Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2018 | Nov. 02, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,019 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | IIVI | |
Entity Registrant Name | II-VI INC | |
Entity Central Index Key | 820,318 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 63,582,797 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Current Assets | ||
Cash and cash equivalents | $ 271,343 | $ 247,038 |
Accounts receivable - less allowance for doubtful accounts of $1,269 at September 30, 2018 and $837 at June 30, 2018 | 229,134 | 215,032 |
Inventories | 265,101 | 248,268 |
Prepaid and refundable income taxes | 7,700 | 7,845 |
Prepaid and other current assets | 44,081 | 43,654 |
Total Current Assets | 817,359 | 761,837 |
Property, plant & equipment, net | 541,519 | 524,890 |
Goodwill | 298,308 | 270,678 |
Other intangible assets, net | 137,270 | 125,069 |
Investments | 75,289 | 69,215 |
Deferred income taxes | 2,064 | 2,046 |
Other assets | 8,834 | 7,926 |
Total Assets | 1,880,643 | 1,761,661 |
Current Liabilities | ||
Current portion of long-term debt | 20,000 | 20,000 |
Accounts payable | 97,417 | 89,774 |
Accrued compensation and benefits | 47,929 | 66,322 |
Accrued income taxes payable | 18,780 | 17,392 |
Other accrued liabilities | 41,174 | 42,979 |
Total Current Liabilities | 225,300 | 236,467 |
Long-term debt | 517,144 | 419,013 |
Deferred income taxes | 29,205 | 27,241 |
Other liabilities | 65,406 | 54,629 |
Total Liabilities | 837,055 | 737,350 |
Shareholders' Equity | ||
Preferred stock, no par value; authorized - 5,000,000 shares; none issued | ||
Common stock, no par value; authorized - 300,000,000 shares; issued - 76,074,972 shares at September 30, 2018; 75,692,683 shares at June 30, 2018 | 360,276 | 351,761 |
Accumulated other comprehensive income (loss) | (14,379) | (3,780) |
Retained earnings | 862,213 | 836,064 |
Shareholders' equity excluding treasury stock | 1,208,110 | 1,184,045 |
Treasury stock, at cost - 12,496,873 shares at September 30, 2018 and 12,395,791 shares at June 30, 2018 | (164,522) | (159,734) |
Total Shareholders' Equity | 1,043,588 | 1,024,311 |
Total Liabilities and Shareholders' Equity | $ 1,880,643 | $ 1,761,661 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 1,269 | $ 837 |
Preferred stock, par value | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | ||
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 76,074,972 | 75,692,683 |
Treasury stock, shares | 12,496,873 | 12,395,791 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Earnings (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||
Revenues | $ 314,433 | $ 261,503 |
Costs, Expenses and Other Expense (Income) | ||
Cost of goods sold | 190,526 | 155,528 |
Internal research and development | 33,171 | 25,574 |
Selling, general and administrative | 53,523 | 50,624 |
Interest expense | 5,584 | 3,645 |
Other expense (income), net | (713) | (767) |
Total Costs, Expenses and Other Expense (Income) | 282,091 | 234,604 |
Earnings Before Income Taxes | 32,342 | 26,899 |
Income Taxes | 6,193 | 5,758 |
Net Earnings | $ 26,149 | $ 21,141 |
Basic Earnings Per Share | $ 0.41 | $ 0.34 |
Diluted Earnings Per Share | $ 0.40 | $ 0.32 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net earnings | $ 26,149 | $ 21,141 |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | (10,651) | 11,097 |
Pension adjustment, net of taxes of $15 and $23 for the three months ended, respectively | 52 | 82 |
Comprehensive income | $ 15,550 | $ 32,320 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Pension adjustment tax | $ 15 | $ 23 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash Flows from Operating Activities | ||
Net earnings | $ 26,149 | $ 21,141 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation | 18,472 | 15,219 |
Amortization | 3,698 | 3,597 |
Share-based compensation expense | 3,255 | 4,250 |
Loss (gain) on foreign currency remeasurements and transactions | 1,412 | (496) |
Earnings from equity investment | (1,594) | (270) |
Deferred income taxes | (1,598) | (2,995) |
Increase (decrease) in cash from changes in (net of effect of acquisitions): | ||
Accounts receivable | (10,479) | 2,716 |
Inventories | (13,637) | (13,891) |
Accounts payable | 5,135 | 2,542 |
Income taxes | (3,404) | 235 |
Accrued compensation and benefits | (17,981) | (16,434) |
Other operating net assets | 9,577 | (3,231) |
Net cash provided by operating activities | 19,005 | 12,383 |
Cash Flows from Investing Activities | ||
Additions to property, plant & equipment | (35,902) | (37,426) |
Purchases of businesses, net of cash acquired | (45,229) | (79,465) |
Purchase of equity investment | (4,480) | |
Other investing activities | 36 | 136 |
Net cash used in investing activities | (85,575) | (116,755) |
Cash Flows from Financing Activities | ||
Proceeds from issuance of 0.25% convertible senior notes due 2022 | 345,000 | |
Proceeds from borrowings under Credit Facility | 120,000 | 40,000 |
Payments on borrowings under Credit Facility | (25,000) | (257,000) |
Payment on earnout consideration | (2,500) | |
Purchases of treasury stock | (49,875) | |
Proceeds from exercises of stock options | 5,042 | 3,706 |
Payments in satisfaction of employees' minimum tax obligations | (4,570) | (3,608) |
Debt issuance costs | (10,061) | |
Net provided by financing activities | 92,972 | 68,162 |
Effect of exchange rate changes on cash and cash equivalents | (2,097) | 5,607 |
Net increase (decrease) in cash and cash equivalents | 24,305 | (30,603) |
Cash and Cash Equivalents at Beginning of Period | 247,038 | 271,888 |
Cash and Cash Equivalents at End of Period | 271,343 | 241,285 |
Cash paid for interest | 2,417 | 2,196 |
Cash paid for income taxes | 5,420 | 6,167 |
Non cash transactions: | ||
Additions to property, plant & equipment included in accounts payable | $ 11,329 | $ 3,925 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) - 0.25% Convertible Senior Note Due 2022 | 3 Months Ended |
Sep. 30, 2018 | |
Debt instrument, interest rate | 0.25% |
Debt instrument maturity date | Sep. 1, 2022 |
Condensed Consolidated Statem_6
Condensed Consolidated Statement of Shareholders' Equity (Unaudited) - 3 months ended Sep. 30, 2018 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Treasury Stock |
Beginning Balance at Jun. 30, 2018 | $ 1,024,311 | $ 351,761 | $ (3,780) | $ 836,064 | $ (159,734) |
Beginning Balance, shares at Jun. 30, 2018 | 75,693 | (12,396) | |||
Share-based and deferred compensation activities | 3,727 | $ 8,515 | $ (4,788) | ||
Share-based and deferred compensation activities (in shares) | 382 | (101) | |||
Net earnings | 26,149 | 26,149 | |||
Foreign currency translation adjustments | (10,651) | (10,651) | |||
Pension adjustment, net of taxes of $15 | 52 | 52 | |||
Ending Balance at Sep. 30, 2018 | $ 1,043,588 | $ 360,276 | $ (14,379) | $ 862,213 | $ (164,522) |
Ending Balance, shares at Sep. 30, 2018 | 76,075 | (12,497) |
Condensed Consolidated Statem_7
Condensed Consolidated Statement of Shareholders' Equity (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Statement Of Stockholders Equity [Abstract] | ||
Pension adjustment tax | $ 15 | $ 23 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Note 1. Basis of Presentation The condensed consolidated financial statements of II-VI Incorporated (“II-VI”, the “Company”, “we”, “us” or “our”) for the three months ended September 30, 2018 and 2017 are unaudited. In the opinion of management, all adjustments considered necessary for a fair presentation for the periods presented have been included. All adjustments are of a normal recurring nature unless disclosed otherwise. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2018. The consolidated results of operations for the three months ended September 30, 2018 are not necessarily indicative of the results to be expected for the full fiscal year. The June 30, 2018 Condensed Consolidated Balance Sheet information was derived from the Company’s audited financial statements. Effective July 1, 2018, the Company realigned the composition of its operating segments. The Company moved Laser Systems Group from II-VI Laser Solutions to II-VI Photonics and moved Integrated Photonics, Inc. (“IPI”) from II-VI Photonics to II-VI Performance Products. All applicable segment information has been restated to reflect this change. |
Recently Issued Financial Accou
Recently Issued Financial Accounting Standards | 3 Months Ended |
Sep. 30, 2018 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Recently Issued Financial Accounting Standards | Note 2. Recently Issued Financial Accounting Standards Revenue Recognition Pronouncement In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606). The standard requires an entity to recognize revenue in a manner that depicts the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted this standard on July 1, 2018 using the modified retrospective method of adoption. Adoption of the ASU did not require an adjustment to the opening balance of equity. The Company does not expect the standard to have a significant effect on its results of operations, liquidity or financial position in fiscal year 2019. The Company implemented processes and controls to ensure new contracts are reviewed for the appropriate accounting treatment and to generate the disclosures required under the new standard in the first quarter of fiscal year 2019. For the disclosures required by this ASU, see Note 4. Revenue from Contracts with Customers. Other Adopted Pronouncements In March 2017, the FASB issued ASU 2017-07, Compensation (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost. This update affects employers’ presentation of defined benefit retirement plan costs. Early adoption is permitted. The adoption of this standard did not have a material effect on the Company’s Consolidated Financial Statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. This update changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. The adoption of this standard did not have a material effect on the Company’s Consolidated Financial Statements. In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. This update requires that when intra-entity asset transfers occur, the entity must recognize tax effects in the period in which the transfer occurs. The adoption of this standard did not have a material effect on the Company’s Consolidated Financial Statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The guidance clarifies how entities should classify certain cash receipts and cash payments on the statement of cash flows. The guidance also clarifies how the predominance principle should be applied when cash receipts and cash payments have aspects of more than one class of cash flow. The adoption of this standard did not have a material effect on the Company’s Consolidated Financial Statements. In January 2016, the FASB issued ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. This update requires entities to measure equity investments at fair value and recognize any changes in fair value in net income. The adoption of this standard did not have a material effect on the Company’s Consolidated Financial Statements. Pronouncements Currently Under Evaluation In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The standard will be effective for the Company’s 2022 fiscal year. Early adoption is permitted. The Company is evaluating the impact of this guidance on the Company’s Consolidated Financial Statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This update modifies lease accounting for lessees to increase transparency and comparability by recording lease assets and liabilities for operating leases and disclosing key information about leasing arrangements. The new standard will become effective for the Company’s fiscal year 2020, which begins on July 1, 2019. In July 2018, the FASB issued targeted improvements to this ASU in ASU 2018-11. This update provides entities with an optional transition method, which permits an entity to initially apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company has elected to utilize the optional transition method. We have reviewed the requirements of this standard and have formulated a plan for implementation. We are currently working on accumulating a complete population of leases from all of our locations and have selected a software repository to track all of our lease agreements and to assist in the reporting and disclosure requirements required by the standard. We will continue to assess and disclose the impact that this new guidance will have on our consolidated financial statements, disclosures and related controls, when known. |
Acquisition
Acquisition | 3 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisition | Note 3. Acquisition CoAdna, Inc. In September 2018, the Company acquired CoAdna, Holdings, Inc. (TWSE:4984) (“CoAdna”), a publicly traded company on the Taiwan Stock Exchange and headquartered in Sunnyvale, CA, in a cash transaction valued at approximately $85.0 million, net of cash acquired of approximately $42.2 million at closing. CoAdna is a global leader in wavelength selective switches (WSS) based on its patented liquid crystal platform. CoAdna operates within the Company’s II-VI Photonics operating segment. Due to the timing of the acquisition, the Company is still in the process of measuring the fair value of assets acquired and liabilities assumed, including tangible and intangible assets and related deferred income taxes. The following table presents the preliminary allocation of the purchase price of the assets acquired and liabilities assumed at the date of acquisition, as the Company intends to finalize its accounting for the acquisition of CoAdna within one year from the date of acquisition ($000): Assets Accounts receivable $ 5,684 Inventories 6,189 Prepaid and other assets 2,866 Property, plant & equipment 3,181 Intangible assets 16,072 Goodwill 24,844 Total assets acquired $ 58,836 Liabilities Accounts payable $ 4,006 Other accrued liabilities 2,717 Accrued income taxes 5,791 Deferred tax liabilities 3,506 Total liabilities assumed 16,020 Net assets acquired $ 42,816 The goodwill of $24.8 million is included in the II-VI Photonics segment and is attributed to the expected synergies and the assembled workforce of CoAdna. None of the goodwill is deductible for income tax purposes. The fair value of accounts receivable acquired was $5.7 million and the gross contractual amount being $5.7 million. The Company expensed transaction costs of $1.9 million for the three months ended September 30, 2018. The amount of revenues of CoAdna included in the Company’s Condensed Consolidated Statement of Earnings for the three months ended September 30, 2018 was $3.0 million. The amount of net earnings of CoAdna included in the Company’s Consolidated Statement of Earnings for the three months ended September 30, 2018 was immaterial. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Sep. 30, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenue from Contracts with Customers | Note 4. Revenue from Contracts with Customers As discussed in Note 2, the Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606), on July 1, 2018 using the modified retrospective method of adoption. Adoption of the ASU did not require an adjustment to the opening balance of equity and did not materially change the Company's amount and timing of recognition of revenues. The Company applied the ASU only to contracts that were not completed as of July 1, 2018. The Company has elected to exclude all taxes from the measurement of the transaction price. Revenue under ASC 606 is recognized when or as obligations under the terms of a contract with the Company’s customer have been satisfied and control has transferred to the customer. For contracts held with commercial customers, the majority of the Company’s performance obligations, ownership of the goods and associated revenue, are transferred to customers at a point in time, generally upon shipment of a product (“Direct Ship Parts”) to the customer or receipt of the product by the customer and without significant judgments. The majority of contracts typically require payment within 30 to 60 days upon transfer of ownership to the customer. Contracts with the United States (“U.S.”) government through its prime contractors are typically for products or services with no alternative future use to the Company with an enforceable right to payment for performance completed to date, whereas commercial contracts typically have alternative use. Customized products with no alternative future use to the Company with an enforceable right to payment for performance completed to date are recorded over time utilizing the output method of units delivered. The Company considers this to be a faithful depiction of the transfer to the customer of revenue over time due to short cycle time and immaterial work-in-process balances. The majority of contracts typically require payment within 30 to 60 days upon transfer of ownership to the customer. Service revenue includes repairs, non-recurring engineering, tolling arrangements and installation. Repairs, tolling and installation activities are usually completed in a short period of time (normally less than one month) and therefore, recorded at a point in time when the services are completed. Non-recurring engineering arrangements are typically recognized over time under the time and material practical expedient as the entity has a right to consideration from a customer in an amount that corresponds directly with the value to the customer of the entity’s performance completed to date. The majority of contracts typically require payment within 60 days. The Company has elected not to disclose the aggregate amount of the transaction price allocated to unsatisfied performance obligations, as our contracts have an original expected duration of less than one year. Because the Company’s performance obligations have been satisfied and an unconditional right to consideration exists as of the balance sheet date, the Company has recognized amounts due from contracts with customers of $229.1 million as accounts receivable, net of allowance for doubtful accounts within the Condensed Consolidated Balance Sheet. Costs to Obtain and Fulfill a Contract Under ASC 606, the Company expenses sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general and administration expenses. The Company has elected to recognize the costs for freight and shipping when control over products has transferred to the customer as an expense in cost of sales. The Company monitors and tracks the amount of product returns and reduces revenue at the time of shipment for the estimated amount of future returns, based on historical experience. The Company makes estimates evaluating its allowance for doubtful accounts. The Company continuously monitors collections and payments from its customers and maintains a provision for estimated credit losses based upon its historical experience and any specific customer collection issues that it has identified. The Company offers an assurance-type limited warranty that products will be free from defects in materials and workmanship. The warranty is typically one year or the industry standard in length and is limited to either (1) the replacement or repair of the product or (2) a credit against future purchases. The products are not sold with a right of return. Disaggregation of Revenue The following tables summarize disaggregated revenue by revenue market, and product ($000): Three Months Ended September 30, 2018 II-VI II-VI Laser II-VI Performance Solutions Photonics Products Total Commercial Direct Ship Parts $ 102,870 $ 133,365 $ 41,997 $ 278,232 Services 890 1,791 3,105 5,786 U.S. Government Direct Ship Parts $ 2,415 $ - $ 24,765 $ 27,180 Services - - 3,235 3,235 Total Revenues $ 106,175 $ 135,156 $ 73,102 $ 314,433 |
Other Investments
Other Investments | 3 Months Ended |
Sep. 30, 2018 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Other Investments | Note 5. Other Investments Equity Investment in Privately-Held Company In November 2017, the Company acquired a 93.8% equity investment in a privately-held company for $51.5 million. In addition, the Company paid $0.2 million for a working capital adjustment to that purchase price. The Company’s pro-rata share of earnings from this investment for the three months ended September 30, 2018 was $1.1 million and was recorded in other expense (income), net in the Consolidated Statement of Earnings. This investment is accounted for under the equity method of accounting (“Equity Investment”). The following table summarizes the Company's equity in this nonconsolidated investment: Interest Ownership % as of Equity as of Location Type September 30, 2018 September 30, 2018 ($000) USA Equity Investment 93.8% $ 57,436 The Equity Investment has been determined to be a variable interest entity because the Company has an overall 93.8% economic position in the investee, comprising a significant portion of its capitalization, but has only a 25% voting interest. The Company’s obligation to receive rewards and absorb expected losses is disproportionate to its voting interest. The Company is not the primary beneficiary because it does not have the power to direct the activities of the equity investment that most significantly impact its economic performance. Certain business decisions, including decisions with respect to operating budgets, material capital expenditures, indebtedness, significant acquisitions or dispositions, and strategic decisions, require the approval of owners holding a majority percentage in the Equity Investment. Beginning on the date it was acquired, the Company accounted for its interest as an equity method investment as the Company has the ability to exercise significant influence over operating and financial policies of the Equity Investment. As of September 30, 2018 and June 30, 2018, the Company’s maximum financial statement exposure related to the Equity Investment was approximately $57.4 million and $56.3 million, respectively, which is included in Investments on the Condensed Consolidated Balance Sheet as of September 30, 2018. The Company has the right to purchase all of the outstanding interest of each of the minority equity holders and the minority equity holders have the right to cause the Company to purchase all of their outstanding interests at any time on or after the third anniversary of the investment, or earlier upon certain events. The purchase price is equal to the greater of: (a) (i) the product of the aggregate trailing 12-month revenues of the equity investment preceding the date of purchase, multiplied by (ii) a factor of 2.9 multiplied by (iii) a factor of 0.723, multiplied by (iv) the percentage interest owned by each minority equity holder and (b) $966,666. The Company performed a Monte Carlo simulation to estimate the fair value of the net put option at the investment date and recorded a liability of $2.2 million in Other long-term liabilities in the Condensed Consolidated Balance Sheet in accordance with ASC 815-10, Derivatives and Hedging. The fair value of the net put option is adjusted as necessary on a quarterly basis, with any changes in the fair value recorded through earnings. The change in fair value of the net purchase option from the investment date to September 30, 2018 was not material. Guangdong Fuxin Electronic Technology Equity Investment The Company has an equity investment of 20.2% in Guangdong Fuxin Electronic Technology, based in Guangdong Province, China, which is accounted for under the equity method of accounting. The total carrying value of the investment recorded at September 30, 2018 and June 30, 2018 was $13.4 million and $12.9 million, respectively. During the three months ended September 30, 2018 and 2017, the Company’s pro-rata share of earnings from this investment was $0.5 million and $0.3 million, respectively, and was recorded in other expense (income), net in the Condensed Consolidated Statements of Earnings. Other Equity Investment During the quarter ended September 30, 2018, the Company acquired a 10% equity investment in a privately-held company for $4.5 million. The Company has determined that the equity interest does not give it the ability to exercise significant influence or joint control, therefore, the Company will not account for this investment under the equity method of accounting. Under ASU 2016-01, Financial Instruments, the Company has elected the measurement alternative as the investment does not have a readily determinable fair value. Under the alternative, the Company will measure the investment at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investment of the issuer for which there were none during the quarter ended September 30, 2018. |
Inventories
Inventories | 3 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 6. Inventories The components of inventories were as follows ($000): September 30, June 30, 2018 2018 Raw materials $ 100,755 $ 97,502 Work in progress 86,810 83,002 Finished goods 77,536 67,764 $ 265,101 $ 248,268 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Sep. 30, 2018 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | Note 7. Property, Plant and Equipment Property, plant and equipment consists of the following ($000): September 30, June 30, 2018 2018 Land and land improvements $ 9,050 $ 9,072 Buildings and improvements 218,477 216,507 Machinery and equipment 658,702 633,934 Construction in progress 92,575 88,350 978,804 947,863 Less accumulated depreciation (437,285 ) (422,973 ) $ 541,519 $ 524,890 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Sep. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 8. Goodwill and Other Intangible Assets Changes in the carrying amount of goodwill were as follows ($000): Three Months Ended September 30, 2018 II-VI Laser II-VI II- VI Performance Solutions Photonics Products Total Balance-beginning of period $ 103,390 $ 114,398 $ 52,890 $ 270,678 Goodwill acquired - 24,844 4,001 28,845 Segment Realignment (Note 1) (4,653 ) (4,728 ) 9,381 - Foreign currency translation (35 ) (1,180 ) - (1,215 ) Balance-end of period $ 98,702 $ 133,334 $ 66,272 $ 298,308 The Company used the relative fair value method to reallocate goodwill to the associated reporting units in connection with the realignment of its composition of operating segments as described in Note 1. The gross carrying amount and accumulated amortization of the Company’s intangible assets other than goodwill as of September 30, 2018 and June 30, 2018 were as follows ($000): September 30, 2018 June 30, 2018 Gross Net Gross Net Carrying Accumulated Book Carrying Accumulated Book Amount Amortization Value Amount Amortization Value Technology and Patents $ 76,245 $ (34,084 ) $ 42,161 $ 66,812 $ (32,979 ) $ 33,833 Trademarks 15,757 (1,503 ) 14,254 15,882 (1,471 ) 14,411 Customer Lists 133,594 (52,744 ) 80,850 127,603 (50,792 ) 76,811 Other 1,573 (1,568 ) 5 1,573 (1,559 ) 14 Total $ 227,169 $ (89,899 ) $ 137,270 $ 211,870 $ (86,801 ) $ 125,069 As a result of the July 1, 2018 segment realignment, the Company reviewed the recoverability of the carrying value of goodwill at its reporting units. The Company performed a quantitative test to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill and other intangible assets. The Company did not record any impairment of goodwill or long-lived assets during the three months ended September 30, 2018, as the quantitative assessment did not indicate deterioration in the fair value of its reporting units. In conjunction with the acquisition of CoAdna, the Company recorded $9.8 million attributed to the value of technology and patents and $6.3 million of customer lists. The intangibles were recorded based on the Company’s preliminary purchase price allocation utilizing either a discounted cash flow or relief from royalty method to derive the fair value. The valuation is expected to be finalized within one year from the date of acquisition. Technology and patents are being amortized over a range of 60 to 240 months, with a weighted average remaining life of approximately 86 months. Customer lists are being amortized over a range of approximately 120 to 240 months with a weighted average remaining life of approximately 136 months. The gross carrying amount of trademarks includes $14.0 million of acquired trade names with indefinite lives that are not amortized but tested annually for impairment or more frequently if a triggering event occurs. Included in the gross carrying amount and accumulated amortization of the Company’s intangible assets is the effect of foreign currency translation on that portion of the intangible assets relating to the Company’s foreign subsidiaries. At September 30, 2018, the estimated amortization expense for the existing intangible assets for each of the five succeeding fiscal years is as follows ($000): Year Ending June 30, Remaining 2019 $ 12,200 2020 16,000 2021 14,700 2022 12,900 2023 12,500 |
Debt
Debt | 3 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Note 9. Debt The components of debt for the periods indicated were as follows ($000): September 30, June 30, 2018 2018 0.25% convertible senior notes $ 345,000 $ 345,000 Convertible senior notes unamortized discount attributable to cash conversion option and debt issuance costs including initial purchaser discount (53,300 ) (56,409 ) Term loan, interest at LIBOR, as defined, plus 1.75% 60,000 65,000 Line of credit, interest at LIBOR, as defined, plus 1.75% 180,000 80,000 Credit facility unamortized debt issuance costs (1,035 ) (1,126 ) Yen denominated line of credit, interest at LIBOR, as defined, plus 1.75% 2,645 2,714 Note payable assumed in IPI acquisition 3,834 3,834 Total debt 537,144 439,013 Current portion of long-term debt (20,000 ) (20,000 ) Long-term debt, less current portion $ 517,144 $ 419,013 0.25% Convertible Senior Notes On August 24, 2017, the Company entered into a purchase agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several initial purchasers named therein (collectively, the “Initial Purchasers”), to issue and sell $300 million aggregate principal amount of our 0.25% convertible senior notes due 2022 (the "Notes") in a private placement to qualified institutional buyers within the meaning of Rule 144A under the Securities Act of 1933, as amended. In addition, we granted the Initial Purchasers a 30-day option to purchase up to an additional $45 million aggregate principal amount of the Notes (the “Over-Allotment Option”). As a result of our cash conversion option, the Company separately accounted for the value of the embedded conversion option as a debt discount. The value of the embedded conversion option was determined based on the estimated fair value of the debt without the conversion feature, which was determined using an expected present value technique (income approach) to estimate the fair value of similar nonconvertible debt; the debt discount is being amortized as additional non-cash interest expense over the term of the Notes using the effective interest method. The equity component, which amounts to $56.4 million, net of issuance costs of $1.7 million, is not remeasured as long as it continues to meet the conditions for equity classification. The initial conversion rate is 21.25 shares of common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of $47.06 per share of common stock. Throughout the term of the Notes, the conversion rate may be adjusted upon the occurrence of certain events. The if-converted value of the Notes amounted to $346.8 million as of September 30, 2018 and $318.5 million as of June 30, 2018 (based on the Company’s closing stock price on the last trading day of the fiscal periods then ended). As of September 30, 2018, the Notes are not yet convertible based upon the Notes’ conversion features. Holders of the Notes will not receive any cash payment representing accrued and unpaid interest upon conversion of a note. Accrued but unpaid interest will be deemed to be paid in full upon conversion rather than cancelled, extinguished or forfeited. The following table sets forth total interest expense recognized related to the Notes for the three months ended September 30, 2018 and 2017: Three Months Ended September 30, 2018 2017 0.25% contractual coupon $ 220 78 Amortization of debt discount and debt issuance costs including initial purchaser discount 3,110 1,107 Interest expense $ 3,330 1,185 The effective interest rate on the liability component for both periods presented was 4.5%. The unamortized discount amounted to $46.6 million as of September 30, 2018 and is being amortized over 4 years. Amended Credit Facility On July 28, 2016, the Company amended and restated its existing credit agreement. The Third Amended and Restated Credit Agreement (the “Amended Credit Facility”) provides for a revolving credit facility of $325 million, as well as a $100 million term loan. The term loan is being repaid in consecutive quarterly principal payments on the first business day of each January, April, July and October, with the first payment having commenced on October 1, 2016, as follows: (i) twenty consecutive quarterly installments of $5 million and (ii) a final installment of all remaining principal due and payable on the maturity date of July 27, 2021. Amounts borrowed under the revolving credit facility are due and payable on the maturity date. The Amended Credit Facility is unsecured, but is guaranteed by each existing and subsequently acquired or organized wholly-owned domestic subsidiary of the Company. The Company has the option to request an increase to the size of the revolving credit facility in an aggregate additional amount not to exceed $100 million. The Amended Credit Facility has a five-year term through July 27, 2021 and has an interest rate of either a Base Rate Option or a Euro-Rate Option, plus an Applicable Margin, as defined in the agreement governing the Amended Credit Facility. If the Base Rate option is selected for a borrowing, the Applicable Margin is 0.00% to 1.25% and if the Euro-Rate Option is selected for a borrowing, the Applicable Margin is 1.00% to 2.25%. The Applicable Margin is based on the ratio of the Company’s consolidated indebtedness to consolidated EBITDA. Additionally, the Credit Facility is subject to certain covenants, including those relating to minimum interest coverage and maximum leverage ratios. As of September 30, 2018, the Company was in compliance with all financial covenants under its Amended Credit Facility. Yen Loan The Company’s Yen denominated line of credit is a 500 million Yen (approximately $4.4 million) facility. The Yen line of credit matures in August 2020. The interest rate is equal to LIBOR, as defined in the loan agreement, plus 0.625% to 1.75%. At September 30, 2018 and June 30, 2018, the Company had 300 million Yen borrowed. Additionally, the facility is subject to certain covenants, including those relating to minimum interest coverage and maximum leverage ratios. As of September 30, 2018, the Company was in compliance with all financial covenants under its Yen facility. Note Payable In conjunction with the acquisition of IPI, the Company assumed a non-interest bearing note payable owed to a major customer of IPI. The agreement if not terminated early by either party is payable in full in January 2020. Aggregate Availability The Company had aggregate availability of $146.3 million and $246.4 million under its lines of credit as of September 30, 2018 and June 30, 2018, respectively. The amounts available under the Company’s lines of credit are reduced by outstanding letters of credit. The total outstanding letters of credit supported by these credit facilities were $0.4 million as of September 30, 2018 and June 30, 2018. Weighted Average Interest Rate The weighted average interest rate of total borrowings was 1.5% and 1.8% for the three months ended September 30, 2018 and 2017, respectively. Remaining Annual Principal Payments Remaining annual principal payments under the Company’s existing credit obligations from September 30, 2018 were as follows: U.S. Dollar Term Yen Line Line of Note Convertible Period Loan of Credit Credit Payable Notes Total Year 1 $ 20,000 $ - $ - $ - $ - $ 20,000 Year 2 20,000 2,645 - 3,834 - 26,479 Year 3 20,000 - 180,000 - - 200,000 Year 4 - - - - 345,000 345,000 Total $ 60,000 $ 2,645 $ 180,000 $ 3,834 $ 345,000 $ 591,479 |
Income Taxes
Income Taxes | 3 Months Ended |
Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 10. Income Taxes The Company’s year-to-date effective income tax rate at September 30, 2018 and 2017 was 19.1% and 21.4%, respectively. The variations between the Company’s effective tax rate and the U.S. statutory rate of 21% were primarily due to the impact of the U.S. enacted tax legislation and earnings generated from the Company’s foreign operations, which are subject to income taxes at lower statutory rates. The current year’s effective income tax rate benefited from the reversal of certain U.S. valuation allowances as the result of the acquisition of CoAdna and the recognition of deferred tax liabilities relating to CoAdna’s purchase price allocation. U.S. GAAP prescribes the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements which includes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. As of September 30, 2018 and June 30, 2018, the Company’s gross unrecognized income tax benefit was $13.8 million and $9.9 million, respectively. The Company has classified the uncertain tax positions as noncurrent income tax liabilities, as the amounts are not expected to be paid within one year. If recognized, $5.7 million of the gross unrecognized tax benefits at September 30, 2018 would impact the effective tax rate. The Company recognizes interest and penalties related to uncertain tax positions in the income tax provision on the Condensed Consolidated Statements of Earnings. The amount of accrued interest and penalties included in the gross unrecognized income tax benefit was $0.7 million and $0.6 million, at September 30, 2018 and June 30, 2018, respectively. Fiscal years 2015 to 2018 remain open to examination by the U.S. Internal Revenue Service, fiscal years 2014 to 2018 remain open to examination by certain state jurisdictions, and fiscal years 2009 to 2018 remain open to examination by certain foreign taxing jurisdictions. The Company is currently under examination for the U.S. Federal income tax return for the year ended June 30, 2016; certain subsidiary companies in the Philippines for the year ended June 30, 2017; Germany for the years ended June 2012 through June 2015; and New Jersey for the years ended 2014 through June 30, 2017. The Company believes its income tax reserves for these tax matters are adequate. U.S. Tax Reform On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was signed into law. The Tax Act includes changes to the U.S. statutory federal tax rate and puts into effect the migration from a worldwide system of taxation to a territorial system, among other things. The Company continues to account for the transition from a worldwide to a territorial tax system impact as an estimated amount, pending further information and analysis, which includes analysis of foreign earnings and profits and interpretive U.S. Internal Revenue Service guidance. At this time, the Company has not made any material adjustments to the provisional impact recorded in its June 30, 2018 financial statements related to the Tax Act, and the Company continues to expect to finalize the provisional amount during the quarter ended December 31, 2018. Furthermore, the Tax Act includes certain changes such as introducing a new category of income, referred to as global intangible low tax income, related to earnings taxed at a low rate of foreign entities without a significant fixed asset base, and imposes additional limitations on the deductibility of interest and officer compensation. These changes are included in the Company’s 2019 fiscal year income tax expense. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 11. Earnings Per Share The following table sets forth the computation of earnings per share for the periods indicated. Basic net income per share has been computed using the weighted average number of shares of Common Stock outstanding during the period. Diluted net income per share has been computed using the weighted average number of common shares outstanding during the period plus dilutive potential shares of Common Stock from (1) stock options, performance and restricted shares (under the treasury stock method) and (2) convertible debt (under the If Converted method) outstanding during the period. The Company’s convertible debt calculated under the If-Converted method was anti-dilutive for the three months ended September 30, 2018 and was excluded from the calculation of earnings per share. ($000 except per share data): Three Months Ended September 30, 2018 2017 Net earnings $ 26,149 $ 21,141 Divided by: Weighted average shares 63,420 62,744 Basic earnings per common share $ 0.41 $ 0.34 Net earnings $ 26,149 $ 21,141 Divided by: Weighted average shares 63,420 62,744 Dilutive effect of common stock equivalents 2,738 2,539 Diluted weighted average common shares 66,158 65,283 Diluted earnings per common share $ 0.40 $ 0.32 The following table presents potential shares of Common Stock excluded from the calculation of diluted net income per share as their effect would have been anti-dilutive ($000): Three Months Ended September 30, 2018 2017 Stock options and restricted shares 111 87 0.25% convertible senior notes due 2022 7,331 - Total anti-dilutive shares 7,442 87 |
Segment Reporting
Segment Reporting | 3 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | Note 12. Segment Reporting The Company reports its business segments using the “management approach” model for segment reporting. This means that the Company determines its reportable business segments based on the way the chief operating decision maker organizes business segments within the Company for making operating decisions and assessing performance. The Company reports its financial results in the following three segments: (i) II-VI Laser Solutions, (ii) II-VI Photonics, and (iii) II-VI Performance Products, and the Company’s chief operating decision maker receives and reviews financial information based on these segments. The Company evaluates business segment performance based upon segment operating income, which is defined as earnings before income taxes, interest and other income or expense. The segments are managed separately due to the market, production requirements and facilities unique to each segment. As discussed in Note 1, the Company realigned the composition of its operating segments. The Company moved Laser Systems Group from II-VI Laser Solutions to II-VI Photonics and moved IPI from II-VI Photonics to II-VI Performance Products. All applicable segment information has been restated to reflect this change. In September 30, 2018, the Company completed its acquisition of CoAdna. See Note 3. Acquisitions and Investments. The operating results of this acquisition have been reflected in the selected financial information of the Company’s II-VI Photonics segment since the date of acquisition. The accounting policies are consistent across each of the segments. The Company’s corporate expenses and assets are allocated to the segments. The Company evaluates segment performance based upon reported segment operating income, which is defined as earnings before income taxes, interest and other income or expense. Inter-segment sales and transfers are eliminated. The following tables summarize selected financial information of the Company’s operations by segment ($000): Three Months Ended September 30, 2018 II-VI II-VI Laser II-VI Performance Solutions Photonics Products Eliminations Total Revenues $ 106,175 $ 135,156 $ 73,102 $ - $ 314,433 Inter-segment revenues 13,553 2,896 5,662 (22,111 ) - Operating income 12,310 15,912 8,991 - 37,213 Interest expense (5,584 ) Other income (expense), net 713 Income taxes (6,193 ) Net earnings 26,149 Depreciation and amortization 10,847 6,199 5,124 - 22,170 Segment assets 751,801 671,992 456,850 - 1,880,643 Expenditures for property, plant & equipment 11,593 12,051 11,274 - 34,918 Investments - 13,373 61,916 - 75,289 Three Months Ended September 30, 2017 II-VI II-VI Laser II-VI Performance Solutions Photonics Products Eliminations Total Revenues $ 87,936 $ 115,940 $ 57,627 $ - $ 261,503 Inter-segment revenues 7,180 2,863 827 (10,870 ) - Operating income 2,655 20,108 7,014 - 29,777 Interest expense (3,645 ) Other income (expense), net 767 Income taxes (5,758 ) Net earnings 21,141 Depreciation and amortization 8,224 5,507 5,085 - 18,816 Expenditures for property, plant & equipment 12,761 9,782 14,883 - 37,426 |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Sep. 30, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | Note 13. Share-Based Compensation The Company’s Board of Directors adopted the II-VI Incorporated Amended and Restated 2012 Omnibus Incentive Plan (the “Plan”), which was approved by the Company’s shareholders. The Plan provides for the grant of performance-based cash incentive awards, non-qualified stock options, stock appreciation rights, restricted share awards, restricted share units, deferred share awards, performance share awards and performance share units to employees, officers and directors of the Company. The maximum number of shares of the Company’s Common Stock authorized for issuance under the Plan is limited to 4,900,000 shares of Common Stock, not including any remaining shares forfeited under the predecessor plans that may be rolled into the Plan. The Company records share-based compensation expense for these awards in accordance with U.S. GAAP, which requires the recognition of grant-date fair value of share-based compensation in net earnings and over the requisite service period of the individual grantees, which generally equals the vesting period. The Company accounts for cash-based stock appreciation rights, cash-based restricted share unit awards and cash-based performance share unit awards as liability awards, in accordance with applicable accounting standards. Share-based compensation expense is allocated approximately 20% to cost of goods sold and 80% to selling, general and administrative expense, based on the employee classification of the grantees. Share-based compensation expense for the periods indicated was as follows ($000): Three Months Ended September 30, 2018 2017 Stock Options and Cash-Based Stock Appreciation Rights $ 2,328 $ 2,463 Restricted Share Awards and Cash-Based Restricted Share Unit Awards 2,792 2,563 Performance Share Awards and Cash-Based Performance Share Unit Awards 217 1,286 $ 5,337 $ 6,312 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Fair Value of Financial Instruments | Note 14. Fair Value of Financial Instruments The FASB defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous markets for the asset and liability in an orderly transaction between market participants at the measurement date. The Company estimates fair value of its financial instruments utilizing an established three-level hierarchy in accordance with U.S. GAAP. The hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date as follows: • Level 1 – Valuation is based upon unadjusted quoted prices for identical assets or liabilities in active markets. • Level 2 – Valuation is based upon quoted prices for similar assets and liabilities in active markets, or other inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instruments. • Level 3 – Valuation is based upon other unobservable inputs that are significant to the fair value measurements. The classification of fair value measurements within the hierarchy is based upon the lowest level of input that is significant to the measurement. At September 30, 2018, the Company had foreign currency forward contracts recorded at fair value. The fair values of these instruments were measured using valuations based upon quoted prices for similar assets and liabilities in active markets (Level 2) and are valued by reference to similar financial instruments, adjusted for credit risk, restrictions and other terms specific to the contracts. In February 2016, the Company entered into a contingent earnout arrangement which provides up to a maximum of $6.0 million of additional cash earnout opportunities based upon II-VI EpiWorks achieving certain agreed upon financial and operational targets for capacity, wafers output and gross margin, which if earned would be payable for the achievement of each specific annual target over the next three years. The Company paid the first year earnout amount of $2.0 million during the quarter ended June 30, 2017. The fair values of the contingent earnout arrangements and the net put option were measured using valuations based upon other unobservable inputs that are significant to the fair value measurement (Level 3). The Company estimated the fair value of the 0.25% convertible notes based on quoted market prices as of the last trading day prior to September 30, 2018; however, the convertible notes have only a limited trading volume and as such this fair value estimate is not necessarily the value at which the convertible notes could be retired or transferred. The Company concluded that this fair value measurement should be categorized within Level 2. The carrying value of the convertible notes is net of unamortized discount and issuance costs. See Note 9. Debt for details on the Company’s debt facilities. The fair value and carrying value of the convertible notes were as follows at September 30, 2018 ($000): Fair Value Carrying Value Convertible notes $ 406,203 $ 291,700 The following table provides a summary by level of the fair value of financial instruments that are measured on a recurring basis or for which fair value is disclosed for the periods presented ($000): Fair Value Measurements at September 30, 2018 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable September 30, Assets Inputs Inputs 2018 (Level 1) (Level 2) (Level 3) Assets: Foreign currency forward contracts $ 387 $ - $ 387 $ - Liabilities: Net put option 2,024 $ - $ - 2,024 Contingent earnout arrangements 4,997 $ - $ - 4,997 Fair Value Measurements at June 30, 2018 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable June 30, Assets Inputs Inputs 2018 (Level 1) (Level 2) (Level 3) Assets: Foreign currency forward contracts $ 121 $ - $ 121 $ - Liabilities: Contingent earnout arrangements $ 5,405 $ - $ - $ 5,405 Net put option $ 2,024 $ - $ - $ 2,024 The Company’s policy is to report transfers into and out of Levels 1 and 2 of the fair value hierarchy at fair values as of the beginning of the period in which the transfers occur. There were no transfers in and out of Levels 1 and 2 of the fair value hierarchy during the three months ended September 30, 2018. The following table presents a reconciliation of the beginning and ending fair value measurements of the Company’s Level 3 contingent earnout arrangements related to the Company’s acquisitions and the net put option relating to the equity investment acquired in November 2017. ($000): Significant Unobservable Inputs (Level 3) Balance at July 1, 2018 7,429 Contingent earnout arrangements Payments (2,500 ) Changes in fair value recorded in other expense, (income) (505 ) Other earnout arrangement 2,597 Balance at September 30, 2018 7,021 The fair values of cash and cash equivalents are considered Level 1 among the fair value hierarchy and approximate fair value because of the short-term maturity of those instruments. The Company’s borrowings including its capital lease obligation are considered Level 2 among the fair value hierarchy and their principal amounts approximate fair value. |
Post-Retirement Benefits
Post-Retirement Benefits | 3 Months Ended |
Sep. 30, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |
Post-Retirement Benefits | Note 15. Post-Retirement Benefits The Company has a pension plan (the “Swiss Plan”) covering employees of the Zurich, Switzerland subsidiary. Net periodic pension costs associated with the Swiss Plan included the following ($000): Three Months Ended September 30, 2018 2017 Service cost $ 938 $ 952 Interest cost 137 107 Expected return on plan assets (246 ) (215 ) Net amortization 67 105 Net periodic pension costs $ 896 $ 949 The Company contributed $0.8 million and $0.9 million to the Swiss Plan during the three months ended September 30, 2018 and 2017, respectively. The Company currently anticipates contributing an additional estimated amount of approximately $2.5 million to the Swiss Plan during the remainder of fiscal year 2019. |
Share Repurchase Programs
Share Repurchase Programs | 3 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Share Repurchase Programs | Note 16. Share Repurchase Programs In August 2014, the Company’s Board of Directors authorized the Company to purchase up to $50 million of its Common Stock through a share repurchase program (the “Program”) that calls for shares to be purchased in the open market or in private transactions from time to time. The Program has no expiration and may be suspended or discontinued at any time. Shares purchased by the Company are retained as treasury stock and available for general corporate purposes. The Company did not repurchase share pursuant to this Program during the quarter ended September 30, 2018. Through September 30, 2018, the Company has cumulatively purchased 1,316,587 shares of its Common Stock pursuant to the Program for approximately $19.0 million. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Note 17. Accumulated Other Comprehensive Income (Loss) The changes in accumulated other comprehensive income (“AOCI”) by component, net of tax, for the three months ended September 30, 2018 were as follows ($000): Foreign Total Currency Defined Accumulated Other Translation Benefit Comprehensive Adjustment Pension Plan Income (loss) AOCI - June 30, 2018 $ (1,308 ) $ (2,472 ) $ (3,780 ) Other comprehensive income before reclassifications (10,651 ) - (10,651 ) Amounts reclassified from AOCI - 52 52 Net current-period other comprehensive income (10,651 ) 52 (10,599 ) AOCI - September 30, 2018 $ (11,959 ) $ (2,420 ) $ (14,379 ) |
Capital Lease
Capital Lease | 3 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Capital Lease | Note 18. Capital Lease The Company’s OptoElectronic Devices subsidiary entered into a capital lease related to a building in Warren, New Jersey. The following table shows the future minimum lease payments due under the non-cancelable capital lease ($000): Fiscal Year Ending June 30, Amount 2019 (remaining) $ 1,726 2020 2,355 2021 2,419 2022 2,486 2023 2,554 Thereafter 24,740 Total minimum lease payments 36,280 Less amount representing interest 11,341 Present value of capitalized payments $ 24,939 The current and long-term portion of the capital lease obligation was recorded in Other accrued liabilities and Other liabilities, respectively, in the Company’s Condensed Consolidated Balance Sheet as of September 30, 2018 and June 30, 2018. The present value of the minimum capital lease payments at inception was $25 million recorded in Property, Plant & Equipment, net, in the Company’s Condensed Consolidated Balance Sheet as of September 30, 2018, with associated depreciation being recorded over the 15-year life of the lease. During the three months ended September 30, 2018, the Company recorded $0.4 million of depreciation expense associated with the capital leased asset. |
Recently Issued Financial Acc_2
Recently Issued Financial Accounting Standards (Policies) | 3 Months Ended |
Sep. 30, 2018 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Recently Issued Financial Accounting Standards | Revenue Recognition Pronouncement In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606). The standard requires an entity to recognize revenue in a manner that depicts the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted this standard on July 1, 2018 using the modified retrospective method of adoption. Adoption of the ASU did not require an adjustment to the opening balance of equity. The Company does not expect the standard to have a significant effect on its results of operations, liquidity or financial position in fiscal year 2019. The Company implemented processes and controls to ensure new contracts are reviewed for the appropriate accounting treatment and to generate the disclosures required under the new standard in the first quarter of fiscal year 2019. For the disclosures required by this ASU, see Note 4. Revenue from Contracts with Customers. Other Adopted Pronouncements In March 2017, the FASB issued ASU 2017-07, Compensation (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost. This update affects employers’ presentation of defined benefit retirement plan costs. Early adoption is permitted. The adoption of this standard did not have a material effect on the Company’s Consolidated Financial Statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. This update changes the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. The adoption of this standard did not have a material effect on the Company’s Consolidated Financial Statements. In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. This update requires that when intra-entity asset transfers occur, the entity must recognize tax effects in the period in which the transfer occurs. The adoption of this standard did not have a material effect on the Company’s Consolidated Financial Statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. The guidance clarifies how entities should classify certain cash receipts and cash payments on the statement of cash flows. The guidance also clarifies how the predominance principle should be applied when cash receipts and cash payments have aspects of more than one class of cash flow. The adoption of this standard did not have a material effect on the Company’s Consolidated Financial Statements. In January 2016, the FASB issued ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. This update requires entities to measure equity investments at fair value and recognize any changes in fair value in net income. The adoption of this standard did not have a material effect on the Company’s Consolidated Financial Statements. Pronouncements Currently Under Evaluation In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The standard will be effective for the Company’s 2022 fiscal year. Early adoption is permitted. The Company is evaluating the impact of this guidance on the Company’s Consolidated Financial Statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This update modifies lease accounting for lessees to increase transparency and comparability by recording lease assets and liabilities for operating leases and disclosing key information about leasing arrangements. The new standard will become effective for the Company’s fiscal year 2020, which begins on July 1, 2019. In July 2018, the FASB issued targeted improvements to this ASU in ASU 2018-11. This update provides entities with an optional transition method, which permits an entity to initially apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The Company has elected to utilize the optional transition method. We have reviewed the requirements of this standard and have formulated a plan for implementation. We are currently working on accumulating a complete population of leases from all of our locations and have selected a software repository to track all of our lease agreements and to assist in the reporting and disclosure requirements required by the standard. We will continue to assess and disclose the impact that this new guidance will have on our consolidated financial statements, disclosures and related controls, when known. |
Acquisition (Tables)
Acquisition (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
CoAdna, Inc | |
Allocation of Purchase Price of Assets Acquired and Liabilities Assumed | The following table presents the preliminary allocation of the purchase price of the assets acquired and liabilities assumed at the date of acquisition, as the Company intends to finalize its accounting for the acquisition of CoAdna within one year from the date of acquisition ($000): Assets Accounts receivable $ 5,684 Inventories 6,189 Prepaid and other assets 2,866 Property, plant & equipment 3,181 Intangible assets 16,072 Goodwill 24,844 Total assets acquired $ 58,836 Liabilities Accounts payable $ 4,006 Other accrued liabilities 2,717 Accrued income taxes 5,791 Deferred tax liabilities 3,506 Total liabilities assumed 16,020 Net assets acquired $ 42,816 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Disaggregation Of Revenue [Abstract] | |
Summary of Disaggregated Revenue by Revenue Market and Product | Disaggregation of Revenue The following tables summarize disaggregated revenue by revenue market, and product ($000): Three Months Ended September 30, 2018 II-VI II-VI Laser II-VI Performance Solutions Photonics Products Total Commercial Direct Ship Parts $ 102,870 $ 133,365 $ 41,997 $ 278,232 Services 890 1,791 3,105 5,786 U.S. Government Direct Ship Parts $ 2,415 $ - $ 24,765 $ 27,180 Services - - 3,235 3,235 Total Revenues $ 106,175 $ 135,156 $ 73,102 $ 314,433 |
Other Investments (Tables)
Other Investments (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Nonconsolidated Investment | |
Schedule of Equity in Nonconsolidated Investment | The following table summarizes the Company's equity in this nonconsolidated investment: Interest Ownership % as of Equity as of Location Type September 30, 2018 September 30, 2018 ($000) USA Equity Investment 93.8% $ 57,436 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | The components of inventories were as follows ($000): September 30, June 30, 2018 2018 Raw materials $ 100,755 $ 97,502 Work in progress 86,810 83,002 Finished goods 77,536 67,764 $ 265,101 $ 248,268 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment consists of the following ($000): September 30, June 30, 2018 2018 Land and land improvements $ 9,050 $ 9,072 Buildings and improvements 218,477 216,507 Machinery and equipment 658,702 633,934 Construction in progress 92,575 88,350 978,804 947,863 Less accumulated depreciation (437,285 ) (422,973 ) $ 541,519 $ 524,890 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | Changes in the carrying amount of goodwill were as follows ($000): Three Months Ended September 30, 2018 II-VI Laser II-VI II- VI Performance Solutions Photonics Products Total Balance-beginning of period $ 103,390 $ 114,398 $ 52,890 $ 270,678 Goodwill acquired - 24,844 4,001 28,845 Segment Realignment (Note 1) (4,653 ) (4,728 ) 9,381 - Foreign currency translation (35 ) (1,180 ) - (1,215 ) Balance-end of period $ 98,702 $ 133,334 $ 66,272 $ 298,308 |
Gross Carrying Amount and Accumulated Amortization of Intangible Assets Other Than Goodwill | The gross carrying amount and accumulated amortization of the Company’s intangible assets other than goodwill as of September 30, 2018 and June 30, 2018 were as follows ($000): September 30, 2018 June 30, 2018 Gross Net Gross Net Carrying Accumulated Book Carrying Accumulated Book Amount Amortization Value Amount Amortization Value Technology and Patents $ 76,245 $ (34,084 ) $ 42,161 $ 66,812 $ (32,979 ) $ 33,833 Trademarks 15,757 (1,503 ) 14,254 15,882 (1,471 ) 14,411 Customer Lists 133,594 (52,744 ) 80,850 127,603 (50,792 ) 76,811 Other 1,573 (1,568 ) 5 1,573 (1,559 ) 14 Total $ 227,169 $ (89,899 ) $ 137,270 $ 211,870 $ (86,801 ) $ 125,069 |
Estimated Amortization Expense for Existing Intangible Assets for Each of Five Succeeding Fiscal Years | At September 30, 2018, the estimated amortization expense for the existing intangible assets for each of the five succeeding fiscal years is as follows ($000): Year Ending June 30, Remaining 2019 $ 12,200 2020 16,000 2021 14,700 2022 12,900 2023 12,500 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Components of Debt | The components of debt for the periods indicated were as follows ($000): September 30, June 30, 2018 2018 0.25% convertible senior notes $ 345,000 $ 345,000 Convertible senior notes unamortized discount attributable to cash conversion option and debt issuance costs including initial purchaser discount (53,300 ) (56,409 ) Term loan, interest at LIBOR, as defined, plus 1.75% 60,000 65,000 Line of credit, interest at LIBOR, as defined, plus 1.75% 180,000 80,000 Credit facility unamortized debt issuance costs (1,035 ) (1,126 ) Yen denominated line of credit, interest at LIBOR, as defined, plus 1.75% 2,645 2,714 Note payable assumed in IPI acquisition 3,834 3,834 Total debt 537,144 439,013 Current portion of long-term debt (20,000 ) (20,000 ) Long-term debt, less current portion $ 517,144 $ 419,013 |
Summary of Total Interest Expense Recognized | The following table sets forth total interest expense recognized related to the Notes for the three months ended September 30, 2018 and 2017: Three Months Ended September 30, 2018 2017 0.25% contractual coupon $ 220 78 Amortization of debt discount and debt issuance costs including initial purchaser discount 3,110 1,107 Interest expense $ 3,330 1,185 |
Remaining Annual Principal Payments of Credit Obligations | Remaining annual principal payments under the Company’s existing credit obligations from September 30, 2018 were as follows: U.S. Dollar Term Yen Line Line of Note Convertible Period Loan of Credit Credit Payable Notes Total Year 1 $ 20,000 $ - $ - $ - $ - $ 20,000 Year 2 20,000 2,645 - 3,834 - 26,479 Year 3 20,000 - 180,000 - - 200,000 Year 4 - - - - 345,000 345,000 Total $ 60,000 $ 2,645 $ 180,000 $ 3,834 $ 345,000 $ 591,479 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Computation of Earnings Per Share | The following table sets forth the computation of earnings per share for the periods indicated. Basic net income per share has been computed using the weighted average number of shares of Common Stock outstanding during the period. Diluted net income per share has been computed using the weighted average number of common shares outstanding during the period plus dilutive potential shares of Common Stock from (1) stock options, performance and restricted shares (under the treasury stock method) and (2) convertible debt (under the If Converted method) outstanding during the period. The Company’s convertible debt calculated under the If-Converted method was anti-dilutive for the three months ended September 30, 2018 and was excluded from the calculation of earnings per share. ($000 except per share data): Three Months Ended September 30, 2018 2017 Net earnings $ 26,149 $ 21,141 Divided by: Weighted average shares 63,420 62,744 Basic earnings per common share $ 0.41 $ 0.34 Net earnings $ 26,149 $ 21,141 Divided by: Weighted average shares 63,420 62,744 Dilutive effect of common stock equivalents 2,738 2,539 Diluted weighted average common shares 66,158 65,283 Diluted earnings per common share $ 0.40 $ 0.32 |
Schedule of Potential Shares of Common Stock Excluded from the Calculation of Diluted Net Income Per Share | The following table presents potential shares of Common Stock excluded from the calculation of diluted net income per share as their effect would have been anti-dilutive ($000): Three Months Ended September 30, 2018 2017 Stock options and restricted shares 111 87 0.25% convertible senior notes due 2022 7,331 - Total anti-dilutive shares 7,442 87 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Financial Information of Company's Operation by Segment | The following tables summarize selected financial information of the Company’s operations by segment ($000): Three Months Ended September 30, 2018 II-VI II-VI Laser II-VI Performance Solutions Photonics Products Eliminations Total Revenues $ 106,175 $ 135,156 $ 73,102 $ - $ 314,433 Inter-segment revenues 13,553 2,896 5,662 (22,111 ) - Operating income 12,310 15,912 8,991 - 37,213 Interest expense (5,584 ) Other income (expense), net 713 Income taxes (6,193 ) Net earnings 26,149 Depreciation and amortization 10,847 6,199 5,124 - 22,170 Segment assets 751,801 671,992 456,850 - 1,880,643 Expenditures for property, plant & equipment 11,593 12,051 11,274 - 34,918 Investments - 13,373 61,916 - 75,289 Three Months Ended September 30, 2017 II-VI II-VI Laser II-VI Performance Solutions Photonics Products Eliminations Total Revenues $ 87,936 $ 115,940 $ 57,627 $ - $ 261,503 Inter-segment revenues 7,180 2,863 827 (10,870 ) - Operating income 2,655 20,108 7,014 - 29,777 Interest expense (3,645 ) Other income (expense), net 767 Income taxes (5,758 ) Net earnings 21,141 Depreciation and amortization 8,224 5,507 5,085 - 18,816 Expenditures for property, plant & equipment 12,761 9,782 14,883 - 37,426 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation Expense by Award Type | Share-based compensation expense is allocated approximately 20% to cost of goods sold and 80% to selling, general and administrative expense, based on the employee classification of the grantees. Share-based compensation expense for the periods indicated was as follows ($000): Three Months Ended September 30, 2018 2017 Stock Options and Cash-Based Stock Appreciation Rights $ 2,328 $ 2,463 Restricted Share Awards and Cash-Based Restricted Share Unit Awards 2,792 2,563 Performance Share Awards and Cash-Based Performance Share Unit Awards 217 1,286 $ 5,337 $ 6,312 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Summary of Fair Value and Carrying Value of Convertible Notes | The fair value and carrying value of the convertible notes were as follows at September 30, 2018 ($000): Fair Value Carrying Value Convertible notes $ 406,203 $ 291,700 |
Summary by Level of Fair Value of Financial Instruments Measured on Recurring Basis | The following table provides a summary by level of the fair value of financial instruments that are measured on a recurring basis or for which fair value is disclosed for the periods presented ($000): Fair Value Measurements at September 30, 2018 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable September 30, Assets Inputs Inputs 2018 (Level 1) (Level 2) (Level 3) Assets: Foreign currency forward contracts $ 387 $ - $ 387 $ - Liabilities: Net put option 2,024 $ - $ - 2,024 Contingent earnout arrangements 4,997 $ - $ - 4,997 Fair Value Measurements at June 30, 2018 Using: Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable June 30, Assets Inputs Inputs 2018 (Level 1) (Level 2) (Level 3) Assets: Foreign currency forward contracts $ 121 $ - $ 121 $ - Liabilities: Contingent earnout arrangements $ 5,405 $ - $ - $ 5,405 Net put option $ 2,024 $ - $ - $ 2,024 |
EpiWorks | |
Reconciliation of Beginning and Ending Fair Value Measurements of Level Three Contingent Earnout Arrangements Related to Company’s Acquisitions | The following table presents a reconciliation of the beginning and ending fair value measurements of the Company’s Level 3 contingent earnout arrangements related to the Company’s acquisitions and the net put option relating to the equity investment acquired in November 2017. ($000): Significant Unobservable Inputs (Level 3) Balance at July 1, 2018 7,429 Contingent earnout arrangements Payments (2,500 ) Changes in fair value recorded in other expense, (income) (505 ) Other earnout arrangement 2,597 Balance at September 30, 2018 7,021 |
Post-Retirement Benefits (Table
Post-Retirement Benefits (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |
Schedule of Net Periodic Pension Costs | Net periodic pension costs associated with the Swiss Plan included the following ($000): Three Months Ended September 30, 2018 2017 Service cost $ 938 $ 952 Interest cost 137 107 Expected return on plan assets (246 ) (215 ) Net amortization 67 105 Net periodic pension costs $ 896 $ 949 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Income ("AOCI") by Component, Net of Tax | The changes in accumulated other comprehensive income (“AOCI”) by component, net of tax, for the three months ended September 30, 2018 were as follows ($000): Foreign Total Currency Defined Accumulated Other Translation Benefit Comprehensive Adjustment Pension Plan Income (loss) AOCI - June 30, 2018 $ (1,308 ) $ (2,472 ) $ (3,780 ) Other comprehensive income before reclassifications (10,651 ) - (10,651 ) Amounts reclassified from AOCI - 52 52 Net current-period other comprehensive income (10,651 ) 52 (10,599 ) AOCI - September 30, 2018 $ (11,959 ) $ (2,420 ) $ (14,379 ) |
Capital Lease (Tables)
Capital Lease (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments Due Under Non-Cancelable Capital Lease | The following table shows the future minimum lease payments due under the non-cancelable capital lease ($000): Fiscal Year Ending June 30, Amount 2019 (remaining) $ 1,726 2020 2,355 2021 2,419 2022 2,486 2023 2,554 Thereafter 24,740 Total minimum lease payments 36,280 Less amount representing interest 11,341 Present value of capitalized payments $ 24,939 |
Acquisition - Additional Inform
Acquisition - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Business Acquisition [Line Items] | |||
Net cash paid at acquisition | $ 45,229 | $ 79,465 | |
Goodwill | 298,308 | $ 270,678 | |
II-VI Photonics Segment | |||
Business Acquisition [Line Items] | |||
Goodwill | 133,334 | $ 114,398 | |
CoAdna, Inc | |||
Business Acquisition [Line Items] | |||
Net cash paid at acquisition | 85,000 | ||
Acquisition, net of cash acquired | 42,200 | ||
Goodwill | 24,844 | ||
Business acquisition, transaction costs | 1,900 | ||
Fair value of accounts receivable acquired | 5,700 | ||
Accounts receivable, gross contractual amount | 5,700 | ||
Business acquisition, revenue of acquired entity | 3,000 | ||
CoAdna, Inc | II-VI Photonics Segment | |||
Business Acquisition [Line Items] | |||
Goodwill | $ 24,800 |
Allocation of Purchase Price of
Allocation of Purchase Price of Assets Acquired and Liabilities Assumed (Detail)) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Assets | ||
Goodwill | $ 298,308 | $ 270,678 |
CoAdna, Inc | ||
Assets | ||
Accounts receivable | 5,684 | |
Inventories | 6,189 | |
Prepaid and other assets | 2,866 | |
Property, plant & equipment | 3,181 | |
Intangible assets | 16,072 | |
Goodwill | 24,844 | |
Total assets acquired | 58,836 | |
Liabilities | ||
Accounts payable | 4,006 | |
Other accrued liabilities | 2,717 | |
Accrued income taxes | 5,791 | |
Deferred tax liabilities | 3,506 | |
Total liabilities assumed | 16,020 | |
Net assets acquired | $ 42,816 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Jun. 30, 2018 | |
Disaggregation Of Revenue [Line Items] | ||
Accounts receivable net of allowance for doubtful accounts | $ 229,134 | $ 215,032 |
Standard product warranty description | The Company offers an assurance-type limited warranty that products will be free from defects in materials and workmanship. The warranty is typically one year or the industry standard in length and is limited to either (1) the replacement or repair of the product or (2) a credit against future purchases. The products are not sold with a right of return. | |
Assurance-type limited product warranty period | 1 year | |
Minimum | Commercial | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Expected timing of satisfaction, period | 30 days | |
Minimum | U.S. Government | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Expected timing of satisfaction, period | 30 days | |
Maximum | Commercial | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Expected timing of satisfaction, period | 60 days | |
Maximum | U.S. Government | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Expected timing of satisfaction, period | 60 days | |
Maximum | U.S. Government | Services | ||
Disaggregation Of Revenue [Line Items] | ||
Expected timing of satisfaction, period | 60 days |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Summary of Disaggregated Revenue by Revenue Market and Product (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation Of Revenue [Line Items] | ||
Revenue | $ 314,433 | $ 261,503 |
II-VI Laser Solutions | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 106,175 | |
II-VI Photonics | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 135,156 | |
II- VI Performance Products | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 73,102 | |
Commercial | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 278,232 | |
Commercial | Services | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 5,786 | |
Commercial | II-VI Laser Solutions | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 102,870 | |
Commercial | II-VI Laser Solutions | Services | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 890 | |
Commercial | II-VI Photonics | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 133,365 | |
Commercial | II-VI Photonics | Services | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 1,791 | |
Commercial | II- VI Performance Products | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 41,997 | |
Commercial | II- VI Performance Products | Services | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 3,105 | |
U.S. Government | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 27,180 | |
U.S. Government | Services | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 3,235 | |
U.S. Government | II-VI Laser Solutions | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 2,415 | |
U.S. Government | II- VI Performance Products | Direct Ship Parts | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 24,765 | |
U.S. Government | II- VI Performance Products | Services | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | $ 3,235 |
Other Investments - Additional
Other Investments - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Nov. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Schedule Of Equity Method Investments [Line Items] | ||||
Equity interest, percentage | 93.80% | 93.80% | ||
Aggregate cost of equity method investments | $ 51,500,000 | |||
Working capital adjustment relating to acquisition | 200,000 | |||
Pro-rata share of earnings from equity method investment | $ 1,594,000 | $ 270,000 | ||
Voting interest | 25.00% | |||
Equity Investment | $ 75,289,000 | $ 69,215,000 | ||
Purchase price description of minority interest under equity method | The purchase price is equal to the greater of: (a) (i) the product of the aggregate trailing 12-month revenues of the equity investment preceding the date of purchase, multiplied by (ii) a factor of 2.9 multiplied by (iii) a factor of 0.723, multiplied by (iv) the percentage interest owned by each minority equity holder and (b) $966,666. | |||
Minimum purchase price consideration of remaining minority interest under equity method | $ 966,666 | |||
Interest percentage in investment, accounted under cost method | 10.00% | |||
Investment accounted under cost method | $ 4,500,000 | |||
Other Long-term Liabilities | ASC 815-10, Derivatives and Hedging | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Equity method Investment, noncurrent liabilities | $ 2,200,000 | |||
Equity Investment | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Equity Investment | 57,400,000 | 56,300,000 | ||
Privately-held Company | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Pro-rata share of earnings from equity method investment | $ 1,100,000 | |||
Guangdong Fuxin Electronic Technology | ||||
Schedule Of Equity Method Investments [Line Items] | ||||
Equity interest, percentage | 20.20% | |||
Pro-rata share of earnings from equity method investment | $ 500,000 | $ 300,000 | ||
Total carrying value of equity method investment | $ 13,400,000 | $ 12,900,000 |
Schedule of Equity in Nonconsol
Schedule of Equity in Nonconsolidated Investment (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 | Nov. 30, 2017 |
Schedule Of Equity Method Investments [Line Items] | |||
Equity Investment, Ownership Percentage | 93.80% | 93.80% | |
Equity Investment | $ 75,289 | $ 69,215 | |
Equity Investment | |||
Schedule Of Equity Method Investments [Line Items] | |||
Equity Investment | $ 57,400 | $ 56,300 | |
Nonconsolidated Investment | Equity Investment | USA | |||
Schedule Of Equity Method Investments [Line Items] | |||
Equity Investment, Ownership Percentage | 93.80% | ||
Equity Investment | $ 57,436 |
Components of Inventories (Deta
Components of Inventories (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 100,755 | $ 97,502 |
Work in progress | 86,810 | 83,002 |
Finished goods | 77,536 | 67,764 |
Inventories, Total | $ 265,101 | $ 248,268 |
Property Plant and Equipment (D
Property Plant and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2017 |
Property Plant And Equipment [Line Items] | |||
Property, Plant and Equipment, gross | $ 978,804 | $ 947,863 | |
Less accumulated depreciation | (437,285) | (422,973) | |
Property, Plant and Equipment, net | 541,519 | $ 524,890 | 524,890 |
Land and Land Improvements | |||
Property Plant And Equipment [Line Items] | |||
Property, Plant and Equipment, gross | 9,050 | 9,072 | |
Buildings and Improvements | |||
Property Plant And Equipment [Line Items] | |||
Property, Plant and Equipment, gross | 218,477 | 216,507 | |
Machinery and Equipment | |||
Property Plant And Equipment [Line Items] | |||
Property, Plant and Equipment, gross | 658,702 | 633,934 | |
Construction in Progress | |||
Property Plant And Equipment [Line Items] | |||
Property, Plant and Equipment, gross | $ 92,575 | $ 88,350 |
Changes in Carrying Amount of G
Changes in Carrying Amount of Goodwill (Detail) $ in Thousands | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Goodwill [Line Items] | |
Balance-beginning of period | $ 270,678 |
Goodwill acquired | 28,845 |
Foreign currency translation | (1,215) |
Balance-end of period | 298,308 |
II-VI Laser Solutions | |
Goodwill [Line Items] | |
Balance-beginning of period | 103,390 |
Segment Realignment | (4,653) |
Foreign currency translation | (35) |
Balance-end of period | 98,702 |
II-VI Photonics | |
Goodwill [Line Items] | |
Balance-beginning of period | 114,398 |
Goodwill acquired | 24,844 |
Segment Realignment | (4,728) |
Foreign currency translation | (1,180) |
Balance-end of period | 133,334 |
II- VI Performance Products | |
Goodwill [Line Items] | |
Balance-beginning of period | 52,890 |
Goodwill acquired | 4,001 |
Segment Realignment | 9,381 |
Balance-end of period | $ 66,272 |
Gross Carrying Amount and Accum
Gross Carrying Amount and Accumulated Amortization of Intangible Assets Other Than Goodwill (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 227,169 | $ 211,870 |
Accumulated Amortization | (89,899) | (86,801) |
Net Book Value | 137,270 | 125,069 |
Technology and Patents | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 76,245 | 66,812 |
Accumulated Amortization | (34,084) | (32,979) |
Net Book Value | 42,161 | 33,833 |
Trademarks | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 15,757 | 15,882 |
Accumulated Amortization | (1,503) | (1,471) |
Net Book Value | 14,254 | 14,411 |
Customer Lists | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 133,594 | 127,603 |
Accumulated Amortization | (52,744) | (50,792) |
Net Book Value | 80,850 | 76,811 |
Other | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,573 | 1,573 |
Accumulated Amortization | (1,568) | (1,559) |
Net Book Value | $ 5 | $ 14 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Additional Information (Detail) | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Goodwill And Other Intangible Assets [Line Items] | |
Impairment of goodwill and long-lived assets | $ 0 |
Carrying amount of indefinite trade names acquired | 14,000,000 |
CoAdna, Inc | |
Goodwill And Other Intangible Assets [Line Items] | |
Identifiable intangibles assets recorded in connection with acquisitions | $ 16,072,000 |
Technology and Patents | |
Goodwill And Other Intangible Assets [Line Items] | |
Remaining amortization period of patents and customer lists, in months | 86 months |
Technology and Patents | Minimum | |
Goodwill And Other Intangible Assets [Line Items] | |
Amortization period of finite lived intangible assets, in months | 60 months |
Technology and Patents | Maximum | |
Goodwill And Other Intangible Assets [Line Items] | |
Amortization period of finite lived intangible assets, in months | 240 months |
Technology and Patents | CoAdna, Inc | |
Goodwill And Other Intangible Assets [Line Items] | |
Identifiable intangibles assets recorded in connection with acquisitions | $ 9,800,000 |
Customer Lists | |
Goodwill And Other Intangible Assets [Line Items] | |
Remaining amortization period of patents and customer lists, in months | 136 months |
Customer Lists | Minimum | |
Goodwill And Other Intangible Assets [Line Items] | |
Amortization period of finite lived intangible assets, in months | 120 months |
Customer Lists | Maximum | |
Goodwill And Other Intangible Assets [Line Items] | |
Amortization period of finite lived intangible assets, in months | 240 months |
Customer Lists | CoAdna, Inc | |
Goodwill And Other Intangible Assets [Line Items] | |
Identifiable intangibles assets recorded in connection with acquisitions | $ 6,300,000 |
Estimated Amortization Expense
Estimated Amortization Expense for Existing Intangible Assets for Each of Five Succeeding Fiscal Years (Detail) $ in Thousands | Sep. 30, 2018USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Remaining 2,019 | $ 12,200 |
2,020 | 16,000 |
2,021 | 14,700 |
2,022 | 12,900 |
2,023 | $ 12,500 |
Components of Debt (Detail)
Components of Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Line Of Credit Facility [Line Items] | ||
Total debt, Gross | $ 591,479 | |
Total debt | 537,144 | $ 439,013 |
Current portion of long-term debt | (20,000) | (20,000) |
Long-term debt, less current portion | 517,144 | 419,013 |
0.25% Convertible Senior Note Due 2022 | ||
Line Of Credit Facility [Line Items] | ||
Total debt, Gross | 345,000 | 345,000 |
Convertible senior notes unamortized discount attributable to cash conversion option and debt issuance costs including initial purchaser discount | (53,300) | (56,409) |
Note payable | ||
Line Of Credit Facility [Line Items] | ||
Total debt, Gross | 3,834 | |
Integrated Photonics, Inc | Note payable | ||
Line Of Credit Facility [Line Items] | ||
Total debt, Gross | 3,834 | 3,834 |
Line of credit | ||
Line Of Credit Facility [Line Items] | ||
Total debt, Gross | 180,000 | 80,000 |
Term Loans | ||
Line Of Credit Facility [Line Items] | ||
Total debt, Gross | 60,000 | 65,000 |
Yen denominated line of credit | ||
Line Of Credit Facility [Line Items] | ||
Total debt, Gross | 2,645 | 2,714 |
Credit Facility | ||
Line Of Credit Facility [Line Items] | ||
Credit facility unamortized debt issuance costs | $ (1,035) | $ (1,126) |
Components of Debt (Parenthetic
Components of Debt (Parenthetical) (Detail) | 3 Months Ended |
Sep. 30, 2018 | |
0.25% Convertible Senior Note Due 2022 | |
Line Of Credit Facility [Line Items] | |
Debt instrument, interest rate | 0.25% |
London Interbank Offered Rate (LIBOR) | Term Loans | |
Line Of Credit Facility [Line Items] | |
Debt instrument, rate added on variable rate | 1.75% |
London Interbank Offered Rate (LIBOR) | Line of credit | |
Line Of Credit Facility [Line Items] | |
Debt instrument, rate added on variable rate | 1.75% |
London Interbank Offered Rate (LIBOR) | Yen denominated line of credit | |
Line Of Credit Facility [Line Items] | |
Debt instrument, rate added on variable rate | 1.75% |
Debt - Additional Information (
Debt - Additional Information (Detail) | Aug. 24, 2017USD ($) | Jul. 28, 2016USD ($) | Sep. 30, 2018USD ($)$ / shares | Jun. 30, 2018USD ($) | Sep. 30, 2018JPY (¥) | Jun. 30, 2018JPY (¥) | Sep. 30, 2017 |
Line Of Credit Facility [Line Items] | |||||||
Available credit under lines of credit | $ 146,300,000 | $ 246,400,000 | |||||
Total outstanding letters of credit | $ 400,000 | 400,000 | |||||
Weighted average interest rate of total borrowings | 1.50% | 1.50% | 1.80% | ||||
Revolving Credit Facility | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit, maximum borrowing capacity | $ 325,000,000 | ||||||
Credit facility, term | 5 years | ||||||
Debt instrument maturity date | Jul. 27, 2021 | ||||||
Term Loans | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit, maximum borrowing capacity | $ 100,000,000 | ||||||
Term loan, quarterly principal Payment | $ 5,000,000 | ||||||
Term loan, maturity date | Jul. 27, 2021 | ||||||
Term loan, first quarterly principal payment commencement date | Oct. 1, 2016 | ||||||
Yen denominated line of credit | |||||||
Line Of Credit Facility [Line Items] | |||||||
Line of credit, maximum borrowing capacity | $ 4,400,000 | ¥ 500,000,000 | |||||
Debt instrument, month and year of maturity | 2020-08 | ||||||
Line of credit, outstanding | ¥ | ¥ 300,000,000 | ¥ 300,000,000 | |||||
Maximum | Revolving Credit Facility | |||||||
Line Of Credit Facility [Line Items] | |||||||
Credit facility, optional additional borrowing amount | $ 100,000,000 | ||||||
Base Rate Option | Minimum | Revolving Credit Facility | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, rate added on variable rate | 0.00% | ||||||
Base Rate Option | Maximum | Revolving Credit Facility | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, rate added on variable rate | 1.25% | ||||||
Euro Rate Option | Minimum | Revolving Credit Facility | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, rate added on variable rate | 1.00% | ||||||
Euro Rate Option | Maximum | Revolving Credit Facility | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, rate added on variable rate | 2.25% | ||||||
London Interbank Offered Rate (LIBOR) | Term Loans | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, rate added on variable rate | 1.75% | ||||||
London Interbank Offered Rate (LIBOR) | Yen denominated line of credit | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, rate added on variable rate | 1.75% | ||||||
London Interbank Offered Rate (LIBOR) | Minimum | Yen denominated line of credit | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, rate added on variable rate | 0.625% | ||||||
London Interbank Offered Rate (LIBOR) | Maximum | Yen denominated line of credit | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, rate added on variable rate | 1.75% | ||||||
0.25% Convertible Senior Note Due 2022 | |||||||
Line Of Credit Facility [Line Items] | |||||||
Debt instrument, interest rate | 0.25% | 0.25% | |||||
Equity portion of convertible debt | $ 56,400,000 | ||||||
Debt issuance costs | $ 1,700,000 | ||||||
Debt instrument conversion, shares issued per $1,000 principal amount | 21.25 | ||||||
Debt instrument conversion, principal amount of each note converted | $ 1,000 | ||||||
Debt instrument conversion, conversion price per share | $ / shares | $ 47.06 | ||||||
Debt instrument conversion, If-converted value of notes | $ 346,800,000 | $ 318,500,000 | |||||
Effective interest rate | 4.50% | 4.50% | 4.50% | ||||
Unamortized discount | $ 46,600,000 | ||||||
Amortization period | 4 years | ||||||
Debt instrument maturity date | Sep. 1, 2022 | ||||||
0.25% Convertible Senior Note Due 2022 | Initial Purchasers | |||||||
Line Of Credit Facility [Line Items] | |||||||
Aggregate principal amount | $ 300,000,000 | ||||||
Debt instrument, interest rate | 0.25% | ||||||
0.25% Convertible Senior Notes Over-Allotment Option | Initial Purchasers | |||||||
Line Of Credit Facility [Line Items] | |||||||
Aggregate principal amount | $ 45,000,000 | ||||||
Number of days option granted to purchase additional principal amount of notes | 30 days |
Summary of Total Interest Expen
Summary of Total Interest Expense Recognized (Detail) - 0.25% Convertible Senior Note Due 2022 - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Debt Instrument [Line Items] | ||
0.25% contractual coupon | $ 220 | $ 78 |
Amortization of debt discount and debt issuance costs including initial purchaser discount | 3,110 | 1,107 |
Interest expense | $ 3,330 | $ 1,185 |
Summary of Total Interest Exp_2
Summary of Total Interest Expense Recognized (Parenthetical) (Detail) | Sep. 30, 2018 |
0.25% Convertible Senior Note Due 2022 | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate | 0.25% |
Remaining Annual Principal Paym
Remaining Annual Principal Payments of Credit Obligations (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 |
Line Of Credit Facility [Line Items] | ||
Year 1 | $ 20,000 | |
Year 2 | 26,479 | |
Year 3 | 200,000 | |
Year 4 | 345,000 | |
Total | 591,479 | |
Term Loans | ||
Line Of Credit Facility [Line Items] | ||
Year 1 | 20,000 | |
Year 2 | 20,000 | |
Year 3 | 20,000 | |
Total | 60,000 | $ 65,000 |
Yen Line of Credit | ||
Line Of Credit Facility [Line Items] | ||
Year 2 | 2,645 | |
Total | 2,645 | 2,714 |
U.S. Dollar Line of Credit | ||
Line Of Credit Facility [Line Items] | ||
Year 3 | 180,000 | |
Total | 180,000 | $ 80,000 |
Note Payable | ||
Line Of Credit Facility [Line Items] | ||
Year 2 | 3,834 | |
Total | 3,834 | |
Convertible Notes | ||
Line Of Credit Facility [Line Items] | ||
Year 4 | 345,000 | |
Total | $ 345,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Income Tax Contingency [Line Items] | |||
U.S. statutory rate | 21.00% | ||
Effective income tax rate | 19.10% | 21.40% | |
Unrecognized tax benefits that would impact effective tax rate | $ 13.8 | $ 9.9 | |
Interest and penalties accrued | 0.7 | $ 0.6 | |
Liability for uncertain tax positions that would impact the effective tax rate if recognized | $ 5.7 | ||
New Jersey | |||
Income Tax Contingency [Line Items] | |||
Income tax examination, year(s) under examination | 2014 2015 2016 2017 | ||
United States Internal Revenue Service | |||
Income Tax Contingency [Line Items] | |||
Tax year remain open to examination | 2015 2016 2017 2018 | ||
State Jurisdictions | |||
Income Tax Contingency [Line Items] | |||
Tax year remain open to examination | 2014 2015 2016 2017 2018 | ||
Foreign Taxing Jurisdictions | |||
Income Tax Contingency [Line Items] | |||
Tax year remain open to examination | 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 | ||
U.S. Federal | |||
Income Tax Contingency [Line Items] | |||
Income tax examination, year(s) under examination | 2,016 | ||
Subsidiaries in Philippines | |||
Income Tax Contingency [Line Items] | |||
Income tax examination, year(s) under examination | 2,017 | ||
Subsidiary in Germany | |||
Income Tax Contingency [Line Items] | |||
Income tax examination, year(s) under examination | 2012 2013 2014 2015 |
Computation of Earnings Per Sha
Computation of Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Earnings Per Share [Abstract] | ||
Net earnings | $ 26,149 | $ 21,141 |
Weighted average shares | 63,420 | 62,744 |
Basic earnings per common share | $ 0.41 | $ 0.34 |
Net earnings | $ 26,149 | $ 21,141 |
Weighted average shares | 63,420 | 62,744 |
Dilutive effect of common stock equivalents | 2,738 | 2,539 |
Diluted weighted average common shares | 66,158 | 65,283 |
Diluted earnings per common share | $ 0.40 | $ 0.32 |
Schedule of Potential Shares of
Schedule of Potential Shares of Common Stock Excluded from the Calculation of Diluted Net Income Per Share (Details) - shares shares in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total anti-dilutive shares | 7,442 | 87 |
0.25% Convertible Senior Note Due 2022 | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total anti-dilutive shares | 7,331 | |
Stock Options And Restricted Shares | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Total anti-dilutive shares | 111 | 87 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) | 3 Months Ended |
Sep. 30, 2018Segment | |
Segment Reporting [Abstract] | |
Number of reporting segments | 3 |
Financial Information of Compan
Financial Information of Company's Operation by Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||
Revenues | $ 314,433 | $ 261,503 | |
Operating income | 37,213 | 29,777 | |
Interest expense | (5,584) | (3,645) | |
Other income (expense), net | 713 | 767 | |
Income taxes | (6,193) | (5,758) | |
Net earnings | 26,149 | 21,141 | |
Depreciation and amortization | 22,170 | 18,816 | |
Segment assets | 1,880,643 | $ 1,761,661 | |
Expenditures for property, plant & equipment | 34,918 | 37,426 | |
Investments | 75,289 | $ 69,215 | |
II-VI Laser Solutions | |||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||
Revenues | 106,175 | ||
II-VI Photonics | |||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||
Revenues | 135,156 | ||
II- VI Performance Products | |||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||
Revenues | 73,102 | ||
Operating Segments | II-VI Laser Solutions | |||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||
Revenues | 106,175 | 87,936 | |
Inter-segment revenues | 13,553 | 7,180 | |
Operating income | 12,310 | 2,655 | |
Depreciation and amortization | 10,847 | 8,224 | |
Segment assets | 751,801 | ||
Expenditures for property, plant & equipment | 11,593 | 12,761 | |
Operating Segments | II-VI Photonics | |||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||
Revenues | 135,156 | 115,940 | |
Inter-segment revenues | 2,896 | 2,863 | |
Operating income | 15,912 | 20,108 | |
Depreciation and amortization | 6,199 | 5,507 | |
Segment assets | 671,992 | ||
Expenditures for property, plant & equipment | 12,051 | 9,782 | |
Investments | 13,373 | ||
Operating Segments | II- VI Performance Products | |||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||
Revenues | 73,102 | 57,627 | |
Inter-segment revenues | 5,662 | 827 | |
Operating income | 8,991 | 7,014 | |
Depreciation and amortization | 5,124 | 5,085 | |
Segment assets | 456,850 | ||
Expenditures for property, plant & equipment | 11,274 | 14,883 | |
Investments | 61,916 | ||
Eliminations | |||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||
Inter-segment revenues | $ (22,111) | $ (10,870) |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) | 3 Months Ended |
Sep. 30, 2018shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Percentage of share based compensation expense allocated to cost of sales | 20.00% |
Percentage of share based compensation expense allocated to selling, general and administrative expense | 80.00% |
Omnibus Incentive Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock authorized for issuance under the Plan | 4,900,000 |
Share-Based Compensation Expens
Share-Based Compensation Expense by Award Type (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share based compensation expense | $ 5,337 | $ 6,312 |
Stock Options and Cash-Based Stock Appreciation Rights | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share based compensation expense | 2,328 | 2,463 |
Restricted Share Awards and Cash-Based Restricted Share Unit Awards | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share based compensation expense | 2,792 | 2,563 |
Performance Share Awards and Cash-Based Performance Share Unit Awards | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Share based compensation expense | $ 217 | $ 1,286 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2018 | Jun. 30, 2017 | Feb. 29, 2016 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Payment for earnout amount | $ 2,500 | $ 2,000 | |
Convertible Notes | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Debt instrument, interest rate | 0.25% | ||
EpiWorks | Upon Achievement of Financial and Operational Targets For Capacity Wafers Output and Gross Margin | Maximum | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Business acquisitions, contingent consideration | $ 6,000 |
Summary of Fair Value and Carry
Summary of Fair Value and Carrying Value of Convertible Notes (Detail) $ in Thousands | Sep. 30, 2018USD ($) |
Fair Value Disclosures [Abstract] | |
Convertible notes fair value | $ 406,203 |
Convertible notes carrying value | $ 291,700 |
Summary by Level of Fair Value
Summary by Level of Fair Value of Financial Instruments Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2017 |
Liabilities: | |||
Convertible notes fair value | $ 406,203 | ||
Fair Value, Inputs, Level 3 | |||
Liabilities: | |||
Contingent earnout arrangements | 7,021 | $ 7,429 | |
Fair Value, Measurements, Recurring | |||
Assets: | |||
Foreign currency forward contracts | 387 | $ 121 | |
Liabilities: | |||
Net put option | 2,024 | 2,024 | |
Contingent earnout arrangements | 4,997 | 5,405 | |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | |||
Assets: | |||
Foreign currency forward contracts | 387 | 121 | |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 3 | |||
Liabilities: | |||
Net put option | 2,024 | 2,024 | |
Contingent earnout arrangements | $ 4,997 | $ 5,405 |
Reconciliation of Beginning and
Reconciliation of Beginning and Ending Fair Value Measurements of Level Three Contingent Earnout Arrangements Related to Company's Acquisitions (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Jun. 30, 2017 | |
Contingent earnout arrangements | ||
Payment on earnout consideration | $ (2,500) | $ (2,000) |
Fair Value, Inputs, Level 3 | ||
Business Acquisition Contingent Consideration [Line Items] | ||
Balance - beginning of period | 7,429 | |
Contingent earnout arrangements | ||
Payment on earnout consideration | (2,500) | |
Other earnout arrangement | 2,597 | |
Balance - end of period | 7,021 | |
Fair Value, Inputs, Level 3 | Other Expense, (Income) | ||
Contingent earnout arrangements | ||
Changes in fair value recorded in other expense, (income) | $ (505) |
Schedule of Net Periodic Pensio
Schedule of Net Periodic Pension Costs (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Benefit Plan Net Periodic Benefit Cost [Abstract] | ||
Service cost | $ 938 | $ 952 |
Interest cost | 137 | 107 |
Expected return on plan assets | (246) | (215) |
Net amortization | 67 | 105 |
Net periodic pension costs | $ 896 | $ 949 |
Post-Retirement Benefits - Addi
Post-Retirement Benefits - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Compensation And Retirement Disclosure [Abstract] | ||
Contributions to the Compensation Plan by the employer | $ 0.8 | $ 0.9 |
Contributions to the Compensation Plan by the employer in remainder of fiscal year 2018 | $ 2.5 |
Share Repurchase Programs (Deta
Share Repurchase Programs (Detail) - USD ($) | 3 Months Ended | 50 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | Aug. 31, 2014 | |
Equity Class Of Treasury Stock [Line Items] | |||
Stock repurchase program, authorized amount | $ 50,000,000 | ||
Purchase of common stock, shares | 1,316,587 | ||
Purchase of Treasury Stock | $ 19,000,000 | ||
Program | |||
Equity Class Of Treasury Stock [Line Items] | |||
Purchase of common stock, shares | 0 |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Income ("AOCI") by Component, Net of Tax (Detail) $ in Thousands | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Beginning Balance | $ 1,024,311 |
Other comprehensive income before reclassifications | (10,651) |
Amounts reclassified from AOCI | 52 |
Net current-period other comprehensive income | (10,599) |
Ending Balance | 1,043,588 |
Foreign Currency Translation Adjustment | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Beginning Balance | (1,308) |
Other comprehensive income before reclassifications | (10,651) |
Net current-period other comprehensive income | (10,651) |
Ending Balance | (11,959) |
Defined Benefit Pension Plan | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Beginning Balance | (2,472) |
Amounts reclassified from AOCI | 52 |
Net current-period other comprehensive income | 52 |
Ending Balance | (2,420) |
Accumulated Other Comprehensive Income (Loss) | |
Accumulated Other Comprehensive Income Loss [Line Items] | |
Beginning Balance | (3,780) |
Ending Balance | $ (14,379) |
Capital Lease - Schedule of Fut
Capital Lease - Schedule of Future Minimum Lease Payments Due Under Non-Cancelable Capital Lease (Detail) $ in Thousands | Sep. 30, 2018USD ($) |
Leases [Abstract] | |
2019 (remaining) | $ 1,726 |
2,020 | 2,355 |
2,021 | 2,419 |
2,022 | 2,486 |
2,023 | 2,554 |
Thereafter | 24,740 |
Total minimum lease payments | 36,280 |
Less amount representing interest | 11,341 |
Present value of capitalized payments | $ 24,939 |
Capital Lease - Additional Info
Capital Lease - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Capital Leased Assets [Line Items] | ||
Capital leases future minimum payments present value at inception | $ 25,000 | |
Property, plant and equipment estimated useful lives, years | 15 years | |
Depreciation | $ 18,472 | $ 15,219 |
Capital Leased Asset | ||
Capital Leased Assets [Line Items] | ||
Depreciation | $ 400 |