Cover Page
Cover Page - shares | 6 Months Ended | |
Apr. 30, 2021 | May 28, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 1-8597 | |
Entity Registrant Name | The Cooper Companies, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 94-2657368 | |
Entity Address, Address Line One | 6101 Bollinger Canyon Road | |
Entity Address, Address Line Two | Suite 500 | |
Entity Address, City or Town | San Ramon | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94583 | |
City Area Code | 925 | |
Local Phone Number | 460-3600 | |
Title of 12(b) Security | Common Stock, $.10 par value | |
Trading Symbol | COO | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 49,247,946 | |
Entity Central Index Key | 0000711404 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --10-31 | |
Amendment Flag | false |
Consolidated Statements of Inco
Consolidated Statements of Income and Comprehensive Income (Loss) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | |
Income Statement [Abstract] | ||||
Net sales | $ 719.5 | $ 524.9 | $ 1,400 | $ 1,171.1 |
Cost of sales | 232.4 | 201.4 | 462.2 | 421.1 |
Gross profit | 487.1 | 323.5 | 937.8 | 750 |
Selling, general and administrative expense | 285.8 | 237.2 | 547 | 495.5 |
Research and development expense | 21 | 23.8 | 42.4 | 46 |
Amortization of intangibles | 37.1 | 33.9 | 71.8 | 68.8 |
Operating income | 143.2 | 28.6 | 276.6 | 139.7 |
Interest expense | 6.1 | 12.8 | 12.5 | 24.4 |
Other expense (income), net | 0.7 | 6.8 | (11.8) | 8.9 |
Income before income taxes | 136.4 | 9 | 275.9 | 106.4 |
Provision for income taxes (Note 6) | 18.9 | (2.5) | (1,942.7) | 4.4 |
Net income | $ 117.5 | $ 11.5 | $ 2,218.6 | $ 102 |
Earnings per share (Note 7): | ||||
Basic (in dollars per share) | $ 2.39 | $ 0.23 | $ 45.12 | $ 2.07 |
Diluted (in dollars per share) | $ 2.36 | $ 0.23 | $ 44.65 | $ 2.05 |
Number of shares used to compute earnings per share: | ||||
Basic (in shares) | 49.2 | 49.2 | 49.2 | 49.2 |
Diluted (in shares) | 49.7 | 49.6 | 49.7 | 49.7 |
Other comprehensive income (loss), net of tax: | ||||
Cash flow hedges | $ 15.2 | $ (13.5) | $ 19.7 | $ (13.5) |
Foreign currency translation adjustment, net of tax | 18.9 | (68.9) | 105.1 | (52.2) |
Comprehensive income (loss) | $ 151.6 | $ (70.9) | $ 2,343.4 | $ 36.3 |
Consolidated Condensed Balance
Consolidated Condensed Balance Sheets - USD ($) $ in Millions | Apr. 30, 2021 | Oct. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 105.9 | $ 115.9 |
Trade accounts receivable, net of allowance for credit losses of $10.7 at April 30, 2021 and $10.2 at October 31, 2020 | 490.1 | 435.4 |
Inventories (Note 3) | 582 | 570.4 |
Prepaid expense and other current assets | 144.6 | 152.5 |
Total current assets | 1,322.6 | 1,274.2 |
Property, plant and equipment, at cost | 2,581.4 | 2,474.8 |
Less: accumulated depreciation and amortization | 1,271.4 | 1,192.9 |
Property, plant and equipment, net | 1,310 | 1,281.9 |
Operating lease right-of-use assets | 264.9 | 260.2 |
Goodwill (Note 4) | 2,567.7 | 2,447.3 |
Other intangibles, net (Note 4) | 1,412.4 | 1,289 |
Deferred tax assets (Note 6) | 2,017.4 | 80.1 |
Other assets | 118.8 | 104.8 |
Total assets | 9,013.8 | 6,737.5 |
Current liabilities: | ||
Short-term debt (Note 5) | 412.6 | 409.3 |
Accounts payable | 141.6 | 176 |
Employee compensation and benefits | 127 | 119 |
Operating lease liabilities | 34.2 | 33.3 |
Other current liabilities | 277.3 | 266.8 |
Total current liabilities | 992.7 | 1,004.4 |
Long-term debt (Note 5) | 1,324.9 | 1,383.9 |
Deferred tax liabilities (Note 6) | 22.3 | 25.8 |
Long-term tax payable (Note 6) | 149.5 | 162 |
Operating lease liabilities | 240.9 | 236.8 |
Accrued pension liability and other | 120.7 | 99.8 |
Total liabilities | 2,851 | 2,912.7 |
Contingencies (Note 12) | ||
Stockholders’ equity (Note 9): | ||
Preferred stock, 10 cents par value, 1.0 shares authorized, zero shares issued or outstanding | 0 | 0 |
Common stock, 10 cents par value, 120.0 shares authorized, 53.6 issued and 49.2 outstanding at April 30, 2021 and 53.4 issued and 49.1 outstanding at October 31, 2020 | 5.4 | 5.3 |
Additional paid-in capital | 1,667.8 | 1,646.8 |
Accumulated other comprehensive loss | (347.2) | (472) |
Retained earnings | 5,477.5 | 3,261.8 |
Treasury stock at cost: 4.4 shares at April 30, 2021 and 4.3 shares at October 31, 2020 | (640.9) | (617.3) |
Total Cooper stockholders’ equity | 6,162.6 | 3,824.6 |
Noncontrolling interests | 0.2 | 0.2 |
Stockholders’ equity | 6,162.8 | 3,824.8 |
Total liabilities and stockholders’ equity | $ 9,013.8 | $ 6,737.5 |
Consolidated Condensed Balanc_2
Consolidated Condensed Balance Sheets (Parenthetical) - USD ($) $ in Millions | Apr. 30, 2021 | Oct. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Trade accounts receivable, allowance for doubtful accounts | $ 10.7 | $ 10.2 |
Preferred stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, authorized (in shares) | 120,000,000 | 120,000,000 |
Common stock, issued (in shares) | 53,600,000 | 53,400,000 |
Common stock, outstanding (in shares) | 49,200,000 | 49,100,000 |
Treasury stock (in shares) | 4,400,000 | 4,300,000 |
Consolidated Condensed Statemen
Consolidated Condensed Statements of Stockholders' Equity - USD ($) $ in Millions | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Shares | Treasury Stock | Treasury Stock Par Net Value | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | Noncontrolling Interests |
Beginning balance (in shares) at Oct. 31, 2019 | 49,100,000 | 4,100,000 | ||||||||
Beginning balance at Oct. 31, 2019 | $ 3,628.6 | $ 4.9 | $ (571.2) | $ 0.4 | $ 1,615 | $ (447.1) | $ 3,026.4 | $ 0.2 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income attributable to Cooper stockholders | 90.5 | 90.5 | ||||||||
Other comprehensive income (loss), net of tax | 16.7 | 16.7 | ||||||||
Issuance of common stock for stock plans, net (in shares) | 100,000 | |||||||||
Issuance of common stock for stock plans, net | (13.1) | (13.2) | ||||||||
Dividends on common stock ($0.03 per share) | (1.5) | (1.5) | ||||||||
Share-based compensation expense | 9.7 | 9.7 | ||||||||
Ending balance (in shares) at Jan. 31, 2020 | 49,200,000 | 4,100,000 | ||||||||
Ending balance at Jan. 31, 2020 | 3,730.9 | $ 4.9 | $ (571.2) | 0.4 | 1,611.6 | (430.4) | 3,115.4 | 0.2 | ||
Beginning balance (in shares) at Oct. 31, 2019 | 49,100,000 | 4,100,000 | ||||||||
Beginning balance at Oct. 31, 2019 | 3,628.6 | $ 4.9 | $ (571.2) | 0.4 | 1,615 | (447.1) | 3,026.4 | 0.2 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income attributable to Cooper stockholders | $ 102 | |||||||||
Treasury stock repurchase (in shares) | 160,800 | |||||||||
Treasury stock repurchase | $ (47.8) | |||||||||
Ending balance (in shares) at Apr. 30, 2020 | 49,100,000 | 4,300,000 | ||||||||
Ending balance at Apr. 30, 2020 | 3,627.5 | $ 4.9 | $ (618.6) | 0.4 | 1,626.5 | (512.8) | 3,126.9 | 0.2 | ||
Beginning balance (in shares) at Oct. 31, 2019 | 49,100,000 | 4,100,000 | ||||||||
Beginning balance at Oct. 31, 2019 | $ 3,628.6 | $ 4.9 | $ (571.2) | 0.4 | 1,615 | (447.1) | 3,026.4 | 0.2 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | |||||||||
Ending balance (in shares) at Oct. 31, 2020 | 49,100,000 | 49,100,000 | 4,300,000 | |||||||
Ending balance at Oct. 31, 2020 | $ 3,824.8 | $ (1.4) | $ 4.9 | $ (617.3) | 0.4 | 1,646.8 | (472) | 3,261.8 | $ (1.4) | 0.2 |
Beginning balance (in shares) at Jan. 31, 2020 | 49,200,000 | 4,100,000 | ||||||||
Beginning balance at Jan. 31, 2020 | 3,730.9 | $ 4.9 | $ (571.2) | 0.4 | 1,611.6 | (430.4) | 3,115.4 | 0.2 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income attributable to Cooper stockholders | 11.5 | 11.5 | ||||||||
Other comprehensive income (loss), net of tax | (82.4) | (82.4) | ||||||||
Issuance of common stock for stock plans, net (in shares) | 100,000 | |||||||||
Issuance of common stock for stock plans, net | 5 | 5 | ||||||||
Issuance of common stock for employee stock purchase plan | 1 | $ 0.4 | 0.6 | |||||||
Share-based compensation expense | 9.3 | 9.3 | ||||||||
Treasury stock repurchase (in shares) | 200,000 | 200,000 | ||||||||
Treasury stock repurchase | (47.8) | $ (47.8) | ||||||||
Ending balance (in shares) at Apr. 30, 2020 | 49,100,000 | 4,300,000 | ||||||||
Ending balance at Apr. 30, 2020 | $ 3,627.5 | $ 4.9 | $ (618.6) | 0.4 | 1,626.5 | (512.8) | 3,126.9 | 0.2 | ||
Beginning balance (in shares) at Oct. 31, 2020 | 49,100,000 | 49,100,000 | 4,300,000 | |||||||
Beginning balance at Oct. 31, 2020 | $ 3,824.8 | (1.4) | $ 4.9 | $ (617.3) | 0.4 | 1,646.8 | (472) | 3,261.8 | (1.4) | 0.2 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income attributable to Cooper stockholders | 2,101.1 | 2,101.1 | ||||||||
Other comprehensive income (loss), net of tax | 90.7 | 90.7 | ||||||||
Issuance of common stock for stock plans, net (in shares) | 100,000 | |||||||||
Issuance of common stock for stock plans, net | (11) | (11) | ||||||||
Issuance of common stock for employee stock purchase plan | 1.4 | $ 0.6 | 0.8 | |||||||
Dividends on common stock ($0.03 per share) | (1.5) | (1.5) | ||||||||
Share-based compensation expense | 10.6 | 10.6 | ||||||||
Treasury stock repurchase (in shares) | 100,000 | 100,000 | ||||||||
Treasury stock repurchase | (24.8) | $ (24.8) | ||||||||
Ending balance (in shares) at Jan. 31, 2021 | 49,100,000 | 4,400,000 | ||||||||
Ending balance at Jan. 31, 2021 | $ 5,989.9 | $ 4.9 | $ (641.5) | 0.4 | 1,647.2 | (381.3) | 5,360 | 0.2 | ||
Beginning balance (in shares) at Oct. 31, 2020 | 49,100,000 | 49,100,000 | 4,300,000 | |||||||
Beginning balance at Oct. 31, 2020 | $ 3,824.8 | $ (1.4) | $ 4.9 | $ (617.3) | 0.4 | 1,646.8 | (472) | 3,261.8 | $ (1.4) | 0.2 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income attributable to Cooper stockholders | $ 2,218.6 | |||||||||
Treasury stock repurchase (in shares) | 69,600 | |||||||||
Treasury stock repurchase | $ (24.8) | |||||||||
Ending balance (in shares) at Apr. 30, 2021 | 49,200,000 | 49,200,000 | 4,400,000 | |||||||
Ending balance at Apr. 30, 2021 | $ 6,162.8 | $ 5 | $ (640.9) | 0.4 | 1,667.8 | (347.2) | 5,477.5 | 0.2 | ||
Beginning balance (in shares) at Jan. 31, 2021 | 49,100,000 | 4,400,000 | ||||||||
Beginning balance at Jan. 31, 2021 | 5,989.9 | $ 4.9 | $ (641.5) | 0.4 | 1,647.2 | (381.3) | 5,360 | 0.2 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income attributable to Cooper stockholders | 117.5 | 117.5 | ||||||||
Other comprehensive income (loss), net of tax | 34.1 | 34.1 | ||||||||
Issuance of common stock for stock plans, net (in shares) | 100,000 | |||||||||
Issuance of common stock for stock plans, net | 9.8 | $ 0.1 | 9.7 | |||||||
Issuance of common stock for employee stock purchase plan | 1.5 | $ 0.6 | 0.9 | |||||||
Share-based compensation expense | $ 10 | 10 | ||||||||
Treasury stock repurchase (in shares) | 0 | |||||||||
Ending balance (in shares) at Apr. 30, 2021 | 49,200,000 | 49,200,000 | 4,400,000 | |||||||
Ending balance at Apr. 30, 2021 | $ 6,162.8 | $ 5 | $ (640.9) | $ 0.4 | $ 1,667.8 | $ (347.2) | $ 5,477.5 | $ 0.2 |
Consolidated Condensed Statem_2
Consolidated Condensed Statements of Stockholders' Equity (Parenthetical) - $ / shares | Feb. 09, 2021 | Feb. 10, 2020 | Jan. 31, 2021 | Jan. 31, 2020 |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends on common stock (in dollars per share) | $ 0.03 | $ 0.03 | $ 0.03 | $ 0.03 |
Consolidated Condensed Statem_3
Consolidated Condensed Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 2,218.6 | $ 102 |
Depreciation and amortization | 153 | 139.4 |
Increase in operating capital | (61.4) | (119.8) |
Deferred income taxes | (1,977.6) | (3.6) |
Other non-cash items | 7.7 | 37.5 |
Net cash provided by operating activities | 340.3 | 155.5 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (105.8) | (158.3) |
Acquisitions of businesses and assets, net of cash acquired, and other | (170.9) | (11.2) |
Net cash used in investing activities | (276.7) | (169.5) |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 486.3 | 1,862 |
Repayments of long-term debt | (545.6) | (1,781.3) |
Net proceeds (repayments) from short-term debt | 5.4 | (10) |
Net (payments) proceeds related to share-based compensation awards | (1.3) | (8.4) |
Dividends on common stock | (1.5) | (1.5) |
Repurchase of common stock | (24.8) | (47.8) |
Issuance of common stock for employee stock purchase plan | 2.5 | 0.9 |
Debt issuance costs | 0 | (5.5) |
Net cash provided by (used in) financing activities | (79) | 8.4 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 5 | (3.1) |
Net increase in cash, cash equivalents and restricted cash | (10.4) | (8.7) |
Cash, cash equivalents and restricted cash at beginning of period | 116.8 | 89.5 |
Cash, cash equivalents and restricted cash at end of period | 106.4 | 80.8 |
Reconciliation of cash flow information: | ||
Total cash, cash equivalents and restricted cash | $ 106.4 | $ 80.8 |
General
General | 6 Months Ended |
Apr. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General The accompanying Consolidated Condensed Financial Statements of the Cooper Companies, Inc. and its subsidiaries (the Company) have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial information and with the requirements of Regulation S-X, Rule 10-01 for financial statements required to be filed as a part of this Quarterly Report on Form 10-Q. Unless the context requires otherwise, terms "the Company", "we", "us", and "our" are used to refer collectively to the Cooper Companies, Inc. and its subsidiaries. The accompanying Consolidated Condensed Financial Statements and related notes are unaudited and should be read in conjunction with the audited Consolidated Financial Statements of the Cooper Companies, Inc. and its subsidiaries (the Company) and related notes as contained in the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2020. The Consolidated Condensed Financial Statements include all adjustments (consisting only of normal recurring adjustments) and accruals necessary in the judgment of management for a fair presentation of the results for the interim periods presented. Readers should not assume that the results reported here either indicate or guarantee future performance. Accounting Policies There have been no material changes to our significant accounting policies described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2020. Estimates The World Health Organization categorized the Coronavirus disease 2019 (COVID-19) as a pandemic. The COVID-19 pandemic has caused a severe global health crisis, along with economic and societal disruptions and uncertainties, which have negatively impacted business and healthcare activity globally. As a result of healthcare systems responding to the demands of managing the pandemic, governments around the world imposing measures designed to reduce the transmission of the COVID-19 virus, and individuals responding to the concerns of contracting the COVID-19 virus, many optical practitioners & retailers, hospitals, medical offices and fertility clinics closed their facilities, restricted access, or delayed or canceled patient visits, exams and elective medical procedures, and many customers that have reopened are experiencing reduced patient visits. These factors have had, and in the future may have, an adverse effect on our sales, operating results and cash flows. The preparation of Consolidated Condensed Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of net sales and expenses during the reporting period. Actual results could differ from those estimates particularly as it relates to estimates reliant on forecasts and other assumptions reasonably available to the Company and the uncertain future impacts of the COVID-19 pandemic and related economic disruptions. The extent to which the COVID-19 pandemic and related economic disruptions impact our business and financial results will depend on future developments including, but not limited to, the continued spread, duration and severity of the COVID-19 pandemic; the occurrence, spread, duration and severity of any subsequent wave or waves of outbreaks; the actions taken by the U.S. and foreign governments to contain the COVID-19 pandemic, address its impact or respond to the reduction in global and local economic activity; the occurrence, duration and severity of a global, regional or national recession, depression or other sustained adverse market event; the impact of the developments described above on our customers and suppliers; and how quickly and to what extent normal economic and operating conditions can resume. The accounting matters assessed included, but were not limited to: • allowance for doubtful accounts and credit losses • the carrying value of inventory • the carrying value of goodwill and other long-lived assets There was not a material impact to the above estimates in the Company’s Consolidated Condensed Financial Statements for the three and six months ended April 30, 2021. The Company continually monitors and evaluates the estimates used as additional information becomes available. Adjustments will be made to these provisions periodically to reflect new facts and circumstances that may indicate that historical experience may not be indicative of current and/or future results. The Company’s future assessment of the magnitude and duration of COVID-19, as well as other factors, could result in material changes to the estimates and material impacts to the Company’s Consolidated Condensed Financial Statements in future reporting periods. Accounting Pronouncements Recently Adopted In January 2020, the Financial Accounting Standards Board (FASB) issued ASU 2020-01, Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 . This guidance addresses accounting for the transition into and out of the equity method and provides clarification of the interaction of rules for equity securities, the equity method of accounting, and forward contracts and purchase options on certain types of securities. This standard is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2020. Early adoption is permitted. The Company early adopted this guidance in the second quarter of fiscal 2021, and it did not have a material impact on our Consolidated Condensed Financial Statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments and subsequent amendments to the initial guidance: ASU 2018-19 Codification Improvements to Topic 326, Financial Instruments-Credit Losses , ASU 2019-04 Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments , ASU 2019-05 Financial Instruments-Credit Losses , ASU 2019-11 Codification Improvements to Topic 326, Financial Instruments—Credit Losses , ASU 2020-02 Financial Instruments—Credit Losses (Topic 326) and Leases (Topic 842) and ASU 2020-03 Codification Improvements to Financial Instruments (collectively, “Topic 326”). Topic 326 requires measurement and recognition of expected credit losses for financial assets held. Topic 326 is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2019. The Company adopted this guidance in the first quarter of fiscal 2021 on a modified retrospective basis, and the most notable impact was related to the assessment of the adequacy of its allowance for doubtful accounts on trade accounts receivable and the recognition of credit losses. The Company recorded a cumulative-effect adjustment of $1.4 million to the Consolidated Condensed Balance Sheet on November 1, 2020. In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 . This guidance amended Topic 808 and Topic 606 to clarify that transactions in a collaborative arrangement should be accounted for under Topic 606 when the counterparty is a customer for a distinct good or service (i.e., unit of account). The amendments preclude an entity from presenting consideration from a transaction in a collaborative arrangement as revenue from contracts with customers if the counterparty is not a customer for that transaction. This guidance is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2019. The Company adopted this guidance on November 1, 2020, and it did not have a material impact on our Consolidated Condensed Financial Statements. Accounting Pronouncements Issued Not Yet Adopted In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . This guidance removes certain exceptions to the general principles in Topic 740 and enhances and simplifies various aspects of the income tax accounting guidance, including requirements such as tax basis step-up in goodwill obtained in a transaction that is not a business combination, ownership changes in investments, and interim-period accounting for enacted changes in tax law. This standard is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2020. Early adoption is permitted. We are currently evaluating the impact of ASU 2019-12 on our Consolidated Condensed Financial Statements, which is effective for the Company in our fiscal year and interim periods beginning on November 1, 2021. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform ( Topic 848 ): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and subsequent amendment to the initial guidance: ASU 2021-01, Reference Rate Reform (Topic 848): Scope (collectively, “Topic 848”). Topic 848 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The guidance generally can be applied from March 12, 2020 through December 31, 2022. We are currently assessing the impacts of the practical expedients provided in Topic 848 and which, if any, we will adopt. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) . This update amends the guidance on convertible instruments and the derivatives scope exception for contracts in an entity's own equity and improves and amends the related EPS guidance for both Subtopics. This standard is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2021, which means it will be effective for our fiscal year beginning November 1, 2022. Early adoption is permitted but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. We are currently evaluating the impact of ASU 2020-06 on our Consolidated Condensed Financial Statements. No other recently issued accounting pronouncements had or are expected to have a material impact on our Consolidated Condensed Financial Statements. |
Acquisitions
Acquisitions | 6 Months Ended |
Apr. 30, 2021 | |
Business Combination And Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions The following is a summary of the allocation of the total purchase consideration for business and asset acquisitions that the Company completed during the six months ended April 30, 2021 and fiscal 2020: (In millions) April 30, 2021 October 31, 2020 Technology $ 163.5 $ — In-Process Research & Development (IPR&D) 20.0 — Customer relationships 5.5 11.4 Trademarks 1.3 5.1 Other 0.4 3.9 Total identifiable intangible assets $ 190.7 $ 20.4 Goodwill 49.7 15.3 Net tangible assets (liabilities) (13.0) (0.3) Fair value of contingent consideration (38.6) — Total closing purchase price $ 188.8 $ 35.4 All acquisitions were funded by cash generated from operations or facility borrowings. For business acquisitions, the Company recorded tangible and intangible assets acquired and liabilities assumed at their fair values as of the applicable date of acquisition. For asset acquisitions, the Company recorded tangible and intangible assets acquired and liabilities assumed at their estimated and relative fair values as of the applicable date of acquisition. The Company believes these acquisitions strengthen CooperSurgical's and CooperVision's businesses through the addition of new distributors or complementary products and services. Fiscal Year 2021 On April 26, 2021, CooperVision completed the acquisition of a privately-held U.K. contact lens manufacturer focusing on specialty contact lenses. This acquisition expands CooperVision’s specialty eye care portfolio and accelerates its development of myopia management solutions in the U.K. The purchase price allocation is preliminary, and the Company is in the process of finalizing information and the corresponding impact on goodwill. On March 1, 2021, CooperSurgical completed the acquisition of a privately-held medical device company that designed and developed an innovative obstetric product for use in urgent obstetrics to reduce risks associated with childbirth. The purchase price allo cation is preliminary, and the Company is in the process of finalizing information and the corresponding impact on goodwill. On February 1, 2021, CooperSurgical acquired all of the remaining equity interests of a privately-held medical device company that developed the Mara ® Water Vapor Ablation System, which is used for endometrial ablation. The Company accounted for this acquisition as an asset acquisition, whereby the Company allocated the total cost of the acquisition to the net assets acquired on the basis of their estimated relative fair values on the acquisition date with no goodwill recognized. The primary asset acquired in this asset acquisition is Technology. On January 19, 2021, CooperVision acquired all of the remaining equity interests of a privately-held medical device company that develops spectacle lenses for myopia management. The fair value remeasurement of our previous equity investment immediately before the acquisition resulted in a gain of $11.5 million, which was recorded in other income. The terms of the acquisition include upfront cash consideration paid at closing of approximately $40.9 million attributable to the equity interests not held by the Company on the closing date. The transaction also includes potential payments of future consideration that are contingent upon the achievement of the regulatory approval milestone (the regulatory approval payment) and the acquired business reaching certain revenue thresholds over a specified period (the revenue pa yments). The undiscounted range of the contingent consideration is zero to $139.1 million payable to the other former equity interest owners. The purchase price allocation is preliminary, and the Company is in the process of finalizing information primarily related to taxes and the corresponding impact on goodwill. The estimated fair value of the contingent consideration on the acquisition date was approximately $37.9 million, and, accordingly, the Company recorded a liability of approximately $30.2 million, which represents the fair value of the contingent consideration payable to the other former equity interest owners. The fair value of the regulatory approval payment was determined using an option pricing framework based on the expected payment under the contractual terms and the estimates of the probability of achieving the regulatory approval. The fair value of the revenue payments was determined using a Monte Carlo simulation based on the revenue projections and the expected payment for each simulation. As of April 30, 2021, no contingent consideration has been paid. The Company remeasured the fair value of the contingent consideration as of April 30, 2021 and determined the fair value of the contingent consideration has not changed since the acquisition date. Therefore, no fair value adjustment was recognized in the Consolidated Statements of Income and Comprehensive Income for the three months ended April 30, 2021. On December 31, 2020, CooperSurgical completed the acquisition of a privately-held in vitro fertilization (IVF) cryo-storage software solutions company. The purchase price allocation is preliminary, and the Company is in the process of finalizing information and the corresponding impact on goodwill. The pro forma results of operations of these acquisitions have not been presented because the effect of the business combinations described above was not material to the consolidated results of operations. Fiscal Year 2020 On August 7, 2020, CooperVision completed the acquisition of a privately-held U.S. contact lens manufacturer focusing on ortho-k lenses. This acquisition expands CooperVision’s specialty eye care portfolio and its leadership in addressing the increasing severity and prevalence of myopia. The purchase price allocation is preliminary, and the Company is in the process of finalizing information and the corresponding impact on goodwill. On December 13, 2019, CooperSurgical completed the acquisition of a privately-held distributor of IVF medical devices and systems. The pro forma results of operations of these acquisitions have not been presented because the effect of the business combination described above was not material to the consolidated results of operations. Contingent Consideration Certain of the Company’s business combinations involve potential payments of future consideration that are contingent upon the achievement of regulatory milestones and/or the acquired business reaching certain revenue thresholds. A liability is recorded for the estimated fair value of the contingent consideration on the acquisition date. The fair value of the contingent consideration is remeasured at each reporting period, and the change in fair value is recognized in selling, general and administrative expense in the Consolidated Statements of Income and Comprehensive Income. The following table provides a reconciliation of the beginning and ending balances of contingent consideration: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 Beginning balance $ 30.2 $ — $ — $ — Purchase price contingent consideration 0.6 — 30.8 — Payments — — — — Change in fair value — — — — Ending balance $ 30.8 $ — $ 30.8 $ — |
Inventories
Inventories | 6 Months Ended |
Apr. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories (In millions) April 30, 2021 October 31, 2020 Raw materials $ 143.6 $ 151.0 Work-in-process 13.8 12.4 Finished goods 424.6 407.0 Total inventories $ 582.0 $ 570.4 Inventories are stated at the lower of cost and net realizable value. Cost is computed using standard cost that approximates actual cost, on a first-in, first-out basis. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Apr. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Goodwill (In millions) CooperVision CooperSurgical Total Balance at October 31, 2020 $ 1,779.3 $ 668.0 $ 2,447.3 Current period additions 31.1 18.6 49.7 Foreign currency translation adjustment 63.5 7.2 70.7 Balance at April 30, 2021 $ 1,873.9 $ 693.8 $ 2,567.7 The Company evaluates goodwill for impairment annually during the fiscal third quarter and when an event occurs or circumstances change such that it is reasonably possible that impairment may exist. The Company accounts for goodwill, evaluates and tests goodwill balances for impairment in accordance with related accounting standards. The Company performed an annual impairment assessment in the third quarter of fiscal 2020, and its analysis indicated that there was no impairment of goodwill in reporting units. Other Intangible Assets April 30, 2021 October 31, 2020 (In millions) Gross Accumulated Gross Accumulated Weighted Average Amortization Period (in years) Intangible assets with definite lives: Composite intangible asset $ 1,061.9 $ 247.8 $ 1,061.9 $ 212.4 15 Technology 564.8 270.1 401.2 251.9 11 Customer relationships 378.3 229.7 367.0 216.2 13 Trademarks 155.9 43.3 153.4 37.7 14 License and distribution rights and other 32.2 19.9 31.8 18.2 10 2,193.1 $ 810.8 2,015.3 $ 736.4 14 Less: accumulated amortization and translation 810.8 736.4 Intangible assets with definite lives, net 1,382.3 1,278.9 Intangible assets with indefinite lives, net (1) 30.1 10.1 Total other intangibles, net $ 1,412.4 $ 1,289.0 (1) Intangible assets with indefinite lives include technology and trademarks. Balances include foreign currency translation adjustments. As of April 30, 2021, the estimate of future amortization expenses for intangible assets with definite lives is as follows: Fiscal Years: (In millions) Remainder of 2021 $ 76.7 2022 151.6 2023 149.3 2024 145.1 2025 134.6 Thereafter 725.0 Total remaining amortization for intangible assets with definite lives $ 1,382.3 The Company assesses definite-lived intangible assets whenever events or changes in circumstances indicate that the carrying amount of a definite-lived intangible asset (asset group) may not be recoverable. When events or changes in circumstances indicate that the carrying amount of a definite-lived intangible asset may not be recoverable, in accordance with related accounting standards, the Company evaluates whether the definite-lived intangible asset is impaired by comparing its carrying value to its undiscounted future cash flows. The Company assesses indefinite-lived intangible assets annually in the third quarter of the fiscal year, or whenever events or circumstances indicate that the carrying amount of an indefinite-lived intangible asset (asset group) may not be recoverable, in accordance with related accounting standards. The Company evaluates whether the indefinite-lived intangible asset is impaired by comparing its carrying value to its fair value. The Company performed an annual impairment assessment in the third quarter of fiscal 2020 and did not recognize any intangible asset impairment charges. |
Debt
Debt | 6 Months Ended |
Apr. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt (In millions) April 30, 2021 October 31, 2020 Overdraft and other credit facilities $ 62.7 $ 59.4 Term loan 350.0 350.0 Less: unamortized debt issuance cost (0.1) (0.1) Short-term debt $ 412.6 $ 409.3 Revolving credit 475.0 534.0 Term loans 850.0 850.0 Other 0.2 0.2 Less: unamortized debt issuance cost (0.3) (0.3) Long-term debt 1,324.9 1,383.9 Total debt $ 1,737.5 $ 1,793.2 Term Loan Agreement on October 16, 2020 On October 16, 2020, the Company entered into a 364-day, $350.0 million, term loan agreement by and among the Company, the lenders party thereto and The Bank of Nova Scotia, as administrative agent which matures on October 15, 2021. The funds were used to partially repay outstanding borrowings under the 2020 Revolving Credit Facility (as defined below). At April 30, 2021, the Company had $350.0 million outstanding under this agreement. Amounts outstanding under this agreement will bear interest, at the Company’s option, at either the base rate, or the adjusted LIBO rate, plus, in each case, an applicable rate of 0.00% in respect of base rate loans and 0.80% in respect of adjusted LIBO rate loans. The interest rate was 0.92% at April 30, 2021. This agreement contains customary restrictive covenants, as well as financial covenants that require the Company to maintain a certain Total Leverage Ratio and Interest Coverage Ratio consistent with the 2020 Credit Agreement discussed below . Revolving Credit and Term Loan Agreement on April 1, 2020 On April 1, 2020, the Company entered into a Revolving Credit and Term Loan Agreement (the 2020 Credit Agreement), among the Company, CooperVision International Holding Company, LP, CooperSurgical Netherlands B.V., CooperVision Holding Kft. the lenders from time to time party thereto, and KeyBank National Association, as administrative agent. The 2020 Credit Agreement provides for (a) a multicurrency revolving credit facility (the 2020 Revolving Credit Facility) in an aggregate principal amount of $1.29 billion and (b) a term loan facility (the 2020 Term Loan Facility) in an aggregate principal amount of $850.0 million, each of which, unless terminated earlier, mature on April 1, 2025. In addition, the Company has the ability from time to time to request an increase to the size of the revolving credit facility or establish one or more new term loans under the term loan facility in an aggregate amount up to $1.605 billion, subject to the discretionary participation of the lenders. Amounts outstanding under the 2020 Credit Agreement will bear interest, at the Company’s option, at either the base rate, or the adjusted LIBO rate or adjusted foreign currency rate, plus, in each case, an applicable rate of between 0.00% and 0.50% in respect of base rate loans, and between 0.75% and 1.50% in respect of adjusted LIBO rate or adjusted foreign currency rate loans, in each case in accordance with a pricing grid tied to the Total Leverage Ratio, as defined in the 2020 Credit Agreement. During the term of the 2020 Revolving Credit Facility, the Borrowers may borrow, repay and re-borrow amounts available under the Revolving Credit Facility, subject to voluntary reduction of the revolving commitment. The Company pays an annual commitment fee that ranges from 0.10% to 0.20% of the unused portion of the 2020 Revolving Credit Facility based upon the Company’s Total Leverage Ratio, as defined in the 2020 Credit Agreement. In addition to the annual commitment fee, the Company is also required to pay certain letter of credit and related fronting fees and other administrative fees pursuant to the terms of the 2020 Credit Agreement. On April 1, 2020, the Company borrowed $850.0 million under the 2020 Term Loan Facility and $445.0 million under the 2020 Revolving Credit Facility and used the proceeds to repay the outstanding amounts under the previous credit agreement and an outstanding term loan, and for general corporate purposes. On October 30, 2020, the Company entered into Amendment No. 1 to the 2020 Credit Agreement (the First Amendment to the 2020 Credit Agreement). The First Amendment to the 2020 Credit Agreement modifies the 2020 Credit Agreement by, among other things, adding CooperVision International Limited as a revolving borrower and releasing certain borrowers in the 2020 Credit Agreement. At April 30, 2021, the Company had $850.0 million outstanding under the 2020 Term Loan Facility, $475.0 million outstanding under the 2020 Revolving Credit Facility and $813.6 million available under the 2020 Revolving Credit Facility, net of $1.4 million outstandi ng letters of credit. The interest rate on the 2020 Term Loan Facility w as 1.12% at April 30, 2021. During the three and six months ended April 30, 2021, the Company expensed less than $0.1 million re lated to the debt issuance costs of the 2020 Term Loan Facility. The 2020 Credit Agreement contains customary restrictive covenants, as well as financial covenants that require the Company to maintain a certain Total Leverage Ratio and Interest Coverage Ratio, each as defined in the 2020 Credit Agreement: • Interest Coverage Ratio, as defined, to be at least 3.00 to 1.00 at all times. • Total Leverage Ratio, as defined, to be no higher than 3.75 to 1.00. At April 30, 2021, the Company was in compliance with the Interest Cov erage Ratio at 36.81 to 1.00 and the Total Leverage Rat io at 1.78 to 1 .00 for the 2020 Credit Agreement. The Company, after considering the potenti al impacts of the COVID-19 pandemic, expects to remain in compliance with its financial maintenance covenant and meet its debt service obligations for at least the twelve months following the date of issuance of these financial statements. Refer to our Annual Report on Form 10-K for the fiscal year ended October 31, 2020 for more details. The following is a summary of the maximum commitments and the net amounts available to us under credit facilities discussed above as of April 30, 2021: (In millions) Facility Limit Outstanding Borrowings Outstanding Letters of Credit Total Amount Available Maturity Date 2020 Revolving Credit Facility $ 1,290.0 $ 475.0 $ 1.4 $ 813.6 April 1, 2025 2020 Term Loan Facility 850.0 850.0 n/a — April 1, 2025 2020 Term Loan 350.0 350.0 n/a — October 15, 2021 Total $ 2,490.0 $ 1,675.0 $ 1.4 $ 813.6 |
Income Taxes
Income Taxes | 6 Months Ended |
Apr. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company's effective tax rates for the three months ended April 30, 2021 and April 30, 2020 were 13.8% and (27.7)%, respectively. The increase was primarily due to changes in the geographical composition of pre-tax earnings. The Company's effective tax rate for the second quarter of fiscal 2021 was lower than the U.S. federal statutory tax rate primarily due to earnings in foreign jurisdictions with lower tax rates and excess tax benefits from share-based compensation. The Company's effective tax rates for the six months ended April 30, 2021 and April 30, 2020 were (704.2)% and 4.2%, respectively. The decrease was primarily due to an intra-group transfer of intellectual property, as discussed below. The Company's effective tax rate for the six months ended April 30, 2021 was lower than the U.S. federal statutory tax rate primarily due to the intra-group transfer. The Company's effective tax rates for the six months ended April 30, 2021 and April 30, 2020 were otherwise lower than the U.S. federal statutory tax rate primarily due to earnings in foreign jurisdictions with lower tax rates and excess tax benefits from share-based compensation. In November 2020, the Company completed an intra-group transfer of certain intellectual property and related assets to a UK subsidiary as part of a group restructuring to establish headquarters operations in the UK. Income before income taxes resulting from this transfer is eliminated upon consolidation. The transfer resulted in a step-up of the UK tax-deductible basis in the intellectual property and goodwill, creating a temporary difference between the book basis and the tax basis of these assets. As a result, the Company recognized a deferred tax asset of $1,987.9 million, with a corresponding income tax benefit, during the three months ended January 31, 2021. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Apr. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Periods Ended April 30, Three Months Six Months (In millions, except per share amounts) 2021 2020 2021 2020 Net income $ 117.5 $ 11.5 $ 2,218.6 $ 102.0 Basic: Weighted average common shares 49.2 49.2 49.2 49.2 Basic earnings per share $ 2.39 $ 0.23 $ 45.12 $ 2.07 Diluted: Weighted average common shares 49.2 49.2 49.2 49.2 Effect of dilutive stock options 0.5 0.4 0.5 0.5 Diluted weighted average common shares 49.7 49.6 49.7 49.7 Diluted earnings per share $ 2.36 $ 0.23 $ 44.65 $ 2.05 The following table sets forth stock options to purchase our common stock and restricted stock units that were not included in the diluted earnings per share calculation because their effect would have been antidilutive for the periods presented: Periods Ended April 30, Three Months Six Months (In thousands, except exercise prices) 2021 2020 2021 2020 Stock option shares excluded 108 210 108 207 Range of exercise prices $ 345.74 $254.77 – $304.54 $ 345.74 $ 304.54 Restricted stock units excluded — 1 8 1 |
Share-Based Compensation Plans
Share-Based Compensation Plans | 6 Months Ended |
Apr. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation Plans | Share-Based Compensation Plans The Company has several share-based compensation plans that are described in the Company’s Annual Report on Form 10‑K for the fiscal year ended October 31, 2020. The compensation expense and related income tax benefit recognized in our Consolidated Statements of Income and Comprehensive Income for share-based awards were as follows: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 Selling, general and administrative expense $ 8.7 $ 8.3 $ 17.8 $ 17.0 Cost of sales 0.9 1.1 2.0 2.1 Research and development expense 0.6 0.6 1.2 1.2 Total share-based compensation expense $ 10.2 $ 10.0 $ 21.0 $ 20.3 Related income tax benefit $ 1.2 $ 1.1 $ 2.4 $ 2.5 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Apr. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Analysis of Changes in Accumulated Other Comprehensive (Loss) Income: (In millions) Foreign Currency Translation Adjustment Minimum Pension Liability Derivative Instruments Total Balance at October 31, 2019 $ (403.2) $ (43.9) $ — $ (447.1) Gross change in value 0.9 (16.8) (17.1) (33.0) Tax effect for the period — 4.0 4.1 8.1 Balance at October 31, 2020 $ (402.3) $ (56.7) $ (13.0) $ (472.0) Gross change in value 105.3 — 25.9 131.2 Tax effect for the period (0.2) — (6.2) (6.4) Balance at April 30, 2021 $ (297.2) $ (56.7) $ 6.7 $ (347.2) Share Repurchases In December 2011, our Board of Directors authorized the 2012 Share Repurchase Program and through subsequent amendments, the most recent in March 2017, the total repurchase authorization was increased from $500.0 million to $1.0 billion of the Company's common stock. This program has no expiration date and may be discontinued at any time. Purchases under the 2012 Share Repurchase Program are subject to a review of the circumstances in place at the time and may be made from time to time as permitted by securities laws and other legal requirements. During the three months ended April 30, 2021, there we re no share re purchases under the program. During the six months ended April 30, 2021, the Company repurchased 69.6 thousand shares of its common stock for $24.8 million, at an average purchase price of $356.61 per share. At April 30, 2021, $334.8 million remained authorized for repurchase under the program. During the six months ended April 30, 2020, the Company repurchased 160.8 thousand shares of its common stock for $47.8 million, at an average purchase price of $296.88 per share, all repurchased in the second quarter of fiscal 2020. Dividends The Company paid a semiannual dividend of approximately $1.5 million or 3 cents per share, on February 9, 2021, to stockholders of record on January 22, 2021. The Company paid a semiannual dividend of approximately $1.5 million or 3 cents per share, on February 10, 2020, to stockholders of record on January 23, 2020. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Apr. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Accounting standards 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. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value. An asset’s or liability’s level is based on the lowest level of input that is significant to the fair value measurement. Assets and liabilities carried at fair value are valued and disclosed in one of the following three levels of the valuation hierarchy: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs reflecting the reporting entity’s own assumptions. At April 30, 2021 and October 31, 2020, the carrying value of cash and cash equivalents, accounts receivable, prepaid expense and other current assets, lines of credit, accounts payable and other current liabilities approximates fair value due to the short-term nature of such instruments and the ability to obtain financing on similar terms. The carrying value of our revolving credit facility and term loans approximates fair value based on current market rates (Level 2). On April 6, 2020 the Company entered into six interest rate swap contracts which are used to hedge the Company’s exposure to changes in cash flows associated with its variable rate debt and are designated as derivatives in a cash flow hedge. The payment streams are based on a total notional amount of $1.5 billion at the inception of the contracts. The interest rate swap contracts had maturities of seven years o r less. As of April 30, 2021, two of the six interest rate swap contracts have matured and the outstanding contracts have a total notional amount of $1.1 billion. The gain or loss on the derivatives is recorded as a component of accumulated other comprehensive income and subsequently reclassified into interest expense in the same period during which the hedged transaction affects earnings. The fair value of the interest rate swap contracts is measured on a recurring basis by netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on the expectation of future interest rates (forward curves) derived from observable market interest rate curves. The interest rate swap contracts were categorized as Level 2 in the fair value hierarchy, as the inputs to the derivative pricing model are generally observable and do not contain a high level of subjectivity. Refer to Note 14. Financial Derivatives and Hedging for further information. The Company did not have any cross currency swaps or foreign currency forward contracts as of April 30, 2021 and October 31, 2020. Nonrecurring fair value measurements |
Employee Benefits
Employee Benefits | 6 Months Ended |
Apr. 30, 2021 | |
Retirement Benefits [Abstract] | |
Employee Benefits | Employee BenefitsThe Company's Retirement Income Plan (the Plan), a defined benefit plan, covers substantially all full-time United States employees. The Company's contributions are designed to fund normal cost on a current basis and to fund the estimated prior service cost of benefit improvements. The unit credit actuarial cost method is used to determine the annual cost. The Company pays the entire cost of the Plan and funds such costs as they accrue. Virtually all of the assets of the Plan are comprised of equities and participation in equity and fixed income funds. The Company's results of operations for the three and six months ended April 30, 2021 and 2020, reflect the following components of net periodic defined benefit costs: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 Service cost $ 4.3 $ 3.4 $ 8.6 $ 6.9 Interest cost 1.1 1.4 2.2 2.6 Expected return on plan assets (3.1) (2.7) (6.2) (5.4) Recognized net actuarial loss 1.3 1.0 2.7 2.0 Net periodic defined benefit plan cost $ 3.6 $ 3.1 $ 7.3 $ 6.1 The Company did not cont ribute to the Plan in the first half of fiscal 2021 and due to COVID-19 the Company is uncertain of the amount the Company will contribute dur ing the remainder of the year. The Company did not contribute to the Plan in the first half of fiscal 2020. The expected rate of return on Plan assets for determining net periodic benefit plan cost is 8%. |
Contingencies
Contingencies | 6 Months Ended |
Apr. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies The Company is involved in various lawsuits, claims and other legal matters from time to time that arise in the ordinary course of conducting business, including matters involving our products, intellectual property, supplier relationships, distributors, competitor relationships, employees and other matters. The Company does not believe that the ultimate resolution of these proceedings or claims pending against it could have a material adverse effect on its financial condition or results of operations. At each reporting period, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under ASC 450, Contingencies . Legal fees are expensed as incurred. |
Business Segment Information
Business Segment Information | 6 Months Ended |
Apr. 30, 2021 | |
Segment Reporting [Abstract] | |
Business Segment Information | Business Segment Information The Company discloses information about its operating segments, which were established based on the way that management organizes segments within the Company for making operating decisions and assessing financial performance. The Company's two operating segments are described below. • CooperVision. Competes in the worldwide contact lens market by developing, manufacturing and marketing a broad range of products for contact lens wearers, featuring advanced materials and optics. CooperVision designs its products to solve vision challenges such as astigmatism, presbyopia, myopia, ocular dryness and eye fatigues, with a broad collection of spherical, toric and multifocal contact lenses. • CooperSurgical. Competes in the general health care market with a focus on advancing the health of women, babies and families through a diversified portfolio of products and services focusing on women's health and fertility. The Company uses operating income, as presented in our financial reports, as the primary measure of segment profitability. The Company does not allocate costs from corporate functions to segment operating income. Items below operating income are not considered when measuring the profitability of a segment. The Company uses the same accounting policies to generate segment results as the Company does for our consolidated results. Total identifiable assets are those used in continuing operations except cash and cash equivalents, which the Company includes as corporate assets. Segment information: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 CooperVision net sales by category: Toric lens $ 172.8 $ 133.6 $ 335.1 $ 288.7 Multifocal lens 58.0 45.1 115.7 96.9 Single-use sphere lens 144.5 116.1 290.5 254.2 Non single-use sphere, other 147.3 107.4 288.3 247.6 Total CooperVision net sales $ 522.6 $ 402.2 $ 1,029.6 $ 887.4 CooperSurgical net sales by category: Office and surgical products $ 112.6 $ 69.6 $ 216.1 $ 168.0 Fertility 84.3 53.1 154.3 115.7 CooperSurgical net sales 196.9 122.7 370.4 283.7 Total net sales $ 719.5 $ 524.9 $ 1,400.0 $ 1,171.1 Operating income (loss): CooperVision $ 131.7 $ 67.7 $ 259.2 $ 190.6 CooperSurgical 23.1 (25.6) 40.6 (23.9) Corporate (11.6) (13.5) (23.2) (27.0) Total operating income 143.2 28.6 276.6 139.7 Interest expense 6.1 12.8 12.5 24.4 Other (income) expense, net 0.7 6.8 (11.8) 8.9 Income before income taxes $ 136.4 $ 9.0 $ 275.9 $ 106.4 (In millions) April 30, 2021 October 31, 2020 Total identifiable assets: CooperVision $ 6,442.2 $ 4,236.3 CooperSurgical 2,374.9 2,293.8 Corporate 196.7 207.4 Total $ 9,013.8 $ 6,737.5 Geographic information: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 Net sales to unaffiliated customers by country of domicile: United States $ 336.1 $ 222.5 $ 649.1 $ 516.0 Europe 230.0 178.7 450.8 392.1 Rest of world 153.4 123.7 300.1 263.0 Total $ 719.5 $ 524.9 $ 1,400.0 $ 1,171.1 (In millions) April 30, 2021 October 31, 2020 Net property, plant and equipment by country of domicile: United States $ 726.4 $ 721.3 Europe 374.8 363.0 Rest of world 208.8 197.6 Total $ 1,310.0 $ 1,281.9 |
Financial Derivatives and Hedgi
Financial Derivatives and Hedging | 6 Months Ended |
Apr. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Derivatives and Hedging | Financial Derivatives and Hedging As part of the Company’s overall risk management practices the Company enters into financial derivatives, interest rate swaps designated as cash flow hedges, to hedge the Company’s exposure to changes in cash flows associated with its variable rate debt. The Company records all derivatives on its Consolidated Condensed Balance Sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. All of the Company's derivatives have satisfied the criteria necessary to apply hedge accounting. The gain or loss on derivative instruments designated and qualifying for cash flow hedge accounting is deferred in other comprehensive income. The changes in fair value for all trades that are not designated for hedge accounting are recognized in current period earnings. Deferred gains or losses from designated cash flow hedges are reclassified into earnings in the period that the hedged interest expense affects earnings. The effectiveness of cash flow hedges is assessed at inception and quarterly thereafter. The Company does not offset fair value amounts recognized for derivative instruments in its Consolidated Condensed Balance Sheets for presentation purposes. Credit risk related to derivative transactions reflects the risk that a party to the transaction could fail to meet its obligation under the derivative contracts. Therefore, the Company’s exposure to the counterparty’s credit risk is generally limited to the amounts, if any, by which the counterparty’s obligations to the Company exceed the Company’s obligations to the counterparty. The Company’s policy is to enter into contracts only with financial institutions which meet certain minimum credit ratings to help mitigate counterparty credit risk. As of October 31, 2020, the Company had five outstanding derivatives designated as hedging instruments. One of the contracts matured on April 1, 2021. As of April 30, 2021, the Company had the following outstanding derivatives designated as hedging instruments: (In millions, except for number of instruments) Number of Instruments Notional Value Interest Rate Swap Contracts 4 $ 1,100 These contracts have remaining maturities of six years or less. The pre-tax impact of gain on derivatives designated for hedge accounting recognized in other comprehensive income (loss) was $8.9 million ($6.7 million, net of tax) as of April 30, 2021. The following table summarizes the fair values of derivative instruments as of the periods indicated and the line items in the accompanying Consolidated Condensed Balance Sheets where the instruments are recorded: Derivative Assets (In millions) April 30, 2021 October 31, 2020 Derivatives designated as cash flow hedges Balance sheet location Interest rate swap contracts Other current assets $ — $ — Interest rate swap contracts Other non-current assets 9.5 — $ 9.5 $ — Derivative Liabilities (In millions) April 30, 2021 October 31, 2020 Derivatives designated as cash flow hedges Balance sheet location Interest rate swap contracts Other current liabilities $ 0.1 $ 0.6 Interest rate swap contracts Other non-current liabilities 0.5 16.5 $ 0.6 $ 17.1 The following table summarizes the amounts recognized with respect to our derivative instruments within the accompanying Consolidated Statements of Income and Comprehensive Income: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 Derivatives designated as cash flow hedges Location of Loss Recognized on Derivatives Interest rate swap contracts Interest expense $ 2.0 $ — $ 4.1 $ — The Company expects th at $6.4 million rec orded as a component of accumulated other comprehensive income (loss) will be realized in the statements of earnings over the next twelve months and the amount will vary depending on prevailing interest rates. The following table details the changes in accumulated other comprehensive income: (In millions) Amount Beginning balance gain / (loss) as of October 31, 2020 $ (17.1) Amount recognized in other comprehensive income on interest rate swap contracts, gross ($16.6 million, net of tax) 21.9 Amount reclassified from other comprehensive income into earnings, gross ($3.1 million, net of tax) 4.1 Ending balance gain / (loss) as of April 30, 2021 $ 8.9 |
General (Policies)
General (Policies) | 6 Months Ended |
Apr. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Estimates | Estimates The World Health Organization categorized the Coronavirus disease 2019 (COVID-19) as a pandemic. The COVID-19 pandemic has caused a severe global health crisis, along with economic and societal disruptions and uncertainties, which have negatively impacted business and healthcare activity globally. As a result of healthcare systems responding to the demands of managing the pandemic, governments around the world imposing measures designed to reduce the transmission of the COVID-19 virus, and individuals responding to the concerns of contracting the COVID-19 virus, many optical practitioners & retailers, hospitals, medical offices and fertility clinics closed their facilities, restricted access, or delayed or canceled patient visits, exams and elective medical procedures, and many customers that have reopened are experiencing reduced patient visits. These factors have had, and in the future may have, an adverse effect on our sales, operating results and cash flows. The preparation of Consolidated Condensed Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of net sales and expenses during the reporting period. Actual results could differ from those estimates particularly as it relates to estimates reliant on forecasts and other assumptions reasonably available to the Company and the uncertain future impacts of the COVID-19 pandemic and related economic disruptions. The extent to which the COVID-19 pandemic and related economic disruptions impact our business and financial results will depend on future developments including, but not limited to, the continued spread, duration and severity of the COVID-19 pandemic; the occurrence, spread, duration and severity of any subsequent wave or waves of outbreaks; the actions taken by the U.S. and foreign governments to contain the COVID-19 pandemic, address its impact or respond to the reduction in global and local economic activity; the occurrence, duration and severity of a global, regional or national recession, depression or other sustained adverse market event; the impact of the developments described above on our customers and suppliers; and how quickly and to what extent normal economic and operating conditions can resume. The accounting matters assessed included, but were not limited to: • allowance for doubtful accounts and credit losses • the carrying value of inventory • the carrying value of goodwill and other long-lived assets There was not a material impact to the above estimates in the Company’s Consolidated Condensed Financial Statements for the three and six months ended April 30, 2021. The Company continually monitors and evaluates the estimates used as additional information becomes available. Adjustments will be made to these provisions periodically to reflect new facts and circumstances that may indicate that historical experience may not be indicative of current and/or future results. The Company’s future assessment of the magnitude and duration of COVID-19, as well as other factors, could result in material |
Accounting Pronouncements Recently Adopted and Accounting Pronouncements Issued Not Yet Adopted | Accounting Pronouncements Recently Adopted In January 2020, the Financial Accounting Standards Board (FASB) issued ASU 2020-01, Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 . This guidance addresses accounting for the transition into and out of the equity method and provides clarification of the interaction of rules for equity securities, the equity method of accounting, and forward contracts and purchase options on certain types of securities. This standard is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2020. Early adoption is permitted. The Company early adopted this guidance in the second quarter of fiscal 2021, and it did not have a material impact on our Consolidated Condensed Financial Statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments and subsequent amendments to the initial guidance: ASU 2018-19 Codification Improvements to Topic 326, Financial Instruments-Credit Losses , ASU 2019-04 Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments , ASU 2019-05 Financial Instruments-Credit Losses , ASU 2019-11 Codification Improvements to Topic 326, Financial Instruments—Credit Losses , ASU 2020-02 Financial Instruments—Credit Losses (Topic 326) and Leases (Topic 842) and ASU 2020-03 Codification Improvements to Financial Instruments (collectively, “Topic 326”). Topic 326 requires measurement and recognition of expected credit losses for financial assets held. Topic 326 is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2019. The Company adopted this guidance in the first quarter of fiscal 2021 on a modified retrospective basis, and the most notable impact was related to the assessment of the adequacy of its allowance for doubtful accounts on trade accounts receivable and the recognition of credit losses. The Company recorded a cumulative-effect adjustment of $1.4 million to the Consolidated Condensed Balance Sheet on November 1, 2020. In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 . This guidance amended Topic 808 and Topic 606 to clarify that transactions in a collaborative arrangement should be accounted for under Topic 606 when the counterparty is a customer for a distinct good or service (i.e., unit of account). The amendments preclude an entity from presenting consideration from a transaction in a collaborative arrangement as revenue from contracts with customers if the counterparty is not a customer for that transaction. This guidance is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2019. The Company adopted this guidance on November 1, 2020, and it did not have a material impact on our Consolidated Condensed Financial Statements. Accounting Pronouncements Issued Not Yet Adopted In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . This guidance removes certain exceptions to the general principles in Topic 740 and enhances and simplifies various aspects of the income tax accounting guidance, including requirements such as tax basis step-up in goodwill obtained in a transaction that is not a business combination, ownership changes in investments, and interim-period accounting for enacted changes in tax law. This standard is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2020. Early adoption is permitted. We are currently evaluating the impact of ASU 2019-12 on our Consolidated Condensed Financial Statements, which is effective for the Company in our fiscal year and interim periods beginning on November 1, 2021. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform ( Topic 848 ): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and subsequent amendment to the initial guidance: ASU 2021-01, Reference Rate Reform (Topic 848): Scope (collectively, “Topic 848”). Topic 848 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The guidance generally can be applied from March 12, 2020 through December 31, 2022. We are currently assessing the impacts of the practical expedients provided in Topic 848 and which, if any, we will adopt. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) . This update amends the guidance on convertible instruments and the derivatives scope exception for contracts in an entity's own equity and improves and amends the related EPS guidance for both Subtopics. This standard is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2021, which means it will be effective for our fiscal year beginning November 1, 2022. Early adoption is permitted but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. We are currently evaluating the impact of ASU 2020-06 on our Consolidated Condensed Financial Statements. No other recently issued accounting pronouncements had or are expected to have a material impact on our Consolidated Condensed Financial Statements. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Apr. 30, 2021 | |
Business Combination And Asset Acquisition [Abstract] | |
Total purchase consideration for business and asset acquisitions | The following is a summary of the allocation of the total purchase consideration for business and asset acquisitions that the Company completed during the six months ended April 30, 2021 and fiscal 2020: (In millions) April 30, 2021 October 31, 2020 Technology $ 163.5 $ — In-Process Research & Development (IPR&D) 20.0 — Customer relationships 5.5 11.4 Trademarks 1.3 5.1 Other 0.4 3.9 Total identifiable intangible assets $ 190.7 $ 20.4 Goodwill 49.7 15.3 Net tangible assets (liabilities) (13.0) (0.3) Fair value of contingent consideration (38.6) — Total closing purchase price $ 188.8 $ 35.4 |
Contingent consideration reconciliation | The following table provides a reconciliation of the beginning and ending balances of contingent consideration: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 Beginning balance $ 30.2 $ — $ — $ — Purchase price contingent consideration 0.6 — 30.8 — Payments — — — — Change in fair value — — — — Ending balance $ 30.8 $ — $ 30.8 $ — |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Apr. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | (In millions) April 30, 2021 October 31, 2020 Raw materials $ 143.6 $ 151.0 Work-in-process 13.8 12.4 Finished goods 424.6 407.0 Total inventories $ 582.0 $ 570.4 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Apr. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | Goodwill (In millions) CooperVision CooperSurgical Total Balance at October 31, 2020 $ 1,779.3 $ 668.0 $ 2,447.3 Current period additions 31.1 18.6 49.7 Foreign currency translation adjustment 63.5 7.2 70.7 Balance at April 30, 2021 $ 1,873.9 $ 693.8 $ 2,567.7 |
Schedule of finite-lived intangible assets | Other Intangible Assets April 30, 2021 October 31, 2020 (In millions) Gross Accumulated Gross Accumulated Weighted Average Amortization Period (in years) Intangible assets with definite lives: Composite intangible asset $ 1,061.9 $ 247.8 $ 1,061.9 $ 212.4 15 Technology 564.8 270.1 401.2 251.9 11 Customer relationships 378.3 229.7 367.0 216.2 13 Trademarks 155.9 43.3 153.4 37.7 14 License and distribution rights and other 32.2 19.9 31.8 18.2 10 2,193.1 $ 810.8 2,015.3 $ 736.4 14 Less: accumulated amortization and translation 810.8 736.4 Intangible assets with definite lives, net 1,382.3 1,278.9 Intangible assets with indefinite lives, net (1) 30.1 10.1 Total other intangibles, net $ 1,412.4 $ 1,289.0 (1) Intangible assets with indefinite lives include technology and trademarks. |
Schedule of indefinite-lived intangible assets | Other Intangible Assets April 30, 2021 October 31, 2020 (In millions) Gross Accumulated Gross Accumulated Weighted Average Amortization Period (in years) Intangible assets with definite lives: Composite intangible asset $ 1,061.9 $ 247.8 $ 1,061.9 $ 212.4 15 Technology 564.8 270.1 401.2 251.9 11 Customer relationships 378.3 229.7 367.0 216.2 13 Trademarks 155.9 43.3 153.4 37.7 14 License and distribution rights and other 32.2 19.9 31.8 18.2 10 2,193.1 $ 810.8 2,015.3 $ 736.4 14 Less: accumulated amortization and translation 810.8 736.4 Intangible assets with definite lives, net 1,382.3 1,278.9 Intangible assets with indefinite lives, net (1) 30.1 10.1 Total other intangibles, net $ 1,412.4 $ 1,289.0 (1) Intangible assets with indefinite lives include technology and trademarks. |
Remaining amortization expenses for intangible assets with definite lives | As of April 30, 2021, the estimate of future amortization expenses for intangible assets with definite lives is as follows: Fiscal Years: (In millions) Remainder of 2021 $ 76.7 2022 151.6 2023 149.3 2024 145.1 2025 134.6 Thereafter 725.0 Total remaining amortization for intangible assets with definite lives $ 1,382.3 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Apr. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of debt | (In millions) April 30, 2021 October 31, 2020 Overdraft and other credit facilities $ 62.7 $ 59.4 Term loan 350.0 350.0 Less: unamortized debt issuance cost (0.1) (0.1) Short-term debt $ 412.6 $ 409.3 Revolving credit 475.0 534.0 Term loans 850.0 850.0 Other 0.2 0.2 Less: unamortized debt issuance cost (0.3) (0.3) Long-term debt 1,324.9 1,383.9 Total debt $ 1,737.5 $ 1,793.2 The following is a summary of the maximum commitments and the net amounts available to us under credit facilities discussed above as of April 30, 2021: (In millions) Facility Limit Outstanding Borrowings Outstanding Letters of Credit Total Amount Available Maturity Date 2020 Revolving Credit Facility $ 1,290.0 $ 475.0 $ 1.4 $ 813.6 April 1, 2025 2020 Term Loan Facility 850.0 850.0 n/a — April 1, 2025 2020 Term Loan 350.0 350.0 n/a — October 15, 2021 Total $ 2,490.0 $ 1,675.0 $ 1.4 $ 813.6 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Apr. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share | Periods Ended April 30, Three Months Six Months (In millions, except per share amounts) 2021 2020 2021 2020 Net income $ 117.5 $ 11.5 $ 2,218.6 $ 102.0 Basic: Weighted average common shares 49.2 49.2 49.2 49.2 Basic earnings per share $ 2.39 $ 0.23 $ 45.12 $ 2.07 Diluted: Weighted average common shares 49.2 49.2 49.2 49.2 Effect of dilutive stock options 0.5 0.4 0.5 0.5 Diluted weighted average common shares 49.7 49.6 49.7 49.7 Diluted earnings per share $ 2.36 $ 0.23 $ 44.65 $ 2.05 |
Schedule of stock options and restricted stock units that were not included in the diluted earnings per share calculation | The following table sets forth stock options to purchase our common stock and restricted stock units that were not included in the diluted earnings per share calculation because their effect would have been antidilutive for the periods presented: Periods Ended April 30, Three Months Six Months (In thousands, except exercise prices) 2021 2020 2021 2020 Stock option shares excluded 108 210 108 207 Range of exercise prices $ 345.74 $254.77 – $304.54 $ 345.74 $ 304.54 Restricted stock units excluded — 1 8 1 |
Share-Based Compensation Plans
Share-Based Compensation Plans (Tables) | 6 Months Ended |
Apr. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of compensation expense and related income tax benefit for share-based awards | The compensation expense and related income tax benefit recognized in our Consolidated Statements of Income and Comprehensive Income for share-based awards were as follows: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 Selling, general and administrative expense $ 8.7 $ 8.3 $ 17.8 $ 17.0 Cost of sales 0.9 1.1 2.0 2.1 Research and development expense 0.6 0.6 1.2 1.2 Total share-based compensation expense $ 10.2 $ 10.0 $ 21.0 $ 20.3 Related income tax benefit $ 1.2 $ 1.1 $ 2.4 $ 2.5 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Apr. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Schedule of changes in accumulated other comprehensive (loss) income | Analysis of Changes in Accumulated Other Comprehensive (Loss) Income: (In millions) Foreign Currency Translation Adjustment Minimum Pension Liability Derivative Instruments Total Balance at October 31, 2019 $ (403.2) $ (43.9) $ — $ (447.1) Gross change in value 0.9 (16.8) (17.1) (33.0) Tax effect for the period — 4.0 4.1 8.1 Balance at October 31, 2020 $ (402.3) $ (56.7) $ (13.0) $ (472.0) Gross change in value 105.3 — 25.9 131.2 Tax effect for the period (0.2) — (6.2) (6.4) Balance at April 30, 2021 $ (297.2) $ (56.7) $ 6.7 $ (347.2) The following table details the changes in accumulated other comprehensive income: (In millions) Amount Beginning balance gain / (loss) as of October 31, 2020 $ (17.1) Amount recognized in other comprehensive income on interest rate swap contracts, gross ($16.6 million, net of tax) 21.9 Amount reclassified from other comprehensive income into earnings, gross ($3.1 million, net of tax) 4.1 Ending balance gain / (loss) as of April 30, 2021 $ 8.9 |
Employee Benefits (Tables)
Employee Benefits (Tables) | 6 Months Ended |
Apr. 30, 2021 | |
Retirement Benefits [Abstract] | |
Schedule of components of net periodic pension costs | The Company's results of operations for the three and six months ended April 30, 2021 and 2020, reflect the following components of net periodic defined benefit costs: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 Service cost $ 4.3 $ 3.4 $ 8.6 $ 6.9 Interest cost 1.1 1.4 2.2 2.6 Expected return on plan assets (3.1) (2.7) (6.2) (5.4) Recognized net actuarial loss 1.3 1.0 2.7 2.0 Net periodic defined benefit plan cost $ 3.6 $ 3.1 $ 7.3 $ 6.1 |
Business Segment Information (T
Business Segment Information (Tables) | 6 Months Ended |
Apr. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of segment information | Segment information: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 CooperVision net sales by category: Toric lens $ 172.8 $ 133.6 $ 335.1 $ 288.7 Multifocal lens 58.0 45.1 115.7 96.9 Single-use sphere lens 144.5 116.1 290.5 254.2 Non single-use sphere, other 147.3 107.4 288.3 247.6 Total CooperVision net sales $ 522.6 $ 402.2 $ 1,029.6 $ 887.4 CooperSurgical net sales by category: Office and surgical products $ 112.6 $ 69.6 $ 216.1 $ 168.0 Fertility 84.3 53.1 154.3 115.7 CooperSurgical net sales 196.9 122.7 370.4 283.7 Total net sales $ 719.5 $ 524.9 $ 1,400.0 $ 1,171.1 Operating income (loss): CooperVision $ 131.7 $ 67.7 $ 259.2 $ 190.6 CooperSurgical 23.1 (25.6) 40.6 (23.9) Corporate (11.6) (13.5) (23.2) (27.0) Total operating income 143.2 28.6 276.6 139.7 Interest expense 6.1 12.8 12.5 24.4 Other (income) expense, net 0.7 6.8 (11.8) 8.9 Income before income taxes $ 136.4 $ 9.0 $ 275.9 $ 106.4 |
Schedule of identifiable assets by segment | (In millions) April 30, 2021 October 31, 2020 Total identifiable assets: CooperVision $ 6,442.2 $ 4,236.3 CooperSurgical 2,374.9 2,293.8 Corporate 196.7 207.4 Total $ 9,013.8 $ 6,737.5 |
Schedule of net sales to unaffiliated customers by country of domicile | Geographic information: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 Net sales to unaffiliated customers by country of domicile: United States $ 336.1 $ 222.5 $ 649.1 $ 516.0 Europe 230.0 178.7 450.8 392.1 Rest of world 153.4 123.7 300.1 263.0 Total $ 719.5 $ 524.9 $ 1,400.0 $ 1,171.1 |
Schedule of net property, plant and equipment by country of domicile | (In millions) April 30, 2021 October 31, 2020 Net property, plant and equipment by country of domicile: United States $ 726.4 $ 721.3 Europe 374.8 363.0 Rest of world 208.8 197.6 Total $ 1,310.0 $ 1,281.9 |
Financial Derivatives and Hed_2
Financial Derivatives and Hedging (Tables) | 6 Months Ended |
Apr. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of outstanding derivatives designated as hedging instruments | As of April 30, 2021, the Company had the following outstanding derivatives designated as hedging instruments: (In millions, except for number of instruments) Number of Instruments Notional Value Interest Rate Swap Contracts 4 $ 1,100 |
Schedule of fair values of derivative instruments in condensed consolidated balance sheets | The following table summarizes the fair values of derivative instruments as of the periods indicated and the line items in the accompanying Consolidated Condensed Balance Sheets where the instruments are recorded: Derivative Assets (In millions) April 30, 2021 October 31, 2020 Derivatives designated as cash flow hedges Balance sheet location Interest rate swap contracts Other current assets $ — $ — Interest rate swap contracts Other non-current assets 9.5 — $ 9.5 $ — Derivative Liabilities (In millions) April 30, 2021 October 31, 2020 Derivatives designated as cash flow hedges Balance sheet location Interest rate swap contracts Other current liabilities $ 0.1 $ 0.6 Interest rate swap contracts Other non-current liabilities 0.5 16.5 $ 0.6 $ 17.1 |
Schedule of derivative instruments recognized in condensed consolidated statements of income | The following table summarizes the amounts recognized with respect to our derivative instruments within the accompanying Consolidated Statements of Income and Comprehensive Income: Periods Ended April 30, Three Months Six Months (In millions) 2021 2020 2021 2020 Derivatives designated as cash flow hedges Location of Loss Recognized on Derivatives Interest rate swap contracts Interest expense $ 2.0 $ — $ 4.1 $ — |
Schedule of changes in accumulated other comprehensive income | Analysis of Changes in Accumulated Other Comprehensive (Loss) Income: (In millions) Foreign Currency Translation Adjustment Minimum Pension Liability Derivative Instruments Total Balance at October 31, 2019 $ (403.2) $ (43.9) $ — $ (447.1) Gross change in value 0.9 (16.8) (17.1) (33.0) Tax effect for the period — 4.0 4.1 8.1 Balance at October 31, 2020 $ (402.3) $ (56.7) $ (13.0) $ (472.0) Gross change in value 105.3 — 25.9 131.2 Tax effect for the period (0.2) — (6.2) (6.4) Balance at April 30, 2021 $ (297.2) $ (56.7) $ 6.7 $ (347.2) The following table details the changes in accumulated other comprehensive income: (In millions) Amount Beginning balance gain / (loss) as of October 31, 2020 $ (17.1) Amount recognized in other comprehensive income on interest rate swap contracts, gross ($16.6 million, net of tax) 21.9 Amount reclassified from other comprehensive income into earnings, gross ($3.1 million, net of tax) 4.1 Ending balance gain / (loss) as of April 30, 2021 $ 8.9 |
General (Details)
General (Details) - USD ($) $ in Millions | Apr. 30, 2021 | Jan. 31, 2021 | Oct. 31, 2020 | Apr. 30, 2020 | Jan. 31, 2020 | Oct. 31, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Cumulative-effect adjustment upon adoption of accounting standards update | $ (6,162.8) | $ (5,989.9) | $ (3,824.8) | $ (3,627.5) | $ (3,730.9) | $ (3,628.6) |
Retained Earnings | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Cumulative-effect adjustment upon adoption of accounting standards update | $ (5,477.5) | $ (5,360) | (3,261.8) | $ (3,126.9) | $ (3,115.4) | $ (3,026.4) |
Cumulative Effect, Period of Adoption, Adjustment | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Cumulative-effect adjustment upon adoption of accounting standards update | 1.4 | |||||
Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Cumulative-effect adjustment upon adoption of accounting standards update | $ 1.4 |
Acquisitions - Total Purchase C
Acquisitions - Total Purchase Consideration for Business and Asset Acquisitions (Details) - USD ($) $ in Millions | Apr. 30, 2021 | Oct. 31, 2020 |
Schedule Of Business Acquisitions And Asset Acquisition, By Acquisition [Line Items] | ||
Goodwill | $ 2,567.7 | $ 2,447.3 |
Series Of Individually Immaterial Business Acquisitions And Asset Acquisitions | ||
Schedule Of Business Acquisitions And Asset Acquisition, By Acquisition [Line Items] | ||
Total identifiable intangible assets | 190.7 | 20.4 |
Goodwill | 49.7 | 15.3 |
Net tangible assets (liabilities) | (13) | (0.3) |
Fair value of contingent consideration | (38.6) | 0 |
Total closing purchase price | 188.8 | 35.4 |
Series Of Individually Immaterial Business Acquisitions And Asset Acquisitions | Technology | ||
Schedule Of Business Acquisitions And Asset Acquisition, By Acquisition [Line Items] | ||
Total identifiable intangible assets | 163.5 | 0 |
Series Of Individually Immaterial Business Acquisitions And Asset Acquisitions | In-Process Research & Development (IPR&D) | ||
Schedule Of Business Acquisitions And Asset Acquisition, By Acquisition [Line Items] | ||
Total identifiable intangible assets | 20 | 0 |
Series Of Individually Immaterial Business Acquisitions And Asset Acquisitions | Customer relationships | ||
Schedule Of Business Acquisitions And Asset Acquisition, By Acquisition [Line Items] | ||
Total identifiable intangible assets | 5.5 | 11.4 |
Series Of Individually Immaterial Business Acquisitions And Asset Acquisitions | Trademarks | ||
Schedule Of Business Acquisitions And Asset Acquisition, By Acquisition [Line Items] | ||
Total identifiable intangible assets | 1.3 | 5.1 |
Series Of Individually Immaterial Business Acquisitions And Asset Acquisitions | Other | ||
Schedule Of Business Acquisitions And Asset Acquisition, By Acquisition [Line Items] | ||
Total identifiable intangible assets | $ 0.4 | $ 3.9 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) | Jan. 19, 2021 | Jan. 19, 2021 | Apr. 30, 2021 | Apr. 30, 2021 | Feb. 01, 2021 | Oct. 31, 2020 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 2,567,700,000 | $ 2,567,700,000 | $ 2,447,300,000 | |||
Privately-Held Medical Device Company, Developed Mara Water Vapor Ablation System | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 0 | |||||
Privately-Held Medical Device Company, Spectacle Lenses | ||||||
Business Acquisition [Line Items] | ||||||
Payments to acquire business | $ 40,900,000 | |||||
Equity investment gain realized before acquisition of remaining equity interest | $ 11,500,000 | |||||
Contingent consideration | 37,900,000 | 37,900,000 | ||||
Contingent consideration paid | $ 0 | |||||
Contingent consideration, fair value adjustment | $ 0 | |||||
Privately-Held Medical Device Company, Spectacle Lenses, Portion Attributable To Former Equity Interest Owners | ||||||
Business Acquisition [Line Items] | ||||||
Undiscounted range of the contingent consideration, minimum | 0 | 0 | ||||
Undiscounted range of the contingent consideration, maximum | 139,100,000 | 139,100,000 | ||||
Contingent consideration | $ 30,200,000 | $ 30,200,000 |
Acquisitions - Contingent Consi
Acquisitions - Contingent Consideration Reconciliation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Beginning balance | $ 30.2 | $ 0 | $ 0 | |
Purchase price contingent consideration | 0.6 | 0 | 30.8 | $ 0 |
Payments | 0 | 0 | 0 | 0 |
Change in fair value | 0 | 0 | 0 | 0 |
Ending balance | $ 30.8 | $ 0 | $ 30.8 | $ 0 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Apr. 30, 2021 | Oct. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 143.6 | $ 151 |
Work-in-process | 13.8 | 12.4 |
Finished goods | 424.6 | 407 |
Total inventories | $ 582 | $ 570.4 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Goodwill (Details) $ in Millions | 6 Months Ended |
Apr. 30, 2021USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 2,447.3 |
Current period additions | 49.7 |
Foreign currency translation adjustment | 70.7 |
Ending balance | 2,567.7 |
CooperVision | |
Goodwill [Roll Forward] | |
Beginning balance | 1,779.3 |
Current period additions | 31.1 |
Foreign currency translation adjustment | 63.5 |
Ending balance | 1,873.9 |
CooperSurgical | |
Goodwill [Roll Forward] | |
Beginning balance | 668 |
Current period additions | 18.6 |
Foreign currency translation adjustment | 7.2 |
Ending balance | $ 693.8 |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) | 3 Months Ended |
Jul. 31, 2020USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Impairment of goodwill in reporting units | $ 0 |
Impairment of intangible assets | $ 0 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Other Intangible Assets (Details) - USD ($) $ in Millions | 6 Months Ended | |
Apr. 30, 2021 | Oct. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 2,193.1 | $ 2,015.3 |
Accumulated Amortization | 810.8 | 736.4 |
Intangible assets with definite lives, net | $ 1,382.3 | 1,278.9 |
Weighted Average Amortization Period (in years) | 14 years | |
Intangible assets with indefinite lives, net | $ 30.1 | 10.1 |
Total other intangibles, net | 1,412.4 | 1,289 |
Composite intangible asset | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,061.9 | 1,061.9 |
Accumulated Amortization | $ 247.8 | 212.4 |
Weighted Average Amortization Period (in years) | 15 years | |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 564.8 | 401.2 |
Accumulated Amortization | $ 270.1 | 251.9 |
Weighted Average Amortization Period (in years) | 11 years | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 378.3 | 367 |
Accumulated Amortization | $ 229.7 | 216.2 |
Weighted Average Amortization Period (in years) | 13 years | |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 155.9 | 153.4 |
Accumulated Amortization | $ 43.3 | 37.7 |
Weighted Average Amortization Period (in years) | 14 years | |
License and distribution rights and other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 32.2 | 31.8 |
Accumulated Amortization | $ 19.9 | $ 18.2 |
Weighted Average Amortization Period (in years) | 10 years |
Intangible Assets - Remaining A
Intangible Assets - Remaining Amortization Expenses for Intangible Assets with Definite Lives (Details) - USD ($) $ in Millions | Apr. 30, 2021 | Oct. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2021 | $ 76.7 | |
2022 | 151.6 | |
2023 | 149.3 | |
2024 | 145.1 | |
2025 | 134.6 | |
Thereafter | 725 | |
Intangible assets with definite lives, net | $ 1,382.3 | $ 1,278.9 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Millions | Apr. 30, 2021 | Oct. 31, 2020 |
Short-term Debt | ||
Short-term debt | $ 412.6 | $ 409.3 |
Less: unamortized debt issuance cost | (0.1) | (0.1) |
Long-term Debt | ||
Less: unamortized debt issuance cost | (0.3) | (0.3) |
Long-term debt | 1,324.9 | 1,383.9 |
Total debt | 1,737.5 | 1,793.2 |
Term loans | ||
Long-term Debt | ||
Long-term debt, gross | 850 | 850 |
Other | ||
Long-term Debt | ||
Long-term debt, gross | 0.2 | 0.2 |
Revolving credit | Line of credit | ||
Long-term Debt | ||
Long-term debt, gross | 475 | 534 |
Overdraft and other credit facilities | ||
Short-term Debt | ||
Short-term debt | 62.7 | 59.4 |
Term loan | ||
Short-term Debt | ||
Short-term debt | $ 350 | $ 350 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | Oct. 16, 2020 | Apr. 01, 2020 | Apr. 30, 2021 | Apr. 30, 2021 | Oct. 31, 2020 |
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Short-term debt | $ 412,600,000 | $ 412,600,000 | $ 409,300,000 | ||
Term loan | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Short-term debt | 350,000,000 | 350,000,000 | $ 350,000,000 | ||
Term Loan Agreement 2020 | Term loan | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Debt term | 364 days | ||||
Debt instrument, face amount | $ 350,000,000 | 350,000,000 | 350,000,000 | ||
Short-term debt | $ 350,000,000 | $ 350,000,000 | |||
Interest rate | 0.92% | 0.92% | |||
Term Loan Agreement 2020 | Term loan | Base Rate | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Debt instrument, basis spread on variable rate | 0.00% | ||||
Term Loan Agreement 2020 | Term loan | London Interbank Offered Rate (LIBOR) | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Debt instrument, basis spread on variable rate | 0.80% | ||||
Credit Agreement 2020 | Line of Credit | Revolving Credit Facility And Term Loan Facility 2020 | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Potential additional borrowing capacity | $ 1,605,000,000 | ||||
Required minimum interest coverage ratio | 3 | ||||
Required maximum total leverage ratio | 3.75 | ||||
Interest coverage ratio | 36.81 | 36.81 | |||
Total leverage ratio | 1.78 | 1.78 | |||
Interest coverage ratio and total leverage ratio, expected minimum compliance period | 12 months | ||||
Credit Agreement 2020 | Line of Credit | Revolving Credit Facility And Term Loan Facility 2020 | Base Rate | Minimum | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Debt instrument, basis spread on variable rate | 0.00% | ||||
Credit Agreement 2020 | Line of Credit | Revolving Credit Facility And Term Loan Facility 2020 | Base Rate | Maximum | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Debt instrument, basis spread on variable rate | 0.50% | ||||
Credit Agreement 2020 | Line of Credit | Revolving Credit Facility And Term Loan Facility 2020 | London Interbank Offered Rate (LIBOR) | Minimum | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Debt instrument, basis spread on variable rate | 0.75% | ||||
Credit Agreement 2020 | Line of Credit | Revolving Credit Facility And Term Loan Facility 2020 | London Interbank Offered Rate (LIBOR) | Maximum | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Debt instrument, basis spread on variable rate | 1.50% | ||||
Credit Agreement 2020 | Line of Credit | Revolving Credit Facility | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Aggregate principal amount | $ 1,290,000,000 | $ 1,290,000,000 | $ 1,290,000,000 | ||
Proceeds from line of credit | $ 445,000,000 | ||||
Debt outstanding | 475,000,000 | 475,000,000 | |||
Available borrowing capacity | 813,600,000 | 813,600,000 | |||
Outstanding letters of credit | 1,400,000 | 1,400,000 | |||
Credit Agreement 2020 | Line of Credit | Revolving Credit Facility | Minimum | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Commitment fee percentage | 0.10% | ||||
Credit Agreement 2020 | Line of Credit | Revolving Credit Facility | Maximum | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Commitment fee percentage | 0.20% | ||||
Credit Agreement 2020 | Line of Credit | 2020 Term Loan Facility | |||||
Schedule of Long Term And Short Term Debt Instruments [Line Items] | |||||
Aggregate principal amount | $ 850,000,000 | 850,000,000 | 850,000,000 | ||
Proceeds from line of credit | $ 850,000,000 | ||||
Debt outstanding | $ 850,000,000 | $ 850,000,000 | |||
Interest rate | 1.12% | 1.12% | |||
Expensed debt issuance costs (less than) | $ 100,000 | $ 100,000 |
Debt - Schedule of Maximum Comm
Debt - Schedule of Maximum Commitments and Net Amounts Available under Credit Facilities (Details) - USD ($) | Apr. 30, 2021 | Oct. 31, 2020 | Oct. 16, 2020 | Apr. 01, 2020 |
Line of Credit Facility [Line Items] | ||||
Short-term debt | $ 412,600,000 | $ 409,300,000 | ||
Total debt | 1,737,500,000 | 1,793,200,000 | ||
Credit Agreement 2020 and Term Loan Agreement 2020 | ||||
Line of Credit Facility [Line Items] | ||||
Total | 2,490,000,000 | |||
Total debt | 1,675,000,000 | |||
Credit Agreement 2020 | Line of Credit | Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Facility Limit | 1,290,000,000 | $ 1,290,000,000 | ||
Outstanding Borrowings | 475,000,000 | |||
Outstanding Letters of Credit | 1,400,000 | |||
Total Amount Available | 813,600,000 | |||
Credit Agreement 2020 | Line of Credit | 2020 Term Loan Facility | ||||
Line of Credit Facility [Line Items] | ||||
Facility Limit | 850,000,000 | $ 850,000,000 | ||
Outstanding Borrowings | 850,000,000 | |||
Term loan | ||||
Line of Credit Facility [Line Items] | ||||
Short-term debt | 350,000,000 | $ 350,000,000 | ||
Term loan | Term Loan Agreement 2020 | ||||
Line of Credit Facility [Line Items] | ||||
Facility Limit | 350,000,000 | $ 350,000,000 | ||
Short-term debt | $ 350,000,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Apr. 30, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | Jan. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate | 13.80% | (27.70%) | (704.20%) | 4.20% | |
Deferred tax asset, intra-entity sale of certain intellectual property rights | $ 1,987,900,000 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Apr. 30, 2021 | Jan. 31, 2021 | Apr. 30, 2020 | Jan. 31, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | |
Earnings Per Share [Abstract] | ||||||
Net income | $ 117.5 | $ 2,101.1 | $ 11.5 | $ 90.5 | $ 2,218.6 | $ 102 |
Basic: | ||||||
Weighted average common shares (in shares) | 49.2 | 49.2 | 49.2 | 49.2 | ||
Basic earnings per share (in dollars per share) | $ 2.39 | $ 0.23 | $ 45.12 | $ 2.07 | ||
Diluted: | ||||||
Weighted average common shares (in shares) | 49.2 | 49.2 | 49.2 | 49.2 | ||
Effect of potential dilutive shares (in shares) | 0.5 | 0.4 | 0.5 | 0.5 | ||
Diluted weighted average common shares (in shares) | 49.7 | 49.6 | 49.7 | 49.7 | ||
Diluted earnings per share (in dollars per share) | $ 2.36 | $ 0.23 | $ 44.65 | $ 2.05 |
Earnings Per Share - Schedule_2
Earnings Per Share - Schedule of Stock Options and Restricted Stock Units that were not Included in the Diluted Earnings Per Share Calculation (Details) - $ / shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Range of exercise prices, lower limit | $ 345.74 | $ 254.77 | $ 345.74 | $ 304.54 |
Range of exercise prices, upper limit | $ 345.74 | $ 304.54 | $ 345.74 | $ 304.54 |
Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Number of stock option shares and restricted stock units excluded (in shares) | 108 | 210 | 108 | 207 |
Restricted Stock Units (RSUs) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Number of stock option shares and restricted stock units excluded (in shares) | 0 | 1 | 8 | 1 |
Share-Based Compensation Plan_2
Share-Based Compensation Plans (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 10.2 | $ 10 | $ 21 | $ 20.3 |
Related income tax benefit | 1.2 | 1.1 | 2.4 | 2.5 |
Selling, general and administrative expense | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | 8.7 | 8.3 | 17.8 | 17 |
Cost of sales | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | 0.9 | 1.1 | 2 | 2.1 |
Research and development expense | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 0.6 | $ 0.6 | $ 1.2 | $ 1.2 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Changes in Accumulated Other Comprehensive Income (Loss) Income (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Apr. 30, 2021 | Oct. 31, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ 3,824.8 | $ 3,628.6 |
Gross change in value | 131.2 | (33) |
Tax effect for the period | (6.4) | 8.1 |
Ending balance | 6,162.8 | 3,824.8 |
Foreign Currency Translation Adjustment | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (402.3) | (403.2) |
Gross change in value | 105.3 | 0.9 |
Tax effect for the period | (0.2) | 0 |
Ending balance | (297.2) | (402.3) |
Minimum Pension Liability | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (56.7) | (43.9) |
Gross change in value | 0 | (16.8) |
Tax effect for the period | 0 | 4 |
Ending balance | (56.7) | (56.7) |
Derivative Instruments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (13) | 0 |
Gross change in value | 25.9 | (17.1) |
Tax effect for the period | (6.2) | 4.1 |
Ending balance | 6.7 | (13) |
Accumulated Other Comprehensive Income (Loss) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (472) | (447.1) |
Ending balance | $ (347.2) | $ (472) |
Stockholders' Equity - Share Re
Stockholders' Equity - Share Repurchases (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Apr. 30, 2021 | Jan. 31, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | Mar. 31, 2017 | Dec. 31, 2011 | |
Stockholders' Equity Note [Abstract] | |||||||
Share repurchase program, authorized amount for repurchase | $ 1,000 | $ 500 | |||||
Treasury stock repurchase (in shares) | 0 | 69,600 | 160,800 | ||||
Treasury stock repurchase | $ 24.8 | $ 47.8 | $ 24.8 | $ 47.8 | |||
Average repurchase price per share (in dollars per share) | $ 356.61 | $ 296.88 | |||||
Share repurchase program, remaining authorized amount for repurchase | $ 334.8 | $ 334.8 |
Stockholders' Equity - Dividend
Stockholders' Equity - Dividends (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 09, 2021 | Feb. 10, 2020 | Jan. 31, 2021 | Jan. 31, 2020 | Apr. 30, 2021 | Apr. 30, 2020 |
Stockholders' Equity Note [Abstract] | ||||||
Dividends on common stock | $ 1.5 | $ 1.5 | $ 1.5 | $ 1.5 | ||
Dividends on common stock (in dollars per share) | $ 0.03 | $ 0.03 | $ 0.03 | $ 0.03 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Interest Rate Swap $ in Thousands | Apr. 06, 2020USD ($)interest_rate_swap_contract | Apr. 30, 2021USD ($)interest_rate_swap_contract |
Derivative [Line Items] | ||
Number of interest rate swap contracts held | 6 | 6 |
Derivative notional amount | $ | $ 1,500,000 | $ 1,100,000 |
Derivative, term of contract (or less) | 7 years | 6 years |
Number of interest rate swap contracts matured | 2 |
Employee Benefits - Schedule of
Employee Benefits - Schedule of Components of Net Periodic Defined Benefit Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | |
Retirement Benefits [Abstract] | ||||
Service cost | $ 4.3 | $ 3.4 | $ 8.6 | $ 6.9 |
Interest cost | 1.1 | 1.4 | 2.2 | 2.6 |
Expected return on plan assets | (3.1) | (2.7) | (6.2) | (5.4) |
Recognized net actuarial loss | 1.3 | 1 | 2.7 | 2 |
Net periodic defined benefit plan cost | $ 3.6 | $ 3.1 | $ 7.3 | $ 6.1 |
Employee Benefits - Narrative (
Employee Benefits - Narrative (Details) - USD ($) | 6 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Retirement Benefits [Abstract] | ||
Defined benefit plan, contributions by employer | $ 0 | $ 0 |
Expected rate of return on plan assets for determining net periodic pension cost | 8.00% |
Business Segment Information -
Business Segment Information - Narrative (Details) | 6 Months Ended |
Apr. 30, 2021segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Business Segment Information _2
Business Segment Information - Schedule of Segment Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | |
Segment Reporting Information [Line Items] | ||||
Total net sales | $ 719.5 | $ 524.9 | $ 1,400 | $ 1,171.1 |
Total operating income | 143.2 | 28.6 | 276.6 | 139.7 |
Interest expense | 6.1 | 12.8 | 12.5 | 24.4 |
Other expense (income), net | 0.7 | 6.8 | (11.8) | 8.9 |
Income before income taxes | 136.4 | 9 | 275.9 | 106.4 |
Operating Segments | CooperVision | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 522.6 | 402.2 | 1,029.6 | 887.4 |
Total operating income | 131.7 | 67.7 | 259.2 | 190.6 |
Operating Segments | CooperSurgical | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 196.9 | 122.7 | 370.4 | 283.7 |
Total operating income | 23.1 | (25.6) | 40.6 | (23.9) |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Total operating income | (11.6) | (13.5) | (23.2) | (27) |
Toric lens | Operating Segments | CooperVision | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 172.8 | 133.6 | 335.1 | 288.7 |
Multifocal lens | Operating Segments | CooperVision | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 58 | 45.1 | 115.7 | 96.9 |
Single-use sphere lens | Operating Segments | CooperVision | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 144.5 | 116.1 | 290.5 | 254.2 |
Non single-use sphere, other | Operating Segments | CooperVision | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 147.3 | 107.4 | 288.3 | 247.6 |
Office and surgical products | Operating Segments | CooperSurgical | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 112.6 | 69.6 | 216.1 | 168 |
Fertility | Operating Segments | CooperSurgical | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | $ 84.3 | $ 53.1 | $ 154.3 | $ 115.7 |
Business Segment Information _3
Business Segment Information - Schedule of Identifiable Assets by Segment (Details) - USD ($) $ in Millions | Apr. 30, 2021 | Oct. 31, 2020 |
Segment Reporting Information [Line Items] | ||
Total Identifiable assets | $ 9,013.8 | $ 6,737.5 |
Operating Segments | CooperVision | ||
Segment Reporting Information [Line Items] | ||
Total Identifiable assets | 6,442.2 | 4,236.3 |
Operating Segments | CooperSurgical | ||
Segment Reporting Information [Line Items] | ||
Total Identifiable assets | 2,374.9 | 2,293.8 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Total Identifiable assets | $ 196.7 | $ 207.4 |
Business Segment Information _4
Business Segment Information - Schedule of Net Sales to Unaffiliated Customers by Country of Domicile (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total net sales | $ 719.5 | $ 524.9 | $ 1,400 | $ 1,171.1 |
United States | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total net sales | 336.1 | 222.5 | 649.1 | 516 |
Europe | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total net sales | 230 | 178.7 | 450.8 | 392.1 |
Rest of world | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total net sales | $ 153.4 | $ 123.7 | $ 300.1 | $ 263 |
Business Segment Information _5
Business Segment Information - Schedule of Net Property, Plant and Equipment By Country of Domicile (Details) - USD ($) $ in Millions | Apr. 30, 2021 | Oct. 31, 2020 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net property, plant and equipment | $ 1,310 | $ 1,281.9 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net property, plant and equipment | 726.4 | 721.3 |
Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net property, plant and equipment | 374.8 | 363 |
Rest of world | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net property, plant and equipment | $ 208.8 | $ 197.6 |
Financial Derivatives and Hed_3
Financial Derivatives and Hedging - Narrative (Details) $ in Millions | Apr. 06, 2020 | Apr. 30, 2021USD ($)interest_rate_swap_contract | Oct. 31, 2020interest_rate_swap_contract |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Pre-tax impact of gain on derivatives recognized in other comprehensive income (loss) | $ 8.9 | ||
After tax impact of gain on derivatives recognized in other comprehensive income (loss) | 6.7 | ||
Derivative gain expected to be realized in earnings over the next twelve months | $ 6.4 | ||
Interest Rate Swap | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Number of derivative instruments outstanding | interest_rate_swap_contract | 4 | 5 | |
Derivative, term of contract (or less) | 7 years | 6 years |
Financial Derivatives and Hed_4
Financial Derivatives and Hedging - Schedule of Outstanding Derivatives Designated as Hedging Instruments (Details) - Interest Rate Swap $ in Thousands | Apr. 30, 2021USD ($)interest_rate_swap_contract | Oct. 31, 2020interest_rate_swap_contract | Apr. 06, 2020USD ($) |
Derivative [Line Items] | |||
Number of Instruments | interest_rate_swap_contract | 4 | 5 | |
Notional Value | $ | $ 1,100,000 | $ 1,500,000 |
Financial Derivatives and Hed_5
Financial Derivatives and Hedging - Schedule of Fair Values of Derivative Instruments in Condensed Consolidated Balance Sheets (Details) - Designated as Hedging Instrument - Interest Rate Swap - USD ($) $ in Thousands | Apr. 30, 2021 | Apr. 30, 2020 |
Derivatives, Fair Value [Line Items] | ||
Interest rate swap contracts, assets | $ 9,500 | $ 0 |
Interest rate swap contracts, assets, liabilities | 600 | 17,100 |
Other current assets | ||
Derivatives, Fair Value [Line Items] | ||
Interest rate swap contracts, assets | 0 | 0 |
Other non-current assets | ||
Derivatives, Fair Value [Line Items] | ||
Interest rate swap contracts, assets | 9,500 | 0 |
Other current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Interest rate swap contracts, assets, liabilities | 100 | 600 |
Other non-current liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Interest rate swap contracts, assets, liabilities | $ 500 | $ 16,500 |
Financial Derivatives and Hed_6
Financial Derivatives and Hedging - Schedule of Derivative Instruments Recognized in Condensed Consolidated Statements of Income (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | |
Interest expense | Interest Rate Swap | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Loss recognized on derivatives within interest expense | $ 2 | $ 0 | $ 4.1 | $ 0 |
Financial Derivatives and Hed_7
Financial Derivatives and Hedging - Schedule of Changes in Accumulated Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2021 | Apr. 30, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | |
AOCI Attributable To Parent, Before Reclassification And Tax [Roll Forward] | ||||
Beginning balance | $ 5,989.9 | $ 3,730.9 | $ 3,824.8 | $ 3,628.6 |
Amount recognized in other comprehensive income on interest rate swaps contracts, net of tax | 16.6 | |||
Amount reclassified from other comprehensive income into earnings, net of tax | 3.1 | |||
Ending balance | 6,162.8 | $ 3,627.5 | 6,162.8 | 3,627.5 |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Before Tax, Parent | ||||
AOCI Attributable To Parent, Before Reclassification And Tax [Roll Forward] | ||||
Beginning balance | (17.1) | |||
Ending balance | 8.9 | 8.9 | ||
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | ||||
AOCI Attributable To Parent, Before Reclassification And Tax [Roll Forward] | ||||
Beginning balance | (13) | $ 0 | ||
Amount recognized in other comprehensive income on interest rate swap contracts, gross ($16.6 million, net of tax) | 21.9 | |||
Amount reclassified from other comprehensive income into earnings, gross ($3.1 million, net of tax) | 4.1 | |||
Ending balance | $ 6.7 | $ 6.7 |
Uncategorized Items - coo-20210
Label | Element | Value |
Restricted Cash and Cash Equivalents, Current | us-gaap_RestrictedCashAndCashEquivalentsAtCarryingValue | $ 500,000 |
Restricted Cash and Cash Equivalents, Current | us-gaap_RestrictedCashAndCashEquivalentsAtCarryingValue | $ 1,000,000 |