Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Apr. 30, 2019 | May 31, 2019 | |
Document and Entity Information | ||
Entity Registrant Name | CANTEL MEDICAL CORP | |
Entity Central Index Key | 0000019446 | |
Document Type | 10-Q | |
Document Period End Date | Apr. 30, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --07-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 41,766,952 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Apr. 30, 2019 | Jul. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 51,348 | $ 94,097 |
Accounts receivable, net of allowance for doubtful accounts of $1,498 and $1,149 | 142,504 | 118,642 |
Inventories, net | 134,193 | 107,592 |
Prepaid expenses and other current assets | 23,018 | 17,912 |
Income taxes receivable | 1,483 | 0 |
Total current assets | 352,546 | 338,243 |
Property and equipment, net | 173,070 | 111,417 |
Intangible assets, net | 148,075 | 137,361 |
Goodwill | 378,144 | 368,027 |
Other assets | 7,337 | 5,749 |
Deferred income taxes | 3,621 | 2,911 |
Total assets | 1,062,793 | 963,708 |
Current liabilities: | ||
Accounts payable | 50,537 | 34,258 |
Compensation payable | 29,665 | 30,595 |
Accrued expenses | 33,412 | 28,525 |
Deferred revenue | 26,635 | 28,614 |
Current portion of long-term debt | 10,000 | 10,000 |
Income taxes payable | 819 | 2,791 |
Total current liabilities | 151,068 | 134,783 |
Long-term debt | 223,214 | 187,302 |
Deferred income taxes | 25,663 | 27,624 |
Other long-term liabilities | 6,983 | 5,132 |
Total liabilities | 406,928 | 354,841 |
Commitments and contingencies (Note 11) | ||
Stockholders’ equity: | ||
Preferred Stock, par value $1.00 per share; authorized 1,000,000 shares; none issued | 0 | 0 |
Common Stock, par value $0.10 per share; authorized 75,000,000 shares; issued 46,356,251 shares and outstanding 41,765,917 shares as of April 30, 2019; issued 46,243,582 shares and outstanding 41,706,084 shares as of July 31, 2018 | 4,636 | 4,624 |
Additional paid-in capital | 201,116 | 184,212 |
Retained earnings | 534,449 | 491,540 |
Accumulated other comprehensive loss | (19,655) | (11,456) |
Treasury Stock, at cost; 4,590,334 shares as of April 30, 2019; 4,537,498 shares as of July 31, 2018 | (64,681) | (60,053) |
Total stockholders’ equity | 655,865 | 608,867 |
Total liabilities and stockholders’ equity | $ 1,062,793 | $ 963,708 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Apr. 30, 2019 | Jul. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts (in dollars) | $ 1,498 | $ 1,149 |
Preferred Stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred Stock, authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred Stock, issued (in shares) | 0 | 0 |
Common Stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common Stock, authorized (in shares) | 75,000,000 | 75,000,000 |
Common Stock, issued (in shares) | 46,356,251 | 46,243,582 |
Common Stock, outstanding (in shares) | 41,765,917 | 41,706,084 |
Treasury Stock (in shares) | 4,590,334 | 4,537,498 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2019 | Apr. 30, 2018 | Apr. 30, 2019 | Apr. 30, 2018 | |
Net sales | ||||
Net sales | $ 228,552 | $ 217,268 | $ 678,679 | $ 643,068 |
Cost of sales | ||||
Cost of sales | 121,675 | 112,594 | 361,878 | 336,500 |
Gross profit | 106,877 | 104,674 | 316,801 | 306,568 |
Expenses: | ||||
Selling | 36,077 | 33,252 | 103,233 | 95,774 |
General and administrative | 48,634 | 37,784 | 122,527 | 102,068 |
Research and development | 7,354 | 6,571 | 22,355 | 17,543 |
Total operating expenses | 92,065 | 77,607 | 248,115 | 215,385 |
Income from operations | 14,812 | 27,067 | 68,686 | 91,183 |
Interest expense, net | 2,509 | 1,498 | 6,742 | 3,822 |
Other income, net | 0 | 0 | (1,313) | (1,138) |
Income before income taxes | 12,303 | 25,569 | 63,257 | 88,499 |
Income taxes | 4,128 | 6,833 | 17,040 | 14,346 |
Net income | $ 8,175 | $ 18,736 | $ 46,217 | $ 74,153 |
Earnings per common share: | ||||
Basic (in dollars per share) | $ 0.20 | $ 0.45 | $ 1.11 | $ 1.78 |
Diluted (in dollars per share) | 0.20 | 0.45 | 1.11 | 1.77 |
Dividends per common share (in dollars per share) | $ 0 | $ 0 | $ 0.10 | $ 0.09 |
Product sales | ||||
Net sales | ||||
Net sales | $ 197,478 | $ 189,861 | $ 587,251 | $ 564,310 |
Cost of sales | ||||
Cost of sales | 99,867 | 93,762 | 299,595 | 283,005 |
Product service | ||||
Net sales | ||||
Net sales | 31,074 | 27,407 | 91,428 | 78,758 |
Cost of sales | ||||
Cost of sales | $ 21,808 | $ 18,832 | $ 62,283 | $ 53,495 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2019 | Apr. 30, 2018 | Apr. 30, 2019 | Apr. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 8,175 | $ 18,736 | $ 46,217 | $ 74,153 |
Other comprehensive (loss) income: | ||||
Foreign currency translation | (3,168) | (6,538) | (8,808) | 4,608 |
Interest rate swap | 609 | 0 | 609 | 0 |
Total other comprehensive (loss) income: | (2,559) | (6,538) | (8,199) | 4,608 |
Comprehensive income | $ 5,616 | $ 12,198 | $ 38,018 | $ 78,761 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury stock, at cost |
Beginning Balance (in shares) at Jul. 31, 2017 | 41,728,934 | |||||
Beginning Balance at Jul. 31, 2017 | $ 523,932 | $ 4,619 | $ 174,602 | $ 407,590 | $ (9,900) | $ (52,979) |
Increase (Decrease) in Stockholders' Equity | ||||||
Repurchases of shares (in shares) | (52,008) | |||||
Repurchases of shares | (5,822) | (5,822) | ||||
Stock-based compensation | 1,851 | 1,851 | ||||
Equity vestings/option exercises (in shares) | 42,168 | |||||
Equity vestings/option exercises | 879 | $ 5 | 874 | |||
Cancellations of restricted stock (in shares) | (1,315) | |||||
Cancellations of restricted stock | 0 | |||||
Dividends on common stock | 0 | 0 | ||||
Net income | 22,929 | 22,929 | ||||
Other (in shares) | 88,100 | |||||
Other | 42 | $ 10 | 32 | |||
Other comprehensive income (loss) | (1,233) | (1,233) | ||||
Ending Balance (in shares) at Oct. 31, 2017 | 41,805,879 | |||||
Ending Balance at Oct. 31, 2017 | 542,578 | $ 4,634 | 177,359 | 430,519 | (11,133) | (58,801) |
Beginning Balance (in shares) at Jul. 31, 2017 | 41,728,934 | |||||
Beginning Balance at Jul. 31, 2017 | 523,932 | $ 4,619 | 174,602 | 407,590 | (9,900) | (52,979) |
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 74,153 | |||||
Other comprehensive income (loss) | 4,608 | |||||
Ending Balance (in shares) at Apr. 30, 2018 | 41,709,335 | |||||
Ending Balance at Apr. 30, 2018 | 601,306 | $ 4,046 | 183,551 | 478,197 | (5,292) | (59,196) |
Beginning Balance (in shares) at Oct. 31, 2017 | 41,805,879 | |||||
Beginning Balance at Oct. 31, 2017 | 542,578 | $ 4,634 | 177,359 | 430,519 | (11,133) | (58,801) |
Increase (Decrease) in Stockholders' Equity | ||||||
Repurchases of shares (in shares) | (1,272) | |||||
Repurchases of shares | (131) | (131) | ||||
Stock-based compensation | 2,739 | 2,739 | ||||
Equity vestings/option exercises (in shares) | 0 | |||||
Equity vestings/option exercises | 0 | $ 0 | 0 | |||
Cancellations of restricted stock (in shares) | (1,604) | |||||
Cancellations of restricted stock | 0 | |||||
Dividends on common stock | (3,545) | (3,545) | ||||
Net income | 32,488 | 32,488 | ||||
Other (in shares) | (88,100) | |||||
Other | (25) | $ (10) | (15) | |||
Other comprehensive income (loss) | 12,379 | 12,379 | ||||
Ending Balance (in shares) at Jan. 31, 2018 | 41,714,903 | |||||
Ending Balance at Jan. 31, 2018 | 586,483 | $ 4,624 | 180,083 | 459,462 | 1,246 | (58,932) |
Increase (Decrease) in Stockholders' Equity | ||||||
Repurchases of shares (in shares) | (2,336) | |||||
Repurchases of shares | (264) | (264) | ||||
Stock-based compensation | 2,443 | 2,443 | ||||
Equity vestings/option exercises (in shares) | 620 | |||||
Equity vestings/option exercises | 0 | $ 0 | 0 | |||
Cancellations of restricted stock (in shares) | (3,482) | |||||
Cancellations of restricted stock | 0 | |||||
Net income | 18,736 | 18,736 | ||||
Other (in shares) | (370) | |||||
Other | 446 | $ (578) | 1,025 | (1) | ||
Other comprehensive income (loss) | (6,538) | (6,538) | ||||
Ending Balance (in shares) at Apr. 30, 2018 | 41,709,335 | |||||
Ending Balance at Apr. 30, 2018 | $ 601,306 | $ 4,046 | 183,551 | 478,197 | (5,292) | (59,196) |
Beginning Balance (in shares) at Jul. 31, 2018 | 41,706,084 | 41,706,084 | ||||
Beginning Balance at Jul. 31, 2018 | $ 608,867 | $ 4,624 | 184,212 | 491,540 | (11,456) | (60,053) |
Increase (Decrease) in Stockholders' Equity | ||||||
Repurchases of shares (in shares) | (37,802) | |||||
Repurchases of shares | (4,288) | (4,288) | ||||
Stock-based compensation | 2,576 | 2,576 | ||||
Equity vestings/option exercises (in shares) | 53,320 | |||||
Equity vestings/option exercises | 955 | $ 7 | 948 | |||
Cancellations of restricted stock (in shares) | (286) | |||||
Cancellations of restricted stock | 0 | |||||
Dividends on common stock | 0 | 0 | ||||
Net income | 19,242 | 19,242 | ||||
Other | (634) | (634) | ||||
Other comprehensive income (loss) | (5,223) | (5,223) | ||||
Ending Balance (in shares) at Oct. 31, 2018 | 41,721,316 | |||||
Ending Balance at Oct. 31, 2018 | $ 622,360 | $ 4,631 | 187,102 | 511,647 | (16,679) | (64,341) |
Beginning Balance (in shares) at Jul. 31, 2018 | 41,706,084 | 41,706,084 | ||||
Beginning Balance at Jul. 31, 2018 | $ 608,867 | $ 4,624 | 184,212 | 491,540 | (11,456) | (60,053) |
Increase (Decrease) in Stockholders' Equity | ||||||
Equity vestings/option exercises (in shares) | 30,000 | |||||
Net income | $ 46,217 | |||||
Other comprehensive income (loss) | $ (8,199) | |||||
Ending Balance (in shares) at Apr. 30, 2019 | 41,765,917 | 41,765,917 | ||||
Ending Balance at Apr. 30, 2019 | $ 655,865 | $ 4,636 | 201,116 | 534,449 | (19,655) | (64,681) |
Beginning Balance (in shares) at Oct. 31, 2018 | 41,721,316 | |||||
Beginning Balance at Oct. 31, 2018 | 622,360 | $ 4,631 | 187,102 | 511,647 | (16,679) | (64,341) |
Increase (Decrease) in Stockholders' Equity | ||||||
Repurchases of shares (in shares) | (880) | |||||
Repurchases of shares | (67) | (67) | ||||
Stock-based compensation | 3,587 | 3,587 | ||||
Equity vestings/option exercises (in shares) | 1,857 | |||||
Equity vestings/option exercises | 0 | $ 0 | 0 | |||
Cancellations of restricted stock (in shares) | (1,107) | |||||
Cancellations of restricted stock | 0 | |||||
Dividends on common stock | (4,173) | (4,173) | ||||
Net income | 18,800 | 18,800 | ||||
Other | 1,513 | 1,513 | ||||
Other comprehensive income (loss) | (417) | (417) | ||||
Ending Balance (in shares) at Jan. 31, 2019 | 41,721,186 | |||||
Ending Balance at Jan. 31, 2019 | 641,603 | $ 4,631 | 192,202 | 526,274 | (17,096) | (64,408) |
Increase (Decrease) in Stockholders' Equity | ||||||
Issuance of shares (in shares) | 42,705 | |||||
Issuance of shares | 3,197 | $ 4 | 3,193 | |||
Repurchases of shares (in shares) | (3,712) | |||||
Repurchases of shares | (273) | (273) | ||||
Stock-based compensation | 5,722 | 5,722 | ||||
Equity vestings/option exercises (in shares) | 5,875 | |||||
Equity vestings/option exercises | 0 | $ 1 | (1) | |||
Cancellations of restricted stock (in shares) | (137) | |||||
Cancellations of restricted stock | 0 | |||||
Dividends on common stock | 0 | 0 | ||||
Net income | 8,175 | 8,175 | ||||
Other comprehensive income (loss) | $ (2,559) | (2,559) | ||||
Ending Balance (in shares) at Apr. 30, 2019 | 41,765,917 | 41,765,917 | ||||
Ending Balance at Apr. 30, 2019 | $ 655,865 | $ 4,636 | $ 201,116 | $ 534,449 | $ (19,655) | $ (64,681) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Apr. 30, 2019 | Apr. 30, 2018 | |
Cash flows from operating activities | ||
Net income | $ 46,217 | $ 74,153 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 15,455 | 12,816 |
Amortization | 15,508 | 12,892 |
Stock-based compensation expense | 11,885 | 7,033 |
Deferred income taxes | (2,671) | (7,499) |
Other non-cash items, net | 263 | 586 |
Changes in assets and liabilities, net of effects of acquisitions/dispositions: | ||
Accounts receivable | (18,642) | 892 |
Inventories | (24,671) | (9,791) |
Prepaid expenses and other assets | (4,929) | (7,256) |
Accounts payable and other liabilities | 13,608 | 13,859 |
Income taxes | (3,537) | (7,682) |
Net cash provided by operating activities | 48,486 | 90,003 |
Cash flows from investing activities | ||
Capital expenditures | (75,387) | (23,772) |
Proceeds from sale of business | 3,053 | 0 |
Acquisitions, net of cash acquired | (40,644) | (84,595) |
Net cash used in investing activities | (112,978) | (108,367) |
Cash flows from financing activities | ||
Repayments of long-term debt | (12,707) | 0 |
Borrowings under revolving credit facility | 50,000 | 82,300 |
Repayments under revolving credit facility | (7,000) | (39,300) |
Dividends paid | (4,173) | (3,546) |
Purchases of treasury stock | (4,628) | (6,216) |
Net cash provided by financing activities | 21,492 | 33,238 |
Effect of exchange rate changes on cash and cash equivalents | 251 | 458 |
(Decrease) increase in cash and cash equivalents | (42,749) | 15,332 |
Cash and cash equivalents at beginning of period | 94,097 | 36,584 |
Cash and cash equivalents at end of period | $ 51,348 | $ 51,916 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Apr. 30, 2019 | |
Basis of Presentation | |
Basis of Presentation | Basis of Presentation 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. During the first quarter of fiscal 2019, we changed the names of our reportable segments to better align with our key customers and the markets we serve. This decision resulted in a change from a financial reporting perspective as the industrial biological and chemical indicator business has moved from the Dental segment to the Life Sciences segment. Prior year segment disclosures have been recast to conform to the current year presentation. See Note 15, “Reportable Segments.” Cantel is a leading provider of infection prevention products and services in the healthcare market, specializing in the following reportable segments: Medical, Life Sciences, Dental and Dialysis. Most of our equipment, consumables and supplies are used to help prevent the occurrence or spread of infections. The unaudited Condensed Consolidated Financial Statements have been prepared in accordance with United States generally accepted accounting principles for interim financial reporting and the requirements of Form 10-Q and Rule 10.01 of Regulation S-X. Accordingly, they do not include certain information and note disclosures required by generally accepted accounting principles for annual financial reporting and should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Annual Report of Cantel Medical Corp. on Form 10-K for the fiscal year ended July 31, 2018 (the “2018 Form 10-K”) and Management's Discussion and Analysis of Financial Condition and Results of Operations included elsewhere herein. The unaudited interim financial statements reflect all adjustments (of a normal and recurring nature) which management considers necessary for a fair presentation of the results of operations for these periods. The results of operations for the interim periods are not necessarily indicative of the results for the full year. The Condensed Consolidated Balance Sheet at July 31, 2018 was derived from the audited Consolidated Balance Sheet of Cantel at that date. Certain prior year amounts have been reclassified to conform to the current year presentation. Subsequent Events We performed a review of events subsequent to April 30, 2019 through the date of issuance of the accompanying unaudited consolidated interim financial statements. |
Accounting Pronouncements
Accounting Pronouncements | 9 Months Ended |
Apr. 30, 2019 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Accounting Pronouncements | Accounting Pronouncements Newly Adopted Accounting Standards In August 2017, the FASB issued ASU 2017-12, “Targeted Improvements to Accounting for Hedging Activities,” (“ASU 2017-12”) to improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018 (our fiscal year 2020), including interim periods within that reporting period. We early adopted ASU 2017-12 effective August 1, 2018. The adoption of ASU 2017-12 did not have a material impact on our financial position, results of operations or cash flows. In May 2017, the FASB issued ASU 2017-09, “ (Topic 718) 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 ASC 718. ASU 2017-09 is effective for fiscal years beginning after December 15, 2017 (our fiscal year 2019), including interim periods within that reporting period. Accordingly, we adopted ASU 2017-09 on August 1, 2018. The adoption of ASU 2017-09 did not have a material impact on our financial position, results of operations or cash flows. In August 2016, the FASB issued ASU 2016-15, “(Topic 230) Classification of Certain Cash Receipts and Cash Payments , ” (“ASU 2016-15”). This guidance makes 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). Accordingly, we adopted ASU 2016-15 on August 1, 2018. The adoption of ASU 2016-15 did not have a material impact on our financial position, results of operations or cash flows. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606) , ” (“ASU 2014-09”), which supersedes 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),” (“ASU 2015-14”), 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. We adopted the collective standard (“ASC 606”) on August 1, 2018. See Note 5, “Revenue Recognition” for a discussion of the impact and required disclosures. Recently Issued Accounting Standards In August 2018, the FASB issued ASU 2018-15, “Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” (“ASU 2018-15”) to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement) by providing guidance for determining when the arrangement includes a software license. ASU 2018-15 is effective for fiscal years beginning after December 15, 2019 (our fiscal year 2021), including interim periods within that reporting period. The adoption of ASU 2018-15 is not expected to have a material impact on our financial position, results of operations or cash flows. In August 2018, the FASB issued ASU 2018-13, “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”) to modify the disclosure requirements on fair value measurements in ASC 820, “Fair Value Measurement” . ASU 2018-13 is effective for fiscal years beginning after December 15, 2019 (our fiscal year 2021), including interim periods within that reporting period. The adoption of ASU 2018-13 is not expected to have a material impact on our financial position, results of operations or cash flows. In February 2018, the FASB issued ASU 2018-02, “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” (“ASU 2018-02”) to allow for the reclassification from accumulated other comprehensive income to retained earnings of stranded tax effects resulting from the Tax Cuts and Jobs Act enacted in December 2017. ASU 2018-02 is effective for fiscal years beginning after December 15, 2018 (our fiscal year 2020), including interim periods within that reporting period. The adoption of ASU 2018-02 is not expected to have a material impact on our financial position, results of operations or cash flows. In January 2017, the FASB issued ASU 2017-04, “(Topic 350) Simplifying the Test for Goodwill Impairment ,” (“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. 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, 2019 (our fiscal year 2021) 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 material impact on our financial position, results of operations or cash flows. In February 2016, the FASB issued ASU 2016-02, “ (Topic 842) Leases ,” (“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. 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. In July 2018, the FASB issued ASU 2018-10, “Codification Improvements to Topic 842, Leases,” and ASU 2018-11, “Leases (Topic 842) Targeted Improvements,” in December 2018, the FASB issued ASU 2018-20, “Narrow-Scope Improvements for Lessors” and in March 2019, the FASB issued ASU 2019-01 , “Leases (Topic 842): Codification Improvements.” These ASUs provide adjustments relating to ASU 2016-02 and improvements to comparative reporting requirements for initial adoption and for separating components of a contract for lessors. We are currently in the process of evaluating the impact of the collective standard (“ASC 842”) on our financial position, results of operations and cash flows. |
Acquisitions
Acquisitions | 9 Months Ended |
Apr. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Fiscal 2019 Omnia: On February 1, 2019, we purchased all of the issued and outstanding stock of Omnia S.p.A. (“Omnia”), an Italian-based market leader in dental surgical consumables solutions, for total consideration (net of cash acquired), excluding acquisition-related costs, of $19,808 , consisting of $16,597 of cash and $3,211 of stock consideration, plus additional earn-outs ranging from zero to a maximum of $5,800 , which is payable upon the achievement of certain performance-based financial targets. Omnia’s business consists of a wide-ranging portfolio of sutures, irrigation tubing and customized dental surgical procedure kits, with a focus on procedure room set-up and cross-contamination prevention, and is included in our Dental segment. CES business: On August 1, 2018, we acquired certain net assets of Stericycle Inc. related to its controlled environmental solutions business (“CES business”) for total cash consideration, excluding acquisition-related costs, of $17,047 . The CES business is a leading provider of testing and certification, environmental monitoring and decontamination services for clean rooms and other controlled environments to ensure safety, regulatory compliance and quality control, and is included in our Life Sciences segment. Fiscal 2018 Aexis: On March 21, 2018, we purchased all of the issued and outstanding stock of Aexis Medical BVBA (“Aexis”) for total consideration, excluding acquisition-related costs, of $21,600 , consisting of $20,308 of cash consideration (net of cash acquired), plus contingent consideration ranging from zero to a maximum of $1,850 , which is payable upon the achievement of certain purchase order targets through March 21, 2020. Aexis specializes in advanced software solutions focused on the tracking and monitoring of instrument reprocessing for hospitals and healthcare professionals, and is included in our Medical segment. BHT Group: On August 23, 2017, we purchased all of the issued and outstanding stock of BHT Hygienetechnik Holding GmbH (“BHT Group”), a leader in the German market in automated endoscope reprocessing and related equipment and services for total consideration (net of cash acquired), excluding acquisition related costs, of $60,216 . 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 is included in our Medical segment. The following table presents our purchase price allocations of our material acquisitions: 2019 2018 Purchase Price Allocation Omnia CES Business (1) Aexis BHT Group (Preliminary) (Preliminary) (Final) (Final) Purchase Price: Cash paid $ 16,597 $ 17,047 $ 20,308 $ 60,216 Fair value of contingent consideration — — 1,292 — Common stock issued 3,211 — — — Total $ 19,808 $ 17,047 $ 21,600 $ 60,216 Allocation: Property and equipment 1,285 539 130 835 Amortizable intangible assets: Customer relationships 9,259 8,100 1,800 12,500 Technology 1,600 — 4,600 6,200 Brand names 1,600 — — — Goodwill 9,101 6,137 17,092 40,934 Deferred income taxes — — (1,639 ) (5,881 ) Other working capital 2,170 2,271 909 5,628 Contingent consideration — — (1,292 ) — Long-term debt (5,207 ) — — — Total $ 19,808 $ 17,047 $ 21,600 $ 60,216 _______________________________________________ (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. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Apr. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation 2016 Equity Incentive Plan At April 30, 2019 , 281,044 nonvested restricted stock awards were outstanding under the 2016 plan. No options were outstanding under the 2016 plan. At April 30, 2019 , 793,110 shares were collectively available for issuance pursuant to restricted stock and other stock awards, stock options and stock appreciation rights. 2006 Equity Incentive Plan The 2006 Plan was terminated on January 7, 2016 in conjunction with the adoption of the 2016 Plan. At April 30, 2019 , options to purchase 40,000 shares of common stock were outstanding under the 2006 Plan. No additional awards will be granted under this plan. The following table shows the components of stock-based compensation expense recognized in the condensed consolidated statements of income: Three Months Ended April 30, Nine Months Ended April 30, 2019 2018 2019 2018 Cost of sales $ 245 $ 167 $ 769 $ 463 Operating expenses: Selling 538 559 1,684 1,188 General and administrative (1) 4,874 1,641 9,249 5,231 Research and development 65 76 183 151 Total operating expenses 5,477 2,276 11,116 6,570 Stock-based compensation expense $ 5,722 $ 2,443 $ 11,885 $ 7,033 _______________________________________________ (1) The increase in stock-based compensation expense primarily relates to the accelerated vesting of awards resulting from organizational leadership changes. At April 30, 2019 , total unrecognized stock-based compensation expense related to total nonvested stock options and restricted stock awards was $15,427 with a remaining weighted average period of 14 months over which such expense is expected to be recognized. We determined the fair value of our market-based restricted stock awards using a Monte Carlo simulation on the date of grant using the following assumptions: Nine Months Ended April 30, 2019 2018 Volatility of common stock 27.54 % 26.60 % Average volatility of peer companies 36.55 % 33.72 % Average correlation coefficient of peer companies 27.18 % 32.26 % Risk-free interest rate 2.93 % 1.62 % A summary of nonvested stock award activity for the nine months ended April 30, 2019 follows: Number of Time-based Awards Number of Performance-based Awards Number of Market-based Awards Number of Total Awards Weighted Average Fair Value July 31, 2018 168,320 26,076 17,710 212,106 $ 88.87 Granted 143,144 35,981 25,320 204,445 $ 88.48 Vested (1) (95,459 ) (12,742 ) (4,335 ) (112,536 ) $ 79.53 Forfeited (10,251 ) (7,034 ) (5,686 ) (22,971 ) $ 98.73 April 30, 2019 205,754 42,281 33,009 281,044 $ 91.86 _______________________________________________ (1) The aggregate fair value of all nonvested stock awards which vested was approximately $8,952 . A summary of stock option activity for the nine months ended April 30, 2019 follows: Number of shares Weighted Average Exercise Price Weighted Average Contractual Life Remaining (Years) Aggregate Intrinsic Value Outstanding at July 31, 2018 70,000 $ 38.60 Exercised (30,000 ) $ 31.81 Outstanding at April 30, 2019 40,000 $ 43.70 0.82 $ 1,010 Exercisable at April 30, 2019 40,000 $ 43.70 0.82 $ 1,010 During the nine months ended April 30, 2019 , 5,000 options vested, with an aggregate fair value of approximately $277 . During the nine months ended April 30, 2019 , 30,000 options were exercised, with an aggregate fair value of approximately $1,787 . At April 30, 2019 , all outstanding options were vested. 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. For the nine months ended April 30, 2019 , income tax deductions of $2,465 were generated, of which $1,902 were recorded as a reduction in income tax expense over the equity awards’ vesting period and the remaining excess tax benefit of $563 was recorded as a reduction in income tax expense. For the nine months ended April 30, 2018 , income tax deductions of $3,406 were generated, of which $1,394 were recorded as a reduction in income tax expense over the equity awards’ vesting period and the remaining excess tax benefit of $2,012 was recorded as a reduction in income tax expense. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Apr. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Adoption of “Revenue from Contracts with Customers (ASC 606)” We adopted ASC 606, effective August 1, 2018, using the modified retrospective method applied to those contracts which were not completed as of August 1, 2018. Results for reporting beginning after August 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and will continue to be reported in accordance with our historic accounting under ASC 605. Due to the cumulative impact of adopting ASC 606, we recorded a net increase of $865 to opening retained earnings, net of tax, as of August 1, 2018. The impact is primarily related to the timing of revenue recognition for the shipment of products in both our Medical and Life Sciences segments where risk of loss provisions are present (“synthetic FOB destination”). The new standard does not require us to defer revenue for these products and allows us to recognize revenue at the time of shipment. The cumulative adjustment to retained earnings also includes the impact of the change in timing of revenue recognition associated with software licensing arrangements in our Medical segment. Additionally, revenue related to software renewals was historically recognized on a ratable basis over the license period. Under ASC 606, the license is considered functional intellectual property, and is considered to be transferred to the customer at a point in time, specifically, at the start of each annual renewal period. As a result, revenue related to our annual software license renewals has been accelerated. Revenue Recognition A portion of our medical, life sciences and dialysis sales include multiple performance obligations, whereby revenue is allocated to the equipment, installation and consumable components based upon their relative standalone selling prices, which includes comparable historical transactions of similar equipment, installation and consumables sold as stand-alone components. Revenue on capital equipment and consumables is recognized when control of the equipment or consumable transfers to the customer, which is generally driven by the underlying shipping terms of the transaction. Revenue on the installation component is recognized when the installation is complete. The most significant judgments related to these arrangements include identifying the various performance obligations of these arrangements and determining the relative standalone selling price of each performance obligation. With respect to certain of our 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. 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. We also offer certain volume-based rebates to our distribution customers, which we record as variable consideration when calculating the transaction price. We use information available at the time and our historical experience with each customer to estimate the rebate amount by applying the expected value method. The following table gives information as to the net sales disaggregated by geography and product line: Three Months Ended April 30, Nine Months Ended April 30, Net sales by geography 2019 2018 (1) 2019 2018 (1) United States $ 163,367 $ 159,375 $ 497,469 $ 478,024 Europe/Africa/Middle East 39,949 33,702 106,278 94,254 Asia/Pacific 15,140 14,341 46,476 41,190 Canada 8,555 7,842 24,064 24,638 Latin America/South America 1,541 2,008 4,392 4,962 Total $ 228,552 $ 217,268 $ 678,679 $ 643,068 Net sales by product line Capital equipment $ 51,351 $ 58,935 $ 166,870 $ 177,175 Consumables 144,515 130,155 417,067 385,963 Product service 31,074 27,407 91,428 78,758 All other (2) 1,612 771 3,314 1,172 Total $ 228,552 $ 217,268 $ 678,679 $ 643,068 _______________________________________________ (1) As noted above, prior year amounts have not been adjusted under the modified retrospective method. (2) Primarily includes software licensing revenues. Remaining Performance Obligations At April 30, 2019 , the estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) was approximately $66,534 , primarily within the Medical segment. We expect to recognize revenue on approximately 60% of these remaining performance obligations over the remainder of fiscal 2019 and fiscal 2020. These performance obligations primarily reflect the future product service revenues for multi-period service arrangements. Contract Liabilities Contract liabilities primarily relate to payments received from customers in advance of performance under the contract. Our contract liabilities arise primarily in the Medical and Life Sciences segments when payment is received upfront for various multi-period extended service arrangements. We expect to recognize substantially all of this revenue over the next twelve months. A summary of contract liabilities activity for the nine months ended April 30, 2019 follows: Contract Liabilities Balance, August 1, 2018 $ 29,015 Revenue deferred in current year 48,589 Deferred revenue recognized (49,710 ) Foreign currency translation (435 ) Balance, April 30, 2019 27,459 Contract liabilities included in Other long-term liabilities (824 ) Deferred revenue $ 26,635 Practical Expedients and Policy Elections As part of the cost to obtain a contract, we may pay incremental commissions to sales employees upon entering into a sales contract. Under ASC 606, we have elected to expense these costs as incurred when the period of benefit is less than one year. For certain multi-period contracts, we capitalize these amounts as contract costs, and amortize them based on the contract duration to which the assets relate, which ranges from two to five years. The amounts at April 30, 2019 , were not material. For certain international contracts with distributors, we recognize a receivable at the point in time in which we have an unconditional right to payment. Most customers are required to pay a portion of the transaction price in advance and the remaining balance within 30 days of receiving the related products. Accordingly, we have elected to use the practical expedient which allows us to ignore the possible existence of a significant financing component within these contracts. As a policy, for shipping and handling costs incurred after the customer has obtained control of a good, we will continue to treat these costs as a fulfillment cost rather than as an additional promised service. Additionally, in certain U.S. states, we are required to collect sales taxes from our customers, and in certain international jurisdictions, we are required to collect value added taxes. The tax collected is recorded as a liability until remitted to the taxing authority. |
Inventories, Net
Inventories, Net | 9 Months Ended |
Apr. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | Inventories, Net A summary of inventories is as follows: April 30, 2019 July 31, 2018 Raw materials and parts $ 68,557 $ 49,054 Work-in-process 4,816 13,189 Finished goods 70,887 53,948 Reserve for excess and obsolete inventory (10,067 ) (8,599 ) Total $ 134,193 $ 107,592 |
Derivatives
Derivatives | 9 Months Ended |
Apr. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives Foreign 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 forward contracts to purchase Euros, British Pounds, Canadian dollars, Australian dollars and Singapore dollars, which contracts are one-month in duration. These short-term contracts are designated as fair value hedge instruments. 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. 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 and Sri Lankan Rupee relative to the U.S. dollar because the overall foreign currency exposure relating to these currencies is not material. There were six foreign currency forward contracts with an aggregate notional value of $61,447 and $30,159 at April 30, 2019 and July 31, 2018 , respectively, which covered certain assets and liabilities that were denominated in currencies other than each entity’s functional currency. For the nine months ended April 30, 2019 and 2018 , the settlements of our forward contracts resulted in immaterial amounts of currency conversion gains and losses on the hedged items in the aggregate. Variable Rate Borrowings In order to hedge against the impact of fluctuations in the interest rate associated with our variable rate borrowings, on April 9, 2019, we entered into two interest rate swaps with a combined notional value of $150,000 , expiring on June 28, 2023. The swaps fixed interest rates at 2.45% . At April 30, 2019 , we had an asset of $751 recorded in other assets, and a liability of $142 recorded in accrued expenses, which represent the fair value of the interest rate swaps. The fair value of these interest rate swaps is subject to movements in LIBOR and will fluctuate in future periods. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Apr. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair Value Hierarchy We apply the provisions of 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. 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. For the Aexis acquisition, additional purchase price payments ranging from zero to $1,850 are contingent upon the achievement of certain purchase order targets through March 21, 2020. We estimated the original fair value of the contingent consideration using the weighted probabilities of the possible contingent payments. At the date of acquisition, we estimated the original fair value of the contingent consideration to be $1,292 . We are required to reassess the fair value of contingent payments on a periodic basis. The significant inputs used in these estimates include numerous possible scenarios for the payments based on the contractual terms of the contingent consideration, for which probabilities are assigned to each scenario. Given the short term nature of the financial instrument, the contingent consideration is not discounted to present value. Although we believe our assumptions are reasonable, different assumptions or changes in the future may result in different estimated amounts. 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. In November 2017, the Israeli Government formally notified us that they would forgive any future amounts payable due to our decision to exit the Jet Prep business. During the first quarter of fiscal 2018, we reduced the fair value of this obligation to zero. See Note 11, “Commitments and Contingencies.” The fair values of our financial instruments measured on a recurring basis were categorized as follows: April 30, 2019 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money markets $ 104 $ — $ — $ 104 Other Assets: Interest rate swap — 751 — 751 Total assets $ 104 $ 751 $ — $ 855 Liabilities: Accrued expenses: Interest rate swap — 142 — 142 Other long-term liabilities: Contingent consideration — — 1,374 1,374 Total liabilities $ — $ 142 $ 1,374 $ 1,516 July 31, 2018 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money markets $ 104 $ — $ — $ 104 Total assets $ 104 $ — $ — $ 104 Liabilities: Other long-term liabilities: Contingent consideration — — 1,298 1,298 Total liabilities $ — $ — $ 1,298 $ 1,298 A reconciliation of our liabilities that are measured and recorded at fair value on a recurring basis using significant unobservable inputs (Level 3) is as follows: Aexis Contingent Consideration Balance, July 31, 2018 $ 1,298 Net activity 76 Balance, April 30, 2019 $ 1,374 Disclosure of Fair Value of Financial Instruments At April 30, 2019 and July 31, 2018 , 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. At April 30, 2019 and July 31, 2018 , the carrying value of our outstanding borrowings under our credit facility approximated the fair value of these obligations as the respective borrowing rates reflect prevailing market interest rates. |
Intangibles and Goodwill
Intangibles and Goodwill | 9 Months Ended |
Apr. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangibles and Goodwill | Intangibles and Goodwill Our intangible assets consist of the following: April 30, 2019 July 31, 2018 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Intangible assets with finite lives: Customer relationships (1) $ 144,003 $ (49,042 ) $ 94,961 $ 133,347 $ (45,618 ) $ 87,729 Technology (1) 59,652 (21,722 ) 37,930 54,585 (19,836 ) 34,749 Brand names (1) 8,462 (3,116 ) 5,346 8,141 (3,857 ) 4,284 Non-compete agreements (1) 2,880 (1,604 ) 1,276 3,060 (1,628 ) 1,432 Patents and other registrations 3,103 (1,236 ) 1,867 2,826 (1,179 ) 1,647 218,100 (76,720 ) 141,380 201,959 (72,118 ) 129,841 Trademarks and tradenames 6,695 — 6,695 7,520 — 7,520 Total intangible assets $ 224,795 $ (76,720 ) $ 148,075 $ 209,479 $ (72,118 ) $ 137,361 _______________________________________________ (1) During the nine months ended April 30, 2019 , we wrote off $10,127 of fully amortized intangible assets. Amortization expense related to intangible assets was $15,508 and $12,892 for the nine months ended April 30, 2019 and 2018 , respectively. We expect to recognize an additional $5,547 of amortization expense related to intangible assets for the remainder of fiscal 2019 , and thereafter $18,382 , $18,051 , $17,252 , $16,222 and $15,352 of amortization expense for fiscal years 2020 , 2021 , 2022 , 2023 and 2024 , respectively. Goodwill changed during the nine months ended April 30, 2019 as follows: Medical Life Sciences Dental Dialysis Total Goodwill Balance, July 31, 2018 $ 186,690 $ 58,925 $ 114,279 $ 8,133 $ 368,027 Acquisitions — 6,137 9,101 — 15,238 Divestitures — (491 ) — — (491 ) Foreign currency translation (4,244 ) (176 ) (210 ) — (4,630 ) Balance, April 30, 2019 $ 182,446 $ 64,395 $ 123,170 $ 8,133 $ 378,144 |
Financing Arrangements
Financing Arrangements | 9 Months Ended |
Apr. 30, 2019 | |
Debt Disclosure [Abstract] | |
Financing Arrangements | Financing Arrangements Our long-term debt consists of the following: April 30, 2019 July 31, 2018 Revolving credit loans outstanding $ 43,000 $ — Tranche A term loan outstanding 192,500 200,000 Unamortized debt issuance costs (2,286 ) (2,698 ) Total long-term debt, net of unamortized debt issuance costs 233,214 197,302 Current portion of long-term debt (10,000 ) (10,000 ) Long-term debt, net of unamortized debt issuance costs and excluding current portion $ 223,214 $ 187,302 On June 28, 2018, we entered into a Fourth Amended and Restated Credit Agreement (the “2018 Credit Agreement”). The 2018 Agreement refinances our credit facility under the Third Amended and Restated Credit Agreement (the “Existing Credit Agreement”) dated March 4, 2014, to include a $200,000 tranche A term loan and a $400,000 revolving credit facility. Subject to the satisfaction of certain conditions precedent, including the consent of the lenders, we may from time to time increase our borrowing capacity under the revolving credit facility or tranche A term loan by an aggregate amount not to exceed $300,000 . The 2018 Credit Agreement expires on June 28, 2023. 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. At April 30, 2019 , we had $192,500 of term loan A borrowings outstanding and $43,000 revolver borrowings under the 2018 Credit Agreement. The tranche A term loan is subject to principal amortization, with $10,000 due and payable in each of fiscal 2019, 2020, 2021 and 2022, with the remaining $160,000 due and payable at maturity on June 28, 2023. During the nine months ended April 30, 2019 , we made principal payments of $7,500 . Borrowings under the 2018 Credit Agreement bear interest at rates ranging from 0.00% to 1.00% above prime rate for base rate borrowings, or at rates ranging from 1.00% to 2.00% above the London Interbank Offered Rate (“LIBOR”), depending upon our “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 2018 Credit Agreement (“Consolidated EBITDA”). At April 30, 2019 , the lender’s base rate was 5.75% and the LIBOR rate was 3.73% . The margins applicable to our outstanding borrowings were 0.25% above the lender’s base rate or 1.25% above LIBOR. All of our outstanding borrowings were under LIBOR contracts at April 30, 2019 . The 2018 Credit Agreement also provides for fees on the unused portion of our facility at rates ranging from 0.20% to 0.35% , depending upon our Consolidated Leverage Ratio, which was 0.20% at April 30, 2019 . At April 30, 2019 , the interest rate on our outstanding borrowings was approximately 3.74% . The 2018 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 covenants under the 2018 Credit Agreement. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Apr. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Contingent Consideration and Assumed Contingent Liability At April 30, 2019 , $1,374 was recorded related to the Aexis acquisition, which is for the estimated fair value of contingent consideration payable upon the achievement of certain purchase order targets through March 21, 2020. During fiscal 2017, we decided to exit the Jet Prep business that was acquired in fiscal 2014. At the time of the acquisition, we assumed a contingent obligation payable to the Israeli Government based on future sales. In November 2017, the Israeli Government formally notified us that they would forgive any future amounts payable due to our decision to exit the Jet Prep business. As a result of this formal notification, we reduced the $1,138 contingent obligation to zero during the first quarter of fiscal 2018, resulting in a benefit through other income for the nine months ended April 30, 2018 . Legal Matters 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. |
Earnings Per Common Share
Earnings Per Common Share | 9 Months Ended |
Apr. 30, 2019 | |
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 (nonvested 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 nonvested 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): Three Months Ended April 30, Nine Months Ended April 30, 2019 2018 2019 2018 Numerator for basic and diluted earnings per share: Net income $ 8,175 $ 18,736 $ 46,217 $ 74,153 Less income allocated to participating securities (5 ) (59 ) (51 ) (281 ) Net income available to common shareholders $ 8,170 $ 18,677 $ 46,166 $ 73,872 Denominator for basic and diluted earnings per share, adjusted for participating securities: Denominator for basic earnings per share - weighted average number of shares outstanding attributable to common stock 41,720,733 41,580,387 41,685,623 41,559,312 Dilutive effect of stock awards using the treasury stock method and the average market price for the year 38,705 69,134 40,608 63,642 Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock 41,759,438 41,649,521 41,726,231 41,622,954 Earnings per share attributable to common stock: Basic earnings per share $ 0.20 $ 0.45 $ 1.11 $ 1.78 Diluted earnings per share $ 0.20 $ 0.45 $ 1.11 $ 1.77 Stock options excluded from weighted average dilutive common shares because their inclusion would have been anti-dilutive — — — — A reconciliation of weighted average number of shares and common stock equivalents attributable to common stock, as determined above, to our total weighted average number of shares and common stock equivalents, including participating securities, is set forth in the following table: Three Months Ended April 30, Nine Months Ended April 30, 2019 2018 2019 2018 Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock 41,759,438 41,649,521 41,726,231 41,622,954 Participating securities 25,002 133,954 45,485 159,932 Total weighted average number of shares and common stock equivalents attributable to both common stock and participating securities 41,784,440 41,783,475 41,771,716 41,782,886 |
Income Taxes
Income Taxes | 9 Months Ended |
Apr. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes On December 22, 2017, the U.S. government enacted wide-ranging tax legislation, the Tax Cuts and Jobs Act (the “2017 Tax Act”). The 2017 Tax Act significantly revised U.S. tax law by, among other provisions, (a) lowering the applicable U.S. federal statutory income tax rate from 35% to 21%, (b) creating a partial territorial tax system that includes imposing a mandatory one-time transition tax on previously deferred foreign earnings, (c) creating provisions regarding the (1) Global Intangible Low Tax Income (“GILTI”), (2) the Foreign Derived Intangible Income (“FDII”) deduction, and (3) the Base Erosion Anti-Abuse Tax (“BEAT”), and (d) eliminating or reducing certain income tax deductions, such as interest expense, executive compensation expenses and certain employee expenses. ASC 740, “ Income Taxes, ” requires the effects of changes in tax laws to be recognized in the period in which the legislation is enacted. However, due to the complexity and significance of the 2017 Tax Act’s provisions, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”), which allows companies to record the tax effects of the 2017 Tax Act on a provisional basis and then, if necessary, subsequently adjust such amounts during a limited measurement period as more information becomes available. The measurement period ends when a company has obtained, prepared, and analyzed the information necessary to finalize its accounting, but cannot extend beyond one year from enactment. As a result, we provided a provisional estimate of the effect of the Tax Act for the fiscal year ended July 31, 2018, and recorded a net benefit of $8,657 due to the impact on our deferred taxes on the basis of the actual fiscal 2018 results of operations. The measurement period provided by SAB 118 concluded during the second quarter of fiscal 2019, and no material adjustments were made to the provisional estimates recorded. As part of U.S. tax reform, the 2017 Tax Act imposed a one-time transition tax on certain accumulated positive foreign earnings (net of foreign deficits) across all non-U.S. subsidiaries, as computed under U.S. tax principles. As of December 31, 2017, our non-U.S. subsidiaries were in a net foreign deficit position in the aggregate, and therefore no accrual for the transition tax was made. Section 15 of the Internal Revenue Code (the “Code”) governs rate changes and was not amended by the 2017 Tax Act. Section 15 requires a blended tax rate for fiscal-year taxpayers for their fiscal year that includes the effective date of the rate change, which was January 1, 2018. As a result of the 2017 Tax Act, we revised our estimated annual effective rate to reflect the change in the U.S. federal statutory rate by computing a tentative tax under both rates, and then prorating the tentative tax based on the number of days with and without the rate change to arrive at a blended tax rate of 26.9% , as required by the Code. This blended rate was applied for fiscal 2018 (beginning with the second quarter) and the new U.S. federal statutory rate of 21% applies to fiscal 2019 and beyond. As noted above, the 2017 Tax Act also establishes new tax laws that will affect the fiscal year ending July 31, 2019, which include the GILTI provision, the FDII deduction, a new minimum tax related to payments to foreign subsidiaries and affiliates known as BEAT and certain employee expense deductions. The provisional estimates were based on our understanding of the 2017 Tax Act and other information available at the time of the estimates, including assumptions and expectations about future events, such as projected financial performance, and are subject to further refinement as additional information becomes available, including potential new or interpretative guidance issued by the SEC, the FASB, or IRS. A reconciliation of the consolidated effective income tax rate is as follows: Three Months Ended Nine Months Ended Effective Rate, April 30, 2018 26.7 % 16.2 % Deferred tax revaluation 1.0 % 10.0 % U.S. federal statutory rate decrease (5.8 )% (5.8 )% Foreign operations 4.9 % 2.4 % State taxes (0.9 )% 0.2 % Excess tax benefit 3.5 % 1.4 % Other 4.2 % 2.5 % Effective Rate, April 30, 2019 33.6 % 26.9 % |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Apr. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The components and changes in accumulated other comprehensive loss were as follows: Three Months Ended April 30, Nine Months Ended April 30, 2019 2018 2019 2018 Beginning balance $ (17,096 ) $ 1,246 $ (11,456 ) $ (9,900 ) Foreign currency translation (3,168 ) (6,538 ) (8,808 ) 4,608 Interest rate swap 609 — 609 — Ending balance $ (19,655 ) $ (5,292 ) $ (19,655 ) $ (5,292 ) |
Reportable Segments
Reportable Segments | 9 Months Ended |
Apr. 30, 2019 | |
Segment Reporting [Abstract] | |
Reportable Segments | Reportable Segments In accordance with 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 income from operations. During the first quarter of fiscal 2019, we changed the names of our reportable segments to better align with our key customers and the markets we serve. As a result of this change, our industrial biological and chemical indicator business has moved from the Dental segment to the Life Sciences segment. Prior year segment disclosures have been recast to conform to the current year presentation. Our reportable segments are as follows: Medical: 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. Life Sciences: 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 collectively accounted for approximately 40.9% and 50.1% of our Life Sciences segment net sales for the nine months ended April 30, 2019 and 2018 , respectively. Dental: 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 collectively accounted for approximately 45.7% and 47.7% of our Dental segment net sales for the nine months ended April 30, 2019 and 2018 , respectively. 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. Three customers accounted for approximately 45.6% and 39.0% of our Dialysis segment net sales for the nine months ended April 30, 2019 and 2018 , respectively. These customers include one of the top two customers noted above under our Life Sciences segment. None of our customers accounted for 10% or more of our consolidated net sales for the nine months ended April 30, 2019 and 2018 . Information as to reportable segments is summarized below: Three Months Ended April 30, Nine Months Ended April 30, Net sales 2019 2018 2019 2018 Medical $ 130,722 $ 118,396 $ 386,854 $ 347,446 Life Sciences 46,478 54,020 151,692 161,127 Dental 43,628 36,832 116,189 110,599 Dialysis 7,724 8,020 23,944 23,896 Total net sales $ 228,552 $ 217,268 $ 678,679 $ 643,068 Three Months Ended April 30, Nine Months Ended April 30, Income from operations 2019 2018 2019 2018 Medical $ 24,302 $ 20,515 $ 75,038 $ 64,662 Life Sciences 4,842 9,018 18,496 27,976 Dental 4,758 7,025 15,571 22,258 Dialysis 1,151 1,778 3,728 5,795 35,053 38,336 112,833 120,691 General corporate expenses 20,241 11,269 44,147 29,508 Total income from operations $ 14,812 $ 27,067 $ 68,686 $ 91,183 |
Accounting Pronouncements (Poli
Accounting Pronouncements (Policies) | 9 Months Ended |
Apr. 30, 2019 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Newly Adopted And Recently Issued Accounting Standards | Newly Adopted Accounting Standards In August 2017, the FASB issued ASU 2017-12, “Targeted Improvements to Accounting for Hedging Activities,” (“ASU 2017-12”) to improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018 (our fiscal year 2020), including interim periods within that reporting period. We early adopted ASU 2017-12 effective August 1, 2018. The adoption of ASU 2017-12 did not have a material impact on our financial position, results of operations or cash flows. In May 2017, the FASB issued ASU 2017-09, “ (Topic 718) 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 ASC 718. ASU 2017-09 is effective for fiscal years beginning after December 15, 2017 (our fiscal year 2019), including interim periods within that reporting period. Accordingly, we adopted ASU 2017-09 on August 1, 2018. The adoption of ASU 2017-09 did not have a material impact on our financial position, results of operations or cash flows. In August 2016, the FASB issued ASU 2016-15, “(Topic 230) Classification of Certain Cash Receipts and Cash Payments , ” (“ASU 2016-15”). This guidance makes 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). Accordingly, we adopted ASU 2016-15 on August 1, 2018. The adoption of ASU 2016-15 did not have a material impact on our financial position, results of operations or cash flows. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606) , ” (“ASU 2014-09”), which supersedes 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),” (“ASU 2015-14”), 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. We adopted the collective standard (“ASC 606”) on August 1, 2018. See Note 5, “Revenue Recognition” for a discussion of the impact and required disclosures. Recently Issued Accounting Standards In August 2018, the FASB issued ASU 2018-15, “Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” (“ASU 2018-15”) to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement) by providing guidance for determining when the arrangement includes a software license. ASU 2018-15 is effective for fiscal years beginning after December 15, 2019 (our fiscal year 2021), including interim periods within that reporting period. The adoption of ASU 2018-15 is not expected to have a material impact on our financial position, results of operations or cash flows. In August 2018, the FASB issued ASU 2018-13, “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”) to modify the disclosure requirements on fair value measurements in ASC 820, “Fair Value Measurement” . ASU 2018-13 is effective for fiscal years beginning after December 15, 2019 (our fiscal year 2021), including interim periods within that reporting period. The adoption of ASU 2018-13 is not expected to have a material impact on our financial position, results of operations or cash flows. In February 2018, the FASB issued ASU 2018-02, “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” (“ASU 2018-02”) to allow for the reclassification from accumulated other comprehensive income to retained earnings of stranded tax effects resulting from the Tax Cuts and Jobs Act enacted in December 2017. ASU 2018-02 is effective for fiscal years beginning after December 15, 2018 (our fiscal year 2020), including interim periods within that reporting period. The adoption of ASU 2018-02 is not expected to have a material impact on our financial position, results of operations or cash flows. In January 2017, the FASB issued ASU 2017-04, “(Topic 350) Simplifying the Test for Goodwill Impairment ,” (“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. 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, 2019 (our fiscal year 2021) 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 material impact on our financial position, results of operations or cash flows. In February 2016, the FASB issued ASU 2016-02, “ (Topic 842) Leases ,” (“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. 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. In July 2018, the FASB issued ASU 2018-10, “Codification Improvements to Topic 842, Leases,” and ASU 2018-11, “Leases (Topic 842) Targeted Improvements,” in December 2018, the FASB issued ASU 2018-20, “Narrow-Scope Improvements for Lessors” and in March 2019, the FASB issued ASU 2019-01 , “Leases (Topic 842): Codification Improvements.” These ASUs provide adjustments relating to ASU 2016-02 and improvements to comparative reporting requirements for initial adoption and for separating components of a contract for lessors. We are currently in the process of evaluating the impact of the collective standard (“ASC 842”) on our financial position, results of operations and cash flows. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of purchase price allocated to the assets acquired and assumed liabilities based on estimated fair values | The following table presents our purchase price allocations of our material acquisitions: 2019 2018 Purchase Price Allocation Omnia CES Business (1) Aexis BHT Group (Preliminary) (Preliminary) (Final) (Final) Purchase Price: Cash paid $ 16,597 $ 17,047 $ 20,308 $ 60,216 Fair value of contingent consideration — — 1,292 — Common stock issued 3,211 — — — Total $ 19,808 $ 17,047 $ 21,600 $ 60,216 Allocation: Property and equipment 1,285 539 130 835 Amortizable intangible assets: Customer relationships 9,259 8,100 1,800 12,500 Technology 1,600 — 4,600 6,200 Brand names 1,600 — — — Goodwill 9,101 6,137 17,092 40,934 Deferred income taxes — — (1,639 ) (5,881 ) Other working capital 2,170 2,271 909 5,628 Contingent consideration — — (1,292 ) — Long-term debt (5,207 ) — — — Total $ 19,808 $ 17,047 $ 21,600 $ 60,216 _______________________________________________ (1) The excess purchase price over net assets acquired was assigned to goodwill, all of which is deductible for income tax purposes. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Share-based Payment Arrangement [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 components of stock-based compensation expense recognized in the condensed consolidated statements of income: Three Months Ended April 30, Nine Months Ended April 30, 2019 2018 2019 2018 Cost of sales $ 245 $ 167 $ 769 $ 463 Operating expenses: Selling 538 559 1,684 1,188 General and administrative (1) 4,874 1,641 9,249 5,231 Research and development 65 76 183 151 Total operating expenses 5,477 2,276 11,116 6,570 Stock-based compensation expense $ 5,722 $ 2,443 $ 11,885 $ 7,033 |
Schedule of weighted-average assumptions used to estimate fair value of stock options | We determined the fair value of our market-based restricted stock awards using a Monte Carlo simulation on the date of grant using the following assumptions: Nine Months Ended April 30, 2019 2018 Volatility of common stock 27.54 % 26.60 % Average volatility of peer companies 36.55 % 33.72 % Average correlation coefficient of peer companies 27.18 % 32.26 % Risk-free interest rate 2.93 % 1.62 % |
Summary of nonvested stock award activity | A summary of nonvested stock award activity for the nine months ended April 30, 2019 follows: Number of Time-based Awards Number of Performance-based Awards Number of Market-based Awards Number of Total Awards Weighted Average Fair Value July 31, 2018 168,320 26,076 17,710 212,106 $ 88.87 Granted 143,144 35,981 25,320 204,445 $ 88.48 Vested (1) (95,459 ) (12,742 ) (4,335 ) (112,536 ) $ 79.53 Forfeited (10,251 ) (7,034 ) (5,686 ) (22,971 ) $ 98.73 April 30, 2019 205,754 42,281 33,009 281,044 $ 91.86 _______________________________________________ (1) The aggregate fair value of all nonvested stock awards which vested was approximately $8,952 . |
Summary of stock option activity | A summary of stock option activity for the nine months ended April 30, 2019 follows: Number of shares Weighted Average Exercise Price Weighted Average Contractual Life Remaining (Years) Aggregate Intrinsic Value Outstanding at July 31, 2018 70,000 $ 38.60 Exercised (30,000 ) $ 31.81 Outstanding at April 30, 2019 40,000 $ 43.70 0.82 $ 1,010 Exercisable at April 30, 2019 40,000 $ 43.70 0.82 $ 1,010 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of net sales disaggregated by geography and product line | The following table gives information as to the net sales disaggregated by geography and product line: Three Months Ended April 30, Nine Months Ended April 30, Net sales by geography 2019 2018 (1) 2019 2018 (1) United States $ 163,367 $ 159,375 $ 497,469 $ 478,024 Europe/Africa/Middle East 39,949 33,702 106,278 94,254 Asia/Pacific 15,140 14,341 46,476 41,190 Canada 8,555 7,842 24,064 24,638 Latin America/South America 1,541 2,008 4,392 4,962 Total $ 228,552 $ 217,268 $ 678,679 $ 643,068 Net sales by product line Capital equipment $ 51,351 $ 58,935 $ 166,870 $ 177,175 Consumables 144,515 130,155 417,067 385,963 Product service 31,074 27,407 91,428 78,758 All other (2) 1,612 771 3,314 1,172 Total $ 228,552 $ 217,268 $ 678,679 $ 643,068 _______________________________________________ (1) As noted above, prior year amounts have not been adjusted under the modified retrospective method. (2) Primarily includes software licensing revenues. |
Schedule of contract liabilities activity | A summary of contract liabilities activity for the nine months ended April 30, 2019 follows: Contract Liabilities Balance, August 1, 2018 $ 29,015 Revenue deferred in current year 48,589 Deferred revenue recognized (49,710 ) Foreign currency translation (435 ) Balance, April 30, 2019 27,459 Contract liabilities included in Other long-term liabilities (824 ) Deferred revenue $ 26,635 |
Inventories, Net (Tables)
Inventories, Net (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Summary of inventories | A summary of inventories is as follows: April 30, 2019 July 31, 2018 Raw materials and parts $ 68,557 $ 49,054 Work-in-process 4,816 13,189 Finished goods 70,887 53,948 Reserve for excess and obsolete inventory (10,067 ) (8,599 ) Total $ 134,193 $ 107,592 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair values of financial instruments measured on a recurring basis | The fair values of our financial instruments measured on a recurring basis were categorized as follows: April 30, 2019 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money markets $ 104 $ — $ — $ 104 Other Assets: Interest rate swap — 751 — 751 Total assets $ 104 $ 751 $ — $ 855 Liabilities: Accrued expenses: Interest rate swap — 142 — 142 Other long-term liabilities: Contingent consideration — — 1,374 1,374 Total liabilities $ — $ 142 $ 1,374 $ 1,516 July 31, 2018 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents: Money markets $ 104 $ — $ — $ 104 Total assets $ 104 $ — $ — $ 104 Liabilities: Other long-term liabilities: Contingent consideration — — 1,298 1,298 Total liabilities $ — $ — $ 1,298 $ 1,298 |
Level 3 activity of financial liabilities | A reconciliation of our liabilities that are measured and recorded at fair value on a recurring basis using significant unobservable inputs (Level 3) is as follows: Aexis Contingent Consideration Balance, July 31, 2018 $ 1,298 Net activity 76 Balance, April 30, 2019 $ 1,374 |
Intangibles and Goodwill (Table
Intangibles and Goodwill (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | Our intangible assets consist of the following: April 30, 2019 July 31, 2018 Gross Accumulated Amortization Net Gross Accumulated Amortization Net Intangible assets with finite lives: Customer relationships (1) $ 144,003 $ (49,042 ) $ 94,961 $ 133,347 $ (45,618 ) $ 87,729 Technology (1) 59,652 (21,722 ) 37,930 54,585 (19,836 ) 34,749 Brand names (1) 8,462 (3,116 ) 5,346 8,141 (3,857 ) 4,284 Non-compete agreements (1) 2,880 (1,604 ) 1,276 3,060 (1,628 ) 1,432 Patents and other registrations 3,103 (1,236 ) 1,867 2,826 (1,179 ) 1,647 218,100 (76,720 ) 141,380 201,959 (72,118 ) 129,841 Trademarks and tradenames 6,695 — 6,695 7,520 — 7,520 Total intangible assets $ 224,795 $ (76,720 ) $ 148,075 $ 209,479 $ (72,118 ) $ 137,361 _______________________________________________ (1) During the nine months ended April 30, 2019 , we wrote off $10,127 of fully amortized intangible assets. |
Schedule of changes in goodwill | Goodwill changed during the nine months ended April 30, 2019 as follows: Medical Life Sciences Dental Dialysis Total Goodwill Balance, July 31, 2018 $ 186,690 $ 58,925 $ 114,279 $ 8,133 $ 368,027 Acquisitions — 6,137 9,101 — 15,238 Divestitures — (491 ) — — (491 ) Foreign currency translation (4,244 ) (176 ) (210 ) — (4,630 ) Balance, April 30, 2019 $ 182,446 $ 64,395 $ 123,170 $ 8,133 $ 378,144 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Our long-term debt consists of the following: April 30, 2019 July 31, 2018 Revolving credit loans outstanding $ 43,000 $ — Tranche A term loan outstanding 192,500 200,000 Unamortized debt issuance costs (2,286 ) (2,698 ) Total long-term debt, net of unamortized debt issuance costs 233,214 197,302 Current portion of long-term debt (10,000 ) (10,000 ) Long-term debt, net of unamortized debt issuance costs and excluding current portion $ 223,214 $ 187,302 |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
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): Three Months Ended April 30, Nine Months Ended April 30, 2019 2018 2019 2018 Numerator for basic and diluted earnings per share: Net income $ 8,175 $ 18,736 $ 46,217 $ 74,153 Less income allocated to participating securities (5 ) (59 ) (51 ) (281 ) Net income available to common shareholders $ 8,170 $ 18,677 $ 46,166 $ 73,872 Denominator for basic and diluted earnings per share, adjusted for participating securities: Denominator for basic earnings per share - weighted average number of shares outstanding attributable to common stock 41,720,733 41,580,387 41,685,623 41,559,312 Dilutive effect of stock awards using the treasury stock method and the average market price for the year 38,705 69,134 40,608 63,642 Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock 41,759,438 41,649,521 41,726,231 41,622,954 Earnings per share attributable to common stock: Basic earnings per share $ 0.20 $ 0.45 $ 1.11 $ 1.78 Diluted earnings per share $ 0.20 $ 0.45 $ 1.11 $ 1.77 Stock options excluded from weighted average dilutive common shares because their inclusion would have been anti-dilutive — — — — |
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 our total weighted average number of shares and common stock equivalents, including participating securities, is set forth in the following table: Three Months Ended April 30, Nine Months Ended April 30, 2019 2018 2019 2018 Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock 41,759,438 41,649,521 41,726,231 41,622,954 Participating securities 25,002 133,954 45,485 159,932 Total weighted average number of shares and common stock equivalents attributable to both common stock and participating securities 41,784,440 41,783,475 41,771,716 41,782,886 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Reconciliation of consolidated effective income tax rate between periods | A reconciliation of the consolidated effective income tax rate is as follows: Three Months Ended Nine Months Ended Effective Rate, April 30, 2018 26.7 % 16.2 % Deferred tax revaluation 1.0 % 10.0 % U.S. federal statutory rate decrease (5.8 )% (5.8 )% Foreign operations 4.9 % 2.4 % State taxes (0.9 )% 0.2 % Excess tax benefit 3.5 % 1.4 % Other 4.2 % 2.5 % Effective Rate, April 30, 2019 33.6 % 26.9 % |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) | |
Schedule of the components and changes in accumulated other comprehensive income (loss) | The components and changes in accumulated other comprehensive loss were as follows: Three Months Ended April 30, Nine Months Ended April 30, 2019 2018 2019 2018 Beginning balance $ (17,096 ) $ 1,246 $ (11,456 ) $ (9,900 ) Foreign currency translation (3,168 ) (6,538 ) (8,808 ) 4,608 Interest rate swap 609 — 609 — Ending balance $ (19,655 ) $ (5,292 ) $ (19,655 ) $ (5,292 ) |
Reportable Segments (Tables)
Reportable Segments (Tables) | 9 Months Ended |
Apr. 30, 2019 | |
Segment Reporting [Abstract] | |
Information as to reportable segments | Information as to reportable segments is summarized below: Three Months Ended April 30, Nine Months Ended April 30, Net sales 2019 2018 2019 2018 Medical $ 130,722 $ 118,396 $ 386,854 $ 347,446 Life Sciences 46,478 54,020 151,692 161,127 Dental 43,628 36,832 116,189 110,599 Dialysis 7,724 8,020 23,944 23,896 Total net sales $ 228,552 $ 217,268 $ 678,679 $ 643,068 Three Months Ended April 30, Nine Months Ended April 30, Income from operations 2019 2018 2019 2018 Medical $ 24,302 $ 20,515 $ 75,038 $ 64,662 Life Sciences 4,842 9,018 18,496 27,976 Dental 4,758 7,025 15,571 22,258 Dialysis 1,151 1,778 3,728 5,795 35,053 38,336 112,833 120,691 General corporate expenses 20,241 11,269 44,147 29,508 Total income from operations $ 14,812 $ 27,067 $ 68,686 $ 91,183 |
Acquisitions - Omnia (Details)
Acquisitions - Omnia (Details) - USD ($) | Feb. 01, 2019 | Apr. 30, 2019 | Apr. 30, 2018 |
Business Acquisition [Line Items] | |||
Acquisition of businesses, net of cash acquired | $ 40,644,000 | $ 84,595,000 | |
Omnia | |||
Business Acquisition [Line Items] | |||
Total consideration for the transaction, excluding acquisition-related costs | $ 19,808,000 | 19,808,000 | |
Acquisition of businesses, net of cash acquired | 16,597,000 | ||
Common stock issued | 3,211,000 | 3,211,000 | |
Contingent consideration | $ 0 | ||
Minimum | Omnia | |||
Business Acquisition [Line Items] | |||
Contingent consideration | 0 | ||
Maximum | Omnia | |||
Business Acquisition [Line Items] | |||
Contingent consideration | $ 5,800,000 |
Acquisitions - CES Business (De
Acquisitions - CES Business (Details) - USD ($) $ in Thousands | Aug. 01, 2018 | Apr. 30, 2019 |
CES Business | ||
Business Acquisition [Line Items] | ||
Total consideration for the transaction, excluding acquisition-related costs | $ 17,047 | $ 17,047 |
Acquisitions - Aexis Medical (D
Acquisitions - Aexis Medical (Details) - USD ($) | Mar. 21, 2018 | Apr. 30, 2019 | Apr. 30, 2018 | Jul. 31, 2018 |
Business Acquisition [Line Items] | ||||
Acquisition of businesses, net of cash acquired | $ 40,644,000 | $ 84,595,000 | ||
Aexis | ||||
Business Acquisition [Line Items] | ||||
Total consideration for the transaction, excluding acquisition-related costs | $ 21,600,000 | $ 21,600,000 | ||
Acquisition of businesses, net of cash acquired | 20,308,000 | |||
Contingent consideration | 1,292,000 | $ 1,292,000 | ||
Minimum | Aexis | ||||
Business Acquisition [Line Items] | ||||
Contingent consideration | 0 | |||
Maximum | Aexis | ||||
Business Acquisition [Line Items] | ||||
Contingent consideration | $ 1,850,000 |
Acquisitions - BHT Group (Detai
Acquisitions - BHT Group (Details) - USD ($) $ in Thousands | Aug. 23, 2017 | Jul. 31, 2018 |
BHT Group | ||
Business Acquisition [Line Items] | ||
Total consideration for the transaction, excluding acquisition-related costs | $ 60,216 | $ 60,216 |
Acquisitions - Summary of Acqui
Acquisitions - Summary of Acquisitions (Details) - USD ($) $ in Thousands | Feb. 01, 2019 | Aug. 01, 2018 | Mar. 21, 2018 | Aug. 23, 2017 | Apr. 30, 2019 | Jul. 31, 2018 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 378,144 | $ 368,027 | ||||
Omnia | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid | 16,597 | |||||
Fair value of contingent consideration | 0 | |||||
Common stock issued | $ 3,211 | 3,211 | ||||
Total | $ 19,808 | 19,808 | ||||
Property and equipment | 1,285 | |||||
Goodwill | 9,101 | |||||
Deferred income taxes | 0 | |||||
Other working capital | 2,170 | |||||
Contingent consideration | 0 | |||||
Long-term debt | (5,207) | |||||
Total | 19,808 | |||||
Omnia | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | 9,259 | |||||
Omnia | Technology | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | 1,600 | |||||
Omnia | Brand names | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | 1,600 | |||||
CES Business | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid | 17,047 | |||||
Fair value of contingent consideration | 0 | |||||
Common stock issued | 0 | |||||
Total | $ 17,047 | 17,047 | ||||
Property and equipment | 539 | |||||
Goodwill | 6,137 | |||||
Deferred income taxes | 0 | |||||
Other working capital | 2,271 | |||||
Contingent consideration | 0 | |||||
Long-term debt | 0 | |||||
Total | 17,047 | |||||
CES Business | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | 8,100 | |||||
CES Business | Technology | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | 0 | |||||
CES Business | Brand names | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | $ 0 | |||||
Aexis | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid | 20,308 | |||||
Fair value of contingent consideration | 1,292 | |||||
Common stock issued | 0 | |||||
Total | $ 21,600 | 21,600 | ||||
Property and equipment | 130 | |||||
Goodwill | 17,092 | |||||
Deferred income taxes | (1,639) | |||||
Other working capital | 909 | |||||
Contingent consideration | $ (1,292) | (1,292) | ||||
Long-term debt | 0 | |||||
Total | 21,600 | |||||
Aexis | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | 1,800 | |||||
Aexis | Technology | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | 4,600 | |||||
Aexis | Brand names | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | 0 | |||||
BHT Group | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid | 60,216 | |||||
Fair value of contingent consideration | 0 | |||||
Common stock issued | 0 | |||||
Total | $ 60,216 | 60,216 | ||||
Property and equipment | 835 | |||||
Goodwill | 40,934 | |||||
Deferred income taxes | (5,881) | |||||
Other working capital | 5,628 | |||||
Contingent consideration | 0 | |||||
Long-term debt | 0 | |||||
Total | 60,216 | |||||
BHT Group | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | 12,500 | |||||
BHT Group | Technology | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | 6,200 | |||||
BHT Group | Brand names | ||||||
Business Acquisition [Line Items] | ||||||
Amortizable intangible assets: | $ 0 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Apr. 30, 2019 | Apr. 30, 2018 | Jul. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding unvested restricted stock shares (in shares) | 281,044 | 212,106 | |
Outstanding options (in shares) | 40,000 | 70,000 | |
Total unrecognized stock-based compensation cost | $ 15,427 | ||
Remaining weighted average period for unrecognized compensation cost | 14 months | ||
Number of options exercised (in shares) | 30,000 | ||
Deduction in income tax due to exercise of options and vesting of restricted stock | $ 2,465 | $ 3,406 | |
Reduction in income tax expense over the equity awards' vesting period | 1,902 | 1,394 | |
Excess tax benefit | $ 563 | $ 2,012 | |
Employee and directors stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options vested during period (in shares) | 5,000 | ||
Aggregate fair value of all options vested | $ 277 | ||
Number of options exercised (in shares) | 30,000 | ||
Aggregate fair value of exercised options | $ 1,787 | ||
2016 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding unvested restricted stock shares (in shares) | 281,044 | ||
Outstanding options (in shares) | 0 | ||
Shares available under Plan (in shares) | 793,110 | ||
2006 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding options (in shares) | 40,000 |
Stock-Based Compensation - Expe
Stock-Based Compensation - Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2019 | Apr. 30, 2018 | Apr. 30, 2019 | Apr. 30, 2018 | |
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | ||||
Stock-based compensation expense | $ 5,722 | $ 2,443 | $ 11,885 | $ 7,033 |
Cost of sales | ||||
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | ||||
Stock-based compensation expense | 245 | 167 | 769 | 463 |
Total operating expenses | ||||
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | ||||
Stock-based compensation expense | 5,477 | 2,276 | 11,116 | 6,570 |
Selling | ||||
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | ||||
Stock-based compensation expense | 538 | 559 | 1,684 | 1,188 |
General and administrative | ||||
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | ||||
Stock-based compensation expense | 4,874 | 1,641 | 9,249 | 5,231 |
Research and development | ||||
Income statement components of stock-based compensation expense recognized in Consolidated Statements of Income | ||||
Stock-based compensation expense | $ 65 | $ 76 | $ 183 | $ 151 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair Value Monte Carlo Simulation (Details) - Restricted Stock | 9 Months Ended | |
Apr. 30, 2019 | Apr. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility of common stock | 27.54% | 26.60% |
Average volatility of peer companies | 36.55% | 33.72% |
Average correlation coefficient of peer companies | 27.18% | 32.26% |
Risk-free interest rate | 2.93% | 1.62% |
Stock-Based Compensation - Nonv
Stock-Based Compensation - Nonvested Stock Award Activity (Details) $ / shares in Units, $ in Thousands | 9 Months Ended |
Apr. 30, 2019USD ($)$ / sharesshares | |
Number of Shares | |
Nonvested stock awards at the beginning of the period (in shares) | 212,106 |
Granted (in shares) | 204,445 |
Vested (in shares) | (112,536) |
Forfeited (in shares) | (22,971) |
Nonvested stock awards at the end of the period (in shares) | 281,044 |
Weighted Average Fair Value | |
Nonvested stock awards at the beginning of the period (in dollars per share) | $ / shares | $ 88.87 |
Granted (in dollars per share) | $ / shares | 88.48 |
Vested (in dollars per share) | $ / shares | 79.53 |
Forfeited (in dollars per share) | $ / shares | 98.73 |
Nonvested stock awards at the end of the period (in dollars per share) | $ / shares | $ 91.86 |
Aggregate fair value of nonvested stock awards that vested | $ | $ 8,952 |
Number of Time-based Awards | |
Number of Shares | |
Nonvested stock awards at the beginning of the period (in shares) | 168,320 |
Granted (in shares) | 143,144 |
Vested (in shares) | (95,459) |
Forfeited (in shares) | (10,251) |
Nonvested stock awards at the end of the period (in shares) | 205,754 |
Number of Performance-based Awards | |
Number of Shares | |
Nonvested stock awards at the beginning of the period (in shares) | 26,076 |
Granted (in shares) | 35,981 |
Vested (in shares) | (12,742) |
Forfeited (in shares) | (7,034) |
Nonvested stock awards at the end of the period (in shares) | 42,281 |
Number of Market-based Awards | |
Number of Shares | |
Nonvested stock awards at the beginning of the period (in shares) | 17,710 |
Granted (in shares) | 25,320 |
Vested (in shares) | (4,335) |
Forfeited (in shares) | (5,686) |
Nonvested stock awards at the end of the period (in shares) | 33,009 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended |
Apr. 30, 2019 | |
Number of shares | |
Outstanding, beginning balance (in shares) | 70,000 |
Exercised (in shares) | (30,000) |
Outstanding, ending balance (in shares) | 40,000 |
Weighted Average Exercise Price | |
Outstanding, beginning balance (in dollars per share) | $ 38.60 |
Exercised (in dollars per share) | 31.81 |
Outstanding, ending balance (in dollars per share) | $ 43.70 |
Stock Option Activity, Additional Disclosures | |
Options outstanding, Weighted average contractual life remaining (in years) | 9 months 25 days |
Options outstanding, Aggregate intrinsic value (in dollars) | $ 1,010 |
Options exercisable, number of options (in shares) | 40,000 |
Options exercisable, Weighted average exercise price (in dollars per share) | $ 43.70 |
Options exercisable, Weighted average contractual life remaining (in years) | 9 months 25 days |
Options exercisable, Aggregate intrinsic value (in dollars) | $ 1,010 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - Accounting Standards Update 2014-09 $ in Thousands | Aug. 01, 2018USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative impact of 606 adoption | $ 865 |
Retained Earnings | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative impact of 606 adoption | $ 865 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of net sales by geography and product line (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2019 | Apr. 30, 2018 | Apr. 30, 2019 | Apr. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 228,552 | $ 217,268 | $ 678,679 | $ 643,068 |
Capital equipment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 51,351 | 58,935 | 166,870 | 177,175 |
Consumables | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 144,515 | 130,155 | 417,067 | 385,963 |
Product service | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 31,074 | 27,407 | 91,428 | 78,758 |
All other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,612 | 771 | 3,314 | 1,172 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 163,367 | 159,375 | 497,469 | 478,024 |
Europe/Africa/Middle East | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 39,949 | 33,702 | 106,278 | 94,254 |
Asia/Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 15,140 | 14,341 | 46,476 | 41,190 |
Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 8,555 | 7,842 | 24,064 | 24,638 |
Latin America/South America | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 1,541 | $ 2,008 | $ 4,392 | $ 4,962 |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligations (Details) $ in Thousands | Apr. 30, 2019USD ($) |
Revenue from Contract with Customer [Abstract] | |
Revenue, remaining performance obligation, amount | $ 66,534 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-05-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, percentage | 60.00% |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year 3 months |
Revenue Recognition - Summary_2
Revenue Recognition - Summary of contract liabilities activity (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Apr. 30, 2019 | Jul. 31, 2018 | |
Contract Liabilities | ||
Beginning Balance | $ 29,015 | |
Revenue deferred in current year | 48,589 | |
Deferred revenue recognized | (49,710) | |
Foreign currency translation | (435) | |
Ending Balance | 27,459 | |
Contract liabilities included in Other long-term liabilities | (824) | |
Deferred revenue | $ 26,635 | $ 28,614 |
Inventories, Net (Details)
Inventories, Net (Details) - USD ($) $ in Thousands | Apr. 30, 2019 | Jul. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials and parts | $ 68,557 | $ 49,054 |
Work-in-process | 4,816 | 13,189 |
Finished goods | 70,887 | 53,948 |
Reserve for excess and obsolete inventory | (10,067) | (8,599) |
Total | $ 134,193 | $ 107,592 |
Derivatives (Details)
Derivatives (Details) - Designated as hedging instrument | 9 Months Ended | ||
Apr. 30, 2019USD ($)instrument | Apr. 09, 2019USD ($)instrument | Jul. 31, 2018USD ($)instrument | |
Foreign currency forward contracts | Fair value hedge instruments | |||
Derivatives | |||
Term of contracts | 1 month | ||
Number of contracts | instrument | 6 | 6 | |
Aggregate value of contracts | $ 61,447,000 | $ 30,159,000 | |
Interest rate swap | |||
Derivatives | |||
Number of contracts | instrument | 2 | ||
Notional value | $ 150,000,000 | ||
Fixed interest rate | 2.45% | ||
Derivative asset | 751,000 | ||
Derivative liability | $ 142,000 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - Aexis - USD ($) | Jul. 31, 2018 | Mar. 21, 2018 |
Assets and Liabilities Measured and Recorded at Fair Value on a Recurring Basis | ||
Contingent consideration, low end of range | $ 0 | |
Contingent consideration, high end of range | 1,850,000 | |
Contingent consideration | $ 1,292,000 | $ 1,292,000 |
Fair Value Measurements - Hiera
Fair Value Measurements - Hierarchy Levels (Details) - Recurring basis - USD ($) $ in Thousands | Apr. 30, 2019 | Jul. 31, 2018 |
Assets: | ||
Total assets | $ 855 | $ 104 |
Other long-term liabilities: | ||
Contingent consideration | 1,374 | 1,298 |
Total liabilities | 1,516 | 1,298 |
Money markets | ||
Assets: | ||
Money markets | 104 | 104 |
Level 1 | ||
Assets: | ||
Total assets | 104 | 104 |
Other long-term liabilities: | ||
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Level 1 | Money markets | ||
Assets: | ||
Money markets | 104 | 104 |
Level 2 | ||
Assets: | ||
Total assets | 751 | 0 |
Other long-term liabilities: | ||
Contingent consideration | 0 | 0 |
Total liabilities | 142 | 0 |
Level 2 | Money markets | ||
Assets: | ||
Money markets | 0 | 0 |
Level 3 | ||
Assets: | ||
Total assets | 0 | 0 |
Other long-term liabilities: | ||
Contingent consideration | 1,374 | 1,298 |
Total liabilities | 1,374 | 1,298 |
Level 3 | Money markets | ||
Assets: | ||
Money markets | 0 | $ 0 |
Interest rate swap | ||
Assets: | ||
Interest rate swap | 751 | |
Liabilities: | ||
Accrued expenses: | 142 | |
Interest rate swap | Level 1 | ||
Assets: | ||
Interest rate swap | 0 | |
Liabilities: | ||
Accrued expenses: | 0 | |
Interest rate swap | Level 2 | ||
Assets: | ||
Interest rate swap | 751 | |
Liabilities: | ||
Accrued expenses: | 142 | |
Interest rate swap | Level 3 | ||
Assets: | ||
Interest rate swap | 0 | |
Liabilities: | ||
Accrued expenses: | $ 0 |
Fair Value Measurements - Level
Fair Value Measurements - Level 3 Rollforward (Details) - Aexis $ in Thousands | 9 Months Ended |
Apr. 30, 2019USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Beginning balance | $ 1,298 |
Net activity | 76 |
Ending Balance | $ 1,374 |
Intangibles and Goodwill - Inta
Intangibles and Goodwill - Intangible Assets Summary (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Apr. 30, 2019 | Jul. 31, 2018 | |
Intangible assets with finite lives: | ||
Gross | $ 218,100 | $ 201,959 |
Accumulated Amortization | (76,720) | (72,118) |
Net | 141,380 | 129,841 |
Intangible assets with indefinite lives: | ||
Trademarks and tradenames | 6,695 | 7,520 |
Total intangible assets | ||
Gross | 224,795 | 209,479 |
Accumulated Amortization | (76,720) | (72,118) |
Net | 148,075 | 137,361 |
Write-off of fully impaired customer relationships and brand names | 10,127 | |
Customer relationships | ||
Intangible assets with finite lives: | ||
Gross | 144,003 | 133,347 |
Accumulated Amortization | (49,042) | (45,618) |
Net | 94,961 | 87,729 |
Total intangible assets | ||
Accumulated Amortization | (49,042) | (45,618) |
Technology | ||
Intangible assets with finite lives: | ||
Gross | 59,652 | 54,585 |
Accumulated Amortization | (21,722) | (19,836) |
Net | 37,930 | 34,749 |
Total intangible assets | ||
Accumulated Amortization | (21,722) | (19,836) |
Brand names | ||
Intangible assets with finite lives: | ||
Gross | 8,462 | 8,141 |
Accumulated Amortization | (3,116) | (3,857) |
Net | 5,346 | 4,284 |
Total intangible assets | ||
Accumulated Amortization | (3,116) | (3,857) |
Non-compete agreements | ||
Intangible assets with finite lives: | ||
Gross | 2,880 | 3,060 |
Accumulated Amortization | (1,604) | (1,628) |
Net | 1,276 | 1,432 |
Total intangible assets | ||
Accumulated Amortization | (1,604) | (1,628) |
Patents and other registrations | ||
Intangible assets with finite lives: | ||
Gross | 3,103 | 2,826 |
Accumulated Amortization | (1,236) | (1,179) |
Net | 1,867 | 1,647 |
Total intangible assets | ||
Accumulated Amortization | $ (1,236) | $ (1,179) |
Intangibles and Goodwill - Narr
Intangibles and Goodwill - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Apr. 30, 2019 | Apr. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 15,508 | $ 12,892 |
Future amortization - remainder of 2019 | 5,547 | |
Future amortization - 2020 | 18,382 | |
Future amortization - 2021 | 18,051 | |
Future amortization - 2022 | 17,252 | |
Future amortization - 2023 | 16,222 | |
Future amortization - 2024 | $ 15,352 |
Intangibles and Goodwill - Good
Intangibles and Goodwill - Goodwill Rollforward (Details) $ in Thousands | 9 Months Ended |
Apr. 30, 2019USD ($) | |
Changes in Goodwill | |
Balance at the beginning of the period | $ 368,027 |
Acquisitions | 15,238 |
Divestitures | (491) |
Foreign currency translation | (4,630) |
Balance at the end of the period | 378,144 |
Medical | |
Changes in Goodwill | |
Balance at the beginning of the period | 186,690 |
Acquisitions | 0 |
Divestitures | 0 |
Foreign currency translation | (4,244) |
Balance at the end of the period | 182,446 |
Life Sciences | |
Changes in Goodwill | |
Balance at the beginning of the period | 58,925 |
Acquisitions | 6,137 |
Divestitures | (491) |
Foreign currency translation | (176) |
Balance at the end of the period | 64,395 |
Dental | |
Changes in Goodwill | |
Balance at the beginning of the period | 114,279 |
Acquisitions | 9,101 |
Divestitures | 0 |
Foreign currency translation | (210) |
Balance at the end of the period | 123,170 |
Dialysis | |
Changes in Goodwill | |
Balance at the beginning of the period | 8,133 |
Acquisitions | 0 |
Divestitures | 0 |
Foreign currency translation | 0 |
Balance at the end of the period | $ 8,133 |
Financing Arrangements - Schedu
Financing Arrangements - Schedule of long-term debt (Details) - USD ($) $ in Thousands | Apr. 30, 2019 | Jul. 31, 2018 | Jun. 28, 2018 |
Debt Instrument [Line Items] | |||
Total long-term debt, net of unamortized debt issuance costs | $ 233,214 | $ 197,302 | |
Current portion of long-term debt | (10,000) | (10,000) | |
Long-term debt, net of unamortized debt issuance costs and excluding current portion | 223,214 | 187,302 | |
Line of Credit | |||
Debt Instrument [Line Items] | |||
Unamortized debt issuance costs | (2,286) | (2,698) | |
Revolving credit loan | Line of Credit | |||
Debt Instrument [Line Items] | |||
Loans outstanding | 43,000 | 0 | $ 400,000 |
Tranche A term loan | Line of Credit | |||
Debt Instrument [Line Items] | |||
Loans outstanding | $ 192,500 | $ 200,000 | $ 200,000 |
Financing Arrangements - Narrat
Financing Arrangements - Narrative (Details) - Line of Credit - USD ($) | 9 Months Ended | ||
Apr. 30, 2019 | Jul. 31, 2018 | Jun. 28, 2018 | |
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 300,000,000 | ||
Fees on unused portion of credit facilities (as a percent) | 0.20% | ||
Shares of foreign subsidiaries pledged as security (as a percent) | 65.00% | ||
Minimum | |||
Debt Instrument [Line Items] | |||
Fees on unused portion of credit facilities (as a percent) | 0.20% | ||
Maximum | |||
Debt Instrument [Line Items] | |||
Fees on unused portion of credit facilities (as a percent) | 0.35% | ||
Lender's base rate | |||
Debt Instrument [Line Items] | |||
Margin on reference rate (as a percent) | 0.25% | ||
Reference rate (as a percent) | 5.75% | ||
Lender's base rate | Minimum | |||
Debt Instrument [Line Items] | |||
Margin on reference rate (as a percent) | 0.00% | ||
Lender's base rate | Maximum | |||
Debt Instrument [Line Items] | |||
Margin on reference rate (as a percent) | 1.00% | ||
LIBOR | |||
Debt Instrument [Line Items] | |||
Margin on reference rate (as a percent) | 1.25% | ||
LIBOR | Minimum | |||
Debt Instrument [Line Items] | |||
Margin on reference rate (as a percent) | 1.00% | ||
Reference rate (as a percent) | 3.73% | ||
LIBOR | Maximum | |||
Debt Instrument [Line Items] | |||
Margin on reference rate (as a percent) | 2.00% | ||
Tranche A term loan | |||
Debt Instrument [Line Items] | |||
Loans outstanding | $ 192,500,000 | $ 200,000,000 | 200,000,000 |
Term loan borrowings outstanding | 192,500,000 | ||
Principal amortization, periodic payment due 2019, 2020, 2021, and 2022 | 10,000,000 | ||
Balance due and payable at maturity in 2023 | 160,000,000 | ||
Principal payment made | $ 7,500,000 | ||
Interest rate (as a percent) | 3.74% | ||
Revolving credit loan | |||
Debt Instrument [Line Items] | |||
Loans outstanding | $ 43,000,000 | $ 0 | $ 400,000,000 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) | Apr. 30, 2019 | Oct. 31, 2017 | Jul. 31, 2017 |
Aexis | |||
Business Acquisition [Line Items] | |||
Assumed contingent obligation | $ 1,374,000 | ||
Jet Prep Ltd. | |||
Business Acquisition [Line Items] | |||
Assumed contingent obligation | $ 0 | $ 1,138,000 |
Earnings Per Common Share - Com
Earnings Per Common Share - Computation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Apr. 30, 2019 | Jan. 31, 2019 | Oct. 31, 2018 | Apr. 30, 2018 | Jan. 31, 2018 | Oct. 31, 2017 | Apr. 30, 2019 | Apr. 30, 2018 | |
Numerator for basic and diluted earnings per share: | ||||||||
Net income | $ 8,175 | $ 18,800 | $ 19,242 | $ 18,736 | $ 32,488 | $ 22,929 | $ 46,217 | $ 74,153 |
Less income allocated to participating securities | (5) | (59) | (51) | (281) | ||||
Net income available to common shareholders | $ 8,170 | $ 18,677 | $ 46,166 | $ 73,872 | ||||
Denominator for basic and diluted earnings per share, adjusted for participating securities: | ||||||||
Denominator for basic earnings per share - weighted average number of shares outstanding attributable to common stock (in shares) | 41,720,733 | 41,580,387 | 41,685,623 | 41,559,312 | ||||
Dilutive effect of stock awards using the treasury stock method and the average market price for the year (in shares) | 38,705 | 69,134 | 40,608 | 63,642 | ||||
Denominator for diluted earnings per share - weighted average number of shares and common stock equivalents attributable to common stock (in shares) | 41,759,438 | 41,649,521 | 41,726,231 | 41,622,954 | ||||
Earnings per share attributable to common stock: | ||||||||
Basic earnings per share (in dollars per share) | $ 0.20 | $ 0.45 | $ 1.11 | $ 1.78 | ||||
Diluted earnings per share (in dollars per share) | $ 0.20 | $ 0.45 | $ 1.11 | $ 1.77 | ||||
Stock options excluded from weighted average dilutive common shares outstanding because their inclusion would have been anti-dilutive (in shares) | 0 | 0 | 0 | 0 |
Earnings Per Common Share - Wei
Earnings Per Common Share - Weighted Average Shares (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2019 | Apr. 30, 2018 | Apr. 30, 2019 | Apr. 30, 2018 | |
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 (in shares) | 41,759,438 | 41,649,521 | 41,726,231 | 41,622,954 |
Participating securities (in shares) | 25,002 | 133,954 | 45,485 | 159,932 |
Total weighted average number of shares and common stock equivalents attributable to both common stock and participating securities (in shares) | 41,784,440 | 41,783,475 | 41,771,716 | 41,782,886 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Jul. 31, 2018 | Apr. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||
TCJA, Revaluation of deferred tax assets and liabilities, provisional income tax expense (benefit) | $ (8,657) | |
Effective blended tax rate | 26.90% |
Income Taxes - Reconciliation (
Income Taxes - Reconciliation (Details) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2019 | Apr. 30, 2018 | Apr. 30, 2019 | Apr. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Effective Rate | 33.60% | 26.70% | 26.90% | 16.20% |
Deferred tax revaluation | 1.00% | 10.00% | ||
U.S. federal statutory rate decrease | (5.80%) | (5.80%) | ||
Foreign operations | 4.90% | 2.40% | ||
State taxes | (0.90%) | 0.20% | ||
Excess tax benefit | 3.50% | 1.40% | ||
Other | 4.20% | 2.50% |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2019 | Apr. 30, 2018 | Apr. 30, 2019 | Apr. 30, 2018 | |
Components and changes in accumulated other comprehensive (loss) income | ||||
Beginning balance | $ (17,096) | $ 1,246 | $ (11,456) | $ (9,900) |
Foreign currency translation | (3,168) | (6,538) | (8,808) | 4,608 |
Interest rate swap | 609 | 0 | 609 | 0 |
Ending balance | $ (19,655) | $ (5,292) | $ (19,655) | $ (5,292) |
Reportable Segments - Concentra
Reportable Segments - Concentration Risk (Details) - Segment sales - Customer concentration | 9 Months Ended | |
Apr. 30, 2019 | Apr. 30, 2018 | |
Life Sciences | Two customers | ||
Concentration risk | ||
Concentration risk within segment (as a percent) | 40.90% | 50.10% |
Dental | Three customers | ||
Concentration risk | ||
Concentration risk within segment (as a percent) | 45.70% | 47.70% |
Dialysis | Three customers | ||
Concentration risk | ||
Concentration risk within segment (as a percent) | 45.60% | 39.00% |
Reportable Segments - Results (
Reportable Segments - Results (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2019 | Apr. 30, 2018 | Apr. 30, 2019 | Apr. 30, 2018 | |
Information as to operating segments | ||||
Net sales | $ 228,552 | $ 217,268 | $ 678,679 | $ 643,068 |
Segment operating income | 14,812 | 27,067 | 68,686 | 91,183 |
General corporate expenses | 48,634 | 37,784 | 122,527 | 102,068 |
Operating Segment | ||||
Information as to operating segments | ||||
Segment operating income | 35,053 | 38,336 | 112,833 | 120,691 |
Medical | ||||
Information as to operating segments | ||||
Net sales | 130,722 | 118,396 | 386,854 | 347,446 |
Medical | Operating Segment | ||||
Information as to operating segments | ||||
Segment operating income | 24,302 | 20,515 | 75,038 | 64,662 |
Life Sciences | ||||
Information as to operating segments | ||||
Net sales | 46,478 | 54,020 | 151,692 | 161,127 |
Life Sciences | Operating Segment | ||||
Information as to operating segments | ||||
Segment operating income | 4,842 | 9,018 | 18,496 | 27,976 |
Dental | ||||
Information as to operating segments | ||||
Net sales | 43,628 | 36,832 | 116,189 | 110,599 |
Dental | Operating Segment | ||||
Information as to operating segments | ||||
Segment operating income | 4,758 | 7,025 | 15,571 | 22,258 |
Dialysis | ||||
Information as to operating segments | ||||
Net sales | 7,724 | 8,020 | 23,944 | 23,896 |
Dialysis | Operating Segment | ||||
Information as to operating segments | ||||
Segment operating income | 1,151 | 1,778 | 3,728 | 5,795 |
General corporate | Segment reconciling items | ||||
Information as to operating segments | ||||
General corporate expenses | $ 20,241 | $ 11,269 | $ 44,147 | $ 29,508 |