Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2016 | Nov. 15, 2016 | Mar. 31, 2016 | |
Document and Entity Information [Abstract] | |||
Trading Symbol | BRKS | ||
Entity Registrant Name | BROOKS AUTOMATION INC | ||
Entity Central Index Key | 933,974 | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Sep. 30, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Common Stock, Shares Outstanding | 69,020,316 | ||
Entity Public Float | $ 669,058,000 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Current assets | ||
Cash and cash equivalents | $ 85,086 | $ 80,722 |
Marketable securities | 39 | 70,021 |
Accounts receivable, net | 106,372 | 86,448 |
Inventories | 92,572 | 100,619 |
Assets held for sale | 0 | 2,900 |
Prepaid expenses and other current assets | 15,265 | 15,158 |
Total current assets | 299,334 | 355,868 |
Property, plant and equipment, net | 54,885 | 41,855 |
Long-term marketable securities | 6,096 | 63,287 |
Long-term deferred tax assets | 1,982 | 87,133 |
Goodwill | 202,138 | 121,408 |
Intangible assets, net | 81,843 | 55,446 |
Equity method investments | 27,273 | 24,308 |
Other assets | 12,354 | 9,397 |
Total assets | 685,905 | 758,702 |
Current liabilities | ||
Accounts payable | 41,128 | 44,890 |
Deferred revenue | 14,966 | 17,886 |
Accrued warranty and retrofit costs | 6,324 | 6,089 |
Accrued compensation and benefits | 21,254 | 20,401 |
Accrued restructuring costs | 5,939 | 2,073 |
Accrued income taxes payable | 7,554 | 6,111 |
Accrued expenses and other current liabilities | 22,628 | 15,550 |
Total current liabilities | 119,793 | 113,000 |
Long-term tax reserves | 2,681 | 3,644 |
Long-term deferred tax liabilities | 2,913 | 3,495 |
Long-term pension liabilities | 2,557 | 3,118 |
Other long-term liabilities | 4,271 | 3,400 |
Total liabilities | 132,215 | 126,657 |
Commitments and contingencies (Note 22) | ||
Stockholders' Equity | ||
Preferred stock, $0.01 par value- 1,000,000 shares authorized, no shares issued or outstanding | 0 | 0 |
Common stock, $0.01 par value- 125,000,000 shares authorized, 82,220,270 shares issued and 68,758,401 shares outstanding at September 30, 2016, 81,093,052 shares issued and 67,631,183 shares outstanding at September 30, 2015 | 821 | 811 |
Additional paid-in capital | 1,855,703 | 1,846,357 |
Accumulated other comprehensive income | 15,166 | 5,898 |
Treasury stock at cost, 13,461,869 shares | (200,956) | (200,956) |
Total Brooks Automation, Inc. stockholders’ equity | (1,117,044) | (1,020,065) |
Total stockholders' equity | 553,690 | 632,045 |
Total liabilities and stockholders' equity | $ 685,905 | $ 758,702 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2016 | Sep. 30, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 125,000,000 | 125,000,000 |
Common stock, shares issued | 82,220,270 | 81,093,052 |
Common stock, shares outstanding | 68,758,401 | 67,631,183 |
Treasury stock, shares | 13,461,869 | 13,461,869 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue | |||
Products | $ 421,783 | $ 457,411 | $ 387,032 |
Services | 138,540 | 95,297 | 95,816 |
Total revenue | 560,323 | 552,708 | 482,848 |
Cost of revenue | |||
Product | 267,974 | 298,348 | 250,268 |
Services | 94,268 | 65,255 | 65,243 |
Total cost of revenue | 362,242 | 363,603 | 315,511 |
Gross profit | 198,081 | 189,105 | 167,337 |
Operating expenses | |||
Research and development | 51,543 | 52,232 | 52,649 |
Selling, general and administrative | 130,261 | 115,270 | 111,098 |
Restructuring and other charges | 12,039 | 4,713 | 6,289 |
Total operating expenses | 193,843 | 172,215 | 170,036 |
Operating income (loss) | 4,238 | 16,890 | (2,699) |
Interest income | 452 | 899 | 950 |
Interest expense | (157) | (395) | (202) |
Other (expense) income, net | (579) | 421 | 256 |
Income (loss) before income taxes and earnings (losses) of equity method investments | 3,954 | 17,815 | (1,695) |
Income tax provision (benefit) | 75,810 | 3,430 | (1,980) |
(Loss) income before earnings (losses) of equity method investments | (71,856) | 14,385 | 285 |
Equity in earnings (losses) of equity method investments | 2,380 | (164) | 1,235 |
(Loss) income from continuing operations | (69,476) | 14,221 | 1,520 |
Income from discontinued operations, net of tax | 0 | 0 | 30,002 |
Net (loss) income | (69,476) | 14,221 | 31,522 |
Net income attributable to noncontrolling interests | 0 | 0 | (161) |
Net (loss) income attributable to Brooks Automation, Inc. | $ (69,476) | $ 14,221 | $ 31,361 |
Basic net (loss) income per share attributable to Brooks Automation, Inc. common stockholders: | |||
(Loss) income from continuing operations (USD per share) | $ (1.01) | $ 0.21 | $ 0.02 |
Income from discontinued operations, net of tax (USD per share) | 0 | 0 | 0.45 |
Basic net (loss) income per share attributable to Brooks Automation, Inc. (USD per share) | (1.01) | 0.21 | 0.47 |
Earnings Per Share, Diluted [Abstract] | |||
(Loss) income from continuing operations (USD per share) | (1.01) | 0.21 | 0.02 |
Income from discontinued operations, net of tax (USD per share) | 0 | 0 | 0.44 |
Diluted net (loss) income per share attributable to Brooks Automation, Inc. common stockholders (USD per share) | (1.01) | 0.21 | 0.46 |
Dividend declared per share (USD per share) | $ 0.40 | $ 0.40 | $ 0.34 |
Weighted-average shares used in computing earnings (loss) per share: | |||
Basic (shares) | 68,507 | 67,411 | 66,648 |
Diluted (shares) | 68,507 | 68,549 | 67,644 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (69,476) | $ 14,221 | $ 31,522 |
Cumulative foreign currency translation adjustments | 8,844 | (9,557) | (6,296) |
Unrealized gains (losses) on marketable securities, net of tax effects of $58, $(83) and $62 for fiscal years 2016, 2015 and 2014 | (106) | 141 | (104) |
Change in fair value of cash flow hedges, net of tax impact of $9 for fiscal year 2014 | 0 | 0 | (14) |
Actuarial losses, net of tax effects of $161, $115 and $471 for fiscal years 2016, 2015 and 2014 | (322) | (605) | (503) |
Pension settlement | 0 | 232 | 0 |
Pension curtailment | 852 | 0 | 0 |
Total other comprehensive income (loss), net of tax | 9,268 | (9,789) | (6,917) |
Comprehensive income attributable to noncontrolling interests | 0 | 0 | (161) |
Comprehensive (loss) income attributable to Brooks Automation, Inc., net of tax | $ (60,208) | $ 4,432 | $ 24,444 |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Changes in unrealized gains (losses) on marketable securities, tax | $ (58) | $ 83 | $ (62) |
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | 0 | 0 | (9) |
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized Gain (Loss) Arising During Period, Tax | $ (161) | $ (115) | $ (471) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities | |||
Net (loss) income | $ (69,476) | $ 14,221 | $ 31,522 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation and amortization | 28,046 | 25,160 | 23,459 |
Impairment of intangible assets | 0 | 0 | 398 |
Impairment of other assets | 807 | 0 | 2,621 |
Stock-based compensation | 11,737 | 12,159 | 10,912 |
Amortization of premium on marketable securities and deferred financing costs | 339 | 1,193 | 1,255 |
Undistributed (earnings) losses of equity method investments | (2,380) | 164 | (1,235) |
Deferred income tax provision (benefit) | 70,273 | (2,173) | (1,779) |
Loss on write-downs of assets held for sale | 0 | 1,944 | 0 |
Pension settlement | 0 | 232 | 0 |
Gain on disposal of businesses | 0 | (85) | (27,444) |
(Gain) loss on disposal of long-lived assets | (41) | 0 | 13 |
Changes in operating assets and liabilities, net of acquisitions and disposals: | |||
Accounts receivable | (1,796) | (5,134) | 12,098 |
Inventories | 8,565 | (5,919) | 9,598 |
Prepaid expenses and other current assets | (428) | (2,875) | (12,325) |
Accounts payable | (5,143) | 8,358 | (11,924) |
Deferred revenue | (3,290) | (6,779) | 5,900 |
Accrued warranty and retrofit costs | 290 | (407) | (1,102) |
Accrued compensation and tax withholdings | (3,234) | (1,148) | 6,783 |
Accrued restructuring costs | 3,860 | (1,247) | 2,161 |
Accrued pension costs | (811) | 812 | 997 |
Accrued expenses and other current liabilities | 2,229 | 5,251 | 1,873 |
Net cash provided by operating activities | 39,547 | 43,727 | 53,781 |
Cash flows from investing activities | |||
Purchases of property, plant and equipment | (12,848) | (16,146) | (5,518) |
Purchases of marketable securities | (12,901) | (87,333) | (174,287) |
Sales and maturities of marketable securities | 139,388 | 104,008 | 112,085 |
Proceeds from divestitures | 0 | 0 | 85,369 |
Disbursement for a loan receivable | 1,821 | 0 | 0 |
Proceeds from liquidation of a joint venture | 0 | 1,778 | 0 |
Acquisitions, net of cash acquired | (125,248) | (14,450) | (35,625) |
Decrease in restricted cash | 0 | 0 | 177 |
Purchases of other investments | (250) | (5,500) | 0 |
Proceeds from sales of property, plant and equipment | 2,806 | 6 | 0 |
Net cash used in investing activities | (10,874) | (17,637) | (17,799) |
Cash flows from financing activities | |||
Proceeds from line of credit | 366 | 0 | 0 |
Proceeds from issuance of common stock | 1,888 | 1,807 | 1,838 |
Principal repayments of capital lease obligations | 0 | 0 | (239) |
Payment of deferred financing costs | (708) | 0 | 0 |
Acquisitions of noncontrolling interest | 0 | 0 | (3,189) |
Repayment of debt assumed in business acquisition | 0 | (8,829) | 0 |
Common stock dividends paid | (27,503) | (26,992) | (22,875) |
Net cash used in financing activities | (25,957) | (34,014) | (24,465) |
Effects of exchange rate changes on cash and cash equivalents | 1,648 | (5,468) | (374) |
Net increase (decrease) in cash and cash equivalents | 4,364 | (13,392) | 11,143 |
Cash and cash equivalents, beginning of year | 80,722 | 94,114 | 82,971 |
Cash and cash equivalents, end of year | 85,086 | 80,722 | 94,114 |
Supplemental disclosures: | |||
Cash paid for interest | 114 | 395 | 202 |
Cash paid for income taxes, net | 4,930 | 3,883 | 1,084 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Acquisition of buildings and land through capital lease | 0 | 0 | 8,537 |
Derecognition of a capital lease obligation and the related assets | $ 0 | $ 7,804 | $ 0 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Treasury Stock | Total Brooks Automation, Inc. Stockholders' Equity | Noncontrolling Interests in Subsidiaries |
Beginning Balance (in shares) at Sep. 30, 2013 | 80,039,104 | |||||||
Beginning Balance at Sep. 30, 2013 | $ 632,656,000 | $ 800,000 | $ 1,825,499,000 | $ 22,604,000 | $ (1,015,991,000) | $ (200,956,000) | $ 631,956,000 | $ 700,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares issued under stock option, restricted stock and purchase plans, net (in shares) | 336,673 | |||||||
Shares issued under stock option, restricted stock and purchase plans, net | 390,000 | $ 4,000 | 386,000 | 390,000 | ||||
Stock-based compensation | 11,062,000 | 11,062,000 | 11,062,000 | |||||
Common stock dividend declared, at $0.40, $0.40 and $0.34 per share for fiscal years 2016, 2015 and 2014 | (22,635,000) | (22,635,000) | (22,635,000) | |||||
Acquisition of noncontrolling interest | (3,189,000) | (2,328,000) | (2,328,000) | (861,000) | ||||
Comprehensive income (loss): | ||||||||
Net (loss) income | 31,522,000 | 31,361,000 | 31,361,000 | 161,000 | ||||
Foreign currency translation adjustments | (6,296,000) | (6,296,000) | (6,296,000) | |||||
Changes in unrealized gains (losses) on marketable securities, net of tax effects of $58, $(83) and $62 for fiscal years 2016, 2015 and 2014 | (104,000) | (104,000) | (104,000) | |||||
Actuarial losses, net of tax effects of $161, $115 and $471 for fiscal years 2016, 2015 and 2014 | (503,000) | (503,000) | (503,000) | |||||
Changes in unrealized losses on cash flow hedges, net of tax effects of $9 | (14,000) | (14,000) | ||||||
Ending Balance (in shares) at Sep. 30, 2014 | 80,375,777 | |||||||
Ending Balance at Sep. 30, 2014 | 642,889,000 | $ 804,000 | 1,834,619,000 | 15,687,000 | (1,007,265,000) | (200,956,000) | 642,889,000 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares issued under stock option, restricted stock and purchase plans, net (in shares) | 717,275 | |||||||
Shares issued under stock option, restricted stock and purchase plans, net | (414,000) | $ 7,000 | (421,000) | (414,000) | ||||
Stock-based compensation | 12,159,000 | 12,159,000 | 12,159,000 | |||||
Common stock dividend declared, at $0.40, $0.40 and $0.34 per share for fiscal years 2016, 2015 and 2014 | (27,021,000) | (27,021,000) | (27,021,000) | |||||
Comprehensive income (loss): | ||||||||
Net (loss) income | 14,221,000 | 14,221,000 | 14,221,000 | |||||
Foreign currency translation adjustments | (9,557,000) | (9,557,000) | (9,557,000) | |||||
Changes in unrealized gains (losses) on marketable securities, net of tax effects of $58, $(83) and $62 for fiscal years 2016, 2015 and 2014 | 141,000 | 141,000 | 141,000 | |||||
Actuarial losses, net of tax effects of $161, $115 and $471 for fiscal years 2016, 2015 and 2014 | (605,000) | (605,000) | (605,000) | |||||
Recognition of pension settlement in earnings | 232,000 | 232,000 | 232,000 | |||||
Ending Balance (in shares) at Sep. 30, 2015 | 81,093,052 | |||||||
Ending Balance at Sep. 30, 2015 | 632,045,000 | $ 811,000 | 1,846,357,000 | 5,898,000 | (1,020,065,000) | (200,956,000) | 632,045,000 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Shares issued under stock option, restricted stock and purchase plans, net (in shares) | 1,127,218 | |||||||
Shares issued under stock option, restricted stock and purchase plans, net | (2,381,000) | $ 10,000 | (2,391,000) | (2,381,000) | ||||
Stock-based compensation | 11,737,000 | 11,737,000 | 11,737,000 | |||||
Common stock dividend declared, at $0.40, $0.40 and $0.34 per share for fiscal years 2016, 2015 and 2014 | (27,503,000) | (27,503,000) | (27,503,000) | |||||
Comprehensive income (loss): | ||||||||
Net (loss) income | (69,476,000) | (69,476,000) | (69,476,000) | |||||
Foreign currency translation adjustments | 8,844,000 | 8,844,000 | 8,844,000 | |||||
Changes in unrealized gains (losses) on marketable securities, net of tax effects of $58, $(83) and $62 for fiscal years 2016, 2015 and 2014 | (106,000) | (106,000) | (106,000) | |||||
Actuarial losses, net of tax effects of $161, $115 and $471 for fiscal years 2016, 2015 and 2014 | (322,000) | (322,000) | (322,000) | |||||
Pension curtailment | 852,000 | 852,000 | 852,000 | |||||
Ending Balance (in shares) at Sep. 30, 2016 | 82,220,270 | |||||||
Ending Balance at Sep. 30, 2016 | $ 553,690,000 | $ 821,000 | $ 1,855,703,000 | $ 15,166,000 | $ (1,117,044,000) | $ (200,956,000) | $ 553,690,000 | $ 0 |
CONSOLIDATED STATEMENTS OF CHA9
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Stockholders' Equity [Abstract] | |||
Dividend declared per share (USD per share) | $ 0.40 | $ 0.40 | $ 0.34 |
Changes in unrealized gains (losses) on marketable securities, tax | $ (58) | $ 83 | $ (62) |
Changes in unrealized losses on cash flow hedges, tax | 0 | 0 | (9) |
Actuarial gain or loss arising in the year, tax | $ 161 | $ (115) | $ (471) |
Nature of the Business
Nature of the Business | 12 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the Business | Nature of the Business Brooks Automation, Inc. (“Brooks”, or the “Company”) is leading global provider of automation and cryogenic solutions for multiple applications and markets. The Company primarily serves the semiconductor capital equipment market and sample management market for life sciences. The Company's technologies, engineering competencies and global service capabilities provide customers speed to market and ensure high uptime and rapid response, which equate to superior value in their mission-critical controlled environments. Since 1978, the Company has been a leading partner to the global semiconductor manufacturing markets. The Company has expanded its products and services through product development initiatives and strategic business acquisitions to meet the needs of customers in the life science and technology markets adjacent to semiconductor. In the second quarter of fiscal year 2014, the Company determined that its Granville-Phillips Gas Analysis & Vacuum Measurement, or Granville-Phillips, business met the criteria of being reported as a discontinued operation. As a result, the Company’s historical financial statements have been revised to present the operating results of the Granville-Phillips business as a discontinued operation. The results of operations from the Granville-Phillips business are presented as “Income from discontinued operations, net of tax” in the Consolidated Statements of Operations. The Company has not separated cash flows of the Granville-Phillips business from those of its continuing operations and has not revised its historical statements of cash flows. Unless otherwise noted, the discussion in the notes to these Consolidated Financial Statements relates solely to the Company's continuing operations. Revision of Prior Period Financial Statements During fiscal year 2016, the Company identified a classification error related to a presentation of cost of product and service revenue in the Company's consolidated statements of operations for the quarterly and annual periods beginning in the fourth quarter of fiscal year 2014 through the quarterly period ended March 31, 2016. The classification error had no impact on the total cost of revenue, gross profit, operating income (loss), net (loss) income, as well as basic and diluted net (loss) income per share during any of the periods presented. Additionally, the classification error had no impact on the Company's consolidated balance sheets and consolidated statements of cash flows during any of the prior periods. The Company considered the guidance in Accounting Standard Codification (ASC) Topic 250, “ Accounting Changes and Error Corrections ,” ASC Topic 250-10-S99-1, “ Assessing Materiality ,” and ASC Topic 250-10-S99-2, “ Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements" in evaluating whether the Company’s previously issued Consolidated Financial Statements were materially misstated. The Company concluded this classification error was not material individually or in the aggregate to the financial statements presented during any of the prior reporting periods, and therefore, amendments of previously filed reports were not required. The revisions for these corrections to the applicable prior periods are reflected in the financial information herein and will be reflected in future filings containing such financial information. The following table summarizes the effects of the classification error on the annual prior period financial statements (in thousands): Fiscal Year Ended September 30, 2015 As Previously Reported Adjustment As Revised Cost of product revenue $ 307,865 $ (9,517 ) $ 298,348 Cost of service revenue 55,738 9,517 65,255 Total cost of revenue $ 363,603 $ — $ 363,603 Fiscal Year Ended September 30, 2014 As Previously Reported Adjustment As Revised Cost of product revenue $ 252,688 $ (2,420 ) $ 250,268 Cost of service revenue 62,823 2,420 65,243 Total cost of revenue $ 315,511 $ — $ 315,511 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation The accompanying Consolidated Financial Statements include the accounts of the Company and its majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company applies equity method of accounting to investments that provide it with ability to exercise significant influence over the entities in which it lacks controlling financial interest and is not a primary beneficiary. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Significant estimates are associated with recording accounts receivable, inventories, goodwill, intangible assets other than goodwill, long-lived assets, derivative financial instruments, deferred income taxes, warranty and pension obligations, revenue recognized in accordance with the percentage of completion method, and stock-based compensation expense. The Company assesses the estimates on an ongoing basis and records changes in estimates in the period they occur and become known. Actual results could differ from these estimates. Business Combinations The Company accounts for business acquisitions using the acquisition method of accounting, in accordance with which assets acquired and liabilities assumed are recorded at their respective fair values at the acquisition date. The fair value of the consideration paid, including contingent consideration, is assigned to the assets acquired and liabilities assumed based on their respective fair values. Goodwill represents excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed. Significant judgments are used in determining fair values of assets acquired and liabilities assumed, as well as intangibles. Fair value and useful life determinations are based on, among other factors, estimates of future expected cash flows, royalty cost savings and appropriate discount rates used in computing present values. These judgments may materially impact the estimates used in allocating acquisition date fair values to assets acquired and liabilities assumed, as well as the Company's current and future operating results. Actual results may vary from these estimates which may result in adjustments to goodwill and acquisition date fair values of assets and liabilities during a measurement period or upon a final determination of asset and liability fair values, whichever occurs first. Adjustments to fair values of assets and liabilities made after the end of the measurement period are recorded within the Company's operating results. Changes in the fair value of a contingent consideration resulting from a change in the underlying inputs are recognized in results of operations until the arrangement is settled. Foreign Currency Translation Certain transactions of the Company and its subsidiaries are denominated in currencies other than their functional currency. Foreign currency exchange gains (losses) generated from the settlement and remeasurement of these transactions are recognized in earnings and presented within “Other (expense) income, net” in the Company's Consolidated Statements of Operations. Net foreign currency transaction and remeasurement (losses) gains totaled $(1.9) million , $0.5 million and $(1.2) million for the fiscal years ended September 30, 2016, 2015 and 2014, respectively. The determination of the functional currency of the Company's subsidiaries is based on their financial and operational environment and is the local currency of all of the Company's foreign subsidiaries. The subsidiaries' assets and liabilities are translated into the reporting currency at period-end exchange rates, while revenue, expenses, gains and losses are translated at the average exchange rates during the period. Gains and losses from foreign currency translations are recorded in accumulated other comprehensive income in the Company's Consolidated Balance Sheets and presented as a component of comprehensive income (loss) in the Company's Consolidated Statements of Comprehensive Income (Loss). Derivative Financial Instruments All derivatives, whether designated as a hedging relationship or not, are recorded in the Consolidated Balance Sheets at fair value. The accounting for changes in fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, the Company must designate the hedging instrument as a fair value hedge, cash flow hedge or a hedge of a net investment in a foreign operation based on the exposure being hedged. Certain derivatives held by the Company are not designated as hedges but are used in managing exposure to changes in foreign exchange rates. A fair value hedge is a derivative instrument designated for the purpose of hedging the exposure of changes in fair value of an asset or a liability resulting from a particular risk. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and of the hedged item attributable to the hedged risk are both recognized in the results of operations and presented in the same caption in the Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income (Loss). A cash flow hedge is a derivative instrument designated for the purpose of hedging the exposure to variability in future cash flows resulting from a particular risk. If the derivative is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative are recorded in accumulated other comprehensive income and recognized in the results of operations when the hedged item affects earnings. Ineffective portions of changes in the fair value of cash flow hedges are recognized in the results of operations. A hedge of a net investment in a foreign operation is achieved through a derivative instrument designated for the purpose of hedging the exposure of changes in value of investments in foreign subsidiaries. If the derivative is designated as a hedge of a net investment in a foreign operation, the effective portions of changes in the fair value of the derivative are recorded in other comprehensive income as a part of the foreign currency translation adjustment. Ineffective portions of net investment hedges are recognized in the results of operations. For derivative instruments not designated as hedging instruments, changes in fair value are recognized in the Consolidated Statements of Operations as gains or losses consistent with the classification of the underlying risk. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash deposits and cash equivalents, marketable securities, derivative instruments and accounts receivable. All of the Company’s cash, cash equivalents, marketable securities and derivative instruments are maintained by major financial institutions. The Company invests cash not used in operations in investment grade, high credit quality securities in accordance with the Company's investment policy which provides guidelines and limits regarding investments type, concentration, credit quality and maturity terms aimed at maintaining liquidity and reducing risk of capital loss. A majority of the Company’s customers is concentrated in the semiconductor industry. The Company regularly monitors the creditworthiness of its customers and believes that it has adequately provided for exposure to potential credit losses. The Company's top ten largest customers accounted for approximately 34% , 38% and 37% of its consolidated revenue for the fiscal years ended September 30, 2016, 2015 and 2014, respectively. One customer accounted for approximately 12% , and 11% , respectively, in the fiscal years ended September 30, 2015 and 2014. No customers accounted for more than 10% of our consolidated revenue for fiscal year 2016. Fair Value of Financial Instruments The Company's financial instruments consist of cash and cash equivalents, marketable securities, derivative instruments, accounts receivable, loans receivable, convertible debt securities, stock warrants, contingent consideration and accounts payable. Marketable securities and derivative instruments are measured at fair value based on quoted market prices or observable inputs other than quoted market prices for identical or similar assets or liabilities. Convertible debt securities are measured at fair value based on the probability-weighted expected return method utilizing various scenarios for the expected payout of the instrument covering the full range of the potential outcomes. Fair value of the asset securities is based upon the present value of the probability of each future outcome becoming available to the asset and the economic rights and preferences of each asset. Stock warrants are measured at fair value based on the Black-Scholes model which incorporates the constant price variation of the underlying asset, the time value of money, the warrant’s strike price and the time to the warrant’s expiration date. Loans receivable are measured at fair value on a non-recurring basis. The Company considers the subordination features of the loans and the fair value of the collateral when measuring the loans' fair value. The fair value of the loans receivable is determined based on valuation techniques, principally the discounted cash flow method, and could be different under different conditions or different assumptions, including the varying assumptions regarding future cash flows of the Borrower or discount rates. Contingent consideration is measured at fair value based on the probability-weighted average discounted cash flow model utilizing potential outcomes related to achievement of certain specified targets and events. The fair value measurement of the contingent consideration is based on probabilities assigned to each potential outcome and the discount rate. The carrying amounts of cash, cash equivalent, accounts receivable and accounts payable approximate their fair value due to their short-term nature. Cash and Cash Equivalents Cash and cash equivalents consist of cash and highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash. At September 30, 2016 and 2015, cash equivalents were $0.1 million and $11.6 million , respectively. Cash equivalents are reported at cost which approximates their fair value due to their short-term nature and varying interest rates. Accounts Receivable, Allowance for Doubtful Accounts and Sales Returns Trade accounts receivable do not bear interest and are recorded at the invoiced amount. The Company maintains an allowance for doubtful accounts representing its best estimate of probable credit losses related to its existing accounts receivable and their net realizable value. The Company determines the allowance based on a number of factors, including an evaluation of customer credit worthiness, the age of the outstanding receivables, economic trends and historical experience. The Company reviews its allowance for doubtful accounts on a quarterly basis and adjusts the balance based on the Company's estimates of the receivables' recoverability in the period the changes in estimates occur and become known. Accounts receivable balances are written-off against the allowance for doubtful accounts when the Company determines that the balances are not recoverable. Provisions for doubtful accounts are recorded in "Selling, general and administrative expenses" in the Consolidated Statements of Operations. The Company determines the allowance for sales returns based on its best estimate of probable customer returns. Provisions for sales returns are recorded in "Revenue" in the Consolidated Statements of Operations. The Company does not have any off-balance-sheet credit exposure related to its customers. Inventories Inventories are stated at the lower of cost or market determined on a first-in, first-out basis and include the cost of materials, labor and manufacturing overhead. The Company reports inventories at their net realizable value and provides reserves for excess, obsolete or damaged inventory based on changes in customer demand, technology and other economic factors. Fixed Assets, Intangible Assets and Impairment of Long-lived Assets Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation expense is computed based on the straight-line method and charged to results of operations to allocate the cost of the assets over their estimated useful lives, as follows: Buildings 20 - 40 years Computer equipment and software 2 - 7 years Machinery and equipment 2 - 10 years Furniture and fixtures 3 - 10 years Leasehold improvements are amortized over the shorter of their estimated useful lives or the remaining terms of the respective leases. Equipment used for demonstrations to customers is included in machinery and equipment and depreciated over its estimated useful life. Repair and maintenance costs are expensed as incurred. The Company develops software for its internal use and capitalizes direct costs incurred to develop internal-use software during the application development stage after determining software technological requirements and obtaining management approval for funding projects probable of completion. Capitalization of the internal-use software development costs ceases upon substantially completing the project and placing the software into service based on its intended use. Training and data conversion costs, as well as costs incurred prior to the application development stage and during the post-implementation stage are expensed as incurred. During the fiscal year ended September 30, 2016, the Company capitalized direct costs of $3.7 million associated with development of software for its internal use which are included within "Property, plant and equipment, net" in the accompanying Consolidated Balance Sheets. There were no internal-use software development costs as of September 30, 2015. Cost of disposed assets upon their retirement and the associated accumulated depreciation are derecognized at the time of disposal, and the resulting gain or loss is included in the Company's results of operations. The Company identified finite-lived intangible assets other than goodwill as a result of acquisitions. Finite-lived intangible assets are valued based on estimated future cash flows and amortized over their estimated useful lives based on methods that approximate the pattern in which the economic benefits are expected to be realized. Finite-lived intangibles assets and fixed assets are tested for impairment when indicators of impairment are present. For purposes of this test, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. If the Company determines that indicators of potential impairment are present, it assesses the recoverability of long-lived asset group by comparing its undiscounted future cash flows to its carrying value. The future cash flow period is based on the future service life of the primary asset within the long-lived asset group. If the carrying value of the long-lived asset group exceeds its future cash flows, the Company determines fair values of the individual net assets within the long-lived asset group to assess potential impairment. If the aggregate fair values of the individual net assets of the group are less than their carrying values, an impairment loss is recognized for an amount in excess of the group's aggregate carrying value over its fair value. The loss is allocated to the assets within the group based on their relative carrying values, with no asset reduced below its fair value. Finite-lived intangible assets are amortized over their useful lives, as follows: Patents 7 - 15 years Completed technology 5 - 10 years Customer relationships 5 - 11 years Goodwill Goodwill represents the excess of a purchase price over the fair value of net tangible and identifiable intangible assets of the businesses acquired by the Company. Goodwill is tested for impairment annually or more often if impairment indicators are present at the reporting unit level. The Company elected April 1st as its annual goodwill impairment assessment date and performs additional impairment tests if triggering events occur. If events occur or circumstances change that would more likely than not reduce fair values of the reporting units below their carrying values, goodwill will be evaluated for impairment between annual tests. Application of the goodwill impairment test requires significant judgment based on market and operational conditions at the time of the evaluation, including management's best estimate of future business activity and the related estimates of future cash flows from the assets and the reporting units that include the associated goodwill. These periodic evaluations could cause management to conclude that impairment factors exist, requiring an adjustment of these assets to their then-current fair market values. Future business conditions and/or activity could differ materially from the projections made by management which could result in additional adjustments and impairment charges. The goodwill impairment test is performed at the reporting unit level. A reporting unit is either an operating segment or one level below it, which is referred to as a “component”. The level at which the impairment test is performed requires an assessment of whether the operations below an operating segment constitute a self-sustaining business, in which case testing is generally performed at this level. Goodwill impairment testing involves a two-step process. The Company first compares the fair value of each reporting unit to its respective carrying amount, including goodwill, to assess whether potential goodwill impairment exists. If the fair value of the reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered impaired. If the reporting unit’s carrying amount exceeds its fair value, the Company performs the second step of the goodwill impairment test to measure the potential impairment loss amount by comparing the implied fair value of goodwill with its carrying amount. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit to all of its assets and liabilities and assigning the excess amount to goodwill. If the implied fair value of goodwill is less than its carrying amount, an impairment loss is recognized for difference between the carrying amount of goodwill and its implied fair value. The Company determines fair values of its reporting units based on an Income Approach in accordance with the Discounted Cash Flow Method, or DCF Method. The DCF Method is based on projected future cash flows and terminal value estimates discounted to their present values. Terminal value represents a present value an investor would pay on the valuation date for the rights to the cash flows of the business for the years subsequent to the discrete cash flow projection period. The observable inputs used in the DCF Method include discount rates set above the Company's weighted-average cost of capital. The Company derives discount rates that are commensurate with the risks and uncertainties inherent in the respective businesses and its internally developed projections of future cash flows. The Company considers the DCF Method to be the most appropriate valuation technique since it is based on management’s long-term financial projections. Due to the cyclical nature of the semiconductor equipment market, management’s projections as of the valuation date are considered more objective since market metrics of peer companies fluctuate during the cycle. In addition, the Company also compares aggregate values of its net corporate assets and reporting unit fair values to its overall market capitalization and uses certain market-based valuation techniques to test the reasonableness of the reporting unit fair values determined in accordance with the DCF Method. Deferred Financing Costs The Company records commitment fees and other costs directly associated with obtaining line of credit financing as deferred financing costs which are presented within "Other assets" in the accompanying Consolidated Balance Sheets. Deferred financing costs are amortized over the term of the related financing arrangement and included in interest expense in the accompanying unaudited Consolidated Statements of Operations. During the fiscal year ended September 30, 2016, the Company incurred $0.7 million in deferred financing costs associated with obtaining line of credit financing. Amortization expense incurred during fiscal year ended September 30, 2016 was insignificant and was included in interest expense in the accompanying Consolidated Statements of Operations. Please refer to Note 11, “Line of Credit”for further information on this arrangement. Warranty Obligations The Company offers warranties on the sales of certain of its products and records warranty obligations for estimated future claims at the time revenue is recognized. Warranty obligations are estimated based on historical experience and management's estimate of the level of future claims. Defined Benefit Pension Plans The cost and obligations of the Company's defined benefit pension plans are calculated based on certain assumptions related to estimated benefits that employees earn while working, the amount of which cannot be completely determined until the benefit payments cease. Key assumptions used in accounting for these employee benefit plans include the discount rate, expected return on plan assets and rate of increase in employee compensation levels. Assumptions are determined based on Company data and appropriate market indicators in consultation with third-party actuaries, and are evaluated each year as of the plans’ measurement date. Revenue Recognition The Company generates revenue from the following sources: • Products, including sales of tool automation and automated cold sample management systems, atmospheric and vacuum robots, contamination control solutions, cryogenic pumps and compressors, as well as consumables and spare parts. • Services, including repairs, upgrades, diagnostic support, installation, as well as biological sample and other support services. The Company recognizes revenue for such products and services when it is realized or realizable and earned. Revenue is considered realized and earned when all of the following revenue recognition criteria have been met: (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered; (iii) the fee is fixed or determinable; and (iv) collectibility is probable. The Company recognizes shipping and handling fees billed to customers as revenue and includes the related costs in "Cost of revenue" in the accompanying Consolidated Statements of Operations. Revenue is presented net of taxes assessed by governmental authorities on revenue-producing transactions. Products Revenue from the sale of products is recognized upon their delivery to customers, provided all other revenue recognition criteria have been met. Delivery is considered complete when both of the following conditions have been met: (i) legal title and risk of loss have transferred to the customer upon product shipment or delivery; and (ii) the Company has reliably demonstrated that products have met their required specifications prior to shipment and, as a result, the Company possesses an enforceable claim right to amounts recognized as revenue. Revenue is recognized upon obtaining a customer technical acceptance if the Company was not able to demonstrate that products have met their required specifications prior to shipment and / or legal title and risk of loss did not transfer to the customer upon product shipment or delivery, which generally occurs upon obtaining a customer technical acceptance. Revenue from third-party sales for which the Company does not meet the criteria for gross revenue recognition is recognized on a net basis. All other revenue is recognized on a gross basis. Customer allowances and rebates consist primarily of volume discounts and other incentive programs. Customer allowance and rebate amounts are estimated based on historical experience, contractual terms and expected level of sales during the qualifying incentive program period. The Company records customer allowances and rebates as a reduction of revenue at the time of product sale since they represent a reduction in purchase price. Revenue from product sales that involve significant customization, which include primarily automated cold sample management systems, is recognized based on the percentage of completion method. The Company recognizes revenue as work progresses based on a percentage of actual labor hours incurred on the project to-date and total estimated labor hours expected to the incurred on the project. The Company develops profit estimates for long-term contracts based on total revenue expected to be generated from the project and total costs anticipated to be incurred. These estimates are based on a number of factors, including the degree of required product customization and the customer’s existing environment based on installation work, as well as the Company's historical experience, project plans and an assessment of the risks and uncertainties inherent in the contract related to implementation delays or performance issues that may or may not be within the Company's control. The Company estimates a loss on a contract by comparing total estimated contract revenue to the total estimated contract costs and recognizes a loss during the period in which it becomes probable and can be reasonably estimated. The Company reviews profit estimates for long-term contracts during each reporting period and revises them based on changes in circumstances. The Company uses the completed contract method for certain arrangements that involve significant product customization and include contractual terms and customer rights disallowing the use of the percentage of completion method. The Company recognizes revenue for these arrangements upon completion or substantial completion of the project, provided all other revenue recognition criteria have been met. The project is considered substantially complete when the Company receives acceptance and remaining tasks are perfunctory or inconsequential and in control of the Company. Generally, the terms of long-term contracts provide for progress billings based on completion of milestones or other defined phases of work. In certain instances, payments collected from customers in advance of recognizing the related revenue are recorded as deferred revenue. Services Service revenue is generally recognized ratably over the term of the contract, provided all other revenue recognition criteria have been met. Payments due or received from the customers prior to rendering the associated services are recorded as deferred revenue. Revenue from repair services or upgrades of customer-owned equipment is recognized upon completion of the repair effort and the shipment of the repaired product back to the customer. If the repair or the upgrade include installation, revenue is recognized when the installation is completed. Multiple Element Arrangements Certain customer arrangements related to the sale of automated cold sample management systems and contamination control solution products represent multiple element arrangements that include product, service and other elements. The Company allocates arrangement consideration to each deliverable that has a standalone value based upon the selling price hierarchy which requires the Company to use vendor-specific objective evidence (the "VSOE") of selling price if it exists, or a third-party evidence (the "TPE") of the selling price in the absence of VSOE. If neither VSOE nor TPE of selling price exists for a deliverable, the Company uses its best estimate of selling price (the "BESP") for that deliverable. The Company has not been able to establish VSOE or TPE for the deliverables included in the multiple element arrangements and, as a result, primarily uses BESP to allocate the arrangement consideration. The Company determines BESP based on the cost plus a reasonable margin approach and considers entity-specific, as well as external market factors, when developing such estimates. The Company recognizes revenue for each deliverable that has a standalone value in accordance with its revenue recognition policies. Revenue allocated to the delivered elements is recognized at the time of delivery, provided all other revenue recognition criteria are met. Revenue allocated to the undelivered elements is deferred until the elements are delivered and all other revenue recognition criteria have been met. Certain multiple element arrangements include the sale of automated cold sample management systems and contamination control solution products with installation services. Revenue allocated to the automated cold sample management systems and contamination control solution products is recognized in accordance with the Company's revenue recognition policies. Revenue allocated to the installation services is recognized based on the percentage-of-completion method or the completed contract method in which case it is deferred until the installation-related tasks have been completed. Certain customer arrangements include contingent revenue provisions in which a portion of the selling price of a delivered element is contingent on meeting specified performance criteria or on delivery of other elements included in the arrangement. The amount of revenue recognized for these arrangements is limited to the lower of either: (i) the amount billed to the customer that is not contingent on obtaining a customer technical acceptance; or (ii) the value of the arrangement consideration allocated to the delivered elements. Research and Development Expense Research and development costs are expensed as incurred and consist primarily of personnel expenses related to the creation of new products, as well as enhancements and engineering changes to existing products and development of hardware and software components. Stock-Based Compensation Expense The Company measures stock-based compensation cost at fair value on the grant date and recognizes the expense over the service period for the awards expected to vest. The fair value of restricted stock units is determined based on the number of shares granted and the closing price of the Company's common stock quoted on NASDAQ on the date of grant. The Company recognizes stock-based compensation expense on a straight-line basis, net of estimated forfeitures, over the requisite service period. The Company recognizes benefits from stock-based compensation in equity using the with-and-without approach for the utilization of tax attributes. The Company makes estimates of stock award forfeitures and a number of awards expected to vest which requires significant judgment. The Company considers many factors in developing forfeiture estimates, including award types, employee classes and historical experience. The Company assesses the likelihood of achieving the performance goals for stock-based awards that vest upon the satisfaction of these goals. Current estimates may differ from actual results and future changes in estimates. The following table reflects stock-based compensation expense, excluding amounts related to discontinued operations, recorded during the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Year Ended September 30, 2016 2015 2014 Restricted stock $ 11,220 $ 11,696 $ 10,467 Employee stock purchase plan 517 463 445 Total stock-based compensation expense $ 11,737 $ 12,159 $ 10,912 Valuation Assumptions for an Employee Stock Purchase Plan The fair value of |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Sep. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations The Granville-Phillips business unit developed, manufactured, sold and serviced vacuum measurement and gas analysis instrumentation to semiconductor and non-semiconductor customers. In March 2014, the Company entered into an agreement to sell this business for $87.0 million in cash. The sale was completed on May 30, 2014. The Company’s historical financial statements have been revised to present the operating results of the Granville-Phillips business as a discontinued operation. Summarized results of the discontinued operation are as follows for the fiscal year ended September 30, 2014 (in thousands): Amount Revenue $ 18,921 Income from discontinued operations 4,888 Gain on the sale of the discontinued operations 56,804 Income tax provision 31,690 Income from discontinued operations, net of tax $ 30,002 The operating results of the Granville-Phillips business were historically included in the results of operations for the Brooks Semiconductor Solutions segment. The presentation of the Granville-Phillips business as a discontinued operation had no impact on previously reported net (loss) income or stockholders' equity. |
Acquisitions and Divestiture
Acquisitions and Divestiture | 12 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Acquisitions Completed in Fiscal Year 2016 Acquisition of BioStorage Technologies, Inc. On November 30, 2015, the Company completed its acquisition of BioStorage Technologies, Inc., or BioStorage, an Indiana-based global provider of comprehensive sample management and integrated cold chain solutions for the biosciences industry. These solutions include collection, transportation, processing, storage, protection, retrieval and disposal of biological samples. These solutions combined with the Company's existing offerings, particularly automation for sample storage and formatting, provide customers with fully integrated sample management cold chain solutions which will help them increase productivity, efficiencies and speed to market. This acquisition will allow the Company to access a broader customer base that is storing samples at ultra cold temperatures and simultaneously provide opportunities for BioStorage to use the Company's capabilities to expand into new markets. The Company acquired 100% of the issued and outstanding shares of BioStorage. A cash payment of $130.7 million , net of the seller's cash of $2.8 million , resulted in a net cash outflow of $128.0 million , including $125.2 million ascribed to the purchase price and $2.5 million for retention arrangements with certain employees based on the completion of a service retention period. The cash payment included a debt repayment of $3.2 million and transaction costs of $2.9 million paid by the Company on behalf of BioStorage. The Company recorded the assets acquired and liabilities assumed related to BioStorage at their preliminary fair values as of the acquisition date, from a market participant’s perspective. The purchase price allocation was prepared on a preliminary basis and is subject to further adjustments as additional information becomes available concerning the fair value of the assets acquired and liabilities assumed. The preliminary fair values of the tangible and intangible assets acquired were based upon preliminary valuations and the Company's estimates and assumptions that are subject to change within the measurement period. As of September 30, 2016, the primary areas that remained preliminary included fair values of intangible assets acquired, certain tangible assets, tax-related matters and residual goodwill. The Company expects to continue obtaining information to assist it with determining the fair values of the net assets acquired during the measurement period. Any adjustments to the purchase price allocation will be made as soon as practicable but no later than one year from the acquisition date. On September 9, 2016, the Company reached a settlement with the sellers of BioStorage's stock related to certain working capital adjustments. On September 13, 2016, the Company received $0.2 million of proceeds from the sellers as a result of such settlement, which was recorded as a decrease of $0.2 million in the purchase price and goodwill. The impact of the working capital adjustment is reflected in the following preliminary purchase price allocation table (in thousands): Fair Value of Assets and Liabilities Accounts receivable $ 16,942 Prepaid expenses and other current assets 321 Property, plant and equipment 14,345 Intangible assets 41,460 Goodwill 79,639 Other assets 53 Debt assumed (385 ) Accounts payable (1,708 ) Accrued liabilities (9,423 ) Deferred revenue (1,766 ) Long-term deferred tax liabilities (14,169 ) Other liabilities (61 ) Total purchase price, net of cash acquired $ 125,248 At the closing of the acquisition of BioStorage, a cash payment of $5.4 million was placed into escrow which consisted of $2.9 million ascribed to the purchase price and $2.5 million related to retention arrangements with certain employees. The payment of $2.9 million included $1.9 million related to satisfaction of the sellers' indemnification obligations with respect to BioStorage's representations and warranties and other indemnities, as well as $1.0 million related to potential purchase price adjustments which was reduced by the full amount subsequent to the acquisition date as a result of reaching a settlement with the sellers. The remaining escrow balance of $2.5 million is payable to certain employees upon completion of a service retention period. Such retention payments were not considered a part of the purchase price, but rather recorded as a separate asset acquired and included within "Prepaid expenses and other current assets" in the accompanying Consolidated Balance Sheets. The escrow balance related to such retention payments was reduced by $1.7 million subsequent to the acquisition date and had a balance of $0.8 million as of September 30, 2016. Total escrow balances were $2.7 million as of September 30, 2016. The fair value of customer relationship intangible assets of $36.6 million was estimated based on the income approach in accordance with the excess-earnings method. In accordance with the excess-earnings method, the value of the intangible asset is equal to the present value of the after-tax cash flows attributable to the intangible asset only. The weighted average amortization period for the customer relationships intangible assets acquired in the BioStorage acquisition is 11.0 years. The fair value of the trademark intangible assets acquired of $4.9 million was estimated based on the income approach in accordance with the relief-from-royalty method. In accordance with the relief-from-royalty method, the value of an intangible asset is equal to the present value of the after-tax royalty savings attributable to owning that intangible asset. The weighted average amortization period for the trademark intangible assets acquired in the BioStorage acquisition is 8.0 years. The intangible assets acquired are amortized over the total weighted average period of 10.6 years using an accelerated depreciation method which approximates the pattern in which the economic benefits are expected to be realized. Fair values of intangible assets and their estimated useful lives are determined based on estimates of future expected after-tax cash flows and royalty savings, customer attrition rates, discount rates, as well as assumptions about the period of time over which the Company will be deriving economic benefits from the acquired intangible assets. Goodwill represents the excess of the consideration transferred over the fair value of the net assets acquired and has been assigned to the Company's Brooks Life Science Systems segment. Goodwill is primarily the result of expected synergies from combining the operations of BioStorage with the Company's operations and is not deductible for tax purposes. The operating results of BioStorage have been reflected in the results of operations for the Brooks Life Science Systems segment from the date of the acquisition, which included one month of activity during the first quarter of fiscal year 2016. During fiscal year 2016, revenue and net income from BioStorage recognized in the Company’s results of operations were $44.6 million and $2.4 million , respectively. During fiscal year 2016, the net income included amortization expense of $2.9 million related to acquired intangible assets. During fiscal year 2016, the Company incurred $3.2 million in non-recurring transaction costs with respect to the BioStorage acquisition which were recorded in "Selling, general and administrative" expenses within the accompanying Consolidated Statements of Operations. The retention payment of $2.5 million was recorded within prepaid expenses and other current assets at the acquisition date and is recognized as a compensation expense over the service period or upon a triggering event in the underlying change in control agreements. During fiscal year 2016, the Company recorded $2.4 million of the compensation-related expense with respect to this arrangement. The retention payment balance was $0.1 million at September 30, 2016. The following unaudited proforma financial information represents a summary of the consolidated results of operations for the Company and BioStorage as if the acquisition of BioStorage occurred on October 1, 2014 (in thousands): Fiscal Year Ended September 30, 2016 2015 Revenue $ 571,369 $ 593,687 Net (loss) income (63,396 ) 7,000 Basic (loss) income per share $ (0.93 ) $ 0.10 Diluted (loss) income per share $ (0.93 ) $ 0.10 Weighted average shares outstanding used in computing net (loss) income per share: Basic 68,507 67,411 Diluted 68,507 68,549 The unaudited pro forma information presented above reflects historical operating results of the Company and BioStorage and includes the impact of certain adjustments directly attributable to the business combination. The unaudited pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisition of BioStorage had taken place on October 1, 2014. During fiscal years ended September 30, 2016 and 2015, the adjustments reflected in the unaudited pro forma information included aggregate amortization and depreciation expense of $0.6 million and $4.3 million , respectively, and tax effects of $0.5 million and $0.8 million , respectively. Additionally, the impact of transaction costs of $3.3 million and restructuring charges of $1.9 million was included in the proforma net income during fiscal year 2015 and excluded from the proforma net loss during fiscal year 2016. Acquisitions Completed in Fiscal Year 2015 Acquisition of Contact Co., Ltd. On August 14, 2015, the Company acquired all of the outstanding stock of Contact Co., Ltd., or Contact, a Japanese-based provider of automated cleaner products for wafer carrier devices used in the global semiconductor markets. The acquisition of Contact expanded the Company's offerings of contamination control solutions within its Brooks Semiconductor Solutions Group segment, strengthened its current capabilities and technology used in its contamination control solutions business and enhanced its long-term strategy of gaining share in its core semiconductor markets. The aggregate purchase price of $6.8 million , net of cash acquired, consisted of a cash payment of $1.9 million , the assumption of the seller's debt of $8.8 million , seller's cash of $4.8 million and a contingent consideration of $0.8 million payable upon achievement of certain specified targets and events. The entire debt amount was fully repaid as of September 30, 2015. The Company recorded the assets acquired and liabilities assumed related to Contact at their preliminary fair values as of the acquisition date and prepared the purchase price allocation on a preliminary basis. The preliminary fair values of the tangible and intangible assets acquired were based upon preliminary valuations and the Company's estimates and assumptions that were subject to change within the measurement period. During the first quarter of fiscal year 2016, the Company finalized the valuation of property, plant and equipment reported at fair value at the acquisition date. As a result, the Company recorded a measurement period adjustment of $1.1 million as a decrease in the tangible assets' fair value and a corresponding increase in goodwill. There was no impact on the depreciation expense as a result of the tangible assets' fair value revision during the period then ended. The Company adopted Accounting Standards Update, or ASU, 2015-16, Simplifying the Accounting for Measurement Period Adjustments , during the first quarter of fiscal year 2016 and recognized the impact of the measurement period adjustment in the accompanying unaudited Consolidated Balance Sheets as of September 30, 2016 in accordance with the provisions of the newly adopted guidance. The purchase price allocation for Contact acquisition was finalized within the measurement period. The Company recorded the following amounts for the assets acquired and liabilities assumed related to Contact at their fair values as of the acquisition date (in thousands): Fair Value of Assets and Liabilities Accounts receivable $ 42 Inventories 2,020 Prepaid expenses and other current assets 484 Property, plant and equipment 79 Completed technology 2,290 Goodwill 4,195 Other assets 1,410 Accounts payable (1,089 ) Accrued liabilities (1,823 ) Long-term deferred tax liabilities (774 ) Total purchase price, net of cash acquired $ 6,834 Fair value of the contingent consideration of $0.8 million was determined based on a probability-weighted average discounted cash flow model and recorded in "Accrued expenses and other current liabilities" in the Company's Consolidated Balance Sheets. The Company remeasures the fair value of the contingent consideration at each reporting date until the arrangement is settled. Fair value of the contingent consideration was $0.5 million at September 30, 2016, and the Company recognized a corresponding gain of $0.3 million on the fair value remeasurement during fiscal year 2016. Please refer to Note 21, “Fair Value Measurements” for further information on the fair value measurement of the contingent consideration. At September 30, 2016, the Company had approximately $0.7 million in escrow related to potential working capital adjustments and the sellers' satisfaction of general representations and warranties. At the closing of the acquisition of Contact, the escrow balance was $1.5 million which was reduced by approximately $0.8 million during fiscal year 2016 as a result of a payment made to the sellers upon termination of a certain third-party arrangement. The escrow balance was $0.7 million as of September 30, 2016. Fair value of the completed technology intangible assets was estimated based on the income approach in accordance with the excess-earnings method. The weighted average amortization period for the completed technology intangible assets acquired in the Contact acquisition is 5.0 years. The intangible assets acquired are amortized using an accelerated depreciation method which approximates the pattern in which the economic benefits are expected to be realized. Goodwill represents the excess of the consideration transferred over the fair value of the net assets acquired and has been assigned to the Company's Brooks Semiconductor Solutions Group segment. Goodwill is primarily the result of expected synergies from combining the operations of Contact with the Company's operations and is not deductible for tax purposes. The operating results of Contact have been included in the results of operations for the Brooks Semiconductor Solutions Group segment from the date of the acquisition. During fiscal year 2016, revenue and net loss from Contact recognized in the Company's results of operations were $4.5 million and $1.1 million , respectively. The operating results of Contact for fiscal year 2015 were insignificant and have been included in the results of operations of Brooks Semiconductor Solutions Group segment from the date of the acquisition. During fiscal year 2016, the net loss included charges of $0.6 million and $0.7 million , respectively, related to the step-up in value of the acquired inventories and amortization expense of acquired intangible assets. The Company incurred $0.1 million and $0.2 million , respectively, in non-recurring transaction costs with respect to the Contact acquisition during fiscal years ended September 30, 2016 and 2015 which were recorded in "Selling, general and administrative" expenses within the accompanying Consolidated Statements of Operations. The Company did not present a pro forma information summary for its consolidated results of operations for the fiscal years ended September 30, 2015 and 2014 as if the acquisition of Contact occurred on October 1, 2013 because such results were insignificant. Acquisition of FluidX Ltd. On October 1, 2014, the Company acquired all of the outstanding stock of FluidX Ltd., or FluidX, a UK-based provider of biological sample storage tubes and complementary bench-top instruments. The Company paid, in cash, aggregate merger consideration of $15.5 million , net of cash acquired. The acquisition of FluidX provided the Company with the opportunity to enhance its existing capabilities with respect to biobanking solutions in the Brooks Life Science Systems segment. The Company recorded the following amounts for the assets acquired and liabilities assumed related to FluidX at their fair values as of the acquisition date (in thousands): Fair Values of Assets and Liabilities Accounts receivable $ 1,980 Inventory 2,857 Prepaid and other current assets 213 Property, plant and equipment 101 Completed technology 1,230 Trademarks and trade names 750 Customer relationships 4,810 Goodwill 8,247 Accounts payable (2,079 ) Deferred revenue (72 ) Accrued liabilities (992 ) Long-term deferred tax liabilities (1,540 ) Total purchase price, net of cash acquired $ 15,505 The purchase price was allocated based on the fair value of the identified assets acquired and liabilities assumed as of the acquisition date from a market participant’s perspective. On January 23, 2015, the Company reached a settlement with respect to certain working capital adjustments with the sellers of FluidX stock. On February 3, 2015, the Company made a payment to the sellers as a result of this settlement, which increased the purchase price by $0.1 million . Prior to September 30, 2016, the Company had $1.5 million in a general escrow account held by the unrelated third party. The balance was remitted to the sellers and fully released during fiscal year 2016. The Company finalized the purchase price allocation for FluidX acquisition within the measurement period. Adjustments to the initial purchase price allocation recorded during the measurement period were not material to the Company's financial position. Fair values of the trademarks and the completed technology acquired were estimated based on the income approach in accordance with the relief-from-royalty method. Fair value of customer relationships acquired was estimated based on the income approach in accordance with the excess-earnings method. The weighted average amortization periods for intangible assets acquired in the FluidX acquisition are 5.0 years for each of completed technology, trademarks, and customer relationships. The intangible assets acquired are amortized using an accelerated amortization method which approximates the pattern in which the economic benefits are expected to be realized. Goodwill represents the excess of the consideration transferred over the fair value of the net assets acquired and has been assigned to the Company's Brooks Life Science Systems segment. Goodwill is primarily the result of expected synergies from combining the operations of FluidX with the Company and is not deductible for tax purposes. The operating results of FluidX have been included in the results of operations for the Brooks Life Science Systems segment from the date of the acquisition. During fiscal year 2016, revenue and net loss attributable to FluidX were $15.6 million and $0.2 million , respectively. During fiscal year 2015, revenue and net loss attributable to FluidX were $15.0 million and $0.6 million , respectively. The Company incurred charges of $1.0 million related to the step-up in value of the acquired inventories during fiscal year 2015, as well as amortization expense of $1.2 million and $1.4 million , respectively, related to the acquired intangible assets which was included in the net loss during fiscal years 2016 and 2015. The Company incurred $0.5 million and $0.2 million , respectively, during fiscal years 2015 and 2014 in non-recurring transaction costs with respect to the FluidX acquisition which were recorded in "Selling, general and administrative" expenses within the accompanying Consolidated Statements of Operations. The Company did not present a pro forma information summary for its consolidated results of operations for the fiscal year ended September 30, 2015 and 2014 as if the acquisition of FluidX occurred on October 1, 2013 because such results were insignificant. Acquisitions Completed in Fiscal Year 2014 On April 30, 2014, the Company acquired all the outstanding stock of Dynamic Micro Systems Semiconductor Equipment GmbH, or DMS, a German provider of automated contamination control solutions for front opening unified pod, or FOUP, carriers and reticle storage targeted at improving yield of semiconductor processes at semiconductor fabrication plants. The Company paid to the sellers an aggregate cash consideration of $31.6 million , net of cash acquired. The acquisition of DMS expanded the Company’s capabilities at semiconductor fabrication plants for yield improvement on new technology nodes. The Company recorded the assets acquired and the liabilities assumed related to DMS at their fair values as of the acquisition date. The amounts recorded were as follows (in thousands): Fair Values of Assets and Liabilities Accounts receivable $ 15,262 Inventory 10,051 Prepaid and other current assets 2,727 Property, plant and equipment 2,049 Completed technology 3,610 Customer relationships 7,100 Goodwill 11,638 Accounts payable (10,393 ) Accrued liabilities (5,522 ) Deferred revenue (1,309 ) Long-term deferred tax liabilities (3,588 ) Total purchase price, net of cash acquired $ 31,625 The purchase price was allocated based on the fair value of the identified assets acquired and liabilities assumed as of the acquisition date from a market participant’s perspective. The Company finalized the purchase price allocation for this acquisition within the measurement period. Adjustments to the initial purchase price allocation recorded during the measurement period were not material to the Company's financial position. The Company reached a settlement with respect to certain working capital adjustments and other issues with the sellers of DMS' stock in the fourth quarter of fiscal year 2014. As a result of this settlement, the Company received $2.2 million in the first quarter of fiscal year 2015 from certain escrow accounts established at the date of acquisition and held by the unrelated third party. At September 30, 2015, $2.8 million remained in escrow related to potential future claims against the sellers of DMS' stock. On October 30, 2015, the Company remitted $2.8 million to the sellers upon expiration of the escrow period. The Company used the relief-from-royalty method to estimate the fair value of the completed technology and the excess-earnings method to estimate the fair value of the customer relationships. The weighted average amortization periods for intangible assets acquired in the DMS acquisition are 5.0 years for completed technologies and 8.0 years for customer relationships. The intangible assets acquired are amortized using variable declining balance and straight-line methods that approximate the pattern in which the economic benefits are expected to be realized. Goodwill represents the excess of the consideration transferred over the net assets acquired and has been assigned to the Company's Brooks Semiconductor Solutions Group segment. Goodwill is primarily the result of expected synergies from combining the operations of DMS with the Company and is not deductible for tax purposes. In the first quarter of fiscal year 2015, the Company increased the opening goodwill balance by $0.3 million as a result of a fair value adjustment recorded to inventory. The operating results of DMS have been included in the results of operations for the Brooks Semiconductor Solutions Group segment from the date of the acquisition. Revenue from DMS was $45.1 million , $44.0 million and $5.5 million for fiscal years 2016, 2015 and 2014, respectively. Net income attributable to DMS was $1.8 million for fiscal year 2016 and included $1.6 million of amortization expense during the period then ended. Net income attributable to DMS was $3.1 million for fiscal year 2015 and included charges of $0.6 million related to the step-up in values of the acquired inventories, $2.2 million of amortization expense and $0.1 million of restructuring charges during the period then ended. Net loss attributable to DMS was $4.5 million for fiscal year 2014 and included charges of $1.9 million related to the step-up in values of the acquired inventories, $0.9 million of amortization expense and $0.3 million of restructuring charges during the period then ended. The Company incurred $0.4 million during fiscal year 2014 in non-recurring transaction costs with respect to the DMS acquisition which were recorded in "Selling, general and administrative" expenses within the accompanying Consolidated Statements of Operations. Transaction costs incurred during fiscal year 2015 with respect to the DMS acquisition were insignificant. |
Marketable Securities
Marketable Securities | 12 Months Ended |
Sep. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | Marketable Securities The Company invests in marketable securities that are classified as available-for-sale and recorded at fair value in the Company's Consolidated Balance Sheets. Marketable securities reported as current assets represent investments that mature within one year from the balance sheet date. Long-term marketable securities represent investments with maturity dates greater than one year from the balance sheet date. Unrealized gains and losses are excluded from earnings and reported as a separate component of accumulated other comprehensive income until the security is sold or matures. Gains or losses realized from sales of marketable securities are computed based on the specific identification method and recognized as a component of "Other (expense) income, net" in the accompanying Consolidated Statements of Operations. During fiscal year 2016, the Company sold marketable securities with a fair value of $127.6 million and amortized cost of $127.7 million and recognized net losses of approximately $0.1 million . Gross gains reported as a component of net losses recognized on the sale of marketable securities during fiscal year 2016 were insignificant. The Company collected cash proceeds of $127.0 million from the sale of marketable securities and reclassified unrealized net holding losses of approximately $0.1 million from accumulated other comprehensive income into "Other (expense) income, net" in the accompanying Consolidated Statements of Operations as a result of these transactions. During fiscal year 2015, the Company sold marketable securities with fair values of $9.5 million and amortized costs of $9.5 million and collected cash proceeds of $9.5 million from such sales. Unrealized net holding gains reclassified from accumulated other comprehensive income into "Other (loss) income, net" and realized on sales of these securities during fiscal years 2015 and 2014 were insignificant. Please refer to Note 15, "Stockholders' Equity", for further information on these reclassifications and their impact on the Accumulated Other Comprehensive Income and Other Comprehensive Income for the fiscal years ended September 30, 2016, 2015 and 2014. The following is a summary of the amortized cost and the fair value, including accrued interest receivable, as well as unrealized holding gains (losses) on the short-term and long-term marketable securities as of September 30, 2016 and 2015 (in thousands): Amortized Gross Gross Fair Value September 30, 2016: Corporate securities 2,394 — — 2,394 Other debt securities 39 — — 39 Municipal securities 3,704 1 (3 ) 3,702 $ 6,137 $ 1 $ (3 ) $ 6,135 September 30, 2015: U.S. Treasury securities and obligations of U.S. government agencies $ 30,343 $ 39 $ — $ 30,382 Corporate securities 54,725 13 (48 ) 54,690 Mortgage-backed securities 857 27 — 884 Other debt securities 5,056 3 — 5,059 Municipal securities 30,258 18 (9 ) 30,267 Bank certificate of deposits 12,024 2 — 12,026 $ 133,263 $ 102 $ (57 ) $ 133,308 The fair values of the marketable securities by contractual maturities at September 30, 2016 are presented below (in thousands). Fair Value Due in one year or less $ 39 Due after one year through five years 3,704 Due after ten years 2,392 $ 6,135 Expected maturities could differ from contractual maturities because the security issuers may have the right to prepay obligations without prepayment penalties. The Company reviews the marketable securities for impairment at each reporting period to determine if any of the securities have experienced an other-than-temporary decline in fair value. The Company considers factors, such as the length of time and extent to which the market value has been less than the cost, the financial condition and near-term prospects of the issuer, the Company's intent to sell, or whether it is more likely than not it will be required to sell the investment before recovery of its amortized cost basis. If the Company believes that an other-than-temporary decline in fair value has occurred, it writes down the investment to fair value and recognizes the credit loss in earnings and the non-credit loss in accumulated other comprehensive income. As of September 30, 2016, aggregate fair value of the marketable securities in unrealized loss position was $2.5 million and was comprised entirely of municipal securities. Aggregate unrealized losses for these securities were insignificant as of September 30, 2016 and are presented in the table above. As of September 30, 2015, aggregate fair value of the marketable securities in unrealized loss position was $40.4 million and was comprised of corporate securities of $31.8 million , municipal securities of $6.6 million , bank certificates of deposit of $1.0 million , as well as U.S. Treasury and Government Agency securities of $1.0 million . Aggregate unrealized losses for these securities were $0.1 million as of September 30, 2015 and are presented in the table above. The securities in unrealized loss position as of September 30, 2016 and 2015 were not considered other-than-temporarily impaired and, as such, the Company did not recognize impairment losses during the periods then ended. The unrealized losses are attributable to changes in interest rates which impact the value of the investments. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment were as follows as of September 30, 2016 and 2015 (in thousands): September 30, 2016 2015 Buildings and land $ 45,772 $ 43,765 Computer equipment and software 65,989 58,715 Machinery and equipment 54,896 43,185 Furniture and fixtures 5,704 5,310 Leasehold improvements 17,128 13,617 Capital projects in progress 5,428 4,427 194,917 169,019 Less accumulated depreciation and amortization (140,032 ) (127,164 ) Property, plant and equipment, net $ 54,885 $ 41,855 Depreciation expense, excluding amounts related to the discontinued operations, was $13.1 million , $12.3 million and $12.7 million , respectively, for the fiscal years ended September 30, 2016, 2015 and 2014. The Company recorded $ 1.3 million of additions to property, plant and equipment for which cash payments had not yet been made as of September 30, 2016. During fiscal year 2015, the Company was leasing one of the buildings in Chelmsford, Massachusetts which was purchased for a total price of $ 8.4 million on September 30, 2015. Please refer to Note 22, "Commitments and Contingencies" for further information on this transaction. As of September 30, 2015, the building and the underlying land with a carrying value of $ 4.8 million located in Oberdiessbach, Switzerland were presented as "Assets Held for Sale" in the accompanying Consolidated Balance Sheets. The Company determined fair value of the assets held for sale based on indication of value resulting from marketing the building and the land to prospective buyers. The Company recognized a loss of $1.9 million in fiscal year 2015 for the difference between the assets' fair value of $2.9 million and the carrying value of $ 4.8 million . The loss of $1.9 million was recognized as a component of "Other (expense) income, net" in the accompanying Consolidated Statements of Operations. During fiscal year 2016, the Company sold the building and the underlying land to an unrelated third party for a total price of $2.8 million and remeasured the fair value of the assets. The corresponding impact of this remeasurement on the Company's results of operations for fiscal year 2016 was insignificant. Please refer to Note 21, "Fair Value Measurements" for further information on the assets' fair value measurements. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the excess of net book value over the estimated fair value of net tangible and identifiable intangible assets of a reporting unit. Goodwill is tested for impairment annually or more often if impairment indicators are present at the reporting unit level. The Company elected April 1 as its annual goodwill impairment assessment date and performs additional impairment tests if triggering events occur. If events occur or circumstances change that would more likely than not reduce fair values of the reporting units below their carrying values, goodwill is evaluated for impairment between annual tests. Prior to fiscal year 2016, the Company had six reporting units, including five reporting units that had goodwill. Four reporting units were a part of the Brooks Product Solutions operating segment, and each of the Brooks Global Services segment and Brooks Life Science Systems segment represented a reporting unit. During fiscal year 2016, the Company reorganized its operating and reportable segments into (i) Brooks Semiconductor Solutions Group, or BSSG,; and (ii) Brooks Life Science Systems and realigned its reporting units to reflect the revised reporting structure. The combination of the Brooks Product Solutions segment and Brooks Global services segment did not have a direct impact on the goodwill at the reporting unit level. As a result of this re-alignment, the Company had five reporting units as of September 30, 2016, including four reporting units within the BSSG operating segment and one reporting unit which was Brooks Life Science Systems operating segment. Please refer to Note 20, "Segment Information" for additional information on the operating and reporting segments realignment. The revised reporting unit structure reflects the combination of two previously identified reporting units, Polycold and CTI Cryogenics, into one reporting unit called BSSG Cryogenics as a result of the reorganization of the Company’s internal management structure and the economic similarities that exist between the two reporting units. The Company evaluated goodwill for potential indicators of impairment before and after this combination and determined that fair value of each component individually and in aggregate exceeded their carrying values. BSSG Cryogenics goodwill carrying amount was $24.0 million , and its fair value significantly exceeded its carrying value as of the date of each goodwill impairment testing. The Company completed its annual goodwill impairment test as of April 1, 2016 and determined that no adjustment to goodwill was necessary. Fair values of all of the reporting units, except for Polycold, substantially exceeded their respective carrying values. Fair value of the Polycold reporting unit on a standalone basis exceeded its carrying value by 12% . During the second quarter of 2016, the Company concluded that recent operating trends and declining forecasts for the Polycold reporting unit represented indicators of potential goodwill impairment. As a result, the Company performed the first step of the quantitative goodwill impairment test as of February 1, 2016 and determined that the fair value exceeded the carrying value by 18% , and that no goodwill impairment existed. The Company determined the Polycold reporting unit's fair value based on an Income Approach in accordance with the DCF method. During the third quarter of fiscal year 2016, the Company incorporated lower projected future cash flows into the model due to lower forecasted revenue and gross margin in fiscal year 2016 that resulted in a decrease of the excess of the Polycold reporting unit's fair value over its carrying value from 18% during the second quarter of fiscal year 2016 to 12% during the third quarter of fiscal year 2016. The estimated fair value of the Polycold's reporting unit assumed a taxable transaction. The Polycold reporting unit's goodwill carrying amount was $ 24.0 million as of the date of each goodwill impairment assessment. The components of the Company’s goodwill by an operating segment at September 30, 2016 and 2015 are as follows (in thousands): Brooks Brooks Other Total Gross goodwill, at September 30, 2014 $ 651,067 $ 47,378 $ 26,014 $ 724,459 Accumulated goodwill impairments (588,944 ) — (26,014 ) (614,958 ) Goodwill, net of accumulated impairments, at September 30, 2014 62,123 47,378 — 109,501 Acquisitions and adjustments 3,660 8,247 — 11,907 Gross goodwill, at September 30, 2015 654,727 55,625 26,014 736,366 Accumulated goodwill impairments (588,944 ) — (26,014 ) (614,958 ) Goodwill, net of accumulated impairments, at September 30, 2015 65,783 55,625 — 121,408 Acquisitions and adjustments 1,054 79,676 — 80,730 Gross goodwill, at September 30, 2016 655,781 135,301 26,014 817,096 Accumulated goodwill impairments (588,944 ) — (26,014 ) (614,958 ) Goodwill, net of accumulated impairments, at September 30, 2016 $ 66,837 $ 135,301 $ — $ 202,138 During fiscal year 2016, the Company recorded a goodwill increase of $79.7 million related to the acquisition of BioStorage which represented the excess of the consideration transferred over the fair value of the net assets acquired. Additionally, the Company recorded a measurement period adjustment related to the acquisition of Contact that resulted in a decrease in the tangible assets' fair value of $1.1 million and a corresponding increase in goodwill. Please refer to the Note 4 "Acquisitions" for further information on the measurement period adjustment recorded during fiscal year 2016. The Company tests certain long-lived assets when impairment indicators are present. During fiscal year 2013, the Company determined that impairment indicators were present for the finite-lived intangible assets related to the Celigo product line. The assets were tested for recoverability by comparing the sum of the undiscounted cash flows directly attributable to the assets to their carrying values, which resulted in the conclusion that the carrying amounts of the assets were not recoverable. The fair values of the assets were determined based primarily on market-based valuation techniques, and an impairment loss of $2.0 million was recognized during fiscal year 2013. The loss amount was allocated to the long-lived assets in the impaired asset group based on the carrying value of each asset, with no asset reduced below its respective fair value. The Company revised its estimate of the fair value of these assets in fiscal year 2014 and recorded an additional impairment loss of $0.4 million within "Cost of revenue" in its Consolidated Statements of Operations during the period then ended. The impairment loss was recorded in the Brooks Life Science Systems segment. The Company completed the sale of the Celigo product line during fiscal year 2014 that did not have a material impact on the Company's financial position or results of operations for the period then ended. The components of the Company’s identifiable intangible assets as of September 30, 2016 and 2015 are as follows (in thousands): September 30, 2016 September 30, 2015 Cost Accumulated Net Book Cost Accumulated Net Book Patents $ 7,808 $ 7,486 $ 322 $ 7,808 $ 7,394 $ 414 Completed technology 60,485 51,018 9,467 60,748 46,718 14,030 Trademarks and trade names 9,142 4,204 4,938 4,241 3,604 637 Customer relationships 114,263 47,147 67,116 77,716 37,351 40,365 $ 191,698 $ 109,855 $ 81,843 $ 150,513 $ 95,067 $ 55,446 Amortization expense for intangible assets, excluding amounts related to the discontinued operations, was $15.0 million , $12.9 million and $10.6 million , respectively, for the fiscal years ended September 30, 2016, 2015 and 2014. Estimated future amortization expense for the intangible assets as of September 30, 2016 is as follows (in thousands): Year ended September 30, 2017 $ 15,573 2018 14,052 2019 13,713 2020 12,909 2021 8,036 Thereafter 17,560 $ 81,843 |
Equity Method Investments and O
Equity Method Investments and Other Investments | 12 Months Ended |
Sep. 30, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments and Other Investments | Equity Method and Other Investments The Company accounts for certain of its investments using the equity method of accounting and records its proportionate share of the investee's earnings (losses) in its results of operations with a corresponding increase (decrease) in the carrying value of the investment. BioCision, LLC In March 2014, the Company acquired a 22% equity interest in BioCision, LLC, or BioCision, a privately-held company based in Larkspur, California, for $4.0 million . During fiscal year 2015, the Company's equity investment was diluted from 22% to 20% as a result of stock options granted to new employees. BioCision develops, manufactures and markets cell cryopreservation products used for improving and standardizing the tools and methods for biomaterial sample handling. The Company determined that BioCision represented a variable interest entity since the level of equity investment at risk was not sufficient to finance its activities without additional financial support. However, the Company does not qualify as a primary beneficiary since it does not have the power to direct BioCision's product research, development, selling and marketing activities that have the most significant impact on its economic performance. The Company's loss exposure is limited to the amount of investment and loan funding provided to BioCision. As such, the Company concluded that BioCision should not be consolidated in its financial statements. During the fiscal years ended September 30, 2016 and 2015, the Company recorded a loss of $1.1 million and $1.0 million , respectively, representing its proportional share in the BioCision's losses. The carrying value of the investment in BioCision was $1.7 million and $2.7 million , respectively, at September 30, 2016 and 2015. The Company purchased BioCision's five -year convertible debt securities with a warrant agreement to purchase preferred units of BioCision for $2.5 million on each of the following dates of December 22, 2014 and February 2, 2015, resulting in a total purchase price of $5.0 million . Interest accrues on the convertible debt securities at a rate of 9% per annum, and is due with the principal at maturity. The convertible debt securities were recorded at fair value and accounted for in accordance with the fair value method. The warrant was recorded at fair value and accounted for as a derivative instrument. At September 30, 2016, the fair values of the convertible debt securities and warrants were $5.8 million and less than $0.1 million , respectively. At September 30, 2015, the fair values of the convertible debt securities and warrants were $5.3 million and $0.1 million , respectively. Please refer to Note 21, “Fair Value Measurements” for further information regarding the convertible debt securities and the warrants. The Company re-measures the fair values of the BioCision convertible debt securities and the warrant during each reporting period and recognizes the respective gains or losses as a component of "Other (expense) income, net" in the accompanying Consolidated Statements of Operations. The Company recognized remeasurement gains of $0.4 million during each fiscal year ended September 30, 2016 and 2015. During fiscal year 2016, the Company provided a series of bridge loans to BioCision with an aggregate principal amount of $0.6 million bearing an annual interest rate of 10% to support BioCision's working capital requirements. During the second quarter of fiscal year 2016, the Company made an additional loan of $0.2 million to BioCision, and the bridge loans were converted into a part of the permanent term loan, collectively, the" loan", which provides for financing of an aggregate principal amount up to $1.5 million , including the first tranche of $0.8 million and a second tranche of $0.8 million which was provided to BioCision during the third quarter of fiscal year 2016 to support its working capital requirements. All principal and accrued interest outstanding on the loan mature on December 31, 2019 or at an earlier date upon the occurrence of certain events. In the event that BioCision obtains a certain equity investment or has a liquidity event, in either case, on or before September 30, 2016, all accrued and unpaid interest will be due and payable, and interest will thereafter accrue and be due and payable monthly in arrears. All accrued and unpaid interest was converted into additional loan principal with accrued interest due and payable monthly in arrears since no such equity investment or liquidity event occurred on or before September 30, 2016. The financing supports growing working capital requirements in part due to BioCision entering into a supply agreement with a certain customer. The Company will be entitled to receive quarterly royalty payments from BioCision equal to 15% of the revenue generated from this certain customer arrangement until the earlier of: (i) the termination of the customer arrangement, (ii) the receipt by the Company of an aggregate amount of $1.5 million of royalty proceeds, and (iii) the date the loan is repaid in full. All outstanding and unpaid royalties become immediately due and payable to the Company if the customer arrangement is terminated. The loan is secured by a first priority perfected lien on BioCision's cash flows from the aforementioned customer arrangement, as well as a second priority perfected subordinated security interest and a lien on its personal property and other intangible assets, including intellectual property. At September 30, 2016, the aggregate loan of $1.5 million was recorded at its carrying value and included in "Other assets" in the accompanying Consolidated Balance Sheets. As a result of each of the funding rounds described above, the Company reconsidered whether BioCision represents a variable interest entity subject to consolidation. The Company concluded that BioCision remains a variable interest entity since the level of equity investment at risk is not sufficient to finance its activities without additional financial support. However, the Company does not qualify as a primary beneficiary since it does not have the power to direct BioCision's product research, development, selling and marketing activities that have the most significant impact on its economic performance. As such, the Company concluded that BioCision will not be consolidated in the Company's financial statements. ULVAC Cryogenics, Inc. The Company participates in a 50% joint venture, ULVAC Cryogenics, Inc., or UCI, with ULVAC Corporation of Chigasaki, Japan. UCI manufactures and sells cryogenic vacuum pumps, principally to ULVAC Corporation. The carrying value of the investment in UCI was $25.6 million and $21.5 million , respectively, at September 30, 2016 and 2015. During the fiscal years ended September 30, 2016, 2015 and 2014, the Company recorded income of $3.4 million , $1.4 million and $1.6 million , respectively, representing its proportionate share of the UCI's earnings. Management fee payments received by the Company from UCI were $0.8 million during fiscal year ended September 30, 2016 and $0.6 million during each fiscal year ended September 30, 2015 and 2014. During the fiscal years ended September 30, 2016, 2015 and 2014, the Company incurred charges from UCI for products or services of $0.3 million , $0.4 million and $0.4 million , respectively. The Company owed UCI $0.1 million at each of September 30, 2016 and 2015 in connection with accounts payable for unpaid products and services. During the fiscal years ended September 30, 2016 and 2015, the Company received $1.5 million and $0.6 million , respectively, of cash dividends from UCI which reduced the carrying value of the Company's investment. The Company's investment in UCI is considered to be significant for the fiscal year ended September 30, 2016 since the Company's proportionate share of the UCI's earnings exceeded 20% of the Company's consolidated income from continuing operations before the income tax provision for the fiscal year 2016. Consolidated Financial Statements of UCI as of June 30, 2016 and 2015 and July 1, 2014 (the date of transition) and the related notes are filed as Exhibit 99.2 hereto and incorporated herein by reference in this Form 10-K. Yaskawa Brooks Automation, Inc. During fiscal year 2015, the Company participated in a 50% joint venture with Yaskawa Electric Corporation, or Yaskawa, called Yaskawa Brooks Automation, Inc., or YBA, which came to closure in March 2015 and was liquidated on September 3, 2015. YBA exclusively marketed and sold Yaskawa’s semiconductor robotics products and the Company's automation hardware products to semiconductor customers in Japan. During the first quarter of fiscal year 2015, the Company and Yaskawa agreed in principle to dissolve the joint venture. On January 22, 2015, the Company entered into an agreement with YBA to facilitate the acquisition of certain assets and liabilities by the Company’s subsidiary in Japan. In accordance with provisions of the joint venture's agreement, on March 20, 2015, the Company purchased the net assets of YBA for cash consideration of approximately $ 1.8 million . The Company recorded the assets received and liabilities assumed from YBA at fair value as of the acquisition date. As a result of the transaction, the Company recorded $ 0.2 million of goodwill, representing the excess of the consideration transferred over the fair value of the net assets acquired. The Company received a final dividend of $1.8 million upon liquidation of YBA and incurred liquidation costs of $ 0.2 million during fiscal year 2015. In connection with the planned dissolution, YBA assessed the recoverability of assets held by the joint venture and notified its equity partners of the asset impairment. As a result, the Company recorded an impairment charge of $0.7 million related to the write down of the carrying value of the equity investment in YBA to its fair value during fiscal year 2015. During the fiscal years ended September 30, 2015 and 2014, the Company recorded a loss of $ 0.6 million and $0.1 million , respectively, representing its proportionate share of the YBA's losses. During the fiscal years ended September 30, 2015 and 2014, revenue earned by the Company from YBA was $ 2.5 million and $7.4 million , respectively. The Company incurred charges from YBA for products or services of $ 0.7 million during each fiscal year ended September 30, 2015 and 2014. There were no amounts receivable by the Company from YBA or owed by the Company to YBA at September 30, 2016 and 2015. Summarized Financial Information Summarized financial information for the unconsolidated subsidiaries accounted for based on the equity method for the fiscal years ended September 30, 2016, 2015 and 2014 is as follows (in thousands): September 30, 2016 2015 Balance Sheets: Current assets $ 59,507 $ 43,201 Non-current assets 15,461 12,657 Current liabilities 25,320 15,551 Non-current liabilities 19,933 13,581 Year Ended September 30, 2016 2015 2014 Statements of Operations: Total revenue $ 74,659 $ 48,047 $ 48,702 Gross profit (loss) 27,355 16,327 16,510 Income (loss) from continuing operations 6,731 (1,074 ) 1,745 Net income (loss) 2,374 (2,452 ) 1,636 Summarized financial information presented in the table above includes results for UCI and BioCision and does not include results for YBA since such amounts are not significant. The Company currently records its share of UCI's and BioCision's results of operations based on a three-months lag. Accordingly, the Company's Consolidated Financial Statements include its share of income and losses incurred by UCI and BioCision from the periods beginning and ending three months prior to the periods shown in the table. |
Note Receivable
Note Receivable | 12 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Loan Receivable | Loan Receivable In fiscal year 2012, the Company provided a strategic partner (the "Borrower") a loan of $3.0 million to support the Borrower's future product development and other working capital requirements. The loan initially bore a stated interest rate of 9% , and the outstanding principal and interest were initially due in May 2015. The Company also received a warrant to purchase the Borrower's common stock in the event of an equity offering by the Borrower and certain other rights related to conversion of the loan, including the first refusal to acquire the Borrower and a redemption premium. The loan was initially secured by a security agreement granting the Company a first-priority security interest in all of the Borrower's assets. The Company determined that the Borrower represented a variable interest entity since the level of equity investment at risk was not sufficient for the entity to finance its activities without additional financial support. However, the Company does not qualify as the primary beneficiary since it would not absorb the majority of the expected losses from the Borrower and does not have the power to direct the Borrower's product research, development and marketing activities that have the most significant impact on its economic performance. The Company has no future contractual funding commitments to the Borrower and, as a result, the Company's exposure to loss is limited to the outstanding principal and interest due on the loan. During fiscal year 2014, the Borrower informed the Company of its intent to secure additional funding from an investment program funded by the Commonwealth of Massachusetts designed to support early-stage companies. In connection with the Borrower’s efforts to secure additional financing, the Company agreed to subordinate its security interest in the assets of the Borrower to the new lender. Additionally, the Company agreed to extend the due date of its loan by approximately 5 years , to September 2019, in order to coincide with the due date of the new loan. The amended loan has a stated interest rate of 10% . In connection with its efforts to secure additional financial support, the Borrower developed revised assumptions about its future cash flows. Based on the information provided by the Borrower and the subordination of the loan to the new lender, the Company determined it was probable that it would not recover all amounts due from the loan and recorded an impairment charge of $2.6 million during fiscal year 2014. The impairment charge included the warrant write-off and was recorded in the "Selling, general and administrative" expenses in the Company's Consolidated Statements of Operations. The fair value of the loan is determined by considering the fair value of the collateral using valuation techniques, principally the discounted cash flow method, reduced by the amounts subordinated to the debt provided by the new lender. The observable inputs used in the Company's analysis are limited primarily to the discount rate, which is based on a rate commensurate with the risks and uncertainties of the Borrower. As a result, the fair value of the loan could vary under different conditions or assumptions, including the varying assumptions regarding future cash flows of the Borrower or discount rates. Carrying value of the loan receivable was $0.2 million and $1.0 million , respectively, at September 30, 2016 and 2015. The Company determines fair value of the loan based on a relief from royalty and discounted cash flow approaches. During fiscal year 2016, the Company concluded that recent operating trends and declining future cash flow forecasts of the Borrower represented indicators of potential loan impairment. As a result, the Company updated the discounted cash flow valuation model based on revised lower forecasted future cash flow assumptions and determined, based on a relief from royalty and discounted cash flow approaches, that carrying value of the loan exceeded its estimated fair value by $0.8 million . Accordingly, the Company recorded an impairment based on charge of $0.8 million in "Selling, general and administrative" expenses in the Company's Consolidated Statements of Operations during fiscal year ended September 30, 2016 which resulted in the loan's carrying value of $0.2 million at September 30, 2016. |
Supplementary Balance Sheet Inf
Supplementary Balance Sheet Information | 12 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplementary Balance Sheet Information | Supplementary Balance Sheet Information The following is a summary of accounts receivable at September 30, 2016 and 2015 (in thousands): September 30, 2016 2015 Accounts receivable $ 108,713 $ 87,582 Less allowance for doubtful accounts (2,241 ) (1,019 ) Less allowance for sales returns (100 ) (115 ) $ 106,372 $ 86,448 The allowance for doubtful accounts activity for the fiscal years ended September 30, 2016, 2015 and 2014 is as follows (in thousands): Description Balance at Provisions Reversals of Write-offs and Balance at 2016 Allowance for doubtful accounts $ 1,019 $ 202 $ — $ 1,020 $ 2,241 2015 Allowance for doubtful accounts 1,031 — — (12 ) 1,019 2014 Allowance for doubtful accounts 863 438 (315 ) 45 1,031 The allowance for sales returns activity for the fiscal years ended September 30, 2016, 2015 and 2014 is as follows (in thousands): Description Balance at Provisions Write-offs and Balance at 2016 Allowance for sales returns $ 115 $ (14 ) $ — $ 101 2015 Allowance for sales returns 133 (18 ) — 115 2014 Allowance for sales returns 114 19 — 133 The following is a summary of inventories at September 30, 2016 and 2015 (in thousands): September 30, 2016 2015 Inventories Raw materials and purchased parts $ 60,979 $ 62,441 Work-in-process 16,090 21,563 Finished goods 15,503 16,615 $ 92,572 $ 100,619 The activity for excess and obsolete inventory reserves, excluding amounts related to discontinued operations, is as follows for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Description Balance at Provisions Inventory Disposals and Adjustments Balance at 2016 Reserves for excess and obsolete inventory $ 23,768 $ 7,293 $ (6,267 ) $ 24,794 2015 Reserves for excess and obsolete inventory 26,027 7,879 (10,138 ) 23,768 2014 Reserves for excess and obsolete inventory 24,200 6,900 (5,073 ) 26,027 The Company establishes reserves for estimated cost of product warranties based on historical information. Product warranty reserves are recorded at the time product revenue is recognized, and retrofit accruals are recorded at the time retrofit programs are established. The Company’s warranty obligation is affected by product failure rates, utilization levels, material usage, service delivery costs incurred in correcting a product failure and supplier warranties on parts delivered to the Company. The following is a summary of product warranty and retrofit activity on a gross basis, excluding amounts related to discontinued operations, for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Amount Balance at September 30, 2013 $ 7,260 Adjustments for acquisitions and divestitures 364 Accruals for warranties during the year 9,969 Costs incurred during the year (11,094 ) Balance at September 30, 2014 6,499 Adjustments for acquisitions and divestitures 81 Accruals for warranties during the year 9,917 Costs incurred during the year (10,408 ) Balance at September 30, 2015 6,089 Adjustments for acquisitions and divestitures — Accruals for warranties during the year 9,975 Costs incurred during the year (9,740 ) Balance at September 30, 2016 $ 6,324 |
Line of Credit
Line of Credit | 12 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Line of Credit | Line of Credit On May 26, 2016, the Company and certain of its subsidiaries entered into a credit agreement with Wells Fargo Bank, N.A. (the "Wells Fargo"). The credit agreement provides for a five -year senior secured revolving line of credit (the ''line of credit") of $75.0 million . Availability under the line of credit is subject to a borrowing base which is redetermined from time to time based on certain percentage of certain eligible U.S. assets, including accounts receivable, inventory, real property, as well as machinery and equipment. The agreement includes sublimits of up to $25.0 million for letters of credit and $7.5 million of swing loans at the time there is more than one lender under the credit agreement. The line of credit expires on May 26, 2021 with all outstanding principal and interest due and payable on such date or an earlier date if declared due and payable on such earlier date pursuant to the terms of the credit agreement (by acceleration or otherwise). Subject to certain conditions of the credit agreement, the net cash proceeds from sales of certain collateral during the term of the arrangement are required to be used to prepay borrowings under the line of credit. The Company may also voluntarily prepay certain amounts under the line of credit without penalty or premium. There were no amounts outstanding under the line of credit as of September 30, 2016. Borrowings under the line of credit bear an annual interest rate equal to, at the Company’s option, the base rate or the LIBOR rate plus, in each case, an applicable margin determined based on the Company's liquidity as of the first day of each fiscal quarter. LIBOR rate is reset at the beginning of each selected interest period based on the rate then in effect. The base rate is a fluctuating interest rate equal to the highest of (i) the federal funds rate plus 0.50% , (ii) the one month LIBOR rate plus 1.00% and (iii) the prime lending rate announced by Wells Fargo. During the fiscal year 2016, the Company incurred $0.7 million in deferred financing costs which included commitments fees and other costs directly associated with obtaining the line of credit. Please refer to Note 2, "Summary of Significant Accounting Policies" for further information on the deferred financing fees. In addition to interest on any outstanding borrowings under the credit agreement, the Company is required to pay monthly fees of 0.25% per year related to unused portion of the revolver commitment amounts. The Company incurred approximately $0.1 million in such fees during fiscal year 2016. All outstanding borrowings under the credit agreement are guaranteed by the Company along with certain U.S. subsidiaries and secured by a first priority perfected security interest in substantially all of the Company's and guarantor's assets in the U.S., subject to certain exceptions. Additionally, the Company granted Wells Fargo a mortgage lien on certain company-owned real properties. The line of credit contains certain customary representations and warranties, a financial covenant, affirmative and negative covenants, as well as events of default. In the event in which the Company's liquidity is less than the greater of (i) 12.5% of the commitments under the line of credit, and (ii) $9.4 million , and continuing until the time such liquidity during a 60-consecutive day period has been equal to or greater than the greater of (a) 12.5% of the commitments under the line of credit, and (b) $9.4 million , the Company is required to maintain a fixed charge coverage ratio of at least 1.0 to 1.0 measured as of the last day of each fiscal month ending during such period. Liquidity is defined as a sum of (a) excess availability under the credit agreement; and (b) unrestricted cash and cash equivalents located in bank accounts in the United States that are subject to a control agreement in favor of Wells Fargo, limited to a maximum amount of 50% of liquidity. Negative covenants limit the Company's ability to incur additional indebtedness, liens, sell assets, consolidate or merge with or into other entities, pay non-cash dividends (and cash dividends if the Company fails to meet certain payment conditions), make certain investments, prepay, redeem or retire subordinated debt, and enter into certain types of transactions with the Company’s affiliates. If any of the events of default occur and are not waived or cured within applicable grace periods, any unpaid amounts under the credit agreement, including principal and interest, may be declared immediately due and payable and the credit agreement may be terminated. The Company was in compliance with the line of credit covenants as of September 30, 2016. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of the income tax provision (benefit), excluding amounts related to the discontinued operations, for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows (in thousands): Year Ended September 30, 2016 2015 2014 Current income tax provision (benefit): Federal $ (145 ) $ 10 $ 15 State (186 ) 56 177 Foreign 5,868 5,537 1,417 Total current income tax provision 5,537 5,603 1,609 Deferred income tax benefit: Federal 68,300 (1,773 ) (2,276 ) State 4,000 (104 ) (35 ) Foreign (2,027 ) (296 ) (1,278 ) Total deferred income tax benefit 70,273 (2,173 ) (3,589 ) Income tax provision (benefit) $ 75,810 $ 3,430 $ (1,980 ) The components of income (loss) before income taxes and equity in (losses) earnings of equity method investments for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows (in thousands): Year Ended September 30, 2016 2015 2014 Domestic $ (8,186 ) $ (1,321 ) $ (7,338 ) Foreign 12,140 19,136 5,643 $ 3,954 $ 17,815 $ (1,695 ) The differences between the income tax provision (benefit) and income taxes computed using the applicable U.S. statutory federal tax rate for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows (in thousands): Year Ended September 30, 2016 2015 2014 Income tax provision (benefit) computed at federal statutory rate $ 2,217 $ 6,177 $ (217 ) State income taxes, net of federal benefit 113 243 (12 ) Foreign income taxed at different rates (755 ) (938 ) (596 ) Dividends (1,666 ) (1,069 ) (1,373 ) Change in deferred tax asset valuation allowance 77,531 (36 ) 453 Reduction in uncertain tax positions (1,543 ) (1,207 ) (1,236 ) Nondeductible compensation 782 1,325 1,064 Tax credits (1,786 ) (1,741 ) (704 ) Travel and entertainment 274 314 220 Merger costs 503 228 187 Other 140 134 234 Income tax provision (benefit) $ 75,810 $ 3,430 $ (1,980 ) The Company has not provided deferred income taxes on the unremitted earnings of its foreign subsidiaries as these earnings are considered to be indefinitely reinvested outside of the U.S. These earnings amounted to approximately $52.0 million , $40.3 million and $25.2 million , respectively, at September 30, 2016, 2015 and 2014. It is not practicable to compute the estimated deferred tax liability on these earnings as they depend on numerous factors and vary based on the timing of future remittances and the future results of various foreign operations. Deferred taxes have not been provided on unremitted earnings of its fifty percent-owned foreign corporate joint venture, Ulvac Cryogenics, Inc. as these earnings are also considered to be indefinitely reinvested outside of the U.S. The Company does, however, receive annual dividends only from current year earnings of this joint venture and these dividends are included in taxable income for the year. Any earnings that are not distributed in the current year will then be considered indefinitely reinvested as the company does not expect to receive dividends from prior year earnings. The significant components of the net deferred tax assets and liabilities as of September 30, 2016 and 2015 are as follows (in thousands): September 30, 2016 2015 Accruals and reserves not currently deductible $ 16,448 $ 9,602 Federal, state and foreign tax credits 24,539 22,115 Other assets 4,294 5,939 Net operating loss carryforwards 73,097 63,569 Inventory reserves and valuation 11,342 10,598 Deferred tax assets 129,720 111,823 Depreciation and intangible amortization 25,850 9,388 Deferred tax liabilities 25,850 9,388 Valuation allowance (104,802 ) (18,797 ) Net deferred tax (liability) asset $ (932 ) $ 83,638 In November 2015, the FASB issued Accounting Standards Update ("the ASU") 2015-17, Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes . This guidance requires deferred tax liabilities, deferred tax assets and valuation allowances to be classified as non-current in a classified balance sheet. This ASU is effective for annual reporting periods beginning after December 15, 2016 and interim periods within those annual periods. Early adoption is permitted and may be applied either prospectively or retrospectively to all periods presented. The Company has elected to early adopt the ASU as of September 30, 2016 on retrospective basis. The classification of deferred tax assets and liabilities as of September 30, 2015 has been recast to reflect the current period presentation. Current deferred tax assets, non-current deferred tax assets, current deferred tax liabilities and non-current deferred tax liabilities were $17.6 million , $70.5 million , $1.3 million and $3.2 million , respectively, in the previously issued financial statements for the fiscal year ended September 30, 2015. ASC Topic 740, Income Taxes , requires that all available evidence, both positive and negative, be considered in determining, based on the weight of that evidence, whether a valuation allowance is needed. The weight given to the potential effect of negative and positive evidence should be commensurate with the extent to which it can be objectively verified. The more negative evidence that exists, (a) the more positive evidence is necessary and (b) the more difficult it is to support a conclusion that a valuation allowance is not needed for some portion or all of the deferred tax asset. A cumulative loss in recent years is considered a significant piece of negative evidence that is difficult to overcome in assessing the need for a valuation allowance. The Company evaluates the realizability of its deferred tax assets by tax-paying component and assesses the need for a valuation allowance on an annual and quarterly basis. The Company evaluates the profitability of each tax-paying component on a historic cumulative basis and a forward looking basis in the course of performing this analysis. The Company evaluated all positive and negative evidence in concluding it was appropriate to establish a full valuation allowance against U.S. net deferred tax assets during fiscal year 2016. The Company evaluated negative evidence to assess if it is more likely than not that the Company could utilize the U.S. deferred tax assets. In reviewing performance over the recent years, the Company currently shows cumulative income. This history considers earnings in recent years from the discontinued operations of Granville-Phillips, which was divested during fiscal year 2014 and freed up capital for investments in strategic growth businesses. In evaluating the historical results of the continuing businesses, the Company has not yet demonstrated profitability with losses in recent periods. The Company reported U.S. pre-tax losses during fiscal year 2015 and fiscal year 2016. The loss in fiscal year 2016 included a significant charge for restructuring actions which are ultimately expected to improve future profitability. However, these losses presented significant negative evidence in the evaluation. The Company also considered positive evidence such as expected improvements that are the results of investments in growth businesses. The Company prepares comprehensive forecasts based on the cyclical trends of the semiconductor industry, expected capital spending in the industry and demand for new product offerings. The Company's forecast of future improved profits includes a portion related to foreign operations, specifically in the Contamination Control Solutions business, which are excluded from the evaluation of U.S. deferred tax assets. The forecast of future improved profits also includes a portion related to U.S. operations. The Brooks Life Science Systems segment has driven cumulative losses in the U.S. in the past years, but is expected to provide growth in revenue and improved profitability resulting in increased profits in the U.S. After extensive review, despite significant projected improvements, the forecasted income is not considered to be objectively verifiable evidence because the revenue growth expected for the future periods is based on projections and not significantly supported by specific bookings and backlog of orders for product in place as of the end of the quarter. The evidence is therefore considered more subjective than objective under the accounting rules. Accordingly, this positive evidence is given less weight than the negative evidence discussed above. A cumulative loss is difficult negative evidence to overcome on a more likely than not basis. Future income projections can only overcome this negative evidence if the projections are considered objectively verifiable. Since the income projections are not considered objectively verifiable, the Company determined that realization of the U.S. net deferred tax assets should not be viewed as more likely than not until the projected profits are supported with objectively verifiable evidence of the improvements. As a result of this change in assessment, the Company recorded a tax provision of $79.3 million to establish the valuation allowance against U.S. net deferred tax assets during the second quarter of fiscal year 2016. The Company will continue to maintain a full valuation allowance on its U.S. deferred tax assets until there is sufficient positive evidence to support the reversal of all or some portion of these allowances. As of September 30, 2016, the Company had federal, state and foreign net operating loss carry-forwards of approximately $137.0 million , $114.0 million and $85.0 million , respectively. The federal net operating losses expire beginning in 2024 through 2035 , with the majority of the loss expiring in 2029 . The state net operating losses are generated in various jurisdictions with different carryover periods and expire starting in 2017 through 2035 . Certain foreign net operating loss carryovers will begin to expire in 2017 , while a significant portion has an unlimited carryover period. The net operating loss carry-forward includes excess deductions related to stock compensation in the amount of $15.0 million which have not been recognized for financial statement purposes. The benefits of these tax deductions will be credited to additional paid-in capital upon being realized. As of September 30, 2016, the Company had federal research and development tax credit carry-forwards of $18.7 million . These credit carry-forwards will expire at various dates beginning in 2020 through 2036 . The Company also has $10.4 million of state credits which begin to expire in 2020 , while some of these credits have an unlimited carryover period. The Company has performed studies to determine if there are any annual limitations on the federal net operating losses under the Section 382 of the Internal Revenue Code of 1986, as amended, or the Internal Revenue Code. As a result of these studies, the Company has determined that ownership changes have occurred primarily in connection with acquisitions when the Company has issued stock to the sellers, as well as ownership changes in the subsidiaries acquired by the Company. Certain limitations have been calculated, and the benefits of the net operating losses that will expire before utilization have not been recorded as deferred tax assets in the accompanying Consolidated Balance Sheets. In fiscal year 2016, the Company identified an error in footnote disclosures related to historical components of its net deferred tax asset balance. Specifically, as of September 30, 2015, the gross deferred tax assets net operating loss carryforwards and related valuation allowance were understated by an equal and offsetting amount of $12.9 million . The error was corrected as of September 30, 2016 and had no impact on the net deferred tax assets or the provision for income taxes. The error and associated out of period correction were determined to be immaterial and had no effect on the Company’s Consolidated Balance Sheets, Statements of Operations, Changes in Equity or Cash Flows for any period presented. The Company maintains liabilities for uncertain tax positions. These liabilities involve judgment and estimation and are monitored based on the best information available. A reconciliation of the beginning and ending amount of the consolidated liability for unrecognized income tax benefits during the fiscal years ended September 30, 2016, 2015 and 2014 is as follows (in thousands): Total Balance at October 1, 2013 $ 5,147 Reductions from lapses in statutes of limitations (861 ) Foreign exchange rate adjustment (24 ) Balance at September 30, 2014 4,262 Reductions from settlements with taxing authorities (1,304 ) Reductions from lapses in statutes of limitations (734 ) Foreign exchange rate adjustment (33 ) Balance at September 30, 2015 2,191 Additions for tax positions in current year 4,165 Reductions from lapses in statutes of limitations (897 ) Foreign exchange rate adjustment (32 ) Balance at September 30, 2016 $ 5,427 Included in the ending balance of unrecognized tax benefits for the fiscal year ended September 30, 2016 are $3.8 million of tax benefits that if recognized would result in adjustments to deferred taxes in jurisdictions where a full valuation allowance is recorded. The Company recognizes interest related to unrecognized benefits as a component of income tax provision (benefit), of which $0.1 million , $0.2 million and $0.3 million , respectively, was recognized for the fiscal years ended September 30, 2016, 2015 and 2014. The statute of limitations lapsed on several uncertain tax positions in the foreign jurisdictions during fiscal year 2016 that resulted in a $0.9 million reduction in gross unrecognized tax benefits that impacted the effective tax rate. The Company is subject to U.S. federal income tax and various state, local and international income taxes in various jurisdictions. The amount of income taxes paid is subject to the Company's interpretation of applicable tax laws in the jurisdictions in which it files. In the normal course of business, the Company is subject to income tax audits in various global jurisdictions in which it operates. The years subject to examination vary for the U.S. and international jurisdictions, with the earliest tax year being 2010 . Based on the outcome of these examinations or the expiration of statutes of limitations for specific jurisdictions, it is reasonably possible that the related unrecognized tax benefits could change from those recorded in the Company's Consolidated Balance Sheets. The Company currently anticipates that it is reasonably possible that the unrecognized tax benefits will be reduced by approximately $1.1 million in the next 12 months. |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments Prior to fiscal year 2014, the Company was a party to foreign exchange contracts to reduce its exposure to changes in foreign exchange rates associated with an order for multiple automated sample management systems. The Company concluded that these foreign currency contracts met the criteria to qualify as a cash flow hedge. Accordingly, the Company reflected changes in the fair value of the effective portion of these foreign currency contracts in accumulated other comprehensive income. During fiscal year 2014, the Company reclassified the realized gain of $0.1 million on these contracts from accumulated other comprehensive income into revenue to coincide with recognition of the hedged transaction. Please refer to Note 15, "Stockholders' Equity", for further information on this reclassification and its impact on the accumulated other comprehensive income and other comprehensive income for the fiscal year 2014. The Company did not recognize any amounts related to hedging ineffectiveness of these contracts in the results of operations for the fiscal year ended September 30, 2014. As of September 30, 2014, the Company did not have any notional amounts outstanding under foreign currency contracts that qualified for cash flow hedge accounting. The Company has transactions and balances denominated in currencies other than the U.S. dollar. Most of these transactions or balances are denominated in Euros, British Pounds and a variety of Asian currencies. These transactions and balances, including short-term advances between the Company and its subsidiaries, subject the Company's operations to exposure from exchange rate fluctuations. The impact of currency exchange rate movement can be positive or negative in any period. The Company mitigates the impact of potential currency transaction gains and losses on short-term intercompany advances through timely settlement of each transaction, generally within 30 days. The Company also enters into foreign exchange contracts to reduce its exposure to currency fluctuations. Under forward contract arrangements, the Company typically agrees to purchase a fixed amount of U.S. dollars in exchange for a fixed amount of a foreign currency on specified dates with maturities of three months or less. These transactions do not qualify for hedge accounting. Net gains and losses related to these contracts are recorded as a component of "Other (expense) income, net" in the accompanying Consolidated Statements of Operations and are as follows for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Years Ended September 30, 2016 2015 2014 Realized gains on derivatives not designated as hedging instruments $ 1,434 $ 628 $ 185 The Company had the following notional amounts outstanding under foreign currency contracts that do not qualify for hedge accounting at September 30, 2016 and 2015 (in thousands): September 30, 2016: Buy Currency Notional Amount Sell Currency Maturity Notional Amount Fair Value of Fair Value of British Pound 246 Swedish Krona October 2016 2,100 $ 1 $ — U.S. Dollar 6,107 British Pound October 2016 4,710 2 — U.S. Dollar 5,815 Chinese Yuan October 2016 39,000 — (33 ) Euro 14,976 U.S. Dollar October 2016 13,300 — (40 ) Korean Won 2,255 U.S. Dollar October 2016 2,488,000 1 — Euro 8,403 British Pound October 2016 6,500 — (23 ) U.S. Dollar 311 Israeli Shekel October 2016 1,169 1 — $ 5 $ (96 ) September 30, 2015: Buy Currency Notional Amount Sell Currency Maturity Notional Amount Fair Value of Fair Value of U.S. Dollar 1,543 Korean Won October 2015 1,852,000 $ — $ (6 ) British Pound 2,157 Euro October 2015 1,600 — (29 ) U.S. Dollar 662 Taiwan Dollar October 2015 22,000 — (1 ) U.S. Dollar 4,308 British Pound October 2015 6,520 32 — Euro 9,300 U.S. Dollar October 2015 8,253 40 — U.S. Dollar 5,177 Chinese Yuan October 2015 33,000 15 — U.S. Dollar 425 Japanese Yen October 2015 51,000 — — U.S. Dollar 1,336 Japanese Yen December 2015 160,000 2 — U.S. Dollar 457 Israeli Shekel October 2015 1,800 — — $ 89 $ (36 ) The fair values of the forward contracts described above are recorded in the Company's Consolidated Balance Sheets as "Prepaid expenses and other current assets" and "Accrued expenses and other current liabilities". Stock Warrants The BioCision warrant agreement contains net share settlement provisions, which permit the Company to pay the warrant exercise price using shares issuable under the warrants (“cashless exercise”). The value of the stock warrants fluctuates primarily in relation to the value of BioCision's underlying securities, either providing an appreciation in value or potentially expiring with no value. Gains and losses on the revaluation of the stock warrant are recognized as a component of "Other (expense) income, net" in the accompanying Consolidated Statements of Operations. Please refer to Note 21 “Fair Value Measurements” for further information regarding the fair value of the stock warrant. |
Postretirement Benefits
Postretirement Benefits | 12 Months Ended |
Sep. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Postretirement Benefits | Postretirement Benefits Defined Benefit Pension Plans The Company has two active defined benefit pension plans (collectively, the “Plans”). The Plans cover substantially all of the Company’s employees in Switzerland and Taiwan. Retirement benefits are generally earned based on years of service and the level of compensation during active employment, but the level of benefits varies within the Plans. Eligibility is determined in accordance with local statutory requirements. The Company uses September 30th as a measurement date to determine net periodic benefit costs, benefit obligations and the value of plan assets for all plans. The following tables set forth the funded status and amounts recognized in the Company’s Consolidated Balance Sheets as of September 30, 2016 and 2015 (in thousands): September 30, 2016 2015 Benefit obligation at beginning of fiscal year $ 7,661 $ 8,213 Service cost 548 482 Interest cost 71 124 Actuarial loss 106 733 Benefits paid (712 ) (209 ) Employee contributions 156 444 Settlements paid — (1,795 ) Curtailment gain (1,064 ) — Foreign currency translation 81 (331 ) Benefit obligation at end of fiscal year $ 6,847 $ 7,661 Fair value of assets at beginning of fiscal year $ 4,838 $ 6,131 Actual return on plan assets 30 112 Disbursements (837 ) (334 ) Employer contributions 296 306 Employee contributions 352 642 Settlements paid — (1,795 ) Foreign currency translation 55 (224 ) Fair value of assets at end of fiscal year $ 4,734 $ 4,838 Accrued benefit obligation $ 2,113 $ 2,823 The accumulated benefit obligation of the Plans is $6.3 million and $6.9 million , respectively, at September 30, 2016 and 2015. Both Plans have an accumulated benefit obligation and projected benefit obligation in excess of plans' assets at September 30, 2016 and 2015. The following table provides pension-related amounts and their classification within the accompanying Consolidated Balance Sheets as of September 30, 2015 and 2014 (in thousands): September 30, 2016 2015 Accrued compensation and benefits $ 155 $ 298 Long-term pension liability 1,958 2,525 $ 2,113 $ 2,823 Accumulated other comprehensive income at September 30, 2016 and 2015 includes unrecognized net actuarial losses of $0.3 million and $0.2 million , respectively, and cumulative unrecognized investment losses of $0.9 million and $0.8 million , respectively, during fiscal years 2016 and 2015. Unrecognized net actuarial losses and cumulative unrecognized investment losses within accumulated other comprehensive income were offset by a curtailment gain of $0.9 million at September 30, 2016. The components of the Company’s net pension cost for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows (in thousands): Year Ended September 30, 2016 2015 2014 Service cost $ 548 $ 482 $ 406 Interest cost 71 124 154 Expected return on plan assets (159 ) (210 ) (214 ) Amortization of losses 2 2 2 Other — — — Net periodic pension cost 462 398 348 Curtailment gain (227 ) — — Settlement loss — 232 — Total pension cost $ 235 $ 630 $ 348 The following changes in Plans' assets and benefit obligations were recognized in other comprehensive income (loss) as of September 30, 2016 and 2015 (in thousands): September 30, 2016 2015 Net loss $ 165 $ 722 Amortization of net loss (2 ) (2 ) Curtailment gain (852 ) — Settlement loss — (232 ) Total recognized in other comprehensive income (loss) (689 ) 488 Total recognized in net periodic pension cost and other comprehensive income (loss) $ (227 ) $ 886 The curtailment gain of $0.2 million incurred during fiscal year 2016 and the settlement loss of $0.2 million incurred during fiscal year 2015 were reclassified from accumulated other comprehensive income (loss) into the results of operations during each fiscal year. Additionally, a curtailment gain of $1.1 million was recognized as a reclassification from accumulated other comprehensive income and a corresponding reduction in pension liabilities. Please refer to Note 15, "Stockholders' Equity", for further information on these reclassifications and their impact on the accumulated other comprehensive income and other comprehensive income during each fiscal year. Weighted-average assumptions used to determine the projected benefit obligation for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows: Year Ended September 30, 2016 2015 2014 Discount rate 0.40 % 0.92 % 1.55 % Expected return on plan assets 1.75 % 1.78 % 2.18 % Expected rate of compensation increases 1.31 % 1.65 % 1.87 % In selecting the appropriate discount rates for the Plans, the Company uses country-specific information, adjusted to reflect the duration of the particular plan. The expected return on plan assets is based on an evaluation of fixed income yield curves and equity return assumption studies applied to the Plans' asset allocations. The Company bases its determination of pension expense on a market-related valuation of assets, which reduces year-to-year volatility. This market-related valuation recognizes investment gains or losses over a five -year period from the year in which they occur. Investment gains or losses represent the difference between the expected return calculated using the market-related value of assets and the actual return on assets. Since the market-related value of assets recognizes gains or losses over a five-year period, the future value of assets will be impacted as previously deferred gains or losses are recognized. At September 30, 2016, the Company had cumulative unrecognized investment losses of approximately $0.9 million under the Plans which remain to be recognized in the calculation of the market-related values of assets. At September 30, 2016, the Company had cumulative unrecognized net actuarial losses of 0.3 million which are amortized into net periodic benefit cost over the average remaining service period of active Plans' participants. Plan Assets The fair value of plan assets for the Switzerland Plan and Taiwan Plan were $4.2 million and $0.5 million , respectively, at September 30, 2016. The assets of the Switzerland Plan are invested in a collective fund with multiple employers through a Swiss insurance company, which is a customary practice for Swiss pension plans. The Company does not have any rights or an investment authority over the Plan's assets which are invested primarily in highly rated debt securities. The assets of the Taiwan Plan are invested with a trustee selected by the Taiwan government, and the Company has no investment authority over the Plan's assets. The allocation of the Plans' assets at September 30, 2016 is as follows: September 30, 2016 Cash and cash equivalents 3 % Debt securities 72 Equity securities 7 Other 18 100 % The fair values of pension assets by asset category and by level at September 30, 2016 are as follows (in thousands): As of September 30, 2016 Level 1 Level 2 Level 3 Total Swiss Life collective foundation $ — $ 4,208 $ — $ 4,208 Taiwan collective trust — 526 — 526 Total $ — $ 4,734 $ — $ 4,734 The fair values of pension assets by asset category and by level at September 30, 2015 are as follows (in thousands): As of September 30, 2015 Level 1 Level 2 Level 3 Total Swiss Life collective foundation $ — $ 4,347 $ — $ 4,347 Taiwan collective trust — 491 — 491 Total $ — $ 4,838 $ — $ 4,838 Please refer to Note 21, "Fair Value Measurements" for a description of the levels of inputs used to determine fair value measurements. Benefit payments expected to be paid over the next five fiscal years and thereafter are as follows (in thousands): 2017 $ 203 2018 21 2019 21 2020 81 2021 104 Thereafter (through 2026) 735 The Company expects to contribute $0.2 million to the Plans in fiscal year 2017 to meet the minimum funding requirements of the Plans. Defined Contribution Plans The Company sponsors a defined contribution plan that meets the requirements of Section 401(k) of the Internal Revenue Code. All United States employees who meet minimum age and service requirements are eligible to participate in the plans. The plans allow employees to invest, on a pre-tax basis, a percentage of their annual salary and bonus subject to statutory limitations. The Company matches a portion of their contributions on a pre-tax basis up to a maximum amount of 4.5% of deferred pay. The expense recognized for the defined contribution plans was $3.6 million , $3.0 million and $3.5 million , respectively, for the fiscal years ended September 30, 2016, 2015 and 2014. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Preferred Stock Total number of shares of preferred stock authorized for issuance was 1,000,000 shares at September 30, 2016 and 2015, respectively. Preferred stock has a par value of $0.01 per share and may be issued at the discretion of the Board of Directors without stockholder approval with such designations, rights and preferences as the Board of Directors may determine. There were no shares of preferred stock issued or outstanding at September 30, 2016 or 2015, respectively. Accumulated Other Comprehensive Income The following is a summary of the components of accumulated other comprehensive income, net of tax, at September 30, 2016, 2015 and 2014 (in thousands): Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities Unrealized Gains (Losses) on Cash Flow Hedges Pension Liability Adjustments Total Balance at September 30, 2013 $ 22,398 $ 66 $ 14 $ 126 $ 22,604 Other comprehensive (loss) income before reclassifications (6,296 ) (78 ) 79 (503 ) (6,798 ) Amounts reclassified from accumulated other comprehensive income — (26 ) (93 ) — (119 ) Balance at September 30, 2014 16,102 (38 ) — (377 ) 15,687 Other comprehensive (loss) income before reclassifications (9,426 ) 144 — (605 ) (9,887 ) Amounts reclassified from accumulated other comprehensive income (131 ) (3 ) — 232 98 Balance at September 30, 2015 6,545 103 — (750 ) 5,898 Other comprehensive income (loss) before reclassifications 8,844 (231 ) — (322 ) 8,291 Amounts reclassified from accumulated other comprehensive income — 125 — 852 977 Balance at September 30, 2016 $ 15,389 $ (3 ) $ — $ (220 ) $ 15,166 Unrealized net holding gains (losses) on available-for-sale marketable securities are reclassified from accumulated other comprehensive income into results of operations at the time of the securities' sale, as described in Note 5, "Marketable Securities.” Losses on settlements of cash flow hedges are reclassified from accumulated other comprehensive income into results of operations at the time of the settlement, as described in Note 13, "Derivative Instruments.” Losses related to defined benefit pension plan settlements are reclassified from accumulated other comprehensive income into results of operations at the time of the settlement, as described in Note 14, "Postretirement Benefits.” Defined benefit pension plan curtailments are recognized as reclassifications from accumulated other comprehensive income and corresponding reductions in pension liabilities and net pension cost, as described in Note 14, "Postretirement Benefits.” Losses related to currency translation adjustments were reclassified from accumulated other comprehensive income into results of operations upon liquidation of YBA joint venture, as described in Note 8, "Equity Method Investments". Non-controlling Interests Noncontrolling interests represented the minority shareholders’ proportionate share of the equity in the Company’s majority owned subsidiary, Brooks Automation Asia, Ltd. (the "BAA"). The Company has historically consolidated the financial position and results of operations from BAA and presented the portion of the income attributable to the minority shareholders as “Net income attributable to noncontrolling interests” in the Consolidated Statements of Operations. In September 2014, the Company acquired the remaining interest in BAA from the minority shareholders for $3.2 million . Increases in ownership of a consolidated subsidiary are accounted for as equity transactions and as a result, no additional assets or liabilities are recognized upon acquiring additional interest. As of the date of the acquisition, 100% of BAA’s pre-tax income was reflected in the Company’s results of operations. The increase in the Company's proportional share of BAA's results of operations was not material to the Company's results of operations for the fiscal year ended September 30, 2014. The payment to the minority shareholders was classified as a financing activity in the Consolidated Statements of Cash Flows. As a result of this transaction, the Company does not have noncontrolling interests as of September 30, 2016 and 2015, respectively. |
Equity Incentive Plans
Equity Incentive Plans | 12 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Incentive Plans | Equity Incentive Plans The Company's equity incentive plans are intended to attract and retain employees and provide an incentive for them to contribute to the Company's long-term growth and achievement of its long-range performance goals. The equity incentive plans consist of plans under which employees may be granted options to purchase shares of the Company's stock, restricted stock and other equity incentives. Restricted stock awards generally have a 3 year vesting period. At September 30, 2016, a total of 4,363,536 shares were reserved and available for future grant under the equity incentive plans. Amended and Restated 2000 Equity Incentive Plan The primary purpose of the Amended and Restated 2000 Equity Incentive Plan (the “2000 Plan") is to attract and retain employees and provide an incentive for them to contribute to the Company's long-term growth and achievement of its long-range performance goals. In accordance with the 2000 Plan provisions, the Company may grant (i) options intended to qualify as incentive stock options under Section 422 of the Internal Revenue Code, (ii) options that are not qualified as incentive stock option (the "nonqualified stock options"), and (iii) stock appreciation rights, performance awards and restricted stock. All employees of the Company or any affiliate of the Company, independent directors, consultants and advisors are eligible to participate in the 2000 Plan. Options granted out of the 2000 Plan generally vested over four years and expired within ten years from the date of grant. The 2000 Plan provided for the issuance of a maximum of 9,000,000 shares of common stock. The 2000 Plan expired on March 31, 2015. Stock option and restricted stock awards granted out of the 2000 Plan that were canceled or forfeited after February 5, 2015 were available for grant under the 2015 Equity Incentive Plan. 2015 Equity Incentive Plan The primary purpose of the 2015 Equity Incentive Plan, (the “2015 Plan") is to attract and retain employees and provide an incentive for them to contribute to the Company's long-term growth and achievement of its long-range performance goals. In accordance with the 2015 Plan provisions, the Company may grant (i) restricted stock and other stock-based awards, (ii) nonqualified stock options, and (iii) options intended to qualify as incentive stock options under Section 422 of the Internal Revenue Code. All employees of the Company or any affiliate of the Company, independent directors, consultants and advisors are eligible to participate in the 2015 Plan. The 2015 Plan provides for the issuance of a maximum of 5,000,000 shares of common stock in addition to the stock option and restricted stock awards granted out of the 2000 Plan that were canceled or forfeited after February 5, 2015. Restricted Stock Activity The following table summarizes restricted stock unit activity for the fiscal year ended September 30, 2016: Shares Weighted Outstanding at September 30, 2015 3,257,413 $ 9.95 Granted 1,690,582 $ 10.84 Vested (1,269,862 ) $ 9.53 Forfeited (1,189,057 ) $ 11.18 Outstanding at September 30, 2016 2,489,076 $ 10.79 The weighted average grant date fair value of restricted stock units granted during fiscal years 2016, 2015 and 2014 was $10.84 , $11.89 and $9.49 per share, respectively. The fair value of restricted stock units vested during fiscal years 2016, 2015 and 2014 was $14.3 million , $8.4 million and $5.6 million , respectively. The Company paid $4.4 million , $2.3 million and $1.4 million , respectively, for withholding taxes on vested restricted stock units during fiscal years 2016, 2015 and 2014. Additionally, 1,189,057 restricted stock units were forfeited during fiscal year 2016 primarily due to the failure to achieve certain performance thresholds for performance-based restricted stock units and as a result of the restructuring action initiated during the period then ended. Please refer to Note 17, "Restructuring and Other Charges" for further information on the restructuring action. As of September 30, 2016, the future unrecognized stock-based compensation expense related to restricted stock units expected to vest is $15.1 million and is expected to be recognized over an estimated weighted average amortization period of 1.7 years. The Company grants restricted stock units which vest upon the satisfaction of certain performance conditions and / or service conditions. In addition, the Company issues shares to participating employees pursuant to an employee stock purchase plan. The Company also issues unrestricted stock awards to its directors in accordance with its director compensation program. The Company grants restricted stock units that vest over a required service period and /or achievement of certain operating performance goals. Restricted stock units granted with performance goals may also have a required service period following the achievement of all or a portion of the goals. The following table reflects restricted stock units granted, including 8,500 of time-based awards related to the discontinued operation and stock awards granted, during fiscal years ended September 30, 2016, 2015 and 2014: Total Units Time-Based Units Stock Grants Performance-Based Units Year ended September 30, 2016 1,690,582 744,250 86,082 860,250 Year ended September 30, 2015 1,513,281 597,250 69,281 846,750 Year ended September 30, 2014 1,517,057 596,212 82,095 838,750 Time-Based Grants Restricted stock units granted with a required service period typically have three year vesting schedules in which one-third of awards vest at the first anniversary of the grant date, one-third vest at the second anniversary of the grant date and one-third vest at the third anniversary of the grant date, subject to the award holders meeting service requirements. Stock Grants During fiscal years 2016, 2015 and 2014, the Company granted 86,082 , 69,281 and 82,095 units, respectively, to the members of the Company's Board of Directors, including compensation-related restricted stock units of 55,380 , 49,267 and 57,603 , respectively. Certain members of its Board of Directors previously elected to defer receiving their annual awards of unrestricted shares of the Company stock and quarterly dividends until a future date. During fiscal years 2016, 2015 and 2014, the Company issued 25,560 , 13,318 and 24,492 units, respectively, related to deferred annual restricted share awards. During fiscal years 2016 and 2015, the Company issued 5,142 and 6,876 units, respectively, related to deferred quarterly dividends in an amount equal to the value of cash dividends that would be paid on the number of deferred shares based on the closing price of the Company’s stock on each dividend record date. There were no such units issued during fiscal year 2014. These units vested upon issuance, but receipt of the Company shares is deferred until the holders attain a certain age or cease to provide services to the Company in their capacity as Board members. Performance-Based Grants Performance-based restricted stock units are earned based on the achievement of performance criteria established by the Human Resources and Compensation Committee of the Board of Directors. The criteria for performance-based awards are weighted and have threshold, target and maximum performance goals. Performance-based awards granted in fiscal year 2016 allow participants to earn 100% of a targeted number of restricted stock units if the Company’s performance meets its target for each applicable financial metric, and up to a maximum of 200% of the restricted stock units if the Company’s performance for such metrics meets the maximum threshold. Performance below the minimum threshold for each financial metric results in award forfeitures. Performance goals will be measured over a three year period at the end of fiscal year 2018 to determine the number of units earned by recipients that continue to meet a service requirement. Units held by recipients that fail to meet the continued service requirement are forfeited. Earned units for recipients that continue to meet the service requirements vest on the date the Company’s Board of Directors determines the number of units earned, which will be approximately the third anniversary of the grant date. Performance-based awards granted in fiscal year 2015 include provisions similar to fiscal 2016 awards that allow participants to earn threshold, target and maximum awards ranging from 0% of the award for performance below the minimum threshold, 100% of the award for performance at target, and up to a maximum of 200% of the award if the Company achieves the maximum performance goals. Sixty percent of the performance-based units granted in fiscal year 2015 had certain performance goals that were measured at the end of fiscal year 2015 to determine the number of earned units eligible for subsequent vesting. The Company performed below the threshold levels relative to the performance criteria for these awards and as a result these awards were not eligible for subsequent vesting, which resulted in a forfeiture of 495,684 units. Forty percent of the performance-based units granted in fiscal year 2015 have certain performance goals which will be measured over a three year period at the end of fiscal year 2017 to determine the number of earned units eligible for vesting. Earned units vest on the third anniversary of the grant date, subject to award holders satisfying the service requirements. 351,066 units, or 40.0% , of performance-based awards granted in fiscal year 2015 are eligible for vesting. The total number of performance-based units to be earned by the participants will be based on the achievement against the Company's performance targets. The vesting of the units is subject to award holders satisfying the service requirements. Performance-based awards granted in fiscal year 2014 include provisions similar to fiscal 2016 awards that allow participants to earn threshold, target and maximum awards ranging from 0% of the award for performance below the minimum threshold, 100% of the award for performance at target, and up to a maximum of 200% of the award if the Company achieves the maximum performance goals. Performance below the minimum threshold results in award forfeitures. The measurement of achievement against the performance goals for performance-based units granted in fiscal year 2014 occurred at the end of fiscal year 2014 to determine the number of earned units eligible for subsequent vesting. One-half of the earned units vests at the second anniversary of the grant date and one-half of the earned units vests at the third anniversary of the grant date, subject to the award holders meeting service requirements. The Company significantly exceeded the fiscal year 2014 financial goals associated with the performance-based awards granted in fiscal year 2014. In accordance with the award terms, a total of 1,297,546 units, or 154.7% , were eligible for subsequent vesting, subject to award holders satisfying the service requirements, which resulted in an increase of 458,796 units over the target grant amount of 838,750 units. Units granted to the employees of the Granville-Phillips business were forfeited upon completion of the sale. 1995 Employee Stock Purchase Plan On February 22, 1996, the stockholders approved the 1995 Employee Stock Purchase Plan, (the "1995 Plan"), which enables eligible employees to purchase shares of the Company’s common stock. Under the 1995 Plan, eligible employees may purchase up to an aggregate of 3,000,000 shares during six-month offering periods commencing on February 1 and August 1 of each year at a share price of 85% of the lower of the Company’s closing stock price on the first or last day of each six-month offering period. On February 8, 2012, the stockholders approved an amendment to the 1995 Plan to increase the number of shares of the Company’s common stock available for issuance by 1,000,000 shares, from 3,000,000 to 4,000,000 shares. Participating employees may elect to have up to 10% of their base pay withheld and applied toward the purchase of such shares. The rights of participating employees under the 1995 Plan terminate upon voluntary withdrawal from the plan at any time or upon termination of employment. As of September 30, 2016, 3,787,072 shares of common stock have been purchased under the 1995 Plan and 212,928 shares remain available for purchase. During fiscal years 2016 and 2015, the Company issued 235,727 and 200,700 shares, respectively, under the employee stock purchase plan for $ 1.9 million and $ 1.8 million . |
Restructuring and Other Charges
Restructuring and Other Charges | 12 Months Ended |
Sep. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other Charges | Restructuring and Other Charges Fiscal Year 2016 Activities The Company recorded restructuring charges of $12.0 million during fiscal year 2016 related to severance costs which consisted primarily of $10.8 million of charges related to restructuring actions initiated during fiscal year 2016 and $1.3 million of charges related to restructuring actions initiated in prior periods. Restructuring Actions Initiated During Fiscal Year 2016 The Company’s restructuring actions initiated during fiscal year 2016 resulted in total charges of $10.8 million , which included $3.1 million of costs attributable to the Brooks Life Science Systems segment, $1.8 million of costs attributable to the Brooks Semiconductor Solutions Group segment and $5.8 million of costs related to the company-wide restructuring action that benefited all segments. Restructuring initiatives within the Brooks Life Science Systems segment are primarily related to streamlining the segment's management structure, integrating acquisitions and improving profitability. During fiscal year 2016, the Company initiated several actions within the Brooks Life Science Systems segment related to integrating BioStorage, streamlining management structure and closing the segment’s Spokane, Washington facility in March 2016 and Oberdiessbach, Switzerland facility in July 2016 upon selling the building and temporarily leasing a smaller size office space until December 2016. This restructuring initiative within the Brooks Life Science Systems segment may include additional actions in future periods subject to discretion and approval by the Company management. Total severance costs incurred in connection with these actions are $3.1 million which were recognized entirely during fiscal year 2016. Accrued restructuring costs of $0.5 million at September 30, 2016 from these actions are expected to be paid within the next twelve months with cash flows generated from operating activities. During fiscal year 2016, the Company initiated a restructuring action to streamline its business operations as part of a company-wide initiative to improve profitability and competitiveness which is expected to benefit all segments. Total severance costs incurred in connection with this action were $5.8 million which were recognized entirely during fiscal year 2016. Severance costs were attributable to the elimination of positions across the Company, including certain senior management positions. This restructuring action was substantially completed by September 30, 2016 and is not expected to result in any additional restructuring charges in future periods. Accrued restructuring costs of $3.4 million at September 30, 2016 from these actions are expected to be paid within the next twelve months with cash flows generated from operating activities. During fiscal year 2016, the Company initiated a restructuring action within the Brooks Semiconductor Solutions Group segment to consolidate its Jena, Germany repair facility into its Chelmsford, Massachusetts repair operation as a part of its strategy to reduce our global footprint and streamline the cost structure. The restructuring plan includes the elimination of 44 positions for employees within the service and administrative functions that are covered by a collective bargaining agreement with a German labor union which imposed a legal restriction on the Company's ability to complete the restructuring plan. During fiscal year 2016, the Company entered into the negotiations with the Workers Council concerning the amount of involuntary termination benefits payable to employees impacted by this restructuring action, timing of these payments and the related terms of this arrangement. As of September 30, 2016, the Company reached an agreement with the Workers Council regarding the terms of this action and has communicated termination benefit amounts to the majority of employees that will be impacted by the restructuring action along with their expected termination dates. Total severance costs expected to be incurred in connection with this action are $1.8 million which were recognized during fiscal year 2016. The restructuring action is expected to be completed by March 31, 2017. Accrued restructuring costs of $1.8 million at September 30, 2016 from this action are expected to be paid within the next twelve months with cash flows generated from operating activities. Restructuring Actions Initiated Prior to Fiscal Year 2016 The Company's restructuring actions initiated in prior periods resulted in $1.2 million of costs attributable to the Brooks Semiconductor Solutions segment and less than $0.1 million of costs attributable to the Brooks Life Science Systems segment. These restructuring actions were primarily related to the integration of Contact, as well as the closure and transfer of the Mistelgau, Germany manufacturing operations to a contract manufacturer. Accrued restructuring costs of $0.2 million at September 30, 2016 from these actions are expected to be paid within the next twelve months with cash flows generated from operating activities. Fiscal Year 2015 Activities The Company recorded restructuring charges of $ 4.7 million in fiscal year 2015, which included severance costs of $ 3.4 million and facility-related costs of $ 1.3 million . Severance costs of $ 3.4 million consisted of $ 2.2 million of charges attributable to the Brooks Semiconductor Solutions segment and $1.3 million of costs attributable to the Brooks Life Science Systems segment. Restructuring actions within the Brooks Semiconductor Solutions Group segment were related to the integration of Dynamic Micro Systems Semiconductor Equipment GmbH (the "DMS") with the Company's operations and the transition of manufacturing of certain products from the Company's facility in Mistelgau, Germany to a third party contract manufacturer. Restructuring actions within the Brooks Life Science Systems segment were related to the closure of the Poway, California facility and transition of product sub-assembly manufacturing operations to the third party contract manufacturers. These restructuring plans were substantially completed on December 31, 2015. Facility exit costs of $ 1.3 million were attributable to Brooks Semiconductor Solutions Group segment were related to the outsourcing of manufacturing certain of the Company’s line of Polycold cryochillers and compressors within the United States to a third party contract manufacturer. The facility exit costs represented future lease payments and expected operating costs to be paid until the termination of the facility lease. The Company terminated the lease on October 27, 2015 and fully paid the related restructuring liability during the first quarter of fiscal year 2016. Fiscal Year 2014 Activities The Company recorded restructuring charges of $6.3 million in fiscal year 2014. These charges were related primarily to the Company's decision to discontinue certain product lines in the Brooks Life Science Systems and Brooks Product Solutions segments, the on-going transition of manufacturing cryochillers and compressors within the Company's Polycold product line to a third party contract manufacturer and other global programs designed to improve the Company’s cost structure. Restructuring charges of $6.3 million recorded in fiscal year 2014 consisted of $5.7 million of severance costs and $0.6 million of facility-related costs. Severance costs of $5.7 million included charges related to the outsourcing of the Polycold manufacturing operation and workforce-related charges resulting from reductions of approximately 70 positions. Severance charges incurred during fiscal year 2014 by the Brooks Product Solutions segment, the Brooks Global Services segment and the Brooks Life Science Systems segment amounted to $2.4 million , $0.4 million and $1.6 million , respectively. In addition to these severance charges, the Brooks Life Science Systems segment recorded a charge of $1.3 million related to the reduction of positions within the corporate and sales functions. Total severance charges related to the outsourcing of the Polycold manufacturing operation were $1.2 million and consisted of severance and retention fees. The charge for this program was recorded ratably over the period from notification of the closing in October 2012 to the actual service end date in September 2014. Facility-related costs of $0.6 million consisted of lease payments and fixed asset write-offs associated with the Company's efforts to reduce the space used in its operations. In addition to the workforce and facility-related charges described above, the Company recorded $0.3 million of inventory write-offs associated with discontinuing certain product lines. Inventory write-offs are included in cost of revenue in the accompanying Consolidated Statements of Operations. The following is a summary of activity related to the Company’s restructuring and other charges, excluding amounts related to the discontinued operations, for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Fiscal Year 2016 Activity Balance Expenses Payments Balance Facility and other contract termination costs $ 433 $ 25 $ (458 ) $ — Workforce-related termination benefits 1,640 12,014 (7,715 ) 5,939 $ 2,073 $ 12,039 $ (8,173 ) $ 5,939 Fiscal Year 2015 Activity Balance Expenses Payments Balance Facility and other contract termination costs $ 71 $ 1,204 $ (842 ) $ 433 Workforce-related termination benefits 3,404 3,213 (4,977 ) 1,640 $ 3,475 $ 4,417 $ (5,819 ) $ 2,073 Fiscal Year 2014 Activity Balance Expenses Payments Balance Facility and other contract termination costs $ 155 $ 583 $ (667 ) $ 71 Workforce-related termination benefits $ 1,257 $ 5,706 $ (3,559 ) 3,404 $ 1,412 $ 6,289 $ (4,226 ) $ 3,475 Accrued restructuring costs of $5.9 million as of September 30, 2016 are expected to be paid during fiscal year 2017. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share The calculations of basic and diluted net (loss) income per share and basic and diluted weighted average shares outstanding are as follows for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands, except per share data): Year Ended September 30, 2016 2015 2014 (Loss) income from continuing operations $ (69,476 ) $ 14,221 $ 1,520 Income from discontinued operations, net of tax — — 30,002 Net (loss) income (69,476 ) 14,221 31,522 Net income attributable to noncontrolling interests — — (161 ) Net (loss) income attributable to Brooks Automation, Inc. $ (69,476 ) $ 14,221 $ 31,361 Weighted average common shares outstanding used in computing basic earnings per share 68,507 67,411 66,648 Dilutive common stock options and restricted stock units — 1,138 996 Weighted average common shares outstanding used in computing diluted earnings per share 68,507 68,549 67,644 Basic net (loss) income per share attributable to Brooks Automation, Inc. common stockholders: (Loss) income from continuing operations $ (1.01 ) $ 0.21 $ 0.02 Income from discontinued operations, net of tax — — 0.45 Basic net (loss) income per share attributable to Brooks Automation, Inc. $ (1.01 ) $ 0.21 $ 0.47 Diluted net (loss) income per share attributable to Brooks Automation, Inc. common stockholders: (Loss) income from continuing operations $ (1.01 ) $ 0.21 $ 0.02 Income from discontinued operations, net of tax — — 0.44 Diluted net (loss) income per share attributable to Brooks Automation, Inc. common stockholders $ (1.01 ) $ 0.21 $ 0.46 Restricted stock units of 859,000 during fiscal year 2016 were excluded from the computation of diluted earnings per share as a result of a net loss incurred during the period. Approximately 120,000 shares of unvested restricted stock units were excluded from the computation of diluted earnings per share for the fiscal year ended September 30, 2015 as their effect would be anti-dilutive based on the treasury stock method. Options to purchase approximately 11,000 shares of common stock were excluded from the computation of diluted earnings per share attributable to Brooks Automation, Inc. common stockholders for the fiscal years ended September 30, 2014 as their effect would be anti-dilutive based on the treasury stock method. There were no anti-dilutive restricted stock awards for the fiscal year ended September 2014. There were no options outstanding as of September 30, 2016 and 2015. On November 9, 2016 , the Company's compensation committee and Board of Directors authorized and approved the annual grant of approximately 952,200 restricted stock units with a grant date of November 9, 2016 . |
Significant Customers
Significant Customers | 12 Months Ended |
Sep. 30, 2016 | |
Risks and Uncertainties [Abstract] | |
Significant Customers | Significant Customers The Company had one customer that accounted for more than 10% of its consolidated revenue, at 12% , and 11% , respectively, in the fiscal years ended September 30, 2015 and 2014. No customers accounted for more than 10% of the Company's consolidated revenue for the fiscal year ended September 30, 2016. At September 30, 2016, one customer's receivable balance represented approximately 11% of the Company's total receivables. At September 30, 2015, the Company did not have any customers that accounted for more than 10% of its accounts receivable balance For purposes of determining the percentage of revenue generated from any of the Company's original equipment manufacturer (the "OEM") customers, the Company does not include revenue from products sold to contract manufacturer customers who in turn sell to the OEM's. If the Company included revenue from products sold to contract manufacturer customers supporting the Company's OEM customers, the percentage of the Company's total revenue derived from certain OEM customers would be higher. |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Segment and Geographic Information Operating segments are defined as components of an enterprise that engage in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker in deciding how to allocate resources and to assess performance. The Company's Chief Executive Officer is the Company's chief operating decision maker. Prior to fiscal year 2016, the Company had three operating and reportable segments that consisted of Brooks Product Solutions, Brooks Global Services and Brooks Life Science Systems. During fiscal year 2016, the Company reorganized its previous reporting structure into two operating and reportable segments consisting of: (i) Brooks Semiconductor Solutions Group; and (ii) Brooks Life Science Systems. Subsequently, the Company reported its financial results during years ended September 30, 2016, 2015 and 2014 based on the revised reporting structure. The change in segments was a result of restructuring actions initiated during fiscal year 2016 to streamline business operations to improve profitability and competitiveness and reflects a change in the manner in which the chief operating decision maker reviews information to assess performance and make decisions about resource allocation. As part of these actions, the Company transitioned to a new internal management structure whereby the operating management responsible for Brooks Product Solutions and Brooks Global Services operating segments was brought under common leadership in the newly formed Brooks Semiconductor Solutions Group segment. The restructuring actions were completed in the third quarter of fiscal year 2016 which marked the transition to a new internal management structure during that period. The Company's prior period reportable segment information has been reclassified to reflect the current segment structure and to conform to the current period presentation. The accounting policies of the operating segments remained unchanged as a result of the realignment. The Brooks Semiconductor Solutions Group segment provides a variety of products, services and solutions that enable improved throughput and yield in controlled operating environments, as well as an extensive range of support services. The solutions include atmospheric and vacuum robots, tool automation systems that provide precision handling and clean wafer environments, contamination control of wafer carrier front opening unified pods, or FOUPs, as well as cryogenic pumps and compressors that provide vacuum pumping and thermal management solutions used to create and control critical process vacuum applications. The support services include repair services, diagnostic support services, and installation services in support of the products, which enable our customers to maximize process tool uptime and productivity. This segment also provides end-user customers with spare parts and productivity enhancement upgrades to maximize tool productivity. The Brooks Life Science Systems segment provides automated cold sample management systems for compound and biological sample storage, equipment for sample preparation and handling, consumables, and parts and support services to a wide range of life science customers including pharmaceutical companies, biotechnology companies, biobanks and research institutes. During fiscal year 2016, the Company completed the acquisition of BioStorage, a global provider of comprehensive outsource biological sample service solutions, including collection, transportation, processing, storage, protection, retrieval and disposal of biological samples. These solutions combined with the Company's existing offerings, particularly automation for sample storage and formatting, provide customers with fully integrated sample management cold chain solutions which will help them increase productivity, efficiencies and speed to market. The Company evaluates the performance and future opportunities of its segments and allocates resources to them based on their revenue, operating income (loss) and returns on invested assets. Operating income (loss) for each segment includes selling, general and administrative expenses directly attributable to the segment. Amortization of acquired intangible assets (excluding completed technology), restructuring and other charges, pension settlement, in-process research and development, as well as other unallocated corporate expenses are excluded from the segments’ operating income (loss). The Company’s indirect overhead costs, which include various general and administrative expenses, are allocated among the segments based upon several cost drivers associated with the respective administrative function, including segment revenue, headcount, or benefits that each segment derives from a specific administrative function. Segment assets exclude cash, cash equivalents, marketable securities, deferred tax assets, assets held for sale and equity method investments. The following is the summary of the financial information for the Company’s operating and reportable segments, excluding amounts related to the discontinued operations, for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Brooks Semiconductor Solutions Group Brooks Total Fiscal year ended September 30, 2016: Revenue Products $ 375,237 $ 46,546 $ 421,783 Services 76,973 61,567 138,540 Segment revenue $ 452,210 $ 108,113 $ 560,323 Gross profit $ 159,018 $ 39,063 $ 198,081 Segment operating income (loss) 37,926 (6,451 ) 31,476 Depreciation expense 4,788 3,496 8,284 Assets 317,717 247,735 565,452 Fiscal year ended September 30, 2015: Revenue Products $ 406,579 $ 50,832 $ 457,411 Services 78,058 17,239 95,297 Segment revenue $ 484,637 $ 68,071 $ 552,708 Gross profit $ 171,379 $ 17,726 $ 189,105 Segment operating income (loss) 49,695 (19,580 ) 30,115 Depreciation expense 4,312 1,295 5,607 Assets 317,069 110,910 427,979 Fiscal year ended September 30, 2014: Revenue Products $ 340,617 $ 46,415 $ 387,032 Services 79,083 16,733 95,816 Segment revenue $ 419,700 $ 63,148 $ 482,848 Gross profit $ 143,914 $ 23,423 $ 167,337 Segment operating income (loss) 23,287 (8,431 ) 14,856 Depreciation expense 10,677 2,022 12,699 Assets 311,622 103,498 415,120 The following is a reconciliation of the Company’s operating and reportable segments' operating income (loss) and segment assets to the corresponding amounts presented in the accompanying Consolidated Balance Sheets and Consolidated Statements of Operations for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): As of and for the Year Ended 2016 2015 2014 Segment operating income (loss) $ 31,476 $ 30,115 $ 14,856 Other unallocated corporate expenses 4,400 856 5,096 Amortization of acquired intangible assets 10,799 7,656 6,170 Restructuring and other charges 12,039 4,713 6,289 Total operating income (loss) $ 4,238 $ 16,890 $ (2,699 ) Segment assets $ 565,452 $ 427,979 Cash, cash equivalents and marketable securities 91,221 214,030 Deferred tax assets 1,982 89,007 Assets held for sale — 2,900 Equity method investments 27,250 24,286 Other unallocated corporate net assets — 500 Total assets $ 685,905 $ 758,702 Revenue from external customers is attributed to geographic areas based on locations in which customer orders are placed. Net revenue by geographic area for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows (in thousands): Year Ended September 30, 2016 2015 2014 North America $ 209,727 $ 199,103 $ 174,343 Asia / Pacific/ Other 247,241 231,840 198,695 Europe: United Kingdom $ 36,611 $ 32,160 $ 27,078 Rest of Europe $ 66,744 $ 89,605 $ 82,732 $ 560,323 $ 552,708 $ 482,848 The majority of our net revenue in North America is generated in the United States which amounted to $208.3 million , $197.4 million and $172.9 million , respectively, during fiscal years ended September 30, 2016, 2015 and 2014 Property, plant and equipment by geographic area as of September 30, 2016 and 2015 are as follows (in thousands): September 30, 2016 2015 North America $ 49,505 $ 36,402 Asia / Pacific 952 2,104 Europe 4,428 3,349 $ 54,885 $ 41,855 Property, plant and equipment located in the United States amounted to $49.3 million and $36.3 million , respectively, at September 30, 2016 and 2015. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The fair value measurement guidance establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The following levels of inputs may be used to measure fair value: Level 1 Inputs: Quoted prices in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset and liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 Inputs: Observable inputs other than prices included in Level 1, including quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 Inputs: Unobservable inputs that are significant to the fair value of the assets or liabilities and reflect an entity's own assumptions in pricing assets or liabilities since they are supported by little or no market activity. The following tables summarize assets and liabilities measured and recorded at fair value on a recurring basis in the accompanying Consolidated Balance Sheets as of September 30, 2016 and 2015 (in thousands): Fair Value Measurements at Reporting Date Using Description September 30, Quoted Prices in Significant Other Significant Assets: Cash equivalents $ 143 $ 98 $ 45 $ — Available-for-sale securities 6,135 — 6,135 — Foreign exchange contracts 5 — 5 — Convertible debt securities 5,774 — — 5,774 Stock warrant 45 — — 45 Total Assets $ 12,102 $ 98 $ 6,185 $ 5,819 Liabilities: Contingent consideration $ 500 $ — $ — $ 500 Foreign exchange contracts 97 — 97 — Total Liabilities $ 597 $ — $ 97 $ 500 Fair Value Measurements at Reporting Date Using Description September 30, Quoted Prices in Significant Other Significant Assets: Cash equivalents $ 11,628 $ 10,133 $ 1,495 $ — Available-for-sale securities 133,308 — 133,308 — Foreign exchange contracts 89 — 89 — Convertible debt securities 5,337 — — 5,337 Stock warrant 59 — — 59 Total Assets $ 150,421 $ 10,133 $ 134,892 $ 5,396 Liabilities: Contingent consideration $ 811 $ — $ — $ 811 Foreign exchange contracts 36 — 36 — $ 847 $ — $ 36 $ 811 The convertible debt securities and the stock warrant are included in "Other assets" in the accompanying Consolidated Balance Sheets as of September 30, 2016 and 2015. Please refer to Note 8, "Equity Method and Other Investments" for further information on the convertible debt securities and the stock warrant. Cash Equivalents Cash equivalents of $0.1 million and $10.1 million , respectively, at September 30, 2016 and 2015 consist of Money Market Funds and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets. Cash equivalents of less than $0.1 million and $1.5 million , respectively, at September 30, 2016 and 2015, consist primarily of Bank Certificate of Deposits and are classified within Level 2 of the fair value hierarchy because they are not actively traded. Available-For-Sale Securities Available-for-sale securities of $6.1 million and $133.3 million , respectively, at September 30, 2016 and 2015 consist of Municipal Securities, Bank Certificate of Deposits, Commercial Paper, Mortgage-Backed Securities, as well as U.S. Treasury Securities and Obligations of U.S. Government Agencies. The securities are valued using matrix pricing and benchmarking and classified within Level 2 of the fair value hierarchy because they are not actively traded. Matrix pricing is a mathematical technique used to value securities by relying on the securities’ relationship to other benchmark quoted prices. Foreign Exchange Contracts Foreign exchange contract assets and liabilities amounted to less than $0.1 million and $0.1 million , respectively, at September 30, 2016. Foreign exchange contract assets and liabilities amounted to $0.1 million and less than $0.1 million , respectively, at September 30, 2015. Foreign exchange contract assets and liabilities are measured and reported at fair value based on observable market inputs and classified within Level 2 of the fair value hierarchy due to a lack of an active market for these contracts. Convertible Debt Securities Convertible debt securities of $5.8 million and $5.3 million , respectively, at September 30, 2016 and 2015 are classified within Level 3 of the fair value hierarchy and measured at fair value based on the probability-weighted expected return method (the "PWERM") utilizing various scenarios for the expected payout of the instrument covering the full range of the potential outcomes. The PWERM determines the value of an asset based upon an analysis of future values for the subject asset and full range of its potential values. The asset value is based upon the present value of the probability of each future outcome becoming available to the asset and the economic rights and preferences of each asset. The Company remeasures the fair value of the convertible debt securities at each reporting date and recognizes the corresponding fair value change related to the underlying inputs in the "Other (expense) income, net" in the Company's Consolidated Statements of Operations. Stock Warrants Stock warrant of less than $0.1 million and $0.1 million , respectively, at September 30, 2016 and 2015 is classified within Level 3 of the fair value hierarchy and measured at fair value based on the Black-Scholes model. The Black-Scholes model applied to the warrant incorporates the constant price variation of the underlying asset, the time value of money, the warrant’s strike price and the time until the warrant’s expiration date. The fair value of the warrant was determined utilizing a five year equity volatility percentage based on an average equity volatility derived from comparable public companies. The Company remeasures the fair value of the stock warrant at each reporting date and recognizes the corresponding fair value change related to the underlying inputs in the "Other (expense) income, net" in the Company's Consolidated Statements of Operations. Contingent Consideration Contingent consideration liability of $0.5 million and $0.8 million , respectively, at September 30, 2016 and 2015 is classified within Level 3 of the fair value hierarchy and measured at fair value based on the probability-weighted average discounted cash flow model utilizing potential outcomes related to achievement of certain specified targets and events. The fair value measurement of the contingent consideration is based on probabilities assigned to each potential outcome and the discount rate. The Company remeasures the fair value of the contingent consideration at each reporting date and recognizes the corresponding fair value change related to the underlying inputs in the "Selling, general and administrative" expenses in the Company's Consolidated Statements of Operations. Please refer to Note 4 “Acquisitions” for further information on the contingent consideration liability. The carrying amounts of accounts receivable and accounts payable approximate their fair value due to their short-term nature. The following table presents the reconciliation of the assets and liabilities measured and recorded at fair value on a recurring basis using significant unobservable inputs (Level 3) (in thousands): Convertible Debt Securities Stock Contingent Consideration Total Balance at September 30, 2015 $ 5,337 $ 59 $ 811 $ 6,207 Change in fair value 437 (14 ) (311 ) 112 Balance at September 30, 2016 $ 5,774 $ 45 $ 500 $ 6,319 Nonrecurring Fair Value Measurements The Company holds certain assets that are measured at fair value on a nonrecurring basis in periods subsequent to initial recognition. As of September 30, 2015, the building and the underlying land located in Oberdiessbach, Switzerland were presented at fair value of $2.9 million as "Assets Held for Sale" in the accompanying Consolidated Balance Sheets. The Company determined fair value of the assets held for sale based on indication of value resulting from marketing the building and the land to prospective buyers. Fair value measurement was classified within Level 3 of the fair value hierarchy since it was based on unobservable inputs. During fiscal year 2016, the Company sold the building and the underlying land to an unrelated third party for a total price of $2.8 million and remeasured the fair value of the assets. The corresponding impact of this remeasurement on the Company's results of operations for fiscal year 2016 was insignificant. Loan receivable of $0.2 million and $1.0 million , respectively, at September 30, 2016 and 2015 is recorded at carrying value and included in "Other assets" in the accompanying Consolidated Balance Sheets. The fair value of the loan is determined by considering the fair value of the collateral using valuation techniques, principally the discounted cash flow method and a relief from royalty approach, reduced by the amounts subordinated to the debt provided by the new lender. Fair value measurement is classified within Level 3 of the fair value hierarchy since it is based primarily on unobservable inputs and requires significant management judgment. The observable inputs used in the Company's analysis are limited primarily to the discount rate, which is based on a rate commensurate with the risks and uncertainties of the Borrower. As a result, the fair value of the loan could vary under different conditions or assumptions, including the varying assumptions regarding future cash flows of the Borrower or discount rates. During fiscal year 2016, the Company concluded that recent operating trends and declining future cash flow forecasts of the Borrower represented indicators of potential loan impairment. As a result, the Company updated the discounted cash flow valuation model based on revised lower forecasted future cash flow assumptions and determined, based on a relief from royalty and discounted cash flow approaches, that carrying value of the loan exceeded its estimated fair value by $0.8 million . Accordingly, the Company recorded an impairment charge of $0.8 million in "Selling, general and administrative" expenses in the Company's Consolidated Statements of Operations during fiscal year ended September 30, 2016 which resulted in the loan's carrying value of $0.2 million at September 30, 2016. Please refer to Note 9, "Loan Receivable" for further information on the loan. Loan receivable of $1.5 million at September 30, 2016 and 2015 is recorded at carrying value and included in "Other assets" in the accompanying unaudited Consolidated Balance Sheets. Please refer to Note 8, "Equity Method and Other Investments" for further information on the loan. Certain non-financial assets, including goodwill, finite-lived intangible assets and other long-lived assets, are measured at fair value on a non-recurring basis in accordance with the income approach when there is an indication of impairment. Please refer to Note 2, "Summary of Significant Accounting Policies" for further information on the valuation techniques used in developing these measurements. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Capital Lease Obligation During fiscal year 2015, the Company was leasing the building and the related land on its Chelmsford, Massachusetts campus. The assets and the associated capital lease obligation were recorded on the Company's Consolidated Balance Sheets. On September 30, 2015, the Company purchased the building and the related land for a total price of $ 8.4 million and derecognized the associated capital lease obligation of $7.8 million . The difference of $0.6 million between the purchase price of $8.4 million and the capital lease obligation of $7.8 million was recorded as an adjustment to the acquisition cost of the building and land of $6.6 million and $2.3 million , respectively, which were classified as "Property, plant and equipment, net" in the Company's Consolidated Balance Sheets as of September 30, 2015. Depreciation expense related to the building was computed using the straight-line method over the estimated useful life of the asset. Accumulated amortization related to the building was $0.2 million at September 30, 2015. Operating Leases Commitments The Company leases manufacturing and office facilities and certain equipment under non-cancelable operating leases that expire throughout 2020. Rent expense under the operating leases, excluding costs recorded as a component of restructuring charges, was $4.9 million , $6.5 million and $8.2 million , respectively, for the fiscal years ended September 30, 2016, 2015 and 2014. The Company leases approximately 85,000 square feet of space in Indianapolis, Indiana to accommodate its sample storage, sales and support functions. The initial lease term expires in July 2017 and may be extended at the Company's option for two successive terms of five years each subject to the terms and conditions of the lease. In addition to the Indianapolis facility, the Company leases approximately 45,000 square feet of space in Fremont, California and Manchester, UK to accommodate its manufacturing, research and development, and sales and support functions. The initial term for the Fremont, California facility expires in August 2018 and may be extended at the Company's option for five years subject to the terms and conditions of the lease. The initial term for the Manchester, UK facility expires in December 2019 and may be extended at the Company's option for five years subject to the terms and conditions of the lease. Future minimum lease commitments on non-cancelable operating leases and scheduled sublease payments as of September 30, 2016 are as follows (in thousands): Year Ended September 30, Gross Payments Scheduled Sublease Payments Net Payments 2017 $ 3,390 $ 54 $ 3,336 2018 2,118 54 2,064 2019 926 9 917 2020 104 — 104 2021 — — — Thereafter — — — $ 6,538 $ 117 $ 6,421 The Company utilizes a third party to manage its manufacturing operations in Mexico. As a part of this arrangement, the Company makes and guarantees the monthly payments for a lease of its Mexico facility which expires in December 2018. The remaining payments under the lease were approximately $0.9 million at September 30, 2016. Letters of Credit At September 30, 2016 and 2015, the Company had $2.0 million and $3.5 million , respectively, of letters of credit outstanding related primarily to customer advances and other performance obligations. These arrangements guarantee the refund of advance payments received from our customers in the event that the product is not delivered or warranty obligations are not fulfilled in accordance with the contract terms. These obligations could be called by the beneficiaries at any time before the expiration date of the particular letter of credit if the Company fails to meet certain contractual requirements. None of these obligations were called during fiscal years ended September 30, 2016 and 2015, and the Company currently does not anticipate any of these obligations to be called in the near future. Purchase Commitments The Company has non-cancelable contracts and purchase orders for inventory of $101.4 million at September 30, 2016. Contingencies During the fourth quarter of fiscal year 2016, the Company discovered that it inadvertently failed to register on Form S-8 with the Securities and Exchange Commission certain shares of common stock previously authorized for issuance by the Company’s Board of Directors and stockholders under the Company’s 1995 Employee Stock Purchase Plan, as amended (the “ESPP”). As a result, certain purchasers of common stock under the ESPP may have the right to rescind their purchases for an amount equal to the purchase price paid for the shares, plus interest from the date of purchase, limited to the shares purchased in the last twelve months, which is the applicable federal statute of limitations, and still held by the original purchasers. These shares have been treated as issued and outstanding for financial reporting purposes. As of September 30, 2016, there were approximately 115,793 shares of common stock issued under the ESPP during fiscal year 2016 and held by the original purchasers of such shares which may be subject to these rescission rights. Of these, approximately 53,800 shares were originally purchased for $8.00 per share and the remaining 61,993 shares were originally purchased for $8.02 per share. If holders of all of these shares seek to rescind their purchases, the Company could be required to make aggregate payments of up to approximately $950,000 , which includes estimated statutory interest. The Company may also be subject to civil and other penalties by regulatory authorities as a result of the potential failure to register these shares. The Company does not believe that the failure to register the shares on a Form S-8 or a potential rescission offer, if any, will have a material impact on its consolidated financial statements. The Company is subject to various legal proceedings, both asserted and unasserted, that arise in the ordinary course of business. The Company cannot predict the ultimate outcome of such legal proceedings or in certain instances provide reasonable ranges of potential losses. However, as of the date of this report, the Company believes that none of these claims will have a material adverse effect on its consolidated financial position or results of operations. In the event of unexpected subsequent developments and given the inherent unpredictability of these legal proceedings, there can be no assurance that the Company's assessment of any claim will reflect the ultimate outcome, and an adverse outcome in certain matters could, from time to time, have a material adverse effect on the Company's consolidated financial position or results of operations in particular quarterly or annual periods. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On November 9, 2016 , the Company’s Board of Directors declared a cash dividend of $0.10 per share payable on December 23, 2016 to common stockholders of record as of December 2, 2016 . Dividends are declared at the discretion of the Company’s Board of Directors and depend on the Company's actual cash flow from operations, its financial condition and capital requirements, as well as any other factors the Company’s Board of Directors may consider relevant. Future dividend declarations, as well as the record and payment dates for such dividends, will be determined by the Company’s Board of Directors on a quarterly basis. On November 28, 2016, the Company acquired 100% of the equity of Cool Lab, LLC (“Cool Lab”) from BioCision, LLC (“BioCision”). Cool Lab, a newly established subsidiary of BioCision, contains certain assets and liabilities related to cell cryopreservation products and solutions. These offerings address and assist in managing the temperature variability of therapeutics, biological samples, and related biomaterials. The Company has held equity ownership interest in BioCision since March of 2014, and convertible debt securities with warrants acquired in December of 2014 and February of 2015. Please refer to Note 8, Equity Method and Other Investments for further details. The Company purchased Cool Lab in exchange for approximately $5 million in net cash subject to customary working capital adjustments along with non-cash consideration, which included the redemption and repurchase of the original equity ownership interest in BioCision, the cancellation of both the convertible debt securities with warrants and previously issued term notes with the related interest receivable. The aforementioned non-cash consideration had a total carrying value of $9.1 million as of September 30, 2016. As a result of the limited time since the acquisition date, the accounting along with the preliminary purchase price allocation, the fair value of the non cash consideration and the related effects on the Company’s financial statements is incomplete. The Company will include such information in its quarterly report on Form 10-Q for the period ended December 31, 2016. |
Summary of Significant Accoun33
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying Consolidated Financial Statements include the accounts of the Company and its majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company applies equity method of accounting to investments that provide it with ability to exercise significant influence over the entities in which it lacks controlling financial interest and is not a primary beneficiary. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Significant estimates are associated with recording accounts receivable, inventories, goodwill, intangible assets other than goodwill, long-lived assets, derivative financial instruments, deferred income taxes, warranty and pension obligations, revenue recognized in accordance with the percentage of completion method, and stock-based compensation expense. The Company assesses the estimates on an ongoing basis and records changes in estimates in the period they occur and become known. Actual results could differ from these estimates. |
Business Combinations | Business Combinations The Company accounts for business acquisitions using the acquisition method of accounting, in accordance with which assets acquired and liabilities assumed are recorded at their respective fair values at the acquisition date. The fair value of the consideration paid, including contingent consideration, is assigned to the assets acquired and liabilities assumed based on their respective fair values. Goodwill represents excess of the purchase price over the estimated fair values of the assets acquired and liabilities assumed. Significant judgments are used in determining fair values of assets acquired and liabilities assumed, as well as intangibles. Fair value and useful life determinations are based on, among other factors, estimates of future expected cash flows, royalty cost savings and appropriate discount rates used in computing present values. These judgments may materially impact the estimates used in allocating acquisition date fair values to assets acquired and liabilities assumed, as well as the Company's current and future operating results. Actual results may vary from these estimates which may result in adjustments to goodwill and acquisition date fair values of assets and liabilities during a measurement period or upon a final determination of asset and liability fair values, whichever occurs first. Adjustments to fair values of assets and liabilities made after the end of the measurement period are recorded within the Company's operating results. Changes in the fair value of a contingent consideration resulting from a change in the underlying inputs are recognized in results of operations until the arrangement is settled. |
Foreign Currency Translation | Foreign Currency Translation Certain transactions of the Company and its subsidiaries are denominated in currencies other than their functional currency. Foreign currency exchange gains (losses) generated from the settlement and remeasurement of these transactions are recognized in earnings and presented within “Other (expense) income, net” in the Company's Consolidated Statements of Operations. Net foreign currency transaction and remeasurement (losses) gains totaled $(1.9) million , $0.5 million and $(1.2) million for the fiscal years ended September 30, 2016, 2015 and 2014, respectively. The determination of the functional currency of the Company's subsidiaries is based on their financial and operational environment and is the local currency of all of the Company's foreign subsidiaries. The subsidiaries' assets and liabilities are translated into the reporting currency at period-end exchange rates, while revenue, expenses, gains and losses are translated at the average exchange rates during the period. Gains and losses from foreign currency translations are recorded in accumulated other comprehensive income in the Company's Consolidated Balance Sheets and presented as a component of comprehensive income (loss) in the Company's Consolidated Statements of Comprehensive Income (Loss). |
Derivative Financial Instruments | Derivative Financial Instruments All derivatives, whether designated as a hedging relationship or not, are recorded in the Consolidated Balance Sheets at fair value. The accounting for changes in fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, the Company must designate the hedging instrument as a fair value hedge, cash flow hedge or a hedge of a net investment in a foreign operation based on the exposure being hedged. Certain derivatives held by the Company are not designated as hedges but are used in managing exposure to changes in foreign exchange rates. A fair value hedge is a derivative instrument designated for the purpose of hedging the exposure of changes in fair value of an asset or a liability resulting from a particular risk. If the derivative is designated as a fair value hedge, the changes in the fair value of the derivative and of the hedged item attributable to the hedged risk are both recognized in the results of operations and presented in the same caption in the Consolidated Statements of Operations and Consolidated Statements of Comprehensive Income (Loss). A cash flow hedge is a derivative instrument designated for the purpose of hedging the exposure to variability in future cash flows resulting from a particular risk. If the derivative is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative are recorded in accumulated other comprehensive income and recognized in the results of operations when the hedged item affects earnings. Ineffective portions of changes in the fair value of cash flow hedges are recognized in the results of operations. A hedge of a net investment in a foreign operation is achieved through a derivative instrument designated for the purpose of hedging the exposure of changes in value of investments in foreign subsidiaries. If the derivative is designated as a hedge of a net investment in a foreign operation, the effective portions of changes in the fair value of the derivative are recorded in other comprehensive income as a part of the foreign currency translation adjustment. Ineffective portions of net investment hedges are recognized in the results of operations. For derivative instruments not designated as hedging instruments, changes in fair value are recognized in the Consolidated Statements of Operations as gains or losses consistent with the classification of the underlying risk. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash and highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash. At September 30, 2016 and 2015, cash equivalents were $0.1 million and $11.6 million , respectively. Cash equivalents are reported at cost which approximates their fair value due to their short-term nature and varying interest rates. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash deposits and cash equivalents, marketable securities, derivative instruments and accounts receivable. All of the Company’s cash, cash equivalents, marketable securities and derivative instruments are maintained by major financial institutions. The Company invests cash not used in operations in investment grade, high credit quality securities in accordance with the Company's investment policy which provides guidelines and limits regarding investments type, concentration, credit quality and maturity terms aimed at maintaining liquidity and reducing risk of capital loss. A majority of the Company’s customers is concentrated in the semiconductor industry. The Company regularly monitors the creditworthiness of its customers and believes that it has adequately provided for exposure to potential credit losses. The Company's top ten largest customers accounted for approximately 34% , 38% and 37% of its consolidated revenue for the fiscal years ended September 30, 2016, 2015 and 2014, respectively. One customer accounted for approximately 12% , and 11% , respectively, in the fiscal years ended September 30, 2015 and 2014. No customers accounted for more than 10% of our consolidated revenue for fiscal year 2016. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company's financial instruments consist of cash and cash equivalents, marketable securities, derivative instruments, accounts receivable, loans receivable, convertible debt securities, stock warrants, contingent consideration and accounts payable. Marketable securities and derivative instruments are measured at fair value based on quoted market prices or observable inputs other than quoted market prices for identical or similar assets or liabilities. Convertible debt securities are measured at fair value based on the probability-weighted expected return method utilizing various scenarios for the expected payout of the instrument covering the full range of the potential outcomes. Fair value of the asset securities is based upon the present value of the probability of each future outcome becoming available to the asset and the economic rights and preferences of each asset. Stock warrants are measured at fair value based on the Black-Scholes model which incorporates the constant price variation of the underlying asset, the time value of money, the warrant’s strike price and the time to the warrant’s expiration date. Loans receivable are measured at fair value on a non-recurring basis. The Company considers the subordination features of the loans and the fair value of the collateral when measuring the loans' fair value. The fair value of the loans receivable is determined based on valuation techniques, principally the discounted cash flow method, and could be different under different conditions or different assumptions, including the varying assumptions regarding future cash flows of the Borrower or discount rates. Contingent consideration is measured at fair value based on the probability-weighted average discounted cash flow model utilizing potential outcomes related to achievement of certain specified targets and events. The fair value measurement of the contingent consideration is based on probabilities assigned to each potential outcome and the discount rate. The carrying amounts of cash, cash equivalent, accounts receivable and accounts payable approximate their fair value due to their short-term nature. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable, Allowance for Doubtful Accounts and Sales Returns Trade accounts receivable do not bear interest and are recorded at the invoiced amount. The Company maintains an allowance for doubtful accounts representing its best estimate of probable credit losses related to its existing accounts receivable and their net realizable value. The Company determines the allowance based on a number of factors, including an evaluation of customer credit worthiness, the age of the outstanding receivables, economic trends and historical experience. The Company reviews its allowance for doubtful accounts on a quarterly basis and adjusts the balance based on the Company's estimates of the receivables' recoverability in the period the changes in estimates occur and become known. Accounts receivable balances are written-off against the allowance for doubtful accounts when the Company determines that the balances are not recoverable. Provisions for doubtful accounts are recorded in "Selling, general and administrative expenses" in the Consolidated Statements of Operations. The Company determines the allowance for sales returns based on its best estimate of probable customer returns. Provisions for sales returns are recorded in "Revenue" in the Consolidated Statements of Operations. The Company does not have any off-balance-sheet credit exposure related to its customers. |
Inventories | Inventories Inventories are stated at the lower of cost or market determined on a first-in, first-out basis and include the cost of materials, labor and manufacturing overhead. The Company reports inventories at their net realizable value and provides reserves for excess, obsolete or damaged inventory based on changes in customer demand, technology and other economic factors. |
Fixed Assets, Intangible Assets and Impairment of Long-lived Assets | Fixed Assets, Intangible Assets and Impairment of Long-lived Assets Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation expense is computed based on the straight-line method and charged to results of operations to allocate the cost of the assets over their estimated useful lives, as follows: Buildings 20 - 40 years Computer equipment and software 2 - 7 years Machinery and equipment 2 - 10 years Furniture and fixtures 3 - 10 years Leasehold improvements are amortized over the shorter of their estimated useful lives or the remaining terms of the respective leases. Equipment used for demonstrations to customers is included in machinery and equipment and depreciated over its estimated useful life. Repair and maintenance costs are expensed as incurred. The Company develops software for its internal use and capitalizes direct costs incurred to develop internal-use software during the application development stage after determining software technological requirements and obtaining management approval for funding projects probable of completion. Capitalization of the internal-use software development costs ceases upon substantially completing the project and placing the software into service based on its intended use. Training and data conversion costs, as well as costs incurred prior to the application development stage and during the post-implementation stage are expensed as incurred. During the fiscal year ended September 30, 2016, the Company capitalized direct costs of $3.7 million associated with development of software for its internal use which are included within "Property, plant and equipment, net" in the accompanying Consolidated Balance Sheets. There were no internal-use software development costs as of September 30, 2015. Cost of disposed assets upon their retirement and the associated accumulated depreciation are derecognized at the time of disposal, and the resulting gain or loss is included in the Company's results of operations. The Company identified finite-lived intangible assets other than goodwill as a result of acquisitions. Finite-lived intangible assets are valued based on estimated future cash flows and amortized over their estimated useful lives based on methods that approximate the pattern in which the economic benefits are expected to be realized. Finite-lived intangibles assets and fixed assets are tested for impairment when indicators of impairment are present. For purposes of this test, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. If the Company determines that indicators of potential impairment are present, it assesses the recoverability of long-lived asset group by comparing its undiscounted future cash flows to its carrying value. The future cash flow period is based on the future service life of the primary asset within the long-lived asset group. If the carrying value of the long-lived asset group exceeds its future cash flows, the Company determines fair values of the individual net assets within the long-lived asset group to assess potential impairment. If the aggregate fair values of the individual net assets of the group are less than their carrying values, an impairment loss is recognized for an amount in excess of the group's aggregate carrying value over its fair value. The loss is allocated to the assets within the group based on their relative carrying values, with no asset reduced below its fair value. Finite-lived intangible assets are amortized over their useful lives, as follows: Patents 7 - 15 years Completed technology 5 - 10 years Customer relationships 5 - 11 years |
Goodwill | Goodwill Goodwill represents the excess of a purchase price over the fair value of net tangible and identifiable intangible assets of the businesses acquired by the Company. Goodwill is tested for impairment annually or more often if impairment indicators are present at the reporting unit level. The Company elected April 1st as its annual goodwill impairment assessment date and performs additional impairment tests if triggering events occur. If events occur or circumstances change that would more likely than not reduce fair values of the reporting units below their carrying values, goodwill will be evaluated for impairment between annual tests. Application of the goodwill impairment test requires significant judgment based on market and operational conditions at the time of the evaluation, including management's best estimate of future business activity and the related estimates of future cash flows from the assets and the reporting units that include the associated goodwill. These periodic evaluations could cause management to conclude that impairment factors exist, requiring an adjustment of these assets to their then-current fair market values. Future business conditions and/or activity could differ materially from the projections made by management which could result in additional adjustments and impairment charges. The goodwill impairment test is performed at the reporting unit level. A reporting unit is either an operating segment or one level below it, which is referred to as a “component”. The level at which the impairment test is performed requires an assessment of whether the operations below an operating segment constitute a self-sustaining business, in which case testing is generally performed at this level. Goodwill impairment testing involves a two-step process. The Company first compares the fair value of each reporting unit to its respective carrying amount, including goodwill, to assess whether potential goodwill impairment exists. If the fair value of the reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered impaired. If the reporting unit’s carrying amount exceeds its fair value, the Company performs the second step of the goodwill impairment test to measure the potential impairment loss amount by comparing the implied fair value of goodwill with its carrying amount. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit to all of its assets and liabilities and assigning the excess amount to goodwill. If the implied fair value of goodwill is less than its carrying amount, an impairment loss is recognized for difference between the carrying amount of goodwill and its implied fair value. The Company determines fair values of its reporting units based on an Income Approach in accordance with the Discounted Cash Flow Method, or DCF Method. The DCF Method is based on projected future cash flows and terminal value estimates discounted to their present values. Terminal value represents a present value an investor would pay on the valuation date for the rights to the cash flows of the business for the years subsequent to the discrete cash flow projection period. The observable inputs used in the DCF Method include discount rates set above the Company's weighted-average cost of capital. The Company derives discount rates that are commensurate with the risks and uncertainties inherent in the respective businesses and its internally developed projections of future cash flows. The Company considers the DCF Method to be the most appropriate valuation technique since it is based on management’s long-term financial projections. Due to the cyclical nature of the semiconductor equipment market, management’s projections as of the valuation date are considered more objective since market metrics of peer companies fluctuate during the cycle. In addition, the Company also compares aggregate values of its net corporate assets and reporting unit fair values to its overall market capitalization and uses certain market-based valuation techniques to test the reasonableness of the reporting unit fair values determined in accordance with the DCF Method. |
Pension Plans | Defined Benefit Pension Plans The cost and obligations of the Company's defined benefit pension plans are calculated based on certain assumptions related to estimated benefits that employees earn while working, the amount of which cannot be completely determined until the benefit payments cease. Key assumptions used in accounting for these employee benefit plans include the discount rate, expected return on plan assets and rate of increase in employee compensation levels. Assumptions are determined based on Company data and appropriate market indicators in consultation with third-party actuaries, and are evaluated each year as of the plans’ measurement date. |
Revenue Recognition | Revenue Recognition The Company generates revenue from the following sources: • Products, including sales of tool automation and automated cold sample management systems, atmospheric and vacuum robots, contamination control solutions, cryogenic pumps and compressors, as well as consumables and spare parts. • Services, including repairs, upgrades, diagnostic support, installation, as well as biological sample and other support services. The Company recognizes revenue for such products and services when it is realized or realizable and earned. Revenue is considered realized and earned when all of the following revenue recognition criteria have been met: (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered; (iii) the fee is fixed or determinable; and (iv) collectibility is probable. The Company recognizes shipping and handling fees billed to customers as revenue and includes the related costs in "Cost of revenue" in the accompanying Consolidated Statements of Operations. Revenue is presented net of taxes assessed by governmental authorities on revenue-producing transactions. Products Revenue from the sale of products is recognized upon their delivery to customers, provided all other revenue recognition criteria have been met. Delivery is considered complete when both of the following conditions have been met: (i) legal title and risk of loss have transferred to the customer upon product shipment or delivery; and (ii) the Company has reliably demonstrated that products have met their required specifications prior to shipment and, as a result, the Company possesses an enforceable claim right to amounts recognized as revenue. Revenue is recognized upon obtaining a customer technical acceptance if the Company was not able to demonstrate that products have met their required specifications prior to shipment and / or legal title and risk of loss did not transfer to the customer upon product shipment or delivery, which generally occurs upon obtaining a customer technical acceptance. Revenue from third-party sales for which the Company does not meet the criteria for gross revenue recognition is recognized on a net basis. All other revenue is recognized on a gross basis. Customer allowances and rebates consist primarily of volume discounts and other incentive programs. Customer allowance and rebate amounts are estimated based on historical experience, contractual terms and expected level of sales during the qualifying incentive program period. The Company records customer allowances and rebates as a reduction of revenue at the time of product sale since they represent a reduction in purchase price. Revenue from product sales that involve significant customization, which include primarily automated cold sample management systems, is recognized based on the percentage of completion method. The Company recognizes revenue as work progresses based on a percentage of actual labor hours incurred on the project to-date and total estimated labor hours expected to the incurred on the project. The Company develops profit estimates for long-term contracts based on total revenue expected to be generated from the project and total costs anticipated to be incurred. These estimates are based on a number of factors, including the degree of required product customization and the customer’s existing environment based on installation work, as well as the Company's historical experience, project plans and an assessment of the risks and uncertainties inherent in the contract related to implementation delays or performance issues that may or may not be within the Company's control. The Company estimates a loss on a contract by comparing total estimated contract revenue to the total estimated contract costs and recognizes a loss during the period in which it becomes probable and can be reasonably estimated. The Company reviews profit estimates for long-term contracts during each reporting period and revises them based on changes in circumstances. The Company uses the completed contract method for certain arrangements that involve significant product customization and include contractual terms and customer rights disallowing the use of the percentage of completion method. The Company recognizes revenue for these arrangements upon completion or substantial completion of the project, provided all other revenue recognition criteria have been met. The project is considered substantially complete when the Company receives acceptance and remaining tasks are perfunctory or inconsequential and in control of the Company. Generally, the terms of long-term contracts provide for progress billings based on completion of milestones or other defined phases of work. In certain instances, payments collected from customers in advance of recognizing the related revenue are recorded as deferred revenue. Services Service revenue is generally recognized ratably over the term of the contract, provided all other revenue recognition criteria have been met. Payments due or received from the customers prior to rendering the associated services are recorded as deferred revenue. Revenue from repair services or upgrades of customer-owned equipment is recognized upon completion of the repair effort and the shipment of the repaired product back to the customer. If the repair or the upgrade include installation, revenue is recognized when the installation is completed. Multiple Element Arrangements Certain customer arrangements related to the sale of automated cold sample management systems and contamination control solution products represent multiple element arrangements that include product, service and other elements. The Company allocates arrangement consideration to each deliverable that has a standalone value based upon the selling price hierarchy which requires the Company to use vendor-specific objective evidence (the "VSOE") of selling price if it exists, or a third-party evidence (the "TPE") of the selling price in the absence of VSOE. If neither VSOE nor TPE of selling price exists for a deliverable, the Company uses its best estimate of selling price (the "BESP") for that deliverable. The Company has not been able to establish VSOE or TPE for the deliverables included in the multiple element arrangements and, as a result, primarily uses BESP to allocate the arrangement consideration. The Company determines BESP based on the cost plus a reasonable margin approach and considers entity-specific, as well as external market factors, when developing such estimates. The Company recognizes revenue for each deliverable that has a standalone value in accordance with its revenue recognition policies. Revenue allocated to the delivered elements is recognized at the time of delivery, provided all other revenue recognition criteria are met. Revenue allocated to the undelivered elements is deferred until the elements are delivered and all other revenue recognition criteria have been met. Certain multiple element arrangements include the sale of automated cold sample management systems and contamination control solution products with installation services. Revenue allocated to the automated cold sample management systems and contamination control solution products is recognized in accordance with the Company's revenue recognition policies. Revenue allocated to the installation services is recognized based on the percentage-of-completion method or the completed contract method in which case it is deferred until the installation-related tasks have been completed. Certain customer arrangements include contingent revenue provisions in which a portion of the selling price of a delivered element is contingent on meeting specified performance criteria or on delivery of other elements included in the arrangement. The amount of revenue recognized for these arrangements is limited to the lower of either: (i) the amount billed to the customer that is not contingent on obtaining a customer technical acceptance; or (ii) the value of the arrangement consideration allocated to the delivered elements. |
Deferred Financing Costs | Deferred Financing Costs The Company records commitment fees and other costs directly associated with obtaining line of credit financing as deferred financing costs which are presented within "Other assets" in the accompanying Consolidated Balance Sheets. Deferred financing costs are amortized over the term of the related financing arrangement and included in interest expense in the accompanying unaudited Consolidated Statements of Operations. During the fiscal year ended September 30, 2016, the Company incurred $0.7 million in deferred financing costs associated with obtaining line of credit financing. Amortization expense incurred during fiscal year ended September 30, 2016 was insignificant and was included in interest expense in the accompanying Consolidated Statements of Operations. |
Warranty Obligations | Warranty Obligations The Company offers warranties on the sales of certain of its products and records warranty obligations for estimated future claims at the time revenue is recognized. Warranty obligations are estimated based on historical experience and management's estimate of the level of future claims. |
Research and Development Expenses | Research and Development Expense Research and development costs are expensed as incurred and consist primarily of personnel expenses related to the creation of new products, as well as enhancements and engineering changes to existing products and development of hardware and software components. |
Stock-Based Compensation | Stock-Based Compensation Expense The Company measures stock-based compensation cost at fair value on the grant date and recognizes the expense over the service period for the awards expected to vest. The fair value of restricted stock units is determined based on the number of shares granted and the closing price of the Company's common stock quoted on NASDAQ on the date of grant. The Company recognizes stock-based compensation expense on a straight-line basis, net of estimated forfeitures, over the requisite service period. The Company recognizes benefits from stock-based compensation in equity using the with-and-without approach for the utilization of tax attributes. The Company makes estimates of stock award forfeitures and a number of awards expected to vest which requires significant judgment. The Company considers many factors in developing forfeiture estimates, including award types, employee classes and historical experience. The Company assesses the likelihood of achieving the performance goals for stock-based awards that vest upon the satisfaction of these goals. Current estimates may differ from actual results and future changes in estimates. The following table reflects stock-based compensation expense, excluding amounts related to discontinued operations, recorded during the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Year Ended September 30, 2016 2015 2014 Restricted stock $ 11,220 $ 11,696 $ 10,467 Employee stock purchase plan 517 463 445 Total stock-based compensation expense $ 11,737 $ 12,159 $ 10,912 |
Valuation Assumptions for Stock Options and Employee Stock Purchase Plans | Valuation Assumptions for an Employee Stock Purchase Plan The fair value of shares issued under the employee stock purchase plan is estimated on the commencement date of each offering period using the Black-Scholes option-pricing model with the following weighted average assumptions for the fiscal years ended September 30, 2016, 2015 and 2014: Year Ended September 30, 2016 2015 2014 Risk-free interest rate 0.4 % 0.1 % 0.1 % Volatility 32 % 31 % 25 % Expected life 6 months 6 months 6 months Dividend yield 3.40 % 3.40 % 3.40 % The risk-free rate is based on the U.S. Treasury yield curve for notes with terms approximating the expected life of the shares granted. The expected stock price volatility is determined based on the Company's historic stock prices over a period commensurate with the expected life of the shares granted. The expected life represents the weighted average period over which the shares are expected to be purchased. Dividend yields are projected based on the Company's history of dividend declarations and management's intention for future dividend declarations. |
Restructuring Expenses | Restructuring Expenses The Company records restructuring expenses associated with management-approved restructuring actions to streamline its business operations, improve profitability and competitiveness, remove duplicative infrastructure, as well as reduce headcount resulting from business acquisitions. Restructuring expenses include severance costs related to eliminating a specified number of employees, contract termination costs to vacate facilities and consolidate operations, as well as other costs directly associated with restructuring actions. The Company records severance and other employee termination costs associated with restructuring actions when it is probable that benefits will be paid and the amounts can be reasonably estimated. The rates used in determining restructuring liabilities related to severance costs are based on existing plans, historical experience and negotiated settlements. |
Income Taxes | Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, as well as operating loss and tax credit carryforwards. The Company's Consolidated Financial Statements contain certain deferred tax assets that were recorded as a result of operating losses, as well as other temporary differences between financial and tax accounting. A valuation allowance is established against deferred tax assets if, based upon the evaluation of positive and negative evidence and the extent to which that evidence is objectively verifiable, it is more likely than not that some or all of the deferred tax assets will not be realized. Significant management judgment is required in determining the Company's income tax provision, the Company's deferred tax assets and liabilities and any valuation allowance recorded against those net deferred tax assets. The Company evaluates the weight of all available evidence to determine whether it is more likely than not that some portion or all of the net deferred income tax assets will not be realized. The calculation of the Company's tax liabilities involves consideration of uncertainties in the application of complex tax regulations. The Company recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained upon an audit or an examination conducted by taxing authorities, including resolution of related appeals or litigation processes, if any. If the Company determines that a tax position will more likely than not be sustained, the second step requires the Company to estimate and measure the tax benefit as the largest amount that is more likely than not to be realized upon ultimate settlement. It is inherently difficult and subjective to estimate such amounts, as the Company has to determine the probability of various possible outcomes. The Company re-evaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors, such as changes in facts or circumstances, tax law, new audit activity and effectively settled issues. Determining whether an uncertain tax position is effectively settled requires judgment. A change in recognition or measurement may result in the recognition of a tax benefit or an additional charge to the tax provision. |
Earnings Per Share | Earnings Per Share Basic income (loss) per share is determined by dividing net income (loss) by the weighted average common shares outstanding during the period. Diluted income (loss) per share is determined by dividing net income (loss) by diluted weighted average shares outstanding during the period. Diluted weighted average shares reflect the dilutive effect, if any, of potential common shares. To the extent their effect is dilutive, employee equity awards and other commitments to be settled in common stock are included in the calculation of diluted income per share based on the treasury stock method. Potential common shares are excluded from the calculation of dilutive weighted average shares outstanding if their effect would be anti-dilutive at the balance sheet date based on a treasury stock method or due to a net loss. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (the "FASB"), issued new accounting guidance for reporting credit losses. The new guidance introduces a new "expected loss" impairment model which applies to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities and other financial assets. Entities are required to estimate expected credit losses over the life of financial assets and record an allowance against the assets' amortized cost basis to present them at the amount expected to be collected. Additionally, the guidance amends the impairment model for available for sale debt securities and requires entities to determine whether all or a portion of the unrealized loss on such debt security is a credit loss. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2019. Early adoption of the newly issued guidance is permitted for fiscal years, and interim periods within those years, beginning after December 15, 2018. The standard should be applied as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company expects to adopt the guidance during the first quarter of fiscal year 2021 and is currently evaluating the impact of this guidance on its financial position and results of operations. In May 2016, the FASB issued an amendment to the revenue recognition guidance released in May 2014. The amendment is intended to reduce the cost and complexity of applying the revenue recognition guidance and result in a more consistent application of the revenue recognition rules. The amendment clarifies the implementation guidance on collectibility, non-cash consideration and the presentation of sales and other similar taxes, as well as transitional guidance related to completed contracts. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017 and should be applied at the time of the adoption of the revenue recognition guidance issued in May 2014. Early adoption of the newly issued guidance is not permitted. The Company expects to adopt the guidance during the first quarter of fiscal year 2019 and is currently evaluating the impact of this guidance on its financial position and results of operations. In April 2016, the FASB issued an amendment to the revenue recognition guidance released in May 2014. The amendment clarifies the implementation guidance on identifying performance obligations and licensing. Specifically, the amendment reduces the cost and complexity of identifying promised goods or services and improves the guidance for determining whether promises are separately identifiable. The amendment also provides implementation guidance on determining whether an entity's promise to grant a license provides a customer with either a right to use the entity's intellectual property (which is satisfied at a point in time) or a right to access the entity's intellectual property (which is satisfied over time). The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017 and should be applied at the time of the adoption of the revenue recognition guidance issued in May 2014. Early adoption of the newly issued guidance is not permitted. The Company expects to adopt the guidance during the first quarter of fiscal year 2019 and is currently evaluating the impact of this guidance on its financial position and results of operations. In March 2016, the FASB issued an amendment to the accounting guidance to simplify accounting for share-based payment awards issued to employees. The amendment requires recognition of excess tax benefits or deficiencies within income tax expense or benefit and changes their presentation requirements on the statement of cash flows. Additionally, the entity can make an accounting policy election to either estimate the number of awards that are expected to vest, consistent with the current accounting guidance, or account for forfeitures as they occur. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Early adoption of the newly issued guidance is permitted. The Company expects to adopt the guidance during the first quarter of fiscal year 2018 and is currently evaluating the impact of this guidance on its financial position and results of operations. In March 2016, the FASB issued an amendment to the revenue recognition guidance released in May 2014. The amendment clarifies the application of the principal versus agent guidance, identification of the units of accounting, as well as application of the control principle to certain types of arrangements within the scope of the guidance. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017 and should be applied at the time of the adoption of the revenue recognition guidance issued in May 2014. Early adoption of the newly issued guidance is not permitted. The Company expects to adopt the guidance during the first quarter of fiscal year 2019 and is currently evaluating the impact of this guidance on its financial position and results of operations. In February 2016, the FASB, issued new accounting guidance for reporting lease transactions. In accordance with provisions of the newly issued guidance, a lessee should recognize at the inception of the arrangement a right-of-use asset and a corresponding lease liability initially measured at the present value of lease payments over the lease term. For finance leases, interest on a lease liability should be recognized separately from the amortization of the right-of-use asset, while for operating leases, total lease costs are recorded on a straight-line basis over the lease term. For leases with a term of twelve months or less, a lessee is permitted to make an accounting policy election by class of underlying assets to forgo a recognition of right-of-use assets and corresponding lease liabilities and record a lease expense on a straight-line basis. Entities should determine at the inception of the arrangement whether a contract represents a lease or contains a lease which is defined as a right to control the use of identified property for a period of time in exchange for consideration. Additionally, entities should separate the lease components from the non-lease components and allocate the contract consideration on a relative standalone price basis in accordance with provisions of ASC Topic 606, Revenue from Contracts with Customers . The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018 and should be adopted via a modified retrospective approach with certain optional practical expedients that entities may elect to apply. The Company expects to adopt the guidance during the first quarter of fiscal year 2020 and is currently evaluating the impact of this guidance on its financial position and results of operations. In November 2015, the FASB issued an amendment to the accounting guidance to simplify the presentation of deferred income tax assets and liabilities in a statement of financial position. Deferred income tax assets, net of a corresponding valuation allowance, and liabilities related to a particular tax-paying component of an entity within a particular tax jurisdiction shall be offset and presented as a single non-current amount in a statement of financial position. Deferred income tax assets and liabilities attributable to different tax-paying components of an entity or different tax jurisdictions shall not be offset and be presented separately. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. The guidance can be adopted early via either a prospective or a retrospective approach for all deferred income tax assets and liabilities presented in a statement of financial position. The Company has adopted this guidance as of September 30, 2016 and applied it retrospectively. As a result, the Company has recast the Consolidated Balance Sheet as of September 30, 2015 to conform to the current period presentation. The adoption of this guidance resulted in a reduction of previously presented current deferred tax assets by $17.6 million , an increase of non-current deferred tax assets by $16.7 million , a reduction of current deferred tax liabilities by $1.3 million and an increase of non-current deferred tax liabilities by $0.3 million as of September 30, 2015. In September 2015, the FASB issued new accounting guidance to simplify the presentation of measurement-period adjustments recognized in business combinations. Measurement-period adjustments will no longer be recognized by the acquirer retrospectively and will be recorded by the acquirer during the period in which they were determined. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015 and should be applied prospectively to the adjustments that occur after the effective date of the guidance. Early adoption is permitted for the financial statements that have not been issued, and the Company adopted the guidance during the first quarter of fiscal year 2016 to simplify the presentation of the measurement period adjustments in its Consolidated Financial Statements. During the fiscal year ended September 30, 2016, the Company recorded a measurement period adjustment of $1.1 million related to the acquisition of Contact Co., Ltd and recognized its impact in the accompanying Consolidated Balance Sheets as of the period then ended in accordance with the provisions of the newly adopted guidance. There was no impact on the results of operations during the fiscal year ended September 30, 2016 as a result of this adjustment. This adjustment would have been applied retrospectively and recognized as a reclassification in the accompanying Consolidated Balance Sheets as of September 30, 2015 in accordance with provisions of the previous guidance. In February 2015, the FASB issued an amendment to the accounting guidance for consolidations of financial statements by changing the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. The guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. Early adoption is permitted. The guidance can be adopted either via a full retrospective approach or a modified retrospective approach by recording a cumulative-effect adjustment to beginning equity in the period of adoption. The Company expects to adopt the guidance during the first quarter of fiscal year 2017. The Company is currently evaluating the impact of the guidance on its financial position and results of operations. In May 2014, the FASB issued new accounting guidance for reporting revenue recognition. The guidance provides for the recognition of revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. A five-step process set forth in the guidance may require more judgment and estimation within the revenue recognition process than the current GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The guidance was initially effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. In August 2015, the FASB issued an amendment deferring the effective date of the guidance by one year. The guidance should be adopted retrospectively either for each reporting period presented or via recognizing the cumulative effect at the date of the initial application. Early adoption is permitted only as of annual reporting periods, including the interim periods, beginning after December 15, 2016. The Company expects to adopt the guidance during the first quarter of fiscal year 2019 and is currently evaluating the impact of this guidance on its financial position and results of operations. |
Nature of the Business (Tables)
Nature of the Business (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | The following table summarizes the effects of the classification error on the annual prior period financial statements (in thousands): Fiscal Year Ended September 30, 2015 As Previously Reported Adjustment As Revised Cost of product revenue $ 307,865 $ (9,517 ) $ 298,348 Cost of service revenue 55,738 9,517 65,255 Total cost of revenue $ 363,603 $ — $ 363,603 Fiscal Year Ended September 30, 2014 As Previously Reported Adjustment As Revised Cost of product revenue $ 252,688 $ (2,420 ) $ 250,268 Cost of service revenue 62,823 2,420 65,243 Total cost of revenue $ 315,511 $ — $ 315,511 |
Summary of Significant Accoun35
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Depreciable Lives | Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation expense is computed based on the straight-line method and charged to results of operations to allocate the cost of the assets over their estimated useful lives, as follows: Buildings 20 - 40 years Computer equipment and software 2 - 7 years Machinery and equipment 2 - 10 years Furniture and fixtures 3 - 10 years |
Summary of Amortizable Lives of Intangible Assets | Finite-lived intangible assets are amortized over their useful lives, as follows: Patents 7 - 15 years Completed technology 5 - 10 years Customer relationships 5 - 11 years |
Compensation Expense | The following table reflects stock-based compensation expense, excluding amounts related to discontinued operations, recorded during the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Year Ended September 30, 2016 2015 2014 Restricted stock $ 11,220 $ 11,696 $ 10,467 Employee stock purchase plan 517 463 445 Total stock-based compensation expense $ 11,737 $ 12,159 $ 10,912 |
Fair Value of Shares Issued under Employee Stock Purchase Plan Estimated using Black-Scholes Option Pricing Model | The fair value of shares issued under the employee stock purchase plan is estimated on the commencement date of each offering period using the Black-Scholes option-pricing model with the following weighted average assumptions for the fiscal years ended September 30, 2016, 2015 and 2014: Year Ended September 30, 2016 2015 2014 Risk-free interest rate 0.4 % 0.1 % 0.1 % Volatility 32 % 31 % 25 % Expected life 6 months 6 months 6 months Dividend yield 3.40 % 3.40 % 3.40 % |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedules of Discontinued Operations | Summarized results of the discontinued operation are as follows for the fiscal year ended September 30, 2014 (in thousands): Amount Revenue $ 18,921 Income from discontinued operations 4,888 Gain on the sale of the discontinued operations 56,804 Income tax provision 31,690 Income from discontinued operations, net of tax $ 30,002 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
BioStorage Technologies, Inc. | |
Business Acquisition [Line Items] | |
Amounts of Assets and Liabilities at Fair Value as of Acquisition Date | The impact of the working capital adjustment is reflected in the following preliminary purchase price allocation table (in thousands): Fair Value of Assets and Liabilities Accounts receivable $ 16,942 Prepaid expenses and other current assets 321 Property, plant and equipment 14,345 Intangible assets 41,460 Goodwill 79,639 Other assets 53 Debt assumed (385 ) Accounts payable (1,708 ) Accrued liabilities (9,423 ) Deferred revenue (1,766 ) Long-term deferred tax liabilities (14,169 ) Other liabilities (61 ) Total purchase price, net of cash acquired $ 125,248 |
Pro Forma Information | The following unaudited proforma financial information represents a summary of the consolidated results of operations for the Company and BioStorage as if the acquisition of BioStorage occurred on October 1, 2014 (in thousands): Fiscal Year Ended September 30, 2016 2015 Revenue $ 571,369 $ 593,687 Net (loss) income (63,396 ) 7,000 Basic (loss) income per share $ (0.93 ) $ 0.10 Diluted (loss) income per share $ (0.93 ) $ 0.10 Weighted average shares outstanding used in computing net (loss) income per share: Basic 68,507 67,411 Diluted 68,507 68,549 |
Contact Co., Ltd | |
Business Acquisition [Line Items] | |
Amounts of Assets and Liabilities at Fair Value as of Acquisition Date | Fair Value of Assets and Liabilities Accounts receivable $ 42 Inventories 2,020 Prepaid expenses and other current assets 484 Property, plant and equipment 79 Completed technology 2,290 Goodwill 4,195 Other assets 1,410 Accounts payable (1,089 ) Accrued liabilities (1,823 ) Long-term deferred tax liabilities (774 ) Total purchase price, net of cash acquired $ 6,834 |
FluidX | |
Business Acquisition [Line Items] | |
Amounts of Assets and Liabilities at Fair Value as of Acquisition Date | The Company recorded the following amounts for the assets acquired and liabilities assumed related to FluidX at their fair values as of the acquisition date (in thousands): Fair Values of Assets and Liabilities Accounts receivable $ 1,980 Inventory 2,857 Prepaid and other current assets 213 Property, plant and equipment 101 Completed technology 1,230 Trademarks and trade names 750 Customer relationships 4,810 Goodwill 8,247 Accounts payable (2,079 ) Deferred revenue (72 ) Accrued liabilities (992 ) Long-term deferred tax liabilities (1,540 ) Total purchase price, net of cash acquired $ 15,505 |
Dynamic Micro Systems | |
Business Acquisition [Line Items] | |
Amounts of Assets and Liabilities at Fair Value as of Acquisition Date | The Company recorded the assets acquired and the liabilities assumed related to DMS at their fair values as of the acquisition date. The amounts recorded were as follows (in thousands): Fair Values of Assets and Liabilities Accounts receivable $ 15,262 Inventory 10,051 Prepaid and other current assets 2,727 Property, plant and equipment 2,049 Completed technology 3,610 Customer relationships 7,100 Goodwill 11,638 Accounts payable (10,393 ) Accrued liabilities (5,522 ) Deferred revenue (1,309 ) Long-term deferred tax liabilities (3,588 ) Total purchase price, net of cash acquired $ 31,625 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Marketable Securities Including Accrued Interest Receivable | The following is a summary of the amortized cost and the fair value, including accrued interest receivable, as well as unrealized holding gains (losses) on the short-term and long-term marketable securities as of September 30, 2016 and 2015 (in thousands): Amortized Gross Gross Fair Value September 30, 2016: Corporate securities 2,394 — — 2,394 Other debt securities 39 — — 39 Municipal securities 3,704 1 (3 ) 3,702 $ 6,137 $ 1 $ (3 ) $ 6,135 September 30, 2015: U.S. Treasury securities and obligations of U.S. government agencies $ 30,343 $ 39 $ — $ 30,382 Corporate securities 54,725 13 (48 ) 54,690 Mortgage-backed securities 857 27 — 884 Other debt securities 5,056 3 — 5,059 Municipal securities 30,258 18 (9 ) 30,267 Bank certificate of deposits 12,024 2 — 12,026 $ 133,263 $ 102 $ (57 ) $ 133,308 |
Fair Value of Marketable Securities by Contractual Maturity | The fair values of the marketable securities by contractual maturities at September 30, 2016 are presented below (in thousands). Fair Value Due in one year or less $ 39 Due after one year through five years 3,704 Due after ten years 2,392 $ 6,135 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment were as follows as of September 30, 2016 and 2015 (in thousands): September 30, 2016 2015 Buildings and land $ 45,772 $ 43,765 Computer equipment and software 65,989 58,715 Machinery and equipment 54,896 43,185 Furniture and fixtures 5,704 5,310 Leasehold improvements 17,128 13,617 Capital projects in progress 5,428 4,427 194,917 169,019 Less accumulated depreciation and amortization (140,032 ) (127,164 ) Property, plant and equipment, net $ 54,885 $ 41,855 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Components of Goodwill By Business Segment | The components of the Company’s goodwill by an operating segment at September 30, 2016 and 2015 are as follows (in thousands): Brooks Brooks Other Total Gross goodwill, at September 30, 2014 $ 651,067 $ 47,378 $ 26,014 $ 724,459 Accumulated goodwill impairments (588,944 ) — (26,014 ) (614,958 ) Goodwill, net of accumulated impairments, at September 30, 2014 62,123 47,378 — 109,501 Acquisitions and adjustments 3,660 8,247 — 11,907 Gross goodwill, at September 30, 2015 654,727 55,625 26,014 736,366 Accumulated goodwill impairments (588,944 ) — (26,014 ) (614,958 ) Goodwill, net of accumulated impairments, at September 30, 2015 65,783 55,625 — 121,408 Acquisitions and adjustments 1,054 79,676 — 80,730 Gross goodwill, at September 30, 2016 655,781 135,301 26,014 817,096 Accumulated goodwill impairments (588,944 ) — (26,014 ) (614,958 ) Goodwill, net of accumulated impairments, at September 30, 2016 $ 66,837 $ 135,301 $ — $ 202,138 |
Components of Identifiable Intangible Assets | The components of the Company’s identifiable intangible assets as of September 30, 2016 and 2015 are as follows (in thousands): September 30, 2016 September 30, 2015 Cost Accumulated Net Book Cost Accumulated Net Book Patents $ 7,808 $ 7,486 $ 322 $ 7,808 $ 7,394 $ 414 Completed technology 60,485 51,018 9,467 60,748 46,718 14,030 Trademarks and trade names 9,142 4,204 4,938 4,241 3,604 637 Customer relationships 114,263 47,147 67,116 77,716 37,351 40,365 $ 191,698 $ 109,855 $ 81,843 $ 150,513 $ 95,067 $ 55,446 |
Estimated Future Amortization Expense for Intangible Assets | Estimated future amortization expense for the intangible assets as of September 30, 2016 is as follows (in thousands): Year ended September 30, 2017 $ 15,573 2018 14,052 2019 13,713 2020 12,909 2021 8,036 Thereafter 17,560 $ 81,843 |
Equity Method Investments and41
Equity Method Investments and Other Investments (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Summarized financial information for the unconsolidated subsidiaries accounted for based on the equity method for the fiscal years ended September 30, 2016, 2015 and 2014 is as follows (in thousands): September 30, 2016 2015 Balance Sheets: Current assets $ 59,507 $ 43,201 Non-current assets 15,461 12,657 Current liabilities 25,320 15,551 Non-current liabilities 19,933 13,581 Year Ended September 30, 2016 2015 2014 Statements of Operations: Total revenue $ 74,659 $ 48,047 $ 48,702 Gross profit (loss) 27,355 16,327 16,510 Income (loss) from continuing operations 6,731 (1,074 ) 1,745 Net income (loss) 2,374 (2,452 ) 1,636 |
Supplementary Balance Sheet I42
Supplementary Balance Sheet Information (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Accounts Receivable | The following is a summary of accounts receivable at September 30, 2016 and 2015 (in thousands): September 30, 2016 2015 Accounts receivable $ 108,713 $ 87,582 Less allowance for doubtful accounts (2,241 ) (1,019 ) Less allowance for sales returns (100 ) (115 ) $ 106,372 $ 86,448 |
Allowance for Doubtful Accounts Activity | The allowance for doubtful accounts activity for the fiscal years ended September 30, 2016, 2015 and 2014 is as follows (in thousands): Description Balance at Provisions Reversals of Write-offs and Balance at 2016 Allowance for doubtful accounts $ 1,019 $ 202 $ — $ 1,020 $ 2,241 2015 Allowance for doubtful accounts 1,031 — — (12 ) 1,019 2014 Allowance for doubtful accounts 863 438 (315 ) 45 1,031 The allowance for sales returns activity for the fiscal years ended September 30, 2016, 2015 and 2014 is as follows (in thousands): Description Balance at Provisions Write-offs and Balance at 2016 Allowance for sales returns $ 115 $ (14 ) $ — $ 101 2015 Allowance for sales returns 133 (18 ) — 115 2014 Allowance for sales returns 114 19 — 133 |
Summary of Inventories | The following is a summary of inventories at September 30, 2016 and 2015 (in thousands): September 30, 2016 2015 Inventories Raw materials and purchased parts $ 60,979 $ 62,441 Work-in-process 16,090 21,563 Finished goods 15,503 16,615 $ 92,572 $ 100,619 The activity for excess and obsolete inventory reserves, excluding amounts related to discontinued operations, is as follows for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Description Balance at Provisions Inventory Disposals and Adjustments Balance at 2016 Reserves for excess and obsolete inventory $ 23,768 $ 7,293 $ (6,267 ) $ 24,794 2015 Reserves for excess and obsolete inventory 26,027 7,879 (10,138 ) 23,768 2014 Reserves for excess and obsolete inventory 24,200 6,900 (5,073 ) 26,027 |
Product Warranty and Retrofit Activity on a Gross Basis | The Company establishes reserves for estimated cost of product warranties based on historical information. Product warranty reserves are recorded at the time product revenue is recognized, and retrofit accruals are recorded at the time retrofit programs are established. The Company’s warranty obligation is affected by product failure rates, utilization levels, material usage, service delivery costs incurred in correcting a product failure and supplier warranties on parts delivered to the Company. The following is a summary of product warranty and retrofit activity on a gross basis, excluding amounts related to discontinued operations, for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Amount Balance at September 30, 2013 $ 7,260 Adjustments for acquisitions and divestitures 364 Accruals for warranties during the year 9,969 Costs incurred during the year (11,094 ) Balance at September 30, 2014 6,499 Adjustments for acquisitions and divestitures 81 Accruals for warranties during the year 9,917 Costs incurred during the year (10,408 ) Balance at September 30, 2015 6,089 Adjustments for acquisitions and divestitures — Accruals for warranties during the year 9,975 Costs incurred during the year (9,740 ) Balance at September 30, 2016 $ 6,324 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Components of Income Tax Provision (Benefit) | The components of the income tax provision (benefit), excluding amounts related to the discontinued operations, for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows (in thousands): Year Ended September 30, 2016 2015 2014 Current income tax provision (benefit): Federal $ (145 ) $ 10 $ 15 State (186 ) 56 177 Foreign 5,868 5,537 1,417 Total current income tax provision 5,537 5,603 1,609 Deferred income tax benefit: Federal 68,300 (1,773 ) (2,276 ) State 4,000 (104 ) (35 ) Foreign (2,027 ) (296 ) (1,278 ) Total deferred income tax benefit 70,273 (2,173 ) (3,589 ) Income tax provision (benefit) $ 75,810 $ 3,430 $ (1,980 ) |
Components of Income Before Income Taxes and Equity in Earnings of Joint Ventures | The components of income (loss) before income taxes and equity in (losses) earnings of equity method investments for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows (in thousands): Year Ended September 30, 2016 2015 2014 Domestic $ (8,186 ) $ (1,321 ) $ (7,338 ) Foreign 12,140 19,136 5,643 $ 3,954 $ 17,815 $ (1,695 ) |
Differences between Income Tax Provision (benefit) and Income Taxes Computed using Applicable U.S. Statutory Federal Tax Rate | The differences between the income tax provision (benefit) and income taxes computed using the applicable U.S. statutory federal tax rate for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows (in thousands): Year Ended September 30, 2016 2015 2014 Income tax provision (benefit) computed at federal statutory rate $ 2,217 $ 6,177 $ (217 ) State income taxes, net of federal benefit 113 243 (12 ) Foreign income taxed at different rates (755 ) (938 ) (596 ) Dividends (1,666 ) (1,069 ) (1,373 ) Change in deferred tax asset valuation allowance 77,531 (36 ) 453 Reduction in uncertain tax positions (1,543 ) (1,207 ) (1,236 ) Nondeductible compensation 782 1,325 1,064 Tax credits (1,786 ) (1,741 ) (704 ) Travel and entertainment 274 314 220 Merger costs 503 228 187 Other 140 134 234 Income tax provision (benefit) $ 75,810 $ 3,430 $ (1,980 ) |
Significant Components of Net Deferred Tax Assets and Liabilities | The significant components of the net deferred tax assets and liabilities as of September 30, 2016 and 2015 are as follows (in thousands): September 30, 2016 2015 Accruals and reserves not currently deductible $ 16,448 $ 9,602 Federal, state and foreign tax credits 24,539 22,115 Other assets 4,294 5,939 Net operating loss carryforwards 73,097 63,569 Inventory reserves and valuation 11,342 10,598 Deferred tax assets 129,720 111,823 Depreciation and intangible amortization 25,850 9,388 Deferred tax liabilities 25,850 9,388 Valuation allowance (104,802 ) (18,797 ) Net deferred tax (liability) asset $ (932 ) $ 83,638 |
Reconciliation of Beginning and Ending Amount of Consolidated Liability for Unrecognized Income Tax Benefits | A reconciliation of the beginning and ending amount of the consolidated liability for unrecognized income tax benefits during the fiscal years ended September 30, 2016, 2015 and 2014 is as follows (in thousands): Total Balance at October 1, 2013 $ 5,147 Reductions from lapses in statutes of limitations (861 ) Foreign exchange rate adjustment (24 ) Balance at September 30, 2014 4,262 Reductions from settlements with taxing authorities (1,304 ) Reductions from lapses in statutes of limitations (734 ) Foreign exchange rate adjustment (33 ) Balance at September 30, 2015 2,191 Additions for tax positions in current year 4,165 Reductions from lapses in statutes of limitations (897 ) Foreign exchange rate adjustment (32 ) Balance at September 30, 2016 $ 5,427 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Net Gains and Losses Recorded | Net gains and losses related to these contracts are recorded as a component of "Other (expense) income, net" in the accompanying Consolidated Statements of Operations and are as follows for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Years Ended September 30, 2016 2015 2014 Realized gains on derivatives not designated as hedging instruments $ 1,434 $ 628 $ 185 |
Notional Amounts Outstanding under Foreign Currency Contracts | The Company had the following notional amounts outstanding under foreign currency contracts that do not qualify for hedge accounting at September 30, 2016 and 2015 (in thousands): September 30, 2016: Buy Currency Notional Amount Sell Currency Maturity Notional Amount Fair Value of Fair Value of British Pound 246 Swedish Krona October 2016 2,100 $ 1 $ — U.S. Dollar 6,107 British Pound October 2016 4,710 2 — U.S. Dollar 5,815 Chinese Yuan October 2016 39,000 — (33 ) Euro 14,976 U.S. Dollar October 2016 13,300 — (40 ) Korean Won 2,255 U.S. Dollar October 2016 2,488,000 1 — Euro 8,403 British Pound October 2016 6,500 — (23 ) U.S. Dollar 311 Israeli Shekel October 2016 1,169 1 — $ 5 $ (96 ) September 30, 2015: Buy Currency Notional Amount Sell Currency Maturity Notional Amount Fair Value of Fair Value of U.S. Dollar 1,543 Korean Won October 2015 1,852,000 $ — $ (6 ) British Pound 2,157 Euro October 2015 1,600 — (29 ) U.S. Dollar 662 Taiwan Dollar October 2015 22,000 — (1 ) U.S. Dollar 4,308 British Pound October 2015 6,520 32 — Euro 9,300 U.S. Dollar October 2015 8,253 40 — U.S. Dollar 5,177 Chinese Yuan October 2015 33,000 15 — U.S. Dollar 425 Japanese Yen October 2015 51,000 — — U.S. Dollar 1,336 Japanese Yen December 2015 160,000 2 — U.S. Dollar 457 Israeli Shekel October 2015 1,800 — — $ 89 $ (36 ) |
Postretirement Benefits (Tables
Postretirement Benefits (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Funded Status and Amounts Recognized in Consolidated Balance Sheet | The following tables set forth the funded status and amounts recognized in the Company’s Consolidated Balance Sheets as of September 30, 2016 and 2015 (in thousands): September 30, 2016 2015 Benefit obligation at beginning of fiscal year $ 7,661 $ 8,213 Service cost 548 482 Interest cost 71 124 Actuarial loss 106 733 Benefits paid (712 ) (209 ) Employee contributions 156 444 Settlements paid — (1,795 ) Curtailment gain (1,064 ) — Foreign currency translation 81 (331 ) Benefit obligation at end of fiscal year $ 6,847 $ 7,661 Fair value of assets at beginning of fiscal year $ 4,838 $ 6,131 Actual return on plan assets 30 112 Disbursements (837 ) (334 ) Employer contributions 296 306 Employee contributions 352 642 Settlements paid — (1,795 ) Foreign currency translation 55 (224 ) Fair value of assets at end of fiscal year $ 4,734 $ 4,838 Accrued benefit obligation $ 2,113 $ 2,823 |
Pension Amounts Recorded Within Account Line Items of Consolidated Balance Sheets | The following table provides pension-related amounts and their classification within the accompanying Consolidated Balance Sheets as of September 30, 2015 and 2014 (in thousands): September 30, 2016 2015 Accrued compensation and benefits $ 155 $ 298 Long-term pension liability 1,958 2,525 $ 2,113 $ 2,823 |
Net Periodic Pension Cost | The components of the Company’s net pension cost for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows (in thousands): Year Ended September 30, 2016 2015 2014 Service cost $ 548 $ 482 $ 406 Interest cost 71 124 154 Expected return on plan assets (159 ) (210 ) (214 ) Amortization of losses 2 2 2 Other — — — Net periodic pension cost 462 398 348 Curtailment gain (227 ) — — Settlement loss — 232 — Total pension cost $ 235 $ 630 $ 348 |
Other changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Loss | The following changes in Plans' assets and benefit obligations were recognized in other comprehensive income (loss) as of September 30, 2016 and 2015 (in thousands): September 30, 2016 2015 Net loss $ 165 $ 722 Amortization of net loss (2 ) (2 ) Curtailment gain (852 ) — Settlement loss — (232 ) Total recognized in other comprehensive income (loss) (689 ) 488 Total recognized in net periodic pension cost and other comprehensive income (loss) $ (227 ) $ 886 |
Weighted-Average Assumptions Used to Determine Net Cost or Pension Obligation | Weighted-average assumptions used to determine the projected benefit obligation for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows: Year Ended September 30, 2016 2015 2014 Discount rate 0.40 % 0.92 % 1.55 % Expected return on plan assets 1.75 % 1.78 % 2.18 % Expected rate of compensation increases 1.31 % 1.65 % 1.87 % |
Asset Allocation of Plan Assets | The allocation of the Plans' assets at September 30, 2016 is as follows: September 30, 2016 Cash and cash equivalents 3 % Debt securities 72 Equity securities 7 Other 18 100 % |
Fair Value of Pension Assets by Asset Category and by Level | The fair values of pension assets by asset category and by level at September 30, 2016 are as follows (in thousands): As of September 30, 2016 Level 1 Level 2 Level 3 Total Swiss Life collective foundation $ — $ 4,208 $ — $ 4,208 Taiwan collective trust — 526 — 526 Total $ — $ 4,734 $ — $ 4,734 The fair values of pension assets by asset category and by level at September 30, 2015 are as follows (in thousands): As of September 30, 2015 Level 1 Level 2 Level 3 Total Swiss Life collective foundation $ — $ 4,347 $ — $ 4,347 Taiwan collective trust — 491 — 491 Total $ — $ 4,838 $ — $ 4,838 |
Expected Benefit Payments over the Next Ten Years | Benefit payments expected to be paid over the next five fiscal years and thereafter are as follows (in thousands): 2017 $ 203 2018 21 2019 21 2020 81 2021 104 Thereafter (through 2026) 735 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following is a summary of the components of accumulated other comprehensive income, net of tax, at September 30, 2016, 2015 and 2014 (in thousands): Currency Translation Adjustments Unrealized Gains (Losses) on Available-for-Sale Securities Unrealized Gains (Losses) on Cash Flow Hedges Pension Liability Adjustments Total Balance at September 30, 2013 $ 22,398 $ 66 $ 14 $ 126 $ 22,604 Other comprehensive (loss) income before reclassifications (6,296 ) (78 ) 79 (503 ) (6,798 ) Amounts reclassified from accumulated other comprehensive income — (26 ) (93 ) — (119 ) Balance at September 30, 2014 16,102 (38 ) — (377 ) 15,687 Other comprehensive (loss) income before reclassifications (9,426 ) 144 — (605 ) (9,887 ) Amounts reclassified from accumulated other comprehensive income (131 ) (3 ) — 232 98 Balance at September 30, 2015 6,545 103 — (750 ) 5,898 Other comprehensive income (loss) before reclassifications 8,844 (231 ) — (322 ) 8,291 Amounts reclassified from accumulated other comprehensive income — 125 — 852 977 Balance at September 30, 2016 $ 15,389 $ (3 ) $ — $ (220 ) $ 15,166 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Restricted Stock Activity | The following table summarizes restricted stock unit activity for the fiscal year ended September 30, 2016: Shares Weighted Outstanding at September 30, 2015 3,257,413 $ 9.95 Granted 1,690,582 $ 10.84 Vested (1,269,862 ) $ 9.53 Forfeited (1,189,057 ) $ 11.18 Outstanding at September 30, 2016 2,489,076 $ 10.79 |
Restricted Stock Grants | Total Units Time-Based Units Stock Grants Performance-Based Units Year ended September 30, 2016 1,690,582 744,250 86,082 860,250 Year ended September 30, 2015 1,513,281 597,250 69,281 846,750 Year ended September 30, 2014 1,517,057 596,212 82,095 838,750 |
Restructuring and Other Charg48
Restructuring and Other Charges (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Activity Related to Restructuring Accruals | The following is a summary of activity related to the Company’s restructuring and other charges, excluding amounts related to the discontinued operations, for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Fiscal Year 2016 Activity Balance Expenses Payments Balance Facility and other contract termination costs $ 433 $ 25 $ (458 ) $ — Workforce-related termination benefits 1,640 12,014 (7,715 ) 5,939 $ 2,073 $ 12,039 $ (8,173 ) $ 5,939 Fiscal Year 2015 Activity Balance Expenses Payments Balance Facility and other contract termination costs $ 71 $ 1,204 $ (842 ) $ 433 Workforce-related termination benefits 3,404 3,213 (4,977 ) 1,640 $ 3,475 $ 4,417 $ (5,819 ) $ 2,073 Fiscal Year 2014 Activity Balance Expenses Payments Balance Facility and other contract termination costs $ 155 $ 583 $ (667 ) $ 71 Workforce-related termination benefits $ 1,257 $ 5,706 $ (3,559 ) 3,404 $ 1,412 $ 6,289 $ (4,226 ) $ 3,475 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Reconciliation of Weighted Average Shares Outstanding for Calculating Basic and Diluted Earnings Per Share | The calculations of basic and diluted net (loss) income per share and basic and diluted weighted average shares outstanding are as follows for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands, except per share data): Year Ended September 30, 2016 2015 2014 (Loss) income from continuing operations $ (69,476 ) $ 14,221 $ 1,520 Income from discontinued operations, net of tax — — 30,002 Net (loss) income (69,476 ) 14,221 31,522 Net income attributable to noncontrolling interests — — (161 ) Net (loss) income attributable to Brooks Automation, Inc. $ (69,476 ) $ 14,221 $ 31,361 Weighted average common shares outstanding used in computing basic earnings per share 68,507 67,411 66,648 Dilutive common stock options and restricted stock units — 1,138 996 Weighted average common shares outstanding used in computing diluted earnings per share 68,507 68,549 67,644 Basic net (loss) income per share attributable to Brooks Automation, Inc. common stockholders: (Loss) income from continuing operations $ (1.01 ) $ 0.21 $ 0.02 Income from discontinued operations, net of tax — — 0.45 Basic net (loss) income per share attributable to Brooks Automation, Inc. $ (1.01 ) $ 0.21 $ 0.47 Diluted net (loss) income per share attributable to Brooks Automation, Inc. common stockholders: (Loss) income from continuing operations $ (1.01 ) $ 0.21 $ 0.02 Income from discontinued operations, net of tax — — 0.44 Diluted net (loss) income per share attributable to Brooks Automation, Inc. common stockholders $ (1.01 ) $ 0.21 $ 0.46 |
Segment and Geographic Inform50
Segment and Geographic Information (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Financial Information for Business Segments | The following is the summary of the financial information for the Company’s operating and reportable segments, excluding amounts related to the discontinued operations, for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): Brooks Semiconductor Solutions Group Brooks Total Fiscal year ended September 30, 2016: Revenue Products $ 375,237 $ 46,546 $ 421,783 Services 76,973 61,567 138,540 Segment revenue $ 452,210 $ 108,113 $ 560,323 Gross profit $ 159,018 $ 39,063 $ 198,081 Segment operating income (loss) 37,926 (6,451 ) 31,476 Depreciation expense 4,788 3,496 8,284 Assets 317,717 247,735 565,452 Fiscal year ended September 30, 2015: Revenue Products $ 406,579 $ 50,832 $ 457,411 Services 78,058 17,239 95,297 Segment revenue $ 484,637 $ 68,071 $ 552,708 Gross profit $ 171,379 $ 17,726 $ 189,105 Segment operating income (loss) 49,695 (19,580 ) 30,115 Depreciation expense 4,312 1,295 5,607 Assets 317,069 110,910 427,979 Fiscal year ended September 30, 2014: Revenue Products $ 340,617 $ 46,415 $ 387,032 Services 79,083 16,733 95,816 Segment revenue $ 419,700 $ 63,148 $ 482,848 Gross profit $ 143,914 $ 23,423 $ 167,337 Segment operating income (loss) 23,287 (8,431 ) 14,856 Depreciation expense 10,677 2,022 12,699 Assets 311,622 103,498 415,120 |
Reconciliation of Reportable Segment Operating Income to Corresponding Consolidated Amounts | The following is a reconciliation of the Company’s operating and reportable segments' operating income (loss) and segment assets to the corresponding amounts presented in the accompanying Consolidated Balance Sheets and Consolidated Statements of Operations for the fiscal years ended September 30, 2016, 2015 and 2014 (in thousands): As of and for the Year Ended 2016 2015 2014 Segment operating income (loss) $ 31,476 $ 30,115 $ 14,856 Other unallocated corporate expenses 4,400 856 5,096 Amortization of acquired intangible assets 10,799 7,656 6,170 Restructuring and other charges 12,039 4,713 6,289 Total operating income (loss) $ 4,238 $ 16,890 $ (2,699 ) |
Reconciliation of Reportable Segment Assets to Corresponding Consolidated Amounts | Segment assets $ 565,452 $ 427,979 Cash, cash equivalents and marketable securities 91,221 214,030 Deferred tax assets 1,982 89,007 Assets held for sale — 2,900 Equity method investments 27,250 24,286 Other unallocated corporate net assets — 500 Total assets $ 685,905 $ 758,702 |
Net Revenues by Geographic Area | Net revenue by geographic area for the fiscal years ended September 30, 2016, 2015 and 2014 are as follows (in thousands): Year Ended September 30, 2016 2015 2014 North America $ 209,727 $ 199,103 $ 174,343 Asia / Pacific/ Other 247,241 231,840 198,695 Europe: United Kingdom $ 36,611 $ 32,160 $ 27,078 Rest of Europe $ 66,744 $ 89,605 $ 82,732 $ 560,323 $ 552,708 $ 482,848 |
Long-Lived Assets, Consisting of Property, Plant and Equipment by Geographic Area | Property, plant and equipment by geographic area as of September 30, 2016 and 2015 are as follows (in thousands): September 30, 2016 2015 North America $ 49,505 $ 36,402 Asia / Pacific 952 2,104 Europe 4,428 3,349 $ 54,885 $ 41,855 Property, plant and equipment located in the United States amounted to $49.3 million and $36.3 million , respectively, at September 30, 2016 and 2015. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following tables summarize assets and liabilities measured and recorded at fair value on a recurring basis in the accompanying Consolidated Balance Sheets as of September 30, 2016 and 2015 (in thousands): Fair Value Measurements at Reporting Date Using Description September 30, Quoted Prices in Significant Other Significant Assets: Cash equivalents $ 143 $ 98 $ 45 $ — Available-for-sale securities 6,135 — 6,135 — Foreign exchange contracts 5 — 5 — Convertible debt securities 5,774 — — 5,774 Stock warrant 45 — — 45 Total Assets $ 12,102 $ 98 $ 6,185 $ 5,819 Liabilities: Contingent consideration $ 500 $ — $ — $ 500 Foreign exchange contracts 97 — 97 — Total Liabilities $ 597 $ — $ 97 $ 500 Fair Value Measurements at Reporting Date Using Description September 30, Quoted Prices in Significant Other Significant Assets: Cash equivalents $ 11,628 $ 10,133 $ 1,495 $ — Available-for-sale securities 133,308 — 133,308 — Foreign exchange contracts 89 — 89 — Convertible debt securities 5,337 — — 5,337 Stock warrant 59 — — 59 Total Assets $ 150,421 $ 10,133 $ 134,892 $ 5,396 Liabilities: Contingent consideration $ 811 $ — $ — $ 811 Foreign exchange contracts 36 — 36 — $ 847 $ — $ 36 $ 811 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents the reconciliation of the assets and liabilities measured and recorded at fair value on a recurring basis using significant unobservable inputs (Level 3) (in thousands): Convertible Debt Securities Stock Contingent Consideration Total Balance at September 30, 2015 $ 5,337 $ 59 $ 811 $ 6,207 Change in fair value 437 (14 ) (311 ) 112 Balance at September 30, 2016 $ 5,774 $ 45 $ 500 $ 6,319 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments | Future minimum lease commitments on non-cancelable operating leases and scheduled sublease payments as of September 30, 2016 are as follows (in thousands): Year Ended September 30, Gross Payments Scheduled Sublease Payments Net Payments 2017 $ 3,390 $ 54 $ 3,336 2018 2,118 54 2,064 2019 926 9 917 2020 104 — 104 2021 — — — Thereafter — — — $ 6,538 $ 117 $ 6,421 |
Nature of the Business Schedule
Nature of the Business Schedule of Error Corrections and Prior Period Adjustments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Cost of product revenue | $ 267,974 | $ 298,348 | $ 250,268 |
Cost of service revenue | 94,268 | 65,255 | 65,243 |
Total cost of revenue | $ 362,242 | 363,603 | 315,511 |
As Previously Reported | |||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Cost of product revenue | 307,865 | 252,688 | |
Cost of service revenue | 55,738 | 62,823 | |
Total cost of revenue | 363,603 | 315,511 | |
Adjustment | |||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Cost of product revenue | (9,517) | (2,420) | |
Cost of service revenue | 9,517 | 2,420 | |
Total cost of revenue | $ 0 | $ 0 |
Summary of Significant Accoun54
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Accounting Policies [Abstract] | |||
Foreign Currency Transaction Gain (Loss), before Tax | $ (1,900) | $ 500 | $ (1,200) |
Cash equivalents | 100 | 11,600 | |
Concentration Risk [Line Items] | |||
Increase in non-current deferred tax liabilities | 2,913 | 3,495 | |
New Accounting Pronouncement, Early Adoption, Effect | Accounting Standards Update 2015-17 | |||
Concentration Risk [Line Items] | |||
Decrease in current deferred tax assets | 17,600 | (17,600) | |
Increase in non-current deferred tax assets | 16,700 | 70,500 | |
Decrease in current deferred tax liabilities | 1,300 | (1,300) | |
Increase in non-current deferred tax liabilities | 300 | $ 3,200 | |
Contact Co., Ltd | |||
Concentration Risk [Line Items] | |||
Measurement period adjustment | (1,100) | ||
Wells Fargo Bank, N.A. | Line of Credit | Revolving Credit Facility | |||
Concentration Risk [Line Items] | |||
Deferred financing costs | $ 700 | ||
Top Ten Largest Customers | |||
Concentration Risk [Line Items] | |||
Percentage of concentration risk by customer | 34.00% | 38.00% | 37.00% |
Property, Plant and Equipment | |||
Concentration Risk [Line Items] | |||
Capitalized software costs | $ 3,700 | $ 0 |
Summary of Significant Accoun55
Summary of Significant Accounting Policies - Summary of Depreciable Lives (Details) | 12 Months Ended |
Sep. 30, 2016 | |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 20 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 40 years |
Computer equipment and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 2 years |
Computer equipment and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 7 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 2 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 10 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 3 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant and equipment | 10 years |
Summary of Significant Accoun56
Summary of Significant Accounting Policies - Summary of Amortizable Lives of Intangible Assets (Details) | 12 Months Ended |
Sep. 30, 2016 | |
Minimum | Patents | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 7 years |
Minimum | Completed technology | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 5 years |
Minimum | Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 5 years |
Maximum | Patents | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 15 years |
Maximum | Completed technology | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 10 years |
Maximum | Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Amortizable lives | 11 years |
Summary of Significant Accoun57
Summary of Significant Accounting Policies - Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation | $ 11,737 | $ 12,159 | $ 10,912 |
Restricted stock | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation | 11,220 | 11,696 | 10,467 |
Employee stock purchase plan | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation | $ 517 | $ 463 | $ 445 |
Summary of Significant Accoun58
Summary of Significant Accounting Policies - Fair Value of Shares Issued under Employee Stock Purchase Plan Estimated using Black-Scholes Option Pricing Model (Detail) | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Accounting Policies [Abstract] | |||
Risk-free interest rate | 0.40% | 0.10% | 0.10% |
Volatility | 32.00% | 31.00% | 25.00% |
Expected life | 6 months | 6 months | 6 months |
Dividend yield | 3.40% | 3.40% | 3.40% |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) $ in Thousands | Mar. 19, 2014 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from divestitures | $ 0 | $ 0 | $ 85,369 | |
Granville-Phillips [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from divestitures | $ 87,000 |
Discontinued Operations - Resul
Discontinued Operations - Results of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Income from discontinued operations, net of tax | $ 0 | $ 0 | $ 30,002 |
Granville-Phillips [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Revenue | 18,921 | ||
Income from discontinued operations | 4,888 | ||
Gain on the sale of the discontinued operations | 56,804 | ||
Income tax provision | 31,690 | ||
Income from discontinued operations, net of tax | $ 30,002 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Detail) - USD ($) $ in Thousands | Sep. 13, 2016 | Nov. 30, 2015 | Aug. 14, 2015 | Feb. 03, 2015 | Oct. 01, 2014 | Apr. 30, 2014 | Jun. 30, 2016 | Dec. 31, 2014 | Jun. 30, 2014 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Oct. 30, 2015 |
Business Acquisition [Line Items] | |||||||||||||
Net cash outflow | $ 125,248 | $ 14,450 | $ 35,625 | ||||||||||
Escrow reserve, reduction | 0 | 0 | (177) | ||||||||||
Amortization expense for intangible assets | 15,000 | 12,900 | 10,600 | ||||||||||
Income tax expense (benefit) | 75,810 | 3,430 | (1,980) | ||||||||||
Restructuring charges | 12,039 | 4,417 | 6,289 | ||||||||||
BioStorage Technologies, Inc. | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Percentage of voting interests acquired | 100.00% | ||||||||||||
Business acquisition, cash payment | $ 130,700 | ||||||||||||
Seller's cash | 2,800 | ||||||||||||
Net cash outflow | 128,000 | ||||||||||||
Net cash outflow, amount ascribed to the purchase price | 125,248 | ||||||||||||
Net cash outflow, amount of retention arrangements | 2,500 | 800 | |||||||||||
Repayment of sellers' debt | 3,200 | ||||||||||||
Transaction costs | 2,900 | 3,200 | 3,300 | ||||||||||
Proceeds from settlement of business acquisition working capital adjustments | $ 200 | ||||||||||||
Business acquisition, increase (decrease) in goodwill | $ (200) | ||||||||||||
Escrow Deposit | 5,400 | ||||||||||||
Escrow reserve | 2,900 | 2,700 | |||||||||||
Escrow reserve, satisfaction of seller's indemnification obligations | 1,900 | ||||||||||||
Escrow deposit for potential purchase price adjustments | $ 1,000 | ||||||||||||
Escrow reserve, reduction | $ (1,700) | ||||||||||||
Weighted average useful life | 10 years 7 months 12 days | ||||||||||||
Revenue of acquiree | 44,600 | ||||||||||||
Net income (loss) of acquiree | 2,400 | ||||||||||||
Amortization expense for intangible assets | 2,900 | ||||||||||||
Compensation expense | 2,400 | ||||||||||||
Retention payment balance | 100 | ||||||||||||
Restructuring charges | 1,900 | ||||||||||||
Seller's debt | $ 385 | ||||||||||||
BioStorage Technologies, Inc. | Trademarks | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Finite-lived intangibles | 4,900 | ||||||||||||
Weighted average amortizable lives | 8 years | ||||||||||||
BioStorage Technologies, Inc. | Customer relationships | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Finite-lived intangibles | 36,600 | ||||||||||||
Weighted average amortizable lives | 11 years | ||||||||||||
Contact Co., Ltd | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business acquisition, cash payment | $ 1,900 | ||||||||||||
Seller's cash | 4,800 | ||||||||||||
Net cash outflow | 6,834 | ||||||||||||
Transaction costs | 100 | 200 | |||||||||||
Escrow reserve | 1,500 | 700 | |||||||||||
Escrow reserve, reduction | 800 | ||||||||||||
Revenue of acquiree | 4,500 | ||||||||||||
Net income (loss) of acquiree | 1,100 | ||||||||||||
Amortization expense for intangible assets | 700 | ||||||||||||
Seller's debt | 8,800 | ||||||||||||
Contingent consideration | 800 | 500 | |||||||||||
Measurement period adjustment, tangible assets | (1,100) | ||||||||||||
Fair value remeasurement | (300) | ||||||||||||
Inventory step up | 600 | ||||||||||||
Contact Co., Ltd | Completed technology | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Finite-lived intangibles | $ 2,290 | ||||||||||||
Weighted average amortizable lives | 5 years | ||||||||||||
FluidX | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Net cash outflow | $ 15,505 | ||||||||||||
Transaction costs | 500 | 200 | |||||||||||
Escrow reserve | 1,500 | ||||||||||||
Revenue of acquiree | 15,600 | 15,000 | |||||||||||
Net income (loss) of acquiree | 200 | 600 | |||||||||||
Amortization expense for intangible assets | 1,200 | 1,400 | |||||||||||
Inventory step up | 1,000 | ||||||||||||
Change in purchase price | $ 100 | ||||||||||||
FluidX | Trademarks | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Finite-lived intangibles | $ 750 | ||||||||||||
Weighted average amortizable lives | 5 years | ||||||||||||
FluidX | Completed technology | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Finite-lived intangibles | $ 1,230 | ||||||||||||
Weighted average amortizable lives | 5 years | ||||||||||||
FluidX | Customer relationships | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Finite-lived intangibles | $ 4,810 | ||||||||||||
Weighted average amortizable lives | 5 years | ||||||||||||
Dynamic Micro Systems | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Net cash outflow | $ 31,625 | ||||||||||||
Transaction costs | 400 | ||||||||||||
Business acquisition, increase (decrease) in goodwill | $ (300) | ||||||||||||
Escrow reserve | 2,800 | $ 2,800 | |||||||||||
Revenue of acquiree | 45,100 | 44,000 | 5,500 | ||||||||||
Net income (loss) of acquiree | 1,800 | 3,100 | 4,500 | ||||||||||
Amortization expense for intangible assets | 1,600 | 2,200 | 900 | ||||||||||
Restructuring charges | 100 | 300 | |||||||||||
Inventory step up | 600 | $ 1,900 | |||||||||||
Escrow refund | $ 2,200 | ||||||||||||
Dynamic Micro Systems | Completed technology | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Weighted average amortizable lives | 5 years | ||||||||||||
Dynamic Micro Systems | Customer relationships | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Weighted average amortizable lives | 8 years | ||||||||||||
Pro Forma [Member] | BioStorage Technologies, Inc. | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Amortization and depreciable expense | 600 | 4,300 | |||||||||||
Income tax expense (benefit) | $ 500 | $ 800 |
Acquisitions - Amounts of Asset
Acquisitions - Amounts of Assets and Liabilities at Fair Value as of Acquisition Date (Detail) - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 14, 2015 | Oct. 01, 2014 | Apr. 30, 2014 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 202,138 | $ 121,408 | $ 109,501 | ||||
Total purchase price, net of cash acquired | 125,248 | $ 14,450 | $ 35,625 | ||||
BioStorage Technologies, Inc. | |||||||
Business Acquisition [Line Items] | |||||||
Accounts receivable | $ 16,942 | ||||||
Prepaid and other current assets | 321 | ||||||
Property, plant and equipment | 14,345 | ||||||
Intangible assets | 41,460 | ||||||
Goodwill | 79,639 | ||||||
Other long term assets | 53 | ||||||
Debt assumed | (385) | ||||||
Accounts payable | (1,708) | ||||||
Accrued liabilities | (9,423) | ||||||
Deferred revenue | (1,766) | ||||||
Long-term deferred tax liabilities | (14,169) | ||||||
Other long-term liabilities | (61) | ||||||
Total purchase price, net of cash acquired | 125,248 | ||||||
Total purchase price, net of cash acquired | $ 128,000 | ||||||
BioStorage Technologies, Inc. | Customer relationships | |||||||
Business Acquisition [Line Items] | |||||||
Finite-lived intangibles | 36,600 | ||||||
BioStorage Technologies, Inc. | Trademarks | |||||||
Business Acquisition [Line Items] | |||||||
Finite-lived intangibles | $ 4,900 | ||||||
Contact Co., Ltd | |||||||
Business Acquisition [Line Items] | |||||||
Accounts receivable | $ 42 | ||||||
Inventory | 2,020 | ||||||
Prepaid and other current assets | 484 | ||||||
Property, plant and equipment | 79 | ||||||
Goodwill | 4,195 | ||||||
Other long term assets | 1,410 | ||||||
Debt assumed | (8,800) | ||||||
Accounts payable | (1,089) | ||||||
Accrued liabilities | (1,823) | ||||||
Long-term deferred tax liabilities | (774) | ||||||
Total purchase price, net of cash acquired | 6,834 | ||||||
Contact Co., Ltd | Completed technology | |||||||
Business Acquisition [Line Items] | |||||||
Finite-lived intangibles | $ 2,290 | ||||||
FluidX | |||||||
Business Acquisition [Line Items] | |||||||
Accounts receivable | $ 1,980 | ||||||
Inventory | 2,857 | ||||||
Prepaid and other current assets | 213 | ||||||
Property, plant and equipment | 101 | ||||||
Goodwill | 8,247 | ||||||
Accounts payable | (2,079) | ||||||
Accrued liabilities | (992) | ||||||
Deferred revenue | (72) | ||||||
Long-term deferred tax liabilities | (1,540) | ||||||
Total purchase price, net of cash acquired | 15,505 | ||||||
FluidX | Completed technology | |||||||
Business Acquisition [Line Items] | |||||||
Finite-lived intangibles | 1,230 | ||||||
FluidX | Customer relationships | |||||||
Business Acquisition [Line Items] | |||||||
Finite-lived intangibles | 4,810 | ||||||
FluidX | Trademarks | |||||||
Business Acquisition [Line Items] | |||||||
Finite-lived intangibles | $ 750 | ||||||
Dynamic Micro Systems | |||||||
Business Acquisition [Line Items] | |||||||
Accounts receivable | $ 15,262 | ||||||
Inventory | 10,051 | ||||||
Prepaid and other current assets | 2,727 | ||||||
Property, plant and equipment | 2,049 | ||||||
Goodwill | 11,638 | ||||||
Accounts payable | (10,393) | ||||||
Accrued liabilities | (5,522) | ||||||
Deferred revenue | (1,309) | ||||||
Long-term deferred tax liabilities | (3,588) | ||||||
Total purchase price, net of cash acquired | 31,625 | ||||||
Total purchase price, net of cash acquired | 31,625 | ||||||
Dynamic Micro Systems | Completed technology | |||||||
Business Acquisition [Line Items] | |||||||
Identifiable intangible assets | 3,610 | ||||||
Dynamic Micro Systems | Customer relationships | |||||||
Business Acquisition [Line Items] | |||||||
Identifiable intangible assets | $ 7,100 |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information (Details) - BioStorage Technologies, Inc. - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Business Acquisition [Line Items] | ||
Revenue | $ 571,369 | $ 593,687 |
Net (loss) income | $ (63,396) | $ 7,000 |
Basic (loss) income per share | $ (0.93) | $ 0.10 |
Diluted (loss) income per share | $ (0.93) | $ 0.10 |
Basic | 68,507 | 67,411 |
Diluted | 68,507 | 68,549 |
Marketable Securities - Summary
Marketable Securities - Summary of Marketable Securities Including Accrued Interest Receivable (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 6,137 | $ 133,263 |
Gross Unrealized Gains | 1 | 102 |
Gross Unrealized Losses | (3) | (57) |
Fair Value | 6,135 | 133,308 |
U.S. Treasury securities and obligations of U.S. government agencies | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 30,343 | |
Gross Unrealized Gains | 39 | |
Gross Unrealized Losses | 0 | |
Fair Value | 30,382 | |
Corporate securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,394 | 54,725 |
Gross Unrealized Gains | 0 | 13 |
Gross Unrealized Losses | 0 | (48) |
Fair Value | 2,394 | 54,690 |
Mortgage-backed securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 857 | |
Gross Unrealized Gains | 27 | |
Gross Unrealized Losses | 0 | |
Fair Value | 884 | |
Other debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 39 | 5,056 |
Gross Unrealized Gains | 0 | 3 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 39 | 5,059 |
Municipal securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 3,704 | 30,258 |
Gross Unrealized Gains | 1 | 18 |
Gross Unrealized Losses | (3) | (9) |
Fair Value | $ 3,702 | 30,267 |
Bank certificate of deposits | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 12,024 | |
Gross Unrealized Gains | 2 | |
Gross Unrealized Losses | 0 | |
Fair Value | $ 12,026 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Schedule of Available-for-sale Securities [Line Items] | ||
Marketable securities sold during period, fair value | $ 127,600 | $ 9,500 |
Marketable securities sold during period, amortized cost basis | 127,700 | 9,500 |
Net realized losses | 100 | |
Proceeds from sale of marketable securities | 127,000 | 9,500 |
Reclassification unrealized net holding losses | 125 | |
Fair value of marketable securities in unrealized loss position | 2,500 | 40,400 |
Aggregate unrealized losses for securities in unrealized loss position | 3 | 57 |
Corporate securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of marketable securities in unrealized loss position | 31,800 | |
Aggregate unrealized losses for securities in unrealized loss position | 0 | 48 |
Municipal securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of marketable securities in unrealized loss position | 6,600 | |
Aggregate unrealized losses for securities in unrealized loss position | $ 3 | 9 |
Bank certificate of deposits | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of marketable securities in unrealized loss position | 1,000 | |
Aggregate unrealized losses for securities in unrealized loss position | 0 | |
U.S. Treasury securities and obligations of U.S. government agencies | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair value of marketable securities in unrealized loss position | 1,000 | |
Aggregate unrealized losses for securities in unrealized loss position | $ 0 |
Marketable Securities - Fair Va
Marketable Securities - Fair Value of Marketable Securities by Contractual Maturity (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Investments, Debt and Equity Securities [Abstract] | ||
Due in one year or less | $ 39 | |
Due after one year through five years | 3,704 | |
Due after ten years | 2,392 | |
Fair Value | $ 6,135 | $ 133,308 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 194,917 | $ 169,019 |
Less accumulated depreciation and amortization | (140,032) | (127,164) |
Property, plant and equipment, net | 54,885 | 41,855 |
Buildings and land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 45,772 | 43,765 |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 65,989 | 58,715 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 54,896 | 43,185 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 5,704 | 5,310 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 17,128 | 13,617 |
Capital projects in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 5,428 | $ 4,427 |
Property, Plant and Equipment68
Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2016 |
Property, Plant and Equipment [Abstract] | |||||
Depreciation expense | $ 13,100 | $ 12,300 | $ 12,700 | ||
Capital Expenditures Incurred but Not yet Paid | 1,300 | ||||
Additions to property plant and equipment | $ 8,400 | ||||
Property, Plant and Equipment [Line Items] | |||||
Assets held for sale | 2,900 | 0 | 2,900 | ||
Loss on Write-down, Assets Held-for-sale | 1,900 | ||||
Long Lived Assets Held-for-sale, Selling Price | $ 2,800 | ||||
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Nonrecurring | |||||
Property, Plant and Equipment [Line Items] | |||||
Assets held for sale | $ 2,900 | $ 2,900 | |||
Reported Value Measurement | Buildings and land | |||||
Property, Plant and Equipment [Line Items] | |||||
Assets held for sale | $ 4,800 |
Property, Plant and Equipment C
Property, Plant and Equipment Components of the Gain on the Sale (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Property, Plant and Equipment [Abstract] | ||
Property, plant and equipment, net | $ (54,885) | $ (41,855) |
Goodwill and Intangible Asset70
Goodwill and Intangible Assets - Additional Information (Detail) | Feb. 01, 2016USD ($) | Mar. 31, 2016reporting_unit | Jun. 30, 2016reporting_unit | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | Apr. 01, 2016 | Nov. 30, 2015USD ($) | Aug. 14, 2015USD ($) |
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 6 | 5 | ||||||||
Number of reporting units with goodwill | reporting_unit | 5 | |||||||||
Carrying amount of goodwill | $ 202,138,000 | $ 121,408,000 | $ 109,501,000 | |||||||
Impairment loss | 0 | 0 | 398,000 | |||||||
Amortization expense for intangible assets | 15,000,000 | 12,900,000 | 10,600,000 | |||||||
BioStorage Technologies, Inc. | ||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||||||
Carrying amount of goodwill | $ 79,639,000 | |||||||||
Goodwill, acquired during period | 79,700,000 | |||||||||
Amortization expense for intangible assets | 2,900,000 | |||||||||
Contact Co., Ltd | ||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||||||
Carrying amount of goodwill | $ 4,195,000 | |||||||||
Measurement period adjustment | (1,100,000) | |||||||||
Amortization expense for intangible assets | 700,000 | |||||||||
CeligoCell Cytometer product line | ||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||||||
Impairment loss | 400,000 | $ 2,000,000 | ||||||||
Brooks Product Solutions | ||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 4 | |||||||||
Brooks Semiconductor Solutions Group | ||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 4 | |||||||||
Carrying amount of goodwill | 66,837,000 | 65,783,000 | 62,123,000 | |||||||
Brooks Life Science Systems | ||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 1 | |||||||||
Carrying amount of goodwill | 135,301,000 | $ 55,625,000 | $ 47,378,000 | |||||||
Polycold and CTI Cryogenics Reporting Units | ||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 2 | |||||||||
BSSG Cryogenics Reporting Unit | ||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||||||
Number of reporting units | reporting_unit | 1 | |||||||||
Carrying amount of goodwill | $ 24,000,000 | |||||||||
Polycold Reporting Unit | ||||||||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||||||||
Carrying amount of goodwill | $ 24,000,000 | |||||||||
Percentage of fair value in excess of carrying amount | 18.00% | 12.00% | 12.00% | |||||||
Goodwill, impairment loss | $ 0 |
Goodwill and Intangible Asset71
Goodwill and Intangible Assets - Components of Goodwill by Business Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Goodwill [Roll Forward] | |||
Gross goodwill, period start | $ 736,366 | $ 724,459 | |
Acquisitions and adjustments during fiscal year | 80,730 | 11,907 | |
Gross goodwill, period end | 817,096 | 736,366 | |
Accumulated goodwill impairments, beginning balance | (614,958) | (614,958) | |
Accumulated goodwill impairments, ending balance | (614,958) | (614,958) | |
Goodwill, less accumulated impairments | 202,138 | 121,408 | $ 109,501 |
Brooks Semiconductor Solutions Group | |||
Goodwill [Roll Forward] | |||
Gross goodwill, period start | 654,727 | 651,067 | |
Acquisitions and adjustments during fiscal year | 1,054 | 3,660 | |
Gross goodwill, period end | 655,781 | 654,727 | |
Accumulated goodwill impairments, beginning balance | (588,944) | (588,944) | |
Accumulated goodwill impairments, ending balance | (588,944) | (588,944) | |
Goodwill, less accumulated impairments | 66,837 | 65,783 | 62,123 |
Brooks Life Science Systems | |||
Goodwill [Roll Forward] | |||
Gross goodwill, period start | 55,625 | 47,378 | |
Acquisitions and adjustments during fiscal year | 79,676 | 8,247 | |
Gross goodwill, period end | 135,301 | 55,625 | |
Accumulated goodwill impairments, beginning balance | 0 | 0 | |
Accumulated goodwill impairments, ending balance | 0 | 0 | |
Goodwill, less accumulated impairments | 135,301 | 55,625 | 47,378 |
Other | |||
Goodwill [Roll Forward] | |||
Gross goodwill, period start | 26,014 | 26,014 | |
Acquisitions and adjustments during fiscal year | 0 | 0 | |
Gross goodwill, period end | 26,014 | 26,014 | |
Accumulated goodwill impairments, beginning balance | (26,014) | (26,014) | |
Accumulated goodwill impairments, ending balance | (26,014) | (26,014) | |
Goodwill, less accumulated impairments | $ 0 | $ 0 | $ 0 |
Goodwill and Intangible Asset72
Goodwill and Intangible Assets - Components of Impaired Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Impairment loss | $ 0 | $ 0 | $ 398 | |
CeligoCell Cytometer product line | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Impairment loss | $ 400 | $ 2,000 |
Goodwill and Intangible Asset73
Goodwill and Intangible Assets - Components of Identifiable Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 191,698 | $ 150,513 |
Accumulated Amortization | 109,855 | 95,067 |
Net Book Value | 81,843 | 55,446 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 7,808 | 7,808 |
Accumulated Amortization | 7,486 | 7,394 |
Net Book Value | 322 | 414 |
Completed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 60,485 | 60,748 |
Accumulated Amortization | 51,018 | 46,718 |
Net Book Value | 9,467 | 14,030 |
Trademarks and trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 9,142 | 4,241 |
Accumulated Amortization | 4,204 | 3,604 |
Net Book Value | 4,938 | 637 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 114,263 | 77,716 |
Accumulated Amortization | 47,147 | 37,351 |
Net Book Value | $ 67,116 | $ 40,365 |
Goodwill and Intangible Asset74
Goodwill and Intangible Assets - Estimated Future Amortization Expense for Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,017 | $ 15,573 | |
2,018 | 14,052 | |
2,019 | 13,713 | |
2,020 | 12,909 | |
2,021 | 8,036 | |
Thereafter | 17,560 | |
Net Book Value | $ 81,843 | $ 55,446 |
Equity Method Investments and75
Equity Method Investments and Other Investments - Additional information (Detail) - USD ($) | Sep. 11, 2015 | Mar. 20, 2015 | Feb. 02, 2015 | Dec. 22, 2014 | Mar. 31, 2014 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Mar. 08, 2016 |
Schedule of Equity Method Investments [Line Items] | |||||||||
Equity in (losses) earnings of equity method investments | $ 2,380,000 | $ (164,000) | $ 1,235,000 | ||||||
Equity method investments | 27,273,000 | 24,308,000 | |||||||
Debt conversion, converted instrument, rate | 9.00% | ||||||||
Disbursement for a loan receivable | $ 1,821,000 | 0 | 0 | ||||||
Percentage of income from equity method investment, in excess of income tax provision | 20.00% | ||||||||
Goodwill | $ 202,138,000 | 121,408,000 | 109,501,000 | ||||||
BioCision, LLC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Joint venture interest, percentage | 22.00% | 20.00% | |||||||
Equity investment cost | $ 4,000,000 | ||||||||
Equity in (losses) earnings of equity method investments | $ (1,100,000) | (1,000,000) | |||||||
Equity method investments | 1,700,000 | 2,700,000 | |||||||
Warrants aggregate fair value (less than) | 100,000 | 100,000 | |||||||
Gain (Loss) on Convertible Debt Securities and Warrants Recognized in Earnings | 400,000 | 400,000 | |||||||
Disbursement for a loan receivable | $ 150,000 | ||||||||
Equity Method Investment, Quarterly Royalty Receivable, Percentage of Revenue | 15.00% | ||||||||
ULVAC Cryogenics, Inc. | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Joint venture interest, percentage | 50.00% | ||||||||
Equity in (losses) earnings of equity method investments | $ 3,400,000 | 1,400,000 | 1,600,000 | ||||||
Equity method investments | 25,600,000 | 21,500,000 | |||||||
Charges for products or services | 300,000 | 400,000 | 400,000 | ||||||
Accounts payable for unpaid products and services | 50,298 | ||||||||
Management fee payments received | 800,000 | 600,000 | 600,000 | ||||||
Cash dividend received | $ 1,500,000 | 600,000 | |||||||
Yaskawa Brooks Automation, Inc. | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Joint venture interest, percentage | 50.00% | ||||||||
Equity in (losses) earnings of equity method investments | (600,000) | (100,000) | |||||||
Charges for products or services | 700,000 | 700,000 | |||||||
Revenues earned from joint ventures | 2,500,000 | $ 7,400,000 | |||||||
Due from joint venture | $ 0 | ||||||||
Business acquisition, cash payment | $ 1,800,000 | ||||||||
Goodwill | $ 200,000 | ||||||||
Dividends | $ 1,800,000 | ||||||||
Equity Method Investment, Other than Temporary Impairment | 700,000 | ||||||||
Liquidation costs | 200,000 | ||||||||
Convertible Debt Securities [Member] | BioCision, LLC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Investment maturity period | 5 years | ||||||||
Payments to acquire investments | $ 5,000,000 | $ 2,500,000 | |||||||
Convertible debt securities | 5,800,000 | $ 5,300,000 | |||||||
Permanent Term Loan, Tranche One [Member] | BioCision, LLC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Receivable with Imputed Interest, Face Amount | $ 600,000 | $ 750,000 | |||||||
Receivable with Imputed Interest, Effective Yield (Interest Rate) | 10.00% | ||||||||
Permanent Term Loan [Member] | BioCision, LLC | |||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||
Receivable with Imputed Interest, Face Amount | $ 1,500,000 | ||||||||
Aggregate Royalty Proceeds | $ 1,500,000 |
Equity Method Investments and76
Equity Method Investments and Other Investments - Equity Method Investment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Equity Method Investment, Summarized Financial Information, Balance Sheets [Abstract] | |||
Current assets | $ 59,507 | $ 43,201 | |
Non-current assets | 15,461 | 12,657 | |
Current liabilities | 25,320 | 15,551 | |
Non-current liabilities | 19,933 | 13,581 | |
Equity Method Investment, Summarized Financial Information, Income Statement [Abstract] | |||
Total revenue | 74,659 | 48,047 | $ 48,702 |
Gross profit (loss) | 27,355 | 16,327 | 16,510 |
Income (loss) from continuing operations | 6,731 | (1,074) | 1,745 |
Net income (loss) | $ 2,374 | $ (2,452) | $ 1,636 |
Loan Receivable - Additional In
Loan Receivable - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2014 | Jun. 30, 2012 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Receivables [Abstract] | |||||
Carrying value of the loan receivable | $ 200 | $ 1,000 | |||
Variable Interest Entity [Line Items] | |||||
Loan provided to borrower | 250 | $ 5,500 | $ 0 | ||
Impairment charge | $ 800 | ||||
Variable Interest Entity | |||||
Variable Interest Entity [Line Items] | |||||
Loan provided to borrower | $ 3,000 | ||||
Loans Receivable, Interest Rate | 9.00% | 10.00% | |||
Term extension | 5 years | ||||
Variable Interest Entity | Selling, General and Administrative Expenses | |||||
Variable Interest Entity [Line Items] | |||||
Impairment charge | $ 2,600 |
Supplementary Balance Sheet I78
Supplementary Balance Sheet Information - Summary of Accounts Receivable (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Accounts Receivable, Net [Abstract] | ||
Accounts receivable | $ 108,713 | $ 87,582 |
Accounts receivable, net | 106,372 | 86,448 |
Allowance for doubtful accounts | ||
Accounts Receivable, Net [Abstract] | ||
Less allowances | (2,241) | (1,019) |
Allowance for sales returns | ||
Accounts Receivable, Net [Abstract] | ||
Less allowances | $ (100) | $ (115) |
Supplementary Balance Sheet I79
Supplementary Balance Sheet Information - Allowance for Doubtful Accounts Activity (Detail) - Allowance for doubtful accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $ 1,019 | $ 1,031 | $ 863 |
Provisions | 202 | 0 | 438 |
Reversals of Bad Debt Expense | 0 | 0 | (315) |
Write-offs and Adjustments | 1,020 | (12) | 45 |
Balance at End of Period | $ 2,241 | $ 1,019 | $ 1,031 |
Supplementary Balance Sheet I80
Supplementary Balance Sheet Information - Allowance for Sales Returns (Details) - Allowance for sales returns - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Financing Receivable, Allowance for Credit Losses [Line Items] | |||
Balance at Beginning of Period | $ 115 | $ 133 | $ 114 |
Provisions | (14) | (18) | 19 |
Write-offs and Adjustments | 0 | 0 | 0 |
Balance at End of Period | $ 101 | $ 115 | $ 133 |
Supplementary Balance Sheet I81
Supplementary Balance Sheet Information - Summary of Inventories (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Inventories | ||
Raw materials and purchased parts | $ 60,979 | $ 62,441 |
Work-in-process | 16,090 | 21,563 |
Finished goods | 15,503 | 16,615 |
Inventory, net | $ 92,572 | $ 100,619 |
Supplementary Balance Sheet I82
Supplementary Balance Sheet Information - Summary of Inventory Reserves (Detail) - Inventory Valuation Reserve - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 23,768 | $ 26,027 | $ 24,200 |
Provisions | 7,293 | 7,879 | 6,900 |
Inventory Disposals and Adjustments | (6,267) | (10,138) | (5,073) |
Balance at End of Period | $ 24,794 | $ 23,768 | $ 26,027 |
Supplementary Balance Sheet I83
Supplementary Balance Sheet Information - Product Warranty and Retrofit Activity on Gross Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Balance at beginning of year | $ 6,089 | $ 6,499 | $ 7,260 |
Adjustments for acquisitions and divestitures | 0 | 81 | 364 |
Accruals for warranties during the year | 9,975 | 9,917 | 9,969 |
Costs incurred | (9,740) | (10,408) | (11,094) |
Balance at end of year | $ 6,324 | $ 6,089 | $ 6,499 |
Line of Credit (Details)
Line of Credit (Details) - Line of Credit - Wells Fargo Bank, N.A. | May 26, 2016USD ($) | Sep. 30, 2016USD ($) |
Swing Loan | ||
Line of Credit Facility [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 7,500,000 | |
Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Debt instrument, term | 5 years | |
Line of credit facility, maximum borrowing capacity | $ 75,000,000 | |
Long-term line of credit | $ 0 | |
Deferred financing costs | 700,000 | |
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | |
Line of credit facility, commitment fee amount | $ 63,000 | |
Debt instrument, covenant, liquidity, maximum threshold, commitments under line of credit, percent | 12.50% | |
Debt instrument, covenant, liquidity, maximum threshold, value | $ 9,400,000 | |
Debt instrument, covenant, fixed coverage ratio, minimum | 1 | |
Debt instrument, covenant, liquidity percentage, maximum | 50.00% | |
Letter of Credit | ||
Line of Credit Facility [Line Items] | ||
Line of credit facility, maximum borrowing capacity | $ 25,000,000 | |
Federal Funds Effective Swap Rate | Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Debt instrument, basis spread on variable rate | 0.50% | |
London Interbank Offered Rate (LIBOR) | Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Debt instrument, basis spread on variable rate | 1.00% |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Provision (Benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Current income tax provision (benefit): | |||
Federal | $ (145) | $ 10 | $ 15 |
State | (186) | 56 | 177 |
Foreign | 5,868 | 5,537 | 1,417 |
Total current income tax provision | 5,537 | 5,603 | 1,609 |
Deferred income tax (benefit): | |||
Federal | 68,300 | (1,773) | (2,276) |
State | 4,000 | (104) | (35) |
Foreign | (2,027) | (296) | (1,278) |
Total deferred income tax (benefit) | 70,273 | (2,173) | (3,589) |
Income tax provision (benefit) | $ 75,810 | $ 3,430 | $ (1,980) |
Income Taxes - Components of 86
Income Taxes - Components of Income Before Income Taxes and Equity in Earnings of Joint Ventures (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (8,186) | $ (1,321) | $ (7,338) |
Foreign | 12,140 | 19,136 | 5,643 |
Income (loss) before income taxes and earnings (losses) of equity method investments | $ 3,954 | $ 17,815 | $ (1,695) |
Income Taxes - Differences Betw
Income Taxes - Differences Between Income Tax Provision (Benefit) and Income Taxes Computed using Applicable U.S. Statutory Federal Tax Rate (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Income tax provision (benefit) computed at federal statutory rate | $ 2,217 | $ 6,177 | $ (217) | |
State income taxes, net of federal benefit | 113 | 243 | (12) | |
Foreign income taxed at different rates | (755) | (938) | (596) | |
Dividends | (1,666) | (1,069) | (1,373) | |
Change in deferred tax asset valuation allowance | $ 79,300 | 77,531 | (36) | 453 |
Reduction in uncertain tax positions | (1,543) | (1,207) | (1,236) | |
Nondeductible compensation | 782 | 1,325 | 1,064 | |
Tax credits generated | (1,786) | (1,741) | (704) | |
Travel and entertainment | 274 | 314 | 220 | |
Merger costs | 503 | 228 | 187 | |
Other | 140 | 134 | 234 | |
Income tax provision (benefit) | $ 75,810 | $ 3,430 | $ (1,980) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Taxes [Line Items] | ||||
Undistributed earnings of foreign subsidiaries | $ 52,000 | $ 40,300 | $ 25,200 | |
Long-term deferred tax liabilities | 2,913 | 3,495 | ||
Establishment of a valuation allowance | $ 79,300 | 77,531 | (36) | 453 |
Deferred tax asset | 83,638 | |||
Federal research and development tax credit carryforwards | $ 18,700 | |||
Federal research and development tax credit carryforwards, expiration year | 2,036 | |||
Understatement of gross deferred tax assets operating loss carryforwards and related valuation allowance | 12,900 | |||
Unrecognized tax benefits | $ 3,800 | |||
Interest related to unrecognized benefits | 100 | 200 | 300 | |
Reductions from lapses in statutes of limitations | 897 | 734 | $ 861 | |
Minimum | ||||
Income Taxes [Line Items] | ||||
Anticipated unrecognized tax benefit reduction during next twelve months | 1,100 | |||
Federal | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | 137,000 | |||
State | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | 114,000 | |||
Foreign | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | 85,000 | |||
Stock Compensation Plan | ||||
Income Taxes [Line Items] | ||||
Net operating loss carryforwards | 15,000 | |||
State Credit Carryforward | ||||
Income Taxes [Line Items] | ||||
State research and development tax credit carryforwards | 10,400 | |||
Accounting Standards Update 2015-17 | New Accounting Pronouncement, Early Adoption, Effect | ||||
Income Taxes [Line Items] | ||||
Current deferred tax assets | (17,600) | 17,600 | ||
Non-current deferred tax assets | 16,700 | 70,500 | ||
Current deferred tax liabilities | (1,300) | 1,300 | ||
Long-term deferred tax liabilities | $ 300 | $ 3,200 |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Net Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Income Tax Disclosure [Abstract] | ||
Accruals and reserves not currently deductible | $ 16,448 | $ 9,602 |
Federal, state and foreign tax credits | 24,539 | 22,115 |
Other assets | 4,294 | 5,939 |
Net operating loss carryforwards | 73,097 | 63,569 |
Inventory reserves and valuation | 11,342 | 10,598 |
Deferred tax assets | 129,720 | 111,823 |
Depreciation and intangible amortization | 25,850 | 9,388 |
Deferred tax liabilities | 25,850 | 9,388 |
Valuation allowance | (104,802) | (18,797) |
Net deferred tax liabilities | $ (932) | |
Net deferred tax asset | $ 83,638 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Beginning and Ending Amount of Consolidated Liability for Unrecognized Income Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning Balance | $ 2,191 | $ 4,262 | $ 5,147 |
Reductions from lapses in statutes of limitations | (897) | (734) | (861) |
Reductions from settlements with taxing authorities | (1,304) | ||
Additions for tax positions in current year | 4,165 | ||
Foreign exchange rate adjustment | (32) | (33) | (24) |
Ending Balance | $ 5,427 | $ 2,191 | $ 4,262 |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Details) $ in Millions | 3 Months Ended |
Jun. 30, 2014USD ($) | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Net gains related to foreign currency contracts | $ 0.1 |
Derivative Instruments - Net Ga
Derivative Instruments - Net Gains and Losses Recorded (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||
Realized gains on derivatives not designated as hedging instruments | $ 1,434 | $ 628 | $ 185 |
Derivative Instruments - Notion
Derivative Instruments - Notional Amounts Outstanding under Foreign Currency Contracts (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Buy Currency, British Pound; Sell Currency, Swedish Krona | ||
Derivative [Line Items] | ||
Fair Value of Assets | $ 1 | |
Buy Currency, British Pound; Sell Currency, Euro | ||
Derivative [Line Items] | ||
Fair Value of Assets | $ 0 | |
Buy Currency, Euro; Sell Currency, British Pound | ||
Derivative [Line Items] | ||
Fair Value of Assets | 0 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | ||
Derivative [Line Items] | ||
Fair Value of Assets | 5 | 89 |
Fair Value of Liabilities | (96) | (36) |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, British Pound; Sell Currency, Swedish Krona | ||
Derivative [Line Items] | ||
Fair Value of Liabilities | 0 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, U.S. Dollar; Sell Currency, Korean Won | ||
Derivative [Line Items] | ||
Fair Value of Assets | 0 | |
Fair Value of Liabilities | (6) | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, British Pound; Sell Currency, Euro | ||
Derivative [Line Items] | ||
Fair Value of Liabilities | (29) | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, U.S. Dollar; Sell Currency, Taiwan Dollar | ||
Derivative [Line Items] | ||
Fair Value of Assets | 0 | |
Fair Value of Liabilities | (1) | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, U.S. Dollar; Sell Currency, British Pound | ||
Derivative [Line Items] | ||
Fair Value of Assets | 2 | 32 |
Fair Value of Liabilities | 0 | 0 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, U.S. Dollar; Sell Currency, Chinese Yuan | ||
Derivative [Line Items] | ||
Fair Value of Assets | 0 | 15 |
Fair Value of Liabilities | (33) | 0 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, Euro; Sell Currency, U.S. Dollar | ||
Derivative [Line Items] | ||
Fair Value of Assets | 0 | 40 |
Fair Value of Liabilities | (40) | 0 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, Korean Won; Sell Currency, U.S. Dollar | ||
Derivative [Line Items] | ||
Fair Value of Assets | 1 | |
Fair Value of Liabilities | 0 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, Euro; Sell Currency, British Pound | ||
Derivative [Line Items] | ||
Fair Value of Liabilities | (23) | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, U.S. Dollar; Sell Currency, Japanese Yen | ||
Derivative [Line Items] | ||
Fair Value of Assets | 0 | |
Fair Value of Liabilities | 0 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, U.S. Dollar; Sell Currency, Japanese Yen | ||
Derivative [Line Items] | ||
Fair Value of Assets | 2 | |
Fair Value of Liabilities | 0 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Buy Currency, U.S. Dollar; Sell Currency, Israeli Shekel | ||
Derivative [Line Items] | ||
Fair Value of Assets | 1 | 0 |
Fair Value of Liabilities | 0 | 0 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, British Pound; Sell Currency, Swedish Krona | ||
Derivative [Line Items] | ||
Notional Amount | 246 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, U.S. Dollar; Sell Currency, Korean Won | ||
Derivative [Line Items] | ||
Notional Amount | 1,543 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, British Pound; Sell Currency, Euro | ||
Derivative [Line Items] | ||
Notional Amount | 2,157 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, U.S. Dollar; Sell Currency, Taiwan Dollar | ||
Derivative [Line Items] | ||
Notional Amount | 662 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, U.S. Dollar; Sell Currency, British Pound | ||
Derivative [Line Items] | ||
Notional Amount | 6,107 | 4,308 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, U.S. Dollar; Sell Currency, Chinese Yuan | ||
Derivative [Line Items] | ||
Notional Amount | 5,815 | 5,177 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, Euro; Sell Currency, U.S. Dollar | ||
Derivative [Line Items] | ||
Notional Amount | 14,976 | 9,300 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, Korean Won; Sell Currency, U.S. Dollar | ||
Derivative [Line Items] | ||
Notional Amount | 2,255 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, Euro; Sell Currency, British Pound | ||
Derivative [Line Items] | ||
Notional Amount | 8,403 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, U.S. Dollar; Sell Currency, Japanese Yen | ||
Derivative [Line Items] | ||
Notional Amount | 425 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, U.S. Dollar; Sell Currency, Japanese Yen | ||
Derivative [Line Items] | ||
Notional Amount | 1,336 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Long [Member] | Buy Currency, U.S. Dollar; Sell Currency, Israeli Shekel | ||
Derivative [Line Items] | ||
Notional Amount | 311 | 457 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, British Pound; Sell Currency, Swedish Krona | ||
Derivative [Line Items] | ||
Notional Amount | 2,100 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, U.S. Dollar; Sell Currency, Korean Won | ||
Derivative [Line Items] | ||
Notional Amount | 1,852,000 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, British Pound; Sell Currency, Euro | ||
Derivative [Line Items] | ||
Notional Amount | 1,600 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, U.S. Dollar; Sell Currency, Taiwan Dollar | ||
Derivative [Line Items] | ||
Notional Amount | 22,000 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, U.S. Dollar; Sell Currency, British Pound | ||
Derivative [Line Items] | ||
Notional Amount | 4,710 | 6,520 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, U.S. Dollar; Sell Currency, Chinese Yuan | ||
Derivative [Line Items] | ||
Notional Amount | 39,000 | 33,000 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, Euro; Sell Currency, U.S. Dollar | ||
Derivative [Line Items] | ||
Notional Amount | 13,300 | 8,253 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, Korean Won; Sell Currency, U.S. Dollar | ||
Derivative [Line Items] | ||
Notional Amount | 2,488,000 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, Euro; Sell Currency, British Pound | ||
Derivative [Line Items] | ||
Notional Amount | 6,500 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, U.S. Dollar; Sell Currency, Japanese Yen | ||
Derivative [Line Items] | ||
Notional Amount | 51,000 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, U.S. Dollar; Sell Currency, Japanese Yen | ||
Derivative [Line Items] | ||
Notional Amount | 160,000 | |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Short [Member] | Buy Currency, U.S. Dollar; Sell Currency, Israeli Shekel | ||
Derivative [Line Items] | ||
Notional Amount | $ 1,169 | $ 1,800 |
Postretirement Benefits - Addit
Postretirement Benefits - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016USD ($)Plan | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |||
Unrecognized net actuarial losses | $ (165) | $ (722) | |
Defined Benefit Pension Plan, Number of Plans | Plan | 2 | ||
Accumulated benefit obligation | $ 6,300 | 6,900 | |
Curtailment gain | 852 | 0 | |
Amortization of net loss | (227) | 0 | $ 0 |
Settlement loss | 0 | (232) | 0 |
Curtailment gain including foreign currency | 1,100 | ||
Fair value of plan assets | 4,734 | 4,838 | 6,131 |
Expected contribution to the Plan to meet minimum funding targets | 200 | ||
Employer contributions | 3,600 | 3,000 | $ 3,500 |
Market Related Valuation of Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Unrecognized net actuarial losses | $ (900) | (800) | |
Investment gains or losses recognition period | 5 years | ||
Other actuarial losses | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Unrecognized net actuarial losses | $ (300) | $ (200) | |
Nexus Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,200 | ||
Taiwan Plan Assets | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 500 | ||
Worldwide Defined Contribution Plans | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 4.50% |
Postretirement Benefits - Funde
Postretirement Benefits - Funded Status and Amounts Recognized in Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation at beginning of fiscal year | $ 7,661 | $ 8,213 | |
Service cost | 548 | 482 | $ 406 |
Interest cost | 71 | 124 | 154 |
Actuarial loss | 106 | 733 | |
Benefits paid | (712) | (209) | |
Employee contributions | 156 | 444 | |
Settlements paid | 0 | (1,795) | |
Curtailment gain | (1,064) | 0 | |
Foreign currency translation | 81 | (331) | |
Benefit obligation at end of fiscal year | 6,847 | 7,661 | 8,213 |
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward] | |||
Fair value of assets at beginning of fiscal year | 4,838 | 6,131 | |
Actual return on plan assets | 30 | 112 | |
Disbursements | (837) | (334) | |
Employer contributions | 296 | 306 | |
Employee contributions | 352 | 642 | |
Settlements paid | 0 | (1,795) | |
Foreign currency translation | 55 | (224) | |
Fair value of assets at end of fiscal year | 4,734 | 4,838 | $ 6,131 |
Accrued benefit obligation | $ 2,113 | $ 2,823 |
Postretirement Benefits - Pensi
Postretirement Benefits - Pension Amounts Recorded Within Account Line Items of Balance Sheet (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Compensation and Retirement Disclosure [Abstract] | ||
Accrued compensation and benefits | $ 155 | $ 298 |
Long-term pension liability | 1,958 | 2,525 |
Pension and Other Postretirement Defined Benefit Plans, Liabilities | $ 2,113 | $ 2,823 |
Postretirement Benefits - Net P
Postretirement Benefits - Net Periodic Pension Cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |||
Service cost | $ 548 | $ 482 | $ 406 |
Interest cost | 71 | 124 | 154 |
Expected return on plan assets | (159) | (210) | (214) |
Amortization of losses | 2 | 2 | 2 |
Other | 0 | 0 | 0 |
Net periodic pension cost | 462 | 398 | 348 |
Curtailment gain | (227) | 0 | 0 |
Settlement loss | 0 | 232 | 0 |
Total pension cost | $ 235 | $ 630 | $ 348 |
Postretirement Benefits - Other
Postretirement Benefits - Other Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | ||
Net loss | $ 165 | $ 722 |
Amortization of net loss | (2) | (2) |
Curtailment gain | (852) | 0 |
Settlement loss | 0 | (232) |
Total recognized in other comprehensive income (loss) | (689) | 488 |
Total recognized in net periodic pension cost and other comprehensive income (loss) | $ (227) | $ 886 |
Postretirement Benefits - Weigh
Postretirement Benefits - Weighted-Average Assumption Used to Determine Net Cost (Detail) | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |||
Discount rate | 0.40% | 0.92% | 1.55% |
Expected return on plan assets | 1.75% | 1.78% | 2.18% |
Expected rate of compensation increases | 1.31% | 1.65% | 1.87% |
Postretirement Benefits - Asset
Postretirement Benefits - Asset Allocation of Plan Assets of Non-U.S. Plans (Detail) - Non-U.S. Plans | Sep. 30, 2016 |
Defined Benefit Plan Disclosure [Line Items] | |
Percentage of Plan Assets | 100.00% |
Equity securities | |
Defined Benefit Plan Disclosure [Line Items] | |
Percentage of Plan Assets | 7.00% |
Cash and cash equivalents | |
Defined Benefit Plan Disclosure [Line Items] | |
Percentage of Plan Assets | 3.00% |
Debt Securities [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Percentage of Plan Assets | 72.00% |
Other Investments | |
Defined Benefit Plan Disclosure [Line Items] | |
Percentage of Plan Assets | 18.00% |
Postretirement Benefits - Fair
Postretirement Benefits - Fair Value of Pension Assets by Asset Category and by Level (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 4,734 | $ 4,838 | $ 6,131 |
Other Investments | Swiss Life collective foundation | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,208 | 4,347 | |
Other Investments | Taiwan collective trust | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 526 | 491 | |
Level 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Level 1 | Other Investments | Swiss Life collective foundation | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Level 1 | Other Investments | Taiwan collective trust | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Level 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,734 | 4,838 | |
Level 2 | Other Investments | Swiss Life collective foundation | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,208 | 4,347 | |
Level 2 | Other Investments | Taiwan collective trust | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 526 | 491 | |
Fair Value, Inputs, Level 3 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Inputs, Level 3 [Member] | Other Investments | Swiss Life collective foundation | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 0 | 0 | |
Fair Value, Inputs, Level 3 [Member] | Other Investments | Taiwan collective trust | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 0 | $ 0 |
Postretirement Benefits - Expec
Postretirement Benefits - Expected Benefit Payment Over Next Ten Years are Anticipated to be Paid (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Compensation and Retirement Disclosure [Abstract] | |
2,017 | $ 203 |
2,018 | 21 |
2,019 | 21 |
2,020 | 81 |
2,021 | 104 |
Thereafter (through 2026) | $ 735 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2016 | Sep. 30, 2015 | |
Equity [Abstract] | |||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |
Preferred stock, par value (USD per share) | $ 0.01 | $ 0.01 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Brooks Automation Asia | |||
Investment [Line Items] | |||
Payments to acquire ownership | $ 3.2 | ||
Consolidating interest | 100.00% |
Stockholders' Equity - Accumula
Stockholders' Equity - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Accumulated other comprehensive income (loss), net of tax, beginning of period | $ 5,898 | $ 15,687 | $ 22,604 |
Other comprehensive (loss) income before reclassifications | 8,291 | (9,887) | (6,798) |
Amounts reclassified from accumulated other comprehensive income | 977 | 98 | (119) |
Accumulated other comprehensive income (loss), net of tax, end of period | 15,166 | 5,898 | 15,687 |
Currency Translation Adjustments | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Accumulated other comprehensive income (loss), net of tax, beginning of period | 6,545 | 16,102 | 22,398 |
Other comprehensive (loss) income before reclassifications | 8,844 | (9,426) | (6,296) |
Amounts reclassified from accumulated other comprehensive income | 0 | (131) | 0 |
Accumulated other comprehensive income (loss), net of tax, end of period | 15,389 | 6,545 | 16,102 |
Unrealized Gains (Losses) on Available-for-Sale Securities | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Accumulated other comprehensive income (loss), net of tax, beginning of period | 103 | (38) | 66 |
Other comprehensive (loss) income before reclassifications | (231) | 144 | (78) |
Amounts reclassified from accumulated other comprehensive income | 125 | (3) | (26) |
Accumulated other comprehensive income (loss), net of tax, end of period | (3) | 103 | (38) |
Unrealized Gains (Losses) on Cash Flow Hedges | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Accumulated other comprehensive income (loss), net of tax, beginning of period | 0 | 0 | 14 |
Other comprehensive (loss) income before reclassifications | 0 | 0 | 79 |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 | (93) |
Accumulated other comprehensive income (loss), net of tax, end of period | 0 | 0 | 0 |
Pension Liability Adjustments | |||
Increase (Decrease) in Accumulated Other Comprehensive Income [Roll Forward] | |||
Accumulated other comprehensive income (loss), net of tax, beginning of period | (750) | (377) | 126 |
Other comprehensive (loss) income before reclassifications | (322) | (605) | (503) |
Amounts reclassified from accumulated other comprehensive income | 852 | 232 | 0 |
Accumulated other comprehensive income (loss), net of tax, end of period | $ (220) | $ (750) | $ (377) |
Equity Incentive Plans - Additi
Equity Incentive Plans - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Feb. 08, 2012 | Feb. 29, 1996 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Feb. 22, 1996 |
Equity Incentive Plan [Line Items] | ||||||
Awards granted | 1,690,582 | 1,513,281 | 1,517,057 | |||
Shares available for grant | 4,363,536 | |||||
Shares of common stock available for purchase | 212,928 | |||||
Additional shares of common stock available for purchase | 1,000,000 | |||||
Maximum percentage of base pay withheld and applied toward the purchase of shares | 10.00% | |||||
Stock purchase under employee stock purchase plan | 3,787,072 | |||||
Board of Director Units | ||||||
Equity Incentive Plan [Line Items] | ||||||
Awards granted | 86,082 | 69,281 | 82,095 | |||
Stock Compensation Plan | ||||||
Equity Incentive Plan [Line Items] | ||||||
Vesting period | 4 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | P10Y | |||||
Restricted stock | ||||||
Equity Incentive Plan [Line Items] | ||||||
Vesting period | 3 years | |||||
Awards granted | 1,690,582 | |||||
Awards granted (USD per share) | $ 10.84 | $ 11.89 | $ 9.49 | |||
Fair value of restricted stock awards vested | $ 14.3 | $ 8.4 | $ 5.6 | |||
Unrecognized compensation cost | $ 15.1 | |||||
Unrecognized compensation cost, estimated weighted average amortization period | 1 year 8 months 1 day | |||||
Payments Related to Tax Withholding for Share-based Compensation | $ 4.4 | $ 2.3 | $ 1.4 | |||
Awards forfeited (in shares) | (1,189,057) | |||||
Employee Stock Purchase Plan Nineteen Ninety Five Plan [Member] | ||||||
Equity Incentive Plan [Line Items] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award Employee Stock Purchase Plan Offering Term | 6 months | |||||
Performance Based | ||||||
Equity Incentive Plan [Line Items] | ||||||
Maximum award over targeted number of awards | 100.00% | |||||
Shares that could vest under terms of award | 1,297,546 | |||||
Shares that could vest under terms of award, percent | 154.70% | |||||
Number of shares over the target grant | 351,066 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Potentially Vested Shares, Percentage | 40.00% | 40.00% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Measurement Period | 3 years | |||||
Performance Based | Maximum | ||||||
Equity Incentive Plan [Line Items] | ||||||
Maximum award over targeted number of awards | 200.00% | |||||
Performance Based | Minimum | ||||||
Equity Incentive Plan [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Percentage of Performance-Based Units Awarded | 0.00% | |||||
Performance Based | Share-based Compensation Award, Tranche Two [Member] | ||||||
Equity Incentive Plan [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Measurement Period | 3 years | |||||
Time Based | ||||||
Equity Incentive Plan [Line Items] | ||||||
Awards granted | 744,250 | 597,250 | 596,212 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Period Increase (Decrease) | 458,796 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Equity Incentive Plan [Line Items] | ||||||
Vesting period | 3 years | |||||
Performance Shares [Member] | ||||||
Equity Incentive Plan [Line Items] | ||||||
Awards granted | 846,750 | 838,750 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Period Increase (Decrease) | 495,684 | |||||
Equity Incentive Plan 2000 | ||||||
Equity Incentive Plan [Line Items] | ||||||
Shares of common stock reserved for issuance | 9,000,000 | |||||
Equity Incentive Plan 2000 | Restricted stock | ||||||
Equity Incentive Plan [Line Items] | ||||||
Vesting period | 3 years | |||||
Share Based Compensation Arrangement By Share Based Payment Award Options Vesting Percentage Year One | 33.33% | |||||
Share Based Compensation Arrangement By Share Based Payment Award Options Vesting Percentage Year Two | 33.33% | |||||
Share Based Compensation Arrangement By Share Based Payment Award Options Vesting Percentage Year Three | 33.34% | |||||
Equity Incentive Plan 2000 | Restricted stock | Share Vesting Over Three Year Period [Member] | ||||||
Equity Incentive Plan [Line Items] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award Options Vesting Percentage Year One | ||||||
Share Based Compensation Arrangement By Share Based Payment Award Options Vesting Percentage Year Two | 50.00% | |||||
Share Based Compensation Arrangement By Share Based Payment Award Options Vesting Percentage Year Three | 50.00% | |||||
Equity Incentive Plan Two Thousand Fifteen | ||||||
Equity Incentive Plan [Line Items] | ||||||
Shares of common stock reserved for issuance | 5,000,000 | |||||
Equity Incentive Plan Two Thousand Fifteen | Performance Based | ||||||
Equity Incentive Plan [Line Items] | ||||||
Awards granted | 860,250 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Potentially Vested Shares, Percentage | 60.00% | |||||
Percentage of award for performance at target | 100.00% | |||||
Equity Incentive Plan Two Thousand Fifteen | Performance Based | Maximum | ||||||
Equity Incentive Plan [Line Items] | ||||||
Maximum award over targeted number of awards | 200.00% | |||||
Equity Incentive Plan Two Thousand Fifteen | Performance Based | Minimum | ||||||
Equity Incentive Plan [Line Items] | ||||||
Percentage of the award for performance below the minimum threshold | 0.00% | |||||
ESPP Plan Amendment | ||||||
Equity Incentive Plan [Line Items] | ||||||
Shares of common stock reserved for issuance | 4,000,000 | 3,000,000 | ||||
Employee Stock Purchase Plan | ||||||
Equity Incentive Plan [Line Items] | ||||||
Employee stock purchase plan, price per share percentage | 85.00% | |||||
Employee Stock Purchase Plan Nineteen Ninety Five Plan [Member] | ||||||
Equity Incentive Plan [Line Items] | ||||||
Shares issued (in shares) | 235,727 | 200,700 | ||||
Payments for repurchase of common stock | $ 1.9 | $ 1.8 | ||||
Granville-Phillips [Member] | Time Based | ||||||
Equity Incentive Plan [Line Items] | ||||||
Awards granted | 8,500 | |||||
Director [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Equity Incentive Plan [Line Items] | ||||||
Awards granted | 55,380 | 49,267 | 57,603 | |||
Restricted Stock Units (RSUs) [Member] | Director [Member] | ||||||
Equity Incentive Plan [Line Items] | ||||||
Awards granted | 25,560 | 13,318 | 24,492 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Quarterly Dividends in Period | 5,142 | 6,876 |
Equity Incentive Plans - Restri
Equity Incentive Plans - Restricted Stock Activity (Detail) - $ / shares | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Shares | |||
Awards granted | 1,690,582 | 1,513,281 | 1,517,057 |
Restricted stock | |||
Shares | |||
Outstanding at beginning of year | 3,257,413 | ||
Awards granted | 1,690,582 | ||
Awards vested (shares) | (1,269,862) | ||
Awards canceled (in shares) | (1,189,057) | ||
Outstanding at end of year | 2,489,076 | 3,257,413 | |
Weighted Average Grant-Date Fair Value | |||
Outstanding at beginning of period (USD per share) | $ 9.95 | ||
Awards granted (USD per share) | 10.84 | $ 11.89 | $ 9.49 |
Awards vested (USD per share) | 9.53 | ||
Awards canceled (USD per share) | 11.18 | ||
Outstanding at end of period (USD per share) | $ 10.79 | $ 9.95 | |
Time Based | |||
Shares | |||
Awards granted | 744,250 | 597,250 | 596,212 |
Performance Shares [Member] | |||
Shares | |||
Awards granted | 846,750 | 838,750 |
Restructuring and Other Char107
Restructuring and Other Charges - Additional Information (Detail) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2016USD ($)employee | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($)employee | Sep. 30, 2013USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 12,039 | $ 4,417 | $ 6,289 | |
Restructuring reserve to be paid | 5,939 | 2,073 | 3,475 | $ 1,412 |
Workforce-related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 12,014 | 3,213 | 5,706 | |
Restructuring reserve to be paid | 5,939 | 1,640 | 3,404 | 1,257 |
Facilities and other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 25 | 1,204 | 583 | |
Restructuring reserve to be paid | 0 | 433 | 71 | $ 155 |
Actions Initiated in Current Period [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 10,800 | |||
Actions Initiated in Current Period [Member] | Brooks Life Science Systems | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 3,100 | |||
Actions Initiated in Current Period [Member] | Brooks Semiconductor Solutions Group | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 1,800 | |||
Number of employees impacted by workforce reductions | employee | 44 | |||
Actions Initiated in Current Period [Member] | Workforce-related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 5,800 | |||
Restructuring reserve to be paid | 3,400 | |||
Actions Initiated in Current Period [Member] | Workforce-related | Brooks Life Science Systems | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 3,100 | |||
Restructuring reserve to be paid | 500 | |||
Actions Initiated in Current Period [Member] | Workforce-related | Brooks Semiconductor Solutions Group | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring reserve to be paid | 1,800 | |||
Restructuring and related cost incurred during period | 1,800 | |||
Actions Initiated in Prior Periods [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 1,300 | |||
Actions Initiated in Prior Periods [Member] | Facilities and other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring reserve to be paid | 200 | |||
Actions Initiated in Prior Periods [Member] | Facilities and other | Brooks Life Science Systems | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 100 | |||
Actions Initiated in Prior Periods [Member] | Facilities and other | Brooks Semiconductor Solutions Group | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 1,238 | |||
Fiscal Year 2015 Activities [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 4,700 | |||
Fiscal Year 2015 Activities [Member] | Workforce-related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 3,400 | |||
Fiscal Year 2015 Activities [Member] | Workforce-related | Brooks Life Science Systems | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 1,300 | |||
Fiscal Year 2015 Activities [Member] | Workforce-related | Brooks Semiconductor Solutions Group | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 2,200 | |||
Fiscal Year 2015 Activities [Member] | Facilities and other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 1,300 | |||
Fiscal Year 2014 Activities [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 6,300 | |||
Fiscal Year 2014 Activities [Member] | Workforce-related | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 5,700 | |||
Number of employees impacted by workforce reductions | employee | 70 | |||
Fiscal Year 2014 Activities [Member] | Workforce-related | Brooks Life Science Systems | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 1,600 | |||
Fiscal Year 2014 Activities [Member] | Workforce-related | Brooks Product Solutions | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 2,400 | |||
Fiscal Year 2014 Activities [Member] | Workforce-related | Polycold Manufacturing Operation | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 1,200 | |||
Fiscal Year 2014 Activities [Member] | Workforce-related | Brooks Global Services | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 400 | |||
Fiscal Year 2014 Activities [Member] | Workforce-related | Corporate Support functions | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 1,300 | |||
Fiscal Year 2014 Activities [Member] | Facilities and other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 600 | |||
Losses on write-downs on inventories | $ 300 | |||
Operating Segments | Actions Initiated in Current Period [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 5,800 |
Restructuring and Other Char108
Restructuring and Other Charges - Activity Related to Restructuring Accruals (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Restructuring Reserve [Roll Forward] | |||
Beginning Balance | $ 2,073 | $ 3,475 | $ 1,412 |
Expense | 12,039 | 4,417 | 6,289 |
Utilization | (8,173) | (5,819) | (4,226) |
Ending Balance | 5,939 | 2,073 | 3,475 |
Facilities and other | |||
Restructuring Reserve [Roll Forward] | |||
Beginning Balance | 433 | 71 | 155 |
Expense | 25 | 1,204 | 583 |
Utilization | (458) | (842) | (667) |
Ending Balance | 0 | 433 | 71 |
Workforce-related | |||
Restructuring Reserve [Roll Forward] | |||
Beginning Balance | 1,640 | 3,404 | 1,257 |
Expense | 12,014 | 3,213 | 5,706 |
Utilization | (7,715) | (4,977) | (3,559) |
Ending Balance | $ 5,939 | $ 1,640 | $ 3,404 |
Earnings per Share - Reconcilia
Earnings per Share - Reconciliation of Weighted Average Common Shares Outstanding for Purposes of Calculating Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share [Abstract] | |||
(Loss) income from continuing operations | $ (69,476) | $ 14,221 | $ 1,520 |
Income from discontinued operations, net of tax | 0 | 0 | 30,002 |
Net (loss) income | (69,476) | 14,221 | 31,522 |
Net income attributable to noncontrolling interests | 0 | 0 | (161) |
Net (loss) income attributable to Brooks Automation, Inc. | $ (69,476) | $ 14,221 | $ 31,361 |
Weighted average common shares outstanding used in computing basic earnings per share | 68,507 | 67,411 | 66,648 |
Dilutive common stock options and restricted stock units | 0 | 1,138 | 996 |
Weighted average common shares outstanding for purposes of computing diluted earnings per share | 68,507 | 68,549 | 67,644 |
Basic net (loss) income per share attributable to Brooks Automation, Inc. common stockholders: | |||
Income (loss) from continuing operations (USD per share) | $ (1.01) | $ 0.21 | $ 0.02 |
Income from discontinued operations, net of tax (USD per share) | 0 | 0 | 0.45 |
Basic net (loss) income per share attributable to Brooks Automation, Inc. (USD per share) | (1.01) | 0.21 | 0.47 |
Diluted net income (loss) per share attributable to Brooks Automation, Inc. common stockholders: | |||
Income (loss) from continuing operations (USD per share) | (1.01) | 0.21 | 0.02 |
Income from discontinued operations, net of tax (USD per share) | 0 | 0 | 0.44 |
Diluted net (loss) income per share attributable to Brooks Automation, Inc. common stockholders (USD per share) | $ (1.01) | $ 0.21 | $ 0.46 |
Earnings per Share - Additional
Earnings per Share - Additional Information (Detail) - shares | Nov. 09, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Options outstanding (in shares) | 0 | 0 | ||
Restricted stocks granted | 1,690,582 | 1,513,281 | 1,517,057 | |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of diluted earnings per share | 11,000 | |||
Restricted stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of diluted earnings per share | 859,000 | 120,000 | 0 | |
Restricted stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Restricted stocks granted | 1,690,582 | |||
Restricted stock | Subsequent Event | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Restricted stocks granted | 952,200 |
Significant Customers - Additio
Significant Customers - Additional Information (Detail) - customer | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Product Information [Line Items] | |||
Number of major customer by revenue | 1 | ||
Revenue | Customer 1 | |||
Product Information [Line Items] | |||
Percentage of concentration risk by customer | 12.00% | 11.00% | |
Accounts Receivable | |||
Product Information [Line Items] | |||
Percentage of concentration risk by customer | 11.00% |
Segment and Geographic Infor112
Segment and Geographic Information - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016USD ($)segment | Sep. 30, 2015USD ($)Segment | Sep. 30, 2014USD ($) | |
Segment Reporting [Abstract] | |||
Number of reportable segments | 2 | 3 | |
Segment Reporting Information [Line Items] | |||
Net revenue | $ 560,323 | $ 552,708 | $ 482,848 |
Property, plant and equipment, net | 54,885 | 41,855 | |
UNITED STATES | |||
Segment Reporting Information [Line Items] | |||
Net revenue | 208,300 | 197,400 | $ 172,900 |
Property, plant and equipment, net | $ 49,300 | $ 36,300 |
Segment and Geographic Infor113
Segment and Geographic Information - Financial Information for Business Segments (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue | |||
Products | $ 421,783 | $ 457,411 | $ 387,032 |
Services | 138,540 | 95,297 | 95,816 |
Total revenue | 560,323 | 552,708 | 482,848 |
Gross profit | 198,081 | 189,105 | 167,337 |
Segment operating income (loss) | 4,238 | 16,890 | (2,699) |
Depreciation expense | 13,100 | 12,300 | 12,700 |
Total assets | 685,905 | 758,702 | |
Brooks Semiconductor Solutions Group | |||
Revenue | |||
Products | 375,237 | 406,579 | 340,617 |
Services | 76,973 | 78,058 | 79,083 |
Total revenue | 452,210 | 484,637 | 419,700 |
Gross profit | 159,018 | 171,379 | 143,914 |
Segment operating income (loss) | 37,926 | 49,695 | 23,287 |
Depreciation expense | 4,788 | 4,312 | 10,677 |
Total assets | 317,717 | 317,069 | 311,622 |
Brooks Life Science Systems | |||
Revenue | |||
Products | 46,546 | 50,832 | 46,415 |
Services | 61,567 | 17,239 | 16,733 |
Total revenue | 108,113 | 68,071 | 63,148 |
Gross profit | 39,063 | 17,726 | 23,423 |
Segment operating income (loss) | (6,451) | (19,580) | (8,431) |
Depreciation expense | 3,496 | 1,295 | 2,022 |
Total assets | 247,735 | 110,910 | 103,498 |
Operating Segments, Total | |||
Revenue | |||
Products | 421,783 | 457,411 | 387,032 |
Services | 138,540 | 95,297 | 95,816 |
Total revenue | 560,323 | 552,708 | 482,848 |
Gross profit | 198,081 | 189,105 | 167,337 |
Segment operating income (loss) | 31,476 | 30,115 | 14,856 |
Depreciation expense | 8,284 | 5,607 | 12,699 |
Total assets | $ 565,452 | $ 427,979 | $ 415,120 |
Segment and Geographic Infor114
Segment and Geographic Information - Reconciliation of Reportable Segment Operating Income and Segment Assets to Corresponding Consolidated Amounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Reconciliation | |||
Segment operating income (loss) | $ 4,238 | $ 16,890 | $ (2,699) |
Other unallocated corporate expenses | 4,400 | 856 | 5,096 |
Amortization of acquired intangible assets | 10,799 | 7,656 | 6,170 |
Restructuring and other charges | 12,039 | 4,713 | 6,289 |
Operating income (loss) | 4,238 | 16,890 | (2,699) |
Asset Reconciliation | |||
Segment Assets | 685,905 | 758,702 | |
Cash, cash equivalents and marketable securities | 91,221 | 214,030 | |
Deferred tax assets | 1,982 | 89,007 | |
Assets held for sale | 0 | 2,900 | |
Equity method investments | 27,250 | 24,286 | |
Other unallocated corporate net assets | 0 | 500 | |
Total assets | 685,905 | 758,702 | |
Operating Segments, Total | |||
Income Reconciliation | |||
Segment operating income (loss) | 31,476 | 30,115 | 14,856 |
Operating income (loss) | 31,476 | 30,115 | 14,856 |
Asset Reconciliation | |||
Segment Assets | 565,452 | 427,979 | 415,120 |
Total assets | $ 565,452 | $ 427,979 | $ 415,120 |
Segment and Geographic Infor115
Segment and Geographic Information - Net Revenues based upon Source of Order by Geographic Area (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | $ 560,323 | $ 552,708 | $ 482,848 |
North America | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | 209,727 | 199,103 | 174,343 |
Asia/Pacific | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | 247,241 | 231,840 | 198,695 |
United Kingdom | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | 36,611 | 32,160 | 27,078 |
Rest of Europe | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net revenue | $ 66,744 | $ 89,605 | $ 82,732 |
Segment and Geographic Infor116
Segment and Geographic Information - Long-Lived Assets, Consisting of Property, Plant and Equipment by Geographic Area (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Long-Lived Assets by Geographical Areas [Line Items] | ||
Property, plant and equipment, net | $ 54,885 | $ 41,855 |
North America | ||
Long-Lived Assets by Geographical Areas [Line Items] | ||
Property, plant and equipment, net | 49,505 | 36,402 |
Asia/Pacific | ||
Long-Lived Assets by Geographical Areas [Line Items] | ||
Property, plant and equipment, net | 952 | 2,104 |
Europe | ||
Long-Lived Assets by Geographical Areas [Line Items] | ||
Property, plant and equipment, net | $ 4,428 | $ 3,349 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Assets | ||
Available-for-sale securities | $ 6,135 | $ 133,308 |
Fair Value, Measurements, Recurring | ||
Assets | ||
Cash equivalents | 143 | 11,628 |
Available-for-sale securities | 6,135 | 133,308 |
Foreign exchange contracts, Assets | 5 | |
Stock warrant | 45 | 59 |
Total Assets | 12,102 | 150,421 |
Liabilities | ||
Contingent consideration | 500 | 811 |
Foreign exchange contracts, Liabilities | 97 | 36 |
Total Liabilities | 597 | 847 |
Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets | ||
Cash equivalents | 98 | 10,133 |
Available-for-sale securities | 0 | 0 |
Stock warrant | 0 | 0 |
Total Assets | 98 | 10,133 |
Liabilities | ||
Contingent consideration | 0 | 0 |
Foreign exchange contracts, Liabilities | 0 | 0 |
Total Liabilities | 0 | 0 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets | ||
Cash equivalents | 45 | 1,495 |
Available-for-sale securities | 6,135 | 133,308 |
Foreign exchange contracts, Assets | 5 | 89 |
Stock warrant | 0 | 0 |
Total Assets | 6,185 | 134,892 |
Liabilities | ||
Contingent consideration | 0 | 0 |
Foreign exchange contracts, Liabilities | 97 | 36 |
Total Liabilities | 97 | 36 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Assets | ||
Cash equivalents | 0 | 0 |
Available-for-sale securities | 0 | 0 |
Foreign exchange contracts, Assets | 0 | 0 |
Stock warrant | 45 | 59 |
Total Assets | 5,819 | 5,396 |
Liabilities | ||
Contingent consideration | 500 | 811 |
Foreign exchange contracts, Liabilities | 0 | 0 |
Total Liabilities | 500 | 811 |
Convertible Debt Securities [Member] | Fair Value, Measurements, Recurring | ||
Assets | ||
Convertible debt securities | 5,774 | 5,337 |
Convertible Debt Securities [Member] | Fair Value, Measurements, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets | ||
Convertible debt securities | 0 | 0 |
Convertible Debt Securities [Member] | Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets | ||
Convertible debt securities | 0 | 0 |
Convertible Debt Securities [Member] | Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Assets | ||
Convertible debt securities | $ 5,774 | $ 5,337 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 12 Months Ended | |||
Sep. 30, 2016 | Jun. 30, 2016 | Mar. 08, 2016 | Sep. 30, 2015 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Impairment charge | $ 800,000 | |||
Available-for-sale securities | 6,135,000 | $ 133,308,000 | ||
Assets held for sale | 0 | 2,900,000 | ||
Long Lived Assets Held-for-sale, Selling Price | $ 2,800,000 | |||
Fair Value, Measurements, Recurring | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Foreign exchange contracts, Liabilities | 97,000 | 36,000 | ||
Foreign exchange contracts, Assets | 5,000 | |||
Contingent consideration | 500,000 | 811,000 | ||
Cash equivalents | 143,000 | 11,628,000 | ||
Available-for-sale securities | 6,135,000 | 133,308,000 | ||
Stock warrant | 45,000 | 59,000 | ||
Fair Value, Measurements, Recurring | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Foreign exchange contracts, Liabilities | 0 | 0 | ||
Contingent consideration | 0 | 0 | ||
Cash equivalents | 98,000 | 10,133,000 | ||
Available-for-sale securities | 0 | 0 | ||
Stock warrant | 0 | 0 | ||
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Foreign exchange contracts, Liabilities | 97,000 | 36,000 | ||
Foreign exchange contracts, Assets | 5,000 | 89,000 | ||
Contingent consideration | 0 | 0 | ||
Cash equivalents | 45,000 | 1,495,000 | ||
Available-for-sale securities | 6,135,000 | 133,308,000 | ||
Stock warrant | 0 | 0 | ||
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Foreign exchange contracts, Liabilities | 0 | 0 | ||
Foreign exchange contracts, Assets | 0 | 0 | ||
Contingent consideration | 500,000 | 811,000 | ||
Cash equivalents | 0 | 0 | ||
Available-for-sale securities | 0 | 0 | ||
Stock warrant | 45,000 | 59,000 | ||
Fair Value, Measurements, Nonrecurring | Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets held for sale | 2,900,000 | |||
Convertible Debt Securities [Member] | Fair Value, Measurements, Recurring | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Convertible debt securities | 5,774,000 | 5,337,000 | ||
Convertible Debt Securities [Member] | Fair Value, Measurements, Recurring | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Convertible debt securities | 0 | 0 | ||
Convertible Debt Securities [Member] | Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Convertible debt securities | 0 | 0 | ||
Convertible Debt Securities [Member] | Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Convertible debt securities | 5,774,000 | 5,337,000 | ||
BioCision, LLC | Convertible Debt Securities [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Convertible debt securities | 5,800,000 | 5,300,000 | ||
BioCision, LLC | Permanent Term Loan, Tranche One [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Receivable with Imputed Interest, Face Amount | 600,000 | $ 750,000 | ||
BioCision, LLC | Other Assets [Member] | Permanent Term Loan, Tranche One [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Receivable with Imputed Interest, Face Amount | $ 1,500,000 | |||
Warrant [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Term used to measure fair value of warrant | 5 years | |||
Reported Value Measurement | Fair Value, Measurements, Nonrecurring | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Nonrecurring | $ 200,000 | $ 1,000,000 |
Fair Value Measurements Stock W
Fair Value Measurements Stock Warrant (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2016USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Balance at beginning of period, Total | $ 6,207 |
Change in fair value, Total | 112 |
Balance at the end of period, Total | 6,319 |
Convertible Debt Securities [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Balance at September 30, 2015 | 5,337 |
Change in fair value | 437 |
Balance at September 30, 2016 | 5,774 |
Warrant [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Balance at September 30, 2015 | 59 |
Change in fair value | (14) |
Balance at September 30, 2016 | 45 |
Contingent Consideration | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Balance at September 30, 2015 | 811 |
Change in fair value | (311) |
Balance at September 30, 2016 | $ 500 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ / shares in Units, ft² in Thousands | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)ft²option$ / sharesshares | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) |
Capital Lease Obligation [Abstract] | ||||
Property, Plant and Equipment, Additions | $ 8,400,000 | |||
Capital lease obligations derecognized | $ 0 | $ 7,804,000 | $ 0 | |
Property, plant and equipment, adjustment to the acquisition cost | 600,000 | |||
Accumulated amortization | 200,000 | 200,000 | ||
Operating Leases Commitments [Abstract] | ||||
Rental expense under operating leases | 4,900,000 | 6,500,000 | $ 8,200,000 | |
Remaining payments under lease guarantee | 6,421,000 | |||
Letters of Credit [Abstract] | ||||
Outstanding letters of credit | 3,500,000 | 2,000,000 | $ 3,500,000 | |
Long-term Commitment (Excluding Unconditional Purchase Obligation) [Abstract] | ||||
Non-cancelable contracts and purchase orders for inventory | $ 101,400,000 | |||
Employee stock purchase plan | ||||
Loss Contingency [Abstract] | ||||
Common stock issued under the ESPP, subject to rescission rights (in shares) | shares | 115,793 | |||
Employee stock purchase plan | Employee Stock Purchase Plan, Rescission Rights | ||||
Loss Contingency [Abstract] | ||||
Estimate of aggregate payments | $ 950,000 | |||
Employee stock purchase plan | Common Stock Price 1 | ||||
Loss Contingency [Abstract] | ||||
Common stock issued under the ESPP, subject to rescission rights (in shares) | shares | 53,800 | |||
Share price (in dollars per share) | $ / shares | $ 8 | |||
Employee stock purchase plan | Common Stock Price 2 | ||||
Loss Contingency [Abstract] | ||||
Common stock issued under the ESPP, subject to rescission rights (in shares) | shares | 61,993 | |||
Share price (in dollars per share) | $ / shares | $ 8.02 | |||
Mexico | ||||
Operating Leases Commitments [Abstract] | ||||
Remaining payments under lease guarantee | $ 900,000 | |||
Buildings | ||||
Capital Lease Obligation [Abstract] | ||||
Property, Plant and Equipment, Additions | 6,600,000 | |||
Land [Member] | ||||
Capital Lease Obligation [Abstract] | ||||
Property, Plant and Equipment, Additions | $ 2,300,000 | |||
Indianapolis [Member] | ||||
Operating Leases Commitments [Abstract] | ||||
Leased area | ft² | 85 | |||
Leases, number of options to extend | option | 2 | |||
Lesses renewal term | 5 years | |||
Fremont [Member] | ||||
Operating Leases Commitments [Abstract] | ||||
Leased area | ft² | 45 | |||
Lesses renewal term | 5 years | |||
Manchester [Member] | ||||
Operating Leases Commitments [Abstract] | ||||
Lesses renewal term | 5 years |
Commitments and Contingencie121
Commitments and Contingencies - Future Minimum Lease Commitments on Non-Cancelable Operating Leases, Lease Income and Sublease Income (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Gross Payments | |
2,017 | $ 3,390 |
2,018 | 2,118 |
2,019 | 926 |
2,020 | 104 |
2,021 | 0 |
Thereafter | 0 |
Gross Payments | 6,538 |
Scheduled Sublease Payments | |
2,017 | 54 |
2,018 | 54 |
2,019 | 9 |
2,020 | 0 |
2,021 | 0 |
Thereafter | 0 |
Scheduled Sublease Payments | 117 |
Net Payments | |
2,017 | 3,336 |
2,018 | 2,064 |
2,019 | 917 |
2,020 | 104 |
2,021 | 0 |
Thereafter | 0 |
Net Payments | $ 6,421 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Nov. 28, 2016 | Nov. 09, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 |
Subsequent Event [Line Items] | |||||
Dividend declared per share (USD per share) | $ 0.40 | $ 0.40 | $ 0.34 | ||
Total purchase price, net of cash acquired | $ 125,248 | $ 14,450 | $ 35,625 | ||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Dividend declared per share (USD per share) | $ 0.1 | ||||
Subsequent Event | Cool Lab, LLC | |||||
Subsequent Event [Line Items] | |||||
Percentage of voting interests acquired | 100.00% | ||||
Total purchase price, net of cash acquired | $ 5,000 | ||||
Carrying value of non-cash consideration transfered | $ 9,100 |