Document and Entity Information
Document and Entity Information Document - shares | 9 Months Ended | |
Sep. 30, 2020 | Oct. 30, 2020 | |
Document Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 000-22418 | |
Entity Registrant Name | ITRON, INC. | |
Entity Address, Address Line One | 2111 N Molter Road | |
Entity Incorporation, State or Country Code | WA | |
Entity Tax Identification Number | 91-1011792 | |
Entity Address, City or Town | Liberty Lake | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 99019 | |
City Area Code | 509 | |
Local Phone Number | 924-9900 | |
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 | |
Title of 12(b) Security | Common stock, no par value | |
Trading Symbol | ITRI | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 40,396,909 | |
Entity Central Index Key | 0000780571 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenues | ||||
Revenues | $ 540,184 | $ 624,474 | $ 1,648,193 | $ 1,874,087 |
Cost of revenues | ||||
Cost of revenues | 396,933 | 428,070 | 1,194,859 | 1,299,206 |
Gross profit | 143,251 | 196,404 | 453,334 | 574,881 |
Operating expenses | ||||
Sales, general and administrative | 64,982 | 83,666 | 215,018 | 264,640 |
Research and development | 46,224 | 50,612 | 148,999 | 150,551 |
Amortization of intangible assets | 11,183 | 16,095 | 33,488 | 48,185 |
Restructuring | 44,462 | 6,592 | 41,531 | 7,685 |
Total operating expenses | 167,231 | 156,965 | 496,331 | 471,061 |
Operating income (loss) | (23,980) | 39,439 | (42,997) | 103,820 |
Other income (expense) | ||||
Interest income | 354 | 517 | 2,165 | 1,379 |
Interest expense | (10,810) | (12,868) | (33,771) | (39,899) |
Other income (expense), net | (2,607) | (2,759) | (3,414) | (6,463) |
Total other income (expense) | (13,063) | (15,110) | (35,020) | (44,983) |
Income (loss) before income taxes | (37,043) | 24,329 | (78,017) | 58,837 |
Income tax benefit (provision) | 11,985 | (6,152) | (366) | (20,692) |
Net income (loss) | (25,058) | 18,177 | (78,383) | 38,145 |
Net income attributable to noncontrolling interests | 299 | 1,330 | 1,092 | 3,759 |
Net income (loss) attributable to Itron, Inc. | $ (25,357) | $ 16,847 | $ (79,475) | $ 34,386 |
Earnings (loss) per common share - Basic (in dollars per share) | $ (0.63) | $ 0.43 | $ (1.98) | $ 0.87 |
Earnings (loss) per common share - Diluted (in dollars per share) | $ (0.63) | $ 0.42 | $ (1.98) | $ 0.86 |
Weighted average common shares outstanding - Basic (in shares) | 40,337 | 39,478 | 40,199 | 39,508 |
Weighted average common shares outstanding - Diluted (in shares) | 40,337 | 39,903 | 40,199 | 39,884 |
Gain (Loss) on Disposition of Other Assets | $ 380 | $ 0 | $ 57,295 | $ 0 |
Product [Member] | ||||
Revenues | ||||
Revenues | 470,658 | 552,897 | 1,437,780 | 1,663,794 |
Cost of revenues | ||||
Cost of revenues | 358,297 | 389,778 | 1,072,271 | 1,176,913 |
Service [Member] | ||||
Revenues | ||||
Revenues | 69,526 | 71,577 | 210,413 | 210,293 |
Cost of revenues | ||||
Cost of revenues | $ 38,636 | $ 38,292 | $ 122,588 | $ 122,293 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (25,058) | $ 18,177 | $ (78,383) | $ 38,145 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments | 13,988 | (16,345) | (147) | (13,544) |
Foreign currency translation adjustment reclassified to net income on sale of business | (14) | 2,443 | 52,074 | 2,443 |
Net unrealized gain (loss) on derivative instruments, designated as cash flow hedges | (1) | 695 | (2,157) | (804) |
Pension benefit obligation adjustment | (159) | 502 | 889 | 1,156 |
Total other comprehensive income (loss), net of tax | 13,814 | (12,705) | 50,659 | (10,749) |
Total comprehensive income (loss), net of tax | (11,244) | 5,472 | (27,724) | 27,396 |
Comprehensive income attributable to noncontrolling interests, net of tax | 299 | 1,330 | 1,092 | 3,759 |
Comprehensive income (loss) attributable to Itron, Inc. | $ (11,543) | $ 4,142 | $ (28,816) | $ 23,637 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash and cash equivalents | $ 586,167 | $ 149,904 |
Accounts receivable, net | 386,920 | 472,925 |
Inventories | 205,178 | 227,896 |
Other current assets | 173,906 | 146,526 |
Total current assets | 1,352,171 | 997,251 |
Property, plant, and equipment, net | 205,930 | 233,228 |
Deferred tax assets, net | 72,305 | 63,899 |
Other long-term assets | 47,929 | 44,686 |
Operating lease right-of-use assets, net | 78,190 | 79,773 |
Intangible assets, net | 144,888 | 185,097 |
Goodwill | 1,114,511 | 1,103,907 |
Total assets | 3,015,924 | 2,707,841 |
Current liabilities | ||
Accounts payable | 232,236 | 328,128 |
Other current liabilities | 76,509 | 63,785 |
Wages and benefits payable | 91,225 | 119,220 |
Taxes payable | 15,482 | 22,193 |
Current portion of debt | 21,406 | 0 |
Current portion of warranty | 32,118 | 38,509 |
Unearned revenue | 117,729 | 99,556 |
Total current liabilities | 586,705 | 671,391 |
Long-term debt, net | 1,313,459 | 932,482 |
Long-term warranty | 10,969 | 14,732 |
Pension benefit obligation | 103,273 | 98,712 |
Deferred tax liabilities, net | 1,854 | 1,809 |
Operating lease liabilities | 68,847 | 68,919 |
Other long-term obligations | 133,552 | 118,981 |
Total liabilities | 2,218,659 | 1,907,026 |
Equity | ||
Preferred stock, no par value, 10,000 shares authorized, no shares issued or outstanding | 0 | 0 |
Common stock, no par value, 75,000 shares authorized, 40,356 and 39,941 shares issued and outstanding | 1,381,774 | 1,357,600 |
Accumulated other comprehensive loss, net | (154,013) | (204,672) |
Accumulated deficit | (455,865) | (376,390) |
Total Itron, Inc. shareholders' equity | 771,896 | 776,538 |
Noncontrolling interests | 25,369 | 24,277 |
Total equity | 797,265 | 800,815 |
Total liabilities and equity | $ 3,015,924 | $ 2,707,841 |
Common stock, shares authorized (in shares) | 75,000,000 | 75,000,000 |
Common stock, shares issued (in shares) | 40,356,000 | 39,941,000 |
Common stock, shares outstanding (in shares) | 40,356,000 | 39,941,000 |
Preferred stock, shares authorized (in share) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, shares authorized (in shares) | 75,000,000 | 75,000,000 |
Common stock, shares issued (in shares) | 40,356,000 | 39,941,000 |
Common stock, shares outstanding (in shares) | 40,356,000 | 39,941,000 |
Preferred stock, no par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized (in share) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Operating activities | ||
Net income (loss) | $ (78,383) | $ 38,145 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 72,306 | 85,691 |
Non-cash operating lease expense | 15,252 | 13,847 |
Stock-based compensation | 20,638 | 21,064 |
Amortization of prepaid debt fees | 3,029 | 3,686 |
Deferred taxes, net | (9,439) | 4,990 |
Restructuring, non-cash | 6,518 | (2,147) |
Other adjustments, net | 3,856 | (6,121) |
Changes in operating assets and liabilities | ||
Accounts receivable | 82,087 | (39,385) |
Inventories | 8,978 | (15,762) |
Other current assets | (12,862) | (10,494) |
Other long-term assets | (2,547) | 7,945 |
Accounts payable, other current liabilities, and taxes payable | (82,775) | (4,063) |
Wages and benefits payable | (28,446) | 30,220 |
Unearned revenue | 15,098 | 6,746 |
Warranty | (10,894) | (5,506) |
Other operating, net | 10,860 | (756) |
Net cash provided by operating activities | 70,571 | 128,100 |
Investing activities | ||
Acquisitions of property, plant, and equipment | (36,297) | (44,570) |
Other investing, net | 3,573 | 9,977 |
Net cash used in investing activities | (33,472) | (34,593) |
Financing activities | ||
Proceeds from borrowings | 400,000 | 50,000 |
Payments on debt | 0 | (100,313) |
Issuance of common stock | 5,059 | 7,117 |
Repurchase of common stock | 0 | (25,000) |
Prepaid debt fees | (184) | (175) |
Other financing, net | (2,285) | (5,221) |
Net cash provided by (used in) financing activities | 402,590 | (73,592) |
Effect of foreign exchange rate changes on cash, cash equivalents, and restricted cash | (3,426) | (543) |
Increase in cash, cash equivalents, and restricted cash | 436,263 | 19,372 |
Cash, cash equivalents, and restricted cash at beginning of period | 149,904 | 122,328 |
Cash, cash equivalents, and restricted cash at end of period | 586,167 | 141,700 |
Supplemental disclosure of cash flow information: | ||
Income taxes, net | (349) | 8,842 |
Interest | 34,327 | 39,523 |
Payments for (Proceeds from) Businesses and Interest in Affiliates | (748) | 0 |
Gain (Loss) on Disposition of Business | $ 57,295 | $ 0 |
Consolidated Statements of Equi
Consolidated Statements of Equity Statement - USD ($) $ in Thousands | Total | Common Stock [Member] | Common Stock Including Additional Paid in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Parent [Member] | Noncontrolling Interest [Member] |
Beginning balance (in shares) at Dec. 31, 2018 | 39,498,000 | ||||||
Beginning balance at Dec. 31, 2018 | $ 734,048 | $ 1,334,364 | $ (196,305) | $ (425,396) | $ 712,663 | $ 21,385 | |
Net income (loss) | (149) | (1,907) | (1,907) | 1,758 | |||
Other comprehensive income (loss), net of tax | (1,780) | (1,780) | (1,780) | ||||
Distributions to noncontrolling interests | (517) | (517) | |||||
Net stock issuance and repurchases (in shares) | 360,000 | ||||||
Net stock issues and repurchases | 1,195 | 1,195 | 1,195 | ||||
Stock-based compensation expense | 7,048 | 7,048 | 7,048 | ||||
Stock repurchased during period (in shares) | 165,000 | ||||||
Stock repurchased | (7,814) | (7,814) | (7,814) | ||||
Ending balance (in shares) at Mar. 31, 2019 | 39,693,000 | ||||||
Ending balance at Mar. 31, 2019 | 732,031 | 1,334,793 | (198,085) | (427,303) | 709,405 | 22,626 | |
Beginning balance (in shares) at Dec. 31, 2018 | 39,498,000 | ||||||
Beginning balance at Dec. 31, 2018 | 734,048 | 1,334,364 | (196,305) | (425,396) | 712,663 | 21,385 | |
Net income (loss) | 38,145 | ||||||
Other comprehensive income (loss), net of tax | (10,749) | ||||||
Ending balance (in shares) at Sep. 30, 2019 | 39,533,000 | ||||||
Ending balance at Sep. 30, 2019 | 761,916 | 1,335,353 | (207,054) | (391,010) | 737,289 | 24,627 | |
Net income attributable to noncontrolling interests | 3,759 | ||||||
Net Income (Loss) Attributable to Parent | 34,386 | ||||||
Beginning balance (in shares) at Dec. 31, 2018 | 39,498,000 | ||||||
Beginning balance at Dec. 31, 2018 | $ 734,048 | 1,334,364 | (196,305) | (425,396) | 712,663 | 21,385 | |
Stock repurchased during period (in shares) | 529,396 | ||||||
Stock repurchased | $ (25,000) | ||||||
Ending balance (in shares) at Dec. 31, 2019 | 39,941,000 | 39,941,000 | |||||
Ending balance at Dec. 31, 2019 | $ 800,815 | 1,357,600 | (204,672) | (376,390) | 776,538 | 24,277 | |
Beginning balance (in shares) at Mar. 31, 2019 | 39,693,000 | ||||||
Beginning balance at Mar. 31, 2019 | 732,031 | 1,334,793 | (198,085) | (427,303) | 709,405 | 22,626 | |
Net income (loss) | 20,117 | 19,446 | |||||
Other comprehensive income (loss), net of tax | 3,736 | 3,736 | 3,736 | ||||
Net stock issuance and repurchases (in shares) | 66,000 | ||||||
Net stock issues and repurchases | 1,481 | 1,481 | 1,481 | ||||
Stock-based compensation expense | 6,420 | 6,420 | 6,420 | ||||
Stock repurchased during period (in shares) | 364,000 | ||||||
Stock repurchased | (17,186) | (17,186) | (17,186) | ||||
Ending balance (in shares) at Jun. 30, 2019 | 39,395,000 | ||||||
Ending balance at Jun. 30, 2019 | 746,599 | 1,325,508 | (194,349) | (407,857) | 723,302 | 23,297 | |
Net income attributable to noncontrolling interests | 671 | ||||||
Net Income (Loss) Attributable to Parent | 19,446 | ||||||
Net income (loss) | 18,177 | 16,847 | |||||
Other comprehensive income (loss), net of tax | (12,705) | (12,705) | (12,705) | ||||
Net stock issuance and repurchases (in shares) | 138,000 | ||||||
Net stock issues and repurchases | 2,722 | 2,722 | 2,722 | ||||
Stock-based compensation expense | 7,123 | 7,123 | 7,123 | ||||
Ending balance (in shares) at Sep. 30, 2019 | 39,533,000 | ||||||
Ending balance at Sep. 30, 2019 | 761,916 | 1,335,353 | (207,054) | (391,010) | 737,289 | 24,627 | |
Net income attributable to noncontrolling interests | 1,330 | 1,330 | |||||
Net Income (Loss) Attributable to Parent | $ 16,847 | 16,847 | |||||
Beginning balance (in shares) at Dec. 31, 2019 | 39,941,000 | 39,941,000 | |||||
Beginning balance at Dec. 31, 2019 | $ 800,815 | 1,357,600 | (204,672) | (376,390) | 776,538 | 24,277 | |
Net income (loss) | 9,162 | 8,684 | 8,684 | 478 | |||
Other comprehensive income (loss), net of tax | (25,211) | (25,211) | (25,211) | ||||
Net stock issuance and repurchases (in shares) | 235,000 | ||||||
Net stock issues and repurchases | 2,247 | 2,247 | 2,247 | ||||
Stock-based compensation expense | 8,482 | 8,482 | 8,482 | ||||
Ending balance (in shares) at Mar. 31, 2020 | 40,176,000 | ||||||
Ending balance at Mar. 31, 2020 | $ 795,495 | 1,368,329 | (229,883) | (367,706) | 770,740 | 24,755 | |
Beginning balance (in shares) at Dec. 31, 2019 | 39,941,000 | 39,941,000 | |||||
Beginning balance at Dec. 31, 2019 | $ 800,815 | 1,357,600 | (204,672) | (376,390) | 776,538 | 24,277 | |
Net income (loss) | (78,383) | ||||||
Other comprehensive income (loss), net of tax | $ 50,659 | ||||||
Ending balance (in shares) at Sep. 30, 2020 | 40,356,000 | 40,356,000 | |||||
Ending balance at Sep. 30, 2020 | $ 797,265 | 1,381,774 | (154,013) | (455,865) | 771,896 | 25,369 | |
Net income attributable to noncontrolling interests | 1,092 | ||||||
Net Income (Loss) Attributable to Parent | (79,475) | ||||||
Beginning balance (in shares) at Mar. 31, 2020 | 40,176,000 | ||||||
Beginning balance at Mar. 31, 2020 | 795,495 | 1,368,329 | (229,883) | (367,706) | 770,740 | 24,755 | |
Net income (loss) | (62,487) | (62,802) | (62,802) | 315 | |||
Other comprehensive income (loss), net of tax | 62,056 | 62,056 | 62,056 | ||||
Net stock issuance and repurchases (in shares) | 58,000 | ||||||
Net stock issues and repurchases | 706 | 706 | 706 | ||||
Stock-based compensation expense | 7,099 | 7,099 | 7,099 | ||||
Ending balance (in shares) at Jun. 30, 2020 | 40,234,000 | ||||||
Ending balance at Jun. 30, 2020 | 802,869 | 1,376,134 | (167,827) | (430,508) | 777,799 | 25,070 | |
Net income (loss) | (25,058) | (25,357) | (25,357) | 299 | |||
Other comprehensive income (loss), net of tax | 13,814 | 13,814 | 13,814 | ||||
Net stock issuance and repurchases (in shares) | 122,000 | ||||||
Net stock issues and repurchases | 583 | ||||||
Stock-based compensation expense | $ 5,057 | 5,057 | 5,057 | ||||
Ending balance (in shares) at Sep. 30, 2020 | 40,356,000 | 40,356,000 | |||||
Ending balance at Sep. 30, 2020 | $ 797,265 | $ 1,381,774 | $ (154,013) | $ (455,865) | $ 771,896 | $ 25,369 | |
Net income attributable to noncontrolling interests | 299 | ||||||
Net Income (Loss) Attributable to Parent | $ (25,357) |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Financial Statement Preparation The consolidated financial statements presented in this Quarterly Report on Form 10-Q are unaudited and reflect entries necessary for the fair presentation of the Consolidated Statements of Operations and the Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2020 and 2019, Consolidated Statements of Equity for the three months ended September 30, 2020 and 2019, June 30, 2020 and 2019, and March 31, 2020 and 2019, the Consolidated Statements of Cash Flows for the nine months ended September 30, 2020 and 2019, and the Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019, of Itron, Inc. and its subsidiaries. All entries required for the fair presentation of the financial statements are of a normal recurring nature, except as disclosed. The results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the results expected for the full year or for any other period. Certain information and notes normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been partially or completely omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC) regarding interim results. These consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto for the fiscal year ended December 31, 2019 filed with the SEC in our Annual Report on Form 10-K on February 27, 2020 (2019 Annual Report). There have been no significant changes in financial statement preparation or significant accounting policies since December 31, 2019. Risks and Uncertainties The COVID-19 pandemic has had global economic impacts including disrupting global supply chains and creating market volatility. The extent of the recent pandemic and its ongoing impact on our operations is volatile, but is being monitored closely by our managem ent. We expect that certain of our customers’ projects and deployments may shift to 2021. At this time, we have not identified any significant decrease in long-term customer demand for our products and services. Nonetheless, a prolonged pandemic could adversely impact the efficiency and effectiveness of our organization, further impact our global supply chain network, result in delays or decreases in customer collections, reduce demand for our products and services, and inhibit our sales efforts, any of which could further materially impact our revenues, results of operations, cash flows and financial condition. Restricted Cash and Cash Equivalents Cash and cash equivalents that are contractually restricted from operating use are classified as restricted cash and cash equivalents. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Consolidated Balance Sheets that sum to the total of the same such amounts shown in the Consolidated Statements of Cash Flows: In thousands September 30, 2020 December 31, 2019 September 30, 2019 Cash and cash equivalents $ 586,167 $ 149,904 $ 140,938 Current restricted cash included in other current assets — — — Long-term restricted cash — — 762 Total cash, cash equivalents, and restricted cash $ 586,167 $ 149,904 $ 141,700 Accounts Receivable, net Accounts receivable are recognized for invoices issued to customers in accordance with our contractual arrangements. Interest and late payment fees are minimal. Unbilled receivables are recognized when revenues are recognized upon product shipment or service delivery and invoicing occurs at a later date. We recognize an allowance for doubtful accounts representing our estimate of the expected losses in accounts receivable at the date of the balance sheet based on our historical experience of bad debts, our specific review of outstanding receivables, and our review of current and expected economic conditions. Accounts receivable are written-off against the allowance when we believe an account, or a portion thereof, is no longer collectible. Recently Adopted Accounting Standards In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Subsequent to 2016-13 the FASB also issued codification improvements and transition relief in ASU 2019-04, ASU 2019-05, ASU 2019-11, ASU 2020-02, and ASU 2020-03, hereafter collectively referred to as Accounting Standards Codification (ASC) 326. ASC 326 replaces the incurred loss impairment methodology in previous GAAP with a methodology based on expected credit losses, which results in losses being recognized earlier. The estimate of expected credit losses uses a broader range of reasonable and supportable information. We adopted ASC 326 on January 1, 2020, and the impacts on our consolidated financial position, results of operations, and cash flows were immaterial. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement , which amended the disclosure requirements under ASC 820 . This update clarifies and unifies the disclosure of Level 3 fair value instruments. We adopted this standard on January 1, 2020, and it did not materially impact our consolidated financial statements. In August 2018, the FASB issued ASU 2018-14, Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans, which amends the disclosure requirements under ASC 715-20. This update clarifies annual disclosures for Defined Benefit Plans. We adopted this standard on January 1, 2020, and it did not materially impact our consolidated financial statements. Recent Accounting Standards Not Yet Adopted In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which modifies certain provisions of ASC 740, in an effort to reduce the complexity of accounting for income taxes. ASU 2019-12 is effective for us beginning with our interim financial reports for the first quarter of 2021. We are currently evaluating the effects and do not believe this standard will have a material impact on our consolidated financial position, results of operations, or cash flows. 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, |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table sets forth the computation of basic and diluted earnings (loss) per share (EPS): Three Months Ended September 30, Nine Months Ended September 30, In thousands, except per share data 2020 2019 2020 2019 Net income (loss) available to common shareholders $ (25,357) $ 16,847 $ (79,475) $ 34,386 Weighted average common shares outstanding - Basic 40,337 39,478 40,199 39,508 Dilutive effect of stock-based awards — 425 — 376 Weighted average common shares outstanding - Diluted 40,337 39,903 40,199 39,884 Net income (loss) per common share - Basic $ (0.63) $ 0.43 $ (1.98) $ 0.87 Net income (loss) per common share - Diluted $ (0.63) $ 0.42 $ (1.98) $ 0.86 |
Certain Balance Sheet Component
Certain Balance Sheet Components | 9 Months Ended |
Sep. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Certain Balance Sheet Components | Certain Balance Sheet Components A summary of accounts receivable from contracts with customers is as follows: Accounts receivable, net In thousands September 30, 2020 December 31, 2019 Trade receivables (net of allowance of $1,846 and $3,064) $ 314,183 $ 415,887 Unbilled receivables 72,737 57,038 Total accounts receivable, net $ 386,920 $ 472,925 Allowance for doubtful accounts activity Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Beginning balance $ 2,102 $ 4,360 $ 3,064 $ 6,331 Provision for (release of) doubtful accounts, net (21) (1) 318 (1,739) Accounts written-off (278) (468) (1,489) (740) Effect of change in exchange rates 43 (105) (47) (66) Ending balance $ 1,846 $ 3,786 $ 1,846 $ 3,786 Inventories In thousands September 30, 2020 December 31, 2019 Raw materials $ 124,662 $ 120,861 Work in process 9,016 11,105 Finished goods 71,500 95,930 Total inventories $ 205,178 $ 227,896 Property, plant, and equipment, net In thousands September 30, 2020 December 31, 2019 Machinery and equipment $ 306,367 $ 323,003 Computers and software 113,639 109,924 Buildings, furniture, and improvements 151,795 149,471 Land 13,771 14,988 Construction in progress, including purchased equipment 33,661 54,490 Total cost 619,233 651,876 Accumulated depreciation (413,303) (418,648) Property, plant, and equipment, net $ 205,930 $ 233,228 Depreciation expense Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Depreciation expense $ 12,893 $ 12,528 $ 38,818 $ 37,506 |
Intangible Assets and Liabiliti
Intangible Assets and Liabilities | 9 Months Ended |
Sep. 30, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets and Liabilities | Intangible Assets and Liabilities The gross carrying amount and accumulated amortization (accretion) of our intangible assets and liabilities, other than goodwill, were as follows: September 30, 2020 December 31, 2019 In thousands Gross Accumulated Net Gross Accumulated Net Intangible Assets Core-developed technology $ 509,222 $ (476,689) $ 32,533 $ 507,669 $ (458,109) $ 49,560 Customer contracts and relationships 372,539 (264,075) 108,464 381,288 (251,509) 129,779 Trademarks and trade names 77,864 (74,485) 3,379 78,837 (73,732) 5,105 Other 12,023 (11,511) 512 12,020 (11,367) 653 Total intangible assets $ 971,648 $ (826,760) $ 144,888 $ 979,814 $ (794,717) $ 185,097 Intangible Liabilities Customer contracts and relationships $ (23,900) $ 19,472 $ (4,428) $ (23,900) $ 13,450 $ (10,450) A summary of intangible assets and liabilities activity is as follows: Nine Months Ended September 30, In thousands 2020 2019 Intangible Assets, gross beginning balance $ 979,814 $ 981,160 Intangibles disposed in sale of business (18,140) — Effect of change in exchange rates 9,974 (15,574) Intangible Assets, gross ending balance $ 971,648 $ 965,586 Intangible Liabilities, gross beginning balance $ (23,900) $ (23,900) Effect of change in exchange rates — — Intangible Liabilities, gross ending balance $ (23,900) $ (23,900) On January 5, 2018, we completed our acquisition of Silver Spring Networks, Inc. (SSNI) and acquired intangible assets including in-process research and development (IPR&D), which were completed during 2019 and are now included within core-developed technology. Assumed intangible liabilities reflect the present value of the projected cash outflows for an existing contract where remaining costs are expected to exceed projected revenues. The disposal of intangible assets was related to the sale of our Latin America business. The net book value of these assets was $0.8 million at the disposal date. Refer to "Note 17: Sale of Business" for additional information on the transaction. Estimated future annual amortization (accretion) is as follows: Year Ending December 31, Amortization Accretion Estimated Annual Amortization, net In thousands 2020 (amount remaining at September 30, 2020) $ 13,252 $ (2,006) $ 11,246 2021 37,757 (1,963) 35,794 2022 27,368 (459) 26,909 2023 19,778 — 19,778 2024 15,605 — 15,605 Thereafter 31,128 — 31,128 Total intangible assets subject to amortization (accretion) $ 144,888 $ (4,428) $ 140,460 |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill Excluding Non Goodwill Intangibles [Abstract] | |
Goodwill | Goodwill The following table reflects changes in the carrying amount of goodwill for the nine months ended September 30, 2020: In thousands Device Solutions Networked Solutions Outcomes Total Company Goodwill balance at January 1, 2020 $ 54,930 $ 908,088 $ 140,889 $ 1,103,907 Goodwill allocated to business sold (3,000) — — (3,000) Effect of change in exchange rates 574 11,277 1,753 13,604 Goodwill balance at September 30, 2020 $ 52,504 $ 919,365 $ 142,642 $ 1,114,511 We recognized a $3.0 million reduction in Device Solutions goodwill as part of our loss on sale of business. Refer to "Note 17: Sale of Business" for additional information on the transaction. We test goodwill for impairment each year as of October 1, or more frequently should a significant impairment indicator occur. As part of the impairment test, we may elect to perform an assessment of qualitative factors. If this qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit, including goodwill, is less than its carrying amount, or if we elect to bypass the qualitative assessment, we would then proceed with the impairment test. The impairment test involves comparing the fair values of the reporting units to their carrying amounts. If the carrying amount of a reporting unit exceeds its fair value, we first evaluate the long-lived assets within the reporting unit for impairment and then recognize a goodwill impairment loss in an amount equal to any excess. Determining the fair value of a reporting unit is judgmental in nature and involves the use of significant estimates and assumptions. We forecast discounted future cash flows at the reporting unit level using risk-adjusted discount rates and estimated future revenues and operating costs, which take into consideration factors such as existing backlog, expected future orders, supplier contracts, and expectations of competitive, business and economic environments. We also identify similar publicly traded companies and develop a correlation, referred to as a multiple, to apply to the operating results of the reporting units. These combined fair values are then reconciled to the aggregate market value of our common stock on the date of valuation, while considering a reasonable control premium. Changes in market demand, fluctuations in the markets in which we operate, the volatility and decline in the worldwide equity markets, and a decline in our market capitalization could unfavorably impact the remaining carrying value of our goodwill, which could have a significant effect on our current and future results of operations and financial position. Due to our updated long-term forecast for the Device Solutions reporting unit, we completed an interim quantitative goodwill impairment test during the third quarter of 2020. As a result of the valuation of this reporting unit, we determined there was no impairment to be recognized. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt The components of our borrowings were as follows: In thousands September 30, 2020 December 31, 2019 Credit facility USD denominated term loan $ 550,156 $ 550,156 Multicurrency revolving line of credit 400,000 — Senior notes 400,000 400,000 Total debt 1,350,156 950,156 Less: current portion of debt 21,406 — Less: unamortized prepaid debt fees - term loan 3,017 3,661 Less: unamortized prepaid debt fees - senior notes 12,274 14,013 Long-term debt, net $ 1,313,459 $ 932,482 Credit Facility On October 18, 2019, we amended our credit facility that was initially entered on January 5, 2018 (together with the amendment, the "2018 credit facility"). The 2018 credit facility provides for committed credit facilities in the amount of $1.2 billion U.S. dollars. The 2018 credit facility consists of a $650 million U.S. dollar term loan (the term loan) and a multicurrency revolving line of credit (the revolver) with a principal amount of up to $500 million. The revolver also contains a $300 million standby letter of credit sub-facility and a $50 million swingline sub-facility. The October 18, 2019 amendment extended the maturity date to October 18, 2024 and re-amortized the term loan based on the new balance as of the amendment date. The amendment also modified the required interest payments and made it based on total net leverage instead of total leverage. Through the third quarter of 2020, amounts not borrowed under the revolver were subject to a commitment fee, which was paid in arrears on the last day of each fiscal quarter, ranging from 0.15% to 0.25% and drawn amounts were subject to a margin ranging from 1.00% to 1.75%. On October 19, 2020, we completed a second amendment to our 2018 credit facility. This amendment adjusts the maximum total net leverage ratio thresholds for the period beginning with the fourth quarter of 2020 through the fourth quarter of 2021 to allow for increased operational flexibility. The maximum leverage ratio is increased to 4.75:1 for the fourth quarter of 2020 and the first quarter of 2021 and 4.50:1 for the second quarter through the fourth quarter of 2021. An additional level of pricing was added to the existing pricing grid and is effective throughout the remaining term of the 2018 credit facility. Beginning with the fourth quarter of 2020, the commitment fee ranges from 0.15% to 0.30% and drawn amounts are subject to a margin ranging from 1.00% to 2.00%. Debt fees of approximately $1.4 million were incurred for the amendment, as well as other legal and advisory fees. Both the term loan and the revolver can be repaid without penalty. Amounts repaid on the term loan may not be reborrowed, and amounts borrowed under the revolver may be repaid and reborrowed until the revolver's maturity, at which time all outstanding loans together with all accrued and unpaid interest must be repaid. The 2018 credit facility permits us and certain of our foreign subsidiaries to borrow in U.S. dollars, euros, British pounds, or, with lender approval, other currencies readily convertible into U.S. dollars. All obligations under the 2018 credit facility are guaranteed by Itron, Inc. and material U.S. domestic subsidiaries and are secured by a pledge of substantially all of the assets of Itron, Inc. and material U.S. domestic subsidiaries. This includes a pledge of 100% of the capital stock of material U.S. domestic subsidiaries and up to 66% of the voting stock (100% of the non-voting stock) of first-tier foreign subsidiaries. In addition, the obligations of any foreign subsidiary who is a foreign borrower, as defined by the 2018 credit facility, are guaranteed by the foreign subsidiary and by its direct and indirect foreign parents. The 2018 credit facility includes debt covenants, which contain certain financial thresholds and place certain restrictions on the incurrence of debt, investments, and the issuance of dividends. We were in compliance with the debt covenants under the 2018 credit facility at September 30, 2020. Under the 2018 credit facility, we elect applicable market interest rates for both the term loan and any outstanding revolving loans. We also pay an applicable margin, which is based on our total net leverage ratio as defined in the credit agreement. The applicable rates per annum may be based on either: (1) the LIBOR rate or EURIBOR rate (subject to a floor of 0%), plus an applicable margin, or (2) the Alternate Base Rate, plus an applicable margin. The Alternate Base Rate election is equal to the greatest of three rates: (i) the prime rate, (ii) the Federal Reserve effective rate plus 0.50%, or (iii) one-month LIBOR plus 1.00%. At September 30, 2020, the interest rate for both the term loan and revolver was 1.65%, which includes the LIBOR rate plus a margin of 1.50%. In March 2020, we drew $400 million in U.S. dollars under the revolving line of credit within the 2018 credit facility to increase our cash position and preserve future financial flexibility. At September 30, 2020, $400 million was outstanding under the revolver, and $66.8 million was utilized by outstanding standby letters of credit, resulting in $33.2 million available for additional borrowings or standby letters of credit. At September 30, 2020, no amounts were outstanding under the swingline sub-facility. Subsequent to September 30, 2020, we repaid $100 million on the revolving line of credit. Senior Notes In December 2017 and January 2018, we issued $300 million and $100 million of aggregate principal amount of 5.00% senior notes maturing January 15, 2026 (Senior Notes). The proceeds were used to refinance existing indebtedness related to the acquisition of SSNI, pay related fees and expenses, and for general corporate purposes. Interest on the Senior Notes is payable semi-annually in arrears on January 15 and July 15. The Senior Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by each of our subsidiaries that guarantee the senior credit facilities. Prior to maturity, we may redeem some or all of the Senior Notes, together with accrued and unpaid interest, if any, plus a "make-whole" premium. On or after January 15, 2021, we may redeem some or all of the Senior Notes at any time at declining redemption prices equal to 102.50% beginning on January 15, 2021, 101.25% beginning on January 15, 2022 and 100.00% beginning on January 15, 2023 and thereafter to the applicable redemption date. In addition, before January 15, 2021, and subject to certain conditions, we may redeem up to 35% of the aggregate principal amount of Senior Notes with the net proceeds of certain equity offerings at 105.00% thereof to the date of redemption; provided that (i) at least 65% of the aggregate principal amount of Senior Notes remains outstanding after such redemption and (ii) the redemption occurs within 60 days of the closing of any such equity offering. Debt Maturities The amount of required minimum principal payments on our long-term debt in aggregate over the next five years is as follows: Year Ending December 31, Minimum Payments In thousands 2020 (amount remaining at September 30, 2020) $ — 2021 32,422 2022 44,063 2023 44,063 2024 829,608 Thereafter 400,000 Total minimum payments on debt $ 1,350,156 |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments As part of our risk management strategy, we use derivative instruments to hedge certain foreign currency and interest rate exposures. Refer to "Note 13: Shareholders' Equity" and "Note 14: Fair Values of Financial Instruments" for additional disclosures on our derivative instruments. The fair values of our derivative instruments are determined using the income approach and significant other observable inputs (and are classified as "Level 2" in the fair value hierarchy). We have used observable market inputs based on the type of derivative and the nature of the underlying instrument. The key inputs include interest rate yield curves (swap rates and futures) and foreign exchange spot and forward rates, all of which are available in an active market. We have utilized the mid-market pricing convention for these inputs. We include, as a discount to the derivative asset, the effect of our counterparty credit risk based on current published credit default swap rates when the net fair value of our derivative instruments is in a net asset position. We consider our own nonperformance risk when the net fair value of our derivative instruments is in a net liability position by discounting our derivative liabilities to reflect the potential credit risk to our counterparty through applying a current market indicative credit spread to all cash flows. The fair values of our derivative instruments were as follows: Fair Value Derivative Assets Balance Sheet Location September 30, 2020 December 31, 2019 Derivatives designated as hedging instruments under ASC 815-20 In thousands Interest rate swap contract Other current assets $ — $ 174 Interest rate cap contracts Other current assets — 1 Cross currency swap contract Other current assets 1,726 1,156 Cross currency swap contract Other long-term assets — 2,870 Derivatives not designated as hedging instruments under ASC 815-20 Foreign exchange forward contracts Other current assets 291 96 Total asset derivatives $ 2,017 $ 4,297 Derivative Liabilities Derivatives designated as hedging instruments under ASC 815-20 Interest rate swap contracts Other current liabilities $ 1,003 $ — Interest rate swap contracts Other long-term obligations 1,174 — Derivatives not designated as hedging instruments under ASC 815-20 Foreign exchange forward contracts Other current liabilities 365 162 Total liability derivatives $ 2,542 $ 162 The changes in accumulated other comprehensive income (loss) (AOCI), net of tax, for our derivative and nonderivative hedging instruments designated as hedging instruments, net of tax, were as follows: In thousands 2020 2019 Net unrealized loss on hedging instruments at January 1, $ (15,103) $ (13,179) Unrealized gain (loss) on hedging instruments (4,727) 4,995 Realized (gains) losses reclassified into net income (loss) 2,570 (5,799) Net unrealized loss on hedging instruments at September 30, $ (17,260) $ (13,983) Reclassification of amounts related to hedging instruments are included in interest expense in the Consolidated Statements of Operations for the periods ended September 30, 2020 and 2019. Included in the net unrealized gain (loss) on hedging instruments at September 30, 2020 and 2019 is a loss of $14.4 million, net of tax, related to our nonderivative net investment hedge, which terminated in 2011. This loss on our net investment hedge will remain in AOCI until earnings are impacted by a sale or liquidation of the associated foreign operation. A summary of the effect of netting arrangements on our financial position related to the offsetting of our recognized derivative assets and liabilities under master netting arrangements or similar agreements is as follows: Offsetting of Derivative Assets Gross Amounts of Recognized Assets Presented in the Consolidated Balance Sheets Gross Amounts Not Offset in the Consolidated Balance Sheets In thousands Derivative Financial Instruments Cash Collateral Received Net Amount September 30, 2020 $ 2,017 $ (291) $ — $ 1,726 December 31, 2019 4,297 (56) — 4,241 Offsetting of Derivative Liabilities Gross Amounts of Recognized Liabilities Presented in the Consolidated Balance Sheets Gross Amounts Not Offset in the Consolidated Balance Sheets In thousands Derivative Financial Instruments Cash Collateral Pledged Net Amount September 30, 2020 $ 2,542 $ (291) $ — $ 2,251 December 31, 2019 162 (56) — 106 Our derivative assets and liabilities subject to netting arrangements consist of foreign exchange forwards and options and interest rate contracts with four counterparties at September 30, 2020 and five counterparties at December 31, 2019. No derivative asset or liability balance with any of our counterparties was individually significant at September 30, 2020 or December 31, 2019. Our derivative contracts with each of these counterparties exist under agreements that provide for the net settlement of all contracts through a single payment in a single currency in the event of default. We have no pledges of cash collateral against our obligations, and we have not received pledges of cash collateral from our counterparties under the associated derivative contracts. Cash Flow Hedges As a result of our floating rate debt, we are exposed to variability in our cash flows from changes in the applicable interest rate index. We enter into interest rate caps and swaps to reduce the variability of cash flows from increases in the LIBOR based borrowing rates on our floating rate credit facility. These instruments do not protect us from changes to the applicable margin under our credit facility. At September 30, 2020, our LIBOR-based debt balance was $950.2 million. In October 2015, we entered into one interest rate swap, which was effective August 31, 2016 and expired on June 23, 2020, to convert $214 million of our LIBOR-based debt from a floating LIBOR interest rate to a fixed interest rate of 1.42% (excluding the applicable margin on the debt). The notional balance amortized to maturity at the same rate as required minimum payments on our term loan. The cash flow hedge was expected to be highly effective in achieving offsetting cash flows attributable to the hedged risk through the term of the hedge. Consequently, effective changes in the fair value of the interest rate swap were recorded as a component of other comprehensive income (loss) (OCI) and recognized in earnings when the hedged item affected earnings. The amounts paid or received on the hedge were recognized as adjustment to interest expense. In March 2020, we entered into an interest rate swap, which is effective from June 30, 2020 to June 30, 2023, and converts $240 million of our LIBOR-based debt from a floating LIBOR interest rate to a fixed interest rate of 0.617% (excluding the applicable margin). The notional balance will amortize to maturity at the same rate of originally required amortizations on our term loan. Changes in the fair value of the interest rate swap are recognized as a component of OCI and recognized in earnings when the hedged item affects earnings. The amounts paid or received on the hedge are recognized as adjustment to interest expense along with the earnings effect of the hedged item. The amount of net losses expected to be reclassified into earnings in the next 12 months is $1.0 million. In November 2015, we entered into three interest rate cap contracts with a total notional amount of $100 million at a cost of $1.7 million. The interest rate cap contracts expired on June 23, 2020 and were entered into in order to limit our interest rate exposure on $100 million of our variable LIBOR based debt up to 2.00%. The interest rate cap contracts did not include the effect of the applicable margin. Changes in the fair value of these instruments were recognized as a component of OCI and recognized in earnings when the hedged item affected earnings. The amounts received on the hedge were recognized as an adjustment to interest expense along with the earnings effect of the hedged item. In April 2018, we entered into one cross-currency swap, which converts $56.0 million of floating LIBOR-based U.S. dollar denominated debt into 1.38% fixed rate euro denominated debt. This cross-currency swap matures on April 30, 2021 and mitigates the risk associated with fluctuations in currency rates impacting cash flows related to U.S. dollar denominated debt in a euro functional currency entity. Changes in the fair value of the cross-currency swap are recognized as a component of OCI and are recognized in earnings when the hedged item affects earnings. The amounts paid or received on the hedge are recognized as an adjustment to interest expense along with the earnings effect of the hedged item. The amount of net gains expected to be reclassified into earnings in the next 12 months is $1.7 million. As a result of our forecasted inventory purchases in a non-functional currency, we are exposed to foreign exchange risk. We hedge portions of these purchases. During February 2020, we entered into foreign exchange option contracts for a total notional amount of $96 million at a cost of $1.2 million. The contracts matured ratably through the year with final maturity in October 2020. Changes in the fair value of the option contracts were recognized as a component of OCI and were recognized in product cost of revenues when the hedged item affected earnings. The before-tax effects of our accounting for derivative instruments designated as hedges on AOCI were as follows: Derivatives in ASC 815-20 Amount of Gain (Loss) Gain (Loss) Reclassified from Location Amount In thousands 2020 2019 2020 2019 Three Months Ended September 30, Interest rate swap contracts $ (302) $ 13 Interest expense $ (274) $ 359 Interest rate cap contracts — 356 Interest expense — 252 Foreign exchange options (252) 1,011 Product cost of revenues (450) 289 Cross currency swap contract (2,326) 2,703 Interest expense 88 387 Cross currency swap contract — — Other income/(expense), net (2,242) 2,168 Nine Months Ended September 30, Interest rate swap contract $ (2,818) $ (987) Interest expense $ (467) $ 1,278 Interest rate cap contracts 782 646 Interest expense 392 849 Foreign exchange options (1,221) 1,229 Product cost of revenues (612) 451 Cross currency swap contract (1,969) 4,126 Interest expense 537 1,297 Cross currency swap contract — — Other income/(expense), net (2,438) 2,453 Derivatives Not Designated as Hedging Relationships We are also exposed to foreign exchange risk when we enter into non-functional currency transactions, both intercompany and third party. At each period-end, non-functional currency monetary assets and liabilities are revalued with the change recognized within other income and expense. We enter into monthly foreign exchange forward contracts, which are not designated for hedge accounting, with the intent to reduce earnings volatility associated with currency exposures. As of September 30, 2020, a total of 43 contracts were offsetting our exposures from the euro, Canadian dollar, Pound Sterling, Brazilian Real, Chinese yuan and various other currencies, with notional amounts ranging from $102,000 to $26.4 million. The effect of our derivative instruments not designated as hedges on the Consolidated Statements of Operations was as follows: Derivatives Not Designated as Hedging Instrument under ASC 815-20 Location Gain (Loss) Recognized on Derivatives in Other Income (Expense) In thousands 2020 2019 Three Months Ended September 30, Foreign exchange forward contracts Other income (expense), net $ (1,646) $ (329) Nine Months Ended September 30, Foreign exchange forward contracts Other income (expense), net $ (1,056) $ (1,241) We will continue to monitor and assess our interest rate and foreign exchange risk and may institute additional derivative instruments to manage such risk in the future. |
Defined Benefit Pension Plans
Defined Benefit Pension Plans | 9 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
Defined Benefit Pension Plans | Defined Benefit Pension Plans We sponsor both funded and unfunded defined benefit pension plans offering death and disability, retirement, and special termination benefits for certain of our international employees, primarily in Germany, France, Indonesia, India, and Italy. The defined benefit obligation is calculated annually by using the projected unit credit method. The measurement date for the pension plans was December 31, 2019. Amounts recognized on the Consolidated Balance Sheets consist of: In thousands September 30, 2020 December 31, 2019 Assets Plan assets in other long-term assets $ — $ 44 Liabilities Current portion of pension benefit obligation in wages and benefits payable 3,937 2,885 Long-term portion of pension benefit obligation 103,273 98,712 Pension benefit obligation, net $ 107,210 $ 101,553 Our asset investment strategy focuses on maintaining a portfolio using primarily insurance funds, which are accounted for as investments and measured at fair value, in order to achieve our long-term investment objectives on a risk adjusted basis. Our general funding policy for these qualified pension plans is to contribute amounts sufficient to satisfy regulatory funding standards of the respective countries for each plan. Net periodic pension benefit cost for our plans include the following components: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Service cost $ 1,007 $ 868 $ 3,000 $ 2,839 Interest cost 434 564 1,364 1,719 Expected return on plan assets (85) (151) (365) (460) Amortization of prior service costs 17 16 49 49 Amortization of actuarial net loss 482 332 1,390 1,019 Settlement 286 250 286 250 Net periodic benefit cost $ 2,141 $ 1,879 $ 5,724 $ 5,416 The components of net periodic benefit cost, other than the service cost component, are included in total other income (expense) on the Consolidated Statements of Operations. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based CompensationWe grant stock-based compensation awards under the Second Amended and Restated 2010 Stock Incentive Plan (Stock Incentive Plan), including stock options, restricted stock units, phantom stock, and unrestricted stock units. In the Stock Incentive Plan, we have 12,623,538 shares of common stock reserved and authorized for issuance subject to stock splits, dividends, and other similar events, and at September 30, 2020, 5,594,481 shares were available for grant. We issue new shares of common stock upon the exercise of stock options or when vesting conditions on restricted stock units are fully satisfied. These shares are subject to a fungible share provision such that the authorized share reserve is reduced by (i) one share for every one share subject to a stock option or share appreciation right granted under the Plan and (ii) 1.7 shares for every one share of common stock that was subject to an award other than an option or share appreciation right. We also periodically award phantom stock units, which are settled in cash upon vesting and accounted for as liability-based awards with no impact to the shares available for grant. In addition, we maintain the Employee Stock Purchase Plan (ESPP), for which 190,736 shares of common stock were available for future issuance at September 30, 2020. All other forms of stock grants, including unrestricted stock, ESPP, and phantom stock units were not significant for the three and nine months ended September 30, 2020 and 2019. Stock-Based Compensation Expense Total stock-based compensation expense and the related tax benefit were as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Stock options $ 452 $ 389 $ 1,445 $ 1,413 Restricted stock units 4,399 6,734 18,575 19,178 Unrestricted stock awards 206 158 618 473 Phantom stock units 582 822 2,075 2,265 Total stock-based compensation $ 5,639 $ 8,103 $ 22,713 $ 23,329 Related tax benefit $ 1,070 $ 1,443 $ 4,257 $ 4,161 Stock Options A summary of our stock option activity is as follows: Shares Weighted Weighted Average Aggregate Weighted (in thousands) (years) (in thousands) Outstanding, January 1, 2019 895 $ 47.93 6.2 $ 4,806 Granted 76 76.55 $ 26.20 Exercised (117) 40.10 2,745 Forfeited (8) 67.38 Expired (11) 66.24 Outstanding, September 30, 2019 835 $ 51.22 5.5 $ 19,190 Outstanding, January 1, 2020 458 $ 56.38 7.0 $ 12,641 Granted 80 84.38 $ 26.21 Exercised (49) 50.90 1,189 Forfeited (5) 83.80 Outstanding, September 30, 2020 484 $ 61.30 7.0 $ 3,816 Exercisable, September 30, 2020 319 $ 52.68 6.0 $ 3,764 At September 30, 2020, total unrecognized stock-based compensation expense related to nonvested stock options was $3.0 million, which is expected to be recognized over a weighted average period of approximately 2.0 years. The weighted average assumptions used to estimate the fair value of stock options granted and the resulting weighted average fair value are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Expected volatility 41.5 % 31.7 % 32.1 % 31.7 % Risk-free interest rate 0.3 % 1.7 % 1.3 % 1.7 % Expected term (years) 5.3 6.1 5.3 6.1 Restricted Stock Units The following table summarizes restricted stock unit activity: In thousands, except fair value Number of Weighted Aggregate Outstanding, January 1, 2019 817 Granted 334 $ 62.04 Released (1) (435) $ 26,852 Forfeited (53) Outstanding, September 30, 2019 663 Outstanding, January 1, 2020 684 $ 64.38 Granted 209 83.34 Released (1) (338) 65.01 $ 21,947 Forfeited (23) 69.12 Outstanding, September 30, 2020 532 71.45 Vested but not released, September 30, 2020 9 $ 549 (1) Shares released is presented gross of shares netted for employee payroll tax obligations. At September 30, 2020, total unrecognized compensation expense on restricted stock units was $31.8 million, which is expected to be recognized over a weighted average period of approximately 1.8 years. The weighted average assumptions used to estimate the fair value of performance-based restricted stock units granted with a service and market condition and the resulting weighted average fair value are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Expected volatility 52.6 % 33.4 % 38.2 % 31.4 % Risk-free interest rate 0.2 % 1.8 % 1.5 % 2.5 % Expected term (years) 2.3 2.5 1.8 1.6 Weighted average fair value $ 61.45 $ 72.18 $ 93.05 $ 61.25 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We determine the interim tax benefit (provision) by applying an estimate of the annual effective tax rate to the year-to-date pretax book income (loss) and adjusting for discrete items during the reporting period, if any. Tax jurisdictions with losses for which tax benefits cannot be realized are excluded. Our tax rate for the three and nine months ended September 30, 2020 of 32% and 0%, respectively, differed from the federal statutory rate of 21% primarily due to a significant loss recognized in the second quarter for the divestiture of the majority of our Latin American business activities. Refer to "Note 17: Sale of Business" for additional information on the transaction. This loss was recognized for tax as a discrete item in the second quarter and resulted in no tax benefit. A discrete tax benefit was recorded in the third quarter for $10.1 million related to the release of a valuation allowance on U.S. foreign tax credit deferred tax assets. This release was triggered by the carryforward of tax attributes due to the filing of amended tax returns in the third quarter. Other rate drivers include losses in jurisdictions for which no benefit is recognized because of valuation allowances on deferred tax assets, the forecasted mix of earnings in domestic and international jurisdictions, a benefit related to excess stock-based compensation, and uncertain tax positions. Our tax rate for the three and nine months ended September 30, 2019 of 25% and 35%, respectively, differed from the federal statutory rate of 21% primarily due to losses in jurisdictions for which no benefit is recognized because of valuation allowances on deferred tax assets as well as the forecasted mix of earnings in domestic and international jurisdictions, a benefit related to excess stock-based compensation, and uncertain tax positions. We classify interest expense and penalties related to unrecognized tax liabilities and interest income on tax overpayments as components of income tax expense. The net interest and penalties expense amounts recognized were as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Net interest and penalties expense $ (198) $ 324 $ 422 $ 583 Accrued interest and penalties recognized were as follows: In thousands September 30, 2020 December 31, 2019 Accrued interest $ 3,324 $ 2,849 Accrued penalties 1,579 1,681 Unrecognized tax benefits related to uncertain tax positions and the amount of unrecognized tax benefits that, if recognized, would affect our effective tax rate were as follows: In thousands September 30, 2020 December 31, 2019 Unrecognized tax benefits related to uncertain tax positions $ 125,743 $ 121,715 The amount of unrecognized tax benefits that, if recognized, would affect our effective tax rate 124,362 120,410 At September 30, 2020, we are under examination by certain tax authorities. We believe we have appropriately accrued for the expected outcome of all tax matters and do not currently anticipate that the ultimate resolution of these examinations will have a material adverse effect on our financial condition, future results of operations, or cash flows. Based upon the timing and outcome of examinations, litigation, the impact of legislative, regulatory, and judicial developments, and the impact of these items on the statute of limitations, it is reasonably possible that the related unrecognized tax benefits could change from those recognized within the next twelve months. However, at this time, an estimate of the range of reasonably possible adjustments to the balance of unrecognized tax benefits cannot be made. We file income tax returns in various jurisdictions. The material jurisdictions where we are subject to examination include, among others, the United States, France, Germany, Italy, and the United Kingdom. On March 27, 2020, the U.S. Federal government passed the Coronavirus Aid, Relief, and Economic Security (CARES) Act to provide economic relief from COVID-19. The CARES Act contains significant business tax provisions, which the Company has evaluated and determined will not have a material impact on the Company's financial statements or related disclosures. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Guarantees and Indemnifications We are often required to obtain standby letters of credit (LOCs) or bonds in support of our obligations for customer contracts. These standby LOCs or bonds typically provide a guarantee to the customer for our future performance, which usually covers the installation phase of a contract and may, on occasion, cover the operations and maintenance phase of outsourcing contracts. Our available lines of credit, outstanding standby LOCs, and bonds were as follows: In thousands September 30, 2020 December 31, 2019 Credit facility Multicurrency revolving line of credit $ 500,000 $ 500,000 Long-term borrowings (400,000) — Standby LOCs issued and outstanding (66,775) (41,072) Net available for additional borrowings under the multi-currency revolving line of credit $ 33,225 $ 458,928 Net available for additional standby LOCs under sub-facility $ 33,225 $ 258,928 Unsecured multicurrency revolving lines of credit with various financial institutions Multicurrency revolving lines of credit $ 103,357 $ 107,206 Standby LOCs issued and outstanding (24,021) (25,100) Short-term borrowings (559) (173) Net available for additional borrowings and LOCs $ 78,777 $ 81,933 Unsecured surety bonds in force $ 162,324 $ 136,004 In the event any such standby LOC or bond is called, we would be obligated to reimburse the issuer of the standby LOC or bond; however, as of November 2, 2020, we do not believe that any outstanding LOC or bond will be called. We generally provide an indemnification related to the infringement of any patent, copyright, trademark, or other intellectual property right on software or equipment within our sales contracts, which indemnifies the customer from and pays the resulting costs, damages, and attorney's fees awarded against a customer with respect to such a claim provided that (a) the customer promptly notifies us in writing of the claim and (b) we have the sole control of the defense and all related settlement negotiations. We may also provide an indemnification to our customers for third-party claims resulting from damages caused by the negligence or willful misconduct of our employees/agents in connection with the performance of certain contracts. The terms of our indemnifications generally do not limit the maximum potential payments. It is not possible to predict the maximum potential amount of future payments under these or similar agreements. Legal Matters We are subject to various legal proceedings and claims of which the outcomes are subject to significant uncertainty. Our policy is to assess the likelihood of any adverse judgments or outcomes related to legal matters, as well as ranges of probable losses. A determination of the amount of the liability required, if any, for these contingencies is made after an analysis of each known issue. A liability would be recognized and charged to operating expense when we determine that a loss is probable and the amount can be reasonably estimated. Additionally, we disclose contingencies for which a material loss is reasonably possible, but not probable. Warranty A summary of the warranty accrual account activity is as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Beginning balance $ 44,757 $ 57,112 $ 53,242 $ 60,443 New product warranties 785 1,388 2,855 3,645 Other adjustments and expirations, net 1,643 4,603 5,436 12,533 Claims activity (5,044) (8,453) (19,349) (21,970) Effect of change in exchange rates 946 (768) 903 (769) Ending balance 43,087 53,882 43,087 53,882 Less: current portion of warranty 32,118 38,018 32,118 38,018 Long-term warranty $ 10,969 $ 15,864 $ 10,969 $ 15,864 Total warranty expense is classified within cost of revenues and consists of new product warranties issued, costs related to insurance and supplier recoveries, other changes and adjustments to warranties, and customer claims. Warranty expense was as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Total warranty expense $ 2,428 $ 5,991 $ 8,321 $ 13,957 |
Restructuring (Notes)
Restructuring (Notes) | 9 Months Ended |
Sep. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | 2020 Projects On September 17, 2020, our Board of Directors approved a restructuring plan (the 2020 Projects). The 2020 Projects include activities that continue our efforts to optimize our global supply chain and manufacturing operations, sales and marketing organizations, and other overhead. These projects are scheduled to be substantially complete by the end of 2022. We estimate pre-tax restructuring charges of $55 million to $65 million, of which approximately $35 million to $45 million will result in cash expenditures, and the remainder relates to non-cash charges. Of the total expected costs, $43.9 million was recognized in the third quarter of 2020. The largest component of expected remaining costs to be recognized is related to a non-cash cumulative translation adjustment charge. Many of the affected employees are represented by unions or works councils, which require consultation, and potential restructuring projects may be subject to regulatory approval, both of which could impact the timing of charges, total expected charges, cost recognized, and planned savings in certain jurisdictions. The total expected restructuring costs, the restructuring costs recognized, and the remaining expected restructuring costs related to the 2020 Projects were as follows: In thousands Total Expected Costs at September 30, 2020 Costs Recognized in Prior Periods Cost Recognized During the Nine Months Ended September 30, 2020 Expected Remaining Costs to be Recognized at September 30, 2020 Employee severance costs $ 36,625 $ — $ 36,625 $ — Asset impairments & net loss (gain) on sale or disposal 7,240 — 7,240 — Other restructuring costs 16,508 — — 16,508 Total $ 60,373 $ — $ 43,865 $ 16,508 2018 Projects On February 22, 2018, our Board of Directors approved a restructuring plan (the 2018 Projects) to continue our efforts to optimize our global supply chain and manufacturing operations, research and development, and sales and marketing organizations. We expect to substantially complete expense recognition on the plan by the end of 2020. Many of the affected employees are represented by unions or works councils, which require consultation, and potential restructuring projects may be subject to regulatory approval, both of which could impact the timing of charges, total expected charges, cost recognized, and planned savings in certain jurisdictions. All prior restructuring plans are substantially complete and are not presented below. During the three months ended June 30, 2020, we reversed expenses for employee severance costs and asset impairments we will no longer incur as a result of selling our operations in Latin America. The total expected restructuring costs, the restructuring costs recognized, and the remaining expected restructuring costs related to the 2018 Projects were as follows: In thousands Total Expected Costs at September 30, 2020 Costs Recognized in Prior Periods Cost Recognized During the Nine Months Ended September 30, 2020 Expected Remaining Costs to be Recognized at September 30, 2020 Employee severance costs $ 67,663 $ 72,133 $ (4,470) $ — Asset impairments & net loss (gain) on sale or disposal 3,120 3,842 (722) — Other restructuring costs 21,163 11,420 2,858 6,885 Total $ 91,946 $ 87,395 $ (2,334) $ 6,885 The following table summarizes the activity within the restructuring related balance sheet accounts for the 2020 Projects and 2018 Projects during the nine months ended September 30, 2020: In thousands Accrued Employee Severance Asset Impairments & Net Loss (Gain) on Sale or Disposal Other Accrued Costs Total Beginning balance, January 1, 2020 $ 53,741 $ — $ 2,366 $ 56,107 Costs charged to expense 32,155 6,518 2,858 41,531 Cash (payments) receipts (10,180) 1,880 (2,629) (10,929) Net assets disposed and impaired — (8,398) — (8,398) Effect of change in exchange rates 1,358 — 12 1,370 Ending balance, September 30, 2020 $ 77,074 $ — $ 2,607 $ 79,681 Asset impairments are determined at the asset group level. Revenues and net operating income from the activities we have exited or will exit under the restructuring projects are not material to our operating segments or consolidated results. Other restructuring costs include expenses for employee relocation, professional fees associated with employee severance, and costs to exit the facilities once the operations in those facilities have ceased. Costs associated with restructuring activities are generally presented in the Consolidated Statements of Operations as restructuring, except for certain costs associated with inventory write-downs, which are classified within cost of revenues, and accelerated depreciation expense, which is recognized according to the use of the asset. Restructuring expense is part of the Corporate unallocated segment and is not part of the operating segments. The current portion of restructuring liabilities was $24.6 million and $18.9 million as of September 30, 2020 and December 31, 2019. The current portion of restructuring liabilities is classified within other current liabilities on the Consolidated Balance Sheets. The long-term portion of restructuring liabilities balances was $55.1 million and $37.2 million as of September 30, 2020 and December 31, 2019. The long-term portion of restructuring liabilities is classified within other long-term obligations on the Consolidated Balance Sheets and includes severance accruals and facility exit costs. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2020 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Equity | Preferred Stock We have authorized the issuance of 10 million shares of preferred stock with no par value. In the event of a liquidation, dissolution, or winding up of the affairs of the corporation, whether voluntary or involuntary, the holders of any outstanding preferred stock will be entitled to be paid a preferential amount per share to be determined by the Board of Directors prior to any payment to holders of common stock. There was no preferred stock issued or outstanding at September 30, 2020 or December 31, 2019. Stock Repurchase Authorization On March 14, 2019, Itron's Board of Directors authorized the Company to repurchase up to $50 million of our common stock over a 12-month period (the 2019 Stock Repurchase Program). Following the announcement of the program and through December 31, 2019, we repurchased 529,396 shares at an average share price of $47.22 (including commissions) for a total of $25 million. The program expired on March 13, 2020 and no additional shares were repurchased during 2020. Accumulated Other Comprehensive Income (Loss) The changes in the components of AOCI, net of tax, were as follows: In thousands Foreign Currency Translation Adjustments Net Unrealized Gain (Loss) on Derivative Instruments Net Unrealized Gain (Loss) on Nonderivative Instruments Pension Benefit Obligation Adjustments Accumulated Other Comprehensive Income (Loss) Balances at January 1, 2019 $ (157,489) $ 1,201 $ (14,380) $ (25,637) $ (196,305) OCI before reclassifications (13,544) 4,995 — 1,251 (7,298) Amounts reclassified from AOCI 2,443 (5,799) — (95) (3,451) Total other comprehensive income (loss) (11,101) (804) — 1,156 (10,749) Balances at September 30, 2019 $ (168,590) $ 397 $ (14,380) $ (24,481) $ (207,054) Balances at January 1, 2020 $ (157,999) $ (723) $ (14,380) $ (31,570) $ (204,672) OCI before reclassifications (147) (4,727) — (1,151) (6,025) Amounts reclassified from AOCI 52,074 2,570 — 2,040 56,684 Total other comprehensive income (loss) 51,927 (2,157) — 889 50,659 Balances at September 30, 2020 $ (106,072) $ (2,880) $ (14,380) $ (30,681) $ (154,013) The before-tax, income tax (provision) benefit, and net-of-tax amounts related to each component of OCI were as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Before-tax amount Foreign currency translation adjustment $ 15,521 $ (16,501) $ (387) $ (13,403) Foreign currency translation adjustment reclassified to net income on sale of business (14) 2,443 52,074 2,443 Net unrealized gain (loss) on derivative instruments, designated as cash flow hedges (2,887) 4,088 (5,228) 4,910 Net hedging (gain) loss reclassified to net income 2,879 (3,453) 2,588 (6,327) Net unrealized gain (loss) on defined benefit plans (893) 598 (812) 1,318 Net defined benefit plan (gain) loss reclassified to net income 499 (90) 1,439 (100) Total other comprehensive income (loss), before tax $ 15,105 $ (12,915) $ 49,674 $ (11,159) Tax (provision) benefit Foreign currency translation adjustment $ (1,533) $ 156 $ 240 $ (141) Foreign currency translation adjustment reclassified to net income on sale of business — — — — Net unrealized gain (loss) on derivative instruments, designated as cash flow hedges 74 (91) 501 85 Net hedging (gain) loss reclassified to net income (67) 151 (18) 528 Net unrealized gain (loss) on defined benefit plans (341) (10) (339) (67) Net defined benefit plan (gain) loss reclassified to net income 576 4 601 5 Total other comprehensive income (loss) tax benefit $ (1,291) $ 210 $ 985 $ 410 Net-of-tax amount Foreign currency translation adjustment $ 13,988 $ (16,345) $ (147) $ (13,544) Foreign currency translation adjustment reclassified to net income on sale of business (14) 2,443 52,074 2,443 Net unrealized gain (loss) on derivative instruments, designated as cash flow hedges (2,813) 3,997 (4,727) 4,995 Net hedging (gain) loss reclassified to net income 2,812 (3,302) 2,570 (5,799) Net unrealized gain (loss) on defined benefit plans (1,234) 588 (1,151) 1,251 Net defined benefit plan (gain) loss reclassified to net income 1,075 (86) 2,040 (95) Total other comprehensive income (loss), net of tax $ 13,814 $ (12,705) $ 50,659 $ (10,749) |
Fair Values of Financial Instru
Fair Values of Financial Instruments | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Values of Financial Instruments | The fair values at September 30, 2020 and December 31, 2019 do not reflect subsequent changes in the economy, interest rates, tax rates, and other variables that may affect the determination of fair value. September 30, 2020 December 31, 2019 In thousands Carrying Fair Carrying Fair Credit facility USD denominated term loan $ 547,139 $ 533,223 $ 546,495 $ 550,135 Multicurrency revolving line of credit 400,000 386,086 — — Senior notes 387,726 410,000 385,987 416,500 The following methods and assumptions were used in estimating fair values: Cash, cash equivalents, and restricted cash: Due to the liquid nature of these instruments, the carrying amount approximates fair value (Level 1). Credit Facility - term loan and multicurrency revolving line of credit: The term loan and revolver are not traded publicly. The fair values, which are determined based upon a hypothetical market participant, are calculated using a discounted cash flow model with Level 2 inputs, including estimates of incremental borrowing rates for debt with similar terms, maturities, and credit profiles. Refer to "Note 6: Debt" for a further discussion of our debt. Senior Notes: The Senior Notes are not registered securities nor listed on any securities exchange but may be actively traded by qualified institutional buyers. The fair value is estimated using Level 1 inputs, as it is based on quoted prices for these instruments in active markets. Derivatives: See "Note 7: Derivative Financial Instruments" for a description of our methods and assumptions in determining the fair value of our derivatives, which were determined using Level 2 inputs. Each derivative asset and liability has a carrying value equal to fair value. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | We operate under the Itron brand worldwide and manage and report under three operating segments: Device Solutions, Networked Solutions, and Outcomes. We have three GAAP measures of segment performance: revenues, gross profit (gross margin), and operating income (operating margin). Intersegment revenues are minimal. Certain operating expenses are allocated to the operating segments based upon internally established allocation methodologies. Corporate operating expenses, interest income, interest expense, other income (expense), and the income tax provision (benefit) are neither allocated to the segments, nor are they included in the measure of segment performance. In addition, we allocate only certain production assets and intangible assets to our operating segments. We do not manage the performance of the segments on a balance sheet basis. Segment Products Device Solutions – This segment primarily includes hardware products used for measurement, control, or sensing that do not have communications capability embedded for use with our broader Itron systems, i.e., hardware-based products not part of a complete "end-to-end" solution. Examples from the Device Solutions portfolio include: standard endpoints that are shipped without Itron communications, such as our standard gas meters, electricity IEC meters, and water meters, in addition to our heat and allocation products; communicating meters that are not a part of an Itron solution such as Smart Spec meters; and the implementation and installation of non-communicating devices, such as gas regulators. Networked Solutions – This segment primarily includes a combination of communicating devices (smart meters, modules, endpoints, and sensors), network infrastructure, and associated application software designed and sold as a complete solution for acquiring and transporting robust application-specific data. Networked Solutions combines the majority of the assets from the recently acquired SSNI organization with our legacy Itron networking products and software and the implementation and installation of communicating devices into one operating segment. Examples from the Networked Solutions portfolio include: communicating measurement, control, or sensing endpoints such as our Itron® and OpenWay® Riva meters, Itron traditional ERT® technology, Intelis smart gas or water meters, 500G gas communication modules, 500W water communication modules; GenX networking products, network modules and interface cards; and specific network control and management software applications. The IIoT solutions supported by this segment include automated meter reading (AMR), advanced metering infrastructure (AMI), smart grid and distribution automation (DA), and smart street lighting and smart city solutions. Outcomes – This segment primarily includes our value-added, enhanced software and services in which we manage, organize, analyze, and interpret data to improve decision making, maximize operational profitability, drive resource efficiency, and deliver results for consumers, utilities, and smart cities. Outcomes places an emphasis on delivering to Itron customers high-value, turn-key, digital experiences by leveraging the footprint of our Device Solutions and Networked Solutions segments. The revenues from these offerings are primarily recurring in nature and would include any direct management of Device Solutions, Networked Solutions, and other products on behalf of our end customers. Examples from the Outcomes portfolio include: our meter data management and analytics offerings; our managed service solutions including network-as-a-service and platform-as-a-service, forecasting software and services; and any consulting-based engagement. Within the Outcomes segment, we also identify new business models, including performance-based contracting, to drive broader portfolio offerings across utilities and cities. Revenues, gross profit, and operating income associated with our operating segments were as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Product revenues Device Solutions $ 174,039 $ 211,096 $ 501,157 $ 644,254 Networked Solutions 282,677 330,487 898,465 978,259 Outcomes 13,942 11,314 38,158 41,281 Total Company $ 470,658 $ 552,897 $ 1,437,780 $ 1,663,794 Service revenues Device Solutions $ 2,089 $ 2,253 $ 6,415 $ 8,573 Networked Solutions 23,982 25,734 73,519 70,305 Outcomes 43,455 43,590 130,479 131,415 Total Company $ 69,526 $ 71,577 $ 210,413 $ 210,293 Total revenues Device Solutions $ 176,128 $ 213,349 $ 507,572 $ 652,827 Networked Solutions 306,659 356,221 971,984 1,048,564 Outcomes 57,397 54,904 168,637 172,696 Total Company $ 540,184 $ 624,474 $ 1,648,193 $ 1,874,087 Gross profit Device Solutions $ 20,528 $ 40,945 $ 64,843 $ 122,451 Networked Solutions 102,295 135,406 332,368 388,717 Outcomes 20,428 20,053 56,123 63,713 Total Company $ 143,251 $ 196,404 $ 453,334 $ 574,881 Operating income (loss) Device Solutions $ 11,017 $ 27,905 $ 28,095 $ 81,717 Networked Solutions 71,404 105,637 237,466 298,994 Outcomes 12,044 10,843 29,468 35,620 Corporate unallocated (118,445) (104,946) (338,026) (312,511) Total Company (23,980) 39,439 (42,997) 103,820 Total other income (expense) (13,063) (15,110) (35,020) (44,983) Income (loss) before income taxes $ (37,043) $ 24,329 $ (78,017) $ 58,837 Our corporate unallocated operating loss for the three and nine months ended September 30, 2020 includes a $57.3 million loss from the sale of our Latin American business. Refer to "Note 17: Sale of Business" for additional information on the transaction. For the three months ended September 30, 2020, no customer represented more than 10% of total company revenue. During the three months ended September 30, 2019, one customer represented 10% of total company revenues. For the nine months ended September 30, 2020 and 2019, one customer represented 11% of total company revenues. We currently buy a majority of our integrated circuit board assemblies from three suppliers. Management believes that other suppliers could provide similar products, but a change in suppliers, disputes with our suppliers, or unexpected constraints on the suppliers' production capacity could adversely affect operating results. Revenues by region were as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 United States and Canada $ 354,841 $ 405,973 $ 1,110,028 $ 1,221,448 Europe, Middle East, and Africa (EMEA) 156,810 157,159 431,593 495,715 Latin America and Asia Pacific (1) 28,533 61,342 106,572 156,924 Total Company $ 540,184 $ 624,474 $ 1,648,193 $ 1,874,087 (1) On June 25, 2020, Itron closed on the sale of its Latin American operations. We will continue to sell into the region through an exclusive distributor. Depreciation expense is allocated to the operating segments based upon each segment's use of the assets. All amortization expense is recognized within Corporate unallocated. Depreciation and amortization of intangible assets expense associated with our operating segments was as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Device Solutions $ 5,926 $ 6,373 $ 18,423 $ 19,155 Networked Solutions 4,377 3,077 12,447 9,530 Outcomes 1,327 1,408 4,132 3,995 Corporate unallocated 12,446 17,765 37,304 53,011 Total Company $ 24,076 $ 28,623 $ 72,306 $ 85,691 |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2020 | |
Revenues [Abstract] | |
Revenue Recognition | A summary of significant net changes in the contract assets and the contract liabilities balances during the period is as follows: In thousands Contract liabilities, less contract assets Beginning balance, January 1, 2020 $ 88,215 Revenues recognized from beginning contract liability (82,438) Increases due to amounts collected or due 252,212 Revenues recognized from current period increases (145,016) Other (5,054) Ending balance, September 30, 2020 $ 107,919 On January 1, 2020, total contract assets were $50.7 million and total contract liabilities were $138.9 million. On September 30, 2020, total contract assets were $50.4 million and total contract liabilities were $158.3 million. The contract assets primarily relate to contracts that include a retention clause and allocations related to contracts with multiple performance obligations. The contract liabilities primarily relate to deferred revenue, such as extended warranty and maintenance cost. Transaction price allocated to the remaining performance obligations Total transaction price allocated to remaining performance obligations represents committed but undelivered products and services for contracts and purchase orders at period end. Twelve-month remaining performance obligations represent the portion of total transaction price allocated to remaining performance obligations that we estimate will be recognized as revenue over the next 12 months. Total transaction price allocated to remaining performance obligations is not a complete measure of our future revenues as we also receive orders where the customer may have legal termination rights but are not likely to terminate. Total transaction price allocated to remaining performance obligations related to contracts is approximately $1.0 billion for the next twelve months and approximately $1.2 billion for periods longer than 12 months. The total remaining performance obligations consist of product and service components. The service component relates primarily to maintenance agreements for which customers pay a full year's maintenance in advance, and service revenues are generally recognized over the service period. Total transaction price allocated to remaining performance obligations also includes our extended warranty contracts, for which revenue is recognized over the warranty period, and hardware, which is recognized as units are delivered. The estimate of when remaining performance obligations will be recognized requires significant judgment. Cost to obtain a contract and cost to fulfill a contract with a customer Cost to obtain a contract and costs to fulfill a contract were capitalized and amortized using a systematic rational approach to align with the transfer of control of underlying contracts with customers. While amounts were capitalized, they are not material. Disaggregation of revenue Refer to "Note 15: Segment Information" and the Consolidated Statements of Operations for disclosure regarding the disaggregation of revenue into categories, which depict how revenue and cash flows are affected by economic factors. Specifically, our operating segments and geographical regions as disclosed, and categories for products, which include hardware and software and services, are presented. |
Sale of Business
Sale of Business | 9 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Sale of Business | Latin America Divestiture On June 25, 2020, we closed on the sale of five subsidiaries comprising our manufacturing and sales operations in Latin America to buyers led by Instalación Profesional y TecnologÃas del Centro S.A. de C.V., a Mexican company doing business as Accell in Brazil (Accell), through the execution of various definitive stock purchase agreements. The sale of these Latin America-based operations is part of our continued strategy to improve profitability and focus on growing our Networked Solutions and Outcomes businesses in Latin America and throughout the world. We retained the intellectual property rights to our products sold in Latin America. As part of the transaction, we entered into an intellectual property license agreement whereby Accell pays a royalty on certain products manufactured by Accell using licensed Company intellectual property. In addition, Accell serves as the exclusive distributor for our Device Solutions, Networked Solutions, and Outcomes products and services offerings in Latin America. Based on the sales price and the net assets of the five subsidiaries sold, we recognized a total loss of $57.3 million in the second and third quarters of 2020. The loss was primarily due to the recognition of $52.1 million in foreign currency translation losses accumulated since the acquisition of these subsidiaries in 2006 and 2007, and allocated goodwill of $3.0 million. Accell assumed all recognized liabilities, as well as all future liabilities, of the subsidiaries. We have provided no indemnification for any future losses that may be incurred. Following the close of the transaction, the terms of the agreement allow for adjustments to the $21.9 million working capital amount. Of the total sales price, $2.5 million was received at closing, and the majority of the remaining portion is due by December 31, 2020. Included in the net assets sold was $6.1 million in cash. This resulted in net outflow of cash at closing of $3.6 million. During the quarter ended September 30, 2020, we received $2.9 million of payments for the purchase price evidenced by a promissory note. The loss on sale of business was calculated as follows: In thousands Loss on sale of business Sales price $ 35,008 Net assets sold (including working capital) (36,198) Currency translation adjustment loss (52,074) Goodwill allocated (3,000) Legal fees (1,031) Total loss on sale of business $ (57,295) |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Financial Statement Preparation The consolidated financial statements presented in this Quarterly Report on Form 10-Q are unaudited and reflect entries necessary for the fair presentation of the Consolidated Statements of Operations and the Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2020 and 2019, Consolidated Statements of Equity for the three months ended September 30, 2020 and 2019, June 30, 2020 and 2019, and March 31, 2020 and 2019, the Consolidated Statements of Cash Flows for the nine months ended September 30, 2020 and 2019, and the Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019, of Itron, Inc. and its subsidiaries. All entries required for the fair presentation of the financial statements are of a normal recurring nature, except as disclosed. The results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the results expected for the full year or for any other period. Certain information and notes normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been partially or completely omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC) regarding interim results. These consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto for the fiscal year ended December 31, 2019 filed with the SEC in our Annual Report on Form 10-K on February 27, 2020 (2019 Annual Report). There have been no significant changes in financial statement preparation or significant accounting policies since December 31, 2019. |
Restricted Cash and Cash Equivalents | Restricted Cash and Cash Equivalents Cash and cash equivalents that are contractually restricted from operating use are classified as restricted cash and cash equivalents. |
Accounts Receivable | Accounts Receivable, net Accounts receivable are recognized for invoices issued to customers in accordance with our contractual arrangements. Interest and late payment fees are minimal. Unbilled receivables are recognized when revenues are recognized upon product shipment or service delivery and invoicing occurs at a later date. We recognize an allowance for doubtful accounts representing our estimate of the expected losses in accounts receivable at the date of the balance sheet based on our historical experience of bad debts, our specific review of outstanding receivables, and our review of current and expected economic conditions. Accounts receivable are written-off against the allowance when we believe an account, or a portion thereof, is no longer collectible. |
New Accounting Pronouncements | Recently Adopted Accounting Standards In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Subsequent to 2016-13 the FASB also issued codification improvements and transition relief in ASU 2019-04, ASU 2019-05, ASU 2019-11, ASU 2020-02, and ASU 2020-03, hereafter collectively referred to as Accounting Standards Codification (ASC) 326. ASC 326 replaces the incurred loss impairment methodology in previous GAAP with a methodology based on expected credit losses, which results in losses being recognized earlier. The estimate of expected credit losses uses a broader range of reasonable and supportable information. We adopted ASC 326 on January 1, 2020, and the impacts on our consolidated financial position, results of operations, and cash flows were immaterial. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement , which amended the disclosure requirements under ASC 820 . This update clarifies and unifies the disclosure of Level 3 fair value instruments. We adopted this standard on January 1, 2020, and it did not materially impact our consolidated financial statements. In August 2018, the FASB issued ASU 2018-14, Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans, which amends the disclosure requirements under ASC 715-20. This update clarifies annual disclosures for Defined Benefit Plans. We adopted this standard on January 1, 2020, and it did not materially impact our consolidated financial statements. Recent Accounting Standards Not Yet Adopted In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which modifies certain provisions of ASC 740, in an effort to reduce the complexity of accounting for income taxes. ASU 2019-12 is effective for us beginning with our interim financial reports for the first quarter of 2021. We are currently evaluating the effects and do not believe this standard will have a material impact on our consolidated financial position, results of operations, or cash flows. 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, |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Consolidated Balance Sheets that sum to the total of the same such amounts shown in the Consolidated Statements of Cash Flows: In thousands September 30, 2020 December 31, 2019 September 30, 2019 Cash and cash equivalents $ 586,167 $ 149,904 $ 140,938 Current restricted cash included in other current assets — — — Long-term restricted cash — — 762 Total cash, cash equivalents, and restricted cash $ 586,167 $ 149,904 $ 141,700 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings (loss) per share (EPS): Three Months Ended September 30, Nine Months Ended September 30, In thousands, except per share data 2020 2019 2020 2019 Net income (loss) available to common shareholders $ (25,357) $ 16,847 $ (79,475) $ 34,386 Weighted average common shares outstanding - Basic 40,337 39,478 40,199 39,508 Dilutive effect of stock-based awards — 425 — 376 Weighted average common shares outstanding - Diluted 40,337 39,903 40,199 39,884 Net income (loss) per common share - Basic $ (0.63) $ 0.43 $ (1.98) $ 0.87 Net income (loss) per common share - Diluted $ (0.63) $ 0.42 $ (1.98) $ 0.86 |
Certain Balance Sheet Compone_2
Certain Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Accounts Receivable, Net | A summary of accounts receivable from contracts with customers is as follows: Accounts receivable, net In thousands September 30, 2020 December 31, 2019 Trade receivables (net of allowance of $1,846 and $3,064) $ 314,183 $ 415,887 Unbilled receivables 72,737 57,038 Total accounts receivable, net $ 386,920 $ 472,925 |
Allowance for Credit Losses on Financing Receivables | Allowance for doubtful accounts activity Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Beginning balance $ 2,102 $ 4,360 $ 3,064 $ 6,331 Provision for (release of) doubtful accounts, net (21) (1) 318 (1,739) Accounts written-off (278) (468) (1,489) (740) Effect of change in exchange rates 43 (105) (47) (66) Ending balance $ 1,846 $ 3,786 $ 1,846 $ 3,786 |
Inventories | Inventories In thousands September 30, 2020 December 31, 2019 Raw materials $ 124,662 $ 120,861 Work in process 9,016 11,105 Finished goods 71,500 95,930 Total inventories $ 205,178 $ 227,896 |
Property, Plant, and Equipment, Net | Property, plant, and equipment, net In thousands September 30, 2020 December 31, 2019 Machinery and equipment $ 306,367 $ 323,003 Computers and software 113,639 109,924 Buildings, furniture, and improvements 151,795 149,471 Land 13,771 14,988 Construction in progress, including purchased equipment 33,661 54,490 Total cost 619,233 651,876 Accumulated depreciation (413,303) (418,648) Property, plant, and equipment, net $ 205,930 $ 233,228 |
Depreciation Expense | Depreciation expense Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Depreciation expense $ 12,893 $ 12,528 $ 38,818 $ 37,506 |
Intangible Assets and Liabili_2
Intangible Assets and Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Intangible Assets by Major Class | The gross carrying amount and accumulated amortization (accretion) of our intangible assets and liabilities, other than goodwill, were as follows: September 30, 2020 December 31, 2019 In thousands Gross Accumulated Net Gross Accumulated Net Intangible Assets Core-developed technology $ 509,222 $ (476,689) $ 32,533 $ 507,669 $ (458,109) $ 49,560 Customer contracts and relationships 372,539 (264,075) 108,464 381,288 (251,509) 129,779 Trademarks and trade names 77,864 (74,485) 3,379 78,837 (73,732) 5,105 Other 12,023 (11,511) 512 12,020 (11,367) 653 Total intangible assets $ 971,648 $ (826,760) $ 144,888 $ 979,814 $ (794,717) $ 185,097 Intangible Liabilities Customer contracts and relationships $ (23,900) $ 19,472 $ (4,428) $ (23,900) $ 13,450 $ (10,450) |
Summary of Intangible Asset Account Activity | A summary of intangible assets and liabilities activity is as follows: Nine Months Ended September 30, In thousands 2020 2019 Intangible Assets, gross beginning balance $ 979,814 $ 981,160 Intangibles disposed in sale of business (18,140) — Effect of change in exchange rates 9,974 (15,574) Intangible Assets, gross ending balance $ 971,648 $ 965,586 Intangible Liabilities, gross beginning balance $ (23,900) $ (23,900) Effect of change in exchange rates — — Intangible Liabilities, gross ending balance $ (23,900) $ (23,900) |
Schedule of Intangible Assets, Future Amortization Expense | Estimated future annual amortization (accretion) is as follows: Year Ending December 31, Amortization Accretion Estimated Annual Amortization, net In thousands 2020 (amount remaining at September 30, 2020) $ 13,252 $ (2,006) $ 11,246 2021 37,757 (1,963) 35,794 2022 27,368 (459) 26,909 2023 19,778 — 19,778 2024 15,605 — 15,605 Thereafter 31,128 — 31,128 Total intangible assets subject to amortization (accretion) $ 144,888 $ (4,428) $ 140,460 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill Excluding Non Goodwill Intangibles [Abstract] | |
Schedule of Goodwill | The following table reflects changes in the carrying amount of goodwill for the nine months ended September 30, 2020: In thousands Device Solutions Networked Solutions Outcomes Total Company Goodwill balance at January 1, 2020 $ 54,930 $ 908,088 $ 140,889 $ 1,103,907 Goodwill allocated to business sold (3,000) — — (3,000) Effect of change in exchange rates 574 11,277 1,753 13,604 Goodwill balance at September 30, 2020 $ 52,504 $ 919,365 $ 142,642 $ 1,114,511 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The components of our borrowings were as follows: In thousands September 30, 2020 December 31, 2019 Credit facility USD denominated term loan $ 550,156 $ 550,156 Multicurrency revolving line of credit 400,000 — Senior notes 400,000 400,000 Total debt 1,350,156 950,156 Less: current portion of debt 21,406 — Less: unamortized prepaid debt fees - term loan 3,017 3,661 Less: unamortized prepaid debt fees - senior notes 12,274 14,013 Long-term debt, net $ 1,313,459 $ 932,482 |
Schedule of Maturities of Long-term Debt | The amount of required minimum principal payments on our long-term debt in aggregate over the next five years is as follows: Year Ending December 31, Minimum Payments In thousands 2020 (amount remaining at September 30, 2020) $ — 2021 32,422 2022 44,063 2023 44,063 2024 829,608 Thereafter 400,000 Total minimum payments on debt $ 1,350,156 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The fair values of our derivative instruments were as follows: Fair Value Derivative Assets Balance Sheet Location September 30, 2020 December 31, 2019 Derivatives designated as hedging instruments under ASC 815-20 In thousands Interest rate swap contract Other current assets $ — $ 174 Interest rate cap contracts Other current assets — 1 Cross currency swap contract Other current assets 1,726 1,156 Cross currency swap contract Other long-term assets — 2,870 Derivatives not designated as hedging instruments under ASC 815-20 Foreign exchange forward contracts Other current assets 291 96 Total asset derivatives $ 2,017 $ 4,297 Derivative Liabilities Derivatives designated as hedging instruments under ASC 815-20 Interest rate swap contracts Other current liabilities $ 1,003 $ — Interest rate swap contracts Other long-term obligations 1,174 — Derivatives not designated as hedging instruments under ASC 815-20 Foreign exchange forward contracts Other current liabilities 365 162 Total liability derivatives $ 2,542 $ 162 |
Accumulated OCI for Derivative and Nonderivative Instruments Designated as Hedging Instruments, Net of Tax | The changes in accumulated other comprehensive income (loss) (AOCI), net of tax, for our derivative and nonderivative hedging instruments designated as hedging instruments, net of tax, were as follows: In thousands 2020 2019 Net unrealized loss on hedging instruments at January 1, $ (15,103) $ (13,179) Unrealized gain (loss) on hedging instruments (4,727) 4,995 Realized (gains) losses reclassified into net income (loss) 2,570 (5,799) Net unrealized loss on hedging instruments at September 30, $ (17,260) $ (13,983) |
Offsetting Assets | A summary of the effect of netting arrangements on our financial position related to the offsetting of our recognized derivative assets and liabilities under master netting arrangements or similar agreements is as follows: Offsetting of Derivative Assets Gross Amounts of Recognized Assets Presented in the Consolidated Balance Sheets Gross Amounts Not Offset in the Consolidated Balance Sheets In thousands Derivative Financial Instruments Cash Collateral Received Net Amount September 30, 2020 $ 2,017 $ (291) $ — $ 1,726 December 31, 2019 4,297 (56) — 4,241 |
Offsetting Liabilities | Offsetting of Derivative Liabilities Gross Amounts of Recognized Liabilities Presented in the Consolidated Balance Sheets Gross Amounts Not Offset in the Consolidated Balance Sheets In thousands Derivative Financial Instruments Cash Collateral Pledged Net Amount September 30, 2020 $ 2,542 $ (291) $ — $ 2,251 December 31, 2019 162 (56) — 106 |
Effect of Cash Flow Derivatives on the Balance Sheet and Income Statement, Before Tax | The before-tax effects of our accounting for derivative instruments designated as hedges on AOCI were as follows: Derivatives in ASC 815-20 Amount of Gain (Loss) Gain (Loss) Reclassified from Location Amount In thousands 2020 2019 2020 2019 Three Months Ended September 30, Interest rate swap contracts $ (302) $ 13 Interest expense $ (274) $ 359 Interest rate cap contracts — 356 Interest expense — 252 Foreign exchange options (252) 1,011 Product cost of revenues (450) 289 Cross currency swap contract (2,326) 2,703 Interest expense 88 387 Cross currency swap contract — — Other income/(expense), net (2,242) 2,168 Nine Months Ended September 30, Interest rate swap contract $ (2,818) $ (987) Interest expense $ (467) $ 1,278 Interest rate cap contracts 782 646 Interest expense 392 849 Foreign exchange options (1,221) 1,229 Product cost of revenues (612) 451 Cross currency swap contract (1,969) 4,126 Interest expense 537 1,297 Cross currency swap contract — — Other income/(expense), net (2,438) 2,453 |
Foreign Exchange Derivatives Not Designated As Hedging Instruments | The effect of our derivative instruments not designated as hedges on the Consolidated Statements of Operations was as follows: Derivatives Not Designated as Hedging Instrument under ASC 815-20 Location Gain (Loss) Recognized on Derivatives in Other Income (Expense) In thousands 2020 2019 Three Months Ended September 30, Foreign exchange forward contracts Other income (expense), net $ (1,646) $ (329) Nine Months Ended September 30, Foreign exchange forward contracts Other income (expense), net $ (1,056) $ (1,241) |
Defined Benefit Pension Plans (
Defined Benefit Pension Plans (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of Amounts Recognized in the Consolidated Balance Sheets | Amounts recognized on the Consolidated Balance Sheets consist of: In thousands September 30, 2020 December 31, 2019 Assets Plan assets in other long-term assets $ — $ 44 Liabilities Current portion of pension benefit obligation in wages and benefits payable 3,937 2,885 Long-term portion of pension benefit obligation 103,273 98,712 Pension benefit obligation, net $ 107,210 $ 101,553 |
Schedule of Net Periodic Pension Benefit Costs | Net periodic pension benefit cost for our plans include the following components: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Service cost $ 1,007 $ 868 $ 3,000 $ 2,839 Interest cost 434 564 1,364 1,719 Expected return on plan assets (85) (151) (365) (460) Amortization of prior service costs 17 16 49 49 Amortization of actuarial net loss 482 332 1,390 1,019 Settlement 286 250 286 250 Net periodic benefit cost $ 2,141 $ 1,879 $ 5,724 $ 5,416 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation Expense and Related Tax Benefit | Total stock-based compensation expense and the related tax benefit were as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Stock options $ 452 $ 389 $ 1,445 $ 1,413 Restricted stock units 4,399 6,734 18,575 19,178 Unrestricted stock awards 206 158 618 473 Phantom stock units 582 822 2,075 2,265 Total stock-based compensation $ 5,639 $ 8,103 $ 22,713 $ 23,329 Related tax benefit $ 1,070 $ 1,443 $ 4,257 $ 4,161 |
Employee Stock Options Activity | A summary of our stock option activity is as follows: Shares Weighted Weighted Average Aggregate Weighted (in thousands) (years) (in thousands) Outstanding, January 1, 2019 895 $ 47.93 6.2 $ 4,806 Granted 76 76.55 $ 26.20 Exercised (117) 40.10 2,745 Forfeited (8) 67.38 Expired (11) 66.24 Outstanding, September 30, 2019 835 $ 51.22 5.5 $ 19,190 Outstanding, January 1, 2020 458 $ 56.38 7.0 $ 12,641 Granted 80 84.38 $ 26.21 Exercised (49) 50.90 1,189 Forfeited (5) 83.80 Outstanding, September 30, 2020 484 $ 61.30 7.0 $ 3,816 Exercisable, September 30, 2020 319 $ 52.68 6.0 $ 3,764 |
Stock Options, Valuation Assumptions | The weighted average assumptions used to estimate the fair value of stock options granted and the resulting weighted average fair value are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Expected volatility 41.5 % 31.7 % 32.1 % 31.7 % Risk-free interest rate 0.3 % 1.7 % 1.3 % 1.7 % Expected term (years) 5.3 6.1 5.3 6.1 |
Restricted Stock Units Award Activity | The following table summarizes restricted stock unit activity: In thousands, except fair value Number of Weighted Aggregate Outstanding, January 1, 2019 817 Granted 334 $ 62.04 Released (1) (435) $ 26,852 Forfeited (53) Outstanding, September 30, 2019 663 Outstanding, January 1, 2020 684 $ 64.38 Granted 209 83.34 Released (1) (338) 65.01 $ 21,947 Forfeited (23) 69.12 Outstanding, September 30, 2020 532 71.45 Vested but not released, September 30, 2020 9 $ 549 (1) Shares released is presented gross of shares netted for employee payroll tax obligations. |
Restricted Stock Units, Valuation Assumptions | The weighted average assumptions used to estimate the fair value of performance-based restricted stock units granted with a service and market condition and the resulting weighted average fair value are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Expected volatility 52.6 % 33.4 % 38.2 % 31.4 % Risk-free interest rate 0.2 % 1.8 % 1.5 % 2.5 % Expected term (years) 2.3 2.5 1.8 1.6 Weighted average fair value $ 61.45 $ 72.18 $ 93.05 $ 61.25 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Unrecognized Tax Benefits Related To Uncertain Tax Positions | The net interest and penalties expense amounts recognized were as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Net interest and penalties expense $ (198) $ 324 $ 422 $ 583 Accrued interest and penalties recognized were as follows: In thousands September 30, 2020 December 31, 2019 Accrued interest $ 3,324 $ 2,849 Accrued penalties 1,579 1,681 Unrecognized tax benefits related to uncertain tax positions and the amount of unrecognized tax benefits that, if recognized, would affect our effective tax rate were as follows: In thousands September 30, 2020 December 31, 2019 Unrecognized tax benefits related to uncertain tax positions $ 125,743 $ 121,715 The amount of unrecognized tax benefits that, if recognized, would affect our effective tax rate 124,362 120,410 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Line of Credit Facilities | Our available lines of credit, outstanding standby LOCs, and bonds were as follows: In thousands September 30, 2020 December 31, 2019 Credit facility Multicurrency revolving line of credit $ 500,000 $ 500,000 Long-term borrowings (400,000) — Standby LOCs issued and outstanding (66,775) (41,072) Net available for additional borrowings under the multi-currency revolving line of credit $ 33,225 $ 458,928 Net available for additional standby LOCs under sub-facility $ 33,225 $ 258,928 Unsecured multicurrency revolving lines of credit with various financial institutions Multicurrency revolving lines of credit $ 103,357 $ 107,206 Standby LOCs issued and outstanding (24,021) (25,100) Short-term borrowings (559) (173) Net available for additional borrowings and LOCs $ 78,777 $ 81,933 Unsecured surety bonds in force $ 162,324 $ 136,004 |
Schedule of Warranty Accruals | A summary of the warranty accrual account activity is as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Beginning balance $ 44,757 $ 57,112 $ 53,242 $ 60,443 New product warranties 785 1,388 2,855 3,645 Other adjustments and expirations, net 1,643 4,603 5,436 12,533 Claims activity (5,044) (8,453) (19,349) (21,970) Effect of change in exchange rates 946 (768) 903 (769) Ending balance 43,087 53,882 43,087 53,882 Less: current portion of warranty 32,118 38,018 32,118 38,018 Long-term warranty $ 10,969 $ 15,864 $ 10,969 $ 15,864 |
Warranty Expense | Warranty expense was as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Total warranty expense $ 2,428 $ 5,991 $ 8,321 $ 13,957 |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
2020 Projects [Member] | |
Restructuring Project [Line Items] | |
Schedule of Restructuring Reserve by Type of Cost | The total expected restructuring costs, the restructuring costs recognized, and the remaining expected restructuring costs related to the 2020 Projects were as follows: In thousands Total Expected Costs at September 30, 2020 Costs Recognized in Prior Periods Cost Recognized During the Nine Months Ended September 30, 2020 Expected Remaining Costs to be Recognized at September 30, 2020 Employee severance costs $ 36,625 $ — $ 36,625 $ — Asset impairments & net loss (gain) on sale or disposal 7,240 — 7,240 — Other restructuring costs 16,508 — — 16,508 Total $ 60,373 $ — $ 43,865 $ 16,508 |
2018 Projects [Member] | |
Restructuring Project [Line Items] | |
Schedule of Restructuring Reserve by Type of Cost | The following table summarizes the activity within the restructuring related balance sheet accounts for the 2020 Projects and 2018 Projects during the nine months ended September 30, 2020: In thousands Accrued Employee Severance Asset Impairments & Net Loss (Gain) on Sale or Disposal Other Accrued Costs Total Beginning balance, January 1, 2020 $ 53,741 $ — $ 2,366 $ 56,107 Costs charged to expense 32,155 6,518 2,858 41,531 Cash (payments) receipts (10,180) 1,880 (2,629) (10,929) Net assets disposed and impaired — (8,398) — (8,398) Effect of change in exchange rates 1,358 — 12 1,370 Ending balance, September 30, 2020 $ 77,074 $ — $ 2,607 $ 79,681 |
Restructuring and Related Costs | The total expected restructuring costs, the restructuring costs recognized, and the remaining expected restructuring costs related to the 2018 Projects were as follows: In thousands Total Expected Costs at September 30, 2020 Costs Recognized in Prior Periods Cost Recognized During the Nine Months Ended September 30, 2020 Expected Remaining Costs to be Recognized at September 30, 2020 Employee severance costs $ 67,663 $ 72,133 $ (4,470) $ — Asset impairments & net loss (gain) on sale or disposal 3,120 3,842 (722) — Other restructuring costs 21,163 11,420 2,858 6,885 Total $ 91,946 $ 87,395 $ (2,334) $ 6,885 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The changes in the components of AOCI, net of tax, were as follows: In thousands Foreign Currency Translation Adjustments Net Unrealized Gain (Loss) on Derivative Instruments Net Unrealized Gain (Loss) on Nonderivative Instruments Pension Benefit Obligation Adjustments Accumulated Other Comprehensive Income (Loss) Balances at January 1, 2019 $ (157,489) $ 1,201 $ (14,380) $ (25,637) $ (196,305) OCI before reclassifications (13,544) 4,995 — 1,251 (7,298) Amounts reclassified from AOCI 2,443 (5,799) — (95) (3,451) Total other comprehensive income (loss) (11,101) (804) — 1,156 (10,749) Balances at September 30, 2019 $ (168,590) $ 397 $ (14,380) $ (24,481) $ (207,054) Balances at January 1, 2020 $ (157,999) $ (723) $ (14,380) $ (31,570) $ (204,672) OCI before reclassifications (147) (4,727) — (1,151) (6,025) Amounts reclassified from AOCI 52,074 2,570 — 2,040 56,684 Total other comprehensive income (loss) 51,927 (2,157) — 889 50,659 Balances at September 30, 2020 $ (106,072) $ (2,880) $ (14,380) $ (30,681) $ (154,013) |
Total Comprehensive Income (Loss) | The before-tax, income tax (provision) benefit, and net-of-tax amounts related to each component of OCI were as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Before-tax amount Foreign currency translation adjustment $ 15,521 $ (16,501) $ (387) $ (13,403) Foreign currency translation adjustment reclassified to net income on sale of business (14) 2,443 52,074 2,443 Net unrealized gain (loss) on derivative instruments, designated as cash flow hedges (2,887) 4,088 (5,228) 4,910 Net hedging (gain) loss reclassified to net income 2,879 (3,453) 2,588 (6,327) Net unrealized gain (loss) on defined benefit plans (893) 598 (812) 1,318 Net defined benefit plan (gain) loss reclassified to net income 499 (90) 1,439 (100) Total other comprehensive income (loss), before tax $ 15,105 $ (12,915) $ 49,674 $ (11,159) Tax (provision) benefit Foreign currency translation adjustment $ (1,533) $ 156 $ 240 $ (141) Foreign currency translation adjustment reclassified to net income on sale of business — — — — Net unrealized gain (loss) on derivative instruments, designated as cash flow hedges 74 (91) 501 85 Net hedging (gain) loss reclassified to net income (67) 151 (18) 528 Net unrealized gain (loss) on defined benefit plans (341) (10) (339) (67) Net defined benefit plan (gain) loss reclassified to net income 576 4 601 5 Total other comprehensive income (loss) tax benefit $ (1,291) $ 210 $ 985 $ 410 Net-of-tax amount Foreign currency translation adjustment $ 13,988 $ (16,345) $ (147) $ (13,544) Foreign currency translation adjustment reclassified to net income on sale of business (14) 2,443 52,074 2,443 Net unrealized gain (loss) on derivative instruments, designated as cash flow hedges (2,813) 3,997 (4,727) 4,995 Net hedging (gain) loss reclassified to net income 2,812 (3,302) 2,570 (5,799) Net unrealized gain (loss) on defined benefit plans (1,234) 588 (1,151) 1,251 Net defined benefit plan (gain) loss reclassified to net income 1,075 (86) 2,040 (95) Total other comprehensive income (loss), net of tax $ 13,814 $ (12,705) $ 50,659 $ (10,749) |
Fair Values of Financial Inst_2
Fair Values of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Values Of Financial Instruments by Balance Sheet Grouping | The fair values at September 30, 2020 and December 31, 2019 do not reflect subsequent changes in the economy, interest rates, tax rates, and other variables that may affect the determination of fair value. September 30, 2020 December 31, 2019 In thousands Carrying Fair Carrying Fair Credit facility USD denominated term loan $ 547,139 $ 533,223 $ 546,495 $ 550,135 Multicurrency revolving line of credit 400,000 386,086 — — Senior notes 387,726 410,000 385,987 416,500 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Revenues Gross Profit And Operating Income By Segment | Revenues, gross profit, and operating income associated with our operating segments were as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Product revenues Device Solutions $ 174,039 $ 211,096 $ 501,157 $ 644,254 Networked Solutions 282,677 330,487 898,465 978,259 Outcomes 13,942 11,314 38,158 41,281 Total Company $ 470,658 $ 552,897 $ 1,437,780 $ 1,663,794 Service revenues Device Solutions $ 2,089 $ 2,253 $ 6,415 $ 8,573 Networked Solutions 23,982 25,734 73,519 70,305 Outcomes 43,455 43,590 130,479 131,415 Total Company $ 69,526 $ 71,577 $ 210,413 $ 210,293 Total revenues Device Solutions $ 176,128 $ 213,349 $ 507,572 $ 652,827 Networked Solutions 306,659 356,221 971,984 1,048,564 Outcomes 57,397 54,904 168,637 172,696 Total Company $ 540,184 $ 624,474 $ 1,648,193 $ 1,874,087 Gross profit Device Solutions $ 20,528 $ 40,945 $ 64,843 $ 122,451 Networked Solutions 102,295 135,406 332,368 388,717 Outcomes 20,428 20,053 56,123 63,713 Total Company $ 143,251 $ 196,404 $ 453,334 $ 574,881 Operating income (loss) Device Solutions $ 11,017 $ 27,905 $ 28,095 $ 81,717 Networked Solutions 71,404 105,637 237,466 298,994 Outcomes 12,044 10,843 29,468 35,620 Corporate unallocated (118,445) (104,946) (338,026) (312,511) Total Company (23,980) 39,439 (42,997) 103,820 Total other income (expense) (13,063) (15,110) (35,020) (44,983) Income (loss) before income taxes $ (37,043) $ 24,329 $ (78,017) $ 58,837 |
Revenues By Region | Revenues by region were as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 United States and Canada $ 354,841 $ 405,973 $ 1,110,028 $ 1,221,448 Europe, Middle East, and Africa (EMEA) 156,810 157,159 431,593 495,715 Latin America and Asia Pacific (1) 28,533 61,342 106,572 156,924 Total Company $ 540,184 $ 624,474 $ 1,648,193 $ 1,874,087 (1) On June 25, 2020, Itron closed on the sale of its Latin American operations. We will continue to sell into the region through an exclusive distributor. |
Depreciation And Amortization Expense Associated With Segments | Depreciation and amortization of intangible assets expense associated with our operating segments was as follows: Three Months Ended September 30, Nine Months Ended September 30, In thousands 2020 2019 2020 2019 Device Solutions $ 5,926 $ 6,373 $ 18,423 $ 19,155 Networked Solutions 4,377 3,077 12,447 9,530 Outcomes 1,327 1,408 4,132 3,995 Corporate unallocated 12,446 17,765 37,304 53,011 Total Company $ 24,076 $ 28,623 $ 72,306 $ 85,691 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Revenues [Abstract] | |
Contract with Customer, Asset and Liability | A summary of significant net changes in the contract assets and the contract liabilities balances during the period is as follows: In thousands Contract liabilities, less contract assets Beginning balance, January 1, 2020 $ 88,215 Revenues recognized from beginning contract liability (82,438) Increases due to amounts collected or due 252,212 Revenues recognized from current period increases (145,016) Other (5,054) Ending balance, September 30, 2020 $ 107,919 |
Sale of Business (Tables)
Sale of Business (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The loss on sale of business was calculated as follows: In thousands Loss on sale of business Sales price $ 35,008 Net assets sold (including working capital) (36,198) Currency translation adjustment loss (52,074) Goodwill allocated (3,000) Legal fees (1,031) Total loss on sale of business $ (57,295) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Risks and uncertainties in entity's business | Risks and UncertaintiesThe COVID-19 pandemic has had global economic impacts including disrupting global supply chains and creating market volatility. The extent of the recent pandemic and its ongoing impact on our operations is volatile, but is being monitored closely by our management. We expect that certain of our customers’ projects and deployments may shift to 2021. At this time, we have not identified any significant decrease in long-term customer demand for our products and services. Nonetheless, a prolonged pandemic could adversely impact the efficiency and effectiveness of our organization, further impact our global supply chain network, result in delays or decreases in customer collections, reduce demand for our products and services, and inhibit our sales efforts, any of which could further materially impact our revenues, results of operations, cash flows and financial condition. |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies Cash, Cash Equivalent, and Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Cash and Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 586,167 | $ 149,904 | $ 140,938 | |
Current restricted cash included in other current assets | 0 | 0 | 0 | |
Long-term restricted cash | 0 | 0 | 762 | |
Total cash, cash equivalents, and restricted cash | $ 586,167 | $ 149,904 | $ 141,700 | $ 122,328 |
Computation of Basic and Dilute
Computation of Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Net income (loss) available to common shareholders | $ (25,357) | $ 16,847 | $ (79,475) | $ 34,386 |
Weighted average common shares outstanding - Basic (in shares) | 40,337 | 39,478 | 40,199 | 39,508 |
Dilutive effect of stock-based awards (in shares) | 0 | 425 | 0 | 376 |
Weighted average common shares outstanding - Diluted (in shares) | 40,337 | 39,903 | 40,199 | 39,884 |
Earnings (loss) per common share - Basic (in dollars per share) | $ (0.63) | $ 0.43 | $ (1.98) | $ 0.87 |
Earnings (loss) per common share - Diluted (in dollars per share) | $ (0.63) | $ 0.42 | $ (1.98) | $ 0.86 |
Earnings Per Share Stock-based
Earnings Per Share Stock-based Awards (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Stock-based awards excluded from diluted EPS calculation (antidilutive) (in shares) | 0.8 | 0.2 | 0.8 | 0.4 |
Certain Balance Sheet Compone_3
Certain Balance Sheet Components Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Accounts Receivable, after Allowance for Credit Loss, Current [Abstract] | ||
Trade receivables (net of allowance of $1,846 and $3,064) | $ 314,183 | $ 415,887 |
Unbilled receivables | 72,737 | 57,038 |
Total accounts receivable, net | $ 386,920 | $ 472,925 |
Certain Balance Sheet Compone_4
Certain Balance Sheet Components Summary of the Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Accounts Receivable, after Allowance for Credit Loss, Current [Abstract] | ||||
Beginning balance | $ 2,102 | $ 4,360 | $ 3,064 | $ 6,331 |
Provision for (release of) doubtful accounts, net | (21) | (1) | 318 | (1,739) |
Accounts written-off | (278) | (468) | (1,489) | (740) |
Effect of change in exchange rates | 43 | (105) | (47) | (66) |
Ending balance | $ 1,846 | $ 3,786 | $ 1,846 | $ 3,786 |
Certain Balance Sheet Compone_5
Certain Balance Sheet Components Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Inventory, Net [Abstract] | ||
Raw materials | $ 124,662 | $ 120,861 |
Work in process | 9,016 | 11,105 |
Finished goods | 71,500 | 95,930 |
Total inventories | $ 205,178 | $ 227,896 |
Certain Balance Sheet Compone_6
Certain Balance Sheet Components Property, Plant, and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment, Net [Abstract] | ||
Machinery and equipment | $ 306,367 | $ 323,003 |
Computers and software | 113,639 | 109,924 |
Buildings, furniture, and improvements | 151,795 | 149,471 |
Land | 13,771 | 14,988 |
Construction in progress, including purchased equipment | 33,661 | 54,490 |
Total cost | 619,233 | 651,876 |
Accumulated depreciation | (413,303) | (418,648) |
Property, plant, and equipment, net | $ 205,930 | $ 233,228 |
Certain Balance Sheet Compone_7
Certain Balance Sheet Components Depreciation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 12,893 | $ 12,528 | $ 38,818 | $ 37,506 |
Intangible Assets and Liabili_3
Intangible Assets and Liabilities Gross Carrying Amount and Accumulated Amortization (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Intangible Assets [Line Items] | ||||
Intangible assets, Accumulated (Amortization) Accretion | $ (826,760) | $ (794,717) | ||
Intangible assets, Net | 144,888 | |||
Intangible assets, Gross | 971,648 | 979,814 | $ 965,586 | $ 981,160 |
Intangible assets, Net | 144,888 | 185,097 | ||
Intangible liabilities, Gross | (23,900) | (23,900) | $ (23,900) | $ (23,900) |
Intangible liabilities, Accumulated (Amortization) Accretion | 19,472 | 13,450 | ||
Intangible liabilities, Net | (4,428) | (10,450) | ||
Core-developed technology [Member] | ||||
Intangible Assets [Line Items] | ||||
Intangible assets, Gross | 509,222 | 507,669 | ||
Intangible assets, Accumulated (Amortization) Accretion | (476,689) | (458,109) | ||
Intangible assets, Net | 32,533 | 49,560 | ||
Customer contracts and relationships [Member] | ||||
Intangible Assets [Line Items] | ||||
Intangible assets, Gross | 372,539 | 381,288 | ||
Intangible assets, Accumulated (Amortization) Accretion | (264,075) | (251,509) | ||
Intangible assets, Net | 108,464 | 129,779 | ||
Trademarks and trade names [Member] | ||||
Intangible Assets [Line Items] | ||||
Intangible assets, Gross | 77,864 | 78,837 | ||
Intangible assets, Accumulated (Amortization) Accretion | (74,485) | (73,732) | ||
Intangible assets, Net | 3,379 | 5,105 | ||
Other Intangible Assets [Member] | ||||
Intangible Assets [Line Items] | ||||
Intangible assets, Gross | 12,023 | 12,020 | ||
Intangible assets, Accumulated (Amortization) Accretion | (11,511) | (11,367) | ||
Intangible assets, Net | $ 512 | $ 653 |
Summary of Intangible Asset Acc
Summary of Intangible Asset Account Activity (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Total Intangible Assets [Abstract] | ||
Intangible Assets, gross beginning balance | $ 979,814 | $ 981,160 |
Intangibles disposed in sale of business | (18,140) | 0 |
Effect of change in exchange rates | 9,974 | (15,574) |
Intangible Assets, gross ending balance | 971,648 | 965,586 |
Intangible Liabilities, gross beginning balance | (23,900) | (23,900) |
Effect of change in exchange rates | 0 | 0 |
Intangible Liabilities, gross ending balance | $ (23,900) | $ (23,900) |
Intangible Assets and Liabili_4
Intangible Assets and Liabilities Estimated Future Annual Amortization Expense (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Intangible Assets [Abstract] | ||
2020 (amount remaining at September 30, 2020) | $ 13,252 | |
2021 | 37,757 | |
2022 | 27,368 | |
2023 | 19,778 | |
2024 | 15,605 | |
Thereafter | 31,128 | |
Total intangible assets subject to amortization (accretion) | 144,888 | |
2020 (amount remaining at September 30, 2020) | (2,006) | |
2021 | (1,963) | |
2022 | 459 | |
2023 | 0 | |
2024 | 0 | |
Thereafter | 0 | |
Intangible liabilities, Net | (4,428) | $ (10,450) |
2020 (amount remaining at September 30, 2020) | 11,246 | |
2021 | 35,794 | |
2022 | 26,909 | |
2023 | 19,778 | |
2024 | 15,605 | |
Thereafter | 31,128 | |
Total intangible assets (liabilities), net | $ 140,460 |
Intangible Assets and Liabili_5
Intangible Assets and Liabilities Intangible Assets Narrative (Details) $ in Millions | Jun. 25, 2020USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
Disposal Group, Including Discontinued Operation, Intangible Assets | $ 0.8 |
Schedule of Goodwill Allocated
Schedule of Goodwill Allocated to Reporting Segments (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, net, at beginning of period | $ 1,103,907 |
Effect of change in exchange rates | 13,604 |
Goodwill, Ending Balance | 1,114,511 |
Goodwill allocated to business sold | (3,000) |
Device Solutions [Member] | |
Goodwill [Roll Forward] | |
Goodwill, net, at beginning of period | 54,930 |
Effect of change in exchange rates | 574 |
Goodwill, Ending Balance | 52,504 |
Goodwill allocated to business sold | (3,000) |
Networked Solutions Segment [Member] | |
Goodwill [Roll Forward] | |
Goodwill, net, at beginning of period | 908,088 |
Effect of change in exchange rates | 11,277 |
Goodwill, Ending Balance | 919,365 |
Goodwill allocated to business sold | 0 |
Outcomes Segment [Member] | |
Goodwill [Roll Forward] | |
Goodwill, net, at beginning of period | 140,889 |
Effect of change in exchange rates | 1,753 |
Goodwill, Ending Balance | 142,642 |
Goodwill allocated to business sold | $ 0 |
Schedule of Debt (Details)
Schedule of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Mar. 25, 2020 | Dec. 31, 2019 | Jan. 19, 2018 | Dec. 22, 2017 |
Debt Instrument [Line Items] | |||||
Senior notes | $ 100,000 | $ 300,000 | |||
Total debt | $ 1,350,156 | ||||
Current portion of debt | 21,406 | $ 0 | |||
Long-term debt, net | 1,313,459 | 932,482 | |||
2020 (amount remaining at September 30, 2020) | 0 | ||||
2021 | 32,422 | ||||
2022 | 44,063 | ||||
2023 | 44,063 | ||||
2024 | 829,608 | ||||
Thereafter | 400,000 | ||||
Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Total debt | 1,350,156 | 950,156 | |||
Current portion of debt | 21,406 | 0 | |||
Long-term debt, net | 1,313,459 | 932,482 | |||
USD Denominated Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
USD denominated term loan | 550,156 | 550,156 | |||
Unamortized prepaid debt fees | 3,017 | 3,661 | |||
Line of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Multicurrency revolving line of credit | 400,000 | $ 400,000 | 0 | ||
Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Senior notes | 400,000 | 400,000 | |||
Unamortized prepaid debt fees | $ 12,274 | $ 14,013 |
Credit Facility Additional Info
Credit Facility Additional Information (Details) | Oct. 19, 2020USD ($) | Nov. 02, 2020USD ($) | Sep. 30, 2020USD ($) | Mar. 25, 2020USD ($) | Dec. 31, 2019USD ($) | Oct. 18, 2019USD ($) |
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 1,200,000,000 | |||||
Line of credit facility, maximum borrowing capacity | 500,000,000 | |||||
Swingline sub-facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | 50,000,000 | |||||
Line of credit facility, amount outstanding | $ 0 | |||||
USD Denominated Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | 650,000,000 | |||||
Line of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, amount outstanding | 400,000,000 | $ 400,000,000 | $ 0 | |||
Line of credit facility, remaining borrowing capacity | 33,225,000 | $ 458,928,000 | ||||
Line of Credit [Member] | Subsequent Event [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, fee amount | $ 1,400,000 | |||||
Repayments of lines of credit | $ 100,000,000 | |||||
Line of Credit [Member] | Subsequent Event [Member] | Fourth Quarter 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, debt covenant. required rate | 4.75 | |||||
Line of Credit [Member] | Subsequent Event [Member] | First Quarter 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, debt covenant. required rate | 4.50 | |||||
Standby Letters of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity | $ 300,000,000 | |||||
Letters of credit outstanding, amount | $ 66,800,000 | |||||
Secured Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, collateral | All obligations under the 2018 credit facility are guaranteed by Itron, Inc. and material U.S. domestic subsidiaries and are secured by a pledge of substantially all of the assets of Itron, Inc. and material U.S. domestic subsidiaries. This includes a pledge of 100% of the capital stock of material U.S. domestic subsidiaries and up to 66% of the voting stock (100% of the non-voting stock) of first-tier foreign subsidiaries. In addition, the obligations of any foreign subsidiary who is a foreign borrower, as defined by the 2018 credit facility, are guaranteed by the foreign subsidiary and by its direct and indirect foreign parents. | |||||
Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.15% | |||||
Applicable interest rate | 1.00% | |||||
Minimum [Member] | Line of Credit [Member] | Subsequent Event [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.15% | |||||
Applicable interest rate | 1.00% | |||||
Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | |||||
Applicable interest rate | 1.75% | |||||
Maximum [Member] | Line of Credit [Member] | Subsequent Event [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.30% | |||||
Applicable interest rate | 2.00% | |||||
London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Applicable interest rate | 1.65% | |||||
Debt instrument, description of variable rate basis | the LIBOR rate | |||||
Debt instrument, basis spread on variable rate | 1.50% | |||||
EURIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, description of variable rate basis | EURIBOR rate | |||||
Alternate base rate (1) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, description of variable rate basis | the prime rate | |||||
Alternate base rate (2) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, description of variable rate basis | the Federal Reserve effective rate | |||||
Fed Funds Effective Rate Overnight Index Swap Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 0.50% | |||||
Alternate base rate (3) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, description of variable rate basis | one-month LIBOR | |||||
Debt instrument, basis spread on variable rate | 1.00% | |||||
Alternate base rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, description of variable rate basis | Alternate Base Rate |
Debt Senior Note Additional Inf
Debt Senior Note Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | 36 Months Ended | 37 Months Ended | |||||
Jan. 14, 2023 | Jan. 14, 2022 | Jan. 15, 2026 | Jan. 14, 2021 | Sep. 30, 2020 | Dec. 31, 2019 | Jan. 19, 2018 | Dec. 22, 2017 | |
Senior Note Additional Information [Abstract] | ||||||||
Senior notes | $ 100,000 | $ 300,000 | ||||||
Senior Notes [Member] | ||||||||
Senior Note Additional Information [Abstract] | ||||||||
Senior notes | $ 400,000 | $ 400,000 | ||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, interest rate, stated percentage | 5.00% | |||||||
Forecast [Member] | Debt Instrument, Redemption, Period One [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, redemption price, percentage | 102.50% | |||||||
Forecast [Member] | Debt Instrument, Redemption, Period Two [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, redemption price, percentage | 101.25% | |||||||
Forecast [Member] | Debt Instrument, Redemption, Period Three [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, redemption price, percentage | 100.00% | |||||||
Forecast [Member] | Debt Instrument, Redemption, Period Four [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, redemption price, percentage | 105.00% | |||||||
Forecast [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, redemption price, percentage | 35.00% | |||||||
Forecast [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, redemption price, percentage | 65.00% |
Derivative and Nonderivative He
Derivative and Nonderivative Hedging Instrument Fair Value Disclosure (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Asset Derivatives [Abstract] | ||
Total asset derivatives | $ 2,017 | $ 4,297 |
Liability Derivatives [Abstract] | ||
Total liability derivatives | 2,542 | 162 |
Not Designated as Hedging Instrument [Member] | Other Current Assets [Member] | ||
Asset Derivatives [Abstract] | ||
Foreign currency derivative instruments not designated as hedging instruments, asset at fair value | 291 | 96 |
Not Designated as Hedging Instrument [Member] | Other Current Liabilities [Member] | ||
Liability Derivatives [Abstract] | ||
Foreign exchange forward contracts | 365 | 162 |
Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | Other Current Assets [Member] | ||
Asset Derivatives [Abstract] | ||
Interest rate derivative assets, at fair value | 0 | 174 |
Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | Other Current Liabilities [Member] | ||
Liability Derivatives [Abstract] | ||
Interest Rate Derivative Liabilities, at Fair Value | 1,003 | 0 |
Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | Other Noncurrent Liabilities | ||
Liability Derivatives [Abstract] | ||
Interest Rate Derivative Liabilities, at Fair Value | 1,174 | 0 |
Interest Rate Cap [Member] | Designated as Hedging Instrument [Member] | Other Current Assets [Member] | ||
Asset Derivatives [Abstract] | ||
Interest rate derivative assets, at fair value | 0 | 1 |
Currency Swap [Member] | Designated as Hedging Instrument [Member] | Other Current Assets [Member] | ||
Asset Derivatives [Abstract] | ||
Foreign currency fair value hedge asset at fair value | 1,726 | 1,156 |
Currency Swap [Member] | Designated as Hedging Instrument [Member] | Other Noncurrent Assets [Member] | ||
Asset Derivatives [Abstract] | ||
Foreign currency fair value hedge asset at fair value | $ 0 | $ 2,870 |
Activity of Hedging Instruments
Activity of Hedging Instruments in Accumulated OCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Net unrealized loss on hedging instruments at January 1, | $ (204,672) | |||
Unrealized gain (loss) on derivative instruments | $ (2,813) | $ 3,997 | (4,727) | $ 4,995 |
Realized losses reclassified into net income (loss) | 2,812 | (3,302) | 2,570 | (5,799) |
Net unrealized loss on hedging instruments at September 30, | (154,013) | (154,013) | ||
Accumulated Net Gain (Loss) from Derivative and Nonderivative Instruments Designated as Hedging Instruments [Member] | ||||
Net unrealized loss on hedging instruments at January 1, | (15,103) | (13,179) | ||
Net unrealized loss on hedging instruments at September 30, | $ (17,260) | $ (13,983) | $ (17,260) | $ (13,983) |
Offsetting of Derivative Assets
Offsetting of Derivative Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Total asset derivatives | $ 2,017 | $ 4,297 |
Derivative Financial Instruments Not Offset in the Consolidated Balance Sheets | (291) | (56) |
Cash Collateral Received Not Offset in the Consolidated Balance Sheets | 0 | 0 |
Derivative Asset, Fair Value, Amount Offset Against Collateral | $ 1,726 | $ 4,241 |
Offsetting of Derivative Liabil
Offsetting of Derivative Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative Liability, Fair Value, Gross Liability | $ 2,542 | $ 162 |
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | (291) | (56) |
Cash Collateral Pledged Not Offset in the Consolidated Balance Sheets | 0 | 0 |
Derivative Liability, Fair Value, Amount Offset Against Collateral | $ 2,251 | $ 106 |
Derivative Financial Instrume_3
Derivative Financial Instruments Narrative (Details) | Feb. 28, 2020USD ($) | Nov. 30, 2015USD ($) | Sep. 30, 2020USD ($)contracts | Jun. 30, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Apr. 30, 2018USD ($) | Dec. 31, 2016USD ($) | Oct. 31, 2015USD ($) |
Net unrealized loss on hedging instruments | $ 154,013,000 | $ 204,672,000 | |||||||
Total debt | 1,350,156,000 | ||||||||
Secured Debt [Member] | |||||||||
Total debt | 1,350,156,000 | $ 950,156,000 | |||||||
Net Unrealized Gain (Loss) on Nonderivative Instruments | |||||||||
Net unrealized loss on hedging instruments | $ 14,400,000 | $ 14,400,000 | |||||||
Number of Counterparties [Member] | |||||||||
Derivative counterparties | 4 | 5 | |||||||
Interest Rate Swap [Member] | |||||||||
Number of interest rate derivatives held | 1 | ||||||||
Derivative, notional amount | $ 240,000,000 | $ 214,000,000 | |||||||
Derivative, fixed interest rate | 0.617% | 1.42% | |||||||
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, net | $ 1,000,000 | ||||||||
Interest Rate Cap [Member] | |||||||||
Number of interest rate derivatives held | 3 | ||||||||
Derivative, notional amount | $ 100,000,000 | $ 100,000,000 | |||||||
Derivative purchase price | $ 1,700,000 | ||||||||
Derivative, cap interest rate | 2.00% | ||||||||
Currency Swap [Member] | |||||||||
Number of interest rate derivatives held | 1 | ||||||||
Derivative, notional amount | $ 56,000,000 | ||||||||
Derivative, fixed interest rate | 1.38% | ||||||||
Foreign currency cash flow hedge gain (loss) to be reclassified during next 12 months | $ 1,700,000 | ||||||||
Foreign Exchange Option [Member] | |||||||||
Derivative, notional amount | $ 96,000,000 | ||||||||
Derivative purchase price | $ 1,200,000 | ||||||||
Forward Contracts [Member] | |||||||||
Number of foreign exchange contracts | contracts | 43 | ||||||||
Foreign Exchange Contract [Member] | Not Designated as Hedging Instrument [Member] | Minimum [Member] | |||||||||
Derivative, notional amount | $ 102,000 | ||||||||
Foreign Exchange Contract [Member] | Not Designated as Hedging Instrument [Member] | Maximum [Member] | |||||||||
Derivative, notional amount | 26,400,000 | ||||||||
London Interbank Offered Rate (LIBOR) [Member] | Secured Debt [Member] | |||||||||
Total debt | $ 950,200,000 |
Effect of Cash Flow Derivatives
Effect of Cash Flow Derivatives on the Balance Sheet and Income Statement, Before Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Gain (Loss) Reclassified from AOCI into Income | $ (2,879) | $ 3,453 | $ (2,588) | $ 6,327 |
Interest Rate Swap [Member] | ||||
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | (302) | 13 | (2,818) | (987) |
Interest Rate Swap [Member] | Interest Expense [Member] | ||||
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Gain (Loss) Reclassified from AOCI into Income | (274) | 359 | (467) | 1,278 |
Interest Rate Cap [Member] | ||||
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | 0 | 356 | 782 | 646 |
Interest Rate Cap [Member] | Interest Expense [Member] | ||||
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Gain (Loss) Reclassified from AOCI into Income | 0 | 252 | 392 | 849 |
Foreign Exchange Option [Member] | ||||
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | (252) | 1,011 | (1,221) | 1,229 |
Foreign Exchange Option [Member] | Cost of Sales [Member] | ||||
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Gain (Loss) Reclassified from AOCI into Income | (450) | 289 | (612) | 451 |
Currency Swap 1 [Member] | ||||
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | (2,326) | 2,703 | (1,969) | 4,126 |
Currency Swap 2 [Member] | ||||
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Amount of Gain (Loss) Recognized in OCI on Derivative | 0 | 0 | 0 | 0 |
Currency Swap [Member] | Interest Expense [Member] | ||||
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Gain (Loss) Reclassified from AOCI into Income | 88 | 387 | 537 | 1,297 |
Currency Swap [Member] | Other Income (Expense) [Member] | ||||
Derivative Instruments Designated as Hedging Instruments [Abstract] | ||||
Gain (Loss) Reclassified from AOCI into Income | $ (2,242) | $ 2,168 | $ (2,438) | $ 2,453 |
Derivatives Not Designated as H
Derivatives Not Designated as Hedging Relationships (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Other Income (Expense) [Member] | ||||
Derivative Instruments Not Designated as Hedging Instruments [Abstract] | ||||
Foreign exchange forward contracts | $ (1,646) | $ (329) | $ (1,056) | $ (1,241) |
Schedule of Amounts Recognized
Schedule of Amounts Recognized in the Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Retirement Benefits [Abstract] | ||
Plan assets in other long-term assets | $ 0 | $ 44 |
Current portion of pension benefit obligation in wages and benefits payable | 3,937 | 2,885 |
Long-term portion of pension benefit obligation | 103,273 | 98,712 |
Pension benefit obligation, net | $ 107,210 | $ 101,553 |
Schedule of Net Periodic Pensio
Schedule of Net Periodic Pension Benefit Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Retirement Benefits [Abstract] | ||||
Service cost | $ 1,007 | $ 868 | $ 3,000 | $ 2,839 |
Interest cost | 434 | 564 | 1,364 | 1,719 |
Expected return on plan assets | (85) | (151) | (365) | (460) |
Amortization of prior service costs | 17 | 16 | 49 | 49 |
Amortization of actuarial net loss | 482 | 332 | 1,390 | 1,019 |
Settlement | 286 | 250 | 286 | 250 |
Net periodic benefit cost | $ 2,141 | $ 1,879 | $ 5,724 | $ 5,416 |
Stock-Based Compensation Expens
Stock-Based Compensation Expense and Related Tax Benefit (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock options | $ 452 | $ 389 | $ 1,445 | $ 1,413 |
Restricted stock units | 4,399 | 6,734 | 18,575 | 19,178 |
Unrestricted stock awards | 206 | 158 | 618 | 473 |
Total stock-based compensation | 5,639 | 8,103 | 22,713 | 23,329 |
Related tax benefit | 1,070 | 1,443 | 4,257 | 4,161 |
Phantom Share Units (PSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Phantom stock units | $ 582 | $ 822 | $ 2,075 | $ 2,265 |
Stock Option Summary (Details)
Stock Option Summary (Details) - Share-based Payment Arrangement, Option [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
[Line Items] | ||||
Outstanding, beginning balance (in shares) | 458 | 895 | 458 | 895 |
Outstanding, beginning balance, weighted average exercise price per share (in dollars per share) | $ 56.38 | $ 47.93 | $ 56.38 | $ 47.93 |
Outstanding, weighted average remaining contractual life | 7 years | 6 years 2 months 12 days | 7 years | 5 years 6 months |
Outstanding, beginning balance, aggregate intrinsic value | $ 12,641 | $ 4,806 | $ 12,641 | $ 4,806 |
Granted (in shares) | 80 | 76 | ||
Granted, weighted average exercise price (in dollars per share) | $ 84.38 | $ 76.55 | ||
Granted, weighted average grant date fair value | $ 26.21 | $ 26.20 | ||
Exercised (in shares) | (49) | (117) | ||
Exercised, weighted average exercise price (in dollars per share) | $ 50.90 | $ 40.10 | ||
Exercised, aggregate intrinsic value | $ 1,189 | $ 2,745 | ||
Forfeited (in share) | (5) | (8) | ||
Forfeited, weighted average grant date fair value (in dollars per share) | $ 83.80 | $ 67.38 | ||
Expired (in shares) | (11) | |||
Expired weighted average exercise price (in dollars per share) | $ 66.24 | |||
Outstanding, ending balance (in shares) | 484 | 835 | ||
Outstanding, ending balance, weighted average exercise price per share (in dollars per share) | $ 61.30 | $ 51.22 | ||
Outstanding, weighted average remaining contractual life | 7 years | 6 years 2 months 12 days | 7 years | 5 years 6 months |
Outstanding, ending balance, aggregate intrinsic value | $ 3,816 | $ 19,190 | ||
Exercisable (in shares) | 319 | |||
Exercisable, weighted average exercise price (in dollars per share) | $ 52.68 | |||
Exercisable, weighted average remaining contractual term | 6 years | |||
Exercisable, aggregate intrinsic value | $ 3,764 |
Stock Option Black Scholes Opti
Stock Option Black Scholes Option Pricing Model Assumptions (Details) - Share-based Payment Arrangement, Option [Member] | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis, Valuation Techniques [Line Items] | ||||
Expected volatility | 41.50% | 31.70% | 32.10% | 31.70% |
Risk-free interest rate | 0.30% | 1.70% | 1.30% | 1.70% |
Expected term (years) | 5 years 3 months 18 days | 6 years 1 month 6 days | 5 years 3 months 18 days | 6 years 1 month 6 days |
Stock-Based Compensation Restri
Stock-Based Compensation Restricted Stock Units Summary (Details) - Restricted Stock Units (RSUs) [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | ||
[Line Items] | |||||
Outstanding, beginning balance (in shares) | 684 | 817 | |||
Outstanding, beginning balance, weighted average grant date fair value (in dollars per share) | $ 64.38 | ||||
Granted (in shares) | 209 | 334 | |||
Granted, weighted average grant date fair value (in dollars per share) | $ 83.34 | $ 62.04 | |||
Forfeited (in shares) | (23) | (53) | |||
Forfeited, weighted average grant date fair value (in dollars per share) | $ 69.12 | ||||
Outstanding, ending balance (in shares) | 532 | 663 | 532 | 663 | |
Outstanding, ending balance, weighted average grant date fair value (in dollars per share) | $ 71.45 | $ 71.45 | |||
Vested and Released [Member] | |||||
[Line Items] | |||||
Released (in shares) | [1] | (338) | (435) | ||
Released, weighted average grant date fair value (in dollars per share) | $ 65.01 | ||||
Released, aggregate intrinsic value | $ 21,947 | $ 26,852 | |||
Vested but Not Released [Member] | |||||
[Line Items] | |||||
Released (in shares) | (9) | ||||
Released, aggregate intrinsic value | $ 549 | ||||
Long Term Performance Restricted Stock Award [Member] | |||||
[Line Items] | |||||
Granted, weighted average grant date fair value (in dollars per share) | $ 61.45 | $ 72.18 | $ 93.05 | $ 61.25 | |
[1] | (1) Shares released is presented gross of shares netted for employee payroll tax obligations. |
Stock-Based Compensation Long-T
Stock-Based Compensation Long-Term Performance Restricted Stock Unit Award Monte Carlo Pricing Model Assumptions (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted, weighted average grant date fair value (in dollars per share) | $ 83.34 | $ 62.04 | ||
Long Term Performance Restricted Stock Award [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 52.60% | 33.40% | 38.20% | 31.40% |
Risk-free interest rate | 0.20% | 1.80% | 1.50% | 2.50% |
Expected term (years) | 2 years 3 months 18 days | 2 years 6 months | 1 year 9 months 18 days | 1 year 7 months 6 days |
Granted, weighted average grant date fair value (in dollars per share) | $ 61.45 | $ 72.18 | $ 93.05 | $ 61.25 |
Stock-Based Compensation Narrat
Stock-Based Compensation Narrative (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($)shares | |
Share-based Payment Arrangement, Option [Member] | |
[Line Items] | |
Compensation cost not yet recognized | $ | $ 3 |
Unrecognized compensation expense, Expected weighted average period for recognition (years) | 2 years |
Restricted Stock Units (RSUs) [Member] | |
[Line Items] | |
Compensation cost not yet recognized | $ | $ 31.8 |
Unrecognized compensation expense, Expected weighted average period for recognition (years) | 1 year 9 months 18 days |
Employee Stock Purchase Plan [Member] | |
[Line Items] | |
Share-based compensation arrangement by share-based payment award, number of shares available for grant (in shares) | 190,736 |
Stock Incentive Plan [Member] | |
[Line Items] | |
Share-based compensation arrangement by share-based payment award, number of shares authorized (in shares) | 12,623,538 |
Share-based compensation arrangement by share-based payment award, number of shares available for grant (in shares) | 5,594,481 |
Reduction in stock options available for issue | 1 |
Authorized share reserve reduction in awards other than stock options or share appreciation rights available for issue, conversion ratio | 1.7 |
Income Tax Contingencies (Detai
Income Tax Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||||
Net interest and penalties expense | $ (198) | $ 324 | $ 422 | $ 583 | |
Accrued interest | 3,324 | 3,324 | $ 2,849 | ||
Accrued penalties | 1,579 | 1,579 | 1,681 | ||
Unrecognized tax benefits related to uncertain tax positions | 125,743 | 125,743 | 121,715 | ||
The amount of unrecognized tax benefits that, if recognized, would affect our effective tax rate | $ 124,362 | $ 124,362 | $ 120,410 |
Income Taxes Narrative (Details
Income Taxes Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Tax Examination [Line Items] | ||||
Effective income tax rate reconciliation, percent | 32.00% | 25.00% | 0.00% | 35.00% |
Effective income tax rate reconciliation, at federal statutory income tax rate, percent | 21.00% | 21.00% | 21.00% | 21.00% |
Income tax expense (benefit), continuing operations, adjustment of deferred tax asset | $ 10.1 |
Commitments and Contingencies A
Commitments and Contingencies Available Lines of Credit, Outstanding Standby Letter of Credits, and Bonds (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Mar. 25, 2020 | Dec. 31, 2019 | Oct. 18, 2019 |
Line of Credit Facility [Line Items] | ||||
Multicurrency revolving line of credit | $ 500,000 | |||
Net available for additional standby LOCs under sub-facility | $ 33,225 | $ 258,928 | ||
Credit Facility [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Multicurrency revolving line of credit | 500,000 | 500,000 | ||
Long-term Line of Credit | (400,000) | 0 | ||
Letters of Credit Outstanding, Amount | (66,775) | (41,072) | ||
Unsecured Multicurrency Revolving Lines of Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Multicurrency revolving line of credit | 103,357 | 107,206 | ||
Letters of Credit Outstanding, Amount | (24,021) | (25,100) | ||
Short-term borrowings | (559) | (173) | ||
Line of Credit Facility, Remaining Borrowing Capacity | 78,777 | 81,933 | ||
Surety Bond [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Unsecured surety bonds in force | 162,324 | 136,004 | ||
Line of Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Line of Credit | (400,000) | $ (400,000) | 0 | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 33,225 | $ 458,928 |
Commitments and Contingencies W
Commitments and Contingencies Warranty Account Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Beginning balance | $ 44,757 | $ 57,112 | $ 53,242 | $ 60,443 |
New product warranties | 785 | 1,388 | 2,855 | 3,645 |
Other changes/adjustments to warranties | 1,643 | 4,603 | 5,436 | 12,533 |
Claims activity | (5,044) | (8,453) | (19,349) | (21,970) |
Effect of change in exchange rates | 946 | (768) | 903 | (769) |
Ending balance | 43,087 | 53,882 | 43,087 | 53,882 |
Less: current portion of warranty | 32,118 | 38,018 | 32,118 | 38,018 |
Long-term warranty | $ 10,969 | $ 15,864 | $ 10,969 | $ 15,864 |
Commitments and Contingencies_2
Commitments and Contingencies Warranty Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Total warranty expense | $ 2,428 | $ 5,991 | $ 8,321 | $ 13,957 |
Restructuring Additional Inform
Restructuring Additional Information (Details) - USD ($) $ in Thousands | Sep. 17, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring | $ 44,462 | $ 6,592 | $ 41,531 | $ 7,685 | ||
Restructuring reserve, current | 24,600 | 24,600 | $ 18,900 | |||
Restructuring reserve, noncurrent | 55,100 | 55,100 | $ 37,200 | |||
2020 Projects [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and related cost, expected cost | $ 60,373 | 60,373 | ||||
Restructuring | $ 43,900 | $ 43,865 | ||||
2020 Projects [Member] | Minimum [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and related cost, expected cost | 55,000 | |||||
Restructuring reserve, expected cash settlements | 35,000 | |||||
2020 Projects [Member] | Maximum [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and related cost, expected cost | 65,000 | |||||
Restructuring reserve, expected cash settlements | $ 45,000 |
Restructuring Expected Costs -
Restructuring Expected Costs - 2020 Projects (Details) - USD ($) $ in Thousands | Sep. 17, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring | $ 44,462 | $ 6,592 | $ 41,531 | $ 7,685 | ||
2020 Projects [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and related cost, expected cost | 60,373 | 60,373 | ||||
Restructuring and Related Cost, Cost Incurred to Date | $ 0 | |||||
Restructuring | $ 43,900 | 43,865 | ||||
Restructuring and Related Cost, Expected Cost Remaining | 16,508 | 16,508 | ||||
Employee Severance [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring | 32,155 | |||||
Employee Severance [Member] | 2020 Projects [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and related cost, expected cost | 36,625 | 36,625 | ||||
Restructuring and Related Cost, Cost Incurred to Date | 0 | |||||
Restructuring | 36,625 | |||||
Restructuring and Related Cost, Expected Cost Remaining | 0 | 0 | ||||
Asset Impairment and Net (Gain) Loss on Sale or Disposal [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring | 6,518 | |||||
Asset Impairment and Net (Gain) Loss on Sale or Disposal [Member] | 2020 Projects [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and related cost, expected cost | 7,240 | 7,240 | ||||
Restructuring and Related Cost, Cost Incurred to Date | 0 | |||||
Restructuring | 7,240 | |||||
Restructuring and Related Cost, Expected Cost Remaining | 0 | 0 | ||||
Other Restructuring [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring | 2,858 | |||||
Other Restructuring [Member] | 2020 Projects [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and related cost, expected cost | 16,508 | 16,508 | ||||
Restructuring and Related Cost, Cost Incurred to Date | $ 0 | |||||
Restructuring | 0 | |||||
Restructuring and Related Cost, Expected Cost Remaining | $ 16,508 | $ 16,508 |
Restructuring Expected Costs _2
Restructuring Expected Costs - 2018 Projects (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring | $ 44,462 | $ 6,592 | $ 41,531 | $ 7,685 | |
2018 Projects [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related cost, expected cost | 91,946 | 91,946 | |||
Restructuring and Related Cost, Cost Incurred to Date | $ 87,395 | ||||
Restructuring | (2,334) | ||||
Restructuring and Related Cost, Expected Cost Remaining | 6,885 | 6,885 | |||
Employee Severance [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring | 32,155 | ||||
Employee Severance [Member] | 2018 Projects [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related cost, expected cost | 67,663 | 67,663 | |||
Restructuring and Related Cost, Cost Incurred to Date | 72,133 | ||||
Restructuring | (4,470) | ||||
Restructuring and Related Cost, Expected Cost Remaining | 0 | 0 | |||
Asset Impairment and Net (Gain) Loss on Sale or Disposal [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring | 6,518 | ||||
Asset Impairment and Net (Gain) Loss on Sale or Disposal [Member] | 2018 Projects [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related cost, expected cost | 3,120 | 3,120 | |||
Restructuring and Related Cost, Cost Incurred to Date | 3,842 | ||||
Restructuring | (722) | ||||
Restructuring and Related Cost, Expected Cost Remaining | 0 | 0 | |||
Other Restructuring [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring | 2,858 | ||||
Other Restructuring [Member] | 2018 Projects [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related cost, expected cost | 21,163 | 21,163 | |||
Restructuring and Related Cost, Cost Incurred to Date | $ 11,420 | ||||
Restructuring | 2,858 | ||||
Restructuring and Related Cost, Expected Cost Remaining | $ 6,885 | $ 6,885 |
Restructuring Related Balance S
Restructuring Related Balance Sheet Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||
Beginning balance, January 1, 2020 | $ 56,107 | |||
Costs charged to expense | $ 44,462 | $ 6,592 | 41,531 | $ 7,685 |
Cash (payments) receipts | (10,929) | |||
Net assets disposed and impaired | (8,398) | |||
Effect of change in exchange rates | 1,370 | |||
Ending balance, September 30, 2020 | 79,681 | 79,681 | ||
Accrued Employee Severance [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Beginning balance, January 1, 2020 | 53,741 | |||
Costs charged to expense | 32,155 | |||
Cash (payments) receipts | (10,180) | |||
Net assets disposed and impaired | 0 | |||
Effect of change in exchange rates | 1,358 | |||
Ending balance, September 30, 2020 | 77,074 | 77,074 | ||
Asset Impairment and Net (Gain) Loss on Sale or Disposal [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Beginning balance, January 1, 2020 | 0 | |||
Costs charged to expense | 6,518 | |||
Cash (payments) receipts | 1,880 | |||
Net assets disposed and impaired | (8,398) | |||
Effect of change in exchange rates | 0 | |||
Ending balance, September 30, 2020 | 0 | 0 | ||
Other Accrued Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Beginning balance, January 1, 2020 | 2,366 | |||
Costs charged to expense | 2,858 | |||
Cash (payments) receipts | (2,629) | |||
Net assets disposed and impaired | 0 | |||
Effect of change in exchange rates | 12 | |||
Ending balance, September 30, 2020 | $ 2,607 | $ 2,607 |
Shareholders' Equity Preferred
Shareholders' Equity Preferred Stock (Details) - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 |
Equity [Abstract] | ||
Preferred stock, shares authorized (in share) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Preferred stock, no par value (in dollars per share) | $ 0 | $ 0 |
Shareholders' Equity Other Comp
Shareholders' Equity Other Comprehensive Income (Loss) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Before-tax amount [Abstract] | |||||
Foreign currency translation adjustment | $ 15,521,000 | $ (16,501,000) | $ (387,000) | $ (13,403,000) | |
Net unrealized gain (loss) on derivative instruments, designated as cash flow hedges | (2,887,000) | 4,088,000 | (5,228,000) | 4,910,000 | |
Net hedging (gain) loss reclassified to net income | 2,879,000 | (3,453,000) | 2,588,000 | (6,327,000) | |
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment and Tax | (893,000) | 598,000 | (812,000) | 1,318,000 | |
Net defined benefit plan (gain) loss reclassified to net income | 499,000 | (90,000) | 1,439,000 | (100,000) | |
Total other comprehensive income (loss), before tax | 15,105,000 | (12,915,000) | 49,674,000 | (11,159,000) | |
Tax (provision) benefit [Abstract] | |||||
Foreign currency translation adjustment | (1,533,000) | 156,000 | 240,000 | (141,000) | |
Net unrealized gain (loss) on derivative instruments, designated as cash flow hedges | 74,000 | (91,000) | 501,000 | 85,000 | |
Net hedging (gain) loss reclassified to net income | (67,000) | 151,000 | (18,000) | 528,000 | |
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, Tax | (341,000) | (10,000) | (339,000) | (67,000) | |
Net defined benefit plan (gain) loss reclassified to net income | 576,000 | 4,000 | 601,000 | 5,000 | |
Total other comprehensive income (loss) tax benefit | (1,291,000) | 210,000 | 985,000 | 410,000 | |
Net-of-tax amount [Abstract] | |||||
Foreign currency translation adjustment | 13,988,000 | (16,345,000) | (147,000) | (13,544,000) | |
Net unrealized gain (loss) on derivative instruments, designated as cash flow hedges | (2,813,000) | 3,997,000 | (4,727,000) | 4,995,000 | |
Net hedging (gain) loss reclassified to net income | 2,812,000 | (3,302,000) | 2,570,000 | (5,799,000) | |
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, after Tax | (1,234,000) | 588,000 | (1,151,000) | 1,251,000 | |
Net defined benefit plan (gain) loss reclassified to net income | 1,075,000 | (86,000) | 2,040,000 | (95,000) | |
Total other comprehensive income (loss), net of tax | 13,814,000 | (12,705,000) | 50,659,000 | (10,749,000) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 13,814,000 | (12,705,000) | 50,659,000 | (10,749,000) | |
Accumulated Other Comprehensive Income (Loss), Net of Tax | (154,013,000) | (154,013,000) | $ (204,672,000) | ||
OCI before reclassifications | (6,025,000) | (7,298,000) | |||
Foreign currency translation adjustment reclassified to net income on sale of business | (14,000) | 2,443,000 | 52,074,000 | 2,443,000 | |
Foreign currency translation adjustment reclassified to net income on sale of business | 0 | 0 | 0 | 0 | |
Foreign Currency Translation Adjustments | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
OCI before reclassifications | (147,000) | (13,544,000) | |||
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
OCI before reclassifications | (4,727,000) | 4,995,000 | |||
Net Unrealized Gain (Loss) on Nonderivative Instruments | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ (14,400,000) | $ (14,400,000) | (14,400,000) | (14,400,000) | |
OCI before reclassifications | 0 | 0 | |||
Pension Benefit Obligation Adjustments | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||
OCI before reclassifications | $ (1,151,000) | $ 1,251,000 |
Shareholders' Equity Accumulate
Shareholders' Equity Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||
Beginning balance | $ 802,869 | $ 795,495 | $ 800,815 | $ 746,599 | $ 732,031 | $ 734,048 | $ 800,815 | $ 734,048 |
OCI before reclassifications | (6,025) | (7,298) | ||||||
Amounts reclassified from AOCI | 56,684 | (3,451) | ||||||
Total other comprehensive income (loss), net of tax | 13,814 | 62,056 | (25,211) | (12,705) | 3,736 | (1,780) | 50,659 | (10,749) |
Ending balance | 797,265 | 802,869 | 795,495 | 761,916 | 746,599 | 732,031 | 797,265 | 761,916 |
Parent [Member] | ||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||
Beginning balance | 777,799 | 770,740 | 776,538 | 723,302 | 709,405 | 712,663 | 776,538 | 712,663 |
Total other comprehensive income (loss), net of tax | 13,814 | 62,056 | (25,211) | (12,705) | 3,736 | (1,780) | ||
Ending balance | 771,896 | $ 777,799 | 770,740 | 737,289 | $ 723,302 | 709,405 | 771,896 | 737,289 |
Foreign Currency Translation Adjustments | ||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||
Beginning balance | (157,999) | (157,489) | (157,999) | (157,489) | ||||
OCI before reclassifications | (147) | (13,544) | ||||||
Amounts reclassified from AOCI | 52,074 | 2,443 | ||||||
Total other comprehensive income (loss), net of tax | 51,927 | (11,101) | ||||||
Ending balance | (106,072) | (168,590) | (106,072) | (168,590) | ||||
Net Unrealized Gain (Loss) on Derivative Instruments | ||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||
Beginning balance | (723) | 1,201 | (723) | 1,201 | ||||
OCI before reclassifications | (4,727) | 4,995 | ||||||
Amounts reclassified from AOCI | 2,570 | (5,799) | ||||||
Total other comprehensive income (loss), net of tax | (2,157) | (804) | ||||||
Ending balance | (2,880) | 397 | (2,880) | 397 | ||||
Net Unrealized Gain (Loss) on Nonderivative Instruments | ||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||
Beginning balance | (14,380) | (14,380) | (14,380) | (14,380) | ||||
OCI before reclassifications | 0 | 0 | ||||||
Amounts reclassified from AOCI | 0 | 0 | ||||||
Total other comprehensive income (loss), net of tax | 0 | 0 | ||||||
Ending balance | (14,380) | (14,380) | (14,380) | (14,380) | ||||
Pension Benefit Obligation Adjustments | ||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||
Beginning balance | (31,570) | (25,637) | (31,570) | (25,637) | ||||
OCI before reclassifications | (1,151) | 1,251 | ||||||
Amounts reclassified from AOCI | 2,040 | (95) | ||||||
Total other comprehensive income (loss), net of tax | 889 | 1,156 | ||||||
Ending balance | (30,681) | (24,481) | (30,681) | (24,481) | ||||
Accumulated Other Comprehensive Income (Loss) | ||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||
Beginning balance | $ (204,672) | $ (196,305) | (204,672) | (196,305) | ||||
Ending balance | $ (154,013) | $ (207,054) | $ (154,013) | $ (207,054) |
Shareholders' Equity Stock Repu
Shareholders' Equity Stock Repurchase Authorization (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2019 | Mar. 14, 2019 | |
Stock Repurchase Authorization [Abstract] | ||||
Stock repurchase program, authorized amount | $ 50,000 | |||
Stock repurchased during period (in shares) | 529,396 | |||
Stock repurchased, average cost per share (in dollars per share) | $ 47.22 | |||
Stock repurchased during period, value | $ 17,186 | $ 7,814 | $ 25,000 |
Schedule of Fair Values of Fina
Schedule of Fair Values of Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Mar. 25, 2020 | Dec. 31, 2019 | Jan. 19, 2018 | Dec. 22, 2017 |
Liabilities | |||||
Senior notes | $ 100,000 | $ 300,000 | |||
USD Denominated Term Loan [Member] | |||||
Liabilities | |||||
USD denominated term loan | $ 550,156 | $ 550,156 | |||
Line of Credit [Member] | |||||
Liabilities | |||||
Multicurrency revolving line of credit | 400,000 | $ 400,000 | 0 | ||
Reported Value Measurement [Member] | |||||
Liabilities | |||||
Senior notes | 387,726 | 385,987 | |||
Reported Value Measurement [Member] | USD Denominated Term Loan [Member] | |||||
Liabilities | |||||
USD denominated term loan | 547,139 | 546,495 | |||
Reported Value Measurement [Member] | Line of Credit [Member] | |||||
Liabilities | |||||
Multicurrency revolving line of credit | 400,000 | 0 | |||
Estimate of Fair Value Measurement [Member] | |||||
Liabilities | |||||
Senior notes | 410,000 | 416,500 | |||
Estimate of Fair Value Measurement [Member] | USD Denominated Term Loan [Member] | |||||
Liabilities | |||||
USD denominated term loan, fair value | 533,223 | 550,135 | |||
Estimate of Fair Value Measurement [Member] | Line of Credit [Member] | |||||
Liabilities | |||||
Multicurrency revolving line of credit, fair value | $ 386,086 | $ 0 |
Segment Information Narrative (
Segment Information Narrative (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenue, Major Customer [Line Items] | ||||
Number of reportable segments | 3 | |||
Concentration risk, supplier | We currently buy a majority of our integrated circuit board assemblies from three suppliers. Management believes that other suppliers could provide similar products, but a change in suppliers, disputes with our suppliers, or unexpected constraints on the suppliers' production capacity could adversely affect operating results. | |||
Sales [Member] | Customer A [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration Risk, Percentage | 0.00% | 10.00% | 11.00% | 11.00% |
Information By Segment (Details
Information By Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 540,184 | $ 624,474 | $ 1,648,193 | $ 1,874,087 |
Gross profit | 143,251 | 196,404 | 453,334 | 574,881 |
Operating income (loss) | (23,980) | 39,439 | (42,997) | 103,820 |
Total other income (expense) | (13,063) | (15,110) | (35,020) | (44,983) |
Income (loss) before income taxes | (37,043) | 24,329 | (78,017) | 58,837 |
Device Solutions [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 176,128 | 213,349 | 507,572 | 652,827 |
Gross profit | 20,528 | 40,945 | 64,843 | 122,451 |
Operating income (loss) | 11,017 | 27,905 | 28,095 | 81,717 |
Networked Solutions Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 306,659 | 356,221 | 971,984 | 1,048,564 |
Gross profit | 102,295 | 135,406 | 332,368 | 388,717 |
Operating income (loss) | 71,404 | 105,637 | 237,466 | 298,994 |
Outcomes Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 57,397 | 54,904 | 168,637 | 172,696 |
Gross profit | 20,428 | 20,053 | 56,123 | 63,713 |
Operating income (loss) | 12,044 | 10,843 | 29,468 | 35,620 |
Corporate Unallocated [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | (118,445) | (104,946) | (338,026) | (312,511) |
Product [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 470,658 | 552,897 | 1,437,780 | 1,663,794 |
Product [Member] | Device Solutions [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 174,039 | 211,096 | 501,157 | 644,254 |
Product [Member] | Networked Solutions Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 282,677 | 330,487 | 898,465 | 978,259 |
Product [Member] | Outcomes Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 13,942 | 11,314 | 38,158 | 41,281 |
Service [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 69,526 | 71,577 | 210,413 | 210,293 |
Service [Member] | Device Solutions [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 2,089 | 2,253 | 6,415 | 8,573 |
Service [Member] | Networked Solutions Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 23,982 | 25,734 | 73,519 | 70,305 |
Service [Member] | Outcomes Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 43,455 | $ 43,590 | $ 130,479 | $ 131,415 |
Segment Information Revenues By
Segment Information Revenues By Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenues from External Customers [Line Items] | ||||
Revenues | $ 540,184 | $ 624,474 | $ 1,648,193 | $ 1,874,087 |
United States and Canada [Member] | ||||
Revenues from External Customers [Line Items] | ||||
Revenues | 354,841 | 405,973 | 1,110,028 | 1,221,448 |
Europe, Middle East, and Africa [Member] | ||||
Revenues from External Customers [Line Items] | ||||
Revenues | 156,810 | 157,159 | 431,593 | 495,715 |
Other [Member] | ||||
Revenues from External Customers [Line Items] | ||||
Revenues | $ 28,533 | $ 61,342 | $ 106,572 | $ 156,924 |
Depreciation and Amortization,
Depreciation and Amortization, by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | $ 24,076 | $ 28,623 | $ 72,306 | $ 85,691 |
Device Solutions [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | 5,926 | 6,373 | 18,423 | 19,155 |
Networked Solutions Segment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | 4,377 | 3,077 | 12,447 | 9,530 |
Outcomes Segment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | 1,327 | 1,408 | 4,132 | 3,995 |
Corporate Unallocated [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization | $ 12,446 | $ 17,765 | $ 37,304 | $ 53,011 |
Revenue Recognition Revenue Con
Revenue Recognition Revenue Contract Assets and Liabilities Rollforward (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Revenue Recognition and Deferred Revenue [Abstract] | |
Beginning balance, January 1, 2020 | $ 88,215 |
Revenues recognized from beginning contract liability | (82,438) |
Increases due to amounts collected or due | 252,212 |
Revenues recognized from current period increases | (145,016) |
Other | (5,054) |
Ending balance, September 30, 2020 | $ 107,919 |
Revenue Recognition Narrative (
Revenue Recognition Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Dec. 31, 2019 |
Revenue Recognition and Deferred Revenue [Abstract] | ||
Contract with customer, asset, gross | $ 50.4 | $ 50.7 |
Contract with customer, liability | $ 158.3 | $ 138.9 |
Revenue Recognition Remaing Per
Revenue Recognition Remaing Performance Obligation (Details) $ in Millions | Sep. 30, 2020USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 1,200 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 1,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 6 years |
Sale of Business - Narrative (D
Sale of Business - Narrative (Details) | Jun. 25, 2020USD ($)numberOfSubsidiaries | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Currency translation adjustment loss | $ (14,000) | $ 2,443,000 | $ 52,074,000 | $ 2,443,000 | |
Discontinued Operations, Disposed of by Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of subsidiaries sold | numberOfSubsidiaries | 5 | ||||
Disposal Group, Not Discontinued Operation, Loss (Gain) on Write-down | $ 57,300,000 | ||||
Currency translation adjustment loss | (52,074,000) | ||||
Goodwill allocated | 3,000,000 | ||||
Portion of sales price received on closing | 2,500,000 | ||||
Cash included in net assets sold | 6,100,000 | ||||
Cash outflow at closing | 3,600,000 | ||||
Payments received from disposal | $ 2,900,000 | ||||
Disposal Group, Including Discontinued Operation, Working Capital | $ 21,900,000 |
Sale of Business - Loss on Sale
Sale of Business - Loss on Sale of Business (Details) - USD ($) | Jun. 25, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Currency translation adjustment loss | $ (14,000) | $ 2,443,000 | $ 52,074,000 | $ 2,443,000 | |
Discontinued Operations, Disposed of by Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Sales price | $ 35,008,000 | ||||
Net assets sold (including working capital) | (36,198,000) | ||||
Currency translation adjustment loss | (52,074,000) | ||||
Goodwill allocated | (3,000,000) | ||||
Legal fees | (1,031,000) | ||||
Total loss on sale of business | $ (57,295,000) |