Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 30, 2016 | Jan. 25, 2017 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | MACOM TECHNOLOGY SOLUTIONS HOLDINGS, INC. | |
Entity Central Index Key | 1,493,594 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --09-29 | |
Entity Filer Category | Large Accelerated Filer | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,017 | |
Entity Common Stock, Shares Outstanding | 63,343,049 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Dec. 30, 2016 | Sep. 30, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 353,917 | $ 332,977 |
Short term investments | 23,750 | 23,776 |
Accounts receivable (less allowances of $3,455 and $3,279, respectively) | 112,245 | 108,331 |
Inventories | 115,219 | 114,935 |
Income tax receivable | 21,025 | 21,607 |
Prepaid and other current assets | 15,619 | 11,318 |
Total current assets | 641,775 | 612,944 |
Property and equipment, net | 101,845 | 99,167 |
Goodwill | 118,082 | 120,024 |
Intangible assets, net | 240,933 | 259,602 |
Deferred income taxes | 88,565 | |
Deferred income taxes | 89,606 | |
Other long-term assets | 5,495 | 7,208 |
TOTAL ASSETS | 1,196,695 | 1,188,551 |
Current liabilities: | ||
Current portion of lease payable | 1,047 | 1,152 |
Current portion of long-term debt | 6,051 | 6,051 |
Accounts payable | 31,686 | 30,579 |
Accrued liabilities | 48,279 | 54,368 |
Total current liabilities | 87,063 | 92,150 |
Lease payable, less current portion | 14,147 | 2,463 |
Long-term debt, less current portion | 572,963 | 573,882 |
Warrant liability | 43,076 | 38,253 |
Deferred income taxes | 9,564 | 11,765 |
Other long-term liabilities | 6,923 | 7,254 |
Total liabilities | 733,736 | 725,767 |
Stockholders’ equity: | ||
Common stock | 54 | 54 |
Treasury stock, at cost | (330) | (330) |
Accumulated other comprehensive (loss) income | (604) | 9,039 |
Additional paid-in capital | 562,292 | 551,509 |
Accumulated deficit | (98,453) | (97,488) |
Total stockholders’ equity | 462,959 | 462,784 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 1,196,695 | $ 1,188,551 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Dec. 30, 2016 | Sep. 30, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 3,455 | $ 3,279 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Income Statement [Abstract] | ||
Revenue | $ 151,752 | $ 115,774 |
Cost of revenue | 73,257 | 55,456 |
Gross profit | 78,495 | 60,318 |
Operating expenses: | ||
Research and development | 30,174 | 25,322 |
Selling, general and administrative | 36,496 | 34,686 |
Restructuring charges | 1,287 | 157 |
Total operating expenses | 67,957 | 60,165 |
Income from operations | 10,538 | 153 |
Other (expense) income | ||
Warrant liability expense | (4,823) | (14,878) |
Interest expense, net | (7,350) | (4,346) |
Other (expense) income | (4) | 100 |
Total other expense, net | (12,177) | (19,124) |
Loss before income taxes | (1,639) | (18,971) |
Income tax expense (benefit) | 532 | (2,201) |
Loss from continuing operations | (2,171) | (16,770) |
Income from discontinued operations | 1,206 | 1,199 |
Net loss | $ (965) | $ (15,571) |
Basic income (loss) per share: | ||
Income (loss) from continuing operations (in usd per share) | $ (0.04) | $ (0.32) |
Income from discontinued operations (in usd per share) | 0.02 | 0.02 |
Income (loss) per share - basic (in usd per share) | (0.02) | (0.29) |
Diluted income (loss) per share: | ||
Income (loss) from continuing operations (in usd per share) | (0.04) | (0.32) |
Income from discontinued operations (in usd per share) | 0.02 | 0.02 |
Income (loss) per share - diluted (in usd per share) | $ (0.02) | $ (0.29) |
Shares used: | ||
Basic (in shares) | 53,737 | 53,015 |
Diluted (in shares) | 53,737 | 53,015 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (965) | $ (15,571) |
Unrealized loss on short term investments, net of tax | (46) | (61) |
Foreign currency translation loss, net of tax | (9,597) | (109) |
Other comprehensive loss, net of tax | (9,643) | (170) |
Total comprehensive loss | $ (10,608) | $ (15,741) |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - 3 months ended Dec. 30, 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 beginning of period (in shares) at Sep. 30, 2016 | 53,709 | 23 | ||||
Balance at beginning of period at Sep. 30, 2016 | $ 462,784 | $ 54 | $ (330) | $ 9,039 | $ 551,509 | $ (97,488) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock option exercises (in shares) | 36 | |||||
Stock options exercises | 180 | 180 | ||||
Issuance of common stock pursuant to employee stock purchase plan (in shares) | 77 | |||||
Issuance of common stock pursuant to employee stock purchase plan | 2,420 | 2,420 | ||||
Share-based compensation | 8,183 | 8,183 | ||||
Other comprehensive loss, net of tax | (9,643) | (9,643) | ||||
Net loss | (965) | (965) | ||||
Balance at end of period (in shares) at Dec. 30, 2016 | 53,822 | 23 | ||||
Balance at end of period at Dec. 30, 2016 | $ 462,959 | $ 54 | $ (330) | $ (604) | $ 562,292 | $ (98,453) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (965) | $ (15,571) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities (net of acquisitions): | ||
Depreciation and intangibles amortization | 18,475 | 15,893 |
Stock-based compensation | 8,183 | 7,382 |
Warrant liability expense | 4,823 | 14,878 |
Acquired inventory step-up amortization | 0 | (394) |
Deferred financing cost amortization | 702 | 405 |
Prepaid compensation amortization | 506 | 2,634 |
Deferred income taxes | (1,054) | (1,548) |
Other adjustments, net | 76 | 84 |
Change in operating assets and liabilities (net of acquisitions): | ||
Accounts receivable | (4,488) | (1,409) |
Inventories | (1,583) | (3,827) |
Prepaid expenses and other assets | (673) | (608) |
Accounts payable | 931 | (266) |
Accrued and other liabilities | (5,547) | (1,512) |
Income taxes | 1,021 | (627) |
Net cash provided by operating activities | 20,407 | 15,514 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of businesses, net | 875 | (85,517) |
Purchases of property and equipment | (4,942) | (6,230) |
Proceeds from sale of assets | 104 | 0 |
Proceeds from sales and maturities of investments | 8,822 | 9,543 |
Purchases of investments | (8,902) | 0 |
Acquisition of intellectual property | 0 | (476) |
Net cash used in investing activities | (4,043) | (82,680) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from stock option exercises and employee stock purchases | 2,600 | 2,817 |
Payments on notes payable | (1,513) | (875) |
Proceeds from corporate facility financing obligation | 4,250 | 0 |
Payments of capital leases and assumed debt | (288) | (8,731) |
Repurchase of common stock | 0 | (339) |
Proceeds from (Payments for) Other Financing Activities | (38) | 0 |
Net cash provided by (used in) financing activities | 5,011 | (7,128) |
Foreign currency effect on cash | (435) | (210) |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 20,940 | (74,504) |
CASH AND CASH EQUIVALENTS — Beginning of period | 332,977 | 122,312 |
CASH AND CASH EQUIVALENTS — End of period | $ 353,917 | $ 47,808 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Dec. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Unaudited Interim Financial Information —The accompanying unaudited, condensed consolidated financial statements have been prepared according to the rules and regulations of the United States (the “U.S.”) Securities and Exchange Commission (“SEC”) and, in the opinion of management, reflect all adjustments, which include normal recurring adjustments, necessary for a fair statement of the condensed consolidated balance sheets, condensed consolidated statements of operations, condensed consolidated statement of comprehensive loss and condensed consolidated statements of cash flows of MACOM Technology Solutions Holdings, Inc. (“MACOM”, the “Company”, “us”, “we” or “our”) for the periods presented. We prepare our interim financial information using the same accounting principles we use for our annual audited consolidated financial statements. Certain information and note disclosures normally included in the annual audited consolidated financial statements have been condensed or omitted in accordance with prescribed SEC rules. We believe that the disclosures made in our condensed consolidated financial statements and the accompanying notes are adequate to make the information presented not misleading. The consolidated balance sheet at September 30, 2016 is as reported in our audited consolidated financial statements as of that date. Our accounting policies are described in the notes to our September 30, 2016 consolidated financial statements, which were included in our Annual Report on Form 10-K for our fiscal year ended September 30, 2016 filed with the SEC on November 17, 2016 . 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 September 30, 2016 . Principles of Consolidation— We have one reportable segment, semiconductors and modules. The accompanying consolidated financial statements include our accounts and the accounts of our majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. We have a 52 or 53-week fiscal year ending on the Friday closest to the last day of September. The fiscal years 2017 and 2016 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 —The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities during the reporting periods, the reported amounts of revenue and expenses during the reporting periods, and the disclosure of contingent assets and liabilities at the date of the financial statements. On an ongoing basis, we base estimates and assumptions on historical experience, currently available information and various other factors that management believes to be reasonable under the circumstances. Actual results may differ materially from these estimates and assumptions. Recent Accounting Pronouncements —Our Recent Accounting Pronouncements are described in the notes to our September 30, 2016 consolidated financial statements, which were included in our Annual Report on Form 10-K for fiscal year ended September 30, 2016 . In September 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments , which eliminates the requirement for an acquirer in a business combination to account for measurement-period adjustments retrospectively. Acquirers will now recognize measurement-period adjustments during the period in which they determine the amount of the adjustment. This ASU is effective for annual and interim reporting periods beginning after December 15, 2015, and should be applied prospectively to adjustments for provisional amounts that occur after the effective date. The adoption of this guidance did not have a material impact on our consolidated financial statements. |
Acquisitions
Acquisitions | 3 Months Ended |
Dec. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS Acquisition of FiBest Limited— On December 9, 2015, we completed the acquisition of FiBest Limited (“FiBest”) a Japan-based merchant market component supplier of optical sub-assemblies (“FiBest Acquisition”). We acquired FiBest to expand our position in optical networking components. In connection with the FiBest Acquisition, all of the outstanding equity interests (including outstanding options) of FiBest were exchanged for aggregate consideration of $59.1 million including cash of $47.5 million and assumed debt of $11.6 million . We funded the FiBest Acquisition with cash on hand. There were no transaction costs recorded in the three months ended December 30, 2016 . For the three months ended January 1, 2016 we recorded transaction costs of $2.6 million as selling, general and administrative expenses related to this acquisition. The FiBest Acquisition was accounted for as a stock purchase and the operations of FiBest have been included in our consolidated financial statements since the date of acquisition. 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 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. During the quarter ended December 30, 2016, we recorded an adjustment of $0.2 million primarily related to other liabilities and an adjustment of the deferred tax liability associated with the FiBest acquisition. We finalized our allocation of purchase price during the quarter ended December 30, 2016 . The final allocation of purchase price as of December 30, 2016, is as follows (in thousands): Preliminary Allocation as of September 30, 2016 Allocation Adjustments Final Allocation Current assets $ 10,445 $ — $ 10,445 Intangible assets 45,650 — 45,650 Other assets 3,317 — 3,317 Total assets acquired 59,412 — 59,412 Liabilities assumed: Debt 11,627 — 11,627 Deferred income taxes 11,658 (106 ) 11,552 Other liabilities 3,968 326 4,294 Total liabilities assumed 27,253 220 27,473 Net assets acquired 32,159 (220 ) 31,939 Consideration: Cash paid upon closing, net of cash acquired 47,517 — 47,517 Goodwill $ 15,358 $ 220 $ 15,578 The components of the acquired intangible assets were as follows (in thousands): Amount Useful Lives (Years) 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 following is a summary of FiBest revenue and earnings included in our accompanying condensed consolidated statements of operations for the three months ended January 1, 2016 (in thousands): Amount Revenue $ 2,670 Loss before income taxes (811 ) Unaudited Supplemental Pro Forma Data— The pro forma statements of operations data for the three months ended January 1, 2016 , below, give effect to the FiBest Acquisition, described above, as if it had occurred at October 4, 2014. These amounts have been calculated after applying our accounting policies and adjusting the results of FiBest to reflect; transaction costs, retention compensation expense, the impact of the step-up to the value of acquired inventory, as well as the additional intangible amortization that would have been charged assuming the fair value adjustments had been applied and incurred since October 4, 2014. This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. January 1, 2016 Revenue $ 123,400 Net loss (15,127 ) Acquisition of Aeroflex/Metelics Inc.— On December 14, 2015, we acquired Aeroflex/Metelics, Inc. (“Metelics”), a diode supplier for aggregate cash consideration of $38.0 million , subject to customary working capital and other adjustments (“Metelics Acquisition”). We acquired Metelics to expand our diode business. We funded the acquisition with cash on hand. The Metelics Acquisition was accounted for as a stock purchase and the operations of Metelics have been included in our consolidated financial statements since the date of acquisition. For the three months ended December 30, 2016 , no material transaction costs were recorded. For the three months ended January 1, 2016 , we recorded transaction costs of $0.5 million as selling, general and administrative expenses related to this acquisition. 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 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, which is tax deductible due to a 338(h)(10) election. We finalized our allocation of purchase price during the quarter ended December 30, 2016. The final allocation of purchase price as of December 30, 2016, is as follows (in thousands): Preliminary Allocation as of September 30, 2016 Allocation Adjustments Final Allocation Current assets $ 12,614 $ — $ 12,614 Intangible assets 20,900 — 20,900 Other assets 3,089 — 3,089 Total assets acquired 36,603 — 36,603 Liabilities assumed: Other liabilities 7,201 — 7,201 Total liabilities assumed 7,201 — 7,201 Net assets acquired 29,402 — 29,402 Consideration: Cash paid upon closing, net of cash acquired 37,125 — 37,125 Goodwill $ 7,723 $ — $ 7,723 The components of the acquired intangible assets were as follows (in thousands): Amount Useful Lives (Years) Developed technology $ 1,000 7 Customer relationships 19,900 10 $ 20,900 The overall weighted-average life of the identified intangible assets acquired in the Metelics Acquisition is estimated to be 9.9 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 following is a summary of Metelics revenue and earnings included in our accompanying condensed consolidated statements of operations for the three months ended January 1, 2016 (in thousands): Amount Revenue $ 1,907 Income before income taxes (46 ) Unaudited Supplemental Pro Forma Data— The pro forma statements of operations data for the three months ended January 1, 2016 , below, give effect to the Metelics Acquisition, described above, as if it had occurred at October 4, 2014. These amounts have been calculated after applying our accounting policies and adjusting the results of Metelics to reflect the transaction costs, the impact of the step-up to the value of acquired inventory, as well as, the additional intangible amortization that would have been charged assuming the fair value adjustments had been applied and incurred since October 4, 2014. This pro forma data is presented for informational purposes only and does not purport to be indicative of our future results of operations. January 1, 2016 Revenue $ 124,610 Net loss (15,583 ) |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Dec. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 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 fiscal year 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 (the "Consulting Agreement"). 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 statements of operations includes the following operating results related to this divested business (in thousands): Three Months Ended December 30, 2016 January 1, 2016 Income from operations — — Other income 1,875 1,875 Gain on sale — — Income before income taxes 1,875 1,875 Income tax provision 669 676 Income from discontinued operations $ 1,206 $ 1,199 Cash flow from operating activities — — Other income recorded during the three months ended December 30, 2016 and January 1, 2016 related to the consulting agreement. |
Short Term Investments
Short Term Investments | 3 Months Ended |
Dec. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | INVESTMENTS 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 December 30, 2016 and September 30, 2016 are summarized in the tables below (in thousands): December 30, 2016 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 14,948 $ — $ (160 ) $ 14,788 Commercial Paper 5,970 — (6 ) 5,964 Agency bonds 3,002 — (4 ) 2,998 Total investments $ 23,920 $ — $ (170 ) $ 23,750 September 30, 2016 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 14,894 $ 9 $ (103 ) $ 14,800 Commercial Paper 2,978 — (4 ) 2,974 Agency bonds 6,004 1 (3 ) 6,002 Total investments $ 23,876 $ 10 $ (110 ) $ 23,776 The contractual maturities of available-for-sale investments were as follows (in thousands): December 30, 2016 September 30, 2016 Less than 1 year $ 8,961 $ 8,976 Over 1 year 14,789 14,800 Total investments $ 23,750 $ 23,776 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) income. |
Fair Value
Fair Value | 3 Months Ended |
Dec. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 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 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets with insufficient volume or infrequent transactions (less active markets), or model-driven valuations in which all significant inputs are observable or can be derived principally from, or corroborated with, observable market data. Level 3 - Fair value is derived from valuation techniques in which one or more significant inputs are unobservable, including assumptions and judgments made by us. 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 months ended December 30, 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 and classified as Level 1 assets. Corporate and agency bonds and commercial paper 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. We generally use quoted prices for recent trading activity of assets with similar characteristics to the debt security or bond being valued. The securities and bonds priced using such methods are generally classified as Level 2 assets. Broker dealer bids or quotes on securities with similar characteristics may also be used. Assets and liabilities measured at fair value on a recurring basis consist of the following (in thousands): December 30, 2016 Fair Value Active Markets for Identical Assets (Level 1) Observable Inputs (Level 2) Unobservable Inputs (Level 3) Assets Money market funds $ 1,182 $ 1,182 $ — $ — Commercial Paper 106,086 — 106,086 — Agency bonds 2,998 — 2,998 — Corporate bonds 14,788 — 14,788 — Total assets measured at fair value $ 125,054 $ 1,182 $ 123,872 $ — Liabilities Contingent consideration $ 866 $ — $ — $ 866 Common stock warrant liability 43,076 — — 43,076 Total liabilities measured at fair value $ 43,942 $ — $ — $ 43,942 September 30, 2016 Fair Value Active Markets for Identical Assets (Level 1) Observable Inputs (Level 2) Unobservable Inputs (Level 3) Assets Money market funds $ 1,172 $ 1,172 $ — $ — Commercial Paper 102,928 — 102,928 — US treasuries and agency bonds 6,002 — 6,002 — Corporate bonds 14,799 — 14,799 — Total assets measured at fair value $ 124,901 $ 1,172 $ 123,729 $ — Liabilities Contingent consideration $ 848 $ — $ — $ 848 Common stock warrant liability 38,253 — — 38,253 Total liabilities measured at fair value $ 39,101 $ — $ — $ 39,101 As of December 30, 2016 and September 30, 2016 the fair value of the common stock warrants has been estimated using a Black-Scholes option pricing model. The quantitative information utilized in the fair value calculation of our Level 3 liabilities is as follows: Inputs Liabilities Valuation Technique Unobservable Input December 30, 2016 September 30, 2016 Contingent consideration Discounted cash flow Discount rate 12.9% 12.9% Probability of achievement 75% - 100% 75% Timing of cash flows 8 months 1 year Warrant liability Black-scholes model Volatility 40.4% 43.2% Discount rate 1.70% 1.14% Expected life 3.98 years 4.23 years Exercise price $14.05 $14.05 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 changes in assets and liabilities with inputs classified within Level 3 of the fair value hierarchy consist of the following (in thousands): September 30, Net Realized/Unrealized Losses Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 December 30, Contingent consideration $ 848 $ 18 $ — $ — $ — $ 866 Common stock warrant liability $ 38,253 $ 4,823 $ — $ — $ — $ 43,076 October 2, Net Realized/Unrealized Losses Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 January 1, Contingent consideration $ 1,150 $ 20 $ — $ — $ — $ 1,170 Common stock warrant liability $ 21,822 $ 14,878 $ — $ — $ — $ 36,700 |
Inventories
Inventories | 3 Months Ended |
Dec. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories consist of the following (in thousands): December 30, September 30, Raw materials $ 64,120 $ 67,378 Work-in-process 8,864 9,157 Finished goods 42,235 38,400 Total $ 115,219 $ 114,935 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Dec. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consists of the following (in thousands): December 30, September 30, Land, buildings and improvements $ 16,618 $ 12,572 Construction in process 10,341 9,415 Machinery and equipment 132,928 129,639 Leasehold improvements 12,177 12,152 Furniture and fixtures 1,529 1,469 Computer equipment and software 13,042 12,954 Total property and equipment $ 186,635 $ 178,201 Less accumulated depreciation and amortization (84,790 ) (79,034 ) Property and equipment, net $ 101,845 $ 99,167 Depreciation and amortization expense related to property, plant and equipment for the three months ended December 30, 2016 was $6.0 million . Depreciation and amortization expense related to property, plant and equipment for the three months ended January 1, 2016 was $4.3 million . |
Debt
Debt | 3 Months Ended |
Dec. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | DEBT On May 8, 2014, we entered into a credit agreement (“Credit Agreement”) with a syndicate of lenders that provided for term loans in an aggregate principal amount of $350.0 million , which mature in May 2021 (“Initial Term Loans”) and a revolving credit facility of $100.0 million initially, which matures in May 2019 (“Revolving Facility”). In February 2015, we executed an amendment to the Credit Agreement that increased our aggregate borrowing capacity under the Revolving Facility to $130 million . The Initial Term Loans were issued with an original issue discount of 0.75% , which is being amortized over the term of the Initial Term Loans using the straight-line method, which approximates the effective interest rate method. On August 31, 2016 we entered into an amendment (“Incremental Term Loan Amendment”) to our Credit Agreement which provided for incremental term loans in an aggregate principal amount of $250 million , which mature in May 2021 (“Incremental Term Loans”, together with the Initial Term Loans, “Term Loans”). The terms of the Incremental Term Loans are identical to the terms of the Initial Term Loans, other than with respect to upfront fees, original issue discount and arrangement, structuring or similar fees payable in connection therewith. The Incremental Term Loans were issued with an original issue discount of 0.95% , which is being amortized over the term of the Incremental Term Loans using the straight-line method, which approximates the effective interest rate method. We incurred $8.7 million in fees for the issuance of the Credit Agreement and $3.2 million in fees for the issuance of the Incremental Term Loan Amendment, which were recorded as deferred financing costs and are being amortized over the life of the Credit Agreement as interest expense. As of December 30, 2016 , approximately $8.3 million of deferred financing costs remain unamortized, of which $7.1 million related to the Incremental Term Loans is recorded as a direct reduction of the recognized debt liabilities in our accompanying consolidated balance sheet, and $1.2 million related to the Revolving Facility is recorded in other assets in our accompanying consolidated balance sheet. The Term Loans and Incremental Term Loans are secured by a first priority lien on substantially all of our assets and provide that we must comply with certain financial and non-financial covenants. As of December 30, 2016 , we were in compliance with all financial and non-financial covenants under the Credit Agreement and we had $590.0 million of outstanding Term Loan borrowings under the Credit Agreement and $130.0 million of borrowing capacity under our Revolving Facility. As of December 30, 2016 , the following remained outstanding on the Term Loans (in thousands): Principal balance $ 589,974 Unamortized discount (3,830 ) Total term loans $ 586,144 Current portion 6,051 Long-term, less current portion $ 580,093 As of December 30, 2016 , the minimum principal payments under the Term Loans in future fiscal years were as follows (in thousands): 2017 (rest of fiscal year) $ 4,538 2018 6,051 2019 6,051 2020 6,051 2021 567,283 Total $ 589,974 The fair value of the Term Loans was estimated to be approximately $593.7 million as of December 30, 2016 and was determined using Level 2 inputs, including a quoted rate from a bank. |
Capital Lease and Financing Obl
Capital Lease and Financing Obligations Capital Lease and Financing Obligations | 3 Months Ended |
Dec. 30, 2016 | |
Leases [Abstract] | |
Capital Lease Obligations | 9. CAPITAL LEASE AND FINANCING OBLIGATIONS Corporate Facility Financing Obligation On May 26, 2016, we entered into a Purchase and Sale Agreement (“Purchase Agreement”) with Calare Properties, Inc., a Delaware corporation (together with its affiliates, the “Buyer”) for the sale and subsequent leaseback of our corporate headquarters, located at 100 Chelmsford Street, Lowell, Massachusetts. The transactions contemplated by the Purchase Agreement closed on December 28, 2016, at which time we also entered into three lease agreements with the Buyer including: (1) a 20 -year leaseback of the facility located at 100 Chelmsford Street (the “100 Chelmsford Lease”), (2) a 20 -year build-to-suit lease arrangement for the construction and subsequent lease back of a new facility to be located at 144 Chelmsford Street (the “144 Chelmsford Lease”), and (3) a 14 -year building lease renewal of an adjacent facility at 121 Hale Street (the “121 Hale Lease”), together with the 100 Chelmsford Lease and the 144 Chelmsford Lease, the “Leases”. Because the transactions contemplated by the Purchase Agreement and the related Leases were negotiated and consummated at the same time and in contemplation of one another to achieve the same commercial objective, the transactions are accounted for by us as a single unit of accounting. In addition, the Leases were determined to represent a failed sale-leaseback due to our continuing involvement in the properties in the form of non-recourse financing. As a result, the Leases are accounted for under the financing method and we will be the deemed accounting owner under the arrangement, including the assets to be constructed under the 144 Chelmsford Lease. We will continue to recognize the existing building and improvements sold under the Purchase Agreement, capitalize the 121 Hale Street building as well as the assets constructed under the Leases, and depreciate the assets over the shorter of their estimated useful lives or the lease terms. The sale proceeds from the Purchase Agreement of $8.2 million (which includes $4.2 million in cash and $4.0 million in construction allowances) and the fair value of the 121 Hale Street building of $4.0 million were recognized as a financing obligation on our balance sheet and are being amortized over the 20 -year lease term based on the minimum lease payments required under the Leases and our incremental borrowing rate. Future construction costs funded by the Buyer under the 144 Chelmsford Lease will be recognized as additional financing obligations on our balance sheet as incurred and will be amortized over the 20 -year lease term based on the minimum lease payments required under the Leases and our incremental borrowing rate. As a result of the failed sale-leaseback accounting, we calculated a financing obligation as of the December 28, 2016 inception of the lease based on the future minimum lease payments discounted at 8.5% . The discount rate represents the estimated incremental borrowing rate over the lease term of 20 -years. The minimum lease payments are recorded as interest expense and in part as a payment of principal reducing the financing obligation. The real property assets in the transaction remain on the consolidated balance sheets and continue to be depreciated over the remaining useful lives. As of December 30, 2016 , approximately $12.2 million of the financing obligation was outstanding associated with these Leases. Acquired Capital Leases In connection with the FiBest Acquisition in December 2015 and the acquisition of BinOptics Corporation (“BinOptics Acquisition”) in December 2014 we assumed certain capital lease obligations, of which approximately $3.0 million was outstanding as of December 30, 2016 . As of December 30, 2016 , future minimum payments under capital lease obligations and financing obligations related to the Leases were as follows (in thousands): Fiscal year ending: Amount 2017 $ 1,694 2018 1,900 2019 1,795 2020 1,622 2021 1,487 Thereafter 20,541 Total minimum capital lease obligation payments $ 29,039 |
Intangible Assets
Intangible Assets | 3 Months Ended |
Dec. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | INTANGIBLE ASSETS Amortization expense related to intangible assets is as follows (in thousands): Three Months Ended December 30, January 1, Cost of revenue $ 6,001 $ 7,167 Selling, general and administrative 6,467 4,423 Total $ 12,468 $ 11,590 Intangible assets consist of the following (in thousands): December 30, September 30, Acquired technology $ 164,173 $ 165,397 Customer relationships 202,697 207,674 In-process research and development 8,000 8,000 Trade name 3,400 3,400 Total $ 378,270 $ 384,471 Less accumulated amortization (137,337 ) (124,869 ) Intangible assets — net $ 240,933 $ 259,602 A summary of the activity in intangible assets and goodwill follows (in thousands): Total Acquired Technology Customer In-Process Research and Development Trade Name Goodwill Balance at September 30, 2016 $ 504,495 $ 165,397 $ 207,674 $ 8,000 $ 3,400 $ 120,024 Fair value adjustment 220 — — — — 220 Currency translation adjustment (8,363 ) (1,224 ) (4,977 ) — — (2,162 ) Balance at December 30, 2016 $ 496,352 $ 164,173 $ 202,697 $ 8,000 $ 3,400 $ 118,082 As of December 30, 2016 , our estimated amortization of our intangible assets in future fiscal years was as follows (in thousands): 2017 Remaining 2018 2019 2020 2021 Thereafter Total Amortization expense $ 38,413 47,499 40,891 32,997 26,900 42,833 $ 229,533 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 were $82.6 million and $54.7 million , respectively, as of December 30, 2016 , and $58.1 million and $27.9 million , respectively, as of January 1, 2016 . |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Dec. 30, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | 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 December 30, 2016 and September 30, 2016 . The outstanding shares of our common stock as of December 30, 2016 and September 30, 2016 , presented in the accompanying consolidated statements of stockholders’ equity exclude 3,300 and 3,300 unvested shares of restricted stock awards, respectively, issued as compensation to employees and directors that remained subject to forfeiture. Common Stock Warrants —In March 2012, we issued warrants to purchase 1,281,358 shares of common stock for $14.05 per share. The warrants expire December 21, 2020 , or earlier as per the terms of the agreement, including immediately following consummation of a sale of all or substantially all assets or capital stock or other equity securities, including by merger, consolidation, recapitalization, or similar transactions. We do not currently have sufficient registered and available shares to immediately satisfy a request for registration, if such a request were made. As of December 30, 2016 , no exercise of the warrants had occurred and no request had been made to register the warrants or any underlying securities for resale by the holders. 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 at September 30, 2016 $ 38,253 Change in estimated fair value 4,823 Balance at December 30, 2016 $ 43,076 |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
Dec. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | 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 December 30, 2016 January 1, 2016 Numerator: Loss from continuing operations $ (2,171 ) $ (16,770 ) Income from discontinued operations 1,206 1,199 Net loss $ (965 ) $ (15,571 ) Net loss attributable to common stockholders $ (965 ) $ (15,571 ) Denominator: Weighted average common shares outstanding-basic 53,737 53,015 Dilutive effect of options and warrants — — Weighted average common shares outstanding-diluted $ 53,737 $ 53,015 Common stock (loss) earnings per share-basic: Continuing operations $ (0.04 ) $ (0.32 ) Discontinued operations 0.02 0.02 Net common stock loss per share-basic $ (0.02 ) $ (0.29 ) Common stock (loss) earnings per share-diluted: Continuing operations $ (0.04 ) $ (0.32 ) Discontinued operations 0.02 0.02 Net common stock loss per share-diluted $ (0.02 ) $ (0.29 ) The table above excludes the effects of 1,875 and 1,996 shares for the three months ended December 30, 2016 and January 1, 2016 , respectively, of potential shares of common stock issuable upon exercise of stock options, restricted stock and stock units, and warrants as the inclusion would be antidilutive. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Dec. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Litigation— From time to time we may be subject to commercial disputes, employment issues, claims by other companies in the industry that we have infringed their intellectual property rights and other similar claims and litigations. Any such claims may lead to future litigation and material damages and defense costs. Other than as set forth below, we were not involved in any material pending legal proceedings during the quarter ended December 30, 2016 . GaN Lawsuit Against Infineon. On April 26, 2016, we and our wholly-owned subsidiary Nitronex, LLC brought suit against Infineon Technologies Americas Corporation (“Infineon Americas”) and Infineon Technologies AG (“Infineon AG” and collectively, with Infineon Americas, “Infineon”) in the Federal District Court for the Central District of California, seeking injunctive relief, monetary damages, and specific performance of certain contractual obligations. On July 19, 2016, we filed a first amended complaint, and, on November 21, 2016, we filed a second amended complaint. The suit arises out of agreements relating to GaN patents that were executed in 2010 by Nitronex Corporation (acquired by us in 2014) and International Rectifier Corporation (“International Rectifier”) (acquired by Infineon AG in 2015). We assert claims for breach of contract, breach of the covenant of good faith and fair dealing, declaratory judgment of contractual rights, declaratory judgment of non-infringement of patents, and, against Infineon AG only, intentional interference with contract. If successful, the relief sought in our first amended complaint would, among other remedies, require Infineon to assign back to us certain GaN-related Nitronex patents that were previously assigned to International Rectifier and enjoin Infineon from proceeding with its marketing and sales of certain types of GaN-on-Si products. In an order dated October 31, 2016, the Court granted us a preliminary injunction against Infineon, which then issued on December 8, 2016. The preliminary injunction declares that an exclusive licensing arrangement between us and Infineon that Infineon had purported to terminate is still in effect and prohibits Infineon Americas and others acting in concert with it from engaging in certain activities in our exclusive field, which includes RF power amplifiers for cellular base stations. Infineon filed: (a) a motion to stay or modify a portion of the preliminary injunction on December 30, 2016; and (b) notice of appeal of the preliminary injunction decision to the Federal Circuit on January 3, 2017. Infineon’s opening appeal brief is currently due on March 6, 2017. Additionally, Infineon has moved to dismiss some of the claims of the second amended complaint. Those motions to dismiss are currently set for a hearing on February 27, 2017. With respect to the above legal proceeding, we are not able to reasonably estimate the amount or range of any possible loss, and accordingly have not accrued or disclosed any related amounts of possible loss in the accompanying consolidated financial statements. |
Restructurings
Restructurings | 3 Months Ended |
Dec. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructurings | 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 closure costs. The following is a summary of the costs incurred and remaining balances included in accrued expenses for the three months ended December 30, 2016 (in thousands): Balance as of September 30, 2016 $ 3,104 Current period adjustments 1,287 Payments (2,346 ) Balance as of December 30, 2016 $ 2,045 The restructuring expenses recorded to date are expected to be paid through the remainder of fiscal year 2017 . 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 of approximately $1.0 million to $2.0 million during the remainder of calendar year 2017 as we complete restructuring actions primarily associated with the Metelics Acquisition and other actions. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Dec. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | SHARE-BASED COMPENSATION Stock Plans As of December 30, 2016 , we had 15.7 million shares available for future issuance under our 2012 Omnibus Incentive Plan (as Amended and Restated) (the “2012 Plan”), and 3.1 million shares available for issuance under our Employee Stock Purchase Plan (“ESPP”). 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. The ISOs and NSOs must be granted at a price per share not less than the fair value of our common stock on the date of grant. Options granted to date primarily vest based on certain market-based and performance-based criteria as described below. Options granted generally have a term of seven to ten years. Certain of the share-based awards granted and outstanding as of December 30, 2016 are subject to accelerated vesting upon a change in control. There were no modifications to share-based awards during the periods presented. As of December 30, 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 months ended December 30, 2016 and January 1, 2016 (in thousands): Three Months Ended December 30, January 1, Cost of revenue $ 720 $ 457 Research and development 1,945 1,837 Selling, general and administrative 5,518 5,088 Total share-based compensation expense $ 8,183 $ 7,382 As of December 30, 2016 , the total unrecognized compensation costs, adjusted for estimated forfeitures, related to outstanding stock options, restricted stock awards and units including awards with time-based and performance based vesting was $58.6 million , which we expect to recognize over a weighted-average period of 2.7 years. Stock Options We had 1.3 million stock options outstanding as of December 30, 2016 , with a weighted-average exercise price per share of $27.68 and weighted-average remaining contractual term of 5.9 years . The aggregate intrinsic value of the stock options outstanding as of December 30, 2016 was $24.6 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 three months ended December 30, 2016 , we granted 310,000 non-qualified stock options with a grant date fair value of $4.1 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. These non-qualified stock options with market related vesting conditions are valued using a Monte Carlo simulation model, using a volatility rate of 32.2% , a risk-free rate of 1.84% , a strike price of $40.25 and a term of seven years . Share-based compensation expense is recognized regardless of the number of awards that are earned based on the market condition and is recognized on a straight-line basis over the estimated service period of approximately three years . If the required service period is not met for these options then the share-based compensation expense would be reversed. In the event that the Company’s common stock achieves the target price of $66.96 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 exercised was $1.5 million for the three months ended December 30, 2016 and was $2.2 million for the three months ended January 1, 2016 . 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 three months ended December 30, 2016 , is as follows: Number of RSUs Weighted- Average Grate Date Fair Value Aggregate Intrinsic Value (in thousands) Balance at September 30, 2016 1,707,695 $ 32.76 $ 72,165 Granted 208,505 41.38 Vested and released (27 ) 15.14 Forfeited, canceled or expired (13,927 ) 37.02 Balance at December 30, 2016 1,902,246 $ 33.68 $ 87,884 Restricted stock, restricted stock units and performance-based restricted stock units that vested during the three months ended January 1, 2016 had fair value of $0.9 million as of the vesting date. There were no material vestings of restricted stock during the three months ended December 30, 2016 . |
Income Taxes
Income Taxes | 3 Months Ended |
Dec. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 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. activities are subject to local country income tax and may also be subject to current U.S. income tax. For interim periods, we record a tax provision or benefit based upon the estimated effective tax rate expected for the full fiscal year, adjusted for material discrete taxation matters arising during the interim periods. The difference between the U.S. federal statutory income tax rate of 35% and our effective income tax rates for the three months ended December 30, 2016 and January 1, 2016 , 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 as of December 30, 2016 and September 30, 2016 did not change and remained at $1.7 million . The unrecognized tax benefits primarily relate to positions taken by us in our 2014 U.S. 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 December 30, 2016 , we did not make any payment of interest and penalties. As disclosed in Note 2 - Acquisitions , our purchase accounting for the FiBest Acquisition, including income taxes, has been finalized during the three months ended December 30, 2016. Related to the FiBest Acquisition, we recorded an aggregate net deferred income tax liability acquired in the FiBest Acquisition which is estimated to be $11.6 million and includes a net deferred income tax asset of $2.5 million relating to net operating loss ("NOL") carryforwards and a net deferred income tax liability of $14.1 million related to the difference between the book and tax basis of the intangible and other assets acquired. Related to the Metelics Acquisition we do not anticipate the recording of any deferred taxes due to a Section 338(h) (10) election which will permit us to have tax basis equal to the purchase price. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Dec. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS GaAs Labs, LLC (“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 months ended December 30, 2016 and January 1, 2016 , we recorded no material billings to GaAs Labs. In the three months ended December 30, 2016 and January 1, 2016 we recorded no material revenue associated with product sales to a public company with a common director. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Dec. 30, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | SUPPLEMENTAL CASH FLOW INFORMATION As of December 30, 2016 and January 1, 2016 , we had $1.4 million and $1.7 million in unpaid amounts related to purchases of property and equipment 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): Three Months Ended December 30, January 1, Cash paid for interest $ 5,426 $ 4,120 Cash (refunded) paid for income taxes $ (712 ) $ 611 |
Geographic and Significant Cust
Geographic and Significant Customer Information | 3 Months Ended |
Dec. 30, 2016 | |
Segment Reporting [Abstract] | |
Geographic and Significant Customer Information | 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 Revenue by Geographic Region December 30, January 1, United States $ 43,961 $ 34,482 China 47,477 30,719 Asia Pacific, excluding China (1) 49,753 41,733 Other Countries (2) 10,561 8,840 Total $ 151,752 $ 115,774 As of Long-Lived Assets by Geographic Region December 30, September 30, United States $ 83,085 $ 79,832 Asia Pacific (1) 15,895 16,614 Other Countries (2) 2,865 2,721 Total $ 101,845 $ 99,167 (1) Asia Pacific represents Taiwan, Hong Kong, Japan, Singapore, India, Thailand, South Korea, Australia, Malaysia and the Philippines. (2) No international country or region represented greater than 10% of the total net long-lived assets or revenue 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 Revenue December 30, January 1, Customer A 22 % 15 % Customer B 12 % 13 % Customer C 7 % 12 % Customer D 5 % 10 % Accounts Receivable December 30, September 30, Customer A 19 % 11 % Customer B 15 % 11 % Customer C 14 % 16 % 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 months ended December 30, 2016 and January 1, 2016 , our top ten customers represented 63% and 64% of total revenue, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Dec. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS On January 26, 2017 we completed the acquisition of Applied Micro Circuits Corporation (“AppliedMicro”), a global provider of silicon solutions for next-generation cloud infrastructure and data centers, as well as connectivity products for edge, metro and long-haul communications equipment (“AppliedMicro Acquisition”). We acquired AppliedMicro in order to expand our business in enterprise and cloud data center applications. In connection with the AppliedMicro Acquisition, we acquired all of the outstanding common stock of AppliedMicro for approximately $761.1 million of consideration, which included the payment of $286.2 million of cash and the issuance of 9.9 million shares of our common stock valued at approximately $474.9 million . We have incurred $12.3 million of transaction related costs of which $3.5 million was incurred during the three months ended December 30, 2016 and recorded within selling, general and administrative expenses. The AppliedMicro Acquisition will be accounted for as a stock purchase. Any 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 will be allocated to goodwill, none of which will be tax deductible. As of the date of this Quarterly Report on Form 10-Q the initial accounting for the assets, liabilities and equity interests related to the AppliedMicro Acquisition have not yet been completed, accordingly, it was impracticable to compile a preliminary purchase price allocation or proforma financial information prior to our filing of this Quarterly Report on Form 10-Q. For additional information related to the AppliedMicro Acquisition see our Current Report on Form 8-K filed on November 21, 2016, our Form S-4 Registration Statement filed on December 21, 2016, as amended on January 18, 2017 and our Current Report on Form 8-K filed on January 26, 2017 . |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Dec. 30, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation— We have one reportable segment, semiconductors and modules. The accompanying consolidated financial statements include our accounts and the accounts of our majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Fiscal Period | We have a 52 or 53-week fiscal year ending on the Friday closest to the last day of September. The fiscal years 2017 and 2016 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 —The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities during the reporting periods, the reported amounts of revenue and expenses during the reporting periods, and the disclosure of contingent assets and liabilities at the date of the financial statements. On an ongoing basis, we base estimates and assumptions on historical experience, currently available information and various other factors that management believes to be reasonable under the circumstances. Actual results may differ materially from these estimates and assumptions. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements —Our Recent Accounting Pronouncements are described in the notes to our September 30, 2016 consolidated financial statements, which were included in our Annual Report on Form 10-K for fiscal year ended September 30, 2016 . In September 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments , which eliminates the requirement for an acquirer in a business combination to account for measurement-period adjustments retrospectively. Acquirers will now recognize measurement-period adjustments during the period in which they determine the amount of the adjustment. This ASU is effective for annual and interim reporting periods beginning after December 15, 2015, and should be applied prospectively to adjustments for provisional amounts that occur after the effective date. The adoption of this guidance did not have a material impact on our consolidated financial statements. |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Dec. 30, 2016 | |
Summary of Unaudited Supplemental Pro Forma Data | The following is a summary of FiBest revenue and earnings included in our accompanying condensed consolidated statements of operations for the three months ended January 1, 2016 (in thousands): Amount Revenue $ 2,670 Loss before income taxes (811 ) The following is a summary of Metelics revenue and earnings included in our accompanying condensed consolidated statements of operations for the three months ended January 1, 2016 (in thousands): Amount Revenue $ 1,907 Income before income taxes (46 ) |
FiBest Limited [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 December 30, 2016, is as follows (in thousands): Preliminary Allocation as of September 30, 2016 Allocation Adjustments Final Allocation Current assets $ 10,445 $ — $ 10,445 Intangible assets 45,650 — 45,650 Other assets 3,317 — 3,317 Total assets acquired 59,412 — 59,412 Liabilities assumed: Debt 11,627 — 11,627 Deferred income taxes 11,658 (106 ) 11,552 Other liabilities 3,968 326 4,294 Total liabilities assumed 27,253 220 27,473 Net assets acquired 32,159 (220 ) 31,939 Consideration: Cash paid upon closing, net of cash acquired 47,517 — 47,517 Goodwill $ 15,358 $ 220 $ 15,578 |
Components of Acquired Intangible Assets on a Preliminary Basis | The components of the acquired intangible assets were as follows (in thousands): Amount Useful Lives (Years) Developed technology $ 9,400 7 Customer relationships 36,250 10 $ 45,650 |
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. January 1, 2016 Revenue $ 123,400 Net loss (15,127 ) |
Aeroflex/Metelics Inc [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 December 30, 2016, is as follows (in thousands): Preliminary Allocation as of September 30, 2016 Allocation Adjustments Final Allocation Current assets $ 12,614 $ — $ 12,614 Intangible assets 20,900 — 20,900 Other assets 3,089 — 3,089 Total assets acquired 36,603 — 36,603 Liabilities assumed: Other liabilities 7,201 — 7,201 Total liabilities assumed 7,201 — 7,201 Net assets acquired 29,402 — 29,402 Consideration: Cash paid upon closing, net of cash acquired 37,125 — 37,125 Goodwill $ 7,723 $ — $ 7,723 |
Components of Acquired Intangible Assets on a Preliminary Basis | The components of the acquired intangible assets were as follows (in thousands): Amount Useful Lives (Years) Developed technology $ 1,000 7 Customer relationships 19,900 10 $ 20,900 |
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. January 1, 2016 Revenue $ 124,610 Net loss (15,583 ) |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Dec. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Operating Results through Dates of Divestiture Related to Divested Businesses | The accompanying consolidated statements of operations includes the following operating results related to this divested business (in thousands): Three Months Ended December 30, 2016 January 1, 2016 Income from operations — — Other income 1,875 1,875 Gain on sale — — Income before income taxes 1,875 1,875 Income tax provision 669 676 Income from discontinued operations $ 1,206 $ 1,199 Cash flow from operating activities — — |
Short Term Investments (Tables)
Short Term Investments (Tables) | 3 Months Ended |
Dec. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Available for Sale Investments | September 30, 2016 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 14,894 $ 9 $ (103 ) $ 14,800 Commercial Paper 2,978 — (4 ) 2,974 Agency bonds 6,004 1 (3 ) 6,002 Total investments $ 23,876 $ 10 $ (110 ) $ 23,776 The amortized cost, gross unrealized holding gains or losses, and fair value of our available-for-sale investments by major investments type as of December 30, 2016 and September 30, 2016 are summarized in the tables below (in thousands): December 30, 2016 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 14,948 $ — $ (160 ) $ 14,788 Commercial Paper 5,970 — (6 ) 5,964 Agency bonds 3,002 — (4 ) 2,998 Total investments $ 23,920 $ — $ (170 ) $ 23,750 September 30, 2016 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Corporate bonds $ 14,894 $ 9 $ (103 ) $ 14,800 Commercial Paper 2,978 — (4 ) 2,974 Agency bonds 6,004 1 (3 ) 6,002 Total investments $ 23,876 $ 10 $ (110 ) $ 23,776 |
Summary of Contractual Maturities of Investments | The contractual maturities of available-for-sale investments were as follows (in thousands): December 30, 2016 September 30, 2016 Less than 1 year $ 8,961 $ 8,976 Over 1 year 14,789 14,800 Total investments $ 23,750 $ 23,776 |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended | |
Dec. 30, 2016 | Jan. 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): December 30, 2016 Fair Value Active Markets for Identical Assets (Level 1) Observable Inputs (Level 2) Unobservable Inputs (Level 3) Assets Money market funds $ 1,182 $ 1,182 $ — $ — Commercial Paper 106,086 — 106,086 — Agency bonds 2,998 — 2,998 — Corporate bonds 14,788 — 14,788 — Total assets measured at fair value $ 125,054 $ 1,182 $ 123,872 $ — Liabilities Contingent consideration $ 866 $ — $ — $ 866 Common stock warrant liability 43,076 — — 43,076 Total liabilities measured at fair value $ 43,942 $ — $ — $ 43,942 September 30, 2016 Fair Value Active Markets for Identical Assets (Level 1) Observable Inputs (Level 2) Unobservable Inputs (Level 3) Assets Money market funds $ 1,172 $ 1,172 $ — $ — Commercial Paper 102,928 — 102,928 — US treasuries and agency bonds 6,002 — 6,002 — Corporate bonds 14,799 — 14,799 — Total assets measured at fair value $ 124,901 $ 1,172 $ 123,729 $ — Liabilities Contingent consideration $ 848 $ — $ — $ 848 Common stock warrant liability 38,253 — — 38,253 Total liabilities measured at fair value $ 39,101 $ — $ — $ 39,101 | |
Quantitative information Used in Fair Value Calculation of Level 3 Liabilities | The quantitative information utilized in the fair value calculation of our Level 3 liabilities is as follows: Inputs Liabilities Valuation Technique Unobservable Input December 30, 2016 September 30, 2016 Contingent consideration Discounted cash flow Discount rate 12.9% 12.9% Probability of achievement 75% - 100% 75% Timing of cash flows 8 months 1 year Warrant liability Black-scholes model Volatility 40.4% 43.2% Discount rate 1.70% 1.14% Expected life 3.98 years 4.23 years Exercise price $14.05 $14.05 | |
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): September 30, Net Realized/Unrealized Losses Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 December 30, Contingent consideration $ 848 $ 18 $ — $ — $ — $ 866 Common stock warrant liability $ 38,253 $ 4,823 $ — $ — $ — $ 43,076 October 2, Net Realized/Unrealized Losses Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 January 1, Contingent consideration $ 1,150 $ 20 $ — $ — $ — $ 1,170 Common stock warrant liability $ 21,822 $ 14,878 $ — $ — $ — $ 36,700 | |
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): September 30, Net Realized/Unrealized Losses Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 December 30, Contingent consideration $ 848 $ 18 $ — $ — $ — $ 866 Common stock warrant liability $ 38,253 $ 4,823 $ — $ — $ — $ 43,076 October 2, Net Realized/Unrealized Losses Included in Earnings Purchases and Issuances Sales and Settlements Transfers in and/or (out) of Level 3 January 1, Contingent consideration $ 1,150 $ 20 $ — $ — $ — $ 1,170 Common stock warrant liability $ 21,822 $ 14,878 $ — $ — $ — $ 36,700 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Dec. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | Inventories consist of the following (in thousands): December 30, September 30, Raw materials $ 64,120 $ 67,378 Work-in-process 8,864 9,157 Finished goods 42,235 38,400 Total $ 115,219 $ 114,935 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Dec. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant and Equipment | Property, plant and equipment consists of the following (in thousands): December 30, September 30, Land, buildings and improvements $ 16,618 $ 12,572 Construction in process 10,341 9,415 Machinery and equipment 132,928 129,639 Leasehold improvements 12,177 12,152 Furniture and fixtures 1,529 1,469 Computer equipment and software 13,042 12,954 Total property and equipment $ 186,635 $ 178,201 Less accumulated depreciation and amortization (84,790 ) (79,034 ) Property and equipment, net $ 101,845 $ 99,167 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Dec. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Remained Outstanding on Term Loans | As of December 30, 2016 , the following remained outstanding on the Term Loans (in thousands): Principal balance $ 589,974 Unamortized discount (3,830 ) Total term loans $ 586,144 Current portion 6,051 Long-term, less current portion $ 580,093 |
Schedule of Minimum Principal Payments under Term Loans | As of December 30, 2016 , the minimum principal payments under the Term Loans in future fiscal years were as follows (in thousands): 2017 (rest of fiscal year) $ 4,538 2018 6,051 2019 6,051 2020 6,051 2021 567,283 Total $ 589,974 |
Capital Lease and Financing O36
Capital Lease and Financing Obligations (Tables) | 3 Months Ended |
Dec. 30, 2016 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments for Capital Leases | As of December 30, 2016 , future minimum payments under capital lease obligations and financing obligations related to the Leases were as follows (in thousands): Fiscal year ending: Amount 2017 $ 1,694 2018 1,900 2019 1,795 2020 1,622 2021 1,487 Thereafter 20,541 Total minimum capital lease obligation payments $ 29,039 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Dec. 30, 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 December 30, January 1, Cost of revenue $ 6,001 $ 7,167 Selling, general and administrative 6,467 4,423 Total $ 12,468 $ 11,590 |
Summary of Intangible Assets | Intangible assets consist of the following (in thousands): December 30, September 30, Acquired technology $ 164,173 $ 165,397 Customer relationships 202,697 207,674 In-process research and development 8,000 8,000 Trade name 3,400 3,400 Total $ 378,270 $ 384,471 Less accumulated amortization (137,337 ) (124,869 ) Intangible assets — net $ 240,933 $ 259,602 |
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 Research and Development Trade Name Goodwill Balance at September 30, 2016 $ 504,495 $ 165,397 $ 207,674 $ 8,000 $ 3,400 $ 120,024 Fair value adjustment 220 — — — — 220 Currency translation adjustment (8,363 ) (1,224 ) (4,977 ) — — (2,162 ) Balance at December 30, 2016 $ 496,352 $ 164,173 $ 202,697 $ 8,000 $ 3,400 $ 118,082 |
Summary of Estimated Amortization of Intangible Assets in Future Fiscal Years | As of December 30, 2016 , our estimated amortization of our intangible assets in future fiscal years was as follows (in thousands): 2017 Remaining 2018 2019 2020 2021 Thereafter Total Amortization expense $ 38,413 47,499 40,891 32,997 26,900 42,833 $ 229,533 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Dec. 30, 2016 | |
Equity [Abstract] | |
Summary of Activity of Warrant Liability | The following is a summary of the activity of the warrant liability (in thousands): Balance at September 30, 2016 $ 38,253 Change in estimated fair value 4,823 Balance at December 30, 2016 $ 43,076 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Dec. 30, 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 December 30, 2016 January 1, 2016 Numerator: Loss from continuing operations $ (2,171 ) $ (16,770 ) Income from discontinued operations 1,206 1,199 Net loss $ (965 ) $ (15,571 ) Net loss attributable to common stockholders $ (965 ) $ (15,571 ) Denominator: Weighted average common shares outstanding-basic 53,737 53,015 Dilutive effect of options and warrants — — Weighted average common shares outstanding-diluted $ 53,737 $ 53,015 Common stock (loss) earnings per share-basic: Continuing operations $ (0.04 ) $ (0.32 ) Discontinued operations 0.02 0.02 Net common stock loss per share-basic $ (0.02 ) $ (0.29 ) Common stock (loss) earnings per share-diluted: Continuing operations $ (0.04 ) $ (0.32 ) Discontinued operations 0.02 0.02 Net common stock loss per share-diluted $ (0.02 ) $ (0.29 ) |
Restructurings (Tables)
Restructurings (Tables) | 3 Months Ended |
Dec. 30, 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 three months ended December 30, 2016 (in thousands): Balance as of September 30, 2016 $ 3,104 Current period adjustments 1,287 Payments (2,346 ) Balance as of December 30, 2016 $ 2,045 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Dec. 30, 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 months ended December 30, 2016 and January 1, 2016 (in thousands): Three Months Ended December 30, January 1, Cost of revenue $ 720 $ 457 Research and development 1,945 1,837 Selling, general and administrative 5,518 5,088 Total share-based compensation expense $ 8,183 $ 7,382 |
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 three months ended December 30, 2016 , is as follows: Number of RSUs Weighted- Average Grate Date Fair Value Aggregate Intrinsic Value (in thousands) Balance at September 30, 2016 1,707,695 $ 32.76 $ 72,165 Granted 208,505 41.38 Vested and released (27 ) 15.14 Forfeited, canceled or expired (13,927 ) 37.02 Balance at December 30, 2016 1,902,246 $ 33.68 $ 87,884 |
Supplemental Cash Flow Inform42
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Dec. 30, 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): Three Months Ended December 30, January 1, Cash paid for interest $ 5,426 $ 4,120 Cash (refunded) paid for income taxes $ (712 ) $ 611 |
Geographic and Significant Cu43
Geographic and Significant Customer Information (Tables) | 3 Months Ended |
Dec. 30, 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 Revenue by Geographic Region December 30, January 1, United States $ 43,961 $ 34,482 China 47,477 30,719 Asia Pacific, excluding China (1) 49,753 41,733 Other Countries (2) 10,561 8,840 Total $ 151,752 $ 115,774 As of Long-Lived Assets by Geographic Region December 30, September 30, United States $ 83,085 $ 79,832 Asia Pacific (1) 15,895 16,614 Other Countries (2) 2,865 2,721 Total $ 101,845 $ 99,167 (1) Asia Pacific represents Taiwan, Hong Kong, Japan, Singapore, India, Thailand, South Korea, Australia, Malaysia and the Philippines. (2) No international country or region represented greater than 10% of the total net long-lived assets or revenue 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 Revenue December 30, January 1, Customer A 22 % 15 % Customer B 12 % 13 % Customer C 7 % 12 % Customer D 5 % 10 % Accounts Receivable December 30, September 30, Customer A 19 % 11 % Customer B 15 % 11 % Customer C 14 % 16 % |
Summary of Significant Accoun44
Summary of Significant Accounting Policies (Details) | 3 Months Ended |
Dec. 30, 2016segment | |
Accounting Policies [Abstract] | |
Number of reportable operating segment | 1 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) | Dec. 14, 2015 | Dec. 09, 2015 | Dec. 30, 2016 | Jan. 01, 2016 |
FiBest Limited [Member] | ||||
Business Acquisition [Line Items] | ||||
Aggregate consideration | $ 59,100,000 | |||
Business acquisition cost of acquired entity, cash paid | 47,500,000 | |||
Debt assumed on acquisition | $ 11,600,000 | $ 11,627,000 | ||
Adjustment of deferred tax liability associated with acquisition | $ 200,000 | |||
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 | $ 0 | $ 2,600,000 | ||
Aeroflex/Metelics Inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Business acquisition cost of acquired entity, cash paid | $ 38,000,000 | |||
Weighted-average life of identified intangible assets acquired | 9 years 10 months 24 days | |||
Aeroflex/Metelics Inc [Member] | Selling, General and Administrative [Member] | ||||
Business Acquisition [Line Items] | ||||
Business combination acquisition related costs | $ 0 | $ 500,000 |
Acquisitions - Schedule of Aggr
Acquisitions - Schedule of Aggregate Purchase Price Allocated to Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Dec. 30, 2016 | Jan. 01, 2016 | Sep. 30, 2016 | Dec. 09, 2015 | |
Consideration: | ||||
Cash paid upon closing, net of cash acquired | $ (875) | $ 85,517 | ||
Goodwill | 118,082 | $ 120,024 | ||
FiBest Limited [Member] | ||||
Business Acquisition [Line Items] | ||||
Current assets | 10,445 | |||
Intangible assets | 45,650 | |||
Other assets | 3,317 | |||
Total assets acquired | 59,412 | |||
Liabilities assumed: | ||||
Debt | 11,627 | $ 11,600 | ||
Deferred income taxes | 11,552 | |||
Other liabilities | 4,294 | |||
Total liabilities assumed | 27,473 | |||
Net assets acquired | 31,939 | |||
Consideration: | ||||
Cash paid upon closing, net of cash acquired | 47,517 | |||
Goodwill | 15,578 | |||
FiBest Limited [Member] | Preliminary Allocation [Member] | ||||
Business Acquisition [Line Items] | ||||
Current assets | 10,445 | |||
Intangible assets | 45,650 | |||
Other assets | 3,317 | |||
Total assets acquired | 59,412 | |||
Liabilities assumed: | ||||
Debt | 11,627 | |||
Deferred income taxes | 11,658 | |||
Other liabilities | 3,968 | |||
Total liabilities assumed | 27,253 | |||
Net assets acquired | 32,159 | |||
Consideration: | ||||
Cash paid upon closing, net of cash acquired | 47,517 | |||
Goodwill | 15,358 | |||
FiBest Limited [Member] | Allocation Adjustments [Member] | ||||
Business Acquisition [Line Items] | ||||
Current assets | 0 | |||
Intangible assets | 0 | |||
Other assets | 0 | |||
Total assets acquired | 0 | |||
Liabilities assumed: | ||||
Debt | 0 | |||
Deferred income taxes | (106) | |||
Other liabilities | 326 | |||
Total liabilities assumed | 220 | |||
Net assets acquired | (220) | |||
Consideration: | ||||
Cash paid upon closing, net of cash acquired | 0 | |||
Goodwill | $ 220 | |||
Aeroflex/Metelics Inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Current assets | 12,614 | |||
Intangible assets | 20,900 | |||
Other assets | 3,089 | |||
Total assets acquired | 36,603 | |||
Liabilities assumed: | ||||
Other liabilities | 7,201 | |||
Total liabilities assumed | 7,201 | |||
Net assets acquired | 29,402 | |||
Consideration: | ||||
Cash paid upon closing, net of cash acquired | 37,125 | |||
Goodwill | 7,723 | |||
Aeroflex/Metelics Inc [Member] | Preliminary Allocation [Member] | ||||
Business Acquisition [Line Items] | ||||
Current assets | 12,614 | |||
Intangible assets | 20,900 | |||
Other assets | 3,089 | |||
Total assets acquired | 36,603 | |||
Liabilities assumed: | ||||
Other liabilities | 7,201 | |||
Total liabilities assumed | 7,201 | |||
Net assets acquired | 29,402 | |||
Consideration: | ||||
Cash paid upon closing, net of cash acquired | 37,125 | |||
Goodwill | 7,723 | |||
Aeroflex/Metelics Inc [Member] | Allocation Adjustments [Member] | ||||
Business Acquisition [Line Items] | ||||
Current assets | 0 | |||
Intangible assets | 0 | |||
Other assets | 0 | |||
Total assets acquired | 0 | |||
Liabilities assumed: | ||||
Other liabilities | 0 | |||
Total liabilities assumed | 0 | |||
Net assets acquired | 0 | |||
Consideration: | ||||
Cash paid upon closing, net of cash acquired | 0 | |||
Goodwill | $ 0 |
Acquisitions - Components of Ac
Acquisitions - Components of Acquired Intangible Assets on a Preliminary Basis (Details) $ in Thousands | 3 Months Ended |
Dec. 30, 2016USD ($) | |
FiBest Limited [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amount | $ 45,650 |
Aeroflex/Metelics Inc [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amount | 20,900 |
Developed Technology [Member] | FiBest Limited [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amount | $ 9,400 |
Useful Lives (Years) | 7 years |
Developed Technology [Member] | Aeroflex/Metelics Inc [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amount | $ 1,000 |
Useful Lives (Years) | 7 years |
Customer Relationships [Member] | FiBest Limited [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amount | $ 36,250 |
Useful Lives (Years) | 10 years |
Customer Relationships [Member] | Aeroflex/Metelics Inc [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amount | $ 19,900 |
Useful Lives (Years) | 10 years |
Acquisitions - Summary of Reven
Acquisitions - Summary of Revenue and Earnings (Details) $ in Thousands | 3 Months Ended |
Dec. 30, 2016USD ($) | |
FiBest Limited [Member] | |
Business Acquisition [Line Items] | |
Revenue | $ 2,670 |
Income (loss) before income taxes | (811) |
Aeroflex/Metelics Inc [Member] | |
Business Acquisition [Line Items] | |
Revenue | 1,907 |
Income (loss) before income taxes | $ (46) |
Acquisitions - Summary of Unaud
Acquisitions - Summary of Unaudited Supplemental Pro Forma Data (Details) $ in Thousands | 3 Months Ended |
Jan. 01, 2016USD ($) | |
FiBest Limited [Member] | |
Business Acquisition [Line Items] | |
Revenue | $ 123,400 |
Net loss | (15,127) |
Aeroflex/Metelics Inc [Member] | |
Business Acquisition [Line Items] | |
Revenue | 124,610 |
Net loss | $ (15,583) |
Discontinued Operations - Addit
Discontinued Operations - Additional information (Details) | Aug. 17, 2015USD ($) |
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 |
Working capital and other adjustments payable | $ 18,000,000 |
Pending resolution contingencies period under indemnification agreement | 18 months |
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 (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Operating expenses: | ||
Income from operations | $ 0 | $ 0 |
Other income | 1,875 | 1,875 |
Gain on sale | 0 | 0 |
Income before income taxes | 1,875 | 1,875 |
Income tax provision | 669 | 676 |
Income from discontinued operations | 1,206 | 1,199 |
Cash flow from operating activities | $ 0 | $ 0 |
Investments - Summary of Availa
Investments - Summary of Available for Sale Investments (Details) - USD ($) $ in Thousands | Dec. 30, 2016 | Sep. 30, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 23,920 | $ 23,876 |
Gross Unrealized Holding Gains | 0 | 10 |
Gross Unrealized Holding Losses | (170) | (110) |
Aggregate Fair Value | 23,750 | 23,776 |
Agency Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 3,002 | 6,004 |
Gross Unrealized Holding Gains | 0 | 1 |
Gross Unrealized Holding Losses | (4) | (3) |
Aggregate Fair Value | 2,998 | 6,002 |
Corporate Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 14,948 | 14,894 |
Gross Unrealized Holding Gains | 0 | 9 |
Gross Unrealized Holding Losses | (160) | (103) |
Aggregate Fair Value | 14,788 | 14,800 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 5,970 | 2,978 |
Gross Unrealized Holding Gains | 0 | 0 |
Gross Unrealized Holding Losses | (6) | (4) |
Aggregate Fair Value | $ 5,964 | $ 2,974 |
Short Term Investments - Change
Short Term Investments - Change in Available for Sale Investments (Details) $ in Thousands | Dec. 30, 2016USD ($) |
Movement in Available-for-sale Securities [Roll Forward] | |
Balance at beginning of period | $ 23,776 |
Balance at end of period | 23,750 |
Agency Bonds [Member] | |
Movement in Available-for-sale Securities [Roll Forward] | |
Balance at beginning of period | 6,002 |
Balance at end of period | 2,998 |
Corporate Debt Securities [Member] | |
Movement in Available-for-sale Securities [Roll Forward] | |
Balance at beginning of period | 14,800 |
Balance at end of period | $ 14,788 |
Investments - Summary of Contra
Investments - Summary of Contractual Maturities of Investments (Details) - USD ($) $ in Thousands | Dec. 30, 2016 | Sep. 30, 2016 |
Investments, Debt and Equity Securities [Abstract] | ||
Less than 1 year | $ 8,961 | $ 8,976 |
Over 1 year | 14,789 | 14,800 |
Total investments | $ 23,750 | $ 23,776 |
Fair Value - Additional Informa
Fair Value - Additional Information (Details) | Dec. 30, 2016USD ($) |
Fair Value Disclosures [Abstract] | |
Contingent consideration, maximum | $ 1,500,000 |
Fair Value - Assets and Liabili
Fair Value - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 30, 2016 | Sep. 30, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 125,054 | $ 124,901 |
Total liabilities measured at fair value | 43,942 | 39,101 |
Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 866 | 848 |
Common Stock Warrant Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 43,076 | 38,253 |
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 | 6,002 | |
Corporate Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 14,788 | 14,799 |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 1,182 | 1,172 |
Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 106,086 | 102,928 |
Agency Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 2,998 | |
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 | 1,182 | 1,172 |
Total liabilities measured at fair value | 0 | 0 |
Active Markets for Identical Assets (Level 1) [Member] | Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Active Markets for Identical Assets (Level 1) [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 | 0 | 0 |
Active Markets for Identical Assets (Level 1) [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 | 0 | |
Active Markets for Identical Assets (Level 1) [Member] | Corporate Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
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 | 1,182 | 1,172 |
Active Markets for Identical Assets (Level 1) [Member] | Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Active Markets for Identical Assets (Level 1) [Member] | Agency Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 123,872 | 123,729 |
Total liabilities measured at fair value | 0 | 0 |
Observable Inputs (Level 2) [Member] | Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | 0 |
Observable Inputs (Level 2) [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 | 0 | 0 |
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 | 6,002 | |
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 | 14,788 | 14,799 |
Observable Inputs (Level 2) [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Observable Inputs (Level 2) [Member] | Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 106,086 | 102,928 |
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 | 2,998 | |
Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Total liabilities measured at fair value | 43,942 | 39,101 |
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 | 866 | 848 |
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 | 43,076 | 38,253 |
Unobservable Inputs (Level 3) [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 | 0 | |
Unobservable Inputs (Level 3) [Member] | Corporate Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Unobservable Inputs (Level 3) [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Unobservable Inputs (Level 3) [Member] | Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | $ 0 |
Unobservable Inputs (Level 3) [Member] | Agency Bonds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured at fair value | $ 0 |
Fair Value Fair Value - Quantit
Fair Value Fair Value - Quantitative Information Used in Fair Value Calculation of Level 3 Liabilities (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Dec. 30, 2016 | Sep. 30, 2016 | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Quantitative information Used in Fair Value Calculation of Level 3 Liabilities | The quantitative information utilized in the fair value calculation of our Level 3 liabilities is as follows: Inputs Liabilities Valuation Technique Unobservable Input December 30, 2016 September 30, 2016 Contingent consideration Discounted cash flow Discount rate 12.9% 12.9% Probability of achievement 75% - 100% 75% Timing of cash flows 8 months 1 year Warrant liability Black-scholes model Volatility 40.4% 43.2% Discount rate 1.70% 1.14% Expected life 3.98 years 4.23 years Exercise price $14.05 $14.05 | |
Discount rate | 8.50% | |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Total liabilities measured at fair value | $ 43,942 | $ 39,101 |
Fair Value, Measurements, Recurring [Member] | Unobservable Inputs (Level 3) [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Total liabilities measured at fair value | 43,942 | 39,101 |
Fair Value, Measurements, Recurring [Member] | Contingent Consideration [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Total liabilities measured at fair value | 866 | 848 |
Fair Value, Measurements, Recurring [Member] | Contingent Consideration [Member] | Unobservable Inputs (Level 3) [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Total liabilities measured at fair value | $ 866 | $ 848 |
Fair Value, Measurements, Recurring [Member] | Contingent Consideration [Member] | Income Approach Valuation Technique [Member] | Unobservable Inputs (Level 3) [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Discount rate | 12.90% | 12.90% |
Expected life | 8 months | 1 year |
Fair Value, Measurements, Recurring [Member] | Contingent Consideration [Member] | Minimum [Member] | Income Approach Valuation Technique [Member] | Unobservable Inputs (Level 3) [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Fair Value Inputs, Probability of Occurrence | 75.00% | 75.00% |
Fair Value, Measurements, Recurring [Member] | Contingent Consideration [Member] | Maximum [Member] | Income Approach Valuation Technique [Member] | Unobservable Inputs (Level 3) [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Fair Value Inputs, Probability of Occurrence | 100.00% | 100.00% |
Fair Value, Measurements, Recurring [Member] | Common Stock Warrant Liability [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Total liabilities measured at fair value | $ 43,076 | $ 38,253 |
Fair Value, Measurements, Recurring [Member] | Common Stock Warrant Liability [Member] | Unobservable Inputs (Level 3) [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Total liabilities measured at fair value | $ 43,076 | $ 38,253 |
Fair Value, Measurements, Recurring [Member] | Common Stock Warrant Liability [Member] | Market Approach Valuation Technique [Member] | Unobservable Inputs (Level 3) [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Discount rate | 1.70% | 1.14% |
Expected life | 3 years 11 months 23 days | 4 years 2 months 23 days |
Expected volatility rate | 40.40% | 43.20% |
Exercise price (in usd per share) | $ 14.05 | $ 14.05 |
Fair Value - Changes in Assets
Fair Value - Changes in Assets and Liabilities with Inputs Classified within Level 3 of Fair Value (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Contingent Consideration [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | $ 848 | $ 1,150 |
Net Realized/Unrealized Losses Included in Earnings | 18 | 20 |
Purchases and Issuances | 0 | 0 |
Sales and Settlements | 0 | 0 |
Transfers in and/or (out) of Level 3 | 0 | 0 |
Balance at end of period | 866 | 1,170 |
Common Stock Warrant Liability [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | 38,253 | 21,822 |
Net Realized/Unrealized Losses Included in Earnings | 4,823 | 14,878 |
Purchases and Issuances | 0 | 0 |
Sales and Settlements | 0 | 0 |
Transfers in and/or (out) of Level 3 | 0 | 0 |
Balance at end of period | $ 43,076 | $ 36,700 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 30, 2016 | Sep. 30, 2016 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 64,120 | $ 67,378 |
Work-in-process | 8,864 | 9,157 |
Finished goods | 42,235 | 38,400 |
Total | $ 115,219 | $ 114,935 |
Property Plant and Equipment -
Property Plant and Equipment - Components of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 30, 2016 | Sep. 30, 2016 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 186,635 | $ 178,201 |
Less accumulated depreciation and amortization | (84,790) | (79,034) |
Property and equipment, net | 101,845 | 99,167 |
Land, Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 16,618 | 12,572 |
Construction in Process [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 10,341 | 9,415 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 132,928 | 129,639 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 12,177 | 12,152 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 1,529 | 1,469 |
Computer Equipment and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 13,042 | $ 12,954 |
Property Plant and Equipment 61
Property Plant and Equipment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation and amortization expense | $ 6 | $ 4.3 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Dec. 30, 2016 | Sep. 30, 2016 | Aug. 31, 2016 | Feb. 28, 2015 | May 08, 2014 |
Debt Instrument [Line Items] | |||||
Unamortized deferred financing costs | $ 8,300,000 | ||||
Term Loans [Member] | |||||
Debt Instrument [Line Items] | |||||
Unamortized deferred financing costs | 7,100,000 | ||||
Principal balance | 589,974,000 | ||||
Estimated fair value of Term Loans | $ 593,700,000 | ||||
Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Unamortized deferred financing costs | $ 1,200,000 | ||||
Credit Agreement [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt issuance fee | 8,700,000 | ||||
Credit Agreement [Member] | Term Loans [Member] | |||||
Debt Instrument [Line Items] | |||||
Revolving credit facility maximum borrowing availability | $ 350,000,000 | ||||
Debt Instrument Discount Rate | 0.75% | ||||
Credit Agreement [Member] | Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Revolving credit facility maximum borrowing availability | $ 130,000,000 | $ 100,000,000 | |||
Credit facility, remaining borrowing capacity | $ 130,000,000 | ||||
Incremental Term Loan Amendment [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt issuance fee | $ 3,200,000 | ||||
Incremental Term Loan Amendment [Member] | Term Loans [Member] | |||||
Debt Instrument [Line Items] | |||||
Revolving credit facility maximum borrowing availability | $ 250,000,000 | ||||
Debt Instrument Discount Rate | 0.95% |
Debt - Schedule of Remained Out
Debt - Schedule of Remained Outstanding on Term Loans (Details) - USD ($) $ in Thousands | Dec. 30, 2016 | Sep. 30, 2016 |
Debt Instrument [Line Items] | ||
Current portion | $ 6,051 | $ 6,051 |
Long-term, less current portion | 572,963 | $ 573,882 |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Principal balance | 589,974 | |
Unamortized discount | (3,830) | |
Total term loans | 586,144 | |
Current portion | 6,051 | |
Long-term, less current portion | $ 580,093 |
Debt - Schedule of Minimum Prin
Debt - Schedule of Minimum Principal Payments under Term Loans (Details) - Term Loans [Member] $ in Thousands | Dec. 30, 2016USD ($) |
Debt Instrument [Line Items] | |
2017 (rest of fiscal year) | $ 4,538 |
2,018 | 6,051 |
2,019 | 6,051 |
2,020 | 6,051 |
2,021 | 567,283 |
Total | $ 589,974 |
Capital Lease and Financing O65
Capital Lease and Financing Obligations Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Capital Leased Assets [Line Items] | ||
Proceeds from corporate facility financing obligation | $ 4,250 | $ 0 |
Discount rate | 8.50% | |
FiBest and Bin Optics | ||
Capital Leased Assets [Line Items] | ||
Financing obligations associated with leases | $ 3,000 | |
100 Chelmsford Street | ||
Capital Leased Assets [Line Items] | ||
Lease term | 20 years | |
Proceeds from corporate facility financing obligation | $ 4,200 | |
Noncash or Part Noncash Divestiture, Description | 4,000 | |
Financing obligations associated with leases | $ 8,200 | |
144 Chelmsford Street Lease | ||
Capital Leased Assets [Line Items] | ||
Lease term | 20 years | |
Corporate Facility Leases | ||
Capital Leased Assets [Line Items] | ||
Lease term | 20 years | |
Financing obligations associated with leases | $ 12,200 | |
121 Hale Street | ||
Capital Leased Assets [Line Items] | ||
Lease term | 14 years | |
Financing obligations associated with leases | $ 4,000 |
Capital Lease and Financing O66
Capital Lease and Financing Obligations FutureMinimumLeasePayments (Details) $ in Thousands | Dec. 30, 2016USD ($) |
Leases [Abstract] | |
2,017 | $ 1,694 |
2,018 | 1,900 |
2,019 | 1,795 |
2,020 | 1,622 |
2,021 | 1,487 |
Thereafter | 20,541 |
Total minimum capital lease obligation payments | $ 29,039 |
Intangible Assets - Summary of
Intangible Assets - Summary of Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 12,468 | $ 11,590 |
Cost of Revenue [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | 6,001 | 7,167 |
Selling, General and Administrative [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 6,467 | $ 4,423 |
Intangible Assets - Summary o68
Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 30, 2016 | Sep. 30, 2016 | Jan. 01, 2016 |
Finite-Lived Intangible Assets [Line Items] | |||
Trade name | $ 3,400 | $ 3,400 | |
Total | 378,270 | 384,471 | |
Less accumulated amortization | (137,337) | (124,869) | |
Intangible assets — net | 240,933 | 259,602 | |
Acquired Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets | 164,173 | 165,397 | |
Less accumulated amortization | (82,600) | $ (58,100) | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets | 202,697 | 207,674 | |
Less accumulated amortization | (54,700) | $ (27,900) | |
In-Process Research and Development [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets | $ 8,000 | $ 8,000 |
Intangible Assets - Summary o69
Intangible Assets - Summary of Activity in Intangible Assets and Goodwill (Details) $ in Thousands | 3 Months Ended |
Dec. 30, 2016USD ($) | |
Indefinite-lived Intangible Assets [Roll Forward] | |
Goodwill, Purchase Accounting Adjustments | $ 220 |
Finite-lived Intangible Assets [Roll Forward] | |
Balance at beginning of period | 120,024 |
Currency translation adjustment | (2,162) |
Balance at end of period | 118,082 |
Goodwill and Intangible Assets [Roll Forward] | |
Balance at beginning of period | 504,495 |
Goodwill and Intangible Assets, Purchase Accounting Adjustments | 220 |
Currency translation adjustment | (8,363) |
Balance at end of period | 496,352 |
Trade Name [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Indefinite-lived Intangible Assets, Purchase Accounting Adjustments | 0 |
Indefinite-lived Intangible Assets [Roll Forward] | |
Balance at beginning of period | 3,400 |
Currency translation adjustment | 0 |
Balance at end of period | 3,400 |
Acquired Technology [Member] | |
Finite-lived Intangible Assets [Roll Forward] | |
Balance at beginning of period | 165,397 |
Fair value adjustment | 0 |
Currency translation adjustment | (1,224) |
Balance at end of period | 164,173 |
Customer Relationships [Member] | |
Finite-lived Intangible Assets [Roll Forward] | |
Balance at beginning of period | 207,674 |
Fair value adjustment | 0 |
Currency translation adjustment | (4,977) |
Balance at end of period | 202,697 |
In-Process Research and Development [Member] | |
Finite-lived Intangible Assets [Roll Forward] | |
Balance at beginning of period | 8,000 |
Fair value adjustment | 0 |
Currency translation adjustment | 0 |
Balance at end of period | $ 8,000 |
Intangible Assets - Summary o70
Intangible Assets - Summary of Estimated Amortization of Intangible Assets (Details) $ in Thousands | Dec. 30, 2016USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2017 Remaining | $ 38,413 |
2,017 | 47,499 |
2,018 | 40,891 |
2,019 | 32,997 |
2,020 | 26,900 |
Thereafter | 42,833 |
Total | $ 229,533 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands | Dec. 30, 2016 | Sep. 30, 2016 | Jan. 01, 2016 |
Finite-Lived Intangible Assets [Line Items] | |||
Accumulated amortization | $ 137,337 | $ 124,869 | |
Acquired Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Accumulated amortization | 82,600 | $ 58,100 | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Accumulated amortization | $ 54,700 | $ 27,900 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - $ / shares | Dec. 30, 2016 | Sep. 30, 2016 | Mar. 31, 2012 |
Equity [Abstract] | |||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | |
Preferred stock, par value (in usd per share) | $ 0.001 | $ 0.001 | |
Common stock, shares authorized | 300,000,000 | 300,000,000 | |
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 | |
Class of Warrant or Right [Line Items] | |||
Unvested shares of restricted common stock excluded from outstanding shares | 1,902,246,000 | 1,707,695,000 | |
Common stock warrants per share (in usd per share) | $ 14.05 | ||
Common Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Common stock warrants (in shares) | 1,281,358 | ||
Restricted Stock [Member] | |||
Class of Warrant or Right [Line Items] | |||
Unvested shares of restricted common stock excluded from outstanding shares | 3,300 | 3,300 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Activity of Warrant Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Movement in Warranty Liability [Roll Forward] | ||
Balance at beginning of period | $ 38,253 | |
Change in estimated fair value | 4,823 | $ 14,878 |
Balance at end of period | $ 43,076 |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Numerator: | ||
Loss from continuing operations | $ (2,171) | $ (16,770) |
Income from discontinued operations | 1,206 | 1,199 |
Net loss | (965) | (15,571) |
Net loss attributable to common stockholders | $ (965) | $ (15,571) |
Denominator: | ||
Weighted average common shares outstanding-basic | 53,737,000 | 53,015,000 |
Dilutive effect of options and warrants (in shares) | 0 | 0 |
Weighted average common shares outstanding-diluted | 53,737,000 | 53,015,000 |
Common stock (loss) earnings per share-basic: | ||
Continuing operations (in usd per share) | $ (0.04) | $ (0.32) |
Discontinued operations (in usd per share) | 0.02 | 0.02 |
Income (loss) per share - basic (in usd per share) | (0.02) | (0.29) |
Common stock (loss) earnings per share-diluted: | ||
Continuing operations (in usd per share) | (0.04) | (0.32) |
Discontinued operations (in usd per share) | 0.02 | 0.02 |
Income (loss) per share - diluted (in usd per share) | $ (0.02) | $ (0.29) |
Number of antidilutive shares of common stock excluded from the calculation | 1,875 | 1,996 |
Restructurings - Summary of Cos
Restructurings - Summary of Costs Incurred and Remaining Balances Included in Accrued Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Restructuring Reserve [Roll Forward] | ||
Balance as of beginning of period | $ 3,104 | |
Current period adjustments | 1,287 | $ 157 |
Payments | (2,346) | |
Balance as of end of period | $ 2,045 |
Restructurings - Additional Inf
Restructurings - Additional Information (Details) $ in Millions | Dec. 30, 2016USD ($) |
Minimum [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Additional restructuring costs expects during the remainder of 2016 | $ 1 |
Maximum [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Additional restructuring costs expects during the remainder of 2016 | $ 2 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares available for future grants | 15,700,000 | |
Compensation cost expected to be recognized | $ 58.6 | |
Compensation cost expected to be recognized, weighted-average period | 2 years 8 months 12 days | |
Stock options outstanding (in shares) | 1,300,000 | |
Weighted-average exercise price per share (in usd per share) | $ 27.68 | |
Weighted-average remaining contractual term | 5 years 10 months 24 days | |
Aggregate intrinsic value stock options outstanding | $ 24.6 | |
Stock value per share (in usd per share) | $ 41.38 | |
Total intrinsic value of options exercised | $ 1.5 | $ 2.2 |
Non-Qualified Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Compensation cost expected to be recognized, weighted-average period | 3 years | |
Shares granted | 310,000 | |
Grant date fair value of options granted | $ 4.1 | |
Term of vesting of options | 7 years | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 32.20% | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.84% | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price | $ 40.25 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 7 years | |
Share price at which remaining unamortized compensation cost will be recognized (in usd per share) | $ 66.96 | |
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 | $ 0.9 | |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Term of options granted | 7 years | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Term of options granted | 10 years |
Share-Based Compensation - Effe
Share-Based Compensation - Effects of Stock-Based Compensation Expense Related to Stock-Based Awards to Employees and Non-Employees (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total share-based compensation expense | $ 8,183 | $ 7,382 |
Cost of Revenue [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total share-based compensation expense | 720 | 457 |
Research and Development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total share-based compensation expense | 1,945 | 1,837 |
Selling, General and Administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total share-based compensation expense | $ 5,518 | $ 5,088 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Restricted Stock, Restricted Stock Unit and Performance-based Restricted Stock Unit Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Sep. 30, 2016 | |
Number of RSUs | ||
Balance at beginning of period (in shares) | 1,707,695 | |
Granted (in shares) | 208,505 | |
Vested and released (in shares) | (27) | |
Forfeited, canceled or expired (in shares) | (13,927) | |
Balance at end of period (in shares) | 1,902,246 | |
Weighted- Average Grate Date Fair Value | ||
Balance at beginning of period (in usd per share) | $ 32.76 | |
Granted (in usd per share) | 41.38 | |
Vested and released (in usd per share) | 15.14 | |
Forfeited, canceled or expired (in usd per share) | 37.02 | |
Balance at end of period (in usd per share) | $ 33.68 | |
Aggregate Intrinsic Value (in thousands) | $ 87,884 | $ 72,165 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Dec. 30, 2016 | Jan. 01, 2016 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory income tax rate | 35.00% | 35.00% | |
Unrecognized tax benefit | $ 1,700 | $ 1,700 | |
FiBest Limited [Member] | |||
Business Acquisition [Line Items] | |||
Deferred income tax liability | 11,552 | ||
Net deferred income tax liability | 14,100 | ||
FiBest Limited [Member] | NOL and Tax Credit Carryforwards [Member] | |||
Business Acquisition [Line Items] | |||
Deferred income tax asset | $ 2,500 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Related Party Transaction [Line Items] | ||
Notice period to terminate agreement | 30 days | |
Public Company [Member] | ||
Related Party Transaction [Line Items] | ||
Other income-related party (less than) | $ 0 | $ 0 |
GaAs Labs [Member] | Stockholder [Member] | ||
Related Party Transaction [Line Items] | ||
Other income-related party (less than) | $ 0 | $ 0 |
Supplemental Cash Flow Inform82
Supplemental Cash Flow Information - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Supplemental Cash Flow Elements [Abstract] | ||
Unpaid amounts related to purchase of assets | $ 1.4 | $ 1.7 |
Supplemental Cash Flow Inform83
Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information Regarding Non-cash Investing and Financing Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | |
Supplemental Cash Flow Elements [Abstract] | ||
Cash paid for interest | $ 5,426 | $ 4,120 |
Cash (refunded) paid for income taxes | $ (712) | $ (611) |
Geographic and Significant Cu84
Geographic and Significant Customer Information - Additional Information (Details) | 3 Months Ended | |
Dec. 30, 2016segmentcustomer | Jan. 01, 2016customer | |
Segment Reporting [Abstract] | ||
Number of reportable operating segment | segment | 1 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Number of major customers | customer | 10 | 10 |
Revenue [Member] | Customer Concentration Risk [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Concentration risk, percentage | 63.00% | 64.00% |
Geographic and Significant Cu85
Geographic and Significant Customer Information - Summary of Different Geographic Regions (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Dec. 30, 2016 | Jan. 01, 2016 | Sep. 30, 2016 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue by Geographic Region | $ 151,752 | $ 115,774 | |
Long-Lived Assets by Geographic Region | 101,845 | $ 99,167 | |
United States [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue by Geographic Region | 43,961 | 34,482 | |
Long-Lived Assets by Geographic Region | 83,085 | 79,832 | |
CHINA | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue by Geographic Region | 47,477 | 30,719 | |
Asia Pacific [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue by Geographic Region | 49,753 | 41,733 | |
Long-Lived Assets by Geographic Region | 15,895 | 16,614 | |
Other Countries [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue by Geographic Region | 10,561 | $ 8,840 | |
Long-Lived Assets by Geographic Region | $ 2,865 | $ 2,721 |
Geographic and Significant Cu86
Geographic and Significant Customer Information - Summary of Customer Concentrations as Percentage of Revenue and Accounts Receivable (Details) - Customer Concentration Risk [Member] | 3 Months Ended | 12 Months Ended | |
Dec. 30, 2016 | Jan. 01, 2016 | Oct. 02, 2015 | |
Revenue [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 63.00% | 64.00% | |
Revenue [Member] | Customer A [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 22.00% | 15.00% | |
Revenue [Member] | Customer B [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 12.00% | 13.00% | |
Revenue [Member] | Customer C [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 7.00% | 12.00% | |
Revenue [Member] | Customer D [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 5.00% | 10.00% | |
Accounts Receivable [Member] | Customer A [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 19.00% | 11.00% | |
Accounts Receivable [Member] | Customer B [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 15.00% | 11.00% | |
Accounts Receivable [Member] | Customer C [Member] | |||
Revenue from External Customer [Line Items] | |||
Concentration risk, percentage | 14.00% | 16.00% |
Subsequent Events Business Acqu
Subsequent Events Business Acquisition (Details) - Applied Micro Circuits Corporation [Member] - USD ($) shares in Millions, $ in Millions | Jan. 26, 2017 | Dec. 30, 2016 |
Subsequent Event [Line Items] | ||
Transaction related costs | $ 3.5 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Business acquisition cost of acquired entity, common stock value | $ 474.9 | |
Transaction related costs | 12.3 | |
Aggregate consideration | 761.1 | |
Business acquisition cost of acquired entity, cash paid | $ 286.2 | |
Business acquisition shares issued | 9.9 |