Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jul. 31, 2017 | Aug. 31, 2017 | Jan. 31, 2017 | |
Document and Entity Information | |||
Entity Registrant Name | CANTEL MEDICAL CORP | ||
Entity Central Index Key | 19,446 | ||
Document Type | 10-K | ||
Document Period End Date | Jul. 31, 2017 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --07-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 2,767,926,147 | ||
Entity Common Stock, Shares Outstanding | 41,727,461 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jul. 31, 2017 | Jul. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 36,584 | $ 28,367 |
Accounts receivable, net of allowance for doubtful accounts of $1,808 in 2017 and $1,850 in 2016 | 110,656 | 93,332 |
Inventories, net | 98,724 | 91,486 |
Prepaid expenses and other current assets | 11,407 | 9,557 |
Total current assets | 257,371 | 222,742 |
Property and equipment, net | 88,338 | 74,604 |
Intangible assets, net | 124,512 | 111,719 |
Goodwill | 311,445 | 280,318 |
Other assets | 4,707 | 5,149 |
Total assets | 786,373 | 694,532 |
Current liabilities: | ||
Accounts payable | 27,469 | 26,263 |
Compensation payable | 27,468 | 25,555 |
Accrued expenses | 23,393 | 20,283 |
Deferred revenue | 25,282 | 20,173 |
Income taxes payable | 3,167 | 4,061 |
Total current liabilities | 106,779 | 96,335 |
Long-term debt | 126,000 | 116,000 |
Deferred income taxes | 24,714 | 23,579 |
Other long-term liabilities | 4,948 | 4,248 |
Total liabilities | 262,441 | 240,162 |
Commitments and Contingencies (Note 12) | ||
Stockholders’ equity: | ||
Preferred Stock, par value $1.00 per share; authorized 1,000,000 shares; none issued | 0 | 0 |
Common Stock, par value $.10 per share; authorized 75,000,000 shares; issued 2017 - 46,194,370 shares, outstanding 2017 - 41,728,934 shares; issued 2016 - 46,084,047 shares, outstanding 2016 - 41,708,214 shares | 4,619 | 4,608 |
Additional paid-in capital | 174,602 | 165,573 |
Retained earnings | 407,590 | 342,053 |
Accumulated other comprehensive loss | (9,900) | (11,795) |
Treasury Stock, at cost; 2017 - 4,465,440 shares; 2016 - 4,375,833 shares | (52,979) | (46,069) |
Total stockholders’ equity | 523,932 | 454,370 |
Total liabilities and stockholders' equity | $ 786,373 | $ 694,532 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jul. 31, 2017 | Jul. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts (in dollars) | $ 1,808 | $ 1,850 |
Preferred Stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred Stock, authorized shares | 1,000,000 | 1,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Common Stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common Stock, authorized shares | 75,000,000 | 75,000,000 |
Common Stock, shares issued | 46,194,370 | 46,084,047 |
Common Stock, shares outstanding | 41,728,934 | 41,708,214 |
Treasury Stock, shares | 4,465,440 | 4,375,833 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Net sales | |||
Product sales | $ 684,678 | $ 584,750 | $ 493,656 |
Product service | 85,479 | 80,005 | 71,348 |
Total net sales | 770,157 | 664,755 | 565,004 |
Cost of sales | |||
Product sales | 343,641 | 300,704 | 260,903 |
Product service | 59,356 | 54,865 | 50,634 |
Total cost of sales | 402,997 | 355,569 | 311,537 |
Gross profit | 367,160 | 309,186 | 253,467 |
Expenses: | |||
Selling | 116,113 | 99,062 | 80,787 |
General and administrative | 122,270 | 97,463 | 77,897 |
Research and development | 18,367 | 15,410 | 14,022 |
Total operating expenses | 256,750 | 211,935 | 172,706 |
Income from operations | 110,410 | 97,251 | 80,761 |
Interest expense, net | 4,303 | 3,320 | 2,364 |
Other income | (126) | 0 | 0 |
Loss on sale of business | 0 | 0 | 2,206 |
Income before income taxes | 106,233 | 93,931 | 76,191 |
Income taxes | 34,855 | 33,978 | 28,238 |
Net income | $ 71,378 | $ 59,953 | $ 47,953 |
Earnings per common share: | |||
Basic (in dollars per share) | $ 1.71 | $ 1.44 | $ 1.16 |
Diluted (in dollars per share) | 1.71 | 1.44 | 1.15 |
Dividends per common share (in dollars per share) | $ 0.14 | $ 0.12 | $ 0.10 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 71,378 | $ 59,953 | $ 47,953 |
Other comprehensive income (loss): | |||
Foreign currency translation | 1,895 | (13,019) | (7,064) |
Reclassification adjustment to loss on sale of business for foreign currency translation gain included in net income during the year | 0 | 0 | (1,264) |
Total other comprehensive income (loss) | 1,895 | (13,019) | (8,328) |
Comprehensive income | $ 73,273 | $ 46,934 | $ 39,625 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock, at cost |
Balance (in shares) at Jul. 31, 2014 | 41,442,260 | |||||
Balance at Jul. 31, 2014 | $ 365,246 | $ 4,564 | $ 146,048 | $ 243,306 | $ 9,552 | $ (38,224) |
Increase (Decrease) in Stockholders' Equity | ||||||
Exercises of options (in shares) | 130,911 | |||||
Exercises of options | 608 | $ 13 | 981 | (386) | ||
Repurchases of shares (in shares) | (100,286) | |||||
Repurchases of shares | (3,727) | (3,727) | ||||
Stock-based compensation | 5,867 | 5,867 | ||||
Issuance of restricted stock (in shares) | 144,278 | |||||
Issuance of restricted stock | $ 15 | (15) | ||||
Cancellations of restricted stock (in shares) | (12,804) | |||||
Cancellations of restricted stock | $ (1) | 1 | ||||
Excess tax benefit from exercises of stock options and vesting of restricted stock | 3,168 | 3,168 | ||||
Dividends on common stock | (4,154) | (4,154) | ||||
Net income | 47,953 | 47,953 | ||||
Other comprehensive income (loss) | (8,328) | (8,328) | ||||
Balance (in shares) at Jul. 31, 2015 | 41,604,359 | |||||
Balance at Jul. 31, 2015 | 406,633 | $ 4,591 | 156,050 | 287,105 | 1,224 | (42,337) |
Increase (Decrease) in Stockholders' Equity | ||||||
Repurchases of shares (in shares) | (67,038) | |||||
Repurchases of shares | (3,732) | (3,732) | ||||
Stock-based compensation | 8,361 | 8,361 | ||||
Issuance of restricted stock (in shares) | 175,700 | |||||
Issuance of restricted stock | $ 17 | (17) | ||||
Cancellations of restricted stock (in shares) | (4,807) | |||||
Excess tax benefit from exercises of stock options and vesting of restricted stock | 1,179 | 1,179 | ||||
Dividends on common stock | (5,005) | (5,005) | ||||
Net income | 59,953 | 59,953 | ||||
Other comprehensive income (loss) | $ (13,019) | (13,019) | ||||
Balance (in shares) at Jul. 31, 2016 | 41,708,214 | 41,708,214 | ||||
Balance at Jul. 31, 2016 | $ 454,370 | $ 4,608 | 165,573 | 342,053 | (11,795) | (46,069) |
Increase (Decrease) in Stockholders' Equity | ||||||
Repurchases of shares (in shares) | (89,607) | |||||
Repurchases of shares | (6,910) | (6,910) | ||||
Stock-based compensation | 8,844 | 8,844 | ||||
Issuance of restricted stock (in shares) | 116,506 | |||||
Issuance of restricted stock | $ 12 | (12) | ||||
Cancellations of restricted stock (in shares) | (6,179) | |||||
Cancellations of restricted stock | $ (1) | 1 | ||||
Excess tax benefit from exercises of stock options and vesting of restricted stock | 196 | 196 | ||||
Dividends on common stock | (5,841) | (5,841) | ||||
Net income | 71,378 | 71,378 | ||||
Other comprehensive income (loss) | $ 1,895 | 1,895 | ||||
Balance (in shares) at Jul. 31, 2017 | 41,728,934 | 41,728,934 | ||||
Balance at Jul. 31, 2017 | $ 523,932 | $ 4,619 | $ 174,602 | $ 407,590 | $ (9,900) | $ (52,979) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Cash flows from operating activities | |||
Net income | $ 71,378 | $ 59,953 | $ 47,953 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation | 15,045 | 11,989 | 10,692 |
Amortization | 18,407 | 13,095 | 13,265 |
Stock-based compensation expense | 8,844 | 8,361 | 5,867 |
Amortization of debt issuance costs | 401 | 401 | 401 |
Loss on disposal of fixed assets | 966 | 553 | 360 |
Loss on sale of business | 0 | 0 | 2,206 |
Impairment of assets | 0 | 0 | 1,287 |
Fair value adjustments to acquisition related liabilities | (265) | (687) | (2,585) |
Deferred income taxes | 118 | (1,710) | (1,449) |
Excess tax benefits from stock-based compensation | 0 | (1,179) | (3,168) |
Changes in assets and liabilities, net of effects of business acquisitions/divestiture: | |||
Accounts receivable | (12,860) | (12,729) | (3,905) |
Inventories | 887 | (15,558) | (10,075) |
Prepaid expenses and other current assets | (1,005) | (2,850) | (2,996) |
Accounts payable and other current liabilities | 7,039 | 17,657 | (3,347) |
Income taxes | (895) | 2,972 | 4,564 |
Other assets and liabilities | 133 | 0 | 0 |
Net cash provided by operating activities | 108,193 | 80,268 | 59,070 |
Cash flows from investing activities | |||
Capital expenditures | (27,065) | (18,889) | (12,760) |
Proceeds from disposal of fixed assets | 47 | 96 | 25 |
Proceeds from sale of business, net of cash retained and disposal costs | 0 | 0 | 3,767 |
Acquisition of businesses, net of cash acquired | (70,044) | (94,528) | (43,567) |
Other, net | 0 | 339 | 241 |
Net cash used in investing activities | (97,062) | (112,982) | (52,294) |
Cash flows from financing activities | |||
Borrowings under revolving credit facility | 74,000 | 96,500 | 47,000 |
Repayments under revolving credit facility | (64,000) | (59,000) | (49,000) |
Proceeds from exercises of stock options | 0 | 0 | 608 |
Dividends paid | (5,841) | (5,005) | (4,154) |
Excess tax benefits from stock-based compensation | 0 | 1,179 | 3,168 |
Purchases of treasury stock | (6,910) | (3,732) | (3,727) |
Net cash (used in) provided by financing activities | (2,751) | 29,942 | (6,105) |
Effect of exchange rate changes on cash and cash equivalents | (163) | (581) | (732) |
Increase (decrease) in cash and cash equivalents | 8,217 | (3,353) | (61) |
Cash and cash equivalents at beginning of period | 28,367 | 31,720 | 31,781 |
Cash and cash equivalents at end of period | 36,584 | 28,367 | 31,720 |
Supplemental disclosures of cash flow information: | |||
Cash interest payments | 3,455 | 3,001 | 1,970 |
Cash income tax payments | $ 35,858 | $ 33,559 | $ 25,239 |
Business Description
Business Description | 12 Months Ended |
Jul. 31, 2017 | |
Business Description | |
Business Description | Business Description Throughout this document, references to “Cantel,” “us,” “we,” “our,” and the “Company” are references to Cantel Medical Corp. and its subsidiaries, except where the context makes it clear the reference is to Cantel itself and not its subsidiaries. Unless otherwise indicated, references in this Form 10-K to 2017 , 2016 , 2015 or “fiscal” 2017 , 2016 , 2015 or other years refer to our fiscal year ended July 31 of that respective year, and references to 2017 or “fiscal” 2018 refer to our fiscal year ending July 31, 2018 . Cantel is a leading provider of infection prevention products and services in the healthcare market, specializing in the following reportable segments: Endoscopy: designs, develops, manufactures, sells and installs a comprehensive offering of products and services comprising a complete circle of infection prevention solutions. Our products include endoscope reprocessing and endoscopy procedure products. Water Purification and Filtration: designs, develops, manufactures, sells and installs water purification systems for medical, pharmaceutical and other bacteria controlled applications. We also provide filtration/separation and disinfectant technologies to the medical and life science markets through a worldwide distributor network. Healthcare Disposables: designs, manufactures, sells, supplies and distributes a broad selection of infection prevention healthcare products, the majority of which are single-use products used by dental practitioners. Dialysis: designs, develops, manufactures, sells and services reprocessing systems and sterilants for dialyzers (a device serving as an artificial kidney), as well as dialysate concentrates and supplies utilized for renal dialysis. In addition, through April 7, 2015, we had another operating segment, known as Specialty Packaging. This segment included specialty packaging and thermal control products, as well as related compliance training, for the transport of infectious and biological specimens and thermally sensitive pharmaceutical, medical and other products. The Specialty Packaging operating segment, which comprised the Other reporting segment for financial reporting purposes, was divested on April 7, 2015. See Note 17, "Information as to Operating Segments and Foreign and Domestic Operations." Most of our equipment, consumables and supplies are used to help prevent the occurrence or spread of infections. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jul. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies The following is a summary of our significant accounting policies used to prepare our consolidated financial statements. Principles of Consolidation The consolidated financial statements include the accounts of Cantel and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Certain prior year amounts have been reclassified to conform to the current year's presentation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. On an ongoing basis, we evaluate the adequacy of our reserves and the estimates used in calculations of reserves as well as other judgmental financial statement items, including, but not limited to: collectability of accounts receivable, volume rebates and trade-in allowances, inventory values and obsolescence reserves, warranty reserves, contingent consideration, contingent guaranteed obligations, depreciation and amortization periods, deferred income taxes, goodwill and intangible assets, impairment of long-lived assets, unrecognized tax benefits for uncertain tax positions, reserves for legal exposure, stock-based compensation and expense accruals. Such estimates and assumptions are subjective in nature. We reflect such amounts based upon the most recent information available. Subsequent Events We have evaluated subsequent events for disclosure through the date of issuance of the accompanying consolidated financial statements. Revenue Recognition Revenue on product sales is recognized as products are shipped to customers and title passes. The passing of title is determined based upon the FOB terms specified for each shipment. With respect to endoscopy and dialysis products, shipment terms are generally FOB origin for common carrier and when our distribution fleet is utilized (except for one large customer in dialysis and several endoscopy customers whereby all products are shipped FOB destination). With respect to water purification and filtration and healthcare disposable products, shipment terms may be either FOB origin or destination. Customer acceptance for the majority of our product sales occurs at the time of delivery. With respect to a portion of water purification and filtration and endoscopy product sales, equipment is sold as part of a system for which the equipment is functionally interdependent or the customer’s purchase order specifies “ship-complete” as a condition of delivery; revenue recognition on such sales is deferred until all equipment has been delivered, or post-delivery obligations such as installation have been substantially fulfilled such that the products are deemed functional by the end-user. All shipping and handling fees invoiced to customers, such as freight, are recorded as revenue (and related costs are included within cost of sales) at the time the sale is recognized. A portion of our endoscopy, water purification and filtration and dialysis sales are recognized as multiple element arrangements, whereby revenue is allocated to the equipment, installation and consumable components based upon vendor specific objective evidence, which includes comparable historical transactions of similar equipment, installation and consumables sold as stand-alone components. If vendor-specific objective evidence of selling price is not available, we allocate revenue to the elements of the bundled arrangement using the estimated selling price method in order to qualify the components as separate units of accounting. Revenue on the equipment and consumables components are recognized as the equipment or consumable is shipped to customers and title passes. Revenue on the installation component is recognized when the installation is complete. A portion of our healthcare disposables sales relating to the mail-in spore test kit is recorded as deferred revenue when initially sold. We recognize the revenue on these test kits using an estimate based on historical experience of the amount of time that elapses from the point of sale to when the kit is returned to us and we communicate to the customer the results of the required laboratory test. The related cost of the kits is recorded in inventory and recognized in cost of sales as the revenue is earned. Revenue on service sales is recognized when repairs are completed at the customer’s location or when repairs are completed at our facilities and the products are shipped to customers. With respect to certain service contracts in our Endoscopy and Water Purification and Filtration operating segments, service revenue is recognized on a straight-line basis over the contractual term of the arrangement. Our endoscopy products and services are sold directly to hospitals and other end-users in the United States and primarily to distributors internationally except for the United Kingdom, Italy, Netherlands, Singapore, China and Germany where we sell directly to hospitals and other end-users. Water purification and filtration products and services are sold directly to hospitals, dialysis clinics, pharmaceutical and biotechnology companies, laboratories, medical products and service companies and other end-users as well as through third-party distributors. The majority of our healthcare disposable products are sold to third party distributors, and with respect to some of our sterility assurance products, to hospitals, surgery centers, physician and dental offices, dental schools, medical research companies, laboratories and other end-users. The majority of our dialysis products are sold to dialysis clinics and hospitals. Sales to all of these customers follow our revenue recognition policies. None of our sales contain right-of-return provisions. Customer claims for credit or return due to damage, defect, shortage or other reason must be pre-approved by us before credit is issued or such product is accepted for return. No cash discounts for early payment are offered except with respect to a small portion of our product sales in each segment. We do not offer price protection, although advance pricing contracts or required notice periods prior to implementation of price increases exist for certain customers with respect to many of our products. With respect to certain of our dialysis, healthcare disposables, water purification and filtration and endoscopy customers, rebates are provided; such rebates, which consist primarily of volume rebates, are provided for as a reduction of sales at the time of revenue recognition and amounted to $6,291 , $5,944 , and $5,597 in fiscal 2017 , 2016 , and 2015 , respectively. Such allowances are determined based on estimated projections of sales volume for the entire rebate periods. If it becomes known that sales volume to customers will deviate from original projections, the rebate provisions originally established would be adjusted accordingly. Translation of Foreign Currency Financial Statements Assets and liabilities of our foreign subsidiaries are translated into U.S. dollars at year-end exchange rates; sales and expenses are translated using average exchange rates during the year. The cumulative effect of the translation of the accounts of the foreign subsidiaries is presented as a component of accumulated other comprehensive income or loss. Foreign exchange gains and losses related to the purchase of inventories denominated in foreign currencies are included in cost of sales and foreign exchange gains and losses related to the incurrence of operating costs denominated in foreign currencies and the conversion of foreign assets and liabilities into functional currencies are included in general and administrative expenses. Cash and Cash Equivalents We consider all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable consist of amounts due to us from normal business activities. Allowances for doubtful accounts are reserves for the estimated loss from the inability of customers to make required payments. We use historical experience as well as current market information in determining the estimate. While actual losses have historically been within management’s expectations and provisions established, if the financial condition of our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. Alternatively, if certain customers paid their delinquent receivables, reductions in allowances may be required. Inventories Inventories consist of raw materials, work-in-process and finished products which are sold in the ordinary course of our business and are stated at the lower of cost (first-in, first-out) or market. In assessing the value of inventories, we must make estimates and judgments regarding reserves required for product obsolescence, aging of inventories and other issues potentially affecting the saleable condition of products. In performing such evaluations, we use historical experience as well as current market information. With few exceptions, the saleable value of our inventories has historically been within management’s expectation and provisions established, however, rapid changes in the market due to competition, technology and various other factors could impact the value of our inventories, resulting in the need for additional reserves. Property and Equipment Property and equipment are stated at cost. Additions and improvements are capitalized, while maintenance and repair costs are expensed. When assets are retired or otherwise disposed, the cost and related accumulated depreciation or amortization is removed from the respective accounts and any resulting gain or loss is included in income. Depreciation and amortization is provided on the straight-line method over the estimated useful lives of the assets which generally range from 2 - 15 years for furniture and equipment, 5 - 32 years for buildings and improvements and the shorter of the life of the asset or the life of the lease for leasehold improvements. Depreciation expense related to property and equipment in fiscal 2017 , 2016 and 2015 was $15,045 , $11,989 and $10,692 , respectively. Goodwill and Intangible Assets Certain of our identifiable intangible assets, including customer relationships, technology, brand names, non-compete agreements and patents, are amortized using the straight-line method over their estimated useful lives which range from 3 to 20 years. Additionally, we have recorded goodwill and trademarks and trade names, all of which have indefinite useful lives and are therefore not amortized. All of our intangible assets and goodwill are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, and goodwill and intangible assets with indefinite lives are reviewed for impairment at least annually . Our management is responsible for determining if impairment exists and considers a number of factors, including third-party valuations, when making these determinations. We first assess qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than the carrying amount before proceeding to step one of the two-step quantitative goodwill impairment test, if necessary. Such qualitative factors that are assessed include evaluating a segment’s financial performance, industry and market conditions, macroeconomic conditions and specific issues that can directly affect the segment such as changes in business strategies, competition, supplier relationships, operating costs, regulatory matters, litigation and the composition of the segment’s assets due to acquisitions or other events. At July 31, 2017 , because we determined through qualitative factors that the fair values of our Endoscopy, Water Purification and Filtration and Healthcare Disposables segments were unlikely to be less than the carrying value, we did not proceed to step one of the two-step quantitative goodwill impairment test for those three segments. We performed step one of the two-step quantitative goodwill impairment test for Dialysis due to the continuing shift by our customers from reusable to single-use dialyzers, which is having an adverse impact on our business and is expected to continue. In performing a detailed quantitative review for goodwill impairment, management uses a two-step process that begins with an estimation of the fair value of the related reporting units by using weighted fair value results of the discounted cash flow methodology, as well as the market multiple and comparable transaction methodologies, where applicable. The first step is a review for potential impairment, and the second step measures the amount of impairment, if any. We perform our annual impairment review for indefinite lived intangibles by first assessing qualitative factors, such as those described above, to determine whether it is more likely than not that the fair value of such assets is less than the carrying values, and if necessary, we perform a quantitative analysis comparing the current fair value of our indefinite lived intangibles assets to their carrying values. At July 31, 2017 , because we determined through qualitative factors that the fair values of all of our indefinite lived intangible assets were unlikely to be less than the carrying value, we did not perform a quantitative analysis for those assets. With respect to amortizable intangible assets when impairment indicators are present, management would determine whether expected future non-discounted cash flows would be sufficient to recover the carrying value of the assets; if not, the carrying value of the assets would be adjusted to their fair value. Management concluded that none of our intangible assets or goodwill was impaired as of July 31, 2017 . Long-Lived Assets We evaluate the carrying value of long-lived assets including property, equipment and other assets whenever events or changes in circumstances indicate that the carrying value may not be recoverable. An assessment is made to determine if the sum of the expected future non-discounted cash flows from the use of the assets and eventual disposition is less than the carrying value. If the sum of the expected non-discounted cash flows is less than the carrying value, an impairment loss is recognized based on fair value. With the exception of the impairment on an acquired license, our historical assessments of our long-lived assets have not differed significantly from the actual amounts realized. See Note 8, "Intangibles and Goodwill." However, the determination of fair value requires us to make certain assumptions and estimates and is highly subjective. On July 31, 2017 , management concluded that no other events or changes in circumstances have occurred that would indicate that the carrying amount of our long-lived assets may not be recoverable. Other Assets Debt issuance costs associated with our credit facilities are amortized to interest expense over the life of the credit facilities. As of July 31, 2017 and 2016 , such debt issuance costs, net of related amortization, were included in other assets and amounted to $580 and $946 , respectively. Warranties We provide for estimated costs that may be incurred to remedy deficiencies of quality or performance of our products at the time of revenue recognition. Most of our products have a one year warranty, although certain endoscopy and water purification and filtration products that require installation may carry a warranty period of up to 24 months . Additionally, many of our consumables, accessories, parts and service have a 90 day warranty. We record provisions for product warranties as a component of cost of sales based upon an estimate of the amounts necessary to settle existing and future claims on products sold. The historical relationship of warranty costs to products sold is the primary basis for the estimate. A significant increase in third party service repair rates, the cost and availability of parts or the frequency of claims could have a material impact on our results for the period or periods in which such claims or additional costs materialize. Management reviews its warranty exposure periodically and believes that the warranty reserves are adequate; however, actual claims incurred could differ from original estimates, requiring adjustments to the reserves. Stock-Based Compensation Stock compensation expense is recognized for any option or stock award grant based upon the fair value of the award. Our stock options and time-based stock awards are subject to graded vesting in which portions of the award vest ratably over the vesting period. We recognize compensation expense for awards subject to graded vesting using the straight-line basis over the vesting period. In October 2016, we granted for the first time to certain employees equity awards with performance conditions and equity awards with market conditions. We recognize compensation expense for the awards with performance conditions using the accelerated attribution method over the requisite service period for each separately vesting portion of the award when it is probable that the performance condition will be achieved. We record expense for the awards with market conditions ratably over the vesting period regardless of whether the market condition is satisfied. As a result of the adoption of ASU 2016-09 on August 1, 2016, we have elected to account for forfeitures as they occur, rather than estimate forfeitures over the course of the vesting period. We determine the fair value if each time-based stock award and performance-based stock award by using the closing market price of our common stock on the last trading date immediately prior to the date of grant. We determine the fair value of each award with market conditions using a Monte Carlo simulation model on the date of grant. We estimate the fair value of each option grant on the date of grant using the Black Scholes option valuation model. The determination of fair value using valuation models is affected by our stock price as well as assumptions regarding a number of subjective variables. These variables may include, but are not limited to, the expected price volatility over the term of the expected equity award life, the expected dividend yield, the expected equity award life, the probability of meeting performance objectives and the stock price of our peers in the S&P Healthcare Equipment Index. Advertising Costs Our policy is to expense advertising costs as they are incurred. Advertising costs charged to expense were $3,694 , $3,349 and $3,333 in fiscal 2017 , 2016 and 2015 , respectively. Income Taxes Our provision for income taxes is based on our current period income, changes in deferred income tax assets and liabilities, statutory income tax rates, changes in uncertain tax benefits and the deductibility of expenses or availability of tax credits in various taxing jurisdictions. Tax laws are complex, subject to different interpretations by the taxpayer and the respective governmental taxing authorities and are subject to future modification, expiration or repeal by government legislative bodies. We use significant judgment on a quarterly basis in determining our annual effective income tax rate and evaluating our tax positions. We regularly review our deferred tax assets for recoverability and establish a valuation allowance, if necessary, based on historical taxable income, projected future taxable income, and the expected timing of the reversals of existing temporary differences. Although realization is not assured, management believes it is more likely than not that the recorded deferred tax assets, as adjusted for valuation allowances, will be realized. Additionally, deferred tax liabilities are regularly reviewed to confirm that such amounts are appropriately stated. A review of our deferred tax items considers known future changes in various income tax rates, principally in the United States. If income tax rates were to change in the future, particularly in the United States and to a lesser extent Canada, the U.K. and Italy, our items of deferred tax could be materially affected. All of such evaluations require significant management judgments. We record liabilities for an unrecognized tax benefit when a tax benefit for an uncertain tax position is taken or expected to be taken on a tax return, but is not recognized in our consolidated financial statements because it does not meet the more-likely-than-not recognition threshold that the uncertain tax position would be sustained upon examination by the applicable taxing authority. Any adjustments upon resolution of income tax uncertainties are recognized in our results of operations. Unrecognized tax benefits are analyzed periodically and adjustments are made as events occur to warrant adjustment to the related liability. Historically, we have not had significant unrecognized tax benefits. Newly Adopted Accounting Standards In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, “ Improvements to Employee Share-Based Payment Accounting ” (“ASU 2016-09”), which simplifies the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements. The new guidance also requires that all tax-related cash flows resulting from share-based payments to be reported as operating activities in the statement of cash flows. We early adopted ASU 2016-09 on August 1, 2016, on a prospective basis. As a result, we no longer record excess tax benefits as an adjustment to additional paid-in capital, we record such excess tax benefits as a reduction of income tax expense, which amounted to $2,241 for the year ended July 31, 2017. See Note 11, "Income Taxes" and Note 15, "Stock-based Compensation." In addition, we elected to record excess tax benefits as an operating cash flow prospectively and not adjust the prior year period. As such, the current period excess tax benefits were reflected as an operating cash flow rather than a financing cash flow on our consolidated statement of cash flows for the year ended July 31, 2017. Furthermore, we have elected to account for forfeitures as they occur, rather than estimate expected forfeitures over the course of a vesting period since forfeitures have been insignificant historically. Recently Issued Accounting Standards In May 2017, the FASB issued ASU 2017-09, " Scope of Modification Accounting " ("ASU 2017-09") to provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-12 is effective for fiscal years beginning after December 15, 2017 (our fiscal year 2019), including interim periods within that reporting period. We are currently in the process of evaluating the impact of ASU 2017-09 on our financial position and result of operations. In January 2017, the FASB issued ASU 2017-04, “Intangibles - Goodwill and Other” (“ASU 2017-04”) to simplify the test for goodwill impairment. The revised guidance eliminates the existing Step 2 of the goodwill impairment test which required an entity to compute the implied fair value of its goodwill at the testing date in order to measure the amount of the impairment charge when the fair value of the reporting unit failed Step 1 of the goodwill impairment test. Under the revised guidance, an entity would recognize an impairment charge for the amount by which the carrying amount of the reporting unit exceeds its fair value; however, the loss recognized would not exceed the total amount of goodwill allocated to the reporting unit. The guidance will be applied on a prospective basis on or after the effective date. ASU 2017-04 is effective for fiscal years beginning after December 31, 2018 (our fiscal year 2020) and early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of ASU 2017-04 is not expected to have a significant impact on our financial position and result of operations. In January 2017, the FASB issued ASU 2017-01, “ Business Combinations (Topic 805)” (“ASU 2017-01”) to clarify the definition of a business. The revised guidance creates a more robust framework to use in determining whether a set of assets and activities is a business. The guidance will be applied on a prospective basis on or after the effective date. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017 (our fiscal year 2019), including interim periods within that reporting period. We are currently in the process of evaluating the impact of ASU 2017-01 on our financial position and result of operations. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows” (“ASU 2016-15”). This new guidance will make eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017 (our fiscal year 2019). ASU 2016-15 will require adoption on a retrospective basis unless it is impracticable to apply, in which case we would be required to apply the amendments prospectively as of the earliest date practicable. We are currently in the process of evaluating the impact of ASU 2016-15 on our financial position and result of operations. In February 2016, FASB issued ASU 2016-02, “ Leases (Topic 842) ” (“ASU 2016-02”). The new guidance requires the recording of assets and liabilities arising from leases on the balance sheet accompanied by enhanced qualitative and quantitative disclosures in the notes to the financial statements. The new guidance is expected to provide transparency of information and comparability among organizations. ASU 2016-02 is effective for fiscal years beginning after December 31, 2018 (our fiscal year 2020), including interim periods within that reporting period. Early adoption is permitted as of the beginning of an interim or annual period. We are currently in the process of evaluating the impact of ASU 2016-02 on our financial position and results of operations. In September 2015, the FASB issued ASU 2015-16, “ Simplifying the Accounting for Measurement-Period Adjustments (Topic 805)” (“ASU 2015-16”). The new guidance requires an acquirer in a business combination to recognize a measurement-period adjustment during the period in which it determines the amount, and eliminates the requirement for an acquirer to account for measurement-period adjustments retrospectively. The acquirer must also disclose the amounts and reasons for adjustments to the provisional amounts. ASU 2015-16 is effective for fiscal years beginning after December 15, 2016 (our fiscal year 2018), including interim periods within that reporting period. Accordingly, we will adopt ASU 2015-06 in our first quarter of fiscal 2018. The adoption of ASU 2015-06 is not expected to have a material impact upon on our financial position and results of operations. In July 2015, the FASB issued ASU 2015-11, “Inventory (Topic 330) Simplifying the Measurement of Inventory,” (“ASU 2015-11”). The new guidance requires companies using the first-in, first-out and average costs methods to measure inventory using the lower of cost and net realizable value, where net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. ASU 2015-11 is effective for fiscal years beginning after December 15, 2016 (our fiscal year 2018), including interim periods within that reporting period. Accordingly, we will adopt ASU 2015-11 in our first quarter of fiscal 2018. The adoption of ASU 2015-11 is not expected to have a material impact upon on our financial position and results of operations. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”), which will supersede the revenue recognition requirements in Accounting Standards Codification 605, “Revenue Recognition” ("ASC 605"). ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. It also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers (Topic 606),” which defers the effective date of ASU 2014-09 by one year to fiscal years beginning after December 15, 2017 (our fiscal year 2019), including interim periods within that reporting period. In May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606),” (“ASU 2016-12”), which provided narrow scope improvements and practical expedients relating to ASU 2014-09. In preparation for our adoption of ASU 2014-09 and ASU 2016-12 on August 1, 2018, we are obtaining representative samples of contracts and other forms of agreements with our customers in the United States and international locations and plan to evaluate the provisions contained therein in light of the five-step model specified by the new guidance. We are also evaluating the impact of the new standard on certain common practices currently employed by us and by other health care manufacturers and service providers, such as multiple-element arrangements, deferred revenues, warranties, rebates and other pricing allowances. We anticipate adopting the standard using the modified retrospective method. There may be differences in timing of revenue recognition under the new standard compared to recognition under ASC 605. |
Acquisitions
Acquisitions | 12 Months Ended |
Jul. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Post-Fiscal 2017 BHT Group On August 23, 2017, we purchased all of the issued and outstanding stock of BHT Group, a leader in the German market in automated endoscope reprocessing and related equipment and services for total consideration, excluding acquisition related costs, of $61,236 . The BHT Group consists of a portfolio of high-quality automatic endoscope reprocessors, advanced endoscope storage and drying cabinets (products globally distributed by our Company prior to the acquisition under an agreement with BHT Group), washer-disinfectors for central sterile applications, associated technical service and parts as well as flexible endoscope repair services. BHT Group will be included in our Endoscopy segment. Fiscal 2017 CR Kennedy On April 1, 2017, we purchased certain endoscopy-related net assets of CR Kennedy related to its distribution and sale of our Medivators endoscopy products in Australia for total consideration, excluding acquisition related costs, of $11,999 . The CR Kennedy business includes a full sales and service organization and our Medivators-branded automated endoscope reprocessors, chemistries, endoscopy procedure products and other consumables in Australia, and is included in our Endoscopy segment. Vantage Endoscopy Inc.’s Medivators ® Endoscopy Business On September 26, 2016, we acquired certain net assets of Vantage related to its distribution and sale of our Medivators endoscopy products in Canada for total consideration, excluding acquisition-related costs, of $4,044 . Vantage was our exclusive distributor of Medivators capital equipment (e.g., automated endoscope reprocessors) and related consumables and accessories in Canada, and is included in our Endoscopy segment. Accutron, Inc. On August 1, 2016, we acquired all of the issued and outstanding stock of Accutron, a Phoenix-based company, for total consideration, excluding acquisition-related costs, of $53,049 . The Accutron business designs, manufactures and sells nitrous oxide conscious sedation equipment and single use nasal masks for use in dental procedures, and is included in our Healthcare Disposables segment. Fiscal 2016 North American Science Associates, Inc. On March 1, 2016, we acquired certain net assets of NAMSA for total consideration, excluding acquisition-related costs, of $13,424 . The NAMSA business manufactures a broad suite of high-quality biological and chemical indicators which are used to accurately monitor the effectiveness of sterilization processes primarily for manufacturers of medical device, life science and other products, and is included in our Healthcare Disposables segment. Medical Innovations Group Holdings Limited On September 14, 2015, we acquired all of the issued and outstanding stock of MI, a company providing specialized endoscopy medical devices and products primarily in the United Kingdom for total consideration, excluding acquisition-related costs, of $79,597 . The MI business includes proprietary short-term and long-term endoscope transport and storage systems, a comprehensive range of endoscopic consumable accessories, OEM mobile medical carts, as well as specialized products for patient warming and patient transfer, and is included in our Endoscopy segment. 2017 2016 Purchase Price Allocation CR Kennedy Vantage (1) Accutron (1) NAMSA (1) MI Purchase Price: Cash paid $ 11,999 $ 4,044 $ 53,049 $ 13,424 $ 79,597 Debt acquired — — — — — Total $ 11,999 $ 4,044 $ 53,049 $ 13,424 $ 79,597 Allocation: Property and equipment — 433 1,676 437 6,464 Amortizable intangible assets: Customer relationships 4,200 992 12,800 5,820 24,430 Technology — — 10,000 1,320 10,930 Brand names — — 2,000 — 2,030 Goodwill 5,894 2,299 21,989 3,687 40,006 Deferred income taxes — — 112 — (8,683 ) Other working capital 1,905 320 4,472 2,160 4,420 Total $ 11,999 $ 4,044 $ 53,049 $ 13,424 $ 79,597 _______________________________________________ (1) The excess purchase price over net assets acquired was assigned to goodwill, all of which is deductible for income tax purposes. Unaudited Pro Forma Summary of Operations The acquisitions above, both individually and in the aggregate, were not material to our consolidated results of operations or financial position and, therefore, pro forma financial information is not presented. |
Inventories, Net
Inventories, Net | 12 Months Ended |
Jul. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | Inventories, Net A summary of inventories, net, is as follows: July 31, 2017 2016 Raw materials and parts $ 45,831 $ 45,867 Work-in-process 13,484 13,178 Finished goods 48,262 37,831 Less: reserve for excess and obsolete inventory (8,853 ) (5,390 ) Total $ 98,724 $ 91,486 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Jul. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net A summary of property and equipment, net, is as follows: July 31, 2017 2016 Land, buildings and improvements $ 46,921 $ 44,387 Furniture and equipment 119,682 95,033 Leasehold improvements 7,858 6,048 Less: accumulated depreciation (86,123 ) (70,864 ) Total $ 88,338 $ 74,604 |
Derivatives
Derivatives | 12 Months Ended |
Jul. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives We recognize all derivatives on the balance sheet at fair value. Derivatives that are not designated as hedges must be adjusted to fair value through earnings. If the derivative is designated as a hedge, depending on the nature of the hedge, changes in the fair value of the derivative will either be offset against the change in the fair value of the hedged assets, liabilities or firm commitments through earnings or recognized in other comprehensive income until the hedged item is recognized in earnings. The ineffective portion of the change in fair value of a derivative that is designated as a hedge will be recognized immediately in earnings. As of July 31, 2017 , all of our derivatives were designated as hedges. We do not hold any derivative financial instruments for speculative or trading purposes. Changes in the value of the Euro, British Pound, Singapore dollar, Canadian dollar, Australian dollar and the Chinese Renminbi against the U.S. dollar affect our results of operations because certain cash bank accounts, accounts receivable, and liabilities of Cantel and its subsidiaries are denominated and ultimately settled in U.S. dollars or these foreign currencies, but must be converted into each entity’s functional currency. In order to hedge against the impact of fluctuations in the value of the Euro, British Pound, Canadian dollar, Australian dollar and Singapore dollar relative to the U.S. dollar on the conversion of such net assets into the functional currencies, we enter into short-term contracts to purchase Euros, British Pounds, Canadian dollars, Australian dollars and Singapore dollars forward, which contracts are one -month in duration. These short-term contracts are designated as fair value hedge instruments. There were nine foreign currency forward contracts with an aggregate notional value of $24,762 at July 31, 2017 , which covered certain assets and liabilities that were denominated in currencies other than each entity’s functional currency. These foreign currency forward contracts are continually replaced with new one -month contracts as long as we have significant net assets that are denominated and ultimately settled in currencies other than each entity’s functional currency. For the fiscal year ended July 31, 2017 , such forward contracts partially offset the impact on operations relating to certain assets and liabilities that were denominated in currencies other than each entity’s functional currency. This resulted in an immaterial amount of net currency conversion losses, net of tax, on the hedged items. Gains and losses related to hedging contracts to buy Euros, British Pounds, Canadian dollars, Australian dollars and Singapore dollars forward are immediately realized within general and administrative expenses due to the short-term nature of such contracts. We do not currently hedge against the impact of fluctuations in the value of the Chinese Renminbi relative to the U.S. dollar because the overall foreign currency exposures relating to those currencies are currently not deemed significant. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jul. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair Value Hierarchy We apply the provisions of Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” (“ASC 820”), for our financial assets and liabilities that are re-measured and reported at fair value each reporting period and our nonfinancial assets and liabilities that are re-measured and reported at fair value on a non-recurring basis. We define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a three level fair value hierarchy to prioritize the inputs used in valuations, as defined below: Level 1: Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets. Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3: Unobservable inputs for the asset or liability. Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis Our financial assets that are re-measured at fair value on a recurring basis include money market funds that are classified as cash and cash equivalents in the consolidated balance sheets. These money market funds are classified within Level 1 of the fair value hierarchy and are valued using quoted market prices for identical assets. In connection with our June 2014 acquisition of a U.K. endoscopy company (“Cantel Medical (U.K.)”), we acquired a contingent guaranteed obligation to reimburse an endoscope service company for endoscope repair costs it incurs when servicing its customers’ endoscopes that are damaged by one of Cantel Medical (U.K.)’s discontinued endoscope reprocessing machine models. The fair value of the contingent liability was $441 as of July 31, 2016. This liability continued to be adjusted periodically by the reimbursement of repair costs, as well as adjustments associated with changes in the fair value through our consolidated statements of income. During the third quarter of fiscal 2017, we ended the agreement with the endoscopy service company and decreased this liability to $0 at July 31, 2017. In connection with the Jet Prep Ltd. ("Jet Prep") acquisition in fiscal 2014, we assumed a contingent obligation payable to the Israeli Government based on future sales. This fair value measurement was based on significant inputs not observed in the market and thus represent Level 3 measurements. As a result of the exit of the Jet Prep business, we did not update our fair value assumptions associated with this contingent obligation payable and the balance of such obligation remained at $1,138 as of July 31, 2017. See Note 8, "Intangibles and Goodwill." The fair values of the Company’s financial instruments measured on a recurring basis were categorized as follows: July 31, 2017 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money markets $ 102 $ — $ — $ 102 Total assets 102 — — 102 Liabilities: Accrued expenses: Assumed contingent obligation — — 12 12 Contingent guaranteed obligation — — — — Total accrued expenses — — 12 12 Long-term debt (1) — 126,000 — 126,000 Other long-term liabilities: Assumed contingent obligation — — 1,126 1,126 Contingent guaranteed obligation — — — — Total other long-term liabilities: — — 1,126 1,126 Total liabilities $ — $ 126,000 $ 1,138 $ 127,138 ________________________________________________ (1) Fair value estimated using Level 2 inputs, which were quoted prices for identical or similar instruments in markets that are not active. July 31, 2016 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money markets $ 740 $ — $ — $ 740 Total assets $ 740 $ — $ — $ 740 Liabilities: Accrued expenses: Assumed contingent obligation — — 12 12 Contingent guaranteed obligation — — 366 366 Total accrued expenses — — 378 378 Long-term debt (1) — 116,000 — 116,000 Other long-term liabilities: Contingent consideration — — — — Assumed contingent obligation — — 1,126 1,126 Contingent guaranteed obligation — — 75 75 Total other long-term liabilities: — — 1,201 1,201 Total liabilities $ — $ 116,000 $ 1,579 $ 117,579 ________________________________________________ (1) Fair value estimated using Level 2 inputs, which were quoted prices for identical or similar instruments in markets that are not active. A reconciliation of our liabilities that are measured and recorded at fair value on a recurring basis using significant unobservable inputs (Level 3) for fiscal 2017 , 2016 and 2015 is as follows: Jet Prep Contingent Consideration Jet Prep Assumed Contingent Obligation Cantel Medical (U.K.) Contingent Guaranteed Obligation Total Balance, July 31, 2014 $ 2,722 $ 1,752 $ 1,395 $ 5,869 Total net unrealized gains included in general and administrative expense in earnings (1,971 ) (614 ) — (2,585 ) Net purchases, issuances, sales and settlements — — (507 ) (507 ) Balance, July 31, 2015 751 1,138 888 2,777 Total net unrealized (gains) losses included in general and administrative expense in earnings (751 ) — 64 (687 ) Net purchases, issuances, sales and settlements — — (511 ) (511 ) Balance, July 31, 2016 — 1,138 441 1,579 Total net unrealized gains included in general and administrative expense in earnings — — (265 ) (265 ) Net purchases, issuances, sales and settlements — — (176 ) (176 ) Balance, July 31, 2017 $ — $ 1,138 $ — $ 1,138 Disclosure of Fair Value of Financial Instruments As of July 31, 2017 and 2016 , the carrying amounts for cash and cash equivalents (excluding money markets), accounts receivable and accounts payable approximated fair value due to the short maturity of these instruments. |
Intangibles and Goodwill
Intangibles and Goodwill | 12 Months Ended |
Jul. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangibles and Goodwill | Intangibles and Goodwill Our intangible assets with definite lives consist primarily of customer relationships, technology, brand names, non-compete agreements and patents. These intangible assets are being amortized on the straight-line method over the estimated useful lives of the assets ranging from 3 - 20 years and have a weighted average amortization period of 12 years . Amortization expense related to intangible assets was $18,407 , $13,095 and $13,265 for fiscal 2017 , 2016 and 2015 , respectively. Our intangible assets that have indefinite useful lives, and therefore are not amortized, consist of trademarks and trade names. The Company’s intangible assets consist of the following: July 31, 2017 July 31, 2016 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Intangible assets with finite lives: Customer relationships $ 119,576 $ (34,773 ) $ 84,803 $ 100,649 $ (24,689 ) $ 75,960 Technology 42,794 (18,990 ) 23,804 32,767 (11,813 ) 20,954 Brand names 8,188 (3,225 ) 4,963 6,194 (2,394 ) 3,800 Non-compete agreements 3,092 (1,428 ) 1,664 3,092 (1,193 ) 1,899 Patents and other registrations 2,783 (1,053 ) 1,730 2,508 (913 ) 1,595 176,433 (59,469 ) 116,964 145,210 (41,002 ) 104,208 Trademarks and tradenames 7,548 — 7,548 7,511 — 7,511 Total intangible assets $ 183,981 $ (59,469 ) $ 124,512 $ 152,721 $ (41,002 ) $ 111,719 During fiscal 2017, we decided to exit the Jet Prep business that was acquired in fiscal 2014. The Jet Prep acquisition was a fully integrated business within our Endoscopy segment. The useful life of the technology related intangible asset was revised to its respective cease use date, which resulted in accelerated amortization of approximately $2,401 that was recorded in the consolidated statements of income. In addition, we performed a relative fair value analysis for the goodwill recorded as part of the Jet Prep acquisition and determined that all of the goodwill would remain within the Endoscopy segment. We performed our annual goodwill impairment test of all of our reportable segments as of July 31, 2017, including the Endoscopy segment, which did not result in any impairment of our goodwill. We expect to recognize $15,617 , $15,293 , $13,539 , $13,204 and $12,821 of amortization expense related to intangible assets in fiscal years 2018 , 2019 , 2020 , 2021 and 2022 , respectively. Goodwill changed during fiscal 2017 and 2016 as follows: Endoscopy Water Purification and Filtration Healthcare Disposables Dialysis Total Goodwill Balance, July 31, 2015 $ 87,007 $ 58,872 $ 87,939 $ 8,133 $ 241,951 Acquisitions 40,047 — 4,351 — 44,398 Foreign currency translation (6,039 ) 8 — — (6,031 ) Balance, July 31, 2016 121,015 58,880 92,290 8,133 280,318 Acquisitions 8,193 — 21,989 — 30,182 Foreign currency translation 737 208 — — 945 Balance, July 31, 2017 $ 129,945 $ 59,088 $ 114,279 $ 8,133 $ 311,445 On July 31, 2017 , we performed impairment analysis of the Company’s goodwill and indefinite lived trademarks and trade names and concluded that such assets were not impaired, as more fully described in Note 2, "Summary of Significant Accounting Policies." In fiscal 2014, we acquired a license from a third party granting us the exclusive right to manufacture, commercialize, distribute and sell an endoscopy product in exchange for a series of payments, which totaled $1,000 at January 31, 2015 and was recorded in other assets in our consolidated balance sheets. We evaluated this long-lived asset for potential impairment and determined that the future use of this acquired license was unlikely based on a recent product analysis. Accordingly, we deemed the acquired license, together with related fixed assets, to be fully impaired and recorded a loss of $1,287 during fiscal 2015 based on expected cash flows of the related endoscopy product, which was recorded in general and administrative expenses and as reductions in other assets and property and equipment in the consolidated financial statements. |
Warranties
Warranties | 12 Months Ended |
Jul. 31, 2017 | |
Product Warranties Disclosures [Abstract] | |
Warranties | Warranties A summary of activity in the warranty reserves follows: Year Ended July 31, 2017 2016 Beginning balance $ 2,575 $ 1,740 Acquisitions 179 28 Provisions 4,880 4,554 Settlements (5,306 ) (3,622 ) Foreign currency translation — (125 ) Ending balance $ 2,328 $ 2,575 The warranty provisions and settlements in fiscal 2017 and 2016 relate principally to the Company’s endoscope reprocessing and water purification products. Warranty reserves are included in accrued expenses in the consolidated balance sheets. |
Financing Arrangements
Financing Arrangements | 12 Months Ended |
Jul. 31, 2017 | |
Debt Disclosure [Abstract] | |
Financing Arrangements | Financing Arrangements On March 4, 2014, we entered into a Third Amended and Restated Credit Agreement (the “2014 Credit Agreement”). The 2014 Credit Agreement includes a five -year $250,000 senior secured revolving facility with sublimits of up to $100,000 for borrowings in foreign currencies, $30,000 for letters of credit and $10,000 for swing line loans (the “2014 Revolving Credit Facility”). Subject to the satisfaction of certain conditions precedent including the consent of the lenders, the Company may from time to time increase the 2014 Revolving Credit Facility by an aggregate amount not to exceed $100,000 . The 2014 Credit Agreement expires on March 4, 2019. Additionally, subject to certain restrictions and conditions (i) any of our domestic or foreign subsidiaries may become borrowers and (ii) borrowings may occur in multi-currencies. Borrowings under the 2014 Credit Agreement bear interest at rates ranging from 0.25% to 1.25% above the lender’s base rate, or at rates ranging from 1.25% to 2.25% above the London Interbank Offered Rate (“LIBOR”), depending upon the Company’s “Consolidated Leverage Ratio,” which is defined as the consolidated ratio of total funded debt to earnings before interest, taxes, depreciation and amortization, and as further adjusted under the terms of the 2014 Credit Agreement (“Consolidated EBITDA”). At July 31, 2017 , the lender’s base rate was 4.00% and the LIBOR rates ranged from 1.22% to 1.31% . The margins applicable to our outstanding borrowings were 0.50% above the lender’s base rate or 1.50% above LIBOR. All of our outstanding borrowings were under LIBOR contracts at July 31, 2017 . The 2014 Credit Agreement also provides for fees on the unused portion of our facility at rates ranging from 0.20% to 0.40% , depending upon our Consolidated Leverage Ratio, which was 0.20% at July 31, 2017 . The 2014 Credit Agreement contains affirmative and negative covenants reasonably customary for similar credit facilities and is secured by (i) substantially all assets of Cantel and its U.S.-based subsidiaries, (ii) a pledge by Cantel of all of the outstanding shares of its U.S.-based subsidiaries and 65% of the outstanding shares of certain of Cantel’s foreign-based subsidiaries and (iii) a guaranty by Cantel’s domestic subsidiaries. We are in compliance with all financial and other covenants under the 2014 Credit Agreement. As of July 31, 2017 , we had $126,000 of outstanding borrowings under the 2014 Credit Agreement. Subsequent to July 31, 2017 , we borrowed $61,300 to fund the purchase price and transaction costs of the BHT Group acquisition. Debt issuance costs associated with our credit facilities are capitalized and amortized to interest expense over the term of the credit facilities. As of July 31, 2017 and 2016 , such debt issuance costs, net of related amortization, were included in other assets, and amounted to $580 and $946 , respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Jul. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The consolidated effective tax rate was 32.8% , 36.2% and 37.1% for fiscal 2017 , 2016 and 2015 , respectively, and reflects income tax expense for our U.S. and international operations at their respective statutory rates. The provision for income taxes consists of the following: Year Ended July 31, 2017 2016 2015 Current Deferred Current Deferred Current Deferred United States: Federal $ 28,900 $ 2,020 $ 29,392 $ (216 ) $ 24,602 $ (425 ) State 4,352 261 4,433 (153 ) 3,920 (218 ) International 1,545 (2,223 ) 1,863 (1,341 ) 1,165 (806 ) Total $ 34,797 $ 58 $ 35,688 $ (1,710 ) $ 29,687 $ (1,449 ) The geographic components of income before income taxes are as follows: Year Ended July 31, 2017 2016 2015 United States $ 108,329 $ 92,744 $ 73,645 International (2,096 ) 1,187 2,546 Total $ 106,233 $ 93,931 $ 76,191 The consolidated effective income tax rate differed from the U.S. statutory tax rate of 35.0% in fiscal 2017 , 2016 and 2015 due to the following: Year Ended July 31, 2017 2016 2015 Expected statutory tax 35.0 % 35.0 % 35.0 % Differential attributable to: Foreign operations — % 0.6 % 1.2 % State and local taxes 3.9 % 3.2 % 3.4 % Domestic production deduction (2.7 )% (2.3 )% (2.4 )% Acquisition related items, net 0.1 % — % (1.6 )% Loss on sale of business — % — % 1.1 % R&E tax credit (1.4 )% (1.1 )% (0.5 )% Change in foreign tax rates — % (0.4 )% — % Excess tax benefits (2.2 )% — % — % Other 0.1 % 1.2 % 0.9 % Consolidated effective tax rate 32.8 % 36.2 % 37.1 % As a result of the adoption of ASU 2016-09 on August 1, 2016, we no longer record excess tax benefits as an adjustment to additional paid-in-capital, but record such excess tax benefits on a prospective basis as a reduction of income tax expense, which amounted to $2,241 for fiscal 2017. Deferred income tax assets and liabilities are comprised of the following: July 31, 2017 2016 Deferred tax assets: Accrued expenses $ 6,308 $ 5,140 Inventories 4,655 2,990 Accounts receivable 729 793 Other long-term liabilities 180 252 Stock-based compensation 3,402 3,665 Capital investment 545 546 Foreign NOLs 6,490 5,154 Subtotal 22,309 18,540 Valuation allowance (2,984 ) (2,334 ) 19,325 16,206 Deferred tax liabilities: Property and equipment (9,957 ) (8,089 ) Intangible assets (20,107 ) (19,818 ) Goodwill (13,975 ) (11,878 ) (44,039 ) (39,785 ) Net deferred tax liabilities - noncurrent $ (24,714 ) $ (23,579 ) For foreign tax reporting purposes, our Net Operating Losses (“NOLs”) at July 31, 2017 are $6,490 and originated primarily from foreign acquisitions. Most of these NOLs do not expire and are fully available for utilization against future profits in certain non-U.S. tax jurisdictions. However, we have recorded a valuation allowance of $2,984 for these foreign NOLs, which are primarily associated with certain early-stage foreign operations as well as the exit of the Jet Prep business more fully described in Note 8, "Intangibles and Goodwill." We believe it is more likely than not that we will be unable to utilize these NOLs. During fiscal 2017 and 2016 , no dividends were repatriated from our foreign subsidiaries. All of the undistributed earnings of our foreign subsidiaries are considered to be indefinitely reinvested at July 31, 2017 . Accordingly, deferred taxes are not provided on undistributed earnings of foreign subsidiaries that are indefinitely reinvested. At July 31, 2017 , the cumulative amount of such undistributed earnings indefinitely reinvested outside the United States was approximately $44,509 . Determining the tax liability that would arise if these earnings were remitted is not practical. We record liabilities for an unrecognized tax benefit when a tax benefit for an uncertain tax position is taken or expected to be taken on a tax return, but is not recognized in our consolidated financial statements because it does not meet the more-likely-than-not recognition threshold that the uncertain tax position would be sustained upon examination by the applicable taxing authority. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon settlement with the tax authorities. Any adjustments upon resolution of income tax uncertainties are recognized in our results of operations. Our policy is to record potential interest and penalties related to income tax positions in interest expense and general and administrative expense, respectively, in our consolidated financial statements. However, such amounts have been relatively insignificant due to the nominal amount of our unrecognized tax benefits relating to uncertain tax positions. The Company concluded an audit by the Internal Revenue Service (“IRS”) for fiscal years 2015, 2013 and 2012. With respect to state or foreign income tax examinations, the Company is generally no longer subject to examinations for fiscal years ended prior to July 31, 2009. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jul. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases We have several non-cancelable operating leases, primarily for our corporate headquarters, certain of our leased manufacturing facilities, warehouses, office space and equipment. Total rental expense related to our operating leases was $7,715 , $6,675 and $6,025 for fiscal 2017, 2016 and 2015 , respectively. As of July 31, 2017, future minimum lease payments under non-cancelable operating leases (with initial or remaining lease terms in excess of one year) for the periods set forth below were as follows: Fiscal year ending: Total 2018 $ 6,522 2019 5,278 2020 3,779 2021 2,719 2022 1,231 Thereafter 2,454 Total $ 21,983 Contingent Consideration and Assumed Contingent Liability We have $1,138 recorded as of July 31, 2017 related to the Jet Prep acquisition, which is for the estimated fair value of an assumed contingent obligation payable to the Israeli Government, as further described in Note 8, "Intangibles and Goodwill," which will be payable based on future sales. We are currently working with the Israeli Government to forgive any future amounts payable due to our decision to exit the Jet Prep business and we expect a decision from the Israeli government in the first half of fiscal 2018. Additionally, in connection with the PuriCore plc acquisition in fiscal 2014, we assumed a contingent guaranteed obligation to reimburse an endoscope service company for endoscope repair costs it incurs when servicing its customers’ endoscopes that are damaged by one of PuriCore’s discontinued endoscope reprocessing machine models. During fiscal 2017, we ended the agreement with the endoscope service company and decreased the remaining liability of $283 through our consolidated statements of income. Legal Proceedings In the normal course of business, we are subject to pending and threatened legal actions. It is our policy to accrue for amounts related to these legal matters if it is probable that a liability has been incurred and an amount of anticipated exposure can be reasonably estimated. We do not believe that any of these pending claims or legal actions will have a material effect on our business, financial condition, results of operations or cash flows. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Jul. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss) | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The components and changes in accumulated other comprehensive loss for fiscal 2017 , 2016 and 2015 were as follows: Foreign Currency Translation Adjustments Balance, July 31, 2014 $ 9,552 Other comprehensive loss before reclassification adjustments (7,064 ) Reclassification adjustment to loss on sale of business for foreign currency translation gain included in net income during the year (1,264 ) Balance, July 31, 2015 1,224 Other comprehensive loss (13,019 ) Balance, July 31, 2016 (11,795 ) Other comprehensive income 1,895 Balance, July 31, 2017 $ (9,900 ) |
Earnings Per Common Share
Earnings Per Common Share | 12 Months Ended |
Jul. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | Earnings Per Common Share Basic EPS is computed based upon the weighted average number of common shares outstanding for the year. Diluted EPS is computed based upon the weighted average number of common shares outstanding for the year plus the dilutive effect of common stock equivalents using the treasury stock method and the average market price of our common stock for the year. We include participating securities (unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents) in the computation of EPS pursuant to the two-class method. Our participating securities consist solely of unvested restricted stock awards, which have contractual participation rights equivalent to those of stockholders of unrestricted common stock. The two-class method of computing earnings per share is an allocation method that calculates earnings per share for common stock and participating securities. The following table sets forth the computation of basic and diluted EPS available to stockholders of common stock (excluding participating securities): Year Ended July 31, 2017 2016 2015 Numerator for basic and diluted earnings per share: Net income $ 71,378 $ 59,953 $ 47,953 Less income allocated to participating securities (431 ) (488 ) (433 ) Net income available to common shareholders $ 70,947 $ 59,465 $ 47,520 Denominator for basic and diluted earnings per share, as adjusted for participating securities: Denominator for basic earnings per share - weighted average number of shares outstanding attributable to common stock 41,468,487 41,344,013 41,139,467 Dilutive effect of stock options using the treasury stock method and the average market price for the year 74,278 46,181 63,133 Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock 41,542,765 41,390,194 41,202,600 Earnings per share attributable to common stock: Basic earnings per share $ 1.71 $ 1.44 $ 1.16 Diluted earnings per share $ 1.71 $ 1.44 $ 1.15 Stock options excluded from weighted average dilutive common shares outstanding because their inclusion would have been antidilutive — — — A reconciliation of weighted average number of shares and common stock equivalents attributable to common stock, as determined above, to the Company’s total weighted average number of shares and common stock equivalents, including participating securities, is set forth in the following table: Year Ended July 31, 2017 2016 2015 Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock 41,542,765 41,390,194 41,202,600 Participating securities 254,727 340,363 378,706 Total weighted average number of shares and common stock equivalents attributable to both common stock and participating securities 41,797,492 41,730,557 41,581,306 |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Jul. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation 2016 Equity Incentive Plan On January 7, 2016, the Company terminated the Cantel Medical Corp. 2006 Equity Incentive Plan (the “2006 Plan”) and adopted the Cantel Medical Corp. 2016 Equity Incentive Plan (the “2016 Plan”). As a result, no further options or awards will be granted under the Cantel Medical Corp. 2006 Equity Incentive Plan. The 2016 Plan provides for the granting of stock options, stock appreciation rights (SARs), restricted stock awards, restricted stock units (RSUs) and performance-based awards to our employees, independent contractors and consultants. It also provides the flexibility to grant equity-based awards to our non-employee directors. The 2016 Plan does not permit the granting of discounted options or discounted stock appreciation rights. The maximum number of shares as to which equity awards may be granted under the 2016 Plan is 1,200,000 shares. The 2016 Plan will terminate on the date of our annual meeting of stockholders following the close of our fiscal year ending in 2025, unless terminated earlier by the Board of Directors. Stock awards under this plan: • will be granted at the closing market price at the time of the grant, • will include terms which may not exceed ten years, subject to certain exceptions set forth in the Plan, and • may be granted in the form of Restricted Stock and Restricted Stock Units, Performance Awards, or Dividends. Stock awards outstanding under this plan are subject to risk of forfeiture solely due to an employment length-of-service restriction, with such restriction lapsing as to one-third of the shares of each of the first three anniversaries of the grant date subject to being employed by the Company through such vesting date. At July 31, 2017 , 113,926 unvested restricted stock shares were outstanding under the 2016 plan. No options were outstanding under the 2016 plan. At July 31, 2017 , 1,086,911 shares are collectively available pursuant to restricted stock and other stock awards and stock options and stock appreciation rights. 2006 Equity Incentive Plan A total of 5,591,000 shares of common stock, of which 2,700,000 shares were authorized for issuance pursuant to stock options and stock appreciation rights and 2,891,000 shares were authorized for issuance pursuant to restricted stock and other stock awards under the 2006 Plan, which was terminated on January 7, 2016 in conjunction with the adoption of the 2016 Plan. Restricted stock shares outstanding under this plan are subject to risk of forfeiture solely due to an employment length-of-service restriction, with such restriction lapsing as to one-third of the shares on each of the first three anniversaries of the grant date subject to being employed by the Company through such vesting date. At July 31, 2017 , options to purchase 122,500 shares of common stock were outstanding, and 108,372 unvested restricted stock shares were outstanding under the 2006 Plan. No additional awards will be granted under this plan. The following table shows the income statement components of stock-based compensation expense recognized in the consolidated statements of income: Year Ended July 31, 2017 2016 2015 Cost of sales $ 371 $ 438 $ 270 Operating expenses: Selling 1,582 929 608 General and administrative 6,774 6,881 4,897 Research and development 117 113 92 Total operating expenses 8,473 7,923 5,597 Stock-based compensation before income taxes $ 8,844 $ 8,361 $ 5,867 Our stock options and time-based stock awards are subject to graded vesting in which portions of the awards vest at different times during the vesting period. We recognize compensation expense for awards subject to graded vesting using the straight-line basis over the vesting period. In October 2016, we granted for the first time to certain employees both equity awards with performance conditions and equity awards with market conditions. The actual number of equity awards earned and eligible to vest will be determined based on the level of achievement against budgeted revenue and a defined gross profit percentage, with respect to the awards with performance conditions, and the Company’s 3-year relative total stockholder return performance as measured against the S&P Healthcare Equipment Index, with respect to the awards with market conditions. The maximum share attainment of these awards are 200% of the initial granted shares. We recognize compensation expense for the awards with performance conditions using the accelerated attribution method over the requisite service period for each separately vesting portion of the award when it is probable that the performance condition will be achieved. We record expense for the awards that are subject to market conditions ratably over the vesting period regardless of whether the market condition is satisfied. At July 31, 2017 , total unrecognized stock-based compensation expense, before income taxes, related to total nonvested stock options and restricted stock awards was $9,741 with a remaining weighted average period of 17 months over which such expense is expected to be recognized. The majority of our nonvested awards relate to restricted stock awards. As a result of the adoption of ASU 2016-09 on August 1, 2016, we have elected to account for forfeitures as they occur, rather than estimate expected forfeitures over the vesting period. We determine the fair value of each time-based stock award and performance-based stock award by using the closing market price of our common stock on the date of grant. We determine the fair value of each stock award with market conditions using the Monte Carlo simulation on the date of grant using the following assumptions: Year Ended July 31, 2017 Volatility of common stock 27.75 % Average volatility of peer companies 32.98 % Average correlation coefficient of peer companies 35.35 % Risk-free interest rate 0.96 % A summary of nonvested stock award activity for the year ended July 31, 2017 follows: Number of Time-based Shares Number of Performance-based Shares Number of Market-based Shares Number of Total Shares Weighted Average Fair Value July 31, 2014 525,842 — — 525,842 $ 22.25 Granted 144,278 — — 144,278 $ 39.77 Vested (1) (313,797 ) — — (313,797 ) $ 18.62 Forfeited (12,804 ) — — (12,804 ) $ 26.20 July 31, 2015 343,519 — — 343,519 $ 32.77 Granted 175,700 — — 175,700 $ 55.40 Vested (1) (183,045 ) — — (183,045 ) $ 30.06 Forfeited (4,807 ) — — (4,807 ) $ 45.06 July 31, 2016 331,367 — — 331,367 $ 46.09 Granted 86,305 16,960 9,800 113,065 $ 81.77 Vested (1) (214,932 ) (725 ) (555 ) (216,212 ) $ 43.62 Forfeited (5,922 ) — — (5,922 ) $ 59.40 July 31, 2017 196,818 16,235 9,245 222,298 $ 66.28 _______________________________________________ (1) The aggregate fair value of all nonvested stock awards which vested was approximately $9,431 , $5,503 and $5,844 in fiscal 2017 , 2016 and 2015 , respectively. There were no options granted during the fiscal year ended July 31, 2017. The fair value of each option grant in the prior years was estimated on the date of grant using the Black-Scholes option valuation model with the following assumptions: Year Ended Year Ended July 31, 2016 July 31, 2015 Dividend yield 0.22 % 0.25 % Expected volatility (1) 55.90 % 33.90 % Risk-free interest rate (2) 1.41 % 1.55 % Expected lives (in years) (3) 5.00 5.00 ________________________________________________ (1) Volatility was based on historical closing prices of our common stock. (2) The U.S. Treasury rate based on the expected life at the date of grant. (3) Based on historical exercise behavior. A summary of stock option activity for the year ended July 31, 2017 follows: Number of shares Weighted Average Exercise Price Weighted Average Contractual Life Remaining (Years) Aggregate Intrinsic Value Outstanding at July 31, 2016 122,500 $ 29.36 Granted — — Exercised — — Outstanding at July 31, 2017 122,500 $ 29.36 1.27 $ 5,493 Exercisable at July 31, 2017 104,167 $ 26.28 1.02 $ 4,992 In fiscal 2017, 2016 and 2015, 23,333 , 35,834 and 27,500 , respectively, options vested, with an aggregate fair value of approximately $349 , $344 and $248 , respectively. There were no option grants and no options were exercised during fiscal 2017 . The weighted average fair value of options granted was $26.49 and $11.54 in fiscal 2016 and 2015 , respectively. At July 31, 2017 , 2016 and 2015, there were 122,500 , 122,500 and 107,500 , respectively, outstanding options with an aggregate fair value of $5,493 , $4,605 and $3,133 , respectively. As of July 31, 2017 and 2016 , all of the outstanding options had vested or were expected to vest in future periods. The Company does not currently have a publicly announced stock repurchase program. All of the shares purchased during fiscal 2017 and 2016 represent shares surrendered to the Company relating to cashless exercises of stock options and to pay employee withholding taxes due upon the vesting of restricted stock or the exercise of stock options. In fiscal 2017 and 2016 , such purchases amounted to 89,607 and 67,038 shares at a total average price per share of $77.12 and $55.68 , respectively. Upon exercise of stock options or grant of stock awards, we typically issue new shares of our common stock as opposed to using treasury shares. Additionally, all options were considered to be deductible for tax purposes in the valuation model. Such non-qualified options were tax-effected using the Company’s estimated U.S. effective tax rate at the time of grant. All of our stock options and restricted stock awards are expected to be deductible for tax purposes, except for certain stock awards granted to employees residing outside of the United States, and were tax-effected using the Company’s estimated U.S. effective tax rate at the time of grant. Excess tax benefits arise when the ultimate tax effect of the deduction for tax purposes is greater than the income tax benefit on stock-based compensation described above. Prior to the adoption of ASU 2016-09 on August 1, 2016, the differences noted above between actual tax deductions and the previously recorded deferred income tax assets were recorded as additional paid-in capital. For the year ended July 31, 2016 , income tax deductions of $3,059 were generated, of which $1,880 were recorded as a reduction in income tax expense over the equity awards’ vesting period and the remaining excess tax benefits of $1,179 were recorded as an increase to additional paid-in capital. As a result of the adoption of ASU 2016-09, we no longer record excess tax benefits as an adjustment to additional paid-in capital, but record such excess tax benefits prospectively as a reduction of income tax expense. For the year ended July 31, 2017 , income tax deductions of $5,592 were generated, of which $3,351 were previously recorded as a reduction in income tax expense over the equity awards’ vesting period and the remaining excess tax benefit of $2,241 was recorded as a reduction in income tax expense. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Jul. 31, 2017 | |
Retirement Benefits [Abstract] | |
Retirement Plans | Retirement Plans We have 401(k) Savings and Retirement Plans for the benefit of eligible U.S. employees. Additionally, our Canadian and certain European subsidiaries maintain profit sharing plans for the benefit of eligible employees. Contributions by the Company are both discretionary and non-discretionary and are limited in any year to the amount allowable by government tax authorities. Aggregate employer contributions recognized under these plans were $3,863 , $3,406 and $2,541 for fiscal 2017 , 2016 and 2015 , respectively. |
Information as to Reportable Se
Information as to Reportable Segments and Foreign and Domestic Operations | 12 Months Ended |
Jul. 31, 2017 | |
Segment Reporting [Abstract] | |
Information as to Reportable Segments and Foreign and Domestic Operations | Information as to Reportable Segments and Foreign and Domestic Operations In accordance with FASB ASC Topic 280, “ Segment Reporting,” (“ASC 280”), we have determined our reportable business segments based upon an assessment of product types, organizational structure, customers and internally prepared financial statements. The primary factors used by us in analyzing segment performance are net sales and operating income. None of our customers accounted for 10% or more of our consolidated net sales during fiscal 2017 , 2016 and 2015 . The Company’s reportable segments are as follows: Endoscopy: designs, develops, manufactures, sells and installs a comprehensive offering of products and services comprising a complete circle of infection prevention solutions. Our products include endoscope reprocessing and endoscopy procedure products. Water Purification and Filtration: designs, develops, manufactures, sells, and installs water purification systems for medical, pharmaceutical and other bacteria controlled applications. We also provide filtration/separation and disinfectant technologies to the medical and life science markets through a worldwide distributor network. Two customers, who collectively accounted for approximately 50.2% of our Water Purification and Filtration segment net sales in fiscal 2017 . Healthcare Disposables: designs, manufactures, sells, supplies and distributes a broad selection of infection prevention healthcare products, the majority of which are single-use products used by dental practitioners. Three customers, who collectively accounted for approximately 43.4% of our Healthcare Disposables segment net sales in fiscal 2017 . Dialysis: designs, develops, manufactures, sells and services reprocessing systems and sterilants for dialyzers (a device serving as an artificial kidney), as well as dialysate concentrates and supplies utilized for renal dialysis. Two customers collectively accounted for approximately 44.2% of our Dialysis segment net sales in fiscal 2017 . Other: On April 7, 2015, we completed the sale of our Specialty Packaging business and recorded a $2,206 loss associated with this divestiture, which is included in our consolidated statements of income in fiscal 2015. The operating results of the Specialty Packaging business through April 7, 2015 are reported in Other in the tables below. The results were not significant in relation to our overall consolidated operating results and did not have a major effect on our operations and financial results, and accordingly, has not been classified as a discontinued operation for any of the periods presented. Information as to reportable segments is summarized below: Year Ended July 31, 2017 2016 2015 Net sales: Endoscopy $ 398,773 $ 341,752 $ 248,654 Water Purification and Filtration 196,446 177,669 173,834 Healthcare Disposables 144,457 112,584 106,920 Dialysis 30,481 32,750 31,240 Other — — 4,356 Total $ 770,157 $ 664,755 $ 565,004 Year Ended July 31, 2017 2016 2015 Operating income: Endoscopy $ 73,440 $ 61,021 $ 40,863 Water Purification and Filtration 33,159 30,620 30,606 Healthcare Disposables 28,000 24,486 19,904 Dialysis 8,154 7,907 6,749 Other — — 1,118 142,753 124,034 99,240 General corporate expenses 32,343 26,783 18,479 Income from operations 110,410 97,251 80,761 Interest expense, net 4,303 3,320 2,364 Other income (126 ) — — Loss on sale of business — — 2,206 Income before income taxes $ 106,233 $ 93,931 $ 76,191 Year Ended July, 31 2017 2016 2015 Identifiable assets: Endoscopy $ 368,820 $ 347,107 $ 238,799 Water Purification and Filtration 147,477 137,731 138,069 Healthcare Disposables 208,328 157,918 145,391 Dialysis 17,211 20,147 26,452 General corporate, including cash and cash equivalents 44,537 31,629 35,320 Total $ 786,373 $ 694,532 $ 584,031 Year Ended July, 31 2017 2016 2015 Capital expenditures: Endoscopy $ 13,816 $ 11,299 $ 7,042 Water Purification and Filtration 3,689 3,376 2,984 Healthcare Disposables 2,492 2,606 1,587 Dialysis 1,296 667 894 Other — — 19 General corporate 5,772 941 234 Total $ 27,065 18,889 12,760 Year Ended July, 31 2017 2016 2015 Depreciation and amortization: Endoscopy $ 18,245 $ 14,333 $ 10,729 Water Purification and Filtration 5,706 5,441 5,257 Healthcare Disposables 8,556 4,361 6,354 Dialysis 427 681 1,382 Other — — 78 General corporate 518 268 157 Total $ 33,452 $ 25,084 $ 23,957 Information as to geographic areas (including net sales which represent the geographic area from which the Company derives its net sales from external customers) is summarized below: Year Ended July, 31 2017 2016 2015 Net sales: United States $ 599,657 $ 515,055 $ 447,848 Europe/Africa/Middle East 95,753 88,355 62,193 Asia/Pacific 40,964 33,374 28,529 Canada 26,648 20,975 19,306 Latin America/South America 7,135 6,996 7,128 Total $ 770,157 $ 664,755 $ 565,004 July 31, 2017 2016 2015 Total long-lived assets: United States $ 74,401 $ 62,820 $ 57,080 Europe/Africa/Middle East 16,209 14,863 9,122 Asia/Pacific 1,381 1,607 1,081 Canada 1,054 463 600 Total 93,045 79,753 67,883 Goodwill and intangible assets, net 435,957 392,037 327,787 Total $ 529,002 $ 471,790 $ 395,670 |
Quarterly Results of Operations
Quarterly Results of Operations (unaudited) | 12 Months Ended |
Jul. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (unaudited) | Quarterly Results of Operations (unaudited) The following is a summary of the quarterly results of operations for the years ended July 31, 2017 and 2016 : 2017 First Quarter Second Quarter Third Quarter Fourth Quarter Net sales $ 187,725 $ 184,817 $ 192,113 $ 205,502 Cost of sales 98,218 96,340 100,665 107,774 Gross profit 89,507 88,477 91,448 97,728 Gross profit percentage 47.7 % 47.9 % 47.6 % 47.6 % Net income $ 18,800 $ 18,070 $ 17,511 $ 16,997 Earnings per common share: Basic $ 0.45 $ 0.43 $ 0.42 $ 0.41 Diluted $ 0.45 $ 0.43 $ 0.42 $ 0.41 2016 First Quarter Second Quarter Third Quarter Fourth Quarter Net sales $ 153,779 $ 158,271 $ 173,703 $ 179,002 Cost of sales 82,581 85,934 93,382 93,672 Gross profit 71,198 72,337 80,321 85,330 Gross profit percentage 46.3 % 45.7 % 46.2 % 47.7 % Net income $ 14,254 $ 15,389 $ 14,019 $ 16,291 Earnings per common share: Basic $ 0.34 $ 0.37 $ 0.34 $ 0.39 Diluted $ 0.34 $ 0.37 $ 0.34 $ 0.39 |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Jul. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | Schedule II - Valuation and Qualifying Accounts Balance at Beginning of Period Additions Deductions Translation Adjustments Balance at End of Period Allowance for doubtful accounts: Year ended July 31, 2017 $ 1,850 $ 998 $ (1,056 ) $ 16 $ 1,808 Year ended July 31, 2016 $ 2,092 $ 15 $ (223 ) $ (34 ) $ 1,850 Year ended July 31, 2015 $ 1,874 $ 464 $ (227 ) $ (19 ) $ 2,092 Reserve for excess and obsolete inventory: Year ended July 31, 2017 $ 5,390 $ 5,016 $ (1,580 ) $ 27 $ 8,853 Year ended July 31, 2016 $ 3,895 $ 3,182 $ (1,569 ) $ (118 ) $ 5,390 Year ended July 31, 2015 $ 4,419 $ 1,494 $ (1,796 ) $ (222 ) $ 3,895 Deferred tax asset valuation allowance: Year ended July 31, 2017 $ 2,334 $ 615 $ — $ 35 $ 2,984 Year ended July 31, 2016 $ 2,037 $ 929 $ (712 ) $ 80 $ 2,334 Year ended July 31, 2015 $ 3,538 $ 1,010 $ (2,420 ) (1) $ (91 ) $ 2,037 ________________________________________________ (1) The amounts primarily include deductions of valuation allowances associated with New Jersey net operating losses. |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jul. 31, 2017 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Cantel and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Certain prior year amounts have been reclassified to conform to the current year's presentation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. On an ongoing basis, we evaluate the adequacy of our reserves and the estimates used in calculations of reserves as well as other judgmental financial statement items, including, but not limited to: collectability of accounts receivable, volume rebates and trade-in allowances, inventory values and obsolescence reserves, warranty reserves, contingent consideration, contingent guaranteed obligations, depreciation and amortization periods, deferred income taxes, goodwill and intangible assets, impairment of long-lived assets, unrecognized tax benefits for uncertain tax positions, reserves for legal exposure, stock-based compensation and expense accruals. Such estimates and assumptions are subjective in nature. We reflect such amounts based upon the most recent information available. |
Subsequent Events | Subsequent Events We have evaluated subsequent events for disclosure through the date of issuance of the accompanying consolidated financial statements. |
Revenue Recognition | Revenue Recognition Revenue on product sales is recognized as products are shipped to customers and title passes. The passing of title is determined based upon the FOB terms specified for each shipment. With respect to endoscopy and dialysis products, shipment terms are generally FOB origin for common carrier and when our distribution fleet is utilized (except for one large customer in dialysis and several endoscopy customers whereby all products are shipped FOB destination). With respect to water purification and filtration and healthcare disposable products, shipment terms may be either FOB origin or destination. Customer acceptance for the majority of our product sales occurs at the time of delivery. With respect to a portion of water purification and filtration and endoscopy product sales, equipment is sold as part of a system for which the equipment is functionally interdependent or the customer’s purchase order specifies “ship-complete” as a condition of delivery; revenue recognition on such sales is deferred until all equipment has been delivered, or post-delivery obligations such as installation have been substantially fulfilled such that the products are deemed functional by the end-user. All shipping and handling fees invoiced to customers, such as freight, are recorded as revenue (and related costs are included within cost of sales) at the time the sale is recognized. A portion of our endoscopy, water purification and filtration and dialysis sales are recognized as multiple element arrangements, whereby revenue is allocated to the equipment, installation and consumable components based upon vendor specific objective evidence, which includes comparable historical transactions of similar equipment, installation and consumables sold as stand-alone components. If vendor-specific objective evidence of selling price is not available, we allocate revenue to the elements of the bundled arrangement using the estimated selling price method in order to qualify the components as separate units of accounting. Revenue on the equipment and consumables components are recognized as the equipment or consumable is shipped to customers and title passes. Revenue on the installation component is recognized when the installation is complete. A portion of our healthcare disposables sales relating to the mail-in spore test kit is recorded as deferred revenue when initially sold. We recognize the revenue on these test kits using an estimate based on historical experience of the amount of time that elapses from the point of sale to when the kit is returned to us and we communicate to the customer the results of the required laboratory test. The related cost of the kits is recorded in inventory and recognized in cost of sales as the revenue is earned. Revenue on service sales is recognized when repairs are completed at the customer’s location or when repairs are completed at our facilities and the products are shipped to customers. With respect to certain service contracts in our Endoscopy and Water Purification and Filtration operating segments, service revenue is recognized on a straight-line basis over the contractual term of the arrangement. Our endoscopy products and services are sold directly to hospitals and other end-users in the United States and primarily to distributors internationally except for the United Kingdom, Italy, Netherlands, Singapore, China and Germany where we sell directly to hospitals and other end-users. Water purification and filtration products and services are sold directly to hospitals, dialysis clinics, pharmaceutical and biotechnology companies, laboratories, medical products and service companies and other end-users as well as through third-party distributors. The majority of our healthcare disposable products are sold to third party distributors, and with respect to some of our sterility assurance products, to hospitals, surgery centers, physician and dental offices, dental schools, medical research companies, laboratories and other end-users. The majority of our dialysis products are sold to dialysis clinics and hospitals. Sales to all of these customers follow our revenue recognition policies. None of our sales contain right-of-return provisions. Customer claims for credit or return due to damage, defect, shortage or other reason must be pre-approved by us before credit is issued or such product is accepted for return. No cash discounts for early payment are offered except with respect to a small portion of our product sales in each segment. We do not offer price protection, although advance pricing contracts or required notice periods prior to implementation of price increases exist for certain customers with respect to many of our products. With respect to certain of our dialysis, healthcare disposables, water purification and filtration and endoscopy customers, rebates are provided; such rebates, which consist primarily of volume rebates, are provided for as a reduction of sales at the time of revenue recognition and amounted to $6,291 , $5,944 , and $5,597 in fiscal 2017 , 2016 , and 2015 , respectively. Such allowances are determined based on estimated projections of sales volume for the entire rebate periods. If it becomes known that sales volume to customers will deviate from original projections, the rebate provisions originally established would be adjusted accordingly. |
Translation of Foreign Currency Financial Statements | Translation of Foreign Currency Financial Statements Assets and liabilities of our foreign subsidiaries are translated into U.S. dollars at year-end exchange rates; sales and expenses are translated using average exchange rates during the year. The cumulative effect of the translation of the accounts of the foreign subsidiaries is presented as a component of accumulated other comprehensive income or loss. Foreign exchange gains and losses related to the purchase of inventories denominated in foreign currencies are included in cost of sales and foreign exchange gains and losses related to the incurrence of operating costs denominated in foreign currencies and the conversion of foreign assets and liabilities into functional currencies are included in general and administrative expenses. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable consist of amounts due to us from normal business activities. Allowances for doubtful accounts are reserves for the estimated loss from the inability of customers to make required payments. We use historical experience as well as current market information in determining the estimate. While actual losses have historically been within management’s expectations and provisions established, if the financial condition of our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. Alternatively, if certain customers paid their delinquent receivables, reductions in allowances may be required. |
Inventories | Inventories Inventories consist of raw materials, work-in-process and finished products which are sold in the ordinary course of our business and are stated at the lower of cost (first-in, first-out) or market. In assessing the value of inventories, we must make estimates and judgments regarding reserves required for product obsolescence, aging of inventories and other issues potentially affecting the saleable condition of products. In performing such evaluations, we use historical experience as well as current market information. With few exceptions, the saleable value of our inventories has historically been within management’s expectation and provisions established, however, rapid changes in the market due to competition, technology and various other factors could impact the value of our inventories, resulting in the need for additional reserves. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. Additions and improvements are capitalized, while maintenance and repair costs are expensed. When assets are retired or otherwise disposed, the cost and related accumulated depreciation or amortization is removed from the respective accounts and any resulting gain or loss is included in income. Depreciation and amortization is provided on the straight-line method over the estimated useful lives of the assets which generally range from 2 - 15 years for furniture and equipment, 5 - 32 years for buildings and improvements and the shorter of the life of the asset or the life of the lease for leasehold improvements. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Certain of our identifiable intangible assets, including customer relationships, technology, brand names, non-compete agreements and patents, are amortized using the straight-line method over their estimated useful lives which range from 3 to 20 years. Additionally, we have recorded goodwill and trademarks and trade names, all of which have indefinite useful lives and are therefore not amortized. All of our intangible assets and goodwill are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, and goodwill and intangible assets with indefinite lives are reviewed for impairment at least annually . Our management is responsible for determining if impairment exists and considers a number of factors, including third-party valuations, when making these determinations. We first assess qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than the carrying amount before proceeding to step one of the two-step quantitative goodwill impairment test, if necessary. Such qualitative factors that are assessed include evaluating a segment’s financial performance, industry and market conditions, macroeconomic conditions and specific issues that can directly affect the segment such as changes in business strategies, competition, supplier relationships, operating costs, regulatory matters, litigation and the composition of the segment’s assets due to acquisitions or other events. At July 31, 2017 , because we determined through qualitative factors that the fair values of our Endoscopy, Water Purification and Filtration and Healthcare Disposables segments were unlikely to be less than the carrying value, we did not proceed to step one of the two-step quantitative goodwill impairment test for those three segments. We performed step one of the two-step quantitative goodwill impairment test for Dialysis due to the continuing shift by our customers from reusable to single-use dialyzers, which is having an adverse impact on our business and is expected to continue. In performing a detailed quantitative review for goodwill impairment, management uses a two-step process that begins with an estimation of the fair value of the related reporting units by using weighted fair value results of the discounted cash flow methodology, as well as the market multiple and comparable transaction methodologies, where applicable. The first step is a review for potential impairment, and the second step measures the amount of impairment, if any. We perform our annual impairment review for indefinite lived intangibles by first assessing qualitative factors, such as those described above, to determine whether it is more likely than not that the fair value of such assets is less than the carrying values, and if necessary, we perform a quantitative analysis comparing the current fair value of our indefinite lived intangibles assets to their carrying values. At July 31, 2017 , because we determined through qualitative factors that the fair values of all of our indefinite lived intangible assets were unlikely to be less than the carrying value, we did not perform a quantitative analysis for those assets. With respect to amortizable intangible assets when impairment indicators are present, management would determine whether expected future non-discounted cash flows would be sufficient to recover the carrying value of the assets; if not, the carrying value of the assets would be adjusted to their fair value. Management concluded that none of our intangible assets or goodwill was impaired as of July 31, 2017 . |
Long-Lived Assets | Long-Lived Assets We evaluate the carrying value of long-lived assets including property, equipment and other assets whenever events or changes in circumstances indicate that the carrying value may not be recoverable. An assessment is made to determine if the sum of the expected future non-discounted cash flows from the use of the assets and eventual disposition is less than the carrying value. If the sum of the expected non-discounted cash flows is less than the carrying value, an impairment loss is recognized based on fair value. With the exception of the impairment on an acquired license, our historical assessments of our long-lived assets have not differed significantly from the actual amounts realized. See Note 8, "Intangibles and Goodwill." However, the determination of fair value requires us to make certain assumptions and estimates and is highly subjective. On July 31, 2017 , management concluded that no other events or changes in circumstances have occurred that would indicate that the carrying amount of our long-lived assets may not be recoverable. |
Other Assets | Other Assets Debt issuance costs associated with our credit facilities are amortized to interest expense over the life of the credit facilities. |
Warranties | Warranties We provide for estimated costs that may be incurred to remedy deficiencies of quality or performance of our products at the time of revenue recognition. Most of our products have a one year warranty, although certain endoscopy and water purification and filtration products that require installation may carry a warranty period of up to 24 months . Additionally, many of our consumables, accessories, parts and service have a 90 day warranty. We record provisions for product warranties as a component of cost of sales based upon an estimate of the amounts necessary to settle existing and future claims on products sold. The historical relationship of warranty costs to products sold is the primary basis for the estimate. A significant increase in third party service repair rates, the cost and availability of parts or the frequency of claims could have a material impact on our results for the period or periods in which such claims or additional costs materialize. Management reviews its warranty exposure periodically and believes that the warranty reserves are adequate; however, actual claims incurred could differ from original estimates, requiring adjustments to the reserves. |
Stock-Based Compensation | Stock-Based Compensation Stock compensation expense is recognized for any option or stock award grant based upon the fair value of the award. Our stock options and time-based stock awards are subject to graded vesting in which portions of the award vest ratably over the vesting period. We recognize compensation expense for awards subject to graded vesting using the straight-line basis over the vesting period. In October 2016, we granted for the first time to certain employees equity awards with performance conditions and equity awards with market conditions. We recognize compensation expense for the awards with performance conditions using the accelerated attribution method over the requisite service period for each separately vesting portion of the award when it is probable that the performance condition will be achieved. We record expense for the awards with market conditions ratably over the vesting period regardless of whether the market condition is satisfied. As a result of the adoption of ASU 2016-09 on August 1, 2016, we have elected to account for forfeitures as they occur, rather than estimate forfeitures over the course of the vesting period. |
Advertising Costs | Advertising Costs Our policy is to expense advertising costs as they are incurred. |
Income Taxes | Income Taxes Our provision for income taxes is based on our current period income, changes in deferred income tax assets and liabilities, statutory income tax rates, changes in uncertain tax benefits and the deductibility of expenses or availability of tax credits in various taxing jurisdictions. Tax laws are complex, subject to different interpretations by the taxpayer and the respective governmental taxing authorities and are subject to future modification, expiration or repeal by government legislative bodies. We use significant judgment on a quarterly basis in determining our annual effective income tax rate and evaluating our tax positions. We regularly review our deferred tax assets for recoverability and establish a valuation allowance, if necessary, based on historical taxable income, projected future taxable income, and the expected timing of the reversals of existing temporary differences. Although realization is not assured, management believes it is more likely than not that the recorded deferred tax assets, as adjusted for valuation allowances, will be realized. Additionally, deferred tax liabilities are regularly reviewed to confirm that such amounts are appropriately stated. A review of our deferred tax items considers known future changes in various income tax rates, principally in the United States. If income tax rates were to change in the future, particularly in the United States and to a lesser extent Canada, the U.K. and Italy, our items of deferred tax could be materially affected. All of such evaluations require significant management judgments. We record liabilities for an unrecognized tax benefit when a tax benefit for an uncertain tax position is taken or expected to be taken on a tax return, but is not recognized in our consolidated financial statements because it does not meet the more-likely-than-not recognition threshold that the uncertain tax position would be sustained upon examination by the applicable taxing authority. Any adjustments upon resolution of income tax uncertainties are recognized in our results of operations. Unrecognized tax benefits are analyzed periodically and adjustments are made as events occur to warrant adjustment to the related liability. Historically, we have not had significant unrecognized tax benefits. |
Recently Issued Accounting Standards | Newly Adopted Accounting Standards In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, “ Improvements to Employee Share-Based Payment Accounting ” (“ASU 2016-09”), which simplifies the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements. The new guidance also requires that all tax-related cash flows resulting from share-based payments to be reported as operating activities in the statement of cash flows. We early adopted ASU 2016-09 on August 1, 2016, on a prospective basis. As a result, we no longer record excess tax benefits as an adjustment to additional paid-in capital, we record such excess tax benefits as a reduction of income tax expense, which amounted to $2,241 for the year ended July 31, 2017. See Note 11, "Income Taxes" and Note 15, "Stock-based Compensation." In addition, we elected to record excess tax benefits as an operating cash flow prospectively and not adjust the prior year period. As such, the current period excess tax benefits were reflected as an operating cash flow rather than a financing cash flow on our consolidated statement of cash flows for the year ended July 31, 2017. Furthermore, we have elected to account for forfeitures as they occur, rather than estimate expected forfeitures over the course of a vesting period since forfeitures have been insignificant historically. Recently Issued Accounting Standards In May 2017, the FASB issued ASU 2017-09, " Scope of Modification Accounting " ("ASU 2017-09") to provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-12 is effective for fiscal years beginning after December 15, 2017 (our fiscal year 2019), including interim periods within that reporting period. We are currently in the process of evaluating the impact of ASU 2017-09 on our financial position and result of operations. In January 2017, the FASB issued ASU 2017-04, “Intangibles - Goodwill and Other” (“ASU 2017-04”) to simplify the test for goodwill impairment. The revised guidance eliminates the existing Step 2 of the goodwill impairment test which required an entity to compute the implied fair value of its goodwill at the testing date in order to measure the amount of the impairment charge when the fair value of the reporting unit failed Step 1 of the goodwill impairment test. Under the revised guidance, an entity would recognize an impairment charge for the amount by which the carrying amount of the reporting unit exceeds its fair value; however, the loss recognized would not exceed the total amount of goodwill allocated to the reporting unit. The guidance will be applied on a prospective basis on or after the effective date. ASU 2017-04 is effective for fiscal years beginning after December 31, 2018 (our fiscal year 2020) and early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of ASU 2017-04 is not expected to have a significant impact on our financial position and result of operations. In January 2017, the FASB issued ASU 2017-01, “ Business Combinations (Topic 805)” (“ASU 2017-01”) to clarify the definition of a business. The revised guidance creates a more robust framework to use in determining whether a set of assets and activities is a business. The guidance will be applied on a prospective basis on or after the effective date. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017 (our fiscal year 2019), including interim periods within that reporting period. We are currently in the process of evaluating the impact of ASU 2017-01 on our financial position and result of operations. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows” (“ASU 2016-15”). This new guidance will make eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017 (our fiscal year 2019). ASU 2016-15 will require adoption on a retrospective basis unless it is impracticable to apply, in which case we would be required to apply the amendments prospectively as of the earliest date practicable. We are currently in the process of evaluating the impact of ASU 2016-15 on our financial position and result of operations. In February 2016, FASB issued ASU 2016-02, “ Leases (Topic 842) ” (“ASU 2016-02”). The new guidance requires the recording of assets and liabilities arising from leases on the balance sheet accompanied by enhanced qualitative and quantitative disclosures in the notes to the financial statements. The new guidance is expected to provide transparency of information and comparability among organizations. ASU 2016-02 is effective for fiscal years beginning after December 31, 2018 (our fiscal year 2020), including interim periods within that reporting period. Early adoption is permitted as of the beginning of an interim or annual period. We are currently in the process of evaluating the impact of ASU 2016-02 on our financial position and results of operations. In September 2015, the FASB issued ASU 2015-16, “ Simplifying the Accounting for Measurement-Period Adjustments (Topic 805)” (“ASU 2015-16”). The new guidance requires an acquirer in a business combination to recognize a measurement-period adjustment during the period in which it determines the amount, and eliminates the requirement for an acquirer to account for measurement-period adjustments retrospectively. The acquirer must also disclose the amounts and reasons for adjustments to the provisional amounts. ASU 2015-16 is effective for fiscal years beginning after December 15, 2016 (our fiscal year 2018), including interim periods within that reporting period. Accordingly, we will adopt ASU 2015-06 in our first quarter of fiscal 2018. The adoption of ASU 2015-06 is not expected to have a material impact upon on our financial position and results of operations. In July 2015, the FASB issued ASU 2015-11, “Inventory (Topic 330) Simplifying the Measurement of Inventory,” (“ASU 2015-11”). The new guidance requires companies using the first-in, first-out and average costs methods to measure inventory using the lower of cost and net realizable value, where net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. ASU 2015-11 is effective for fiscal years beginning after December 15, 2016 (our fiscal year 2018), including interim periods within that reporting period. Accordingly, we will adopt ASU 2015-11 in our first quarter of fiscal 2018. The adoption of ASU 2015-11 is not expected to have a material impact upon on our financial position and results of operations. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”), which will supersede the revenue recognition requirements in Accounting Standards Codification 605, “Revenue Recognition” ("ASC 605"). ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. It also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, significant judgments and changes in judgments, and assets recognized from costs incurred to obtain or fulfill a contract. In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers (Topic 606),” which defers the effective date of ASU 2014-09 by one year to fiscal years beginning after December 15, 2017 (our fiscal year 2019), including interim periods within that reporting period. In May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606),” (“ASU 2016-12”), which provided narrow scope improvements and practical expedients relating to ASU 2014-09. In preparation for our adoption of ASU 2014-09 and ASU 2016-12 on August 1, 2018, we are obtaining representative samples of contracts and other forms of agreements with our customers in the United States and international locations and plan to evaluate the provisions contained therein in light of the five-step model specified by the new guidance. We are also evaluating the impact of the new standard on certain common practices currently employed by us and by other health care manufacturers and service providers, such as multiple-element arrangements, deferred revenues, warranties, rebates and other pricing allowances. We anticipate adopting the standard using the modified retrospective method. There may be differences in timing of revenue recognition under the new standard compared to recognition under ASC 605. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | 2017 2016 Purchase Price Allocation CR Kennedy Vantage (1) Accutron (1) NAMSA (1) MI Purchase Price: Cash paid $ 11,999 $ 4,044 $ 53,049 $ 13,424 $ 79,597 Debt acquired — — — — — Total $ 11,999 $ 4,044 $ 53,049 $ 13,424 $ 79,597 Allocation: Property and equipment — 433 1,676 437 6,464 Amortizable intangible assets: Customer relationships 4,200 992 12,800 5,820 24,430 Technology — — 10,000 1,320 10,930 Brand names — — 2,000 — 2,030 Goodwill 5,894 2,299 21,989 3,687 40,006 Deferred income taxes — — 112 — (8,683 ) Other working capital 1,905 320 4,472 2,160 4,420 Total $ 11,999 $ 4,044 $ 53,049 $ 13,424 $ 79,597 _______________________________________________ (1) The excess purchase price over net assets acquired was assigned to goodwill, all of which is deductible for income tax purposes. |
Inventories, Net (Tables)
Inventories, Net (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Summary of inventories | A summary of inventories, net, is as follows: July 31, 2017 2016 Raw materials and parts $ 45,831 $ 45,867 Work-in-process 13,484 13,178 Finished goods 48,262 37,831 Less: reserve for excess and obsolete inventory (8,853 ) (5,390 ) Total $ 98,724 $ 91,486 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Summary of property and equipment | A summary of property and equipment, net, is as follows: July 31, 2017 2016 Land, buildings and improvements $ 46,921 $ 44,387 Furniture and equipment 119,682 95,033 Leasehold improvements 7,858 6,048 Less: accumulated depreciation (86,123 ) (70,864 ) Total $ 88,338 $ 74,604 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair values of financial instruments measured on a recurring basis | The fair values of the Company’s financial instruments measured on a recurring basis were categorized as follows: July 31, 2017 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money markets $ 102 $ — $ — $ 102 Total assets 102 — — 102 Liabilities: Accrued expenses: Assumed contingent obligation — — 12 12 Contingent guaranteed obligation — — — — Total accrued expenses — — 12 12 Long-term debt (1) — 126,000 — 126,000 Other long-term liabilities: Assumed contingent obligation — — 1,126 1,126 Contingent guaranteed obligation — — — — Total other long-term liabilities: — — 1,126 1,126 Total liabilities $ — $ 126,000 $ 1,138 $ 127,138 ________________________________________________ (1) Fair value estimated using Level 2 inputs, which were quoted prices for identical or similar instruments in markets that are not active. July 31, 2016 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money markets $ 740 $ — $ — $ 740 Total assets $ 740 $ — $ — $ 740 Liabilities: Accrued expenses: Assumed contingent obligation — — 12 12 Contingent guaranteed obligation — — 366 366 Total accrued expenses — — 378 378 Long-term debt (1) — 116,000 — 116,000 Other long-term liabilities: Contingent consideration — — — — Assumed contingent obligation — — 1,126 1,126 Contingent guaranteed obligation — — 75 75 Total other long-term liabilities: — — 1,201 1,201 Total liabilities $ — $ 116,000 $ 1,579 $ 117,579 ________________________________________________ (1) Fair value estimated using Level 2 inputs, which were quoted prices for identical or similar instruments in markets that are not active. |
Reconciliation of liabilities measured and recorded at fair value on a recurring basis using significant unobservable inputs (Level 3) | A reconciliation of our liabilities that are measured and recorded at fair value on a recurring basis using significant unobservable inputs (Level 3) for fiscal 2017 , 2016 and 2015 is as follows: Jet Prep Contingent Consideration Jet Prep Assumed Contingent Obligation Cantel Medical (U.K.) Contingent Guaranteed Obligation Total Balance, July 31, 2014 $ 2,722 $ 1,752 $ 1,395 $ 5,869 Total net unrealized gains included in general and administrative expense in earnings (1,971 ) (614 ) — (2,585 ) Net purchases, issuances, sales and settlements — — (507 ) (507 ) Balance, July 31, 2015 751 1,138 888 2,777 Total net unrealized (gains) losses included in general and administrative expense in earnings (751 ) — 64 (687 ) Net purchases, issuances, sales and settlements — — (511 ) (511 ) Balance, July 31, 2016 — 1,138 441 1,579 Total net unrealized gains included in general and administrative expense in earnings — — (265 ) (265 ) Net purchases, issuances, sales and settlements — — (176 ) (176 ) Balance, July 31, 2017 $ — $ 1,138 $ — $ 1,138 |
Intangibles and Goodwill (Table
Intangibles and Goodwill (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | The Company’s intangible assets consist of the following: July 31, 2017 July 31, 2016 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Intangible assets with finite lives: Customer relationships $ 119,576 $ (34,773 ) $ 84,803 $ 100,649 $ (24,689 ) $ 75,960 Technology 42,794 (18,990 ) 23,804 32,767 (11,813 ) 20,954 Brand names 8,188 (3,225 ) 4,963 6,194 (2,394 ) 3,800 Non-compete agreements 3,092 (1,428 ) 1,664 3,092 (1,193 ) 1,899 Patents and other registrations 2,783 (1,053 ) 1,730 2,508 (913 ) 1,595 176,433 (59,469 ) 116,964 145,210 (41,002 ) 104,208 Trademarks and tradenames 7,548 — 7,548 7,511 — 7,511 Total intangible assets $ 183,981 $ (59,469 ) $ 124,512 $ 152,721 $ (41,002 ) $ 111,719 |
Schedule of changes in goodwill | Goodwill changed during fiscal 2017 and 2016 as follows: Endoscopy Water Purification and Filtration Healthcare Disposables Dialysis Total Goodwill Balance, July 31, 2015 $ 87,007 $ 58,872 $ 87,939 $ 8,133 $ 241,951 Acquisitions 40,047 — 4,351 — 44,398 Foreign currency translation (6,039 ) 8 — — (6,031 ) Balance, July 31, 2016 121,015 58,880 92,290 8,133 280,318 Acquisitions 8,193 — 21,989 — 30,182 Foreign currency translation 737 208 — — 945 Balance, July 31, 2017 $ 129,945 $ 59,088 $ 114,279 $ 8,133 $ 311,445 |
Warranties (Tables)
Warranties (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Product Warranties Disclosures [Abstract] | |
Summary of activity in warranty reserves | A summary of activity in the warranty reserves follows: Year Ended July 31, 2017 2016 Beginning balance $ 2,575 $ 1,740 Acquisitions 179 28 Provisions 4,880 4,554 Settlements (5,306 ) (3,622 ) Foreign currency translation — (125 ) Ending balance $ 2,328 $ 2,575 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of provision for income taxes | The provision for income taxes consists of the following: Year Ended July 31, 2017 2016 2015 Current Deferred Current Deferred Current Deferred United States: Federal $ 28,900 $ 2,020 $ 29,392 $ (216 ) $ 24,602 $ (425 ) State 4,352 261 4,433 (153 ) 3,920 (218 ) International 1,545 (2,223 ) 1,863 (1,341 ) 1,165 (806 ) Total $ 34,797 $ 58 $ 35,688 $ (1,710 ) $ 29,687 $ (1,449 ) |
Schedule of geographic components of income before income taxes | The geographic components of income before income taxes are as follows: Year Ended July 31, 2017 2016 2015 United States $ 108,329 $ 92,744 $ 73,645 International (2,096 ) 1,187 2,546 Total $ 106,233 $ 93,931 $ 76,191 |
Schedule of reconciliation of differences in effective tax rate from the United States statutory tax rate | The consolidated effective income tax rate differed from the U.S. statutory tax rate of 35.0% in fiscal 2017 , 2016 and 2015 due to the following: Year Ended July 31, 2017 2016 2015 Expected statutory tax 35.0 % 35.0 % 35.0 % Differential attributable to: Foreign operations — % 0.6 % 1.2 % State and local taxes 3.9 % 3.2 % 3.4 % Domestic production deduction (2.7 )% (2.3 )% (2.4 )% Acquisition related items, net 0.1 % — % (1.6 )% Loss on sale of business — % — % 1.1 % R&E tax credit (1.4 )% (1.1 )% (0.5 )% Change in foreign tax rates — % (0.4 )% — % Excess tax benefits (2.2 )% — % — % Other 0.1 % 1.2 % 0.9 % Consolidated effective tax rate 32.8 % 36.2 % 37.1 % |
Schedule of deferred income tax assets and liabilities | Deferred income tax assets and liabilities are comprised of the following: July 31, 2017 2016 Deferred tax assets: Accrued expenses $ 6,308 $ 5,140 Inventories 4,655 2,990 Accounts receivable 729 793 Other long-term liabilities 180 252 Stock-based compensation 3,402 3,665 Capital investment 545 546 Foreign NOLs 6,490 5,154 Subtotal 22,309 18,540 Valuation allowance (2,984 ) (2,334 ) 19,325 16,206 Deferred tax liabilities: Property and equipment (9,957 ) (8,089 ) Intangible assets (20,107 ) (19,818 ) Goodwill (13,975 ) (11,878 ) (44,039 ) (39,785 ) Net deferred tax liabilities - noncurrent $ (24,714 ) $ (23,579 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of aggregate annual required payments over the next five years and thereafter under contractual obligations that have long-term components | As of July 31, 2017, future minimum lease payments under non-cancelable operating leases (with initial or remaining lease terms in excess of one year) for the periods set forth below were as follows: Fiscal year ending: Total 2018 $ 6,522 2019 5,278 2020 3,779 2021 2,719 2022 1,231 Thereafter 2,454 Total $ 21,983 |
Accumulated Other Comprehensi36
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss) | |
Accumulated Other Comprehensive Loss | The components and changes in accumulated other comprehensive loss for fiscal 2017 , 2016 and 2015 were as follows: Foreign Currency Translation Adjustments Balance, July 31, 2014 $ 9,552 Other comprehensive loss before reclassification adjustments (7,064 ) Reclassification adjustment to loss on sale of business for foreign currency translation gain included in net income during the year (1,264 ) Balance, July 31, 2015 1,224 Other comprehensive loss (13,019 ) Balance, July 31, 2016 (11,795 ) Other comprehensive income 1,895 Balance, July 31, 2017 $ (9,900 ) |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of computation of basic and diluted EPS available to stockholders of common stock (excluding participating securities) | The following table sets forth the computation of basic and diluted EPS available to stockholders of common stock (excluding participating securities): Year Ended July 31, 2017 2016 2015 Numerator for basic and diluted earnings per share: Net income $ 71,378 $ 59,953 $ 47,953 Less income allocated to participating securities (431 ) (488 ) (433 ) Net income available to common shareholders $ 70,947 $ 59,465 $ 47,520 Denominator for basic and diluted earnings per share, as adjusted for participating securities: Denominator for basic earnings per share - weighted average number of shares outstanding attributable to common stock 41,468,487 41,344,013 41,139,467 Dilutive effect of stock options using the treasury stock method and the average market price for the year 74,278 46,181 63,133 Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock 41,542,765 41,390,194 41,202,600 Earnings per share attributable to common stock: Basic earnings per share $ 1.71 $ 1.44 $ 1.16 Diluted earnings per share $ 1.71 $ 1.44 $ 1.15 Stock options excluded from weighted average dilutive common shares outstanding because their inclusion would have been antidilutive — — — |
Schedule of reconciliation of weighted average number of shares and common stock equivalents attributable to common stock to the Company's total weighted average number of shares and common stock equivalents including participating securities | A reconciliation of weighted average number of shares and common stock equivalents attributable to common stock, as determined above, to the Company’s total weighted average number of shares and common stock equivalents, including participating securities, is set forth in the following table: Year Ended July 31, 2017 2016 2015 Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock 41,542,765 41,390,194 41,202,600 Participating securities 254,727 340,363 378,706 Total weighted average number of shares and common stock equivalents attributable to both common stock and participating securities 41,797,492 41,730,557 41,581,306 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of the income statement components of stock-based compensation expense recognized in the Condensed Consolidated Statements of Income | The following table shows the income statement components of stock-based compensation expense recognized in the consolidated statements of income: Year Ended July 31, 2017 2016 2015 Cost of sales $ 371 $ 438 $ 270 Operating expenses: Selling 1,582 929 608 General and administrative 6,774 6,881 4,897 Research and development 117 113 92 Total operating expenses 8,473 7,923 5,597 Stock-based compensation before income taxes $ 8,844 $ 8,361 $ 5,867 |
Summary of nonvested stock award activity | A summary of nonvested stock award activity for the year ended July 31, 2017 follows: Number of Time-based Shares Number of Performance-based Shares Number of Market-based Shares Number of Total Shares Weighted Average Fair Value July 31, 2014 525,842 — — 525,842 $ 22.25 Granted 144,278 — — 144,278 $ 39.77 Vested (1) (313,797 ) — — (313,797 ) $ 18.62 Forfeited (12,804 ) — — (12,804 ) $ 26.20 July 31, 2015 343,519 — — 343,519 $ 32.77 Granted 175,700 — — 175,700 $ 55.40 Vested (1) (183,045 ) — — (183,045 ) $ 30.06 Forfeited (4,807 ) — — (4,807 ) $ 45.06 July 31, 2016 331,367 — — 331,367 $ 46.09 Granted 86,305 16,960 9,800 113,065 $ 81.77 Vested (1) (214,932 ) (725 ) (555 ) (216,212 ) $ 43.62 Forfeited (5,922 ) — — (5,922 ) $ 59.40 July 31, 2017 196,818 16,235 9,245 222,298 $ 66.28 |
Weighted-average assumptions used to estimate fair value of stock options granted using the Black-Scholes option valuation model | The fair value of each option grant in the prior years was estimated on the date of grant using the Black-Scholes option valuation model with the following assumptions: Year Ended Year Ended July 31, 2016 July 31, 2015 Dividend yield 0.22 % 0.25 % Expected volatility (1) 55.90 % 33.90 % Risk-free interest rate (2) 1.41 % 1.55 % Expected lives (in years) (3) 5.00 5.00 ________________________________________________ (1) Volatility was based on historical closing prices of our common stock. (2) The U.S. Treasury rate based on the expected life at the date of grant. (3) Based on historical exercise behavior. We determine the fair value of each stock award with market conditions using the Monte Carlo simulation on the date of grant using the following assumptions: Year Ended July 31, 2017 Volatility of common stock 27.75 % Average volatility of peer companies 32.98 % Average correlation coefficient of peer companies 35.35 % Risk-free interest rate 0.96 % |
Summary of stock option activity | A summary of stock option activity for the year ended July 31, 2017 follows: Number of shares Weighted Average Exercise Price Weighted Average Contractual Life Remaining (Years) Aggregate Intrinsic Value Outstanding at July 31, 2016 122,500 $ 29.36 Granted — — Exercised — — Outstanding at July 31, 2017 122,500 $ 29.36 1.27 $ 5,493 Exercisable at July 31, 2017 104,167 $ 26.28 1.02 $ 4,992 |
Information as to Reportable 39
Information as to Reportable Segments and Foreign and Domestic Operations (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Segment Reporting [Abstract] | |
Information as to operating segments | Information as to reportable segments is summarized below: Year Ended July 31, 2017 2016 2015 Net sales: Endoscopy $ 398,773 $ 341,752 $ 248,654 Water Purification and Filtration 196,446 177,669 173,834 Healthcare Disposables 144,457 112,584 106,920 Dialysis 30,481 32,750 31,240 Other — — 4,356 Total $ 770,157 $ 664,755 $ 565,004 Year Ended July 31, 2017 2016 2015 Operating income: Endoscopy $ 73,440 $ 61,021 $ 40,863 Water Purification and Filtration 33,159 30,620 30,606 Healthcare Disposables 28,000 24,486 19,904 Dialysis 8,154 7,907 6,749 Other — — 1,118 142,753 124,034 99,240 General corporate expenses 32,343 26,783 18,479 Income from operations 110,410 97,251 80,761 Interest expense, net 4,303 3,320 2,364 Other income (126 ) — — Loss on sale of business — — 2,206 Income before income taxes $ 106,233 $ 93,931 $ 76,191 Year Ended July, 31 2017 2016 2015 Identifiable assets: Endoscopy $ 368,820 $ 347,107 $ 238,799 Water Purification and Filtration 147,477 137,731 138,069 Healthcare Disposables 208,328 157,918 145,391 Dialysis 17,211 20,147 26,452 General corporate, including cash and cash equivalents 44,537 31,629 35,320 Total $ 786,373 $ 694,532 $ 584,031 Year Ended July, 31 2017 2016 2015 Capital expenditures: Endoscopy $ 13,816 $ 11,299 $ 7,042 Water Purification and Filtration 3,689 3,376 2,984 Healthcare Disposables 2,492 2,606 1,587 Dialysis 1,296 667 894 Other — — 19 General corporate 5,772 941 234 Total $ 27,065 18,889 12,760 Year Ended July, 31 2017 2016 2015 Depreciation and amortization: Endoscopy $ 18,245 $ 14,333 $ 10,729 Water Purification and Filtration 5,706 5,441 5,257 Healthcare Disposables 8,556 4,361 6,354 Dialysis 427 681 1,382 Other — — 78 General corporate 518 268 157 Total $ 33,452 $ 25,084 $ 23,957 |
Information as to geographic areas | Information as to geographic areas (including net sales which represent the geographic area from which the Company derives its net sales from external customers) is summarized below: Year Ended July, 31 2017 2016 2015 Net sales: United States $ 599,657 $ 515,055 $ 447,848 Europe/Africa/Middle East 95,753 88,355 62,193 Asia/Pacific 40,964 33,374 28,529 Canada 26,648 20,975 19,306 Latin America/South America 7,135 6,996 7,128 Total $ 770,157 $ 664,755 $ 565,004 July 31, 2017 2016 2015 Total long-lived assets: United States $ 74,401 $ 62,820 $ 57,080 Europe/Africa/Middle East 16,209 14,863 9,122 Asia/Pacific 1,381 1,607 1,081 Canada 1,054 463 600 Total 93,045 79,753 67,883 Goodwill and intangible assets, net 435,957 392,037 327,787 Total $ 529,002 $ 471,790 $ 395,670 |
Quarterly Results of Operatio40
Quarterly Results of Operations (Tables) | 12 Months Ended |
Jul. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of quarterly results of operations | The following is a summary of the quarterly results of operations for the years ended July 31, 2017 and 2016 : 2017 First Quarter Second Quarter Third Quarter Fourth Quarter Net sales $ 187,725 $ 184,817 $ 192,113 $ 205,502 Cost of sales 98,218 96,340 100,665 107,774 Gross profit 89,507 88,477 91,448 97,728 Gross profit percentage 47.7 % 47.9 % 47.6 % 47.6 % Net income $ 18,800 $ 18,070 $ 17,511 $ 16,997 Earnings per common share: Basic $ 0.45 $ 0.43 $ 0.42 $ 0.41 Diluted $ 0.45 $ 0.43 $ 0.42 $ 0.41 2016 First Quarter Second Quarter Third Quarter Fourth Quarter Net sales $ 153,779 $ 158,271 $ 173,703 $ 179,002 Cost of sales 82,581 85,934 93,382 93,672 Gross profit 71,198 72,337 80,321 85,330 Gross profit percentage 46.3 % 45.7 % 46.2 % 47.7 % Net income $ 14,254 $ 15,389 $ 14,019 $ 16,291 Earnings per common share: Basic $ 0.34 $ 0.37 $ 0.34 $ 0.39 Diluted $ 0.34 $ 0.37 $ 0.34 $ 0.39 |
Summary of Significant Accoun41
Summary of Significant Accounting Policies - Revenue (Details) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017USD ($)customer | Jul. 31, 2016USD ($) | Jul. 31, 2015USD ($) | |
Revenue recognition - reductions | |||
Number of customers with products shipped FOB destination | customer | 1 | ||
Volume rebates | $ | $ 6,291 | $ 5,944 | $ 5,597 |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 15,045 | $ 11,989 | $ 10,692 |
Furniture and equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 2 years | ||
Furniture and equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 15 years | ||
Buildings and improvements | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 5 years | ||
Buildings and improvements | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful lives | 32 years |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Intangible Assets (Details) $ in Thousands | 12 Months Ended |
Jul. 31, 2017USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets impairment | $ 0 |
Goodwill impairment | $ 0 |
Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful lives | 3 years |
Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful lives | 20 years |
Summary of Significant Accoun44
Summary of Significant Accounting Policies - Other Assets (Details) - USD ($) $ in Thousands | Jul. 31, 2017 | Jul. 31, 2016 |
Credit Agreement | ||
Debt Instrument [Line Items] | ||
Net debt issuance costs | $ 580 | $ 946 |
Summary of Significant Accoun45
Summary of Significant Accounting Policies - Warranties (Details) | 12 Months Ended |
Jul. 31, 2017 | |
Most products | |
Product Warranties Disclosures [Abstract] | |
Warranty period | 1 year |
Endoscopy, Water Purification and Filtration products | |
Product Warranties Disclosures [Abstract] | |
Warranty period | 24 months |
Consumables, accessories and parts | |
Product Warranties Disclosures [Abstract] | |
Warranty period | 90 days |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Other (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Advertising Costs | |||
Advertising costs charged to expense | $ 3,694 | $ 3,349 | $ 3,333 |
Stock-Based Compensation | |||
Share-based compensation, excess tax benefit, amount | $ 2,241 | $ 1,179 |
Acquisitions - CR Kennedy & Com
Acquisitions - CR Kennedy & Company (Details) - USD ($) $ in Thousands | Apr. 01, 2017 | Jul. 31, 2017 |
CR Kennedy & Company | ||
Business Acquisition [Line Items] | ||
Total consideration for the transaction, excluding acquisition-related costs | $ 11,999 | $ 11,999 |
Acquisitions Acquisitions - Van
Acquisitions Acquisitions - Vantage Endoscopy Inc. (Details) - USD ($) $ in Thousands | Sep. 26, 2016 | Jul. 31, 2017 | |
Vantage Endoscopy Inc | |||
Business Acquisition [Line Items] | |||
Total consideration for the transaction, excluding acquisition-related costs | $ 4,044 | $ 4,044 | [1] |
[1] | The excess purchase price over net assets acquired was assigned to goodwill, all of which is deductible for income tax purposes. |
Acquisitions - Accutron (Detail
Acquisitions - Accutron (Details) - USD ($) $ in Thousands | Aug. 01, 2016 | Jul. 31, 2017 | |
Accutron, Inc. | |||
Business Acquisition [Line Items] | |||
Total consideration for the transaction, excluding acquisition-related costs | [1] | $ 53,049 | $ 53,049 |
[1] | The excess purchase price over net assets acquired was assigned to goodwill, all of which is deductible for income tax purposes. |
Acquisitions - NAMSA (Details)
Acquisitions - NAMSA (Details) - USD ($) $ in Thousands | Mar. 01, 2016 | Jul. 31, 2016 | |
North American Science Associates Inc | |||
Business Acquisition [Line Items] | |||
Total consideration for the transaction, excluding acquisition-related costs | [1] | $ 13,424 | $ 13,424 |
[1] | The excess purchase price over net assets acquired was assigned to goodwill, all of which is deductible for income tax purposes. |
Acquisitions - MI (Details)
Acquisitions - MI (Details) - USD ($) $ in Thousands | Sep. 14, 2015 | Jul. 31, 2016 |
Medical Innovations Group Holdings Limited | ||
Business Acquisition [Line Items] | ||
Total consideration for the transaction, excluding acquisition-related costs | $ 79,597 | $ 79,597 |
Acquisitions - BHT (Details)
Acquisitions - BHT (Details) - USD ($) $ in Thousands | Aug. 23, 2017 | Apr. 01, 2017 | Sep. 26, 2016 | Aug. 01, 2016 | Mar. 01, 2016 | Sep. 14, 2015 | Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | ||
Business Acquisition [Line Items] | |||||||||||
Goodwill | $ 311,445 | $ 280,318 | $ 241,951 | ||||||||
BHT | Subsequent Events | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total consideration, excluding acquisition costs | $ 61,236 | ||||||||||
CR Kennedy | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash paid | 11,999 | ||||||||||
Debt acquired | 0 | ||||||||||
Total | $ 11,999 | 11,999 | |||||||||
Property and equipment | 0 | ||||||||||
Goodwill | 5,894 | ||||||||||
Deferred income taxes | 0 | ||||||||||
Other working capital | 1,905 | ||||||||||
Total | 11,999 | ||||||||||
CR Kennedy | Customer relationships | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | 4,200 | ||||||||||
CR Kennedy | Technology | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | 0 | ||||||||||
CR Kennedy | Brand names | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | 0 | ||||||||||
Vantage1 | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash paid | [1] | 4,044 | |||||||||
Debt acquired | [1] | 0 | |||||||||
Total | $ 4,044 | 4,044 | [1] | ||||||||
Property and equipment | [1] | 433 | |||||||||
Goodwill | [1] | 2,299 | |||||||||
Deferred income taxes | [1] | 0 | |||||||||
Other working capital | [1] | 320 | |||||||||
Total | [1] | 4,044 | |||||||||
Vantage(1) | Customer relationships | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | [1] | 992 | |||||||||
Vantage(1) | Technology | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | [1] | 0 | |||||||||
Vantage(1) | Brand names | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | [1] | 0 | |||||||||
Accutron | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash paid | [1] | 53,049 | |||||||||
Debt acquired | [1] | 0 | |||||||||
Total | [1] | $ 53,049 | 53,049 | ||||||||
Property and equipment | [1] | 1,676 | |||||||||
Goodwill | [1] | 21,989 | |||||||||
Deferred income taxes | [1] | 112 | |||||||||
Other working capital | [1] | 4,472 | |||||||||
Total | [1] | 53,049 | |||||||||
Accutron | Customer relationships | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | [1] | 12,800 | |||||||||
Accutron | Technology | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | [1] | 10,000 | |||||||||
Accutron | Brand names | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | [1] | $ 2,000 | |||||||||
NAMSA | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash paid | 13,424 | ||||||||||
Debt acquired | [1] | 0 | |||||||||
Total | [1] | $ 13,424 | 13,424 | ||||||||
Property and equipment | [1] | 437 | |||||||||
Goodwill | [1] | 3,687 | |||||||||
Deferred income taxes | [1] | 0 | |||||||||
Other working capital | [1] | 2,160 | |||||||||
Total | [1] | 13,424 | |||||||||
NAMSA | Customer relationships | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | [1] | 5,820 | |||||||||
NAMSA | Technology | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | [1] | 1,320 | |||||||||
NAMSA | Brand names | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | [1] | 0 | |||||||||
MI | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash paid | 79,597 | ||||||||||
Debt acquired | 0 | ||||||||||
Total | $ 79,597 | 79,597 | |||||||||
Property and equipment | 6,464 | ||||||||||
Goodwill | 40,006 | ||||||||||
Deferred income taxes | (8,683) | ||||||||||
Other working capital | 4,420 | ||||||||||
Total | 79,597 | ||||||||||
MI | Customer relationships | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | 24,430 | ||||||||||
MI | Technology | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | 10,930 | ||||||||||
MI | Brand names | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Amortizable intangible assets: | $ 2,030 | ||||||||||
[1] | The excess purchase price over net assets acquired was assigned to goodwill, all of which is deductible for income tax purposes. |
Inventories, Net (Details)
Inventories, Net (Details) - USD ($) $ in Thousands | Jul. 31, 2017 | Jul. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Raw materials and parts | $ 45,831 | $ 45,867 |
Work-in-process | 13,484 | 13,178 |
Finished goods | 48,262 | 37,831 |
Less: reserve for excess and obsolete inventory | (8,853) | (5,390) |
Total | $ 98,724 | $ 91,486 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jul. 31, 2017 | Jul. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Less: accumulated depreciation | $ (86,123) | $ (70,864) |
Property and equipment, net | 88,338 | 74,604 |
Land, buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 46,921 | 44,387 |
Furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 119,682 | 95,033 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 7,858 | $ 6,048 |
Derivatives (Details)
Derivatives (Details) - Foreign currency forward contracts - Designated as hedging instrument - Fair value hedge instruments $ in Thousands | 12 Months Ended |
Jul. 31, 2017USD ($)contract | |
Derivatives | |
Term of contracts | 1 month |
Number of contracts | contract | 9 |
Aggregate value of contracts | $ | $ 24,762 |
Term of renewed contracts | 1 month |
Fair Value Measurements - Recur
Fair Value Measurements - Recurring Basis (Details) - USD ($) $ in Thousands | Jul. 31, 2017 | Jul. 31, 2016 |
Jet Prep Ltd. | ||
Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis | ||
Assumed contingent obligation | $ 1,138 | |
Level 3 | Recurring basis | Cantel Medical (UK) - PuriCore International Limited | ||
Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis | ||
Fair value of contingent liability | 0 | $ 441 |
Level 3 | Recurring basis | Jet Prep Ltd. | ||
Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis | ||
Assumed contingent obligation | $ 1,138 |
Fair Value Measurements - Hiera
Fair Value Measurements - Hierarchy Levels (Details) - Recurring basis - USD ($) $ in Thousands | Jul. 31, 2017 | Jul. 31, 2016 | |
Assets: | |||
Total assets | $ 102 | $ 740 | |
Liabilities: | |||
Total liabilities | 127,138 | 117,579 | |
Accrued expenses: | |||
Liabilities: | |||
Assumed contingent obligation | 12 | 12 | |
Contingent guaranteed obligation | 0 | 366 | |
Total accrued expenses | 12 | 378 | |
Long-term debt | [1] | 126,000 | 116,000 |
Other long-term liabilities: | |||
Liabilities: | |||
Contingent consideration | 0 | ||
Assumed contingent obligation | 1,126 | 1,126 | |
Contingent guaranteed obligation | 0 | 75 | |
Total other long-term liabilities: | 1,126 | 1,201 | |
Money markets | Cash and cash equivalents: | |||
Assets: | |||
Money markets | 102 | 740 | |
Level 1 | |||
Assets: | |||
Total assets | 102 | 740 | |
Liabilities: | |||
Total liabilities | 0 | 0 | |
Level 1 | Accrued expenses: | |||
Liabilities: | |||
Assumed contingent obligation | 0 | 0 | |
Contingent guaranteed obligation | 0 | 0 | |
Total accrued expenses | 0 | 0 | |
Long-term debt | [1] | 0 | 0 |
Level 1 | Other long-term liabilities: | |||
Liabilities: | |||
Contingent consideration | 0 | ||
Assumed contingent obligation | 0 | 0 | |
Contingent guaranteed obligation | 0 | 0 | |
Total other long-term liabilities: | 0 | 0 | |
Level 1 | Money markets | Cash and cash equivalents: | |||
Assets: | |||
Money markets | 102 | 740 | |
Level 2 | |||
Assets: | |||
Total assets | 0 | 0 | |
Liabilities: | |||
Total liabilities | 126,000 | 116,000 | |
Level 2 | Accrued expenses: | |||
Liabilities: | |||
Assumed contingent obligation | 0 | 0 | |
Contingent guaranteed obligation | 0 | 0 | |
Total accrued expenses | 0 | 0 | |
Long-term debt | 126,000 | 116,000 | |
Level 2 | Other long-term liabilities: | |||
Liabilities: | |||
Contingent consideration | 0 | ||
Assumed contingent obligation | 0 | 0 | |
Contingent guaranteed obligation | 0 | 0 | |
Total other long-term liabilities: | 0 | 0 | |
Level 2 | Money markets | Cash and cash equivalents: | |||
Assets: | |||
Money markets | 0 | 0 | |
Level 3 | |||
Assets: | |||
Total assets | 0 | 0 | |
Liabilities: | |||
Total liabilities | 1,138 | 1,579 | |
Level 3 | Accrued expenses: | |||
Liabilities: | |||
Assumed contingent obligation | 12 | 12 | |
Contingent guaranteed obligation | 0 | 366 | |
Total accrued expenses | 12 | 378 | |
Long-term debt | [1] | 0 | 0 |
Level 3 | Other long-term liabilities: | |||
Liabilities: | |||
Contingent consideration | 0 | ||
Assumed contingent obligation | 1,126 | 1,126 | |
Contingent guaranteed obligation | 0 | 75 | |
Total other long-term liabilities: | 1,126 | 1,201 | |
Level 3 | Money markets | Cash and cash equivalents: | |||
Assets: | |||
Money markets | $ 0 | $ 0 | |
[1] | Fair value estimated using Level 2 inputs, which were quoted prices for identical or similar instruments in markets that are not active. |
Fair Value Measurements - Level
Fair Value Measurements - Level 3 Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Reconciliation of liability measured and recorded at fair value on a recurring basis using Level 3 | |||
Beginning balance | $ 1,579 | $ 2,777 | $ 5,869 |
Total net unrealized (gains) losses included in general and administrative expense in earnings | (265) | (687) | (2,585) |
Net purchases, issuances, sales and settlements | (176) | (511) | (507) |
Ending balance | 1,138 | 1,579 | 2,777 |
Jet Prep Contingent Consideration | Jet Prep Ltd. | |||
Reconciliation of liability measured and recorded at fair value on a recurring basis using Level 3 | |||
Beginning balance | 0 | 751 | 2,722 |
Total net unrealized (gains) losses included in general and administrative expense in earnings | 0 | (751) | (1,971) |
Net purchases, issuances, sales and settlements | 0 | 0 | 0 |
Ending balance | 0 | 0 | 751 |
Jet Prep Assumed Contingent Obligation | Jet Prep Ltd. | |||
Reconciliation of liability measured and recorded at fair value on a recurring basis using Level 3 | |||
Beginning balance | 1,138 | 1,138 | 1,752 |
Total net unrealized (gains) losses included in general and administrative expense in earnings | 0 | 0 | (614) |
Net purchases, issuances, sales and settlements | 0 | 0 | 0 |
Ending balance | 1,138 | 1,138 | 1,138 |
Cantel Medical (U.K.) Contingent Guaranteed Obligation | Cantel Medical (UK) - PuriCore International Limited | |||
Reconciliation of liability measured and recorded at fair value on a recurring basis using Level 3 | |||
Beginning balance | 441 | 888 | 1,395 |
Total net unrealized (gains) losses included in general and administrative expense in earnings | (265) | 64 | 0 |
Net purchases, issuances, sales and settlements | (176) | (511) | (507) |
Ending balance | $ 0 | $ 441 | $ 888 |
Intangibles and Goodwill - Inta
Intangibles and Goodwill - Intangible Assets Summary (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 18,407 | $ 13,095 | $ 13,265 |
Gross | 176,433 | 145,210 | |
Accumulated Amortization | (59,469) | (41,002) | |
Net | 116,964 | 104,208 | |
Intangible assets with indefinite lives: | |||
Trademarks and tradenames | 7,548 | 7,511 | |
Total intangible assets | |||
Gross | 183,981 | 152,721 | |
Accumulated Amortization | (59,469) | (41,002) | |
Net | $ 124,512 | 111,719 | |
Minimum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful lives | 3 years | ||
Maximum | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful lives | 20 years | ||
Weighted average | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated useful lives | 12 years | ||
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | $ 119,576 | 100,649 | |
Accumulated Amortization | (34,773) | (24,689) | |
Net | 84,803 | 75,960 | |
Total intangible assets | |||
Accumulated Amortization | (34,773) | (24,689) | |
Technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | 42,794 | 32,767 | |
Accumulated Amortization | (18,990) | (11,813) | |
Net | 23,804 | 20,954 | |
Total intangible assets | |||
Accumulated Amortization | (18,990) | (11,813) | |
Brand names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | 8,188 | 6,194 | |
Accumulated Amortization | (3,225) | (2,394) | |
Net | 4,963 | 3,800 | |
Total intangible assets | |||
Accumulated Amortization | (3,225) | (2,394) | |
Non-compete agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | 3,092 | 3,092 | |
Accumulated Amortization | (1,428) | (1,193) | |
Net | 1,664 | 1,899 | |
Total intangible assets | |||
Accumulated Amortization | (1,428) | (1,193) | |
Patents and other registrations | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross | 2,783 | 2,508 | |
Accumulated Amortization | (1,053) | (913) | |
Net | 1,730 | 1,595 | |
Total intangible assets | |||
Accumulated Amortization | $ (1,053) | $ (913) |
Intangibles and Goodwill - Amor
Intangibles and Goodwill - Amortization Expense (Details) $ in Thousands | 12 Months Ended |
Jul. 31, 2017USD ($) | |
Estimated annual amortization expense of intangible assets for next five years | |
2,018 | $ 15,617 |
2,019 | 15,293 |
2,020 | 13,539 |
2,021 | 13,204 |
2,022 | 12,821 |
Technology | Jet Prep Ltd. | |
Finite-Lived Intangible Assets [Line Items] | |
Accelerated depreciation due to disposal | $ 2,401 |
Intangibles and Goodwill - Good
Intangibles and Goodwill - Goodwill Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Changes in Goodwill | ||
Balance at the beginning of the period | $ 280,318 | $ 241,951 |
Acquisitions | 30,182 | 44,398 |
Foreign currency translation | 945 | (6,031) |
Balance at the end of the period | 311,445 | 280,318 |
Endoscopy | ||
Changes in Goodwill | ||
Balance at the beginning of the period | 121,015 | 87,007 |
Acquisitions | 8,193 | 40,047 |
Foreign currency translation | 737 | (6,039) |
Balance at the end of the period | 129,945 | 121,015 |
Water Purification and Filtration | ||
Changes in Goodwill | ||
Balance at the beginning of the period | 58,880 | 58,872 |
Acquisitions | 0 | 0 |
Foreign currency translation | 208 | 8 |
Balance at the end of the period | 59,088 | 58,880 |
Healthcare Disposables | ||
Changes in Goodwill | ||
Balance at the beginning of the period | 92,290 | 87,939 |
Acquisitions | 21,989 | 4,351 |
Foreign currency translation | 0 | 0 |
Balance at the end of the period | 114,279 | 92,290 |
Dialysis | ||
Changes in Goodwill | ||
Balance at the beginning of the period | 8,133 | 8,133 |
Acquisitions | 0 | 0 |
Foreign currency translation | 0 | 0 |
Balance at the end of the period | $ 8,133 | $ 8,133 |
Intangibles and Goodwill Intang
Intangibles and Goodwill Intangibles and Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | 17 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | Jan. 31, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Impairment of assets | $ 0 | $ 0 | $ 1,287 | |
2013 License Agreement | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Payments made for license | $ 1,000 |
Warranties (Details)
Warranties (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Summary of activity in warranty reserves | ||
Beginning balance | $ 2,575 | $ 1,740 |
Acquisitions | 179 | 28 |
Provisions | 4,880 | 4,554 |
Settlements | (5,306) | (3,622) |
Foreign currency translation | 0 | (125) |
Ending balance | $ 2,328 | $ 2,575 |
Financing Arrangements (Details
Financing Arrangements (Details) - USD ($) | Mar. 04, 2014 | Sep. 28, 2017 | Jul. 31, 2017 | Jul. 31, 2016 |
Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Fees on unused portion of credit facilities (as a percent) | 0.20% | |||
Shares of foreign subsidiaries pledged as security (as a percent) | 65.00% | |||
Outstanding borrowings | $ 126,000,000 | |||
Credit Agreement | Minimum | ||||
Debt Instrument [Line Items] | ||||
Fees on unused portion of credit facilities (as a percent) | 0.20% | |||
Credit Agreement | Maximum | ||||
Debt Instrument [Line Items] | ||||
Fees on unused portion of credit facilities (as a percent) | 0.40% | |||
Credit Agreement | Lender's base rate | ||||
Debt Instrument [Line Items] | ||||
Margin on reference rate (as a percent) | 0.50% | |||
Reference rate (as a percent) | 4.00% | |||
Credit Agreement | Lender's base rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Margin on reference rate (as a percent) | 0.25% | |||
Credit Agreement | Lender's base rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Margin on reference rate (as a percent) | 1.25% | |||
Credit Agreement | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Margin on reference rate (as a percent) | 1.50% | |||
Credit Agreement | LIBOR | Minimum | ||||
Debt Instrument [Line Items] | ||||
Margin on reference rate (as a percent) | 1.25% | |||
Reference rate (as a percent) | 1.22% | |||
Credit Agreement | LIBOR | Maximum | ||||
Debt Instrument [Line Items] | ||||
Margin on reference rate (as a percent) | 2.25% | |||
Reference rate (as a percent) | 1.31% | |||
Credit Agreement | Other assets | ||||
Debt Instrument [Line Items] | ||||
Unamortized debt issuance costs | $ 580,000 | $ 946,000 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Term of line of credit facility | 5 years | |||
Maximum borrowing capacity | $ 250,000,000 | |||
Maximum additional borrowing capacity available at the entity's option | 100,000,000 | |||
Revolving Credit Facility | Subsequent Events | ||||
Debt Instrument [Line Items] | ||||
Amount borrowed | $ 61,300,000 | |||
Borrowings of foreign currency | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 100,000,000 | |||
Letters of credit | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 30,000,000 | |||
Swing line loans | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 10,000,000 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Consolidated effective tax rate (as a percent) | 32.80% | 36.20% | 37.10% |
Current | |||
Federal | $ 28,900 | $ 29,392 | $ 24,602 |
State | 4,352 | 4,433 | 3,920 |
International | 1,545 | 1,863 | 1,165 |
Total | 34,797 | 35,688 | 29,687 |
Deferred | |||
Federal | 2,020 | (216) | (425) |
State | 261 | (153) | (218) |
International | (2,223) | (1,341) | (806) |
Total | $ 58 | $ (1,710) | $ (1,449) |
Income Taxes - Geographic Compo
Income Taxes - Geographic Components (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Income Taxes | |||
Income before income taxes | $ 106,233 | $ 93,931 | $ 76,191 |
United States | |||
Income Taxes | |||
Income before income taxes | 108,329 | 92,744 | 73,645 |
International | |||
Income Taxes | |||
Income before income taxes | $ (2,096) | $ 1,187 | $ 2,546 |
Income Taxes - Reconciliation (
Income Taxes - Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Expected statutory tax | 35.00% | 35.00% | 35.00% |
Differential attributable to: | |||
Foreign operations | 0.00% | 0.60% | 1.20% |
State and local taxes | 3.90% | 3.20% | 3.40% |
Domestic production deduction | (2.70%) | (2.30%) | (2.40%) |
Acquisition related items, net | 0.10% | 0.00% | (1.60%) |
Loss on sale of business | 0.00% | 0.00% | 1.10% |
R&E tax credit | (1.40%) | (1.10%) | (0.50%) |
Change in foreign tax rates | 0.00% | (0.40%) | 0.00% |
Excess tax benefits | (2.20%) | 0.00% | 0.00% |
Other | 0.10% | 1.20% | 0.90% |
Consolidated effective tax rate (as a percent) | 32.80% | 36.20% | 37.10% |
Share-based compensation, excess tax benefit, amount | $ 2,241 | $ 1,179 |
Income Taxes - Deferred Taxes (
Income Taxes - Deferred Taxes (Details) - USD ($) $ in Thousands | Jul. 31, 2017 | Jul. 31, 2016 |
Deferred tax assets: | ||
Accrued expenses | $ 6,308 | $ 5,140 |
Inventories | 4,655 | 2,990 |
Accounts receivable | 729 | 793 |
Other long-term liabilities | 180 | 252 |
Stock-based compensation | 3,402 | 3,665 |
Capital investment | 545 | 546 |
Foreign NOLs | 6,490 | 5,154 |
Subtotal | 22,309 | 18,540 |
Valuation allowance | (2,984) | (2,334) |
Deferred tax assets, net of valuation allowance | 19,325 | 16,206 |
Deferred tax liabilities: | ||
Property and equipment | (9,957) | (8,089) |
Intangible assets | (20,107) | (19,818) |
Goodwill | (13,975) | (11,878) |
Deferred tax liabilities, gross | (44,039) | (39,785) |
Net deferred tax liabilities - noncurrent | $ (24,714) | $ (23,579) |
Income Taxes - Operating Loss C
Income Taxes - Operating Loss Carryforwards (Details) - Foreign $ in Thousands | Jul. 31, 2017USD ($) |
Operating loss carryforwards | |
Net operating loss carryforwards (NOLs) | $ 6,490 |
Valuation allowance on NOLs | $ 2,984 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) | 12 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Repatriated dividends | $ 0 | $ 0 |
Cumulative amount of undistributed earnings indefinitely reinvested in foreign subsidiaries | $ 44,509,000 |
Commitments and Contingencies -
Commitments and Contingencies - Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Rent expense | $ 7,715 | $ 6,675 | $ 6,025 |
Commitments and Contingencies72
Commitments and Contingencies - Annual Required Payments (Details) $ in Thousands | 12 Months Ended |
Jul. 31, 2017USD ($) | |
Minimum commitments under noncancelable operating leases | |
2,018 | $ 6,522 |
2,019 | 5,278 |
2,020 | 3,779 |
2,021 | 2,719 |
2,022 | 1,231 |
Thereafter | 2,454 |
Total | 21,983 |
Jet Prep Ltd. | |
Total contractual obligations | |
Assumed contingent obligation | 1,138 |
Decrease in contingent liability | $ 283 |
Accumulated Other Comprehensi73
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Components and changes in accumulated other comprehensive (loss) income | |||
Other comprehensive income (loss) | $ 1,895 | $ (13,019) | $ (8,328) |
Accumulated Other Comprehensive Loss | |||
Components and changes in accumulated other comprehensive (loss) income | |||
Other comprehensive income (loss) | 1,895 | (13,019) | (8,328) |
Foreign Currency Translation Adjustments | |||
Components and changes in accumulated other comprehensive (loss) income | |||
Balance | (11,795) | 1,224 | 9,552 |
Other comprehensive loss before reclassification adjustments | (7,064) | ||
Reclassification adjustment to loss on sale of business for foreign currency translation gain included in net income during the year | (1,264) | ||
Other comprehensive income (loss) | 1,895 | (13,019) | |
Balance | $ (9,900) | $ (11,795) | $ 1,224 |
Earnings Per Common Share - Com
Earnings Per Common Share - Computation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jul. 31, 2017 | Apr. 30, 2017 | Jan. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Numerator for basic and diluted earnings per share: | |||||||||||
Net income | $ 16,997 | $ 17,511 | $ 18,070 | $ 18,800 | $ 16,291 | $ 14,019 | $ 15,389 | $ 14,254 | $ 71,378 | $ 59,953 | $ 47,953 |
Less income allocated to participating securities | (431) | (488) | (433) | ||||||||
Net income available to common shareholders | $ 70,947 | $ 59,465 | $ 47,520 | ||||||||
Denominator for basic and diluted earnings per share, as adjusted for participating securities: | |||||||||||
Denominator for basic earnings per share - weighted average number of shares outstanding attributable to common stock (shares) | 41,468,487 | 41,344,013 | 41,139,467 | ||||||||
Dilutive effect of stock options using the treasury stock method and the average market price for the year (shares) | 74,278 | 46,181 | 63,133 | ||||||||
Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock (shares) | 41,542,765 | 41,390,194 | 41,202,600 | ||||||||
Earnings per share attributable to common stock: | |||||||||||
Basic earnings per share (in dollars per share) | $ 0.41 | $ 0.42 | $ 0.43 | $ 0.45 | $ 0.39 | $ 0.34 | $ 0.37 | $ 0.34 | $ 1.71 | $ 1.44 | $ 1.16 |
Diluted earnings per share (in dollars per share) | $ 0.41 | $ 0.42 | $ 0.43 | $ 0.45 | $ 0.39 | $ 0.34 | $ 0.37 | $ 0.34 | $ 1.71 | $ 1.44 | $ 1.15 |
Stock options excluded from weighted average dilutive common shares outstanding because their inclusion would have been antidilutive | 0 | 0 | 0 |
Earnings Per Common Share - Wei
Earnings Per Common Share - Weighted Average Shares (Details) - shares | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Reconciliation of weighted average number of shares and common stock equivalents attributable to common stock, to the entity's total weighted average number of shares and common stock equivalents, including participating securities | |||
Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock (shares) | 41,542,765 | 41,390,194 | 41,202,600 |
Participating securities (in shares) | 254,727 | 340,363 | 378,706 |
Total weighted average number of shares and common stock equivalents attributable to both common stock and participating securities (shares) | 41,797,492 | 41,730,557 | 41,581,306 |
Stock-Based Compensation - 2016
Stock-Based Compensation - 2016 Plan (Details) | 12 Months Ended | ||||
Jul. 31, 2017Installmentshares | Jul. 31, 2016shares | Jan. 31, 2016shares | Jul. 31, 2015shares | Jul. 31, 2014shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Outstanding unvested restricted stock shares | 222,298,000 | 331,367,000 | 343,519,000 | 525,842,000 | |
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Outstanding options (in shares) | 122,500 | 122,500 | 107,500 | ||
2016 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares authorized for issuance | 1,200,000 | ||||
Number of anniversaries of grant date on which awards vest | Installment | 3 | ||||
Outstanding unvested restricted stock shares | 113,926 | ||||
Outstanding options (in shares) | 0 | ||||
Shares available under Plan | 1,086,911 | ||||
2016 Plan | First anniversary vesting | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting percentage | 33.33% | ||||
Vesting period | 1 year | ||||
2016 Plan | Second anniversary vesting | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting percentage | 33.33% | ||||
Vesting period | 2 years | ||||
2016 Plan | Third anniversary vesting | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting percentage | 33.33% | ||||
Vesting period | 3 years |
Stock-Based Compensation - 2006
Stock-Based Compensation - 2006 Plan (Details) | 12 Months Ended | |||
Jul. 31, 2017Installmentshares | Jul. 31, 2016shares | Jul. 31, 2015shares | Jul. 31, 2014shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Outstanding unvested restricted stock shares | 222,298,000 | 331,367,000 | 343,519,000 | 525,842,000 |
Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Outstanding options (in shares) | 122,500 | 122,500 | 107,500 | |
2006 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Maximum number of shares authorized for issuance | 5,591,000 | |||
2006 Plan | Stock options and stock appreciation rights | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Maximum number of shares authorized for issuance | 2,700,000 | |||
2006 Plan | Restricted stock and other stock awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Maximum number of shares authorized for issuance | 2,891,000 | |||
2006 Plan | Restricted shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of anniversaries of grant date on which awards vest | Installment | 3 | |||
Outstanding unvested restricted stock shares | 108,372 | |||
2006 Plan | Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Outstanding options (in shares) | 122,500 | |||
First anniversary vesting | 2006 Plan | Restricted shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 33.33% | |||
Vesting period | 1 year | |||
First anniversary vesting | 2006 Plan | Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 33.33% | |||
Vesting period | 1 year | |||
Second anniversary vesting | 2006 Plan | Restricted shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 33.33% | |||
Vesting period | 2 years | |||
Second anniversary vesting | 2006 Plan | Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 33.33% | |||
Vesting period | 2 years | |||
Third anniversary vesting | 2006 Plan | Restricted shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 33.33% | |||
Vesting period | 3 years | |||
Third anniversary vesting | 2006 Plan | Stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 33.33% | |||
Vesting period | 3 years |
Stock-Based Compensation - Expe
Stock-Based Compensation - Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | |||
Stock-based compensation before income taxes | $ 8,844 | $ 8,361 | $ 5,867 |
Total unrecognized stock-based compensation cost (in dollars) | $ 9,741 | ||
Remaining weighted average period for unrecognized compensation cost | 17 months | ||
Cost of sales | |||
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | |||
Stock-based compensation before income taxes | $ 371 | 438 | 270 |
Selling | |||
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | |||
Stock-based compensation before income taxes | 1,582 | 929 | 608 |
General and administrative | |||
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | |||
Stock-based compensation before income taxes | 6,774 | 6,881 | 4,897 |
Research and development | |||
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | |||
Stock-based compensation before income taxes | 117 | 113 | 92 |
Total operating expenses | |||
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | |||
Stock-based compensation before income taxes | $ 8,473 | $ 7,923 | $ 5,597 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair Value Monte Carlo Simulation (Details) - Restricted shares | 12 Months Ended |
Jul. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Volatility of common stock | 27.75% |
Average volatility of peer companies | 32.98% |
Average correlation coefficient of peer companies | 35.35% |
Risk-free interest rate | 0.96% |
Stock-Based Compensation - Nonv
Stock-Based Compensation - Nonvested Stock Award Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | ||
Number of Shares | ||||
Nonvested stock awards at the beginning of the period (in shares) | 331,367,000 | 343,519,000 | 525,842,000 | |
Granted (in shares) | 113,065,000 | 175,700,000 | 144,278,000 | |
Vested (in shares) | [1] | (216,212,000) | (183,045,000) | (313,797,000) |
Forfeited (in shares) | (5,922,000) | (4,807,000) | (12,804,000) | |
Nonvested stock awards at the end of the period (in shares) | 222,298,000 | 331,367,000 | 343,519,000 | |
Weighted Average Fair Value | ||||
Nonvested stock awards at the beginning of the period (in dollars per share) | $ 46.09 | $ 32.77 | $ 22.25 | |
Granted (in dollars per share) | 81.77 | 55.40 | 39.77 | |
Vested (in dollars per share) | [1] | 43.62 | 30.06 | 18.62 |
Forfeited (in dollars per share) | 59.40 | 45.06 | 26.20 | |
Nonvested stock awards at the end of the period (in dollars per share) | $ 66.28 | $ 46.09 | $ 32.77 | |
Aggregate fair value, vested in period | $ 9,431 | $ 5,503 | $ 5,844 | |
Number of Time-based Shares | ||||
Number of Shares | ||||
Nonvested stock awards at the beginning of the period (in shares) | 331,367,000 | 343,519,000 | 525,842,000 | |
Granted (in shares) | 86,305,000 | 175,700,000 | 144,278,000 | |
Vested (in shares) | [1] | (214,932,000) | (183,045,000) | (313,797,000) |
Forfeited (in shares) | (5,922,000) | (4,807,000) | (12,804,000) | |
Nonvested stock awards at the end of the period (in shares) | 196,818,000 | 331,367,000 | 343,519,000 | |
Number of Performance-based Shares | ||||
Number of Shares | ||||
Granted (in shares) | 16,960,000 | |||
Vested (in shares) | [1] | (725,000) | ||
Nonvested stock awards at the end of the period (in shares) | 16,235,000 | |||
Number of Market-based Shares | ||||
Number of Shares | ||||
Granted (in shares) | 9,800,000 | |||
Vested (in shares) | [1] | (555,000) | ||
Nonvested stock awards at the end of the period (in shares) | 9,245,000 | |||
[1] | The aggregate fair value of all nonvested stock awards which vested was approximately $9,431, $5,503 and $5,844 in fiscal 2017, 2016 and 2015, respectively. |
Stock-Based Compensation - FV A
Stock-Based Compensation - FV Assumptions (Details) - Stock options | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | ||
Weighted-Average Black-Scholes Option Valuation Assumptions | |||
Dividend yield | 0.22% | 0.25% | |
Volatility of common stock | [1] | 55.90% | 33.90% |
Risk-free interest rate | [2] | 1.41% | 1.55% |
Expected lives (in years) | [3] | 5 years | 5 years |
[1] | Volatility was based on historical closing prices of our common stock. | ||
[2] | The U.S. Treasury rate based on the expected life at the date of grant. | ||
[3] | Based on historical exercise behavior. |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Options Outstanding | |||
Number Outstanding (in shares) | 122,500 | 122,500 | |
Weighted Average Exercise Price (in dollars per share) | $ 29.36 | $ 29.36 | |
Weighted Average Remaining Contractual Life | 15 months 7 days | ||
Aggregate Intrinsic Value | $ 5,493 | ||
Options Exercisable | |||
Number Exercisable (in shares) | 104,167 | ||
Weighted Average Exercise Price (in dollars per share) | $ 26.28 | ||
Weighted Average Remaining Contractual Life | 12 months 7 days | ||
Aggregate Intrinsic Value | $ 4,992 | ||
Stock-based awards, additional disclosure | |||
Deduction in income tax due to exercise of options and vesting of restricted stock (in dollars) | 5,592 | $ 3,059 | |
Reduction in income tax expense over the equity awards' vesting period | 3,351 | 1,880 | |
Share-based compensation, excess tax benefit, amount | 2,241 | 1,179 | |
Stock options | |||
Options Outstanding | |||
Aggregate Intrinsic Value | $ 5,493 | $ 4,605 | $ 3,133 |
Stock options, additional disclosure | |||
Options vested during period (in shares) | 23,333 | 35,834 | 27,500 |
Aggregate fair value of all options vested (in dollars) | $ 349 | $ 344 | $ 248 |
Weighted average fair value of all options granted (in dollars per share) | $ 26.49 | $ 11.54 | |
Outstanding options (in shares) | 122,500 | 122,500 | 107,500 |
Exercise of stock options (in shares) | 89,607 | 67,038 | |
Total average price per share | $ 77.12 | $ 55.68 |
Retirement Plans (Details)
Retirement Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Retirement Benefits [Abstract] | |||
Aggregate employer contributions recognized under 401(k) Savings and Retirement Plans | $ 3,863 | $ 3,406 | $ 2,541 |
Information as to Reportable 84
Information as to Reportable Segments and Foreign and Domestic Operations - Concentration Risk (Details) - Customer concentration - Segment sales | 12 Months Ended |
Jul. 31, 2017 | |
Water Purification and Filtration | |
Concentration risk | |
Concentration risk within segment (as a percent) | 50.20% |
Healthcare Disposables | |
Concentration risk | |
Concentration risk within segment (as a percent) | 43.40% |
Dialysis | |
Concentration risk | |
Concentration risk within segment (as a percent) | 44.20% |
Information as to Reportable 85
Information as to Reportable Segments and Foreign and Domestic Operations Information as to Reportable Segments and Foreign and Domestic Operations - Other (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Segment Reporting Information [Line Items] | |||
Loss on sale of business | $ 0 | $ 0 | $ 2,206 |
Disposal by sale | Specialty Packaging business | Other | |||
Segment Reporting Information [Line Items] | |||
Loss on sale of business | $ 2,206 |
Information as to Reportable 86
Information as to Reportable Segments and Foreign and Domestic Operations - Operating Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jul. 31, 2017 | Apr. 30, 2017 | Jan. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 205,502 | $ 192,113 | $ 184,817 | $ 187,725 | $ 179,002 | $ 173,703 | $ 158,271 | $ 153,779 | $ 770,157 | $ 664,755 | $ 565,004 |
Operating income: | 110,410 | 97,251 | 80,761 | ||||||||
Interest expense, net | 4,303 | 3,320 | 2,364 | ||||||||
Other income | (126) | 0 | 0 | ||||||||
Loss on sale of business | 0 | 0 | 2,206 | ||||||||
Income before income taxes | 106,233 | 93,931 | 76,191 | ||||||||
Identifiable assets: | 786,373 | 694,532 | 786,373 | 694,532 | 584,031 | ||||||
Capital expenditures: | 27,065 | 18,889 | 12,760 | ||||||||
Depreciation and amortization: | 33,452 | 25,084 | 23,957 | ||||||||
Operating Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating income: | 142,753 | 124,034 | 99,240 | ||||||||
General corporate | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating income: | 32,343 | 26,783 | 18,479 | ||||||||
Identifiable assets: | 44,537 | 31,629 | 44,537 | 31,629 | 35,320 | ||||||
Capital expenditures: | 5,772 | 941 | 234 | ||||||||
Depreciation and amortization: | 518 | 268 | 157 | ||||||||
Endoscopy | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 398,773 | 341,752 | 248,654 | ||||||||
Endoscopy | Operating Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating income: | 73,440 | 61,021 | 40,863 | ||||||||
Identifiable assets: | 368,820 | 347,107 | 368,820 | 347,107 | 238,799 | ||||||
Capital expenditures: | 13,816 | 11,299 | 7,042 | ||||||||
Depreciation and amortization: | 18,245 | 14,333 | 10,729 | ||||||||
Water Purification and Filtration | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 196,446 | 177,669 | 173,834 | ||||||||
Water Purification and Filtration | Operating Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating income: | 33,159 | 30,620 | 30,606 | ||||||||
Identifiable assets: | 147,477 | 137,731 | 147,477 | 137,731 | 138,069 | ||||||
Capital expenditures: | 3,689 | 3,376 | 2,984 | ||||||||
Depreciation and amortization: | 5,706 | 5,441 | 5,257 | ||||||||
Healthcare Disposables | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 144,457 | 112,584 | 106,920 | ||||||||
Healthcare Disposables | Operating Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating income: | 28,000 | 24,486 | 19,904 | ||||||||
Identifiable assets: | 208,328 | 157,918 | 208,328 | 157,918 | 145,391 | ||||||
Capital expenditures: | 2,492 | 2,606 | 1,587 | ||||||||
Depreciation and amortization: | 8,556 | 4,361 | 6,354 | ||||||||
Dialysis | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 30,481 | 32,750 | 31,240 | ||||||||
Dialysis | Operating Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating income: | 8,154 | 7,907 | 6,749 | ||||||||
Identifiable assets: | $ 17,211 | $ 20,147 | 17,211 | 20,147 | 26,452 | ||||||
Capital expenditures: | 1,296 | 667 | 894 | ||||||||
Depreciation and amortization: | 427 | 681 | 1,382 | ||||||||
Other | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 0 | 0 | 4,356 | ||||||||
Other | Operating Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Operating income: | 0 | 0 | 1,118 | ||||||||
Capital expenditures: | 0 | 0 | 19 | ||||||||
Depreciation and amortization: | $ 0 | $ 0 | $ 78 |
Information as to Reportable 87
Information as to Reportable Segments and Foreign and Domestic Operations - Geographic Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jul. 31, 2017 | Apr. 30, 2017 | Jan. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Net sales | |||||||||||
Net sales | $ 205,502 | $ 192,113 | $ 184,817 | $ 187,725 | $ 179,002 | $ 173,703 | $ 158,271 | $ 153,779 | $ 770,157 | $ 664,755 | $ 565,004 |
Total long-lived assets: | 93,045 | 79,753 | 93,045 | 79,753 | 67,883 | ||||||
Goodwill and intangible assets, net | 435,957 | 392,037 | 435,957 | 392,037 | 327,787 | ||||||
Total | 529,002 | 471,790 | 529,002 | 471,790 | 395,670 | ||||||
United States | |||||||||||
Net sales | |||||||||||
Net sales | 599,657 | 515,055 | 447,848 | ||||||||
Total long-lived assets: | 74,401 | 62,820 | 74,401 | 62,820 | 57,080 | ||||||
Europe/Africa/Middle East | |||||||||||
Net sales | |||||||||||
Net sales | 95,753 | 88,355 | 62,193 | ||||||||
Total long-lived assets: | 16,209 | 14,863 | 16,209 | 14,863 | 9,122 | ||||||
Asia/Pacific | |||||||||||
Net sales | |||||||||||
Net sales | 40,964 | 33,374 | 28,529 | ||||||||
Total long-lived assets: | 1,381 | 1,607 | 1,381 | 1,607 | 1,081 | ||||||
Canada | |||||||||||
Net sales | |||||||||||
Net sales | 26,648 | 20,975 | 19,306 | ||||||||
Total long-lived assets: | $ 1,054 | $ 463 | 1,054 | 463 | 600 | ||||||
Latin America/South America | |||||||||||
Net sales | |||||||||||
Net sales | $ 7,135 | $ 6,996 | $ 7,128 |
Quarterly Results of Operatio88
Quarterly Results of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jul. 31, 2017 | Apr. 30, 2017 | Jan. 31, 2017 | Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 205,502 | $ 192,113 | $ 184,817 | $ 187,725 | $ 179,002 | $ 173,703 | $ 158,271 | $ 153,779 | $ 770,157 | $ 664,755 | $ 565,004 |
Cost of sales | 107,774 | 100,665 | 96,340 | 98,218 | 93,672 | 93,382 | 85,934 | 82,581 | 402,997 | 355,569 | 311,537 |
Gross profit | $ 97,728 | $ 91,448 | $ 88,477 | $ 89,507 | $ 85,330 | $ 80,321 | $ 72,337 | $ 71,198 | 367,160 | 309,186 | 253,467 |
Gross profit percentage | 47.60% | 47.60% | 47.90% | 47.70% | 47.70% | 46.20% | 45.70% | 46.30% | |||
Net income | $ 16,997 | $ 17,511 | $ 18,070 | $ 18,800 | $ 16,291 | $ 14,019 | $ 15,389 | $ 14,254 | $ 71,378 | $ 59,953 | $ 47,953 |
Earnings per common share: | |||||||||||
Basic (in dollars per share) | $ 0.41 | $ 0.42 | $ 0.43 | $ 0.45 | $ 0.39 | $ 0.34 | $ 0.37 | $ 0.34 | $ 1.71 | $ 1.44 | $ 1.16 |
Diluted (in dollars per share) | $ 0.41 | $ 0.42 | $ 0.43 | $ 0.45 | $ 0.39 | $ 0.34 | $ 0.37 | $ 0.34 | $ 1.71 | $ 1.44 | $ 1.15 |
SCHEDULE II - VALUATION AND Q89
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jul. 31, 2017 | Jul. 31, 2016 | Jul. 31, 2015 | |||
Allowance for doubtful accounts: | |||||
Changes in allowance for doubtful accounts | |||||
Balance at Beginning of Period | $ 1,850 | $ 2,092 | $ 1,874 | ||
Additions | 998 | 15 | 464 | ||
Deductions | (1,056) | (223) | (227) | ||
Translation Adjustments | 16 | (34) | (19) | ||
Balance at End of Period | 1,808 | 1,850 | 2,092 | ||
Reserve for excess and obsolete inventory: | |||||
Changes in allowance for doubtful accounts | |||||
Balance at Beginning of Period | 5,390 | 3,895 | 4,419 | ||
Additions | 5,016 | 3,182 | 1,494 | ||
Deductions | (1,580) | (1,569) | (1,796) | ||
Translation Adjustments | 27 | (118) | (222) | ||
Balance at End of Period | 8,853 | 5,390 | 3,895 | ||
Deferred tax asset valuation allowance: | |||||
Changes in allowance for doubtful accounts | |||||
Balance at Beginning of Period | 2,334 | 2,037 | 3,538 | ||
Additions | 615 | 929 | 1,010 | [1] | |
Deductions | 0 | (712) | [1] | (2,420) | |
Translation Adjustments | 35 | 80 | (91) | ||
Balance at End of Period | $ 2,984 | $ 2,334 | $ 2,037 | ||
[1] | The amounts primarily include deductions of valuation allowances associated with New Jersey net operating losses. |