Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |
Dec. 29, 2017 | Mar. 06, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-K | |
Amendment Flag | false | |
Document Period End Date | Dec. 29, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | FY | |
Trading Symbol | ICHR | |
Entity Registrant Name | ICHOR HOLDINGS, LTD. | |
Entity Central Index Key | 1,652,535 | |
Current Fiscal Year End Date | --12-29 | |
Entity Well-known Seasoned Issuer | No | |
Entity Current Reporting Status | No | |
Entity Voluntary Filers | No | |
Entity Filer Category | Accelerated Filer | |
Entity Ordinary Shares Outstanding | 26,254,862 | |
Entity Public Float | $ 260,085,228 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Current assets: | ||
Cash | $ 68,794 | $ 50,854 |
Restricted cash | 510 | 1,794 |
Accounts receivable, net | 49,249 | 26,401 |
Inventories, net | 154,541 | 70,881 |
Prepaid expenses and other current assets | 5,357 | 7,061 |
Current assets from discontinued operations | 3 | 99 |
Total current assets | 278,454 | 157,090 |
Property and equipment, net | 34,380 | 12,018 |
Other noncurrent assets | 1,052 | 3,574 |
Deferred tax assets | 994 | 570 |
Intangible assets, net | 73,405 | 32,146 |
Goodwill | 169,399 | 77,093 |
Total assets | 557,684 | 282,491 |
Current liabilities: | ||
Accounts payable | 121,405 | 88,531 |
Accrued liabilities | 12,211 | 6,554 |
Other current liabilities | 6,715 | 5,421 |
Current portion of long-term debt | 6,490 | |
Current liabilities from discontinued operations | 400 | 564 |
Total current liabilities | 147,221 | 101,070 |
Long-term debt, less current portion, net | 180,247 | 37,944 |
Deferred tax liabilities | 10,558 | 606 |
Other non-current liabilities | 2,896 | 1,173 |
Non-current liabilities from discontinued operations | 39 | |
Total liabilities | 340,922 | 140,832 |
Shareholders’ equity | ||
Preferred shares ($0.0001 par value; 20,000,000 shares authorized; no shares issued and outstanding) | ||
Ordinary shares ($0.0001 par value; 200,000,000 shares authorized; 25,892,162 and 23,857,381 shares issued and outstanding, respectively) | 3 | 2 |
Additional paid in capital | 214,697 | 196,049 |
Retained earnings (accumulated deficit) | 2,062 | (54,392) |
Total shareholders’ equity | 216,762 | 141,659 |
Total liabilities and shareholders’ equity | $ 557,684 | $ 282,491 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 29, 2017 | Dec. 30, 2016 |
Statement Of Financial Position [Abstract] | ||
Preferred shares, par value | $ 0.0001 | $ 0.0001 |
Preferred shares, authorized | 20,000,000 | 20,000,000 |
Preferred shares, issued | 0 | 0 |
Preferred shares, outstanding | 0 | 0 |
Ordinary shares, par value | $ 0.0001 | $ 0.0001 |
Ordinary shares, authorized | 200,000,000 | 200,000,000 |
Ordinary shares, issued | 25,892,162 | 23,857,381 |
Ordinary shares, outstanding | 25,892,162 | 23,857,381 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Net sales | $ 655,892 | $ 405,747 | $ 290,641 |
Cost of sales | 555,131 | 340,352 | 242,087 |
Gross profit | 100,761 | 65,395 | 48,554 |
Operating expenses: | |||
Research and development | 7,899 | 6,383 | 4,813 |
Selling, general, and administrative | 37,802 | 28,126 | 24,729 |
Amortization of intangible assets | 8,880 | 7,015 | 6,411 |
Total operating expenses | 54,581 | 41,524 | 35,953 |
Operating income | 46,180 | 23,871 | 12,601 |
Interest expense, net | 3,277 | 4,370 | 3,831 |
Other income, net | (126) | (629) | (46) |
Income from continuing operations before income taxes | 43,029 | 20,130 | 8,816 |
Income tax benefit from continuing operations | (13,886) | (649) | (3,991) |
Net income from continuing operations | 56,915 | 20,779 | 12,807 |
Discontinued operations: | |||
Loss from discontinued operations before taxes | (722) | (4,077) | (7,406) |
Income tax expense (benefit) from discontinued operations | (261) | 40 | (225) |
Net loss from discontinued operations | (461) | (4,117) | (7,181) |
Net income | 56,454 | 16,662 | 5,626 |
Less: Preferred share dividend | (22,127) | ||
Less: Undistributed earnings attributable to preferred shareholders | (15,284) | ||
Net income (loss) attributable to ordinary shareholders | $ 56,454 | $ 1,378 | $ (16,501) |
Net income (loss) per share from continuing operations attributable to ordinary shareholders, Basic | $ 2.27 | $ 1.14 | $ (292.39) |
Net income (loss) per share from continuing operations attributable to ordinary shareholders, Diluted | 2.17 | 0.87 | (292.39) |
Net income (loss) per share attributable to ordinary shareholders, Basic | 2.25 | 0.92 | (517.68) |
Net income (loss) per share attributable to ordinary shareholders, Diluted | $ 2.15 | $ 0.70 | $ (517.68) |
Shares used to compute net income (loss) from continuing operations per share attributable to ordinary shareholders: | |||
Shares used to compute net income (loss) per share attributable to ordinary shareholders, Basic | 25,118,031 | 1,503,296 | 31,875 |
Shares used to compute net income (loss) per share attributable to ordinary shareholders, Diluted | 26,218,424 | 1,967,926 | 31,875 |
Continuing Operations | |||
Shares used to compute net income (loss) from continuing operations per share attributable to ordinary shareholders: | |||
Shares used to compute net income (loss) per share attributable to ordinary shareholders, Basic | 25,118,031 | 1,503,296 | 31,875 |
Shares used to compute net income (loss) per share attributable to ordinary shareholders, Diluted | 26,218,424 | 1,967,926 | 31,875 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Preferred Shares | Ordinary Shares | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) |
Balance at Dec. 26, 2014 | $ 90,061 | $ 142,728 | $ 1,886 | $ (54,553) | |
Balance, Shares at Dec. 26, 2014 | 17,722,808 | 22,377 | |||
Share-based compensation expense | 1,118 | 1,118 | |||
Ordinary shares issued from vesting of restricted share units, Shares | 43,032 | ||||
Dividend to shareholders | (22,127) | (22,127) | |||
Net income | 5,626 | 5,626 | |||
Balance at Dec. 25, 2015 | 74,678 | $ 142,728 | 3,004 | (71,054) | |
Balance, Shares at Dec. 25, 2015 | 17,722,808 | 65,409 | |||
Ordinary shares issued from initial public offering, net of transaction costs | 47,103 | 47,103 | |||
Ordinary shares issued from initial public offering, net of transaction costs, shares | 5,877,778 | ||||
Conversion of preferred shares to ordinary shares | 0 | $ (142,728) | $ 2 | 142,726 | |
Conversion of preferred shares to ordinary shares, shares | (17,722,808) | 17,722,808 | |||
Share-based compensation expense | $ 3,216 | 3,216 | |||
Ordinary shares issued from vesting of restricted share units, Shares | 0 | 191,386 | |||
Net income | $ 16,662 | 16,662 | |||
Balance at Dec. 30, 2016 | 141,659 | $ 2 | 196,049 | (54,392) | |
Balance, Shares at Dec. 30, 2016 | 23,857,381 | ||||
Ordinary shares issued from initial public offering, net of transaction costs | 7,278 | $ 1 | 7,277 | ||
Ordinary shares issued from initial public offering, net of transaction costs, shares | 881,667 | ||||
Ordinary shares issued from exercise of stock options | 9,141 | 9,141 | |||
Ordinary shares issued from exercise of stock options, shares | 1,078,182 | ||||
Share-based compensation expense | 2,230 | 2,230 | |||
Ordinary shares issued from vesting of restricted share units, Shares | 74,932 | ||||
Net income | 56,454 | 56,454 | |||
Balance at Dec. 29, 2017 | $ 216,762 | $ 3 | $ 214,697 | $ 2,062 | |
Balance, Shares at Dec. 29, 2017 | 25,892,162 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Cash flows from operating activities: | |||
Net income | $ 56,454 | $ 16,662 | $ 5,626 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 12,509 | 9,497 | 9,936 |
Gain on sale of investments and settlement of note receivable | (241) | ||
Share-based compensation | 2,230 | 3,216 | 1,118 |
Deferred income taxes | (15,347) | (2,429) | (4,927) |
Amortization of debt issuance costs | 608 | 527 | 834 |
Changes in operating assets and liabilities, net of assets acquired: | |||
Accounts receivable, net | (1,059) | (9,007) | 6,333 |
Inventories | (43,425) | (23,719) | 9,110 |
Prepaid expenses and other assets | 3,386 | (3,381) | 403 |
Accounts payable | 22,612 | 36,761 | (1,676) |
Accrued liabilities | 848 | 1,612 | 169 |
Other liabilities | 228 | (2,009) | (3,396) |
Net cash provided by operating activities | 38,803 | 27,730 | 26,690 |
Cash flows from investing activities: | |||
Capital expenditures | (8,226) | (4,268) | (1,367) |
Cash paid for acquisitions, net of cash acquired | (180,955) | (17,407) | |
Proceeds from sale of intangible assets | 230 | ||
Proceeds from sale of property, plant, and equipment | 243 | ||
Proceeds from sale of investments and settlement note receivable | 2,430 | ||
Net cash used in investing activities | (186,751) | (21,202) | (1,367) |
Cash flows from financing activities: | |||
Issuance of ordinary shares, net of fees | 7,278 | 47,103 | |
Proceeds from exercise of stock options | 9,141 | ||
Dividends to shareholders | (22,127) | ||
Debt issuance and modification costs | (1,520) | (2,631) | |
Borrowings under revolving commitment | 10,000 | 12,000 | 24,000 |
Repayments on revolving commitment | (22,000) | (26,000) | |
Borrowing on long-term debt | 140,000 | 15,000 | 55,000 |
Repayments on long-term debt | (295) | (30,171) | (43,750) |
Net cash provided by (used in) financing activities | 164,604 | 21,932 | (15,508) |
Net increase in cash | 16,656 | 28,460 | 9,815 |
Cash and restricted cash at beginning of year | 52,648 | 24,188 | 14,373 |
Cash and restricted cash at end of quarter | 69,304 | 52,648 | 24,188 |
Supplemental disclosures of cash flow information: | |||
Cash paid during the period for interest | 3,436 | 3,686 | 2,632 |
Cash paid during the period for taxes | 1,068 | 103 | 496 |
Supplemental disclosures of non-cash activities: | |||
Capital expenditures included in accounts payable | $ 723 | $ 1,174 | $ 10 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 29, 2017 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | Note 1 – Organization and Summary of Significant Accounting Policies Organization and Operations of the Company Ichor Holdings, Ltd. and Subsidiaries (the “Company”) designs, develops, manufactures and distributes gas and liquid delivery subsystems and components purchased by capital equipment manufacturers for use in the semiconductor markets. The Company is headquartered in Fremont, California and has operations in the United States, United Kingdom, Singapore, Malaysia, and South Korea. On December 30, 2011, Ichor Systems Holdings, LLC consummated a sales transaction with Icicle Acquisition Holdings, LLC, a Delaware limited liability company. Shortly after consummation of the sale transaction, Icicle Acquisition Holdings, LLC changed its name to Ichor Holdings, LLC. In March 2012, Ichor Holdings, LLC completed a reorganization of its legal structure, forming Ichor Holdings, Ltd., a Cayman Islands entity. Ichor Holdings, Ltd. is now the reporting entity and the ultimate parent company of the operating entities. In January 2016, the Company decided to shut its Kingston, New York facility which was the primary facility for the Precision Flow Technologies, Inc. subsidiary. In May 2016, the Company ceased operations in this facility and ended the relationship with the customer it served in this location. The Company’s consolidated financial statements and accompanying notes for current and prior periods have been retroactively adjusted to present the results of operations of the Precision Flow Technologies, Inc. subsidiary as discontinued operations. In addition, the assets and liabilities to be disposed of have been treated and classified as discontinued operations. For more information on discontinued operations see Note 15 – Discontinued Operations Basis of Presentation These consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). All intercompany balances and transactions have been eliminated upon consolidation. All financial figures presented in the notes to consolidated financial statements are in thousands, except share, per share, and percentage figures. These consolidated financial statements include the following wholly owned subsidiaries of Ichor Holdings, Ltd.: ▪ FP-Ichor Ltd. (Cayman) ▪ Icicle Acquisition Holding Coöperatief U.A. ▪ Icicle Acquisition Holding B.V. ▪ Ichor Holdings Ltd (Scotland). ▪ Ichor Systems Ltd. (Scotland) ▪ Ichor Holdings, LLC ▪ Ichor Systems, Inc. ▪ Ichor Systems Malaysia Sdn Bhd ▪ Ichor Systems Singapore Pte. Ltd. ▪ Precision Flow Technologies, Inc. ▪ Ajax-United Patterns & Molds, Inc. ▪ Cal-Weld, Inc. ▪ Talon Innovations Corporation ▪ Talon Innovations (FL) Corporation Public Offering and Reverse Stock Split On December 14, 2016, the Company completed an initial public offering (“IPO”) of 5,877,778 ordinary shares at a price to the public of $9.00 per share. The Company received net proceeds from the offering of $47.1 million after offering fees and expenses. The net proceeds were used to repay $40.0 million of the Company’s loans outstanding under the Company’s Credit Facilities. In January 2017, the Company received $7.3 million, net of fees and expenses, from the exercise of the underwriters’ over‑allotment option to sell an additional 881,667 ordinary shares. Immediately prior to the IPO, the Company amended and restated its memorandum of association to reflect the conversion of all outstanding preferred shares to 17,722,808 ordinary shares. As part of the IPO, the Company authorized 200,000,000 ordinary shares at $0.0001 par value per share. The Company also authorized the issuance of 20,000,000 preferred shares at $0.0001 par value per share, with no shares outstanding. In connection with the IPO, the Company amended its memorandum of association to effect an 8.053363 for 1 reverse stock split of its common stock. Concurrent with the reverse stock split, the Company adjusted the number of shares subject to, and the exercise price of, its outstanding stock options and restricted shares under the Company’s 2012 Amended Management Incentive Plan (the “2012 Plan”) so that the holders of the options were in the same economic position both before and after the stock split. As a result of the reverse stock split, all previously reported share and per share amounts, including options in these consolidated financial statements and accompanying notes, have been retrospectively restated to reflect the reverse stock split. Year End We use a 52 or 53 week fiscal year ending on the last Friday in December. The years ended December 29, 2017, December 30, 2016, and December 25, 2015 were 52 weeks, 53 weeks, and 52 weeks, respectively. All references to 2017, 2016, and 2015 are references to fiscal years unless explicitly stated otherwise. 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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods presented. The Company bases its estimates and judgments on historical experience and on various other assumptions that it believes are reasonable under the circumstances. Actual results could differ from the estimates made by management. Significant estimates include the fair value of assets and liabilities acquired in acquisitions, estimated useful lives for long-lived assets, allowance for doubtful accounts, inventory valuation, uncertain tax positions, fair value assigned to stock options granted, and impairment analysis for both definite-lived intangible assets and goodwill. Correction of Immaterial Error During the second quarter of 2017, we corrected an error related to translating the inventory balances at our Malaysia and Singapore subsidiaries at an incorrect foreign currency rate. The error arose in prior period financial statements beginning in periods prior to 2014 and through 2016. The correction resulted in a $1.8 million increase in cost of sales and a corresponding decrease in gross profit in our consolidated statements of operations and a decrease to inventories in our consolidated balances sheet during the second quarter of 2017. We evaluated the error on both a quantitative and qualitative basis and determined that the error was not material and did not affect the trend of net income or cash flows in previously issued financial statements. Additionally, we determined that correcting the error in the second quarter of 2017 did not have a material impact to our consolidated financial statements for 2017. Revenue Recognition The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) Topic 605, Revenue Recognition Concentration of Credit Risk Financial instruments that subject the Company to credit risk consist of accounts receivable, accounts payable and long-term debt. The Company derived approximately 93%, 97%, and 95% of its revenue from continuing operations from two customers during 2017, 2016, and 2015, respectively. At December 29, 2017 and December 30, 2016, those customers represented, in the aggregate, approximately 61% and 83%, respectively, of the accounts receivable balance. Accounts receivable are carried at invoice price less an estimate for doubtful accounts and estimated payment discounts. Payment terms vary by customer, but generally are due within 15‑60 days. The Company reviews a customer’s credit history before extending credit. The Company establishes an allowance for doubtful accounts based upon the credit risk of specific customers, historical trends, and other information. Activity and balances related to the Company’s allowance for doubtful accounts is as follows: Allowance for doubtful accounts Balance at December 26, 2014 $ 385 Charges to costs and expenses (6 ) Write-offs (256 ) Balance at December 25, 2015 123 Charges to costs and expenses 71 Write-offs — Balance at December 30, 2016 194 Charges to costs and expenses 62 Write-offs — Balance at December 29, 2017 $ 256 The Company requires collateral, typically cash, in the normal course of business if customers do not meet its criteria established for offering credit. If the financial condition of the Company’s customers were to deteriorate and result in an impaired ability to make payments, additions to the allowance may be required. Accounts receivable are written off when deemed uncollectible. Recoveries of accounts receivable previously written off are recorded to income when received. The Company uses qualified manufacturers to supply many components and subassemblies of its products. The Company obtains the majority of its components from a limited group of suppliers. A majority of the purchased components used in the Company’s products are customer specified. An interruption in the supply of a particular component would have a temporary adverse impact on the Company’s operating results. The Company maintains cash balances at both United States-based and foreign-based commercial banks. At various times during the year, cash balances in the United States will exceed amounts that are insured by the Federal Deposit Insurance Corporation (FDIC). The majority of the cash maintained in foreign-based commercial banks is insured by the government where the foreign banking institutions are based. Cash held in foreign-based commercial banks totaled $36.4 million and $14.7 million at December 29, 2017 and December 30, 2016, respectively. No losses have been incurred at December 29, 2017 and December 30, 2016 for the amounts exceeding the insured limits. Fair Value Measurements The Company estimates the fair value of its financial assets and liabilities based upon comparison of such assets and liabilities to the current market values for instruments of a similar nature and degree of risk. The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: ▪ Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date ▪ Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability ▪ Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date There were no changes to the Company’s valuation techniques during 2017. The Company estimates that the recorded value of its financial assets and liabilities approximates fair value at December 29, 2017 and December 30, 2016. The Company estimates the value of intangible assets on a nonrecurring basis based on an income approach utilizing discounted cash flows. Under this approach, the Company estimates the future cash flows from its asset groups and discounts the income stream to its present value to arrive at fair value. Future cash flows are based on recently prepared operating forecasts. Operating forecasts and cash flows include, among other things, revenue growth rates that are calculated based on management’s forecasted sales projections. A discount rate is utilized to convert the forecasted cash flows to their present value equivalent. The discount rate applied to the future cash flows includes a subject-company risk premium, an equity market risk premium, a beta, and a risk-free rate. As this approach contains unobservable inputs, the measurement of fair value for intangible assets is classified as Level 3. At December 29, 2017 and December 30, 2016, intangible assets passed the recoverability test resulting in no impairment. At December 25, 2015, certain intangibles assets associated with our Kingston facility did not pass the recoverability test, and the Company recorded an impairment charge of $1.8 million. See Note 15 – Discontinued Operations Inventories Inventories are stated at the lower of cost or market. The majority of inventory values are based upon standard costs that approximate average costs. The Company analyzes its inventory levels and records a write-down for inventory that has become obsolete, inventory that has a cost basis in excess of its expected net realizable value, and inventory in excess of expected customer demand. Various factors are considered in making this determination, including recent sales history and predicted trends, industry market conditions, and general economic conditions. Property and Equipment Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the following estimated useful lives: Estimated useful lives of PP&E Machinery 5-10 years Leasehold improvements Lesser of 10 years or lease term Computer software, hardware, and equipment 3-5 years Office furniture, fixtures, and equipment 5-7 years Vehicles 5 years Maintenance and repairs that neither add materially to the value of the asset nor appreciably prolong its useful life are charged to expense as incurred. Gains or losses on the disposal of property and equipment are included in selling, general and administrative expenses on the consolidated statements of operations. Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate, in management’s judgment, that the carrying amount of an asset (or asset group) may not be recoverable. In analyzing potential impairments, projections of future cash flows from the asset group are used to estimate fair value. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the asset group, a loss is recognized for the difference between the estimated fair value and the carrying value of the asset group. The projections are based on assumptions, judgments and estimates of revenue growth rates for the related business, anticipated future economic, regulatory and political conditions, the assignment of discount rates relative to risk, and estimates of terminal values. Other Non-Current Assets In connection with the acquisition of Ajax in 2016, the Company acquired two investments and a note receivable that were recorded at fair value on the date of acquisition: (i) a cost method investment in CHawk Technology International, Inc. (“CHawk”), (ii) an equity method investment in Ajax Foresight Global Manufacturing Sdn. Bhd. (“AFGM”), and (iii) a note receivable from AFGM. The Company accounted for the investments on the cost and equity method, respectively, as the Company did not control either entity. During 2016, the Company recorded equity in earnings of AFGM of $0.2 million, which is included in other expense (income), net. At December 30, 2016, the investment in CHawk and AFGM and the note receivable from AFGM had carrying balances of $1.5 million, $0.7 million, and $0.9 million, respectively. The Company sold its investments in CHawk and AFGM and settled its note from AFGM in January 2017, resulting in a net gain of $0.2 million. Intangible Assets The Company accounts for its intangible assets that have a definite life and are amortized on a basis consistent with their expected cash flows over the following estimated useful lives: Estimated useful lives of intangibles Trademarks 10 years Customer relationships 6-10 years Developed technology 7-10 years Goodwill Goodwill represents the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The Company reviews goodwill for impairment annually and whenever events or changes in circumstances indicate the carrying value of goodwill may not be recoverable. We first make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying a quantitative goodwill impairment test. Under the quantitative test, the fair value of the reporting unit is compared to its carrying value and an impairment loss is recognized for any excess of carrying amount over the reporting unit’s fair value. Fair value of the reporting unit is determined using a discounted cash flow analysis. For purposes of testing goodwill for impairment, the Company has concluded it operates in one reporting unit. The Company performed a qualitative goodwill assessment in the fourth quarter of 2017 and 2016. Our goodwill assessment performed in 2017 and 2016 indicated that it was more likely than not the reporting unit’s fair value exceeded its carrying value. Research and Development Costs Research and development costs are expensed as incurred. Warranty Costs The Company’s product warranties vary by customer, but generally extend for a period of one to two years from the date of sale. Provisions for warranties are determined primarily based on historical warranty cost as a percentage of sales, adjusted for specific problems that may arise. Historical product warranty expense has not been significant. Advertising Costs The Company charges advertising costs to operations as incurred. Advertising costs were not significant and are included in selling, general and administrative expenses in the accompanying consolidated statements of operations. Self-Insurance The Company sponsors a self-insured medical plan for employees and their dependents. A third party is engaged to assist in estimating the loss exposure related to the self-retained portion of the risk associated with this insurance. Special Bonus On August 11, 2015, the Board of Directors instituted a special bonus to certain members of management totaling $3.1 million, of which $1.8 million, $0.2 million, and $0.1 million was earned and recorded as a component of selling, general, and administrative, research and development, and cost of sales, respectively, in 2015. The remaining $1.0 million could be earned by certain members of management through the fourth quarter of 2018 based on their continued employment. In December 2016 the Board of Directors approved that all remaining special bonus was earned and to be paid in December 2016. During 2016, the Company expensed $0.6 million related to the special bonus, including the amount earned in the fourth quarter of 2016. The remaining amount of the bonus was forfeited due to employee terminations. Management does not expect to pay bonuses of this nature in future periods. Share-Based Payments The Company uses the Black-Scholes option-pricing model to value the awards on the date of grant. The Company uses the simplified method to estimate the expected term of its share-based awards for all periods, as the Company did not have sufficient history to estimate the weighted average expected term. The risk-free interest rate is based on the U.S. Treasury rates in effect during the corresponding period of grant. Estimated volatility is based on historical volatility of the Company and similar entities whose share prices are publicly traded. Income Taxes The Company recognizes deferred income taxes using the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred income taxes are recognized for differences between the financial reporting and tax bases of assets and liabilities at enacted statutory tax rates in effect for the years in which the differences are expected to reverse. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax benefit for the current year differs from the statutory rate primarily as a result of revaluing our deferred taxes from 35% to 21% due to the Tax Cuts and Jobs Act, the impact of foreign operations, discrete tax benefits recorded in connection with the Company’s acquisitions of Talon and Cal‑Weld in 2017 and Ajax in 2016 (see Note 2 – Acquisitions Note 7 – Income Taxes The Company files federal income tax returns, foreign income tax returns, as well as multiple state and local tax returns. The Company is no longer subject to US Federal examination for tax years ending before 2014, to state examinations before 2013, or to foreign examinations before 2012. However, to the extent allowed by law, the tax authorities may have the right to examine prior periods where net operating losses or tax credits were generated and carried forward, and make adjustments up to the amount of the net operating losses or credit carryforward. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others may be subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the consolidated financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50% likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the Company’s consolidated balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company recognizes interest and penalties as a component of income tax benefit. Foreign Operations The functional currency of the Company’s international subsidiaries located in the United Kingdom, Singapore, and Malaysia, is the U.S. dollar. Transactions denominated in currencies other than the functional currency generate foreign exchange gains and losses that are included in other expense (income), net on the accompanying consolidated statements of operations. Substantially, all of the Company’s sales and agreements with third-party suppliers provide for pricing and payments in U.S. dollars and, therefore, are not subject to material exchange rate fluctuations. Foreign operations consist of revenue of $346.0 million, $241.7 million, and $173.7 million during 2017, 2016, and 2015, respectively. Assets of foreign operations totaled $127.2 million and $90.4 million at December 29, 2017 and December 30, 2016, respectively. Accounting Pronouncements Recently Adopted In January 2017, the FASB issued Accounting Standards Update (“ASU”) 2017‑04, Intangibles–Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment Accounting Pronouncements Recently Issued In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing Revenue from Contracts with Customers Revenue from Contracts with Customers (Topic 606) We plan to adopt Topic 606 using the modified retrospective method through a cumulative effect adjustment being recognized in retained earnings at December 30, 2017, the date of adoption. Under this approach, we will not restate the prior period financial statements. We are currently completing the assessment phase of the implementation project and are finalizing our review of the impact of adoption. We are currently in the process of developing, implementing and testing our internal systems, processes and controls necessary to adopt Topic 606, and are in process of making the necessary changes to our accounting policies and disclosures. Based on our current assessment, we do not anticipate that the adoption of Topic 606 will result in a material cumulative effect adjustment to accumulated deficit nor have a material impact on our financial position, results of operations, or cash flows, as it is not expected to materially change the manner or timing of recognizing revenue. We are currently evaluating the impact of the expanded disclosures to our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash In January 2017, the FASB issued ASU No. 2017‑01, Business Combinations (Topic 805): Clarifying the Definition of a Business |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 29, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Note 2 – Acquisitions Talon Innovations Corporation On December 11, 2017, the Company completed the acquisition of Talon Innovations Corporation (“Talon”), a Minnesota-based leader in the design and manufacturing of high precision machined parts used in leading edge semiconductor tools, for $137.0 million. Talon expands the Company’s capacity and capabilities in the area of component manufacturing for gas and chemical delivery tools used in semiconductor manufacturing and other industrial applications. The following table presents the preliminary purchase price allocation as of December 11, 2017: Preliminary Allocation December 11, 2017 Cash acquired $ 5,586 Accounts receivable, net 11,471 Inventories 19,399 Prepaid expenses and other current assets 182 Property and equipment, net 16,655 Other noncurrent assets 76 Intangible assets, net 38,000 Goodwill 74,594 Accounts payable (4,706 ) Accrued liabilities (2,767 ) Other current liabilities (1,838 ) Deferred tax liabilities (19,652 ) Total acquisition consideration $ 137,000 The Company preliminarily allocated $32.4 million to customer relationships and $5.6 million to intellectual property with weighted average amortization periods of 6 years and 10 years, respectively. Goodwill recognized from the acquisition was primarily attributed to an assembled workforce and expected synergies and is not tax deductible. The allocation of acquisition consideration for Talon is preliminary as we have not obtained all of the information to finalize our procedures on the opening balance sheet or the allocation between goodwill and intangible assets. Management has recorded allocations based on information currently available. The Company incurred transaction costs of $1.5 million in connection with the acquisition during 2017. The preliminary inventory fair value adjustment resulted in a $1.6 million charge to cost of sales during 2017. The Company’s consolidated statement of operations for 2017 includes approximately 3 weeks of Talon operating activity, which is not material to the Company’s 2017 results of operations. The following unaudited pro forma consolidated results of operations assume the acquisition was completed on December 26, 2015, the beginning of the earliest period presented. Pro forma adjustments are mainly comprised of preliminary estimates of amortization expense related to acquired intangible assets, acquisition-related costs, incremental interest expense from increased borrowings to fund the acquisition, acquired inventory fair value charges, and the related income tax effects. The pro forma results of operations are presented for informational purposes only and are not indicative of the results of operations that would have been achieved or of results that may occur in the future: Year Ended December 29, 2017 December 30, 2016 Net sales $ 719,264 $ 452,195 Net income from continuing operations $ 58,436 $ 25,498 Net income per share from continuing operations attributable to ordinary shareholders: Basic $ 2.33 $ 1.40 Diluted $ 2.23 $ 1.07 Cal‑Weld, Inc. On July 27, 2017, the Company completed the acquisition of Cal‑Weld, Inc. (“Cal‑Weld”), a California-based leader in the design and fabrication of precision, high purity industrial components, subsystems, and systems, for $56.9 million. Cal‑Weld expands the Company’s capacity and capabilities in the area of component manufacturing for gas delivery tools used in semiconductor manufacturing. The following table presents the preliminary purchase price allocation as of July 27, 2017 and December 29, 2017 and measurement period adjustments. Measurement period adjustments are due to finalizing our procedures on the opening balance sheet and preliminary estimates of fair value of Cal‑Weld: Preliminary Allocation July 27, 2017 Measurement Period Adjustment Preliminary Allocation December 29, 2017 Cash acquired $ 7,337 $ — $ 7,337 Accounts receivable, net 10,318 — 10,318 Inventories 20,836 — 20,836 Prepaid expenses and other current assets 287 113 400 Property and equipment, net 1,639 — 1,639 Other noncurrent assets 587 — 587 Intangible assets, net 12,140 — 12,140 Goodwill 17,957 (223 ) 17,734 Accounts payable (5,991 ) (5,991 ) Accrued liabilities (2,016 ) 79 (1,937 ) Other non-current liabilities (908 ) — (908 ) Deferred tax liabilities (5,307 ) 31 (5,276 ) Total acquisition consideration $ 56,879 $ — $ 56,879 The Company preliminarily allocated $11.5 million to customer relationships and $0.7 million to order backlog with weighted average amortization periods of 6 years and 6 months, respectively. Goodwill recognized from the acquisition was primarily attributed to an assembled workforce and expected synergies and is not tax deductible. The allocation of acquisition consideration for Cal‑Weld is preliminary as we have not obtained all of the information to finalize our procedures on the opening balance sheet or the allocation between goodwill and intangible assets. Management has recorded allocations based on information currently available. The Company incurred transaction costs of $1.9 million in connection with the acquisition during 2017. The inventory fair value adjustment resulted in a $3.6 million charge to cost of sales during 2017. The Company’s consolidated statement of operations for 2017 includes approximately 5 months of Cal‑Weld operating activity, including revenue of $53.0 million and net income from continuing operations of $6.7 million. The following unaudited pro forma consolidated results of operations assume the acquisition was completed on December 26, 2015, the beginning of the earliest period presented. Pro forma adjustments are mainly comprised of amortization expense related to acquired intangible assets, compensation-related costs attributed to non-retained previous ownership, acquisition-related costs, incremental interest expense from increased borrowings to fund the acquisition, acquired inventory fair value charges, and the related income tax effects. The pro forma results of operations are presented for informational purposes only and are not indicative of the results of operations that would have been achieved or of results that may occur in the future: Year Ended December 29, 2017 December 30, 2016 Net sales $ 725,081 $ 486,918 Net income from continuing operations $ 62,540 $ 29,462 Net income per share from continuing operations attributable to ordinary shareholders: Basic $ 2.49 $ 1.62 Diluted $ 2.39 $ 1.24 Ajax-United Patterns & Molds, Inc. On April 12, 2016, the Company completed a stock purchase agreement of Ajax-United Patterns & Molds, Inc. (“Ajax”), a California-based manufacturer of complex plastic and metal products used in the medical, biomedical, semiconductor, data communication and food processing equipment industries, for $17.6 million. The acquisition allows us to manufacture and assemble the complex plastic and metal products required by the medical, biomedical, semiconductor and data communication equipment industries. The following table presents the preliminary purchase price allocation as of April 12, 2016 and December 30, 2016, measurement period adjustments, and the final purchase price allocation on April 12, 2017, the end of the measurement period. Measurement period adjustments are primarily related to finalization of the valuation of deferred tax liabilities and net identifiable assets and liabilities: Preliminary Allocation April 12, 2016 Measurement Period Adjustment Preliminary Allocation December 30, 2016 Measurement Period Adjustment Final Allocation April 12, 2017 Cash acquired $ 187 $ — $ 187 $ — $ 187 Accounts receivable, net 1,245 5 1,250 — 1,250 Inventories 3,236 — 3,236 — 3,236 Prepaid expenses and other current assets 77 — 77 8 85 Property and equipment, net 1,545 — 1,545 (78 ) 1,467 Other noncurrent assets 2,948 — 2,948 — 2,948 Intangible assets, net 8,130 (100 ) 8,030 — 8,030 Goodwill 4,629 2,449 7,078 (22 ) 7,056 Accounts payable and accrued liabilities (4,403 ) (83 ) (4,486 ) 9 (4,477 ) Deferred tax liabilities — (2,271 ) (2,271 ) 83 (2,188 ) Total acquisition consideration $ 17,594 $ — $ 17,594 $ — $ 17,594 The Company allocated $8.0 million to customer relationships with a weighted average amortization periods of 10 years. Goodwill recognized from the acquisition was primarily attributed to an assembled workforce and expected synergies and is not tax deductible. The Company incurred transaction costs of $1.5 million in 2016 in connection with the acquisition. The Company’s consolidated statement of operations for 2016 includes approximately 8 months of Ajax operating activity, including revenue of $20.0 million and operating income of $0.6 million. Pro forma financial information has not been provided for the acquisition of Ajax as it was not material to the Company’s current year operations and overall financial position. |
Inventories
Inventories | 12 Months Ended |
Dec. 29, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 3 – Inventories Inventory consists of the following: December 29, 2017 December 30, 2016 Raw materials $ 91,109 $ 46,889 Work in process 42,186 22,649 Finished goods 27,268 9,423 Excess and obsolete adjustment (6,022 ) (8,080 ) Total inventories, net $ 154,541 $ 70,881 The following table presents changes to the Company’s excess and obsolete adjustment: Excess and obsolete adjustment Balance at December 26, 2014 $ (4,067 ) Charge to cost of sales (3,000 ) Disposition of inventory 935 Balance at December 25, 2015 (6,132 ) Charge to cost of sales (3,921 ) Disposition of inventory 1,973 Balance at December 30, 2016 (8,080 ) Charge to cost of sales (909 ) Disposition of inventory 2,967 Balance at December 29, 2017 $ (6,022 ) |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 29, 2017 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | Note 4 – Property and Equipment Property and equipment consist of the following: December 29, 2017 December 30, 2016 Machinery $ 23,464 $ 5,243 Leasehold improvements 15,329 11,276 Computer software, hardware and equipment 4,551 2,848 Office furniture, fixtures and equipment 868 220 Vehicles 51 10 Construction-in-process 2,771 2,069 47,034 21,666 Less accumulated depreciation (12,654 ) (9,648 ) Total property and equipment, net $ 34,380 $ 12,018 Depreciation expense for 2017, 2016, and 2015 was $3.6 million, $2.5 million, and $3.1 million, respectively. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 12 Months Ended |
Dec. 29, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Note 5 – Intangible Assets and Goodwill Definite-lived intangible assets consist of the following: December 29, 2017 Gross value Accumulated amortization Accumulated impairment charges Carrying amount Weighted average useful life Trademarks $ 9,690 $ (5,814 ) $ — $ 3,876 10.0 years Customer relationships 81,427 (20,060 ) — 61,367 7.8 years Developed technology 22,990 (14,938 ) — 8,052 7.7 years Backlog 660 (550 ) — 110 0.5 years Total intangible assets $ 114,767 $ (41,362 ) $ — $ 73,405 December 30, 2016 Gross value Accumulated amortization Accumulated impairment charges Carrying amount Weighted average useful life Trademarks $ 9,690 $ (4,845 ) $ — $ 4,845 10.0 years Customer relationships 50,557 (17,150 ) (11,076 ) 22,331 10.0 years Developed technology 28,100 (14,975 ) (8,155 ) 4,970 6.9 years Backlog 30 (30 ) — — 0.5 years Total intangible assets $ 88,377 $ (37,000 ) $ (19,231 ) $ 32,146 Amortization expense totaled $8.9 million, $7.0 million, and $6.9 million during 2017, 2016, and 2015, respectively. Future projected annual amortization expense consists of the following: Future amortization expense 2018 $ 15,198 2019 12,604 2020 12,604 2021 12,570 2022 8,792 Thereafter 11,637 $ 73,405 The following tables present the changes to goodwill: Goodwill Balance at December 26, 2014 $ 70,015 Acquisitions — Impairment — Balance at December 25, 2015 70,015 Acquisitions 7,078 Impairment — Balance at December 30, 2016 77,093 Acquisitions 92,306 Impairment — Balance at December 29, 2017 $ 169,399 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 29, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 6 – Commitments and Contingencies Operating Leases The Company leases offices under various operating leases expiring through 2024. The Company is responsible for utilities and its proportionate share of operating expenses under the facilities’ leases. The Company recognizes escalating lease payments on a straight-line basis over the lease term. Rent expense for 2017, 2016, and 2015 was $3.6 million, $2.9 million, and $3.0 million, respectively. Future minimum lease payments for non-cancelable operating leases as of December 29, 2017 are as follows: Future minimum lease payments 2018 $ 3,516 2019 2,467 2020 2,308 2021 1,788 2022 1,215 Thereafter 374 $ 11,668 Litigation The Company is periodically involved in legal actions and claims that arise as a result of events that occur in the normal course of operations. The ultimate resolution of these actions is not expected to have a material adverse effect on the Company’s financial position or results of operations. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 29, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 7 – Income Taxes In December 2017, the Tax Cuts and Jobs Act (the “2017 Tax Act”) was enacted. The 2017 Tax Act includes a number of changes to existing U.S. tax laws that impact the company, most notably a reduction of the U.S. corporate income tax rate from 35% to 21% for tax years beginning after December 31, 2017. The 2017 Tax Act also provides for a one‑time transition tax on certain foreign earnings and the acceleration of depreciation for certain assets placed into service after September 27, 2017, as well as prospective changes beginning in 2018, including repeal of the domestic manufacturing deduction, acceleration of tax revenue recognition, capitalization of research and development expenditures, additional limitations on executive compensation, and limitations on the deductibility of interest. The Company recognized the income tax effects of the 2017 Tax Act in its 2017 financial statements in accordance with Staff Accounting Bulletin (“SAB”) No. 118, which provides SEC staff guidance for the application of ASC Topic 740, Income Taxes The changes to existing U.S. tax laws as a result of the 2017 Tax Act, which we believe have the most significant impact on the Company’s federal income taxes are as follows: Reduction of the U.S. Corporate Income Tax Rate The Company measures deferred tax assets and liabilities using enacted tax rates that will apply in the years in which the temporary differences are expected to be recovered or paid. Accordingly, the Company’s deferred tax assets and liabilities were re‑measured to reflect the reduction in the U.S. corporate income tax rate from 35% to 21%, resulting in a $5.9 million increase in income tax benefit for 2017 and a corresponding $5.9 million decrease in net deferred tax liabilities at December 29, 2017. Transition Tax on Foreign Earnings The Company recognized a provisional income tax expense of $0.7 million for 2017 related to the one-time transition tax on certain foreign earnings. This resulted in a corresponding decrease in deferred tax assets due to the utilization of net operating loss carryforwards. The determination of the transition tax requires further analysis regarding the amount and composition of the Company’s historical foreign earnings, which is expected to be completed in 2018. Income from continuing operations before tax was as follows: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 United States $ 370 $ (12,553 ) $ (15,319 ) Foreign 42,659 32,683 24,135 Income from continuing operations before tax $ 43,029 $ 20,130 $ 8,816 Significant components of income tax benefit from continuing operations consist of the following: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Current: Federal $ 809 $ — $ (1,001 ) State 249 (73 ) 65 Foreign 397 1,858 1,816 Total current tax expense 1,455 1,785 880 Deferred: Federal (13,251 ) (2,213 ) (4,296 ) State (1,553 ) — (203 ) Foreign (537 ) (221 ) (372 ) Total deferred tax benefit (15,341 ) (2,434 ) (4,871 ) Income tax benefit from continuing operations $ (13,886 ) $ (649 ) $ (3,991 ) The reconciliation of income tax computed at the U.S. federal statutory tax rates to income tax benefit from continuing operations consist of the following: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Effective rate reconciliation: U.S. federal tax expense $ 15,060 $ 7,046 $ 3,084 State income taxes, net (373 ) (324 ) (383 ) Permanent items 2,141 303 92 Foreign rate differential (7,498 ) (5,907 ) (4,259 ) Tax holiday (7,437 ) (5,714 ) (3,872 ) Credits (1,818 ) (794 ) (691 ) Tax contingencies 335 86 (835 ) Share-based compensation (5,438 ) 185 22 Withholding tax 840 1,435 925 Impact of re-characterizing intercompany debt to equity 1,409 — — Impact of Tax Cuts and Jobs Act (6,188 ) — — Other, net (248 ) 168 (71 ) Valuation allowance (4,671 ) 2,867 1,997 Income tax benefit from continuing operations $ (13,886 ) $ (649 ) $ (3,991 ) Deferred income tax assets and liabilities from continuing operations consist of the following as of: December 29, 2017 December 30, 2016 Deferred tax assets: Inventory $ 2,825 $ 2,159 Share-based compensation 866 1,521 Accrued payroll 1,202 903 Net operating loss carryforwards 4,020 5,274 Transaction costs 63 191 Tax credits 5,851 3,600 Other assets 1,956 2,337 Deferred tax assets 16,783 15,985 Valuation allowance (4,252 ) (4,888 ) Total deferred tax assets 12,531 11,097 Deferred tax liabilities: Intangible assets (18,283 ) (10,830 ) Property, plant and equipment (3,069 ) — Other liabilities (743 ) (303 ) Total deferred tax liabilities (22,095 ) (11,133 ) Net deferred tax liability $ (9,564 ) $ (36 ) At December 29, 2017, the Company had federal and state net operating loss carryforwards of $16.4 million and $13.6 million, respectively. The federal and state net operating loss carryforwards, if not utilized, will begin to expire in 2031 and 2026, respectively. At December 29, 2017, the Company had federal and state research and development credits of $1.3 million and $0.5 million, respectively. The federal and state research and development credits, if not utilized, will begin to expire in 2032 and 2018, respectively. Additionally, the Company had foreign tax credits of $1.3 million, which if not utilized, will begin to expire in 2022. We have determined the amount of our valuation allowance based on our estimates of taxable income by jurisdiction in which we operate over the periods in which the related deferred tax assets will be recoverable. During 2017, the Company completed the acquisitions of Cal‑Weld and Talon, resulting in a release of valuation allowance against the Company’s net deferred tax assets. During the third quarter of 2017, the Company re‑characterized intercompany debt to equity between its U.S. and Singapore entities resulting in a discrete tax benefit of $1.6 million related to the reversal of previously accrued withholding taxes. As of December 29, 2017, the Company had determined it was more-likely-than-not to realize its U.S. deferred tax assets and had released all of its valuation allowance against its net deferred tax assets, with the exception of foreign tax credits and certain state and foreign net operating loss carryforwards the Company believes are not likely to be realized within the carryforward period. The Company was granted a tax holiday for its Singapore operations effective 2011 through 2021. The net impact of the tax holiday in Singapore as compared to the Singapore statutory rate was a benefit of $7.4 million, $5.7 million, and $3.9 million during 2017, 2016, and 2015, respectively. As of December 29, 2017, the Company has recognized $1.6 million of unrecognized tax benefits in long-term liabilities and $0.3 million of unrecognized tax benefits in noncurrent deferred tax liabilities on the accompanying consolidated balance sheet. If recognized, $1.8 million of this amount would impact the Company’s effective tax rate. The Company does not expect a significant decrease to the total amount of unrecognized tax benefits within the next twelve months. The Company's ongoing practice is to recognize potential accrued interest and penalties related to unrecognized tax benefits within its global operations in income tax expense (benefit). During 2017, the Company recognized a net increase of approximately $0.1 million in potential interest and penalties associated with uncertain tax positions in the consolidated statements of operations. At December 29, 2017, the Company had approximately $0.1 million and $0.4 million of interest and penalties, respectively, associated with uncertain tax positions, which are excluded from the unrecognized tax benefits table below. The following table summarizes the activity related to the Company’s unrecognized tax benefits: Unrecognized tax benefits Balance at December 26, 2014 $ 1,385 Increase in tax positions for current year 85 Decrease in tax positions for prior period (912 ) Balance at December 25, 2015 558 Increase in tax positions for current year 118 Decrease in tax positions for prior period (100 ) Balance at December 30, 2016 576 Increase in tax positions for current year 458 Increase in tax positions for prior period 214 Increase in tax positions due to acquisitions 710 Decrease in tax positions for prior period — Impact of Tax Cuts and Jobs Act (48 ) Balance at December 29, 2017 $ 1,910 The Company’s three major filing jurisdictions are the United States, Singapore and Malaysia. The Company is no longer subject to US Federal examination for tax years ending before 2014, to state examinations before 2013, or to foreign examinations before 2012. However, to the extent allowed by law, the tax authorities may have the right to examine prior periods where net operating losses or tax credits were generated and carried forward, and make adjustments up to the amount of the net operating losses or credit carryforward. |
Employee Benefit Programs
Employee Benefit Programs | 12 Months Ended |
Dec. 29, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefit Programs | Note 8 – Employee Benefit Programs 401(k) Plan The Company sponsors a 401(k) plan available to employees of its United States-based subsidiaries. Participants may make salary deferral contributions not to exceed 50% of a participant’s compensation in a plan year or the maximum amount otherwise allowed by law. Eligible employees receive a discretionary matching contribution equal to 50% of each participant’s deferral, up to an annual maximum of two thousand five hundred dollars. For 2017, 2016, and 2015, matching contributions were $0.7 million, $0.3 million, and $0.4 million, respectively. Medical Insurance The Company sponsors a self-insured group medical insurance plan for its U.S. employees and their dependents. The self-insured plan is designed to provide a specified level of coverage, with stop-loss coverage provided by a commercial insurer, in order to limit the Company’s exposure. For 2017, 2016, and 2015, expense incurred related to this plan was $4.1 million, $2.2 million, and $2.8 million, respectively. |
Credit Facilities
Credit Facilities | 12 Months Ended |
Dec. 29, 2017 | |
Debt Disclosure [Abstract] | |
Credit Facilities | Note 9 – Credit Facilities Long-term debt consists of the following: December 29, 2017 December 30, 2016 Term loan facility $ 179,535 $ 39,830 Revolving credit facility 10,000 — Total principal amount of long-term debt 189,535 39,830 Less unamortized debt issuance costs (2,798 ) (1,886 ) Total long-term debt, net 186,737 37,944 Less current portion (6,490 ) — Total long-term debt, less current portion, net $ 180,247 $ 37,944 Maturities of long-term debt consist of the following: Future maturities of long-term debt 2018 $ 6,490 2019 8,260 2020 174,785 $ 189,535 The weighted average interest rate across all credit facilities was 4.30%, 5.04%, and 4.86% during 2017, 2016, and 2015, respectively. 2015 Credit Facility On August 11, 2015, the Company and its subsidiaries entered into a $55.0 million term loan facility and $20.0 million revolving credit facility (collectively, the “2015 Credit Facility”) with a syndicate of lenders and repaid all outstanding indebtedness under the 2011 Credit Facility discussed below. The 2015 Credit Facility also includes a letter of credit subfacility under the revolving credit facility. The Company recorded $2.6 million in debt issuance costs associated with the 2015 Credit Facility and is amortizing this balance over the term of the facility to interest expense. The Company wrote off previously existing debt issuance costs related to the 2011 Credit Facility resulting in an extinguishment loss of $0.5 million, which is included within interest expense in the accompanying financial statements for 2015. In December 2017, the Company acquired Talon. To fund the acquisition, the Company amended the 2015 Credit Facility to increase the term loan facility by $120.0 million. The amendment did not meet the definition of an extinguishment and was accounted for as a modification. In July 2017, the Company acquired Cal‑Weld. To fund the acquisition, the Company amended the 2015 Credit Facility to increase the term loan facility by $20.0 million, add an additional $20.0 million of borrowing capacity under its revolving credit facility, and reduce its interest rate. The amendment did not meet the definition of an extinguishment and was accounted for as a modification. In April 2016, the Company acquired Ajax. To fund the acquisition, the Company amended the 2015 Credit Facility and increased the term loan facility by $15.0 million and drew an additional $4.0 million on the revolving credit facility. The amendment did not meet the definition of an extinguishment and was accounted for as a modification. The 2015 Credit Facility is secured by all tangible and intangible assets of the Company and includes customary representations, warranties, and covenants. Additionally, the Company is required to maintain a minimum fixed charge coverage ratio of 1.25 : 1 measured quarterly, and a maximum consolidated leverage ratio 2.25 : 1. Interest is charged at either the Base Rate or the Eurodollar rate (as such terms are defined in the agreement governing the 2015 Credit Facility) at the option of the Company, plus an applicable margin. The Base Rate is equal to the higher of i) the Prime Rate, ii) the Federal Funds Effective rate plus 0.5%, or iii) the Eurodollar Rate plus 1.00%. The Eurodollar rate is equal to LIBOR. The applicable margin on Base Rate and Eurodollar Rate loans is 1.00‑1.50% and 2.00‑2.50% per annum, respectively, depending on the Company’s leverage ratio. Interest payments are due quarterly if loans are made under the Base Rate. Interest payments are due on the last day of the applicable interest period under Eurodollar Rate loans. As of December 29, 2017, $59.5 million of the term loan facility and the revolving credit facility bore interest at the Eurodollar rate option of 4.15%, and the remaining $120.0 million of the term loan facility bore interest at the Base Rate option of 6.00%. Principal payments are due on a quarterly basis, however, the $25.0 million payment made using proceeds from our IPO in December 2016 was treated as a pre-payment, and therefore the Company is only required to make quarterly principal payments of $2.1 million on the additional $140.0 million borrowed in connection with the July and December 2017 amendments. The 2015 Credit Facility matures in August 2020. Under the revolving credit facility, the Company is able to borrow an amount equal to the lesser of i) $5.0 million and ii) the revolving credit facility under a swingline loan. The borrowing availability under the swingline loan is a sublimit to the revolving commitment. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 29, 2017 | |
Equity [Abstract] | |
Shareholders' Equity | Note 10 – Shareholders’ Equity Preferred Shares Prior to the December 2016 IPO, the Company’s preferred shares had the following characteristics: Conversion —The holders of preferred shares may convert to common stock at any time at the option of the holder, and the preferred shares will automatically convert to common stock upon a majority vote of the holders of preferred stock. The conversion price is equal to the ratio of the original issuance price divided by the conversion price. Liquidation preference —In the event of any voluntary or involuntary liquidation, dissolution, or winding up of the Company, the preferred shareholders are entitled to receive an amount per share equal to the greater of (i) The original issuance price plus any dividends declared but unpaid or (ii) an amount per share that would have been payable assuming conversion to common stock immediately prior to a liquidation event. Any remaining assets of the Company after the initial liquidation preference will be made to the common stock holders on a pro rata basis. If the assets of the Company are not sufficient for the full liquidation preference, the holders will share in any distribution on a pro rata basis. Voting —Preferred shareholders have voting rights based on the number of shares of common stock into which the preferred shares can convert. Dividends —Preferred shareholders are entitled to receive dividends when and if declared by the Board of Directors. In August 2015, the Board of Directors approved and paid a cash dividend totaling $22.1 million to the preferred shareholders. At the IPO, all outstanding preferred shares were converted into 17,722,808 ordinary shares. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 29, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 11 – Related Party Transactions The Company purchased certain parts from Ajax Foresight Global Manufacturing Sdn. Bhd. (“AFGM”), an investment acquired in conjunction with the acquisition of Ajax The Company received advisory services from Francisco Partners Management, L.P. (“FPM”), an entity affiliated with certain of the Company’s principal shareholders through our December 2016 IPO, at which time the Company’s advisory agreement with FPM was terminated. Under the advisory agreement, the Company was obligated to pay FPM an annual advisory fee equal to $1.5 million per year. Such advisory fee was waived for all periods presented in which the advisory agreement was effective. The Company also received consulting services from Francisco Partners Consulting, LLC (“FPC”), an entity that provides consulting services to the private equity funds managed by FPM and their portfolio companies on a dedicated basis, through our December 2016 IPO, at which time the Company’s agreement with FPC was terminated and such services ceased. FPC is not an affiliate of the Company, FPM, or any of the Company’s principal shareholders, and none of the Company’s principal shareholders hold an in interest in FPC. During 2017, the Company received from FPC a refund of previously paid consulting fees of $0.3 million. During 2016 and 2015, the Company paid $0.5 million and $0.3 million, respectively, to FPC for consulting services. On January 10, 2011, PFT entered into a sublease agreement with Precision Flow Inc., which was majority owned by a member of the board of directors of the Company. During 2016 and 2015, PFT paid $1.0 million and $1.2 million, respectively, in sublease rent to Precision Flow Inc. The sublease agreement between PFT and Precision Flow Inc. expires February 28, 2018. The Company has ceased operations in this facility as of May 2016 but has not completed a lease termination agreement with Precision Flow Inc. This board member resigned in 2016, and therefore no related party relationship exists going forward. The Company had purchases totaling $0.1 million and $0.8 million from Ceres, an entity owned by a member of the board of directors of the Company, during 2016 and 2015, respectively. The Company had sales totaling $0.2 million and $0 during 2016 and 2015. This board member resigned in 2016, and therefore no related party relationship exists going forward. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 29, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | Note 12 – Share-Based Compensation 2016 Plan In December 2016, the Company adopted the 2016 Omnibus Incentive Plan (“the 2016 Plan”). Under the 2016 Plan, 1,888,000 ordinary shares are reserved for issuance. The number of shares reserved for issuance under the 2016 Plan increases annually beginning in fiscal year 2018 by the lesser of (i) 2% of the ordinary shares outstanding on the last day of the immediately preceding fiscal year or (ii) such amount determined by the Board. Awards may be in the form of options, tandem and non-tandem stock appreciation rights, restricted shares, performance awards, and other share based awards and can be issued to employees, directors, and consultants. Canceled or expired awards under the 2016 Plan are returned to the incentive plan pool for future grants. Awards granted under the 2016 Plan generally have a term of 7 years. Vesting generally occurs 25% on the first anniversary of the date of grant, and quarterly thereafter over the remaining 3 years. 2012 Plan In March 2012, the Company adopted the Ichor Holdings Ltd. 2012 Equity Incentive Plan (the “2012 Plan”). Under the 2012 Plan, the Company can grant either restricted shares or stock options to employees, directors and consultants. The Board of Directors initially authorized the issuance of 21,000,000 stock options or restricted shares under the 2012 Plan. On October 25, 2013, the Board of Directors authorized the issuance of an additional 4,000,000 stock options or restricted shares under the 2012 Plan. Canceled or expired stock options or restricted shares are returned to the incentive plan pool for future grants. Stock options granted under the 2012 Plan generally have a term of 7 years. Vesting generally occurs 25% on the first anniversary of the date of grant, and quarterly thereafter over the remaining 3 years. There have been no issuances of equity-based awards under the 2012 Plan since the adoption of the 2016 Plan. Stock Options The table below sets forth the weighted average assumptions used to measure the fair value of options granted: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Weighted average expected term 5 years 5 years 5 years Risk-free interest rate 1.9 % 1.3 % 1.4 % Dividend yield 0.0 % 0.0 % 0.0 % Volatility 47.7 % 50.0 % 50.0 % The following table summarizes the Company’s stock option activity during 2017: Number of Stock Options Time vesting Performance vesting Weighted average exercise price per share Weighted average remaining contractual term Aggregate intrinsic value (in thousands) Outstanding, December 30, 2016 1,948,307 215,908 $ 8.87 Granted 604,700 — $ 19.57 Exercised (1,078,182 ) — $ 8.48 Forfeited (22,000 ) — $ 18.69 Expired — — $ — Outstanding, December 29, 2017 1,452,825 215,908 $ 12.87 4.2 years $ 19,662 Exercisable, December 29, 2017 682,560 215,908 $ 9.29 2.7 years $ 13,754 Fair value information for options granted and the intrinsic value of options exercised are as follows: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Weighted average grant-date fair value of options granted $ 8.52 $ 4.18 $ 4.18 Total intrinsic value of options exercised $ 16,423 N/A N/A At December 29, 2017, total unrecognized share-based compensation expense relating to stock options was $5.0 million, with a weighted average remaining service period of 3.3 years. Restricted Shares The following table summarizes the Company’s restricted share activity during 2017: Number of Restricted Ordinary Shares Time vesting Weighted average grant date fair value Unvested, December 30, 2016 103,055 $ 8.39 Granted 125,158 $ 19.63 Vested (74,932 ) $ 8.46 Forfeited — $ — Unvested, December 29, 2017 153,281 $ 17.53 Fair value information for restricted shares granted and vested during is as follows: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Weighted average grant-date fair value of shares granted $ 19.63 $ 9.42 N/A Total fair value of shares vested $ 634 $ 1,484 $ 296 At December 29, 2017, total unrecognized share-based compensation expense relating to restricted shares was $2.3 million, with a weighted average remaining service period of 3.4 years. During 2017, 2016, and 2015, share-based compensation expense for stock options and restricted shares across all plans totaled $2.2 million, $3.2 million, and $1.1 million, respectively. 2017 ESPP In May 2017, the Company adopted the 2017 Employee Stock Purchase Plan (the “2017 ESPP”), which provides employees the ability to designate a portion of their base-pay to purchase ordinary shares at a price equal to 85% of the fair market value of ordinary shares on the first or last day of each 6 month purchase period. Purchase periods begin on January 1 or July 1 and end on June 30 or December 31, or next business day if such date is not a business day. Shares are purchased on the last day of the purchase period. 2,500,000 ordinary shares are reserved for issuance under the 2017 ESPP. The current purchase period began on August 7, 2017 and ends on January 2, 2018. No shares were issued under the 2017 ESPP during 2017. The table below sets forth the weighted average assumptions used to measure the fair value of 2017 ESPP rights: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Weighted average expected term 0.4 years N/A N/A Risk-free interest rate 1.1 % N/A N/A Dividend yield 0.0 % N/A N/A Volatility 47.8 % N/A N/A The Company recognizes share-based compensation expense associated with the 2017 ESPP over the duration of the purchase period. The Company recognized an insignificant amount of share-based compensation expense associated with the 2017 ESPP during 2017. At December 29, 2017, there was no unrecognized share-based compensation expense. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 29, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Note 13 – Segment Information The Company’s Chief Operating Decision Maker (CODM), the Chief Executive Officer, reviews the Company’s results of operations on a consolidated level and executive staff is structured by function rather than by product category. Therefore, the Company operates in one operating segment. Key resources, decisions, and assessment of performance are also analyzed on a company-wide level. The Company’s foreign operations are conducted primarily through its wholly owned subsidiaries in Singapore and Malaysia. The Company’s principal markets include North America, Asia and, to a lesser degree, Europe. Sales by geographic area represent sales to unaffiliated customers. All information on sales by geographic area is based upon the location to which the products were shipped. The following table sets forth sales by geographic area (including sales from discontinued operations): Year Ended December 29, 2017 December 30, 2016 December 25, 2015 United States of America $ 386,645 $ 243,237 $ 238,470 Singapore 223,277 163,515 96,141 Europe 27,555 16,353 22,938 Other 18,415 9,218 13,840 Total net sales $ 655,892 $ 432,323 $ 371,389 The following table sets forth the Company’s two major customers, which comprised 93%, 97%, and 95% of sales from continuing operations in 2017, 2016, and 2015, respectively: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Lam Research $ 350,372 $ 207,230 $ 165,133 Applied Materials $ 259,234 $ 185,465 $ 111,661 |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 29, 2017 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note 14 – Earnings per Share Basic and diluted net income per share attributable to ordinary shareholders was presented in conformity with the two-class method during 2016 and 2015, required for participating securities, as the Company had two classes of stock until its December 2016 IPO. The Company considered its convertible preferred shares to be a participating security as the convertible preferred shares participated in dividends with ordinary shareholders, when and if declared by the board of directors. In the event a dividend was paid on ordinary shares, the holders of preferred shares were entitled to a proportionate share of any such dividend as if they were holders of ordinary shares (on an as-if converted basis). The convertible preferred shares did not participate in losses incurred by the Company. In accordance with the two-class method, earnings allocated to these participating securities and the related number of outstanding shares of the participating securities, which include contractual participation rights in undistributed earnings, have been excluded from the computation of basic and diluted net income per share attributable to ordinary shareholders. Under the two-class method, net income attributable to ordinary shareholders after deduction of preferred share dividends, if any, is determined by allocating undistributed earnings between the ordinary shares and the participating securities based on their respective rights to receive dividends. Basic net income (loss) per share attributable to ordinary shareholders is computed by dividing net income (loss) attributable to ordinary shareholders by the weighted-average number of ordinary shares outstanding during the period. All participating securities are excluded from basic weighted-average ordinary shares outstanding. Diluted net income (loss) per share attributable to ordinary shareholders is computed by dividing net income (loss) attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding, including all potentially dilutive ordinary shares, if the effect of each class of potential shares of ordinary shares is dilutive. For purposes of calculating EPS under the two-class method, an accounting policy election has been made to treat each income statement line item (net income from continuing operations, net income (loss) from discontinued operations, and net income) as an independent calculation and only allocate earnings to participating securities for those line items for which income is reported, as the participating securities do not have a contractual obligation to participate in losses. There is therefore no allocation of losses to participating securities for those line items for which a loss is reported. Under this method, the sum of the individual EPS income statement line items will not reconcile to the total net income (loss) per share. Net income per share was not presented in conformity with the two ‑ The following table sets forth the computation of the Company’s basic and diluted net income (loss) per share attributable to ordinary shareholders and a reconciliation of the numerator and denominator used in the calculation: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Numerator: Net income from continuing operations $ 56,915 $ 20,779 $ 12,807 Preferred share dividend — — (22,127 ) Undistributed earnings attributed to preferred shareholders — (19,060 ) — Net income (loss) from continuing operations, attributable to ordinary shareholders $ 56,915 $ 1,719 $ (9,320 ) Net loss from discontinued operations $ (461 ) $ (4,117 ) $ (7,181 ) Undistributed earnings attributed to preferred shareholders — — — Preferred share dividend — — — Net loss from discontinued operations, attributable to ordinary shareholders $ (461 ) $ (4,117 ) $ (7,181 ) Net income $ 56,454 $ 16,662 $ 5,626 Preferred share dividend — — (22,127 ) Undistributed earnings attributed to preferred shareholders — (15,284 ) — Net income (loss), attributable to ordinary shareholders $ 56,454 $ 1,378 $ (16,501 ) Denominator: Weighted average ordinary shares outstanding 25,118,031 1,503,296 31,875 Dilutive effect of stock options 1,030,793 306,871 — Dilutive effect of restricted shares 68,184 157,759 — Dilutive effect of employee share purchase plan 1,416 — — Weighted average number of shares used in diluted per share calculation for net income (loss) from continuing operations 26,218,424 1,967,926 31,875 Weighted average ordinary shares outstanding 25,118,031 1,503,296 31,875 Dilutive effect of stock options — — — Dilutive effect of restricted shares — — — Dilutive effect of employee share purchase plan — — — Weighted average number of shares used in diluted per share calculation for net loss from discontinued operations 25,118,031 1,503,296 31,875 Weighted average ordinary shares outstanding 25,118,031 1,503,296 31,875 Dilutive effect of stock options 1,030,793 306,871 — Dilutive effect of restricted shares 68,184 157,759 — Dilutive effect of employee share purchase plan 1,416 — — Weighted average number of shares used in diluted per share calculation for net income (loss) 26,218,424 1,967,926 31,875 Net income (loss) per share attributable to ordinary shareholders: Continuing operations: Basic $ 2.27 $ 1.14 $ (292.39 ) Diluted $ 2.17 $ 0.87 $ (292.39 ) Discontinued operations: Basic $ (0.02 ) $ (2.74 ) $ (225.29 ) Diluted $ (0.02 ) $ (2.74 ) $ (225.29 ) Total: Basic $ 2.25 $ 0.92 $ (517.68 ) Diluted $ 2.15 $ 0.70 $ (517.68 ) An aggregated total of 72,321, 165,275, and 519,576 potential ordinary shares have been excluded from the computation of diluted net income (loss) per share attributable to ordinary shareholders for 2017, 2016, and 2015, respectively, because including them would have been antidilutive. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 29, 2017 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | Note 15 – Discontinued Operations In January 2016, we made the decision to shut down our Kingston, New York facility as this location consumed a significant amount of resources while contributing very little income. We completed the shutdown of the operations of the New York facility in May 2016 through abandonment as a buyer for the facility and operation was not found. We recognized additional expense consisting of fixed asset and long-lived asset impairments totaling $3.2 million in the fourth quarter of 2015 related to this decision. The impairments related to fixed assets and long lived assets were based on the estimated fair value of such assets over their remaining expected lives through May 2016. No further sales are being generated from the customer that this location serviced after May 2016. The Company ceased operations at this facility in May 2016. As this was our cease use date, the Company recorded lease abandonment and inventory charges of approximately $0.6 million and $2.0 million, respectively, in the second quarter of 2016. At December 29, 2017, future minimum lease payments of $0.3 million are reflected in accrued liabilities of discontinued operations. The carrying amounts of the major classes of assets and liabilities of the Kingston, New York facility are reflected in the following table: December 29, 2017 December 30, 2016 Assets Current assets: Prepaid expenses and other current assets $ 3 $ 99 Total current assets 3 99 Total assets $ 3 $ 99 Liabilities Current liabilities: Accounts payable $ 136 $ 152 Accrued liabilities 255 360 Other current liabilities 9 52 Total current liabilities 400 564 Deferred tax liabilities — 30 Other long-term liabilities — 9 Total liabilities $ 400 $ 603 The results of the discontinued operation were as follows: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Net sales $ — $ 26,576 $ 80,748 Cost of sales — 28,077 80,840 Operating expenses: Research and development — 262 954 Selling, general, and administrative 722 2,315 2,765 Amortization of intangible assets — — 475 Total operating expenses 722 2,577 4,194 Operating income (loss) (722 ) (4,078 ) (4,286 ) Interest income, net — — (16 ) Other expense, net — (1 ) 3,136 Income (loss) from discontinued operations before income taxes (722 ) (4,077 ) (7,406 ) Income tax expense (261 ) 40 (225 ) Loss from discontinued operations $ (461 ) $ (4,117 ) $ (7,181 ) Supplemental information related to the discontinued operation is as follows for the periods presented: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Depreciation and amortization $ — $ — $ 1,143 Capital expenditures $ — $ — $ 427 Impairment of property and equipment $ — $ — $ 1,335 Impairment of intangible assets $ — $ — $ 1,825 Write-down of inventory $ — $ 1,999 $ 1,506 |
Subsequent Events (unaudited)
Subsequent Events (unaudited) | 12 Months Ended |
Dec. 29, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events (unaudited) | Note 16 – Subsequent Events (unaudited) Subsequent events are events or transactions that occur after the balance sheet date but before financial statements are issued. The Company recognizes in the consolidated financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing the financial statements. The Company's consolidated financial statements do not recognize subsequent events that provide evidence about conditions that did not exist at the date of the balance sheet but arose after the balance sheet date and before financial statements are issued. In preparing these consolidated financial statements, the Company has evaluated events and transactions for potential recognition or disclosure through March 13, 2018, the date the consolidated financial statements were issued. Modification of Equity Awards On January 18, 2018, in connection with the separation of our previous Chief Financial Officer (“previous CFO”) from the Company, the General Release of All Claims (the “General Release”) became effective. Pursuant to our previous CFO’s Transition Agreement, separation benefits begin on the date the General Release becomes effective. Included in the separation benefits is a vesting acceleration of all outstanding and unvested stock options and restricted shares. Consequently, 88,445 stock options and 39,175 restricted shares vested on January 18, 2018. This was accounted for as a modification under ASC Topic 718 and resulted in approximately $2.9 million in share-based compensation expense. All 88,445 modified stock options were exercised on February 12, 2018. Refinance of Long-Term Debt On February 15, 2018, the Company entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) to refinance all outstanding indebtedness under the 2015 Credit Facility. The agreement features a $175.0 million term loan facility and a revolving facility allowing for borrowings up to $125.0 million. The Credit Agreement decreases the applicable interest rate for borrowings under the term loan facility and revolving facility by 25 basis points and extends the maturity from August 2020 to February 2023. Additionally, the Credit Agreement (i) increases the maximum leverage ratio to 3.0x and (ii) changes the leverage ratios such that the Company is not required to use excess cash flow to prepay amounts owed under the credit facility when its leverage ratio is less than 2.0x. The effect of this debt refinance has not been recognized in these consolidated financial statements. Share Repurchase Program In February 2018, our board of directors authorized a share repurchase program up to $50.0 million under which we may repurchase our ordinary shares in the open market or through privately negotiated transactions, depending on market conditions and other factors. We expect to fund share repurchases, if any, with cash on hand or borrowings under our Revolving Credit Facility. As of the date of this report, the Company has repurchased approximately $5.0 million in ordinary shares. |
Organization and Summary of S23
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 29, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Operations of the Company | Organization and Operations of the Company Ichor Holdings, Ltd. and Subsidiaries (the “Company”) designs, develops, manufactures and distributes gas and liquid delivery subsystems and components purchased by capital equipment manufacturers for use in the semiconductor markets. The Company is headquartered in Fremont, California and has operations in the United States, United Kingdom, Singapore, Malaysia, and South Korea. On December 30, 2011, Ichor Systems Holdings, LLC consummated a sales transaction with Icicle Acquisition Holdings, LLC, a Delaware limited liability company. Shortly after consummation of the sale transaction, Icicle Acquisition Holdings, LLC changed its name to Ichor Holdings, LLC. In March 2012, Ichor Holdings, LLC completed a reorganization of its legal structure, forming Ichor Holdings, Ltd., a Cayman Islands entity. Ichor Holdings, Ltd. is now the reporting entity and the ultimate parent company of the operating entities. In January 2016, the Company decided to shut its Kingston, New York facility which was the primary facility for the Precision Flow Technologies, Inc. subsidiary. In May 2016, the Company ceased operations in this facility and ended the relationship with the customer it served in this location. The Company’s consolidated financial statements and accompanying notes for current and prior periods have been retroactively adjusted to present the results of operations of the Precision Flow Technologies, Inc. subsidiary as discontinued operations. In addition, the assets and liabilities to be disposed of have been treated and classified as discontinued operations. For more information on discontinued operations see Note 15 – Discontinued Operations |
Basis of Presentation | Basis of Presentation These consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). All intercompany balances and transactions have been eliminated upon consolidation. All financial figures presented in the notes to consolidated financial statements are in thousands, except share, per share, and percentage figures. These consolidated financial statements include the following wholly owned subsidiaries of Ichor Holdings, Ltd.: ▪ FP-Ichor Ltd. (Cayman) ▪ Icicle Acquisition Holding Coöperatief U.A. ▪ Icicle Acquisition Holding B.V. ▪ Ichor Holdings Ltd (Scotland). ▪ Ichor Systems Ltd. (Scotland) ▪ Ichor Holdings, LLC ▪ Ichor Systems, Inc. ▪ Ichor Systems Malaysia Sdn Bhd ▪ Ichor Systems Singapore Pte. Ltd. ▪ Precision Flow Technologies, Inc. ▪ Ajax-United Patterns & Molds, Inc. ▪ Cal-Weld, Inc. ▪ Talon Innovations Corporation ▪ Talon Innovations (FL) Corporation |
Public Offering and Reverse Stock Split | Public Offering and Reverse Stock Split On December 14, 2016, the Company completed an initial public offering (“IPO”) of 5,877,778 ordinary shares at a price to the public of $9.00 per share. The Company received net proceeds from the offering of $47.1 million after offering fees and expenses. The net proceeds were used to repay $40.0 million of the Company’s loans outstanding under the Company’s Credit Facilities. In January 2017, the Company received $7.3 million, net of fees and expenses, from the exercise of the underwriters’ over‑allotment option to sell an additional 881,667 ordinary shares. Immediately prior to the IPO, the Company amended and restated its memorandum of association to reflect the conversion of all outstanding preferred shares to 17,722,808 ordinary shares. As part of the IPO, the Company authorized 200,000,000 ordinary shares at $0.0001 par value per share. The Company also authorized the issuance of 20,000,000 preferred shares at $0.0001 par value per share, with no shares outstanding. In connection with the IPO, the Company amended its memorandum of association to effect an 8.053363 for 1 reverse stock split of its common stock. Concurrent with the reverse stock split, the Company adjusted the number of shares subject to, and the exercise price of, its outstanding stock options and restricted shares under the Company’s 2012 Amended Management Incentive Plan (the “2012 Plan”) so that the holders of the options were in the same economic position both before and after the stock split. As a result of the reverse stock split, all previously reported share and per share amounts, including options in these consolidated financial statements and accompanying notes, have been retrospectively restated to reflect the reverse stock split. |
Year End | Year End We use a 52 or 53 week fiscal year ending on the last Friday in December. The years ended December 29, 2017, December 30, 2016, and December 25, 2015 were 52 weeks, 53 weeks, and 52 weeks, respectively. All references to 2017, 2016, and 2015 are references to fiscal years unless explicitly stated otherwise. |
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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods presented. The Company bases its estimates and judgments on historical experience and on various other assumptions that it believes are reasonable under the circumstances. Actual results could differ from the estimates made by management. Significant estimates include the fair value of assets and liabilities acquired in acquisitions, estimated useful lives for long-lived assets, allowance for doubtful accounts, inventory valuation, uncertain tax positions, fair value assigned to stock options granted, and impairment analysis for both definite-lived intangible assets and goodwill. |
Correction of Immaterial Error | Correction of Immaterial Error During the second quarter of 2017, we corrected an error related to translating the inventory balances at our Malaysia and Singapore subsidiaries at an incorrect foreign currency rate. The error arose in prior period financial statements beginning in periods prior to 2014 and through 2016. The correction resulted in a $1.8 million increase in cost of sales and a corresponding decrease in gross profit in our consolidated statements of operations and a decrease to inventories in our consolidated balances sheet during the second quarter of 2017. We evaluated the error on both a quantitative and qualitative basis and determined that the error was not material and did not affect the trend of net income or cash flows in previously issued financial statements. Additionally, we determined that correcting the error in the second quarter of 2017 did not have a material impact to our consolidated financial statements for 2017. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) Topic 605, Revenue Recognition |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that subject the Company to credit risk consist of accounts receivable, accounts payable and long-term debt. The Company derived approximately 93%, 97%, and 95% of its revenue from continuing operations from two customers during 2017, 2016, and 2015, respectively. At December 29, 2017 and December 30, 2016, those customers represented, in the aggregate, approximately 61% and 83%, respectively, of the accounts receivable balance. Accounts receivable are carried at invoice price less an estimate for doubtful accounts and estimated payment discounts. Payment terms vary by customer, but generally are due within 15‑60 days. The Company reviews a customer’s credit history before extending credit. The Company establishes an allowance for doubtful accounts based upon the credit risk of specific customers, historical trends, and other information. Activity and balances related to the Company’s allowance for doubtful accounts is as follows: Allowance for doubtful accounts Balance at December 26, 2014 $ 385 Charges to costs and expenses (6 ) Write-offs (256 ) Balance at December 25, 2015 123 Charges to costs and expenses 71 Write-offs — Balance at December 30, 2016 194 Charges to costs and expenses 62 Write-offs — Balance at December 29, 2017 $ 256 The Company requires collateral, typically cash, in the normal course of business if customers do not meet its criteria established for offering credit. If the financial condition of the Company’s customers were to deteriorate and result in an impaired ability to make payments, additions to the allowance may be required. Accounts receivable are written off when deemed uncollectible. Recoveries of accounts receivable previously written off are recorded to income when received. The Company uses qualified manufacturers to supply many components and subassemblies of its products. The Company obtains the majority of its components from a limited group of suppliers. A majority of the purchased components used in the Company’s products are customer specified. An interruption in the supply of a particular component would have a temporary adverse impact on the Company’s operating results. The Company maintains cash balances at both United States-based and foreign-based commercial banks. At various times during the year, cash balances in the United States will exceed amounts that are insured by the Federal Deposit Insurance Corporation (FDIC). The majority of the cash maintained in foreign-based commercial banks is insured by the government where the foreign banking institutions are based. Cash held in foreign-based commercial banks totaled $36.4 million and $14.7 million at December 29, 2017 and December 30, 2016, respectively. No losses have been incurred at December 29, 2017 and December 30, 2016 for the amounts exceeding the insured limits. |
Fair Value Measurements | Fair Value Measurements The Company estimates the fair value of its financial assets and liabilities based upon comparison of such assets and liabilities to the current market values for instruments of a similar nature and degree of risk. The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: ▪ Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date ▪ Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability ▪ Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date There were no changes to the Company’s valuation techniques during 2017. The Company estimates that the recorded value of its financial assets and liabilities approximates fair value at December 29, 2017 and December 30, 2016. The Company estimates the value of intangible assets on a nonrecurring basis based on an income approach utilizing discounted cash flows. Under this approach, the Company estimates the future cash flows from its asset groups and discounts the income stream to its present value to arrive at fair value. Future cash flows are based on recently prepared operating forecasts. Operating forecasts and cash flows include, among other things, revenue growth rates that are calculated based on management’s forecasted sales projections. A discount rate is utilized to convert the forecasted cash flows to their present value equivalent. The discount rate applied to the future cash flows includes a subject-company risk premium, an equity market risk premium, a beta, and a risk-free rate. As this approach contains unobservable inputs, the measurement of fair value for intangible assets is classified as Level 3. At December 29, 2017 and December 30, 2016, intangible assets passed the recoverability test resulting in no impairment. At December 25, 2015, certain intangibles assets associated with our Kingston facility did not pass the recoverability test, and the Company recorded an impairment charge of $1.8 million. See Note 15 – Discontinued Operations |
Inventories | Inventories Inventories are stated at the lower of cost or market. The majority of inventory values are based upon standard costs that approximate average costs. The Company analyzes its inventory levels and records a write-down for inventory that has become obsolete, inventory that has a cost basis in excess of its expected net realizable value, and inventory in excess of expected customer demand. Various factors are considered in making this determination, including recent sales history and predicted trends, industry market conditions, and general economic conditions. |
Property and Equipment | Property and Equipment Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the following estimated useful lives: Estimated useful lives of PP&E Machinery 5-10 years Leasehold improvements Lesser of 10 years or lease term Computer software, hardware, and equipment 3-5 years Office furniture, fixtures, and equipment 5-7 years Vehicles 5 years Maintenance and repairs that neither add materially to the value of the asset nor appreciably prolong its useful life are charged to expense as incurred. Gains or losses on the disposal of property and equipment are included in selling, general and administrative expenses on the consolidated statements of operations. |
Long-Lived Assets | Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate, in management’s judgment, that the carrying amount of an asset (or asset group) may not be recoverable. In analyzing potential impairments, projections of future cash flows from the asset group are used to estimate fair value. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the asset group, a loss is recognized for the difference between the estimated fair value and the carrying value of the asset group. The projections are based on assumptions, judgments and estimates of revenue growth rates for the related business, anticipated future economic, regulatory and political conditions, the assignment of discount rates relative to risk, and estimates of terminal values. |
Other Non-Current Assets | Other Non-Current Assets In connection with the acquisition of Ajax in 2016, the Company acquired two investments and a note receivable that were recorded at fair value on the date of acquisition: (i) a cost method investment in CHawk Technology International, Inc. (“CHawk”), (ii) an equity method investment in Ajax Foresight Global Manufacturing Sdn. Bhd. (“AFGM”), and (iii) a note receivable from AFGM. The Company accounted for the investments on the cost and equity method, respectively, as the Company did not control either entity. During 2016, the Company recorded equity in earnings of AFGM of $0.2 million, which is included in other expense (income), net. At December 30, 2016, the investment in CHawk and AFGM and the note receivable from AFGM had carrying balances of $1.5 million, $0.7 million, and $0.9 million, respectively. The Company sold its investments in CHawk and AFGM and settled its note from AFGM in January 2017, resulting in a net gain of $0.2 million. |
Intangible Assets | Intangible Assets The Company accounts for its intangible assets that have a definite life and are amortized on a basis consistent with their expected cash flows over the following estimated useful lives: Estimated useful lives of intangibles Trademarks 10 years Customer relationships 6-10 years Developed technology 7-10 years |
Goodwill | Goodwill Goodwill represents the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The Company reviews goodwill for impairment annually and whenever events or changes in circumstances indicate the carrying value of goodwill may not be recoverable. We first make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying a quantitative goodwill impairment test. Under the quantitative test, the fair value of the reporting unit is compared to its carrying value and an impairment loss is recognized for any excess of carrying amount over the reporting unit’s fair value. Fair value of the reporting unit is determined using a discounted cash flow analysis. For purposes of testing goodwill for impairment, the Company has concluded it operates in one reporting unit. The Company performed a qualitative goodwill assessment in the fourth quarter of 2017 and 2016. Our goodwill assessment performed in 2017 and 2016 indicated that it was more likely than not the reporting unit’s fair value exceeded its carrying value. |
Research and Development Costs | Research and Development Costs Research and development costs are expensed as incurred. |
Warranty Costs | Warranty Costs The Company’s product warranties vary by customer, but generally extend for a period of one to two years from the date of sale. Provisions for warranties are determined primarily based on historical warranty cost as a percentage of sales, adjusted for specific problems that may arise. Historical product warranty expense has not been significant. |
Advertising Costs | Advertising Costs The Company charges advertising costs to operations as incurred. Advertising costs were not significant and are included in selling, general and administrative expenses in the accompanying consolidated statements of operations. |
Self-Insurance | Self-Insurance The Company sponsors a self-insured medical plan for employees and their dependents. A third party is engaged to assist in estimating the loss exposure related to the self-retained portion of the risk associated with this insurance. |
Special Bonus | Special Bonus On August 11, 2015, the Board of Directors instituted a special bonus to certain members of management totaling $3.1 million, of which $1.8 million, $0.2 million, and $0.1 million was earned and recorded as a component of selling, general, and administrative, research and development, and cost of sales, respectively, in 2015. The remaining $1.0 million could be earned by certain members of management through the fourth quarter of 2018 based on their continued employment. In December 2016 the Board of Directors approved that all remaining special bonus was earned and to be paid in December 2016. During 2016, the Company expensed $0.6 million related to the special bonus, including the amount earned in the fourth quarter of 2016. The remaining amount of the bonus was forfeited due to employee terminations. Management does not expect to pay bonuses of this nature in future periods. |
Share-Based Payments | Share-Based Payments The Company uses the Black-Scholes option-pricing model to value the awards on the date of grant. The Company uses the simplified method to estimate the expected term of its share-based awards for all periods, as the Company did not have sufficient history to estimate the weighted average expected term. The risk-free interest rate is based on the U.S. Treasury rates in effect during the corresponding period of grant. Estimated volatility is based on historical volatility of the Company and similar entities whose share prices are publicly traded. |
Income Taxes | Income Taxes The Company recognizes deferred income taxes using the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred income taxes are recognized for differences between the financial reporting and tax bases of assets and liabilities at enacted statutory tax rates in effect for the years in which the differences are expected to reverse. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax benefit for the current year differs from the statutory rate primarily as a result of revaluing our deferred taxes from 35% to 21% due to the Tax Cuts and Jobs Act, the impact of foreign operations, discrete tax benefits recorded in connection with the Company’s acquisitions of Talon and Cal‑Weld in 2017 and Ajax in 2016 (see Note 2 – Acquisitions Note 7 – Income Taxes The Company files federal income tax returns, foreign income tax returns, as well as multiple state and local tax returns. The Company is no longer subject to US Federal examination for tax years ending before 2014, to state examinations before 2013, or to foreign examinations before 2012. However, to the extent allowed by law, the tax authorities may have the right to examine prior periods where net operating losses or tax credits were generated and carried forward, and make adjustments up to the amount of the net operating losses or credit carryforward. When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others may be subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the consolidated financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50% likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the Company’s consolidated balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company recognizes interest and penalties as a component of income tax benefit. |
Foreign Operations | Foreign Operations The functional currency of the Company’s international subsidiaries located in the United Kingdom, Singapore, and Malaysia, is the U.S. dollar. Transactions denominated in currencies other than the functional currency generate foreign exchange gains and losses that are included in other expense (income), net on the accompanying consolidated statements of operations. Substantially, all of the Company’s sales and agreements with third-party suppliers provide for pricing and payments in U.S. dollars and, therefore, are not subject to material exchange rate fluctuations. Foreign operations consist of revenue of $346.0 million, $241.7 million, and $173.7 million during 2017, 2016, and 2015, respectively. Assets of foreign operations totaled $127.2 million and $90.4 million at December 29, 2017 and December 30, 2016, respectively. |
Accounting Pronouncements Recently Adopted | Accounting Pronouncements Recently Adopted In January 2017, the FASB issued Accounting Standards Update (“ASU”) 2017‑04, Intangibles–Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment Accounting Pronouncements Recently Issued In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing Revenue from Contracts with Customers Revenue from Contracts with Customers (Topic 606) We plan to adopt Topic 606 using the modified retrospective method through a cumulative effect adjustment being recognized in retained earnings at December 30, 2017, the date of adoption. Under this approach, we will not restate the prior period financial statements. We are currently completing the assessment phase of the implementation project and are finalizing our review of the impact of adoption. We are currently in the process of developing, implementing and testing our internal systems, processes and controls necessary to adopt Topic 606, and are in process of making the necessary changes to our accounting policies and disclosures. Based on our current assessment, we do not anticipate that the adoption of Topic 606 will result in a material cumulative effect adjustment to accumulated deficit nor have a material impact on our financial position, results of operations, or cash flows, as it is not expected to materially change the manner or timing of recognizing revenue. We are currently evaluating the impact of the expanded disclosures to our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash In January 2017, the FASB issued ASU No. 2017‑01, Business Combinations (Topic 805): Clarifying the Definition of a Business |
Organization and Summary of S24
Organization and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable | The Company establishes an allowance for doubtful accounts based upon the credit risk of specific customers, historical trends, and other information. Activity and balances related to the Company’s allowance for doubtful accounts is as follows: Allowance for doubtful accounts Balance at December 26, 2014 $ 385 Charges to costs and expenses (6 ) Write-offs (256 ) Balance at December 25, 2015 123 Charges to costs and expenses 71 Write-offs — Balance at December 30, 2016 194 Charges to costs and expenses 62 Write-offs — Balance at December 29, 2017 $ 256 |
Property Plant and Equipment Estimated Useful Lives | Property, plant and equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the following estimated useful lives: Estimated useful lives of PP&E Machinery 5-10 years Leasehold improvements Lesser of 10 years or lease term Computer software, hardware, and equipment 3-5 years Office furniture, fixtures, and equipment 5-7 years Vehicles 5 years |
Schedule of Finite Lived Intangible Assets Useful Lives | The Company accounts for its intangible assets that have a definite life and are amortized on a basis consistent with their expected cash flows over the following estimated useful lives: Estimated useful lives of intangibles Trademarks 10 years Customer relationships 6-10 years Developed technology 7-10 years |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Business Combinations [Abstract] | |
Measurement Period Adjustments Related to Finalization of Valuation of Deferred Tax Liabilities and Net Identifiable Assets and Liabilities | The following table presents the preliminary purchase price allocation as of December 11, 2017: Preliminary Allocation December 11, 2017 Cash acquired $ 5,586 Accounts receivable, net 11,471 Inventories 19,399 Prepaid expenses and other current assets 182 Property and equipment, net 16,655 Other noncurrent assets 76 Intangible assets, net 38,000 Goodwill 74,594 Accounts payable (4,706 ) Accrued liabilities (2,767 ) Other current liabilities (1,838 ) Deferred tax liabilities (19,652 ) Total acquisition consideration $ 137,000 The following table presents the preliminary purchase price allocation as of July 27, 2017 and December 29, 2017 and measurement period adjustments. Measurement period adjustments are due to finalizing our procedures on the opening balance sheet and preliminary estimates of fair value of Cal‑Weld: Preliminary Allocation July 27, 2017 Measurement Period Adjustment Preliminary Allocation December 29, 2017 Cash acquired $ 7,337 $ — $ 7,337 Accounts receivable, net 10,318 — 10,318 Inventories 20,836 — 20,836 Prepaid expenses and other current assets 287 113 400 Property and equipment, net 1,639 — 1,639 Other noncurrent assets 587 — 587 Intangible assets, net 12,140 — 12,140 Goodwill 17,957 (223 ) 17,734 Accounts payable (5,991 ) (5,991 ) Accrued liabilities (2,016 ) 79 (1,937 ) Other non-current liabilities (908 ) — (908 ) Deferred tax liabilities (5,307 ) 31 (5,276 ) Total acquisition consideration $ 56,879 $ — $ 56,879 The following table presents the preliminary purchase price allocation as of April 12, 2016 and December 30, 2016, measurement period adjustments, and the final purchase price allocation on April 12, 2017, the end of the measurement period. Measurement period adjustments are primarily related to finalization of the valuation of deferred tax liabilities and net identifiable assets and liabilities: Preliminary Allocation April 12, 2016 Measurement Period Adjustment Preliminary Allocation December 30, 2016 Measurement Period Adjustment Final Allocation April 12, 2017 Cash acquired $ 187 $ — $ 187 $ — $ 187 Accounts receivable, net 1,245 5 1,250 — 1,250 Inventories 3,236 — 3,236 — 3,236 Prepaid expenses and other current assets 77 — 77 8 85 Property and equipment, net 1,545 — 1,545 (78 ) 1,467 Other noncurrent assets 2,948 — 2,948 — 2,948 Intangible assets, net 8,130 (100 ) 8,030 — 8,030 Goodwill 4,629 2,449 7,078 (22 ) 7,056 Accounts payable and accrued liabilities (4,403 ) (83 ) (4,486 ) 9 (4,477 ) Deferred tax liabilities — (2,271 ) (2,271 ) 83 (2,188 ) Total acquisition consideration $ 17,594 $ — $ 17,594 $ — $ 17,594 |
Schedule of Pro forma Results of Operations | The pro forma results of operations are presented for informational purposes only and are not indicative of the results of operations that would have been achieved or of results that may occur in the future: Year Ended December 29, 2017 December 30, 2016 Net sales $ 719,264 $ 452,195 Net income from continuing operations $ 58,436 $ 25,498 Net income per share from continuing operations attributable to ordinary shareholders: Basic $ 2.33 $ 1.40 Diluted $ 2.23 $ 1.07 The pro forma results of operations are presented for informational purposes only and are not indicative of the results of operations that would have been achieved or of results that may occur in the future: Year Ended December 29, 2017 December 30, 2016 Net sales $ 725,081 $ 486,918 Net income from continuing operations $ 62,540 $ 29,462 Net income per share from continuing operations attributable to ordinary shareholders: Basic $ 2.49 $ 1.62 Diluted $ 2.39 $ 1.24 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventory consists of the following: December 29, 2017 December 30, 2016 Raw materials $ 91,109 $ 46,889 Work in process 42,186 22,649 Finished goods 27,268 9,423 Excess and obsolete adjustment (6,022 ) (8,080 ) Total inventories, net $ 154,541 $ 70,881 |
Summary of changes to company's excess and obsolete adjustment | The following table presents changes to the Company’s excess and obsolete adjustment: Excess and obsolete adjustment Balance at December 26, 2014 $ (4,067 ) Charge to cost of sales (3,000 ) Disposition of inventory 935 Balance at December 25, 2015 (6,132 ) Charge to cost of sales (3,921 ) Disposition of inventory 1,973 Balance at December 30, 2016 (8,080 ) Charge to cost of sales (909 ) Disposition of inventory 2,967 Balance at December 29, 2017 $ (6,022 ) |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment consist of the following: December 29, 2017 December 30, 2016 Machinery $ 23,464 $ 5,243 Leasehold improvements 15,329 11,276 Computer software, hardware and equipment 4,551 2,848 Office furniture, fixtures and equipment 868 220 Vehicles 51 10 Construction-in-process 2,771 2,069 47,034 21,666 Less accumulated depreciation (12,654 ) (9,648 ) Total property and equipment, net $ 34,380 $ 12,018 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Definite-Lived Intangible Assets | Definite-lived intangible assets consist of the following: December 29, 2017 Gross value Accumulated amortization Accumulated impairment charges Carrying amount Weighted average useful life Trademarks $ 9,690 $ (5,814 ) $ — $ 3,876 10.0 years Customer relationships 81,427 (20,060 ) — 61,367 7.8 years Developed technology 22,990 (14,938 ) — 8,052 7.7 years Backlog 660 (550 ) — 110 0.5 years Total intangible assets $ 114,767 $ (41,362 ) $ — $ 73,405 December 30, 2016 Gross value Accumulated amortization Accumulated impairment charges Carrying amount Weighted average useful life Trademarks $ 9,690 $ (4,845 ) $ — $ 4,845 10.0 years Customer relationships 50,557 (17,150 ) (11,076 ) 22,331 10.0 years Developed technology 28,100 (14,975 ) (8,155 ) 4,970 6.9 years Backlog 30 (30 ) — — 0.5 years Total intangible assets $ 88,377 $ (37,000 ) $ (19,231 ) $ 32,146 |
Estimated Amortization Expense of Intangible Assets | Future projected annual amortization expense consists of the following: Future amortization expense 2018 $ 15,198 2019 12,604 2020 12,604 2021 12,570 2022 8,792 Thereafter 11,637 $ 73,405 |
Schedule of Changes in Goodwill | The following tables present the changes to goodwill: Goodwill Balance at December 26, 2014 $ 70,015 Acquisitions — Impairment — Balance at December 25, 2015 70,015 Acquisitions 7,078 Impairment — Balance at December 30, 2016 77,093 Acquisitions 92,306 Impairment — Balance at December 29, 2017 $ 169,399 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Minimum Lease Payment for Non-Cancelable Opereating Leases | Future minimum lease payments for non-cancelable operating leases as of December 29, 2017 are as follows: Future minimum lease payments 2018 $ 3,516 2019 2,467 2020 2,308 2021 1,788 2022 1,215 Thereafter 374 $ 11,668 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of income from continuing operations before tax | Income from continuing operations before tax was as follows: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 United States $ 370 $ (12,553 ) $ (15,319 ) Foreign 42,659 32,683 24,135 Income from continuing operations before tax $ 43,029 $ 20,130 $ 8,816 |
Schedule of significant components of income tax benefit from continuing operations | Significant components of income tax benefit from continuing operations consist of the following: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Current: Federal $ 809 $ — $ (1,001 ) State 249 (73 ) 65 Foreign 397 1,858 1,816 Total current tax expense 1,455 1,785 880 Deferred: Federal (13,251 ) (2,213 ) (4,296 ) State (1,553 ) — (203 ) Foreign (537 ) (221 ) (372 ) Total deferred tax benefit (15,341 ) (2,434 ) (4,871 ) Income tax benefit from continuing operations $ (13,886 ) $ (649 ) $ (3,991 ) |
Summary of reconciliation of income tax computed at U.S. federal statutory tax rates to income tax benefit from continuing operations | The reconciliation of income tax computed at the U.S. federal statutory tax rates to income tax benefit from continuing operations consist of the following: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Effective rate reconciliation: U.S. federal tax expense $ 15,060 $ 7,046 $ 3,084 State income taxes, net (373 ) (324 ) (383 ) Permanent items 2,141 303 92 Foreign rate differential (7,498 ) (5,907 ) (4,259 ) Tax holiday (7,437 ) (5,714 ) (3,872 ) Credits (1,818 ) (794 ) (691 ) Tax contingencies 335 86 (835 ) Share-based compensation (5,438 ) 185 22 Withholding tax 840 1,435 925 Impact of re-characterizing intercompany debt to equity 1,409 — — Impact of Tax Cuts and Jobs Act (6,188 ) — — Other, net (248 ) 168 (71 ) Valuation allowance (4,671 ) 2,867 1,997 Income tax benefit from continuing operations $ (13,886 ) $ (649 ) $ (3,991 ) |
Schedule of deferred income tax assets and liabilities from continuing operations | Deferred income tax assets and liabilities from continuing operations consist of the following as of: December 29, 2017 December 30, 2016 Deferred tax assets: Inventory $ 2,825 $ 2,159 Share-based compensation 866 1,521 Accrued payroll 1,202 903 Net operating loss carryforwards 4,020 5,274 Transaction costs 63 191 Tax credits 5,851 3,600 Other assets 1,956 2,337 Deferred tax assets 16,783 15,985 Valuation allowance (4,252 ) (4,888 ) Total deferred tax assets 12,531 11,097 Deferred tax liabilities: Intangible assets (18,283 ) (10,830 ) Property, plant and equipment (3,069 ) — Other liabilities (743 ) (303 ) Total deferred tax liabilities (22,095 ) (11,133 ) Net deferred tax liability $ (9,564 ) $ (36 ) |
Summarizes activity related to company's unrecognized tax benefits | The following table summarizes the activity related to the Company’s unrecognized tax benefits: Unrecognized tax benefits Balance at December 26, 2014 $ 1,385 Increase in tax positions for current year 85 Decrease in tax positions for prior period (912 ) Balance at December 25, 2015 558 Increase in tax positions for current year 118 Decrease in tax positions for prior period (100 ) Balance at December 30, 2016 576 Increase in tax positions for current year 458 Increase in tax positions for prior period 214 Increase in tax positions due to acquisitions 710 Decrease in tax positions for prior period — Impact of Tax Cuts and Jobs Act (48 ) Balance at December 29, 2017 $ 1,910 |
Credit Facilities (Tables)
Credit Facilities (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consists of the following: December 29, 2017 December 30, 2016 Term loan facility $ 179,535 $ 39,830 Revolving credit facility 10,000 — Total principal amount of long-term debt 189,535 39,830 Less unamortized debt issuance costs (2,798 ) (1,886 ) Total long-term debt, net 186,737 37,944 Less current portion (6,490 ) — Total long-term debt, less current portion, net $ 180,247 $ 37,944 |
Schedule of Maturities Long-Term Debt | Maturities of long-term debt consist of the following: Future maturities of long-term debt 2018 $ 6,490 2019 8,260 2020 174,785 $ 189,535 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Schedule of Assumptions Used for Estimating Fair Value of Options | The table below sets forth the weighted average assumptions used to measure the fair value of options granted: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Weighted average expected term 5 years 5 years 5 years Risk-free interest rate 1.9 % 1.3 % 1.4 % Dividend yield 0.0 % 0.0 % 0.0 % Volatility 47.7 % 50.0 % 50.0 % |
Schedule of Stock Option Activity | The following table summarizes the Company’s stock option activity during 2017: Number of Stock Options Time vesting Performance vesting Weighted average exercise price per share Weighted average remaining contractual term Aggregate intrinsic value (in thousands) Outstanding, December 30, 2016 1,948,307 215,908 $ 8.87 Granted 604,700 — $ 19.57 Exercised (1,078,182 ) — $ 8.48 Forfeited (22,000 ) — $ 18.69 Expired — — $ — Outstanding, December 29, 2017 1,452,825 215,908 $ 12.87 4.2 years $ 19,662 Exercisable, December 29, 2017 682,560 215,908 $ 9.29 2.7 years $ 13,754 |
Schedule of Fair Value of Options Granted and Intrinsic Value of Options Exercised | Fair value information for options granted and the intrinsic value of options exercised are as follows: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Weighted average grant-date fair value of options granted $ 8.52 $ 4.18 $ 4.18 Total intrinsic value of options exercised $ 16,423 N/A N/A |
Schedule of Restricted Share Activity | The following table summarizes the Company’s restricted share activity during 2017: Number of Restricted Ordinary Shares Time vesting Weighted average grant date fair value Unvested, December 30, 2016 103,055 $ 8.39 Granted 125,158 $ 19.63 Vested (74,932 ) $ 8.46 Forfeited — $ — Unvested, December 29, 2017 153,281 $ 17.53 |
Schedule of Fair Value Information for Restricted Shares Granted and Vested | Fair value information for restricted shares granted and vested during is as follows: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Weighted average grant-date fair value of shares granted $ 19.63 $ 9.42 N/A Total fair value of shares vested $ 634 $ 1,484 $ 296 |
2017 Employee Stock Purchase Plan | |
Schedule of Weighted Average Assumption used to Measure Fair Value | The table below sets forth the weighted average assumptions used to measure the fair value of 2017 ESPP rights: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Weighted average expected term 0.4 years N/A N/A Risk-free interest rate 1.1 % N/A N/A Dividend yield 0.0 % N/A N/A Volatility 47.8 % N/A N/A |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Sales By Geographic Area (Including Sales from Discontinued Operations) | The following table sets forth sales by geographic area (including sales from discontinued operations): Year Ended December 29, 2017 December 30, 2016 December 25, 2015 United States of America $ 386,645 $ 243,237 $ 238,470 Singapore 223,277 163,515 96,141 Europe 27,555 16,353 22,938 Other 18,415 9,218 13,840 Total net sales $ 655,892 $ 432,323 $ 371,389 |
Summary of Segment Information Major Customers | The following table sets forth the Company’s two major customers, which comprised 93%, 97%, and 95% of sales from continuing operations in 2017, 2016, and 2015, respectively: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Lam Research $ 350,372 $ 207,230 $ 165,133 Applied Materials $ 259,234 $ 185,465 $ 111,661 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income (Loss) Per Share Attributable to Ordinary Shareholders | The following table sets forth the computation of the Company’s basic and diluted net income (loss) per share attributable to ordinary shareholders and a reconciliation of the numerator and denominator used in the calculation: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Numerator: Net income from continuing operations $ 56,915 $ 20,779 $ 12,807 Preferred share dividend — — (22,127 ) Undistributed earnings attributed to preferred shareholders — (19,060 ) — Net income (loss) from continuing operations, attributable to ordinary shareholders $ 56,915 $ 1,719 $ (9,320 ) Net loss from discontinued operations $ (461 ) $ (4,117 ) $ (7,181 ) Undistributed earnings attributed to preferred shareholders — — — Preferred share dividend — — — Net loss from discontinued operations, attributable to ordinary shareholders $ (461 ) $ (4,117 ) $ (7,181 ) Net income $ 56,454 $ 16,662 $ 5,626 Preferred share dividend — — (22,127 ) Undistributed earnings attributed to preferred shareholders — (15,284 ) — Net income (loss), attributable to ordinary shareholders $ 56,454 $ 1,378 $ (16,501 ) Denominator: Weighted average ordinary shares outstanding 25,118,031 1,503,296 31,875 Dilutive effect of stock options 1,030,793 306,871 — Dilutive effect of restricted shares 68,184 157,759 — Dilutive effect of employee share purchase plan 1,416 — — Weighted average number of shares used in diluted per share calculation for net income (loss) from continuing operations 26,218,424 1,967,926 31,875 Weighted average ordinary shares outstanding 25,118,031 1,503,296 31,875 Dilutive effect of stock options — — — Dilutive effect of restricted shares — — — Dilutive effect of employee share purchase plan — — — Weighted average number of shares used in diluted per share calculation for net loss from discontinued operations 25,118,031 1,503,296 31,875 Weighted average ordinary shares outstanding 25,118,031 1,503,296 31,875 Dilutive effect of stock options 1,030,793 306,871 — Dilutive effect of restricted shares 68,184 157,759 — Dilutive effect of employee share purchase plan 1,416 — — Weighted average number of shares used in diluted per share calculation for net income (loss) 26,218,424 1,967,926 31,875 Net income (loss) per share attributable to ordinary shareholders: Continuing operations: Basic $ 2.27 $ 1.14 $ (292.39 ) Diluted $ 2.17 $ 0.87 $ (292.39 ) Discontinued operations: Basic $ (0.02 ) $ (2.74 ) $ (225.29 ) Diluted $ (0.02 ) $ (2.74 ) $ (225.29 ) Total: Basic $ 2.25 $ 0.92 $ (517.68 ) Diluted $ 2.15 $ 0.70 $ (517.68 ) |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 29, 2017 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Carrying Amounts of Major Classes of Assets and Liabilities and Results of Discontinued Operation (Tables) | The carrying amounts of the major classes of assets and liabilities of the Kingston, New York facility are reflected in the following table: December 29, 2017 December 30, 2016 Assets Current assets: Prepaid expenses and other current assets $ 3 $ 99 Total current assets 3 99 Total assets $ 3 $ 99 Liabilities Current liabilities: Accounts payable $ 136 $ 152 Accrued liabilities 255 360 Other current liabilities 9 52 Total current liabilities 400 564 Deferred tax liabilities — 30 Other long-term liabilities — 9 Total liabilities $ 400 $ 603 The results of the discontinued operation were as follows: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Net sales $ — $ 26,576 $ 80,748 Cost of sales — 28,077 80,840 Operating expenses: Research and development — 262 954 Selling, general, and administrative 722 2,315 2,765 Amortization of intangible assets — — 475 Total operating expenses 722 2,577 4,194 Operating income (loss) (722 ) (4,078 ) (4,286 ) Interest income, net — — (16 ) Other expense, net — (1 ) 3,136 Income (loss) from discontinued operations before income taxes (722 ) (4,077 ) (7,406 ) Income tax expense (261 ) 40 (225 ) Loss from discontinued operations $ (461 ) $ (4,117 ) $ (7,181 ) |
Summary of Supplemental Information Related to Discontinued Operation | Supplemental information related to the discontinued operation is as follows for the periods presented: Year Ended December 29, 2017 December 30, 2016 December 25, 2015 Depreciation and amortization $ — $ — $ 1,143 Capital expenditures $ — $ — $ 427 Impairment of property and equipment $ — $ — $ 1,335 Impairment of intangible assets $ — $ — $ 1,825 Write-down of inventory $ — $ 1,999 $ 1,506 |
Organization and Summary of S36
Organization and Summary of Significant Accounting Policies - Additional Information (Details) $ / shares in Units, $ in Thousands | Dec. 14, 2016USD ($)$ / sharesshares | Jan. 31, 2017USD ($)shares | Jun. 30, 2017USD ($) | Dec. 28, 2018 | Dec. 29, 2017USD ($)Customer$ / sharesshares | Dec. 30, 2016USD ($)Customer$ / sharesshares | Dec. 25, 2015USD ($)Customer | Aug. 11, 2015USD ($) |
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Issuance of ordinary shares, net of fees | $ 7,278 | $ 47,103 | ||||||
Ordinary shares authorized | shares | 200,000,000 | 200,000,000 | 200,000,000 | |||||
Ordinary shares, par value per share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Ordinary shares authorized | shares | 20,000,000 | 20,000,000 | 20,000,000 | |||||
Preferred shares, par value per share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Preferred shares, outstanding | shares | 0 | 0 | 0 | |||||
Common stock split, conversion ratio | 0.1242 | |||||||
Reverse stock split | 8.053363 for 1 reverse stock split | |||||||
Increase in cost of sales | $ 555,131 | $ 340,352 | $ 242,087 | |||||
Decrease in gross profit | 100,761 | 65,395 | 48,554 | |||||
Decrease to inventories | 154,541 | 70,881 | ||||||
Cash held in foreign-based commercial banks | 68,794 | 50,854 | ||||||
Impairment of long-lived assets | $ 0 | 0 | 1,800 | |||||
Special bonus to members of management, amount instituted | $ 3,100 | |||||||
Special bonus members of management, amount expensed | 600 | |||||||
Special bonus members of management, amount to be earned through fourth quarter of 2018 | $ 1,000 | |||||||
Statutory income tax rate, Tax Cuts and Jobs Act | 35.00% | |||||||
Percentage threshold of likelihood of tax positions being realized upon settlement with taxing authority | 50.00% | |||||||
Foreign operations sales | $ 655,892 | 405,747 | 290,641 | |||||
Foreign operations assets | 557,684 | 282,491 | ||||||
Selling, general, and administrative | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Special bonus members of management, amount expensed | 1,800 | |||||||
Research and development | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Special bonus members of management, amount expensed | 200 | |||||||
Cost of sales | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Special bonus members of management, amount expensed | 100 | |||||||
Ajax-United Patterns & Molds, Inc | Ajax Foresight Global Manufacturing Sdn. Bhd. | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Equity method investment carrying value | 1,500 | 700 | 900 | |||||
Equity Method Investment, Realized Gain (Loss) on Disposal | $ 200 | |||||||
Ajax-United Patterns & Molds, Inc | Ajax Foresight Global Manufacturing Sdn. Bhd. | Other expense (income), net | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Equity in earnings of equity method investment | 200 | |||||||
Foreign | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Cash held in foreign-based commercial banks | 36,400 | 14,700 | ||||||
Losses incurred exceeding the insured limits | 0 | 0 | ||||||
Foreign operations sales | 346,000 | 241,700 | $ 173,700 | |||||
Foreign operations assets | $ 127,200 | $ 90,400 | ||||||
Minimum | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Payment terms, due period | 15 days | |||||||
Extended product warranty period | 1 year | |||||||
Maximum | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Payment terms, due period | 60 days | |||||||
Extended product warranty period | 2 years | |||||||
Sales Revenue, Net | Customer Concentration Risk | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration of credit risk, Percentage | 93.00% | 97.00% | 95.00% | |||||
Number of customers | Customer | 2 | 2 | 2 | |||||
Accounts Receivable | Customer Concentration Risk | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Concentration of credit risk, Percentage | 61.00% | 83.00% | ||||||
Number of customers | Customer | 2 | 2 | ||||||
Restatement Adjustment | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Immaterial error correction | During the second quarter of 2017, we corrected an error related to translating the inventory balances at our Malaysia and Singapore subsidiaries at an incorrect foreign currency rate. The error arose in prior period financial statements beginning in periods prior to 2014 and through 2016. The correction resulted in a $1.8 million increase in cost of sales and a corresponding decrease in gross profit in our consolidated statements of operations and a decrease to inventories in our consolidated balances sheet during the second quarter of 2017. We evaluated the error on both a quantitative and qualitative basis and determined that the error was not material and did not affect the trend of net income or cash flows in previously issued financial statements. Additionally, we determined that correcting the error in the second quarter of 2017 did not have a material impact to our consolidated financial statements for 2017. | |||||||
Increase in cost of sales | $ 1,800 | |||||||
Decrease in gross profit | (1,800) | |||||||
Decrease to inventories | $ (1,800) | |||||||
Scenario Plan | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Statutory income tax rate, Tax Cuts and Jobs Act | 21.00% | |||||||
Ordinary Shares | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Ordinary shares issued to public | shares | 881,667 | 5,877,778 | ||||||
Conversion of preferred shares to ordinary shares | shares | 17,722,808 | 17,722,808 | ||||||
Preferred Shares | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Conversion of preferred shares to ordinary shares | shares | (17,722,808) | (17,722,808) | ||||||
IPO | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Ordinary shares issued to public | shares | 5,877,778 | |||||||
Ordinary shares issued to public, per share | $ / shares | $ 9 | |||||||
Net proceeds from ordinary shares issued to public | $ 47,100 | |||||||
Loans outstanding amount repaid | $ 40,000 | |||||||
Over-Allotment Option | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Issuance of ordinary shares, net of fees | $ 7,300 | |||||||
Over-Allotment Option | Ordinary Shares | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Ordinary shares issued to public | shares | 881,667 |
Organization and Summary of S37
Organization and Summary of Significant Accounting Policies - Schedule of Accounts, Notes, Loans and Financing Receivable (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Allowance For Doubtful Accounts Receivable Rollforward | |||
Beginning Balance | $ 194 | $ 123 | $ 385 |
Charges to costs and expenses | 62 | 71 | (6) |
Write-offs | (256) | ||
Ending Balance | $ 256 | $ 194 | $ 123 |
Organization and Summary of S38
Organization and Summary of Significant Accounting Policies - Property Plant And Equipment Estimated Useful Lives (Details) | 12 Months Ended |
Dec. 29, 2017 | |
Leasehold Improvements | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of PP&E | Lesser of 10 years or lease term |
Vehicles | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of PP&E | 5 years |
Minimum | Machinery | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of PP&E | 5 years |
Minimum | Office Furniture, Fixtures and Equipment | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of PP&E | 5 years |
Maximum | Machinery | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of PP&E | 10 years |
Maximum | Office Furniture, Fixtures and Equipment | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of PP&E | 7 years |
Computer Software, Hardware and Equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of PP&E | 3 years |
Computer Software, Hardware and Equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of PP&E | 5 years |
Organization and Summary of S39
Organization and Summary of Significant Accounting Policies - Schedule of Finite Lived Intangible Assets Useful Lives (Details) | 12 Months Ended |
Dec. 29, 2017 | |
Trademarks | |
Finite Lived Intangible Assets [Line Items] | |
Estimated useful lives of intangibles | 10 years |
Customer Relationships | Minimum | |
Finite Lived Intangible Assets [Line Items] | |
Estimated useful lives of intangibles | 6 years |
Customer Relationships | Maximum | |
Finite Lived Intangible Assets [Line Items] | |
Estimated useful lives of intangibles | 10 years |
Developed Technology | Minimum | |
Finite Lived Intangible Assets [Line Items] | |
Estimated useful lives of intangibles | 7 years |
Developed Technology | Maximum | |
Finite Lived Intangible Assets [Line Items] | |
Estimated useful lives of intangibles | 10 years |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | Dec. 11, 2017 | Jul. 27, 2017 | Apr. 12, 2017 | Apr. 12, 2016 | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 |
Business Acquisition [Line Items] | |||||||
Cost of sales | $ 555,131 | $ 340,352 | $ 242,087 | ||||
Talon | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition amount | $ 137,000 | ||||||
Business acquisition, transaction costs | 1,500 | ||||||
Talon | Inventory Fair Value Adjustment | |||||||
Business Acquisition [Line Items] | |||||||
Cost of sales | 1,600 | ||||||
Talon | Customer Relationships | |||||||
Business Acquisition [Line Items] | |||||||
Allocated intangible assets | $ 32,400 | ||||||
Weighted average amortization period | 6 years | ||||||
Talon | Intellectual Property | |||||||
Business Acquisition [Line Items] | |||||||
Allocated intangible assets | $ 5,600 | ||||||
Weighted average amortization period | 10 years | ||||||
Cal Weld, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition amount | $ 56,900 | 56,879 | |||||
Allocated intangible assets | 12,140 | ||||||
Business acquisition, transaction costs | 1,900 | ||||||
Net sales attributable to acquiree included in statement of operations | 53,000 | ||||||
Net income attributable to acquiree included in statement of operations | 6,700 | ||||||
Cal Weld, Inc. | Inventory Fair Value Adjustment | |||||||
Business Acquisition [Line Items] | |||||||
Cost of sales | $ 3,600 | ||||||
Cal Weld, Inc. | Customer Relationships | |||||||
Business Acquisition [Line Items] | |||||||
Allocated intangible assets | $ 11,500 | ||||||
Weighted average amortization period | 6 years | ||||||
Cal Weld, Inc. | Backlog | |||||||
Business Acquisition [Line Items] | |||||||
Allocated intangible assets | $ 700 | ||||||
Weighted average amortization period | 6 months | ||||||
Ajax-United Patterns & Molds, Inc | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition amount | $ 17,594 | $ 17,600 | |||||
Allocated intangible assets | $ 8,030 | ||||||
Business acquisition, transaction costs | 1,500 | ||||||
Net sales attributable to acquiree included in statement of operations | 20,000 | ||||||
Net income attributable to acquiree included in statement of operations | $ 600 | ||||||
Ajax-United Patterns & Molds, Inc | Customer Relationships | |||||||
Business Acquisition [Line Items] | |||||||
Allocated intangible assets | $ 8,000 | ||||||
Weighted average amortization period | 10 years |
Acquisitions - Schedule of Meas
Acquisitions - Schedule of Measurement Period Adjustments Related to Finalization of Valuation of Deferred Tax Liabilities and Net Identifiable Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 11, 2017 | Jul. 27, 2017 | Apr. 12, 2017 | Apr. 12, 2016 | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | Dec. 26, 2014 |
Business Acquisition [Line Items] | ||||||||
Goodwill | $ 169,399 | $ 77,093 | $ 70,015 | $ 70,015 | ||||
Talon | ||||||||
Business Acquisition [Line Items] | ||||||||
Total acquisition consideration | $ 137,000 | |||||||
Talon | Preliminary Allocation | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash acquired | 5,586 | |||||||
Accounts receivable, net | 11,471 | |||||||
Inventories | 19,399 | |||||||
Prepaid expenses and other current assets | 182 | |||||||
Property and equipment, net | 16,655 | |||||||
Other noncurrent assets | 76 | |||||||
Intangible assets, net | 38,000 | |||||||
Goodwill | 74,594 | |||||||
Accounts payable | (4,706) | |||||||
Accrued liabilities | (2,767) | |||||||
Other current liabilities | (1,838) | |||||||
Deferred tax liabilities | (19,652) | |||||||
Total acquisition consideration | $ 137,000 | |||||||
Cal Weld, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash acquired | 7,337 | |||||||
Accounts receivable, net | 10,318 | |||||||
Inventories | 20,836 | |||||||
Prepaid expenses and other current assets | 400 | |||||||
Property and equipment, net | 1,639 | |||||||
Other noncurrent assets | 587 | |||||||
Intangible assets, net | 12,140 | |||||||
Goodwill | 17,734 | |||||||
Accounts payable | (5,991) | |||||||
Accrued liabilities | (1,937) | |||||||
Other non-current liabilities | (908) | |||||||
Deferred tax liabilities | (5,276) | |||||||
Total acquisition consideration | $ 56,900 | 56,879 | ||||||
Cal Weld, Inc. | Preliminary Allocation | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash acquired | 7,337 | |||||||
Accounts receivable, net | 10,318 | |||||||
Inventories | 20,836 | |||||||
Prepaid expenses and other current assets | 287 | |||||||
Property and equipment, net | 1,639 | |||||||
Other noncurrent assets | 587 | |||||||
Intangible assets, net | 12,140 | |||||||
Goodwill | 17,957 | |||||||
Accounts payable | (5,991) | |||||||
Accrued liabilities | (2,016) | |||||||
Other non-current liabilities | (908) | |||||||
Deferred tax liabilities | (5,307) | |||||||
Total acquisition consideration | $ 56,879 | |||||||
Cal Weld, Inc. | Measurement Period Adjustment | ||||||||
Business Acquisition [Line Items] | ||||||||
Prepaid expenses and other current assets | 113 | |||||||
Goodwill | (223) | |||||||
Accrued liabilities | 79 | |||||||
Deferred tax liabilities | 31 | |||||||
Ajax-United Patterns & Molds, Inc | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash acquired | $ 187 | |||||||
Accounts receivable, net | 1,250 | |||||||
Inventories | 3,236 | |||||||
Prepaid expenses and other current assets | 85 | |||||||
Property and equipment, net | 1,467 | |||||||
Other noncurrent assets | 2,948 | |||||||
Intangible assets, net | 8,030 | |||||||
Goodwill | 7,056 | |||||||
Accounts payable | (4,477) | |||||||
Deferred tax liabilities | (2,188) | |||||||
Total acquisition consideration | $ 17,594 | $ 17,600 | ||||||
Ajax-United Patterns & Molds, Inc | Preliminary Allocation | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash acquired | 187 | 187 | ||||||
Accounts receivable, net | 1,245 | 1,250 | ||||||
Inventories | 3,236 | 3,236 | ||||||
Prepaid expenses and other current assets | 77 | 77 | ||||||
Property and equipment, net | 1,545 | 1,545 | ||||||
Other noncurrent assets | 2,948 | 2,948 | ||||||
Intangible assets, net | 8,130 | 8,030 | ||||||
Goodwill | 4,629 | 7,078 | ||||||
Accounts payable | (4,403) | (4,486) | ||||||
Deferred tax liabilities | (2,271) | |||||||
Total acquisition consideration | $ 17,594 | 17,594 | ||||||
Ajax-United Patterns & Molds, Inc | Measurement Period Adjustment | ||||||||
Business Acquisition [Line Items] | ||||||||
Accounts receivable, net | 5 | |||||||
Prepaid expenses and other current assets | 8 | |||||||
Property and equipment, net | (78) | |||||||
Intangible assets, net | (100) | |||||||
Goodwill | (22) | 2,449 | ||||||
Deferred tax liabilities | 83 | (2,271) | ||||||
Accounts payable and accrued liabilities | $ 9 | $ (83) |
Acquisitions - Schedule of Pro
Acquisitions - Schedule of Pro forma Results of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 29, 2017 | Dec. 30, 2016 | |
Talon | ||
Business Acquisition Pro Forma Information [Line Items] | ||
Net sales | $ 719,264 | $ 452,195 |
Net income from continuing operations | $ 58,436 | $ 25,498 |
Net income per share from continuing operations attributable to ordinary shareholders: | ||
Basic | $ 2.33 | $ 1.40 |
Diluted | $ 2.23 | $ 1.07 |
Cal Weld, Inc. | ||
Business Acquisition Pro Forma Information [Line Items] | ||
Net sales | $ 725,081 | $ 486,918 |
Net income from continuing operations | $ 62,540 | $ 29,462 |
Net income per share from continuing operations attributable to ordinary shareholders: | ||
Basic | $ 2.49 | $ 1.62 |
Diluted | $ 2.39 | $ 1.24 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 91,109 | $ 46,889 |
Work in process | 42,186 | 22,649 |
Finished goods | 27,268 | 9,423 |
Excess and obsolete adjustment | (6,022) | (8,080) |
Total inventories, net | $ 154,541 | $ 70,881 |
Inventories - Changes to Compan
Inventories - Changes to Company's excess and obsolete adjustment (Detail) - Excess and obsolete adjustment - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Inventory [Line Items] | |||
Beginning Balance | $ (8,080) | $ (6,132) | $ (4,067) |
Charge to cost of sales | (909) | (3,921) | (3,000) |
Disposition of inventory | 2,967 | 1,973 | 935 |
Ending Balance | $ (6,022) | $ (8,080) | $ (6,132) |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 47,034 | $ 21,666 |
Less accumulated depreciation | (12,654) | (9,648) |
Total property and equipment, net | 34,380 | 12,018 |
Machinery | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 23,464 | 5,243 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 15,329 | 11,276 |
Office Furniture, Fixtures and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 868 | 220 |
Vehicles | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 51 | 10 |
Construction-In-Progress | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,771 | 2,069 |
Computer Software, Hardware and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 4,551 | $ 2,848 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Property Plant And Equipment [Abstract] | |||
Depreciation expense | $ 3.6 | $ 2.5 | $ 3.1 |
Intangible Assets and Goodwil47
Intangible Assets and Goodwill - Schedule of Definite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2017 | Dec. 30, 2016 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross value | $ 114,767 | $ 88,377 |
Accumulated amortization | (41,362) | (37,000) |
Accumulated impairment charges | (19,231) | |
Carrying amount | 73,405 | 32,146 |
Trademarks | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross value | 9,690 | 9,690 |
Accumulated amortization | (5,814) | (4,845) |
Carrying amount | $ 3,876 | $ 4,845 |
Estimated useful lives of intangibles | 10 years | |
Trademarks | Weighted Average | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated useful lives of intangibles | 10 years | 10 years |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross value | $ 81,427 | $ 50,557 |
Accumulated amortization | (20,060) | (17,150) |
Accumulated impairment charges | (11,076) | |
Carrying amount | $ 61,367 | $ 22,331 |
Customer Relationships | Weighted Average | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated useful lives of intangibles | 7 years 9 months 18 days | 10 years |
Customer Relationships | Minimum | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated useful lives of intangibles | 6 years | |
Customer Relationships | Maximum | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated useful lives of intangibles | 10 years | |
Developed Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross value | $ 22,990 | $ 28,100 |
Accumulated amortization | (14,938) | (14,975) |
Accumulated impairment charges | (8,155) | |
Carrying amount | $ 8,052 | $ 4,970 |
Developed Technology | Weighted Average | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated useful lives of intangibles | 7 years 8 months 12 days | 6 years 10 months 24 days |
Developed Technology | Minimum | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated useful lives of intangibles | 7 years | |
Developed Technology | Maximum | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated useful lives of intangibles | 10 years | |
Backlog | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross value | $ 660 | $ 30 |
Accumulated amortization | (550) | $ (30) |
Carrying amount | $ 110 | |
Backlog | Weighted Average | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated useful lives of intangibles | 6 months | 6 months |
Intangible Assets and Goodwil48
Intangible Assets and Goodwill - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Amortization of intangible assets | $ 8.9 | $ 7 | $ 6.9 |
Intangible Assets and Goodwil49
Intangible Assets and Goodwill - Estimated Amortization Expense of Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2,018 | $ 15,198 | |
2,019 | 12,604 | |
2,020 | 12,604 | |
2,021 | 12,570 | |
2,022 | 8,792 | |
Thereafter | 11,637 | |
Carrying amount | $ 73,405 | $ 32,146 |
Intangible Assets and Goodwil50
Intangible Assets and Goodwill - Schedule of Changes in Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 29, 2017 | Dec. 30, 2016 | |
Goodwill [Roll Forward] | ||
Goodwill balance | $ 77,093 | $ 70,015 |
Acquisitions | 92,306 | 7,078 |
Goodwill balance | $ 169,399 | $ 77,093 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |||
Rent expense | $ 3.6 | $ 2.9 | $ 3 |
Operating lease expiration Date | 2,024 |
Commitments and Contingencies52
Commitments and Contingencies - Schedule of Future minimum lease payments for non-cancelable operating leases (Detail) $ in Thousands | Dec. 29, 2017USD ($) |
Operating Leases Future Minimum Payments Due [Abstract] | |
2,018 | $ 3,516 |
2,019 | 2,467 |
2,020 | 2,308 |
2,021 | 1,788 |
2,022 | 1,215 |
Thereafter | 374 |
Total operating lease obligation | $ 11,668 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Sep. 29, 2017 | Dec. 28, 2018 | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | Dec. 26, 2014 | |
Income Taxes [Line Items] | ||||||
Corporate income tax rate | 35.00% | |||||
Increase in income tax benefit | $ 5,900 | |||||
Decrease in net deferred tax liabilities | 5,900 | |||||
Transition tax recognized provisional income tax expense | 700 | |||||
Operating Loss Carryforwards, federal | 16,400 | |||||
Operating Loss Carryforwards, state | 13,600 | |||||
Foreign tax credits | 1,300 | |||||
Impact of re-characterizing intercompany debt to equity | 1,409 | |||||
Tax holiday | 7,437 | $ 5,714 | $ 3,872 | |||
Unrecognized tax benefits for uncertain tax positions | 1,910 | 576 | 558 | $ 1,385 | ||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 1,800 | |||||
Net increase of interest and penalties associated with unrecognized tax benefits | 100 | |||||
Unrecognized tax benefits, income tax penalties | 400 | |||||
Unrecognized tax benefits, interest on income taxes expense | 100 | |||||
Long-term Debt | ||||||
Income Taxes [Line Items] | ||||||
Unrecognized tax benefits for uncertain tax positions | 1,600 | |||||
Deferred Tax Liabilities Non Current | ||||||
Income Taxes [Line Items] | ||||||
Unrecognized tax benefits for uncertain tax positions | 300 | |||||
Singapore | ||||||
Income Taxes [Line Items] | ||||||
Tax holiday | 7,400 | $ 5,700 | $ 3,900 | |||
United States and Singapore Entities | ||||||
Income Taxes [Line Items] | ||||||
Impact of re-characterizing intercompany debt to equity | $ 1,600 | |||||
Federal | ||||||
Income Taxes [Line Items] | ||||||
Tax Credit Carryforward amount | 1,300 | |||||
State | ||||||
Income Taxes [Line Items] | ||||||
Tax Credit Carryforward amount | $ 500 | |||||
Scenario Plan | ||||||
Income Taxes [Line Items] | ||||||
Corporate income tax rate | 21.00% |
Income Taxes - Summary of Infor
Income Taxes - Summary of Information on Company's Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Components Of Income Tax Expense Benefit Continuing Operations [Abstract] | |||
United States | $ 370 | $ (12,553) | $ (15,319) |
Foreign | 42,659 | 32,683 | 24,135 |
Income from continuing operations before income taxes | $ 43,029 | $ 20,130 | $ 8,816 |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Income Tax Benefit From Continuing Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Current: | |||
Federal | $ 809 | $ (1,001) | |
State | 249 | $ (73) | 65 |
Foreign | 397 | 1,858 | 1,816 |
Total current tax expense | 1,455 | 1,785 | 880 |
Deferred: | |||
Federal | (13,251) | (2,213) | (4,296) |
State | (1,553) | (203) | |
Foreign | (537) | (221) | (372) |
Total deferred tax benefit | (15,341) | (2,434) | (4,871) |
Income tax benefit from continuing operations | $ (13,886) | $ (649) | $ (3,991) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax at Federal Statutory Tax Rates to Income Tax Benefit From Continuing Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Effective rate reconciliation: | |||
U.S. federal tax expense | $ 15,060 | $ 7,046 | $ 3,084 |
State income taxes, net | (373) | (324) | (383) |
Permanent items | 2,141 | 303 | 92 |
Foreign rate differential | (7,498) | (5,907) | (4,259) |
Tax holiday | (7,437) | (5,714) | (3,872) |
Credits | (1,818) | (794) | (691) |
Tax contingencies | 335 | 86 | (835) |
Share-based compensation | (5,438) | 185 | 22 |
Withholding tax | 840 | 1,435 | 925 |
Impact of re-characterizing intercompany debt to equity | 1,409 | ||
Impact of Tax Cuts and Jobs Act | (6,188) | ||
Other, net | (248) | 168 | (71) |
Valuation allowance | (4,671) | 2,867 | 1,997 |
Income tax benefit from continuing operations | $ (13,886) | $ (649) | $ (3,991) |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Income Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Deferred tax assets: | ||
Inventory | $ 2,825 | $ 2,159 |
Share-based compensation | 866 | 1,521 |
Accrued payroll | 1,202 | 903 |
Net operating loss carryforwards | 4,020 | 5,274 |
Transaction costs | 63 | 191 |
Tax credits | 5,851 | 3,600 |
Other assets | 1,956 | 2,337 |
Deferred tax assets | 16,783 | 15,985 |
Valuation allowance | (4,252) | (4,888) |
Total deferred tax assets | 12,531 | 11,097 |
Deferred tax liabilities: | ||
Intangible assets | (18,283) | (10,830) |
Property, plant and equipment | (3,069) | |
Other liabilities | (743) | (303) |
Total deferred tax liabilities | (22,095) | (11,133) |
Net deferred tax liability | $ (9,564) | $ (36) |
Income Taxes - Summary of the A
Income Taxes - Summary of the Activity Related to Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Reconciliation Of Unrecognized Tax Benefits Excluding Amounts Pertaining To Examined Tax Returns Roll Forward | |||
Beginning balance | $ 576 | $ 558 | $ 1,385 |
Increase in tax positions for current year | 458 | 118 | 85 |
Increase in tax positions for prior period | 214 | ||
Increase in tax positions due to acquisitions | 710 | ||
Decrease in tax positions for prior period | (100) | (912) | |
Impact of Tax Cuts and Jobs Act | (48) | ||
Ending balance | $ 1,910 | $ 576 | $ 558 |
Employee Benefit Programs - Add
Employee Benefit Programs - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Percentage of maximum annual contributions per employee | 50.00% | 50.00% | 50.00% |
Percentage of eligible employee receive discretionary matching contribution | 50.00% | 50.00% | 50.00% |
Employee matching contributions | $ 700,000 | $ 300,000 | $ 400,000 |
Expense incurred related to self-insured plan | 4,100,000 | $ 2,200,000 | $ 2,800,000 |
Maximum | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Maximum annual discretionary contribution amount | $ 2,500 |
Credit Facilities - Schedule of
Credit Facilities - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Line Of Credit Facility [Line Items] | ||
Total principal amount of long-term debt | $ 189,535 | $ 39,830 |
Less unamortized debt issuance costs | (2,798) | (1,886) |
Total long-term debt, net | 186,737 | 37,944 |
Less current portion | (6,490) | |
Long-term debt, less current portion, net | 180,247 | 37,944 |
Term Loan Facility | ||
Line Of Credit Facility [Line Items] | ||
Total principal amount of long-term debt | 179,535 | $ 39,830 |
Revolving Credit Facility | ||
Line Of Credit Facility [Line Items] | ||
Total principal amount of long-term debt | $ 10,000 |
Credit Facilities - Maturities
Credit Facilities - Maturities of long Term Debt Consist (Detail) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Debt Disclosure [Abstract] | ||
2,018 | $ 6,490 | |
2,019 | 8,260 | |
2,020 | 174,785 | |
Total long-term debt | $ 189,535 | $ 39,830 |
Credit Facilities - Additional
Credit Facilities - Additional Information (Details) | Aug. 11, 2015USD ($) | Jul. 31, 2017USD ($) | Apr. 30, 2016USD ($) | Dec. 29, 2017USD ($) | Dec. 30, 2016USD ($) | Dec. 25, 2015USD ($) |
Line Of Credit Facility [Line Items] | ||||||
Weighted average interest rate across all credit facilities | 4.30% | 5.04% | 4.86% | |||
Repayment of princpal amount | $ 22,000,000 | $ 26,000,000 | ||||
2015 Credit Facility | ||||||
Line Of Credit Facility [Line Items] | ||||||
Debt issuance costs | $ 2,600,000 | |||||
Fixed charge coverage ratio | 1.25% | |||||
Description of interest rate | The Base Rate is equal to the higher of i) the Prime Rate, ii) the Federal Funds Effective rate plus 0.5%, or iii) the Eurodollar Rate plus 1.00%. The Eurodollar rate is equal to LIBOR. The applicable margin on Base Rate and Eurodollar Rate loans is 1.001.50% and 2.002.50% per annum, respectively, depending on the Company’s leverage ratio. | |||||
Repayment of princpal amount | $ 25,000,000 | |||||
Principal payments maturity date | Aug. 31, 2020 | |||||
2015 Credit Facility | Federal Funds Effective Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Basis spread on variable rate | 0.50% | |||||
2015 Credit Facility | Eurodollar Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Credit facility, face amount | $ 59,500,000 | |||||
Basis spread on variable rate | 1.00% | |||||
Frequency of interest payment | Last day of the applicable interest period | |||||
2015 Credit Facility | Base Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Frequency of interest payment | Quarterly | |||||
2015 Credit Facility | Maximum | ||||||
Line Of Credit Facility [Line Items] | ||||||
Consolidated leverage ratio | 2.25 | |||||
2015 Credit Facility | Maximum | Eurodollar Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Additional basis spread on variable rate | 2.50% | |||||
2015 Credit Facility | Maximum | Base Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Additional basis spread on variable rate | 1.50% | |||||
2015 Credit Facility | Minimum | Eurodollar Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Additional basis spread on variable rate | 2.00% | |||||
2015 Credit Facility | Minimum | Base Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Additional basis spread on variable rate | 1.00% | |||||
2015 Credit Facility | Term Loan Facility | ||||||
Line Of Credit Facility [Line Items] | ||||||
Credit facility, face amount | $ 55,000,000 | |||||
Increased term loan facility | $ 120,000,000 | |||||
Credit facility, increase amount | $ 20,000,000 | $ 15,000,000 | ||||
2015 Credit Facility | Term Loan Facility | Eurodollar Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Interest rate | 4.15% | |||||
2015 Credit Facility | Term Loan Facility | Base Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Increased term loan facility | $ 120,000,000 | |||||
Interest rate | 6.00% | |||||
2015 Credit Facility | Revolving Credit Facility | ||||||
Line Of Credit Facility [Line Items] | ||||||
Credit facility, face amount | 20,000,000 | |||||
Credit facility, additional borrowing capacity | 20,000,000 | $ 140,000,000 | ||||
Additional revolving credit facility | $ 4,000,000 | |||||
Credit facility, periodic principal payments | 2,100,000 | |||||
Credit facility, frequency of principal payments | quarterly | |||||
Revolving facility borrowing amount | $ 5,000,000 | |||||
2015 Credit Facility | Revolving Credit Facility | Eurodollar Rate | ||||||
Line Of Credit Facility [Line Items] | ||||||
Interest rate | 4.15% | |||||
2015 Credit Facility | Interest Expense | ||||||
Line Of Credit Facility [Line Items] | ||||||
Written off previously existing debt issuance costs | $ 500,000 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Details) - USD ($) $ in Millions | Dec. 14, 2016 | Aug. 31, 2015 | Dec. 30, 2016 |
Shareholders Equity [Line Items] | |||
Dividends to shareholders | $ 22.1 | ||
Ordinary Shares | |||
Shareholders Equity [Line Items] | |||
Conversion of preferred shares to ordinary shares | 17,722,808 | 17,722,808 | |
Preferred Shares | |||
Shareholders Equity [Line Items] | |||
Conversion of preferred shares to ordinary shares | (17,722,808) | (17,722,808) |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Ajax Foresight Global Manufacturing Sdn. Bhd. (AFGM) | |||
Related Party Transaction [Line Items] | |||
Total purchases | $ 0.2 | $ 0.7 | |
Outstanding accounts payable | 0.3 | ||
Francisco Partners Management, L.P. | |||
Related Party Transaction [Line Items] | |||
Annual advisory fees per year | 1.5 | ||
Francisco Partners Consulting, LLC | |||
Related Party Transaction [Line Items] | |||
Refund of previously paid consulting fees | $ (0.3) | ||
Payment made for consulting services | 0.5 | $ 0.3 | |
Precision Flow Inc | |||
Related Party Transaction [Line Items] | |||
Rent expense | 1 | 1.2 | |
Sublease agreement expiration date | Feb. 28, 2018 | ||
Ceres | |||
Related Party Transaction [Line Items] | |||
Total purchases | 0.1 | 0.8 | |
Outstanding sales | $ 0.2 | $ 0 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) | Oct. 25, 2013 | May 31, 2017 | Mar. 31, 2012 | Dec. 29, 2017 | Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Total unrecognized share-based compensation expense relating to restricted shares | $ 5,000,000 | $ 5,000,000 | |||||
Weighted average remaining service period | 3 years 3 months 18 days | ||||||
Share-based compensation expense | $ 2,200,000 | $ 3,200,000 | $ 1,100,000 | ||||
Restricted Stock | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Total unrecognized share-based compensation expense relating to restricted shares | 2,300,000 | $ 2,300,000 | |||||
Weighted average remaining service period | 3 years 4 months 24 days | ||||||
The 2016 Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Ordinary shares reserved for issuance | 1,888,000 | ||||||
Percentage of outstanding ordinary shares | 2.00% | ||||||
Share-based compensation arrangement by share-based payment award, expiration period | 7 years | ||||||
Awards vesting percentage | 25.00% | ||||||
Award vesting description | Vesting generally occurs 25% on the first anniversary of the date of grant, and quarterly thereafter over the remaining 3 years. | ||||||
Awards vesting period | 3 years | ||||||
The 2012 Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share-based compensation arrangement by share-based payment award, expiration period | 7 years | ||||||
Awards vesting percentage | 25.00% | ||||||
Award vesting description | Vesting generally occurs 25% on the first anniversary of the date of grant, and quarterly thereafter over the remaining 3 years. | ||||||
Awards vesting period | 3 years | ||||||
Authorized issuance of stock options or restricted shares | 21,000,000 | ||||||
Excess authorized issuance of stock options or restricted shares | 4,000,000 | ||||||
Issuances of equity based awards | 0 | ||||||
2017 Employee Stock Purchase Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Ordinary shares reserved for issuance | 2,500,000 | ||||||
Total unrecognized share-based compensation expense relating to restricted shares | $ 0 | $ 0 | |||||
Purchase price equal to percentage of fair market value of ordinary shares | 85.00% | ||||||
Purchase period of ordinary shares, beginning date | Aug. 7, 2017 | ||||||
Purchase period of ordinary shares, ending date | Jan. 2, 2018 | ||||||
Number of shares issued | 0 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Stock Options Valuation Assumptions (Details) - Stock Options | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Weighted average expected term | 5 years | 5 years | 5 years |
Risk-free interest rate | 1.90% | 1.30% | 1.40% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Volatility | 47.70% | 50.00% | 50.00% |
Share-Based Compensation - Sc67
Share-Based Compensation - Schedule of Stock Option Activity (Details) - Stock Options $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 29, 2017USD ($)$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Weighted average exercise price per share, Outstanding, Beginning Balance | $ / shares | $ 8.87 |
Weighted average exercise price per share, Granted | $ / shares | 19.57 |
Weighted average exercise price per share, Exercised | $ / shares | 8.48 |
Weighted average exercise price per share, Forfeited | $ / shares | 18.69 |
Weighted average exercise price per share, Expired | $ / shares | 0 |
Weighted average exercise price per share, Outstanding, Ending Balance | $ / shares | 12.87 |
Weighted average exercise price per share, Exercisable | $ / shares | $ 9.29 |
Weighted average remaining contractual term, Outstanding | 4 years 2 months 12 days |
Weighted average remaining contractual term, Exercisable | 2 years 8 months 12 days |
Aggregate intrinsic value, Outstanding | $ | $ 19,662 |
Aggregate intrinsic value, Exercisable | $ | $ 13,754 |
Time Vesting | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Stock Options, Outstanding, Beginning Balance | 1,948,307 |
Number of Stock Options, Granted | 604,700 |
Number of Stock Options, Exercised | (1,078,182) |
Number of Stock Options, Forfeited | (22,000) |
Number of Stock Options, Expired | 0 |
Number of Stock Options, Outstanding, Ending Balance | 1,452,825 |
Number of Stock Options, Exercisable | 682,560 |
Number of Stock Options, Exercised | 1,078,182 |
Performance Vesting | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Stock Options, Outstanding, Beginning Balance | 215,908 |
Number of Stock Options, Exercised | 0 |
Number of Stock Options, Expired | 0 |
Number of Stock Options, Outstanding, Ending Balance | 215,908 |
Number of Stock Options, Exercisable | 215,908 |
Number of Stock Options, Exercised | 0 |
Share Based Compensation - Sche
Share Based Compensation - Schedule of Fair Value Information for Options Granted (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award Options Additional Disclosures [Abstract] | |||
Weighted average grant-date fair value of options granted | $ 8.52 | $ 4.18 | $ 4.18 |
Total intrinsic value of options exercised | $ 16,423 |
Share-Based Compensation - Sc69
Share-Based Compensation - Schedule of Restricted Share Activity (Details) | 12 Months Ended |
Dec. 29, 2017$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Weighted average grant date fair value, Unvested, Beginning Balance | $ / shares | $ 8.39 |
Weighted average grant date fair value, Granted | $ / shares | 19.63 |
Weighted average grant date fair value, Vested | $ / shares | 8.46 |
Weighted average grant date fair value, Forfeited | $ / shares | 0 |
Weighted average grant date fair value, Unvested, Ending Balance | $ / shares | $ 17.53 |
Time Vesting Restricted Ordinary Shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Restricted Ordinary Shares, Unvested, Beginning Balance | shares | 103,055 |
Number of Restricted Ordinary Shares, Granted | shares | 125,158 |
Number of Restricted Ordinary Shares, Vested | shares | (74,932) |
Number of Restricted Ordinary Shares, Forfeited | shares | 0 |
Number of Restricted Ordinary Shares, Unvested, Ending Balance | shares | 153,281 |
Share Based Compensation - Sc70
Share Based Compensation - Schedule of Fair Value Information for Restricted Share Granted and Vested (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Weighted average grant-date fair value of shares granted | $ 19.63 | ||
Restricted Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Weighted average grant-date fair value of shares granted | $ 19.63 | $ 9.42 | |
Total fair value of shares vested | $ 634 | $ 1,484 | $ 296 |
Share-Based Compensation - Sc71
Share-Based Compensation - Schedule of Weighted Average Assumption used to Measure Fair Value (Details) - Stock Options | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Weighted average expected term | 5 years | 5 years | 5 years |
Risk-free interest rate | 1.90% | 1.30% | 1.40% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Volatility | 47.70% | 50.00% | 50.00% |
2017 Employee Stock Purchase Plan | |||
Weighted average expected term | 4 months 24 days | ||
Risk-free interest rate | 1.10% | ||
Dividend yield | 0.00% | ||
Volatility | 47.80% |
Segment Information - Additiona
Segment Information - Additional Information (Details) - Segment | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Segment Reporting Information [Line Items] | |||
Number of operating segment | 1 | ||
Two Major Customer [Member] | Sales Revenue, Net | |||
Segment Reporting Information [Line Items] | |||
Percentage of net sales from continuing operations from two customers | 93.00% | 97.00% | 95.00% |
Segment Information - Schedule
Segment Information - Schedule of Sales By Geographic Area (Including Sales from Discontinued Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Segment Reporting Information [Line Items] | |||
Total net sales | $ 655,892 | $ 432,323 | $ 371,389 |
United States of America | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 386,645 | 243,237 | 238,470 |
Singapore | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 223,277 | 163,515 | 96,141 |
Europe | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 27,555 | 16,353 | 22,938 |
Other | |||
Segment Reporting Information [Line Items] | |||
Total net sales | $ 18,415 | $ 9,218 | $ 13,840 |
Segment Information - Sales fro
Segment Information - Sales from Continuing Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 655,892 | $ 405,747 | $ 290,641 |
Lam Research | |||
Segment Reporting Information [Line Items] | |||
Net sales | 350,372 | 207,230 | 165,133 |
Applied Materials | |||
Segment Reporting Information [Line Items] | |||
Net sales | $ 259,234 | $ 185,465 | $ 111,661 |
Earnings per Share - Computatio
Earnings per Share - Computation of Basic and Diluted Net Income (Loss) Per Share Attributable to Ordinary Shareholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Earnings Per Share Basic And Diluted [Line Items] | |||
Net income from continuing operations | $ 56,915 | $ 20,779 | $ 12,807 |
Preferred share dividend | (22,127) | ||
Undistributed earnings attributed to preferred shareholders | (19,060) | ||
Net income (loss) from continuing operations, attributable to ordinary shareholders | 56,915 | 1,719 | (9,320) |
Net loss from discontinued operations | (461) | (4,117) | (7,181) |
Net loss from discontinued operations, attributable to ordinary shareholders | (461) | (4,117) | (7,181) |
Net income | 56,454 | 16,662 | 5,626 |
Preferred share dividend | (22,127) | ||
Undistributed earnings attributed to preferred shareholders | (15,284) | ||
Net income (loss) attributable to ordinary shareholders | $ 56,454 | $ 1,378 | $ (16,501) |
Weighted average ordinary shares outstanding | 25,118,031 | 1,503,296 | 31,875 |
Weighted average number of shares used in diluted per share calculation for net income (loss) from continuing operations | 26,218,424 | 1,967,926 | 31,875 |
Continuing operations: | |||
Basic | $ 2.27 | $ 1.14 | $ (292.39) |
Diluted | 2.17 | 0.87 | (292.39) |
Discontinued operations: | |||
Basic | (0.02) | (2.74) | (225.29) |
Diluted | (0.02) | (2.74) | (225.29) |
Total: | |||
Basic | 2.25 | 0.92 | (517.68) |
Diluted | $ 2.15 | $ 0.70 | $ (517.68) |
Employee Stock Option | |||
Earnings Per Share Basic And Diluted [Line Items] | |||
Dilutive effect of shares | 1,030,793 | 306,871 | |
Restricted Stock | |||
Earnings Per Share Basic And Diluted [Line Items] | |||
Dilutive effect of shares | 68,184 | 157,759 | |
2017 Employee Stock Purchase Plan | |||
Earnings Per Share Basic And Diluted [Line Items] | |||
Dilutive effect of shares | 1,416 | ||
Continuing Operations | |||
Earnings Per Share Basic And Diluted [Line Items] | |||
Weighted average ordinary shares outstanding | 25,118,031 | 1,503,296 | 31,875 |
Weighted average number of shares used in diluted per share calculation for net income (loss) from continuing operations | 26,218,424 | 1,967,926 | 31,875 |
Continuing Operations | Employee Stock Option | |||
Earnings Per Share Basic And Diluted [Line Items] | |||
Dilutive effect of shares | 1,030,793 | 306,871 | |
Continuing Operations | Restricted Stock | |||
Earnings Per Share Basic And Diluted [Line Items] | |||
Dilutive effect of shares | 68,184 | 157,759 | |
Continuing Operations | 2017 Employee Stock Purchase Plan | |||
Earnings Per Share Basic And Diluted [Line Items] | |||
Dilutive effect of shares | 1,416 | ||
Discontinued Operations | |||
Earnings Per Share Basic And Diluted [Line Items] | |||
Weighted average ordinary shares outstanding | 25,118,031 | 1,503,296 | 31,875 |
Weighted average number of shares used in diluted per share calculation for net income (loss) from continuing operations | 25,118,031 | 1,503,296 | 31,875 |
Earnings per Share - Additional
Earnings per Share - Additional Information (Details) - shares | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Earnings Per Share [Abstract] | |||
Potential ordinary shares excluded from computation of diluted net income (loss) per share attributable to ordinary shareholders | 72,321 | 165,275 | 519,576 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Dec. 30, 2015 | Dec. 29, 2017 | Dec. 30, 2016 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Lease abandonment | $ 600 | |||
Inventory charges | $ 2,000 | |||
Accrued Liabilities [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Future minimum lease payments | $ 300 | |||
Kingston, New York Facility | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Additional expense, fixed asset and long-lived asset impairments | $ 3,200 | |||
Future minimum lease payments | $ 255 | $ 360 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Carrying Amounts of Major Classes of Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 29, 2017 | Dec. 30, 2016 |
Current assets: | ||
Total current assets | $ 3 | $ 99 |
Current liabilities: | ||
Total current liabilities | 400 | 564 |
Kingston, New York Facility | ||
Current assets: | ||
Prepaid expenses and other current assets | 3 | 99 |
Total current assets | 3 | 99 |
Total assets | 3 | 99 |
Current liabilities: | ||
Accounts payable | 136 | 152 |
Accrued liabilities | 255 | 360 |
Other current liabilities | 9 | 52 |
Total current liabilities | 400 | 564 |
Deferred tax liabilities | 30 | |
Other long-term liabilities | 9 | |
Total liabilities | $ 400 | $ 603 |
Discontinued Operations - Sch79
Discontinued Operations - Schedule of Results of Discontinued Operation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 29, 2017 | Dec. 30, 2016 | Dec. 25, 2015 | |
Operating expenses: | |||
Income (loss) from discontinued operations before income taxes | $ (722) | $ (4,077) | $ (7,406) |
Income tax expense | (261) | 40 | (225) |
Net loss from discontinued operations | (461) | (4,117) | (7,181) |
Kingston, New York Facility | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net sales | 26,576 | 80,748 | |
Cost of sales | 28,077 | 80,840 | |
Operating expenses: | |||
Research and development | 262 | 954 | |
Selling, general, and administrative | 722 | 2,315 | 2,765 |
Amortization of intangible assets | 475 | ||
Total operating expenses | 722 | 2,577 | 4,194 |
Operating income (loss) | (722) | (4,078) | (4,286) |
Interest income, net | (16) | ||
Other expense, net | (1) | 3,136 | |
Income (loss) from discontinued operations before income taxes | (722) | (4,077) | (7,406) |
Income tax expense | (261) | 40 | (225) |
Net loss from discontinued operations | $ (461) | $ (4,117) | $ (7,181) |
Discontinued Operations - Sch80
Discontinued Operations - Schedule of Supplemental Information Related to Discontinued Operation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 30, 2016 | Dec. 25, 2015 | |
Discontinued Operations And Disposal Groups [Abstract] | ||
Depreciation and amortization | $ 1,143 | |
Capital expenditures | 427 | |
Impairment of property and equipment | 1,335 | |
Impairment of intangible assets | 1,825 | |
Write-down of inventory | $ 1,999 | $ 1,506 |
Subsequent Events (unaudited) -
Subsequent Events (unaudited) - Additional Information (Details) | Mar. 13, 2018USD ($) | Feb. 15, 2018USD ($) | Feb. 12, 2018shares | Jan. 18, 2018USD ($)shares | Dec. 29, 2017USD ($) | Dec. 30, 2016USD ($) | Dec. 25, 2015USD ($) | Feb. 28, 2018USD ($) |
Subsequent Event [Line Items] | ||||||||
Share-based compensation | $ 2,230,000 | $ 3,216,000 | $ 1,118,000 | |||||
Subsequent Events | ||||||||
Subsequent Event [Line Items] | ||||||||
Share repurchase program, authorized amount | $ 50,000,000 | |||||||
Share repurchase program, amount repurchased | $ 5,000,000 | |||||||
Subsequent Events | Amended and Restated Credit Agreement | Maximum | ||||||||
Subsequent Event [Line Items] | ||||||||
Leverage ratio | 3 | |||||||
Subsequent Events | Amended and Restated Credit Agreement | Minimum | ||||||||
Subsequent Event [Line Items] | ||||||||
Leverage ratio | 2 | |||||||
Subsequent Events | Term Loan Facility | Amended and Restated Credit Agreement | ||||||||
Subsequent Event [Line Items] | ||||||||
Credit facility, maximum borrowing capacity | $ 175,000,000 | |||||||
Subsequent Events | Revolving Credit Facility | Amended and Restated Credit Agreement | ||||||||
Subsequent Event [Line Items] | ||||||||
Credit facility, maximum borrowing capacity | $ 125,000,000 | |||||||
Subsequent Events | Term Loan Facility and Revolving Facility | Amended and Restated Credit Agreement | ||||||||
Subsequent Event [Line Items] | ||||||||
Basis points | 0.25% | |||||||
Subsequent Events | Term Loan Facility and Revolving Facility | Amended and Restated Credit Agreement | Maximum | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt maturity period | 2020-08 | |||||||
Subsequent Events | Term Loan Facility and Revolving Facility | Amended and Restated Credit Agreement | Minimum | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt maturity period | 2023-02 | |||||||
Subsequent Events | Accounting Standards Update 2016-09 | ||||||||
Subsequent Event [Line Items] | ||||||||
Share-based compensation | $ 2,900,000 | |||||||
Employee Stock Option | Subsequent Events | ||||||||
Subsequent Event [Line Items] | ||||||||
Number of stock options vested | shares | 88,445 | |||||||
Ordinary shares issued from exercise of stock options, shares | shares | 88,445 | |||||||
Restricted Stock | Subsequent Events | ||||||||
Subsequent Event [Line Items] | ||||||||
Number of restricted shares vested | shares | 39,175 |