying statements of operations. The following is a summary of the activity of the warrant liability (in thousands): Balance-October 2, 2015 $ 21,822 Change in estimated fair value 19,079 Balance-April 1, 2016 $ 40,901 |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 6 Months Ended |
Apr. 01, 2016 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | 11. EARNINGS (LOSS) PER SHARE The following table sets forth the computation for basic and diluted net loss per share of common stock (in thousands, except per share data): Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Numerator: Loss from continuing operations $ (12,045 ) $ (11,176 ) $ (28,815 ) $ (21,140 ) Income from discontinued operations 1,396 3,639 2,595 7,297 Net loss $ (10,649 ) $ (7,537 ) $ (26,220 ) $ (13,843 ) Warrant liability gain — — — — Net loss attributable to common stockholders $ (10,649 ) $ (7,537 ) $ (26,220 ) $ (13,843 ) Denominator: Weighted average common shares outstanding-basic 53,228 50,593 53,122 49,100 Dilutive effect of options and warrants — — — — Weighted average common shares outstanding-diluted 53,228 50,593 53,122 49,100 Common stock (loss) earnings per share-basic: Continuing operations $ (0.23 ) $ (0.22 ) $ (0.54 ) $ (0.43 ) Discontinued operations 0.03 0.07 0.05 0.15 Net common stock loss per share-basic $ (0.20 ) $ (0.15 ) $ (0.49 ) $ (0.28 ) Common stock (loss) earnings per share-diluted: Continuing operations $ (0.23 ) $ (0.22 ) $ (0.54 ) $ (0.43 ) Discontinued operations 0.03 0.07 0.05 0.15 Net common stock loss per share-diluted $ (0.20 ) $ (0.15 ) $ (0.49 ) $ (0.28 ) The following common equivalent shares were excluded from the calculation from net income per share as their inclusion would have been antidilutive (in thousands): Three Months Ended Six Months Ended April 1, 2016 April 3, 2015 April 1, 2016 April 3, 2015 Restricted stock units and awards 935 721 900 704 Stock options 381 441 384 666 Warrants 823 746 797 444 Total common stock equivalent shares excluded 2,139 1,908 2,081 1,815 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Apr. 01, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. COMMITMENTS AND CONTINGENCIES Litigation Class Action Suit Against Mindspeed Technologies, Inc. GaN Lawsuit Against Infineon . With respect to the above and other legal proceedings, we have not been able to reasonably estimate the amount or range of any possible loss, and accordingly has not accrued or disclosed any related amounts of possible loss in the accompanying consolidated financial statements. |
Restructurings
Restructurings | 6 Months Ended |
Apr. 01, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructurings | 13. RESTRUCTURINGS We have periodically implemented restructuring actions in connection with broader plans to reduce staffing, reduce our internal manufacturing footprint and, generally, reduce operating costs. The restructuring expenses are primarily comprised of direct and incremental costs related to headcount reductions including severance and outplacement fees for the terminated employees, as well as facility close costs. The following is a summary of the costs incurred and remaining balances included in accrued expenses for the six months ended April 1, 2016 (in thousands): Balance as of October 2, 2015 $ 943 Current period adjustments 1,008 Payments (770 ) Balance as of April 1, 2016 $ 1,181 The restructuring expenses recorded to date are expected to be paid through the remainder of fiscal year 2016. Our restructuring charges incurred to date are primarily employee related with non-employee related charges determined to be immaterial. We expect to incur additional restructuring costs in the range of approximately $4.0 million to $6.0 million during the remainder of calendar year 2016 as we complete restructuring actions primarily associated with the Metelics Acquisition. |
Share - Based Compensation
Share - Based Compensation | 6 Months Ended |
Apr. 01, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share - Based Compensation | 14. SHARE-BASED COMPENSATION Stock Plans As of April 1, 2016, we had 8.2 million shares available for future issuance under our 2012 Omnibus Incentive Plan (as Amended and Restated) (the “2012 Plan”). Under the 2012 Plan, we have the ability to issue incentive stock options (ISOs), non-statutory stock options (NSOs), performance-based non-statutory stock options, stock appreciation rights, restricted stock (RSAs), restricted stock units (RSUs), performance-based stock units (PRSUs), performance shares, and other equity-based awards to employees, directors and outside consultants. Options granted to date primarily vest over a four-year period with 25% vesting at the end of one year and the remaining vesting monthly thereafter, and generally have a term of up to 10 years. Certain of the share-based awards granted and outstanding as of April 1, 2016 are subject to accelerated vesting upon a changes in control. The financial impact of any modifications to share-based awards during the periods presented was not material. As of April 1, 2016, total unrecognized compensation cost related to the employee stock purchase plan was not material. Share-Based Compensation The following table shows a summary of share-based compensation expense included in the Condensed Consolidated Statement of Operations for the three and six months ended April 3, 2015 and April 1, 2016 (in thousands): Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Cost of revenue $ 493 $ 549 $ 950 $ 895 Research and development 1,671 1,165 3,508 2,127 Selling, general and administrative 3,680 4,255 8,768 6,106 Total stock-based compensation expense $ 5,844 $ 5,969 $ 13,226 $ 9,128 As of April 1, 2016, the total unrecognized compensation costs related to outstanding stock options and RSUs expected to vest was $52.5 million, which we expect to recognize over a weighted-average period of 4.2 years. Stock Options We had 1.1 million stock options outstanding as of April 1, 2016, with a weighted-average exercise price per share of $22.69 and weighted-average remaining contractual term of 6.2 years. The aggregate intrinsic value of the stock options outstanding as of April 1, 2016 was $23.8 million which represents our closing stock price value on the last trading day of the period in excess of the weighted-average exercise price multiplied by the number of options outstanding. During the six months ended April 1, 2016, we granted 300,000 performance-based non-qualified stock options with a grant date fair value of $3.5 million that are subject to vesting only upon the market price of the Company’s underlying public stock closing above a certain price target within seven years of the date of grant. Due to the market condition upon which vesting is based, the fair value of the awards was estimated using a Monte Carlo simulation model. Compensation cost is recognized regardless of the number of awards that are earned based on the market condition. Compensation cost is recognized on a straight-line basis over the estimated service period of approximately three years. In the event that the Company’s common stock achieves the target price of $64.22 per share based on a 30 day trailing average prior to the end of the estimated service period, any remaining unamortized compensation cost will be recognized. The total intrinsic value of options at the time of exercise was $0.8 million and $2.7 million for the three and six months ended April 1, 2016 and was $3.2 million and $4.0 million for the three and six months ended April 3, 2015. Restricted Stock, Restricted Stock Units and Performance-Based Restricted Stock Units A summary of restricted stock, restricted stock unit and performance-based restricted stock unit activity for the six months ended April 1, 2016, is as follows (in thousands): Number of Weighted- Average Grate Date Aggregate Intrinsic Value Balance at October 2, 2015 1,692 $ 25.30 $ 48,375 Granted 624 $ 40.72 Vested and released (454 ) $ 23.52 Forfeited, canceled or expired (23 ) $ 26.95 Balance at April 1, 2016 1,839 $ 30.95 $ 81,876 Restricted stock, restricted stock units and performance-based restricted stock units that vested during the six months ended April 1, 2016 and April 3, 2015 had fair value of $15.7 million and $13.1 million as of the vesting date, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Apr. 01, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 15. INCOME TAXES We are subject to income tax in the United States as well as other tax jurisdictions in which we conduct business. Earnings from non-U.S. The difference between the U.S. federal statutory income tax rate of 35% and our effective income tax rates for the three and six months ended April 1, 2016 and April 3, 2015, was primarily impacted in all periods by changes in fair values of the common stock warrant liability which is neither deductible nor taxable for tax purposes, income taxed in foreign jurisdictions at generally lower tax rates, non-deductible compensation, research and development tax credits and non-deductible merger expenses, offset by U.S. state income taxes. The balance of the unrecognized tax benefit for the three and six months ending April 1, 2016 did not change and remained at $1.7 million. The unrecognized tax benefits primarily relate to positions taken by us in our 2014 US tax filings. The entire balance of unrecognized tax benefits, if recognized, will reduce income tax expense. It is our policy to recognize any interest and penalties accrued related to unrecognized tax benefits in income tax expense. During the quarter ending April 1, 2016, we did not make any payment of interest and penalties. As disclosed in Note 2 - Acquisitions |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Apr. 01, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 16. RELATED PARTY TRANSACTIONS GaAs Labs, a former stockholder and an affiliate of directors John and Susan Ocampo, continues to engage us to provide administrative and business development services to GaAs Labs on a time and materials basis. There are no minimum service requirements or payment obligations and the agreement may be terminated by either party with 30 days notice. In the three and six months ended April 1, 2016, we recorded charges to GaAs Labs of less than $0.1 million for services provided pursuant to this agreement and have recorded these amounts as other income in the accompanying condensed consolidated statements of operations. All of this amount was recorded in the first quarter of fiscal year 2016. In the three and six months ended April 1, 2016, and April 3, 2015 we recorded revenue of less than $0.1 million associated with product sales from sales of product to a privately-held company with a common director. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 6 Months Ended |
Apr. 01, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 17. SUPPLEMENTAL CASH FLOW INFORMATION As of April 1, 2016 and April 3, 2015, we had $0.7 million and $0.7 million in unpaid amounts related to purchases of property and equipment and intangibles included in accounts payable and accrued liabilities during each period, respectively. These amounts have been excluded from the payments for purchases of property and equipment in the accompanying condensed consolidated statements of cash flows until paid. The following is supplemental cash flow information regarding non-cash investing and financing activities (in thousands): Six Months Ended April 1, April 3, Cash paid for interest $ 8,229 $ 7,574 Cash paid for income taxes $ 722 $ 794 |
Geographic and Significant Cust
Geographic and Significant Customer Information | 6 Months Ended |
Apr. 01, 2016 | |
Segment Reporting [Abstract] | |
Geographic and Significant Customer Information | 18. GEOGRAPHIC AND SIGNIFICANT CUSTOMER INFORMATION We have one reportable operating segment that designs, develops, manufactures and markets semiconductors and modules. The determination of the number of reportable operating segments is based on the chief operating decision maker’s use of financial information for the purposes of assessing performance and making operating decisions. In evaluating financial performance and making operating decisions, the chief operating decision maker primarily uses consolidated revenue, gross profit and operating income (loss). Information about our operations in different geographic regions, based upon customer locations, is presented below (in thousands): Three Months Ended Six Months Ended Revenue by Geographic Region April 1, April 3, April 1, April 3, United States $ 36,502 $ 36,336 $ 70,984 $ 82,185 Asia Pacific (1) 87,009 57,901 159,464 99,952 Other Countries (2) 10,068 8,194 18,905 16,850 Total $ 133,579 $ 102,431 $ 249,353 $ 198,987 As of Long-Lived Assets by Geographic Region April 1, October 2, United States $ 83,553 $ 72,617 Asia Pacific (1) 13,167 8,740 Other Countries (2) 2,917 2,402 Total $ 99,637 $ 83,759 (1) Asia Pacific represents China, Taiwan, Hong Kong, Japan, Singapore, India, Thailand, Korea, Australia, Malaysia and the Philippines. (2) No international country or region represented greater than 10% of the total net long-lived assets as of the dates presented, other than the Asia-Pacific region as presented above. The following is a summary of customer concentrations as a percentage of revenue and accounts receivable as of and for the periods presented: Three Months Ended Six Months Ended Revenue April 1, April 3, April 1, April 3, Customer A 17 % 5 % 16 % 6 % Customer B 12 % 13 % 12 % 13 % Customer C 11 % 19 % 12 % 21 % Customer D 10 % 2 % 10 % 1 % As of Accounts Receivable April 1, October 2, Customer A 13 % 14 % Customer B 16 % 10 % Customer C 14 % 22 % No other customer represented more than 10% of revenue or accounts receivable in the periods presented in the accompanying consolidated financial statements. For the three and six months ended April 1, 2016, our top ten customers represented 66% and 64% and for the three and six months ended April 3, 2015, our top ten customers represented 59% and 58% of total revenue, respectively. |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Apr. 01, 2016 | |
Accounting Policies [Abstract] | |
Immaterial Restatement | Immaterial Restatement Six Months Ended As reported Adjustment As adjusted Net cash provided by operating activities $ 16,018 $ (14,586 ) $ 1,432 Net cash used in investing activities $ (238,828 ) $ 14,586 $ (224,242 ) For additional information related to this and other acquisition related items refer to Note 3 - Acquisitions |
Principles of Consolidation | Principles of Consolidation— We have a 52 or 53-week fiscal year ending on the Friday closest to the last day of September. The fiscal years 2016 and 2015 include 52 weeks. To offset the effect of holidays, for fiscal years in which there are 53 weeks, we include the extra week arising in our fiscal years in the first quarter. |
Use of Estimates | Use of Estimates |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In April 2015, the FASB issued ASU 2015-03 related to the simplification of the presentation of debt issuance costs. The standard requires entities to present such costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset. Amortization of the costs is reported as interest expense. The ASU provides that debt issuance costs are analogous to debt discounts and reduce the proceeds of borrowing which increases the effective interest rate. Prior to the amendment, debt issuance costs were reported in the balance sheet as an asset. The amended guidance is effective for financial statements issued for fiscal years beginning after December 15, 2015, and requires retrospective adoption. As of April 1, 2016, we have $6.3 million of unamortized deferred finance costs which under the amendment would be reclassified on our balance sheet. Any remaining deferred financing costs such as of September 30, 2016 will be reclassified when we adopt the amendment in fiscal 2017. In November 2015, the FASB issued Accounting Standards Update (ASU) No. 2015-17, Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU 2016-02, Leases In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Accounting Policies [Abstract] | |
Restated Statement of Cash Flows | For the six months ended April 3, 2015 the effect of this restatement is outlined below: Six Months Ended As reported Adjustment As adjusted Net cash provided by operating activities $ 16,018 $ (14,586 ) $ 1,432 Net cash used in investing activities $ (238,828 ) $ 14,586 $ (224,242 ) |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
FiBest Limited [Member] | |
Schedule of Aggregate Purchase Price Allocated to Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed | The preliminary allocation of purchase price as of April 1, 2016, is as follows (in thousands): Six Months 2016 Preliminary Current assets $ 10,850 Intangible assets 45,650 Other assets 3,334 Total assets acquired 59,834 Liabilities assumed: Debt 11,627 Deferred income taxes 12,932 Other liabilities 3,968 Total liabilities assumed 28,527 Net assets acquired 31,307 Consideration: Cash paid upon closing, net of cash acquired 47,517 Goodwill $ 16,210 |
Components of Acquired Intangible Assets on a Preliminary Basis | The components of the acquired intangible assets on a preliminary basis were as follows (in thousands): Amount Useful Lives Developed technology $ 9,400 7 Customer relationships 36,250 10 $ 45,650 |
Summary of Revenue and Earnings | The following is a summary of FiBest revenue and earnings included in MACOM’s accompanying condensed consolidated statements of operations for the three and six months ended months ended April 1, 2016 (in thousands): Three Months Six Months Revenue $ 8,435 $ 11,105 Loss before income taxes (1,747 ) (2,558 ) |
Summary of Unaudited Supplemental Pro Forma Data | This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Revenue $ 133,579 $ 109,763 $ 256,979 $ 213,651 Net loss (11,531 ) (8,798 ) (26,785 ) (19,115 ) |
Aeroflex/Metelics Inc [Member] | |
Schedule of Aggregate Purchase Price Allocated to Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed | The adjusted allocation of purchase price as of April 1, 2016, is as follows (in thousands): Preliminary Allocation Adjusted Current assets $ 15,250 $ (1,835 ) 13,415 Intangible assets 19,700 — 19,700 Other assets 6,249 — 6,249 Total assets acquired 41,199 (1,835 ) 39,364 Liabilities assumed: Other liabilities 7,401 — 7,401 Total liabilities assumed 7,401 — 7,401 Net assets acquired 33,798 (1,835 ) 31,963 Consideration: Cash paid upon closing, net of cash acquired 38,000 — 38,000 Goodwill $ 4,202 $ 1,835 $ 6,037 |
Components of Acquired Intangible Assets on a Preliminary Basis | The components of the acquired intangible assets on a preliminary basis were as follows (in thousands): Amount Useful Lives Developed technology $ 1,000 7 Customer relationships 18,700 10 $ 19,700 |
Summary of Revenue and Earnings | The following is a summary of Metelics revenue and earnings included in our accompanying condensed consolidated statements of operations for the three and six months ended April 1, 2016 (in thousands): Three Months Six Months Revenue $ 10,345 $ 12,252 Loss before income taxes (220 ) (174 ) |
Summary of Unaudited Supplemental Pro Forma Data | This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Revenue $ 133,579 $ 112,009 $ 258,189 $ 219,392 Net loss (10,119 ) (7,995 ) (25,703 ) (15,748 ) |
BinOptics Corporation [Member] | |
Schedule of Aggregate Purchase Price Allocated to Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed | The final allocation of purchase price as of January 1, 2016, is as follows (in thousands): October 2, 2015 Allocation January 1, 2016 Current assets $ 23,674 $ (1,100 ) $ 22,574 Intangible assets 136,900 400 137,300 Other assets 9,194 — 9,194 Total assets acquired 169,768 (700 ) 169,068 Liabilities assumed: Debt 2,535 — 2,535 Deferred income taxes 33,345 99 33,444 Other liabilities 13,106 — 13,106 Total liabilities assumed 48,986 99 49,085 Net assets acquired 120,782 (799 ) 119,983 Consideration: Cash paid upon closing, net of cash acquired 208,352 — 208,352 Goodwill $ 87,570 $ 799 $ 88,369 |
Components of Acquired Intangible Assets on a Preliminary Basis | The components of the acquired intangible assets were as follows (in thousands): Amount Useful Lives Developed technology $ 17,500 7 Customer relationships 119,800 10 $ 137,300 |
Summary of Unaudited Supplemental Pro Forma Data | This pro forma data is presented as of April 3, 2015 for informational purposes only and does not purport to be indicative of our future results of operations. Three Months Six Months April 3, 2015 April 3, 2015 Revenue $ 104,387 $ 237,966 Net loss (11,387 ) (14,750 ) |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Operating Results Through Dates of Divestiture Related to Divested Businesses | The accompanying consolidated statement of operations includes the following operating results related to this divested business (in thousands): Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Revenue $ — $ 22,454 $ — $ 40,762 Cost of revenue — 15,161 — 26,687 Gross profit — 7,293 — 14,075 Operating expenses: Research and development — 622 — 1,314 Selling, general and administrative — 980 — 1,351 Restructuring charges — — — — Total operating expenses — 1,602 — 2,665 Income from discontinued operations — 5,691 — 11,410 Other income 1,875 — 3,750 — Gain on sale 308 — 308 — Income before income taxes 2,183 5,691 4,058 11,410 Income tax provision 787 2,052 1,463 4,113 Income from discontinued operations $ 1,396 $ 3,639 $ 2,595 $ 7,297 Above includes depreciation & amortization of $ — $ 57 $ — $ 123 Cashflow from Operating Activities — 2,227 — 3,744 Cashflow from Investing Activities 3,750 (250 ) 3,750 $ (250 ) |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Available for Sale Investments | The amortized cost, gross unrealized holding gains or losses, and fair value of our available-for-sale investments by major investments type, as of April 1, 2016, are summarized in the tables below (in thousands): Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 14,676 $ — $ (72 ) $ 14,604 Agency bonds 9,035 — (7 ) 9,028 Total investments $ 23,711 $ — $ (79 ) $ 23,632 October 2, Net Purchases and Issuances Sales and Settlements April 1, Corporate bonds $ 24,462 $ (257 ) $ 7,696 $ (17,297 ) $ 14,604 Agency bonds 15,095 (72 ) — (5,995 ) 9,028 Total investments $ 39,557 $ (329 ) $ 7,696 $ (23,292 ) $ 23,632 |
Summary of Contractual Maturities of Investments | The contractual maturities of available-for-sale investments were as follows (in thousands): April 1, October 2, Less than 1 year $ 10,831 $ 16,259 Over 1 year 12,801 23,298 Total investments $ 23,632 $ 39,557 |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | Assets and liabilities measured at fair value on a recurring basis consist of the following (in thousands): April 1, 2016 Fair Value Active Markets Observable Unobservable Assets Money market funds $ 2,117 $ 2,117 $ — $ — Agency bonds 9,028 — 9,028 — Corporate bonds 14,604 — 14,604 — Total assets measured at fair value $ 25,749 $ 2,117 $ 23,632 $ — Liabilities Contingent consideration $ 796 $ — $ — $ 796 Common stock warrant liability 40,901 — — 40,901 Total liabilities measured at fair value $ 41,697 $ — $ — $ 41,697 October 2, 2015 Fair Value Active Markets Observable Unobservable Assets Money market funds $ 15,000 $ 15,000 $ — $ — US treasuries and agency bonds 15,095 — 15,095 — Corporate bonds 24,462 — 24,462 — Total assets measured at fair value $ 54,557 $ 15,000 $ 39,557 $ — Liabilities Contingent consideration $ 1,150 $ — $ — $ 1,150 Common stock warrant liability 21,822 — — 21,822 Total liabilities measured at fair value $ 22,972 $ — $ — $ 22,972 |
Changes in Liabilities with Inputs Classified within Level 3 of Fair Value | The changes in assets and liabilities with inputs classified within Level 3 of the fair value hierarchy consist of the following (in thousands): October 2, Net Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 April 1, Contingent consideration $ 1,150 $ 46 $ — $ (400 ) $ — $ 796 Common stock warrant liability $ 21,822 $ 19,079 $ — $ — $ — $ 40,901 October 3, Net Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 April 3, Trading Securities $ 250 $ — $ 250 $ — $ — $ 500 Contingent consideration $ 820 $ — $ — $ — $ — $ 820 Common stock warrant liability $ 15,801 $ 16,217 $ — $ — $ — $ 32,018 |
Changes in Assets with Inputs Classified within Level 3 of Fair Value | The changes in assets and liabilities with inputs classified within Level 3 of the fair value hierarchy consist of the following (in thousands): October 2, Net Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 April 1, Contingent consideration $ 1,150 $ 46 $ — $ (400 ) $ — $ 796 Common stock warrant liability $ 21,822 $ 19,079 $ — $ — $ — $ 40,901 October 3, Net Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 April 3, Trading Securities $ 250 $ — $ 250 $ — $ — $ 500 Contingent consideration $ 820 $ — $ — $ — $ — $ 820 Common stock warrant liability $ 15,801 $ 16,217 $ — $ — $ — $ 32,018 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | Inventories consist of the following (in thousands): April 1, October 2, Raw materials $ 59,173 $ 44,329 Work-in-process 11,104 3,086 Finished goods 36,695 32,528 Total $ 106,972 $ 79,943 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant and Equipment | Property, plant and equipment consists of the following (in thousands): April 1, October 2, Land, buildings and improvements $ 12,559 $ 10,981 Construction in process 20,092 25,898 Machinery and equipment 109,755 89,852 Leasehold improvements 12,779 9,161 Furniture and fixtures 1,809 983 Computer equipment and software 11,586 9,307 Total property and equipment 168,580 146,182 Less accumulated depreciation and amortization (68,943 ) (62,423 ) Property and equipment, net $ 99,637 $ 83,759 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Remained Outstanding on Term Loans | As of April 1, 2016, the following remained outstanding on the Term Loans (in thousands): Principal balance $ 343,875 Unamortized discount (1,906 ) Total Term Loans 341,969 Current portion 3,500 Long-term, less current portion $ 338,469 |
Schedule of Minimum Principal Payments under Term Loans | As of April 1, 2016, the minimum principal payments under the Term Loans in future fiscal years was as follows (in thousands): 2016 (rest of fiscal year) $ 1,750 2017 3,500 2018 3,500 2019 3,500 2020 3,500 Thereafter 328,125 Total $ 343,875 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Amortization Expense of Intangible Assets | Amortization expense related to intangible assets is as follows (in thousands): Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Cost of revenue $ 6,642 $ 7,347 $ 13,809 $ 12,706 Selling, general and administrative 6,304 3,096 10,727 4,149 Total $ 12,946 $ 10,443 $ 24,536 $ 16,855 |
Summary of Intangible Assets | Intangible assets consist of the following (in thousands): April 1, October 2, Acquired technology $ 164,365 $ 162,536 Customer relationships 202,646 144,070 In-process research and development 8,000 8,000 Trade name 3,400 3,400 Total 378,411 318,006 Less accumulated amortization (98,876 ) (74,340 ) Intangible assets — net $ 279,535 $ 243,666 |
Summary of Activity in Intangible Assets and Goodwill | A summary of the activity in intangible assets and goodwill follows (in thousands): Total Acquired Technology Customer In-Process Trade Goodwill Balance at October 2, 2015 $ 411,352 $ 162,536 $ 144,070 $ 8,000 $ 3,400 $ 93,346 Acquired 88,796 10,400 55,350 — — 23,046 Currency translation adjustment 5,505 836 3,226 — — 1,443 Other intangibles purchased 681 681 — — — — Impairments of intangible assets (10,088 ) (10,088 ) — — — — Balance at April 1, 2016 $ 496,246 $ 164,365 $ 202,646 $ 8,000 $ 3,400 $ 117,835 |
Summary of Estimated Amortization of Intangible Assets in Future Fiscal Years | As of April 1, 2016, our estimated amortization of our intangible assets in future fiscal years, subject to the completion of the purchase price allocation for the FiBest and Metelics acquisitions, was as follows (in thousands): 2016 2017 2018 2019 2020 Thereafter Total Amortization expense $ 25,124 50,312 46,911 40,383 32,604 72,802 $ 268,136 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Equity [Abstract] | |
Summary of Activity of Warrant Liability | The following is a summary of the activity of the warrant liability (in thousands): Balance-October 2, 2015 $ 21,822 Change in estimated fair value 19,079 Balance-April 1, 2016 $ 40,901 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Earnings Per Share [Abstract] | |
Computation for Basic and Diluted Net Loss Per Share of Common Stock | The following table sets forth the computation for basic and diluted net loss per share of common stock (in thousands, except per share data): Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Numerator: Loss from continuing operations $ (12,045 ) $ (11,176 ) $ (28,815 ) $ (21,140 ) Income from discontinued operations 1,396 3,639 2,595 7,297 Net loss $ (10,649 ) $ (7,537 ) $ (26,220 ) $ (13,843 ) Warrant liability gain — — — — Net loss attributable to common stockholders $ (10,649 ) $ (7,537 ) $ (26,220 ) $ (13,843 ) Denominator: Weighted average common shares outstanding-basic 53,228 50,593 53,122 49,100 Dilutive effect of options and warrants — — — — Weighted average common shares outstanding-diluted 53,228 50,593 53,122 49,100 Common stock (loss) earnings per share-basic: Continuing operations $ (0.23 ) $ (0.22 ) $ (0.54 ) $ (0.43 ) Discontinued operations 0.03 0.07 0.05 0.15 Net common stock loss per share-basic $ (0.20 ) $ (0.15 ) $ (0.49 ) $ (0.28 ) Common stock (loss) earnings per share-diluted: Continuing operations $ (0.23 ) $ (0.22 ) $ (0.54 ) $ (0.43 ) Discontinued operations 0.03 0.07 0.05 0.15 Net common stock loss per share-diluted $ (0.20 ) $ (0.15 ) $ (0.49 ) $ (0.28 ) |
Common Equivalent Shares Excluded from Calculation from Net Income Per Share | The following common equivalent shares were excluded from the calculation from net income per share as their inclusion would have been antidilutive (in thousands): Three Months Ended Six Months Ended April 1, 2016 April 3, 2015 April 1, 2016 April 3, 2015 Restricted stock units and awards 935 721 900 704 Stock options 381 441 384 666 Warrants 823 746 797 444 Total common stock equivalent shares excluded 2,139 1,908 2,081 1,815 |
Restructurings (Tables)
Restructurings (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Restructuring and Related Activities [Abstract] | |
Summary of Costs Incurred and Remaining Balances Included in Accrued Expenses | The following is a summary of the costs incurred and remaining balances included in accrued expenses for the six months ended April 1, 2016 (in thousands): Balance as of October 2, 2015 $ 943 Current period adjustments 1,008 Payments (770 ) Balance as of April 1, 2016 $ 1,181 |
Share - Based Compensation (Tab
Share - Based Compensation (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Effects of Stock-Based Compensation Expense Related to Stock-Based Awards to Employees and Nonemployees | The following table shows a summary of share-based compensation expense included in the Condensed Consolidated Statement of Operations for the three and six months ended April 3, 2015 and April 1, 2016 (in thousands): Three Months Ended Six Months Ended April 1, April 3, April 1, April 3, Cost of revenue $ 493 $ 549 $ 950 $ 895 Research and development 1,671 1,165 3,508 2,127 Selling, general and administrative 3,680 4,255 8,768 6,106 Total stock-based compensation expense $ 5,844 $ 5,969 $ 13,226 $ 9,128 |
Summary of Restricted Stock, Restricted Stock Unit and Performance-based Restricted Stock Unit Activity | A summary of restricted stock, restricted stock unit and performance-based restricted stock unit activity for the six months ended April 1, 2016, is as follows (in thousands): Number of Weighted- Average Grate Date Aggregate Intrinsic Value Balance at October 2, 2015 1,692 $ 25.30 $ 48,375 Granted 624 $ 40.72 Vested and released (454 ) $ 23.52 Forfeited, canceled or expired (23 ) $ 26.95 Balance at April 1, 2016 1,839 $ 30.95 $ 81,876 |
Supplemental Cash Flow Inform40
Supplemental Cash Flow Information (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information Regarding Non-cash Investing and Financing Activities | The following is supplemental cash flow information regarding non-cash investing and financing activities (in thousands): Six Months Ended April 1, April 3, Cash paid for interest $ 8,229 $ 7,574 Cash paid for income taxes $ 722 $ 794 |
Geographic and Significant Cu41
Geographic and Significant Customer Information (Tables) | 6 Months Ended |
Apr. 01, 2016 | |
Segment Reporting [Abstract] | |
Summary of Different Geographic Regions | Information about our operations in different geographic regions, based upon customer locations, is presented below (in thousands): Three Months Ended Six Months Ended Revenue by Geographic Region April 1, April 3, April 1, April 3, United States $ 36,502 $ 36,336 $ 70,984 $ 82,185 Asia Pacific (1) 87,009 57,901 159,464 99,952 Other Countries (2) 10,068 8,194 18,905 16,850 Total $ 133,579 $ 102,431 $ 249,353 $ 198,987 As of Long-Lived Assets by Geographic Region April 1, October 2, United States $ 83,553 $ 72,617 Asia Pacific (1) 13,167 8,740 Other Countries (2) 2,917 2,402 Total $ 99,637 $ 83,759 (1) Asia Pacific represents China, Taiwan, Hong Kong, Japan, Singapore, India, Thailand, Korea, Australia, Malaysia and the Philippines. (2) No international country or region represented greater than 10% of the total net long-lived assets as of the dates presented, other than the Asia-Pacific region as presented above. |
Summary of Customer Concentrations as Percentage of Revenue and Accounts Receivable | The following is a summary of customer concentrations as a percentage of revenue and accounts receivable as of and for the periods presented: Three Months Ended Six Months Ended Revenue April 1, April 3, April 1, April 3, Customer A 17 % 5 % 16 % 6 % Customer B 12 % 13 % 12 % 13 % Customer C 11 % 19 % 12 % 21 % Customer D 10 % 2 % 10 % 1 % As of Accounts Receivable April 1, October 2, Customer A 13 % 14 % Customer B 16 % 10 % Customer C 14 % 22 % |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended | |
Apr. 01, 2016USD ($) | Apr. 01, 2016USD ($)Segment | Apr. 03, 2015USD ($) | |
Description Of Business And Basis Of Presentation [Line Items] | |||
Number of reportable operating segment | Segment | 1 | ||
Reporting period description | We have a 52 or 53-week fiscal year ending on the Friday closest to the last day of September. The fiscal years 2016 and 2015 include 52 weeks. To offset the effect of holidays, for fiscal years in which there are 53 weeks, we include the extra week arising in our fiscal years in the first quarter. | ||
Unamortized deferred finance costs | $ 6.3 | $ 6.3 | |
Amount of deferred tax assets reclassified from current to non-current | $ 31.4 | ||
Retention Escrow Agreement [Member] | |||
Description Of Business And Basis Of Presentation [Line Items] | |||
Aggregate consideration payable | $ 14.6 |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Restated Statement of Cash Flows (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Apr. 01, 2016 | Apr. 03, 2015 | |
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ||
Net cash provided by operating activities | $ 35,098 | $ 1,432 |
Net cash used in investing activities | $ (83,909) | (224,242) |
Allocation [Member] | ||
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ||
Net cash provided by operating activities | 16,018 | |
Net cash used in investing activities | (238,828) | |
Allocation Adjustments [Member] | ||
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ||
Net cash provided by operating activities | (14,586) | |
Net cash used in investing activities | $ 14,586 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 09, 2015 | Dec. 15, 2014 | Apr. 01, 2016 | Apr. 01, 2016 | Apr. 03, 2015 | Jan. 01, 2016 |
FiBest Limited [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Date of acquisition | Dec. 9, 2015 | |||||
Aggregate consideration payable | $ 59,100 | |||||
Business acquisition cost of acquired entity, cash paid | 47,500 | |||||
Debt assumed on acquisition | $ 11,600 | $ 11,627 | $ 11,627 | |||
Weighted-average life of identified intangible assets acquired | 9 years 4 months 24 days | |||||
FiBest Limited [Member] | Selling, General and Administrative [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business combination acquisition related costs | 100 | $ 2,700 | ||||
Aeroflex/Metelics Inc [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Date of acquisition | Dec. 14, 2015 | |||||
Business acquisition cost of acquired entity, cash paid | $ 38,000 | |||||
Weighted-average life of identified intangible assets acquired | 9 years 9 months 18 days | |||||
Adjustment to inventory resulting in reduced current assets acquired | $ 1,800 | |||||
Aeroflex/Metelics Inc [Member] | Selling, General and Administrative [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business combination acquisition related costs | $ 500 | |||||
BinOptics Corporation [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Date of acquisition | Dec. 15, 2014 | |||||
Aggregate consideration payable | $ 208,400 | |||||
Debt assumed on acquisition | $ 2,535 | |||||
Weighted-average life of identified intangible assets acquired | 9 years 7 months 6 days | |||||
Business combination cash on hand and incurrence of additional borrowing | 100,000 | |||||
BinOptics Corporation [Member] | Selling, General and Administrative [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business combination acquisition related costs | $ 4,100 | |||||
Retention Escrow Agreement [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Aggregate consideration payable | $ 14,600 | |||||
Retention Escrow Agreement [Member] | BinOptics Corporation [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Aggregate consideration payable | $ 14,600 |
Acquisitions - Schedule of Aggr
Acquisitions - Schedule of Aggregate Purchase Price Allocated to Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jan. 01, 2016 | Apr. 01, 2016 | Apr. 03, 2015 | Dec. 09, 2015 | Oct. 02, 2015 | |
Consideration: | |||||
Cash paid upon closing, net of cash acquired | $ 85,516 | $ 208,369 | |||
Goodwill | 117,835 | $ 93,346 | |||
BinOptics Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Current assets | $ 22,574 | ||||
Intangible assets | 137,300 | ||||
Other assets | 9,194 | ||||
Total assets acquired | 169,068 | ||||
Liabilities assumed: | |||||
Debt | 2,535 | ||||
Deferred income taxes | 33,444 | ||||
Other liabilities | 13,106 | ||||
Total liabilities assumed | 49,085 | ||||
Net assets acquired | 119,983 | ||||
Consideration: | |||||
Cash paid upon closing, net of cash acquired | 208,352 | ||||
Goodwill | 88,369 | ||||
BinOptics Corporation [Member] | Allocation [Member] | |||||
Business Acquisition [Line Items] | |||||
Current assets | 23,674 | ||||
Intangible assets | 136,900 | ||||
Other assets | 9,194 | ||||
Total assets acquired | 169,768 | ||||
Liabilities assumed: | |||||
Debt | 2,535 | ||||
Deferred income taxes | 33,345 | ||||
Other liabilities | 13,106 | ||||
Total liabilities assumed | 48,986 | ||||
Net assets acquired | 120,782 | ||||
Consideration: | |||||
Cash paid upon closing, net of cash acquired | 208,352 | ||||
Goodwill | 87,570 | ||||
BinOptics Corporation [Member] | Allocation Adjustments [Member] | |||||
Business Acquisition [Line Items] | |||||
Current assets | (1,100) | ||||
Intangible assets | 400 | ||||
Total assets acquired | (700) | ||||
Liabilities assumed: | |||||
Deferred income taxes | 99 | ||||
Total liabilities assumed | 99 | ||||
Net assets acquired | (799) | ||||
Consideration: | |||||
Goodwill | $ 799 | ||||
Aeroflex/Metelics Inc [Member] | |||||
Business Acquisition [Line Items] | |||||
Current assets | 13,415 | ||||
Intangible assets | 19,700 | ||||
Other assets | 6,249 | ||||
Total assets acquired | 39,364 | ||||
Liabilities assumed: | |||||
Other liabilities | 7,401 | ||||
Total liabilities assumed | 7,401 | ||||
Net assets acquired | 31,963 | ||||
Consideration: | |||||
Cash paid upon closing, net of cash acquired | 38,000 | ||||
Goodwill | 6,037 | ||||
Aeroflex/Metelics Inc [Member] | Allocation [Member] | |||||
Business Acquisition [Line Items] | |||||
Current assets | 15,250 | ||||
Intangible assets | 19,700 | ||||
Other assets | 6,249 | ||||
Total assets acquired | 41,199 | ||||
Liabilities assumed: | |||||
Other liabilities | 7,401 | ||||
Total liabilities assumed | 7,401 | ||||
Net assets acquired | 33,798 | ||||
Consideration: | |||||
Cash paid upon closing, net of cash acquired | 38,000 | ||||
Goodwill | 4,202 | ||||
Aeroflex/Metelics Inc [Member] | Allocation Adjustments [Member] | |||||
Business Acquisition [Line Items] | |||||
Current assets | (1,835) | ||||
Total assets acquired | (1,835) | ||||
Liabilities assumed: | |||||
Net assets acquired | (1,835) | ||||
Consideration: | |||||
Goodwill | 1,835 | ||||
FiBest Limited [Member] | |||||
Business Acquisition [Line Items] | |||||
Current assets | 10,850 | ||||
Intangible assets | 45,650 | ||||
Other assets | 3,334 | ||||
Total assets acquired | 59,834 | ||||
Liabilities assumed: | |||||
Debt | 11,627 | $ 11,600 | |||
Deferred income taxes | 12,932 | ||||
Other liabilities | 3,968 | ||||
Total liabilities assumed | 28,527 | ||||
Net assets acquired | 31,307 | ||||
Consideration: | |||||
Cash paid upon closing, net of cash acquired | 47,517 | ||||
Goodwill | $ 16,210 |
Acquisitions - Components of Ac
Acquisitions - Components of Acquired Intangible Assets on a Preliminary Basis (Detail) $ in Thousands | 6 Months Ended |
Apr. 01, 2016USD ($) | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | $ 88,796 |
FiBest Limited [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | 45,650 |
Aeroflex/Metelics Inc [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | 19,700 |
BinOptics Corporation [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | 137,300 |
Developed Technology [Member] | FiBest Limited [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | $ 9,400 |
Acquired intangible assets, Useful Lives | 7 years |
Developed Technology [Member] | Aeroflex/Metelics Inc [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | $ 1,000 |
Acquired intangible assets, Useful Lives | 7 years |
Developed Technology [Member] | BinOptics Corporation [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | $ 17,500 |
Acquired intangible assets, Useful Lives | 7 years |
Customer Relationships [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | $ 55,350 |
Customer Relationships [Member] | FiBest Limited [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | $ 36,250 |
Acquired intangible assets, Useful Lives | 10 years |
Customer Relationships [Member] | Aeroflex/Metelics Inc [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | $ 18,700 |
Acquired intangible assets, Useful Lives | 10 years |
Customer Relationships [Member] | BinOptics Corporation [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Acquired intangible assets | $ 119,800 |
Acquired intangible assets, Useful Lives | 10 years |
Acquisitions - Summary of Reven
Acquisitions - Summary of Revenue and Earnings (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Apr. 01, 2016 | Apr. 01, 2016 | |
FiBest Limited [Member] | ||
Business Acquisition [Line Items] | ||
Revenue | $ 8,435 | $ 11,105 |
Loss before income taxes | (1,747) | (2,558) |
Aeroflex/Metelics Inc [Member] | ||
Business Acquisition [Line Items] | ||
Revenue | 10,345 | 12,252 |
Loss before income taxes | $ (220) | $ (174) |
Acquisitions - Summary of Unaud
Acquisitions - Summary of Unaudited Supplemental Pro Forma Data (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
BinOptics Corporation [Member] | ||||
Business Acquisition [Line Items] | ||||
Revenue | $ 104,387 | $ 237,966 | ||
Net loss | (11,387) | (14,750) | ||
FiBest Limited [Member] | ||||
Business Acquisition [Line Items] | ||||
Revenue | $ 133,579 | 109,763 | $ 256,979 | 213,651 |
Net loss | (11,531) | (8,798) | (26,785) | (19,115) |
Aeroflex/Metelics Inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Revenue | 133,579 | 112,009 | 258,189 | 219,392 |
Net loss | $ (10,119) | $ (7,995) | $ (25,703) | $ (15,748) |
Discontinued Operations - Addit
Discontinued Operations - Additional information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Aug. 31, 2015 | Apr. 01, 2016 | Apr. 01, 2016 | Oct. 02, 2015 | Aug. 17, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Other income | $ 1,875,000 | $ 3,750,000 | |||
Gain on sale | $ 308,000 | $ 308,000 | |||
Automotive Business [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Cash consideration on sale of business | $ 82,100,000 | $ 82,100,000 | |||
Working capital and other adjustments payable | $ 18,000,000 | ||||
Pending resolution contingencies period under indemnification agreement | 18 months | ||||
Pre tax gain on sale of business | $ 61,800,000 | ||||
Automotive Business [Member] | Maximum [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Additional cash proceeds to be received from revenue based earnout | $ 30,000,000 | ||||
Consulting Agreement [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Non design advisory services period | 2 years | ||||
Consulting Agreement [Member] | Maximum [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Cash consideration on sale of business | $ 15,000,000 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Operating Results Through Dates of Divestiture Related to Divested Businesses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | ||||
Revenue | $ 22,454 | $ 40,762 | ||
Cost of revenue | 15,161 | 26,687 | ||
Gross profit | 7,293 | 14,075 | ||
Operating expenses: | ||||
Research and development | 622 | 1,314 | ||
Selling, general and administrative | 980 | 1,351 | ||
Restructuring charges | $ 0 | 0 | $ 0 | 0 |
Total operating expenses | 1,602 | 2,665 | ||
Income from discontinued operations | 5,691 | 11,410 | ||
Other income | 1,875 | 3,750 | ||
Gain on sale | 308 | 308 | ||
Income before income taxes | 2,183 | 5,691 | 4,058 | 11,410 |
Income tax provision | 787 | 2,052 | 1,463 | 4,113 |
Income from discontinued operations | 1,396 | 3,639 | 2,595 | 7,297 |
Above includes depreciation & amortization of | 57 | 123 | ||
Cashflow from Operating Activities | 2,227 | 3,744 | ||
Cashflow from Investing Activities | $ 3,750 | $ (250) | $ 3,750 | $ (250) |
Investments - Additional Inform
Investments - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Oct. 02, 2015 | Apr. 01, 2016 | |
Schedule of Investments [Abstract] | ||
Purchase of investment securities | $ 40,200 | $ 7,696 |
Investments - Summary of Availa
Investments - Summary of Available for Sale Investments (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Apr. 01, 2016 | Apr. 01, 2016 | |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 23,711 | |
Gross Unrealized Holding Gains | $ 0 | |
Gross Unrealized Holding Losses | (79) | |
Aggregate Fair Value | 23,632 | 23,632 |
Beginning balance | 39,557 | |
Net Realized/ Unrealized Losses | (329) | |
Purchases and Issuances | 7,696 | |
Sales and Settlements | (23,292) | |
Ending balance | 23,632 | |
Corporate Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 14,676 | |
Gross Unrealized Holding Gains | 0 | |
Gross Unrealized Holding Losses | (72) | |
Aggregate Fair Value | 14,604 | 14,604 |
Beginning balance | 24,462 | |
Net Realized/ Unrealized Losses | (257) | |
Purchases and Issuances | 7,696 | |
Sales and Settlements | (17,297) | |
Ending balance | 14,604 | |
Agency Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 9,035 | |
Gross Unrealized Holding Gains | 0 | |
Gross Unrealized Holding Losses | (7) | |
Aggregate Fair Value | 9,028 | $ 9,028 |
Beginning balance | 15,095 | |
Net Realized/ Unrealized Losses | (72) | |
Sales and Settlements | (5,995) | |
Ending balance | $ 9,028 |
Investments - Summary of Contra
Investments - Summary of Contractual Maturities of Investments (Detail) - USD ($) $ in Thousands | Apr. 01, 2016 | Oct. 02, 2015 |
Amortized Cost and Fair Value Debt Securities [Abstract] | ||
Less than 1 year | $ 10,831 | $ 16,259 |
Over 1 year | 12,801 | 23,298 |
Total investments | $ 23,632 | $ 39,557 |
Fair Value - Additional Informa
Fair Value - Additional Information (Detail) | 6 Months Ended |
Apr. 01, 2016USD ($)$ / shares | |
Fair Value Measurements Of Financial Instruments [Line Items] | |
Contingent consideration, maximum | $ 1,500,000 |
Expected life of common stock warrants | 4 years 8 months 12 days |
Expected volatility | 36.90% |
Risk free rate | 1.20% |
Exercise price | $ / shares | $ 14.04 |
Money Market Funds [Member] | |
Fair Value Measurements Of Financial Instruments [Line Items] | |
Investment maturity | 90 days or less |
Fair Value, Measurements, Recurring [Member] | |
Fair Value Measurements Of Financial Instruments [Line Items] | |
Transfer of assets in or out of Level 3 | $ 0 |
Fair value assets transfer from level 1 to level 2 | 0 |
Fair value assets transfer from level 2 to level 1 | $ 0 |
Fair Value - Assets and Liabili
Fair Value - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Apr. 01, 2016 | Oct. 02, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 25,749 | $ 54,557 |
Total liabilities measured at fair value | 41,697 | 22,972 |
Corporate Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 14,604 | 24,462 |
US Treasuries and Agency Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 15,095 | |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 2,117 | 15,000 |
Agency Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 9,028 | |
Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 796 | 1,150 |
Common Stock Warrant Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 40,901 | 21,822 |
Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 2,117 | 15,000 |
Active Markets for Identical Assets (Level 1) [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 2,117 | 15,000 |
Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 23,632 | 39,557 |
Observable Inputs (Level 2) [Member] | Corporate Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 14,604 | 24,462 |
Observable Inputs (Level 2) [Member] | US Treasuries and Agency Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 15,095 | |
Observable Inputs (Level 2) [Member] | Agency Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 9,028 | |
Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 41,697 | 22,972 |
Unobservable Inputs (Level 3) [Member] | Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 796 | 1,150 |
Unobservable Inputs (Level 3) [Member] | Common Stock Warrant Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | $ 40,901 | $ 21,822 |
Fair Value - Changes in Assets
Fair Value - Changes in Assets and Liabilities with Inputs Classified within Level 3 of Fair Value (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Apr. 01, 2016 | Apr. 03, 2015 | |
Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Changes in financial liabilities with inputs classified within Level 3 of the fair value, beginning balance | $ 1,150 | $ 820 |
Net Realized/ Unrealized Losses Included in Earnings | 46 | |
Purchases and Issuances | 0 | 0 |
Sales and Settlements | (400) | |
Transfers in and/or (out) of Level 3 | 0 | 0 |
Changes in financial liabilities with inputs classified within Level 3 of the fair value, ending balance | 796 | 820 |
Common Stock Warrant Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Changes in financial liabilities with inputs classified within Level 3 of the fair value, beginning balance | 21,822 | 15,801 |
Net Realized/ Unrealized Losses Included in Earnings | 19,079 | 16,217 |
Purchases and Issuances | 0 | 0 |
Transfers in and/or (out) of Level 3 | 0 | 0 |
Changes in financial liabilities with inputs classified within Level 3 of the fair value, ending balance | $ 40,901 | 32,018 |
Trading Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Changes in financial asset with inputs classified within Level 3 of the fair value, beginning balance | 250 | |
Net Realized/ Unrealized Losses Included in Earnings | 0 | |
Purchases and Issuances | 250 | |
Sales and Settlements | 0 | |
Transfers in and/or (out) of Level 3 | 0 | |
Changes in financial asset with inputs classified within Level 3 of the fair value, ending balance | $ 500 |
Inventories - Components of Inv
Inventories - Components of Inventories (Detail) - USD ($) $ in Thousands | Apr. 01, 2016 | Oct. 02, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 59,173 | $ 44,329 |
Work-in-process | 11,104 | 3,086 |
Finished goods | 36,695 | 32,528 |
Total | $ 106,972 | $ 79,943 |
Property Plant and Equipment -
Property Plant and Equipment - Components of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Apr. 01, 2016 | Oct. 02, 2015 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 168,580 | $ 146,182 |
Less accumulated depreciation and amortization | (68,943) | (62,423) |
Property and equipment - net | 99,637 | 83,759 |
Land, Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 12,559 | 10,981 |
Construction in Process [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 20,092 | 25,898 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 109,755 | 89,852 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 12,779 | 9,161 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 1,809 | 983 |
Computer Equipment and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 11,586 | $ 9,307 |
Property Plant and Equipment 59
Property Plant and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation and amortization expense | $ 5.2 | $ 4.2 | $ 9.5 | $ 8 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | 6 Months Ended | |
Apr. 01, 2016 | May. 08, 2014 | |
Debt Instrument [Line Items] | ||
Estimated fair value of Term Loans | $ 343,400,000 | |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Revolving credit facility maximum borrowing availability | $ 350,000,000 | |
Revolving credit facility maturity date | May 31, 2021 | |
Line of credit effective interest rate | 4.50% | |
Revolving Credit Facility One [Member] | ||
Debt Instrument [Line Items] | ||
Revolving credit facility maximum borrowing availability | $ 130,000,000 | |
Revolving credit facility maturity date | May 31, 2019 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Credit facility, remaining borrowing capacity | $ 0 | |
Debt issuance fee | 8,700,000 | |
Unamortized deferred financing costs | $ 6,300,000 | |
Revolving Credit Facility [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of unused line fee | 0.25% | |
Revolving Credit Facility [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of unused line fee | 0.375% |
Debt - Schedule of Remained Out
Debt - Schedule of Remained Outstanding on Term Loans (Detail) - USD ($) $ in Thousands | Apr. 01, 2016 | Oct. 02, 2015 |
Debt Instrument [Line Items] | ||
Current portion | $ 4,499 | $ 4,058 |
Long-term, less current portion | 341,396 | $ 340,504 |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Principal balance | 343,875 | |
Unamortized discount | (1,906) | |
Total Term Loans | 341,969 | |
Total Term Loans | 341,969 | |
Current portion | 3,500 | |
Long-term, less current portion | $ 338,469 |
Debt - Schedule of Minimum Prin
Debt - Schedule of Minimum Principal Payments under Term Loans (Detail) - Term Loans [Member] $ in Thousands | Apr. 01, 2016USD ($) |
Debt Instrument [Line Items] | |
2016 (rest of fiscal year) | $ 1,750 |
2,017 | 3,500 |
2,018 | 3,500 |
2,019 | 3,500 |
2,020 | 3,500 |
Thereafter | 328,125 |
Total | $ 343,875 |
Intangible Assets - Summary of
Intangible Assets - Summary of Amortization Expense of Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Total | $ 12,946 | $ 10,443 | $ 24,536 | $ 16,855 |
Cost of Revenue [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total | 6,642 | 7,347 | 13,809 | 12,706 |
Selling, General and Administrative [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Total | $ 6,304 | $ 3,096 | $ 10,727 | $ 4,149 |
Intangible Assets - Summary o64
Intangible Assets - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | Apr. 01, 2016 | Oct. 02, 2015 | Apr. 03, 2015 |
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | $ 378,411 | $ 318,006 | |
Less accumulated amortization | (98,876) | (74,340) | |
Intangible assets-net | 279,535 | 243,666 | |
Acquired Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | 164,365 | 162,536 | |
Less accumulated amortization | (64,500) | $ (39,400) | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | 202,646 | 144,070 | |
Less accumulated amortization | (34,400) | $ (12,800) | |
In-Process Research and Development [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | 8,000 | 8,000 | |
Trade Name [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | $ 3,400 | $ 3,400 |
Intangible Assets - Summary o65
Intangible Assets - Summary of Activity in Intangible Assets and Goodwill (Detail) $ in Thousands | 6 Months Ended |
Apr. 01, 2016USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |
Balance | $ 411,352 |
Acquired | 88,796 |
Currency translation adjustment | 5,505 |
Other intangibles purchased | 681 |
Impairments of intangible assets | (10,088) |
Balance | 496,246 |
Trade Name [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Balance | 3,400 |
Balance | 3,400 |
Goodwill [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Balance | 93,346 |
Acquired | 23,046 |
Currency translation adjustment | 1,443 |
Balance | 117,835 |
Acquired Technology [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Balance | 162,536 |
Acquired | 10,400 |
Currency translation adjustment | 836 |
Other intangibles purchased | 681 |
Impairments of intangible assets | (10,088) |
Balance | 164,365 |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Balance | 144,070 |
Acquired | 55,350 |
Currency translation adjustment | 3,226 |
Balance | 202,646 |
In-Process Research and Development [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Balance | 8,000 |
Balance | $ 8,000 |
Intangible Assets - Summary o66
Intangible Assets - Summary of Estimated Amortization of Intangible Assets (Detail) $ in Thousands | Apr. 01, 2016USD ($) |
Finite-Lived Intangible Assets, Net [Abstract] | |
2016 Remaining | $ 25,124 |
2,017 | 50,312 |
2,018 | 46,911 |
2,019 | 40,383 |
2,020 | 32,604 |
Thereafter | 72,802 |
Total | $ 268,136 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 01, 2016 | Apr. 03, 2015 | Oct. 02, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Accumulated amortization | $ 98,876 | $ 98,876 | $ 74,340 | |
Impairment charges | 13,000 | 12,955 | $ 3,500 | |
Impairments charges, fixed assets, intangibles and contractual commitment | 11,005 | 11,005 | ||
Inventory write off | 2,000 | |||
Intangible Assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Impairments charges, fixed assets, intangibles and contractual commitment | 10,100 | |||
Fixed assets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Impairments charges, fixed assets, intangibles and contractual commitment | 600 | |||
Contractual Commitments [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Impairments charges, fixed assets, intangibles and contractual commitment | 300 | |||
Acquired Technology [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Accumulated amortization | 64,500 | 64,500 | 39,400 | |
Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Accumulated amortization | $ 34,400 | $ 34,400 | $ 12,800 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - $ / shares | 1 Months Ended | ||
Mar. 31, 2012 | Apr. 01, 2016 | Oct. 02, 2015 | |
Class of Warrant or Right [Line Items] | |||
Unvested shares of restricted common stock excluded from outstanding shares | 5,100 | 11,000 | |
Preferred stock, shares authorized | 10,000,000 | ||
Preferred stock, par value | $ 0.001 | ||
Common stock, shares authorized | 300,000,000 | ||
Common stock, par value | $ 0.001 | ||
Common stock warrants per share | $ 14.05 | ||
Warrants expire | Dec. 21, 2020 | ||
Common Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Common stock warrants | 1,281,358 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Activity of Warrant Liability (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Statement of Stockholders' Equity [Abstract] | ||||
Beginning Balance | $ 21,822 | |||
Change in estimated fair value | $ 4,201 | $ 5,609 | 19,079 | $ 16,217 |
Ending Balance | $ 40,901 | $ 40,901 |
Earnings (Loss) Per Share - Com
Earnings (Loss) Per Share - Computation for Basic and Diluted Net Loss Per Share of Common Stock (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Numerator: | ||||
Loss from continuing operations | $ (12,045) | $ (11,176) | $ (28,815) | $ (21,140) |
Income from discontinued operations | 1,396 | 3,639 | 2,595 | 7,297 |
Net loss | (10,649) | (7,537) | (26,220) | (13,843) |
Warrant liability gain | 0 | 0 | 0 | 0 |
Net loss attributable to common stockholders | $ (10,649) | $ (7,537) | $ (26,220) | $ (13,843) |
Denominator: | ||||
Weighted average common shares outstanding-basic | 53,228 | 50,593 | 53,122 | 49,100 |
Weighted average common shares outstanding-diluted | 53,228 | 50,593 | 53,122 | 49,100 |
Basic income (loss) per common share: | ||||
Continuing operations | $ (0.23) | $ (0.22) | $ (0.54) | $ (0.43) |
Discontinued operations | 0.03 | 0.07 | 0.05 | 0.15 |
Loss per share - basic | (0.20) | (0.15) | (0.49) | (0.28) |
Diluted income (loss) per common share: | ||||
Continuing operations | (0.23) | (0.22) | (0.54) | (0.43) |
Discontinued operations | 0.03 | 0.07 | 0.05 | 0.15 |
Loss per share - diluted | $ (0.20) | $ (0.15) | $ (0.49) | $ (0.28) |
Stock Options Restricted Stock and Warrants [Member] | ||||
Denominator: | ||||
Dilutive effect of options and warrants | 0 | 0 | 0 | 0 |
Earnings (Loss) Per Share - C71
Earnings (Loss) Per Share - Common Equivalent Shares Excluded from Calculation from Net Income Per Share (Detail) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total common stock equivalent shares excluded | 2,139 | 1,908 | 2,081 | 1,815 |
Restricted Stock Units and Awards [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total common stock equivalent shares excluded | 935 | 721 | 900 | 704 |
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total common stock equivalent shares excluded | 381 | 441 | 384 | 666 |
Warrants [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total common stock equivalent shares excluded | 823 | 746 | 797 | 444 |
Restructurings - Summary of Cos
Restructurings - Summary of Costs Incurred and Remaining Balances Included in Accrued Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Restructuring and Related Activities [Abstract] | ||||
Beginning Balance of accrued costs | $ 943 | |||
Current period adjustments | $ 851 | $ 413 | 1,008 | $ 413 |
Payments | (770) | |||
Ending Balance of accrued costs | $ 1,181 | $ 1,181 |
Restructurings - Additional Inf
Restructurings - Additional Information (Detail) | Apr. 01, 2016USD ($) |
Minimum [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Additional restructuring costs expects during the remainder of 2016 | $ 4,000,000 |
Maximum [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Additional restructuring costs expects during the remainder of 2016 | $ 6,000,000 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total unrecognized compensation cost | $ 52.5 | $ 52.5 | ||
Compensation cost expected to be recognized | 4 years 2 months 12 days | |||
Stock options outstanding | 1,100,000 | 1,100,000 | ||
Weighted-average exercise price per share | $ 22.69 | $ 22.69 | ||
Weighted-average remaining contractual term | 6 years 2 months 12 days | |||
Aggregate intrinsic value stock options outstanding | $ 23.8 | $ 23.8 | ||
Shares granted | 624,000 | |||
Total intrinsic value of options exercised | $ 0.8 | $ 3.2 | $ 2.7 | $ 4 |
Performance Based Non-qualified Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation cost expected to be recognized | 3 years | |||
Shares granted | 300,000 | |||
Grant date fair value of options granted | $ 3.5 | |||
Term of vesting of options | 7 years | |||
Share price at which remaining unamortized compensation cost will be recognized | $ 64.22 | |||
Restricted Stock, Restricted Stock Units and Performance-based Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Fair value of restricted stock units vesting | $ 15.7 | $ 13.1 | ||
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares available for future grants | 8,200,000 | 8,200,000 | ||
Vesting period of options granted | 4 years | |||
Period of options granted | 10 years | |||
Minimum [Member] | Tranche One [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of options granted to vest at the end of one year | 25.00% |
Share-Based Compensation - Effe
Share-Based Compensation - Effects of Stock-Based Compensation Expense Related to Stock-Based Awards to Employees and Non-Employees (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | |
Components Of Salaries And Benefits [Line Items] | ||||
Total stock-based compensation expense | $ 5,844 | $ 5,969 | $ 13,226 | $ 9,128 |
Cost of Revenue [Member] | ||||
Components Of Salaries And Benefits [Line Items] | ||||
Total stock-based compensation expense | 493 | 549 | 950 | 895 |
Research and Development [Member] | ||||
Components Of Salaries And Benefits [Line Items] | ||||
Total stock-based compensation expense | 1,671 | 1,165 | 3,508 | 2,127 |
Selling, General and Administrative [Member] | ||||
Components Of Salaries And Benefits [Line Items] | ||||
Total stock-based compensation expense | $ 3,680 | $ 4,255 | $ 8,768 | $ 6,106 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Restricted Stock, Restricted Stock Unit and Performance-based Restricted Stock Unit Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended | |
Apr. 01, 2016 | Oct. 02, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Number of RSA, RSUs and PRSUs - beginning balance | 1,692 | |
Number of RSA, RSUs and PRSUs, Granted | 624 | |
Number of RSA, RSUs and PRSUs, Vested and released | (454) | |
Number of RSA, RSUs and PRSUs, Forfeited, canceled or expired | (23) | |
Number of RSA, RSUs and PRSUs - ending balance | 1,839 | |
Weighted-Average Grant Date Fair Value - beginning balance | $ 25.30 | |
Weighted-Average Grant Date Fair Value, Granted | 40.72 | |
Weighted-Average Grant Date Fair Value, Vested and released | 23.52 | |
Weighted-Average Grant Date Fair Value, Forfeited, canceled or expired | 26.95 | |
Weighted-Average Grant Date Fair Value - ending balance | $ 30.95 | |
Aggregate Intrinsic Value | $ 81,876 | $ 48,375 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended |
Apr. 01, 2016 | Apr. 03, 2015 | |
Income Taxes [Line Items] | ||
U.S. federal statutory income tax rate | 35.00% | 35.00% |
Unrecognized tax benefit | $ 1,700,000 | |
Unrecognized income tax penalties and interest expense | 0 | |
FiBest Limited [Member] | ||
Income Taxes [Line Items] | ||
Net operating loss carryforwards | 2,600,000 | |
Deferred income tax liability | 12,932,000 | |
Net deferred income tax liability | 15,500,000 | |
FiBest Limited [Member] | NOL and Tax Credit Carryforwards [Member] | ||
Income Taxes [Line Items] | ||
Deferred income tax asset | $ 2,600,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |
Apr. 01, 2016 | Apr. 01, 2016 | Apr. 03, 2015 | |
Privately Held Company [Member] | Maximum [Member] | |||
Related Party Transaction [Line Items] | |||
Other income-related party | $ 100,000 | $ 100,000 | $ 100,000 |
GaAs Labs [Member] | |||
Related Party Transaction [Line Items] | |||
Minimum service requirements or payment obligations | 0 | $ 0 | |
Notice period to terminate agreement | 30 days | ||
GaAs Labs [Member] | Maximum [Member] | |||
Related Party Transaction [Line Items] | |||
Other income-related party | $ 100,000 | $ 100,000 |
Supplemental Cash Flow Inform79
Supplemental Cash Flow Information - Additional Information (Detail) - USD ($) $ in Millions | Apr. 01, 2016 | Apr. 03, 2015 |
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract] | ||
Unpaid amounts related to purchase of assets | $ 0.7 | $ 0.7 |
Supplemental Cash Flow Inform80
Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information Regarding Non-cash Investing and Financing Activities (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Apr. 01, 2016 | Apr. 03, 2015 | |
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract] | ||
Cash paid for interest | $ 8,229 | $ 7,574 |
Cash paid for income taxes | $ 722 | $ 794 |
Geographic and Significant Cu81
Geographic and Significant Customer Information - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | ||
Apr. 01, 2016Customer | Apr. 03, 2015 | Apr. 01, 2016Segment | Apr. 03, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Number of reportable operating segment | Segment | 1 | |||
Number of major customers | Customer | 10 | |||
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Concentration risk, percentage | 66.00% | 59.00% | 64.00% | 58.00% |
Geographic and Significant Cu82
Geographic and Significant Customer Information - Summary of Different Geographic Regions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | Oct. 02, 2015 | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Revenue by Geographic Region | $ 133,579 | $ 102,431 | $ 249,353 | $ 198,987 | ||
Long-Lived Assets by Geographic Region | 99,637 | 99,637 | $ 83,759 | |||
United States [Member] | ||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Revenue by Geographic Region | 36,502 | 36,336 | 70,984 | 82,185 | ||
Long-Lived Assets by Geographic Region | 83,553 | 83,553 | 72,617 | |||
Asia Pacific [Member] | ||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Revenue by Geographic Region | [1] | 87,009 | 57,901 | 159,464 | 99,952 | |
Long-Lived Assets by Geographic Region | [1] | 13,167 | 13,167 | 8,740 | ||
Other Countries [Member] | ||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||
Revenue by Geographic Region | [2] | 10,068 | $ 8,194 | 18,905 | $ 16,850 | |
Long-Lived Assets by Geographic Region | [2] | $ 2,917 | $ 2,917 | $ 2,402 | ||
[1] | Asia Pacific represents China, Taiwan, Hong Kong, Japan, Singapore, India, Thailand, Korea, Australia, Malaysia and the Philippines. | |||||
[2] | No international country or region represented greater than 10% of the total net long-lived assets as of the dates presented, other than the Asia-Pacific region as presented above. |
Geographic and Significant Cu83
Geographic and Significant Customer Information - Summary of Different Geographic Regions (Parenthetical) (Detail) | 6 Months Ended | |
Apr. 01, 2016 | Apr. 03, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Percentage of geographic segment long-lived assets threshold | 10.00% | 10.00% |
Other Countries [Member] | Net long lived assets [Member] | Customer Concentration Risk [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Concentration risk, percentage | 10.00% | 10.00% |
Geographic and Significant Cu84
Geographic and Significant Customer Information - Summary of Customer Concentrations as Percentage of Revenue and Accounts Receivable (Detail) - Customer Concentration Risk [Member] | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Apr. 01, 2016 | Apr. 03, 2015 | Apr. 01, 2016 | Apr. 03, 2015 | Oct. 02, 2015 | |
Sales Revenue, Net [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk, percentage | 66.00% | 59.00% | 64.00% | 58.00% | |
Customer A [Member] | Sales Revenue, Net [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk, percentage | 17.00% | 5.00% | 16.00% | 6.00% | |
Customer A [Member] | Accounts Receivable [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk, percentage | 13.00% | 14.00% | |||
Customer B [Member] | Sales Revenue, Net [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk, percentage | 12.00% | 13.00% | 12.00% | 13.00% | |
Customer B [Member] | Accounts Receivable [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk, percentage | 16.00% | 10.00% | |||
Customer C [Member] | Sales Revenue, Net [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk, percentage | 11.00% | 19.00% | 12.00% | 21.00% | |
Customer C [Member] | Accounts Receivable [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk, percentage | 14.00% | 22.00% | |||
Customer D [Member] | Sales Revenue, Net [Member] | |||||
Revenue from External Customer [Line Items] | |||||
Concentration risk, percentage | 10.00% | 2.00% | 10.00% | 1.00% |