Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 24, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 000-25426 | |
Entity Registrant Name | NATIONAL INSTRUMENTS CORP | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 74-1871327 | |
Entity Address, Address Line One | 11500 North MoPac Expressway | |
Entity Address, City or Town | Austin, | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78759 | |
City Area Code | 512 | |
Local Phone Number | 683-0100 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 132,797,497 | |
Entity Central Index Key | 0000935494 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | NATI | |
Security Exchange Name | NASDAQ | |
Preferred Stock, Purchase Right | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Preferred Share Purchase Rights | |
No Trading Symbol Flag | true | |
Security Exchange Name | NASDAQ |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Cash and cash equivalents | $ 139,243 | $ 139,799 |
Accounts receivable, net | 389,926 | 445,279 |
Inventories, net | 401,626 | 388,164 |
Prepaid expenses and other current assets | 123,949 | 115,677 |
Total current assets | 1,054,744 | 1,088,919 |
Property and equipment, net | 283,907 | 265,380 |
Goodwill | 638,459 | 615,734 |
Intangible assets, net | 192,904 | 200,850 |
Operating lease right-of-use assets | 68,062 | 59,176 |
Other long-term assets | 124,918 | 128,479 |
Total assets | 2,362,994 | 2,358,538 |
Liabilities and stockholders' equity | ||
Accounts payable | 60,514 | 54,639 |
Accrued compensation | 49,575 | 71,422 |
Deferred revenue - current | 158,247 | 137,208 |
Operating lease liabilities - current | 16,608 | 13,834 |
Other taxes payable | 55,622 | 67,615 |
Debt, current | 25,000 | 25,000 |
Accrued expenses and other current liabilities | 58,833 | 153,157 |
Total current liabilities | 424,399 | 522,875 |
Deferred income taxes | 5,983 | 1,676 |
Income tax payable - non-current | 22,581 | 40,646 |
Deferred revenue - non-current | 60,094 | 63,066 |
Operating lease liabilities - non-current | 36,486 | 30,588 |
Debt, non-current | 564,373 | 516,637 |
Other long-term liabilities | 31,558 | 26,926 |
Total liabilities | 1,145,474 | 1,202,414 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock: par value $0.01; 5,000,000 shares authorized; none issued and outstanding | 0 | 0 |
Common stock: par value $0.01; 360,000,000 shares authorized; 132,797,497 shares and 131,004,965 shares issued and outstanding, respectively | 1,328 | 1,310 |
Additional paid-in capital | 1,251,971 | 1,207,420 |
Retained deficit | (11,295) | (14,741) |
Accumulated other comprehensive loss | (24,484) | (37,865) |
Total stockholders’ equity | 1,217,520 | 1,156,124 |
Total liabilities and stockholders’ equity | $ 2,362,994 | $ 2,358,538 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value per share (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 360,000,000 | 360,000,000 |
Common stock, issued (in shares) | 132,797,497 | 131,004,965 |
Common stock, outstanding (in shares) | 132,797,497 | 131,004,965 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Net sales: | ||||
Total net sales | $ 416,804 | $ 395,515 | $ 853,629 | $ 780,770 |
Cost of sales: | ||||
Total cost of sales | 118,487 | 127,474 | 251,193 | 246,702 |
Gross profit | 298,317 | 268,041 | 602,436 | 534,068 |
Operating expenses: | ||||
Sales and marketing | 123,101 | 124,908 | 240,443 | 245,064 |
Research and development | 83,801 | 85,589 | 170,438 | 167,750 |
General and administrative | 50,504 | 36,772 | 93,719 | 69,949 |
Total operating expenses | 257,406 | 247,269 | 504,600 | 482,763 |
Operating income | 40,911 | 20,772 | 97,836 | 51,305 |
Other expense | (8,500) | (3,505) | (11,519) | (3,473) |
Income before income taxes | 32,411 | 17,267 | 86,317 | 47,832 |
Provision for income taxes | 1,919 | 4,833 | 8,896 | 10,162 |
Net income | $ 30,492 | $ 12,434 | $ 77,421 | $ 37,670 |
Basic earnings per share (in usd per share) | $ 0.23 | $ 0.09 | $ 0.59 | $ 0.29 |
Weighted average shares outstanding - basic (in shares) | 132,369 | 131,973 | 131,850 | 132,039 |
Diluted earnings per share (in usd per share) | $ 0.23 | $ 0.09 | $ 0.58 | $ 0.28 |
Weighted average shares outstanding - diluted (in shares) | 134,171 | 132,708 | 133,693 | 132,948 |
Dividends declared per share (in usd per share) | $ 0.28 | $ 0.28 | $ 0.56 | $ 0.56 |
Product | ||||
Net sales: | ||||
Total net sales | $ 379,436 | $ 354,805 | $ 779,835 | $ 698,489 |
Cost of sales: | ||||
Total cost of sales | 113,625 | 123,307 | 241,181 | 238,332 |
Software maintenance | ||||
Net sales: | ||||
Total net sales | 37,368 | 40,710 | 73,794 | 82,281 |
Cost of sales: | ||||
Total cost of sales | $ 4,862 | $ 4,167 | $ 10,012 | $ 8,370 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 30,492 | $ 12,434 | $ 77,421 | $ 37,670 |
Other comprehensive income (loss), before tax and net of reclassification adjustments: | ||||
Foreign currency translation adjustment | 1,227 | (9,640) | 6,116 | 8,027 |
Unrealized gain on derivative instruments | 10,843 | 6,161 | 9,167 | (13,446) |
Other comprehensive income (loss), before tax | 12,070 | (3,479) | 15,283 | (5,419) |
Tax expense related to items of other comprehensive income | 2,286 | 1,507 | 1,902 | 1,930 |
Other comprehensive income (loss), net of tax | 9,784 | (4,986) | 13,381 | (7,349) |
Comprehensive income | $ 40,276 | $ 7,448 | $ 90,802 | $ 30,321 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flow from operating activities: | ||
Net income | $ 77,421 | $ 37,670 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 45,541 | 45,742 |
Stock-based compensation | 30,388 | 40,804 |
Gain from equity-method investees | (5,597) | (131) |
Deferred income taxes | 2,488 | 943 |
Changes in operating assets and liabilities | (75,368) | (169,930) |
Net cash provided by (used in) operating activities | 74,873 | (44,902) |
Cash flow from investing activities: | ||
Acquisitions, net of cash received | (23,024) | (72,802) |
Capital expenditures | (35,477) | (24,509) |
Capitalization of internally developed software | (925) | (187) |
Additions to other intangibles | (3,811) | (2,478) |
Net cash used in investing activities | (63,237) | (99,976) |
Cash flow from financing activities: | ||
Proceeds from revolving line of credit | 120,000 | 175,000 |
Payments on revolving line of credit | (60,000) | 0 |
Payments on term loan | (12,500) | 0 |
Proceeds from issuance of common stock | 17,377 | 17,859 |
Repurchase of common stock | 0 | (70,000) |
Dividends paid | (73,975) | (74,034) |
Payments for taxes related to net share settlement of equity awards | (3,076) | 0 |
Net cash (used in) provided by financing activities | (12,174) | 48,825 |
Effect of exchange rate changes on cash | (18) | (4,180) |
Net change in cash and cash equivalents | (556) | (100,233) |
Cash and cash equivalents at beginning of period | 139,799 | 211,106 |
Cash and cash equivalents at end of period | $ 139,243 | $ 110,873 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional-Paid in Capital | Retained Deficit | Accumulated Other Comprehensive Loss | |
Beginning Balance (in shares) at Dec. 31, 2021 | 132,293,898 | |||||
Beginning balance at Dec. 31, 2021 | $ 1,223,697 | $ 1,323 | $ 1,129,647 | $ 112,858 | $ (20,131) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 37,670 | 37,670 | ||||
Other comprehensive (loss) gain, net of tax | (7,349) | (7,349) | ||||
Issuance of common stock under employee plans (in shares) | 1,781,374 | |||||
Issuance of common stock under employee plans | 17,859 | $ 18 | 17,841 | |||
Stock-based compensation | 40,664 | 40,664 | ||||
Repurchase of common stock (in shares) | (1,758,928) | |||||
Repurchase of common stock | (70,000) | $ (18) | (15,021) | (54,961) | ||
Dividends paid | [1] | (74,034) | (74,034) | |||
Ending Balance (in shares) at Jun. 30, 2022 | 132,316,344 | |||||
Ending balance at Jun. 30, 2022 | 1,168,507 | $ 1,323 | 1,173,131 | 21,533 | (27,480) | |
Beginning Balance (in shares) at Mar. 31, 2022 | 131,876,464 | |||||
Beginning balance at Mar. 31, 2022 | 1,207,438 | $ 1,319 | 1,152,349 | 76,264 | (22,494) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 12,434 | 12,434 | ||||
Other comprehensive (loss) gain, net of tax | (4,986) | (4,986) | ||||
Issuance of common stock under employee plans (in shares) | 1,426,756 | |||||
Issuance of common stock under employee plans | 8,615 | $ 14 | 8,601 | |||
Stock-based compensation | 20,609 | 20,609 | ||||
Repurchase of common stock (in shares) | (986,876) | |||||
Repurchase of common stock | (38,545) | $ (10) | (8,428) | (30,107) | ||
Dividends paid | [1] | (37,058) | (37,058) | |||
Ending Balance (in shares) at Jun. 30, 2022 | 132,316,344 | |||||
Ending balance at Jun. 30, 2022 | $ 1,168,507 | $ 1,323 | 1,173,131 | 21,533 | (27,480) | |
Beginning Balance (in shares) at Dec. 31, 2022 | 131,004,965 | 131,004,965 | ||||
Beginning balance at Dec. 31, 2022 | $ 1,156,124 | $ 1,310 | 1,207,420 | (14,741) | (37,865) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 77,421 | 77,421 | ||||
Other comprehensive (loss) gain, net of tax | 13,381 | 13,381 | ||||
Issuance of common stock under employee plans (in shares) | 1,845,299 | |||||
Issuance of common stock under employee plans | 17,377 | $ 19 | 17,358 | |||
Payments for taxes related to net share settlement of equity awards (in shares) | (52,767) | |||||
Payments for taxes related to net share settlement of equity awards | (3,076) | $ (1) | (3,075) | |||
Stock-based compensation | 30,268 | 30,268 | ||||
Dividends paid | [2] | $ (73,975) | (73,975) | |||
Ending Balance (in shares) at Jun. 30, 2023 | 132,797,497 | 132,797,497 | ||||
Ending balance at Jun. 30, 2023 | $ 1,217,520 | $ 1,328 | 1,251,971 | (11,295) | (24,484) | |
Beginning Balance (in shares) at Mar. 31, 2023 | 131,498,380 | |||||
Beginning balance at Mar. 31, 2023 | 1,194,314 | $ 1,315 | 1,231,894 | (4,627) | (34,268) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 30,492 | 30,492 | ||||
Other comprehensive (loss) gain, net of tax | 9,784 | 9,784 | ||||
Issuance of common stock under employee plans (in shares) | 1,351,884 | |||||
Issuance of common stock under employee plans | 8,421 | $ 14 | 8,407 | |||
Payments for taxes related to net share settlement of equity awards (in shares) | (52,767) | |||||
Payments for taxes related to net share settlement of equity awards | (3,076) | $ (1) | (3,075) | |||
Stock-based compensation | 14,745 | 14,745 | ||||
Dividends paid | [2] | $ (37,160) | (37,160) | |||
Ending Balance (in shares) at Jun. 30, 2023 | 132,797,497 | 132,797,497 | ||||
Ending balance at Jun. 30, 2023 | $ 1,217,520 | $ 1,328 | $ 1,251,971 | $ (11,295) | $ (24,484) | |
[1]Cash dividends declared per share of common stock were $0.28 for the three months ended June 30, 2022, and $0.56 for the six months ended June 30, 2022.[2]Cash dividends declared per share of common stock were $0.28 for the three months ended June 30, 2023, and $0.56 for the six months ended June 30, 2023. |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||||
Dividends declared per share (in usd per share) | $ 0.28 | $ 0.28 | $ 0.56 | $ 0.56 |
Basis of presentation
Basis of presentation | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of presentation | Basis of presentation The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the fiscal year ended December 31, 2022, included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on February 21, 2023 (the "Form 10-K"). In our opinion, the accompanying condensed consolidated financial statements reflect all adjustments (consisting only of normal recurring items) considered necessary to state fairly our financial position at June 30, 2023 and December 31, 2022, the results of our operations and comprehensive income for the three and six months ended June 30, 2023 and 2022, our cash flows for the six months ended June 30, 2023 and 2022 and our statement of stockholders' equity for the three and six months ended June 30, 2023 and 2022. Our operating results for the three and six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. These financial statements have been prepared in accordance with accounting principles generally accepted in the United States. Reclassifications Certain reclassifications have been made to prior period amounts to conform to the current period presentation. Summary of Significant Accounting Policies There were no material changes to our significant accounting policies during the three and six months ended June 30, 2023 compared to the significant accounting policies described in our 2022 Form 10-K. Other (Expense) Income Other (expense) income, net consisted of the following amounts: Three Months Ended June 30, Six Months Ended June 30, (In thousands) (Unaudited) (Unaudited) 2023 2022 2023 2022 Interest income $ 426 $ 58 $ 751 $ 104 Interest expense (9,741) (2,500) (18,088) (3,792) Gain (loss) from equity-method investments 819 (471) 5,597 131 Net foreign exchange gain (loss) 721 (769) 420 (1,935) Other (725) 177 (199) 2,019 Other expense, net $ (8,500) $ (3,505) $ (11,519) $ (3,473) Accrued Expenses and Other Current Liabilities h Accrued expenses and other current liabilities on our condensed consolidated balance sheet includes the following amounts (in thousands): As of June 30, 2023 As of December 31, (unaudited) 2022 Income taxes payable - current $ — $ 87,186 Hedge payable - current 6,242 18,117 Accrued liabilities 31,779 26,851 Other 20,812 21,003 Total $ 58,833 $ 153,157 Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing net income by the weighted average number of common shares outstanding during each period. Diluted EPS is computed by dividing net income by the weighted average number of common shares and common share equivalents outstanding (if dilutive) during each period. The number of common share equivalents, which includes time-based restricted stock units ("RSUs") and performance-based restricted stock units ("PRSUs"), is computed using the treasury stock method. The reconciliation of the denominators used to calculate basic EPS and diluted EPS for the three and six months ended June 30, 2023 and 2022 are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, (Unaudited) (Unaudited) 2023 2022 2023 2022 Weighted average shares outstanding-basic 132,369 131,973 131,850 132,039 Plus: Common share equivalents RSUs & PRSUs 1,802 735 1,843 909 Weighted average shares outstanding-diluted 134,171 132,708 133,693 132,948 Shares issuable upon vesting of RSU awards of 70,300 shares and 2,026,000 shares for the three months ended June 30, 2023 and 2022, respectively, and 68,600 shares and 1,324,000 shares for the six months ended June 30, 2023 and 2022, respectively, were excluded in the computations of diluted EPS because the effect of including the shares issuable upon vesting of RSU awards would have been anti-dilutive. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Revenue Recognition Revenue is recognized upon transfer of control of the promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. We enter into contracts that can include various combinations of our products or services, which are generally capable of being distinct and accounted for as separate performance obligations. Revenue is recognized net of allowances for returns and any taxes collected from customers, which are subsequently remitted to governmental authorities. Disaggregation of Revenues We disaggregate revenue from contracts with customers based on the timing of transfer of goods or services to customers (point-in-time or over time), geographic region based primarily on the billing location of the customer and customer industry grouping. Total net sales based on the timing of transfer of goods or services to customers and geographic region are as follows: Three Months Ended June 30, (Unaudited) 2023 2022 (In thousands) Net sales: Point-in-Time (1) Over Time Total Point-in-Time (1) Over Time Total Americas $ 160,298 $ 27,210 $ 187,508 $ 134,337 $ 26,080 $ 160,417 EMEA 93,221 18,731 111,952 76,092 20,591 96,683 APAC 105,833 11,511 117,344 127,858 10,557 138,415 Total net sales (1) $ 359,352 $ 57,452 $ 416,804 $ 338,287 $ 57,228 $ 395,515 (1) Net sales contains hedging gains and losses, which do not represent revenues recognized from customers. Six Months Ended June 30, (Unaudited) 2023 2022 (In thousands) Net sales: Point-in-Time (1) Over Time Total Point-in-Time (1) Over Time Total Americas $ 312,640 $ 52,854 $ 365,494 $ 267,326 $ 52,302 $ 319,628 EMEA 187,918 36,215 224,133 155,331 41,720 197,051 APAC 241,481 22,521 264,002 242,853 21,238 264,091 Total net sales (1) $ 742,039 $ 111,590 $ 853,629 $ 665,510 $ 115,260 $ 780,770 (1) Net sales contains hedging gains and losses, which do not represent revenues recognized from customers. The industry grouping used to disaggregate net sales is determined at the customer account level. Accounts assigned to one of our three industry-specific groupings are either designated as Semiconductor and Electronics, Transportation, or Aerospace, Defense and Government ("ADG"). We are able to leverage the investments in these areas to also serve a broad base of diverse customers in the other industries we serve, which are included in our Portfolio grouping. We periodically review and update the groupings of customers assigned to a particular industry grouping to ensure that our revenue disaggregation aligns with the way we currently manage our business. As part of this process, we reclassified certain customer accounts between industry groups during the first quarter of 2023. The prior period presented below has been recast to conform to the current period presentation. Three Months Ended June 30, Six Months Ended June 30, (In thousands) (Unaudited) Industry Grouping 2023 2022 2023 2022 Portfolio $ 134,706 $ 116,216 $ 270,615 $ 240,919 Semiconductor & Electronics 91,584 116,370 205,341 220,395 Aerospace, Defense & Government 111,895 99,521 225,010 194,024 Transportation 78,619 63,408 152,663 125,432 Total net sales $ 416,804 $ 395,515 $ 853,629 $ 780,770 Information about Contract Balances Amounts billed in advance of services being provided are accounted for as deferred revenue. Nearly all of our deferred revenue balance is related to extended hardware and software maintenance contracts. Payment terms and conditions vary by contract type, although payment is typically due within 30 to 90 days of contract inception. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined our contracts generally do not include a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers or to provide customers with financing. Changes in deferred revenue, current and non-current, during the six months ended June 30, 2023 were as follows: (In thousands) Amount Balance as of December 31, 2022 $ 200,274 Deferral of revenue billed in current period, net of recognition 88,220 Recognition of revenue deferred in prior periods (72,909) Acquisitions/Divestitures 2,414 Foreign currency translation impact 342 Balance as of June 30, 2023 (unaudited) $ 218,341 For the six months ended June 30, 2023, revenue recognized from performance obligations satisfied in prior periods (for example, due to changes in transaction price) was not material. Amounts recognized as revenue in excess of amounts billed are recorded as unbilled receivables. Unbilled receivables which are anticipated to be invoiced in the next twelve months are included in "Other current assets" on the condensed consolidated balance sheet. Based on the nature of our contracts with customers, we do not typically recognize unbilled receivables related to revenues recognized in excess of amounts billed. For the six months ended June 30, 2023 and December 31, 2022, the amounts recorded that were related to unbilled receivables were not material. Unsatisfied Performance Obligations Revenue expected to be recognized in any future period related to remaining performance obligations, excluding revenue pertaining to contracts that have an original expected duration of one year or less and contracts where revenue is recognized as invoiced, was approximately $111 million as of June 30, 2023. Because we typically invoice customers at contract inception, this amount is included in our current and non-current deferred revenue balances and primarily relates to multi-year payments for hardware service and software service offerings. As of June 30, 2023, we expect to recognize approximately 25% of the revenue related to these unsatisfied performance obligations during the remainder of 2023, 43% during 2024, and 32% thereafter. Assets Recognized from the Costs to Obtain a Contract with a Customer |
Investments
Investments | 6 Months Ended |
Jun. 30, 2023 | |
Cash, Cash Equivalents, and Short-Term Investments [Abstract] | |
Investments | Investments Equity-Method Investments The carrying value of our equity method investments was $29 million and $29 million as of June 30, 2023 and December 31, 2022, respectively. During the three months ended June 30, 2023 and 2022, net sales to our equity-method investees were approximately $0.3 million and $1.3 million, respectively. During the six months ended June 30, 2023 and 2022, net sales to our equity-method investees were approximately $0.8 million and $2.8 million, respectively. During the three and six months ended June 30, 2023 and 2022, purchases from our equity-method investees were not material. Our proportionate share of the income/(loss) from equity-method investments is included within "Other expense." Refer to Note 17 - Acquisitions of Notes to Condensed Consolidated Financial Statements for additional discussion on a step acquisition of one of our existing equity-method investments, SET GmbH ("SET"), during the first quarter of 2023. |
Fair value measurements
Fair value measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | Fair value measurements We define fair value to be the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, we consider the principal or most advantageous market that market participants may use when pricing the asset or liability. We follow a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value measurement is determined based on the lowest level input that is significant to the fair value measurement. The three values of the fair value hierarchy are the following: Level 1 – Quoted prices in active markets for identical assets or liabilities Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly Level 3 – Inputs that are not based on observable market data Assets and liabilities measured at fair value on a recurring basis are summarized below: Fair Value Measurements at Reporting Date Using (In thousands) (Unaudited) Description June 30, 2023 Level 1 Level 2 Level 3 Assets Derivatives (interest rate swaps) 4,467 — 4,467 — Derivatives (foreign exchange contracts) 13,410 — 13,410 — Total Assets $ 17,877 $ — $ 17,877 $ — Liabilities Derivatives (foreign exchange contracts) $ (6,267) $ — $ (6,267) $ — Total Liabilities $ (6,267) $ — $ (6,267) $ — (In thousands) Fair Value Measurements at Reporting Date Using Description December 31, 2022 Level 1 Level 2 Level 3 Assets Derivatives (interest rate swaps) 2,299 2,299 Derivatives (foreign exchange contracts) 10,025 — 10,025 — Total Assets $ 12,324 $ — $ 12,324 $ — Liabilities Derivatives (interest rate swaps) $ (1,013) $ — $ (1,013) $ — Derivatives (foreign exchange contracts) $ (18,313) $ — $ (18,313) $ — Total Liabilities $ (19,326) $ — $ (19,326) $ — The valuation techniques used to measure the fair value of our financial instruments having Level 2 inputs were derived from non-binding market consensus prices that are corroborated by observable market data, quoted market prices for similar instruments, or pricing models, such as discounted cash flow techniques. Derivatives include foreign currency forward and interest rate swap contracts. Our derivatives are valued using an income approach (Level 2) based on the spot rate less the contract rate multiplied by the notional amount. We consider counterparty credit risk in the valuation of our derivatives. However, counterparty credit risk did not impact the valuation of our derivatives during the six months ended June 30, 2023. There were no transfers in or out of Level 1 or Level 2 during the six months ended June 30, 2023. Non-financial assets such as equity-method investments, goodwill, intangible assets, and property, plant and equipment are measured at fair value when there is an indicator of impairment and recorded at fair value only when an impairment is recognized. The amounts related to all assets and liabilities required to be measured at fair value on a nonrecurring basis were not material at June 30, 2023 and December 31, 2022. We did not have any items that were measured at fair value on a nonrecurring basis at June 30, 2023 and December 31, 2022. The carrying value of net accounts receivable, accounts payable, and long-term debt contained in the condensed consolidated balance sheets approximates fair value. |
Derivative instruments and hedg
Derivative instruments and hedging activities | 6 Months Ended |
Jun. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative instruments and hedging activities | Derivative instruments and hedging activities We recognize all of our derivative instruments as either assets or liabilities in our statement of financial position at fair value. The accounting for changes in the fair value (i.e., gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and further, on the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, we designate the hedging instrument, based upon the exposure being hedged, as a fair value hedge, cash flow hedge, or a hedge of a net investment in a foreign operation. We have direct operations in approximately 40 countries. Sales outside of the Americas accounted for approximately 55% and 59% of our net sales during the three months ended June 30, 2023 and 2022, respectively, and approximately 57% and 59% during the six months ended June 30, 2023 and 2022, respectively. Our activities expose us to a variety of market risks, including the effects of changes in foreign currency exchange rates. These financial risks are monitored and managed by us as an integral part of our overall risk management program. The vast majority of our foreign sales are denominated in the customers' local currency. Movements in foreign currency exchange rates pose a risk to our operations and competitive position, in that exchange rate changes may affect our profitability and cash flow, and the business or pricing strategies of our non-U.S. based competitors. We use foreign currency forward contracts as hedges of forecasted sales and expenses that are denominated in foreign currencies and as hedges of foreign currency denominated financial assets or liabilities. These contracts are entered into to help protect against the risk that the eventual dollar-net-cash inflows or outflows resulting from these transactions will be adversely affected by changes in exchange rates. We designate foreign currency forward contracts as cash flow hedges of forecasted net sales or forecasted expenses. In addition, we hedge our foreign currency denominated balance sheet exposures using foreign currency forward contracts that are not designated as hedging instruments. None of our derivative instruments contain a credit-risk-related contingent feature. Cash flow hedges To help minimize the financial impact of fluctuations in foreign currency exchange rates of forecasted foreign currency cash flows resulting from international sales over the next one For foreign currency derivative instruments that are designated and qualify as a cash flow hedge, the gain or loss on the derivative is reported as a component of accumulated other comprehensive income ("OCI") and reclassified into earnings in the same line item (net sales, operating expenses, or cost of sales) associated with the forecasted transaction and in the same period or periods during which the hedged transaction affects earnings. Cash flows from derivative instruments are classified in the statement of cash flows in the same category as the cash flows from the hedged or economically hedged item, primarily in operating activities. Hedge effectiveness of foreign currency forwards designated as cash flow hedges is measured by comparing the hedging instrument’s cumulative change in fair value from inception to maturity to the forecasted transaction’s terminal value. We held forward contracts designated as cash flow hedges with the following notional amounts: (In thousands) US Dollar Equivalent As of June 30, 2023 As of December 31, (Unaudited) 2022 British pound $ 16,688 $ 13,929 Chinese yuan 94,463 73,419 Euro 130,162 109,091 Hungarian forint 8,813 19,529 Japanese yen 28,647 21,285 Korean won 20,298 14,048 Malaysian ringgit 2,941 8,856 Total forward contracts notional amount $ 302,012 $ 260,157 The contracts in the foregoing table had contractual maturities of 18 months or less at June 30, 2023 and 12 months or less at December 31, 2022. At June 30, 2023, we expected to reclassify $5.0 million of gains on derivative instruments from accumulated OCI to net sales during the next twelve months when the hedged international sales occur, $0.6 million of losses on derivative instruments from accumulated OCI to cost of sales during the next twelve months when the hedged cost of sales are incurred and $0.5 million of losses on derivative instruments from accumulated OCI to operating expenses during the next twelve months when the hedged operating expenses occur. Expected amounts are based on derivative valuations at June 30, 2023. Actual results may vary materially as a result of changes in the corresponding exchange rates subsequent to this date. In 2022, we entered into interest rate swap agreements with an aggregate notional value of $300 million and a term of three years. The economic effect of the swap agreements is to mitigate the uncertainty of the cash flows associated with floating-rate interest payments due under our term loan and revolving credit facility (“Credit Facility") by fixing the underlying annual interest rate for a portion of our outstanding debt under the Credit Facility at 3.9%, plus a margin. We have designated these interest rate swap agreements as qualifying hedging instruments and are accounting for these as cash flow hedges pursuant to ASC 815, Derivatives and Hedging. The fair values of these interest rate swap agreements are included in prepaid expenses and other current assets and other long-term liabilities in our condensed consolidated balance sheets at June 30, 2023 and December 31, 2022. Changes in the fair values of these interest rate swap agreements are reported in accumulated other comprehensive loss in our condensed consolidated balance sheets and an amount is reclassified out of accumulated other comprehensive loss into Other (expense) income in the same period that the corresponding interest expense is recognized. We do not use any interest rate swap agreements for trading purposes. Other Derivatives Other derivatives not designated as hedging instruments consist primarily of foreign currency forward contracts that we use to hedge our foreign denominated monetary assets and liabilities to help protect against the change in value caused by a fluctuation in foreign currency exchange rates. We typically attempt to hedge up to 90% of our outstanding foreign denominated net receivables or net payables and typically limit the duration of these foreign currency forward contracts to approximately 90 days or less. The gain or loss on the derivatives as well as the offsetting gain or loss on the hedge item attributable to the hedged risk is recognized in current earnings under the line item “Other expense.” As of June 30, 2023 and December 31, 2022, we held foreign currency forward contracts that were not designated as hedging instruments with a notional amount of $341 million and $282 million, respectively. The following tables present the fair value of derivative instruments on our Condensed Consolidated Balance Sheets at June 30, 2023 and December 31, 2022, respectively. Asset Derivatives June 30, 2023 December 31, 2022 (In thousands) (Unaudited) Balance Sheet Location Fair Value Fair Value Derivatives designated as hedging instruments Foreign exchange contracts - ST forwards Prepaid expenses and other current assets $ 8,074 $ 8,968 Interest rate contracts - ST forwards Prepaid expenses and other current assets 3,411 2,299 Interest rate contracts - LT forwards Other long-term assets 1,056 — Foreign exchange contracts - LT forwards Other long-term assets 893 — Total derivatives designated as hedging instruments $ 13,434 $ 11,267 Derivatives not designated as hedging instruments Foreign exchange contracts - ST forwards Prepaid expenses and other current assets $ 4,443 $ 1,057 Total derivatives not designated as hedging instruments $ 4,443 $ 1,057 Total derivatives $ 17,877 $ 12,324 Liability Derivatives June 30, 2023 December 31, 2022 (In thousands) (Unaudited) Balance Sheet Location Fair Value Fair Value Derivatives designated as hedging instruments Foreign exchange contracts - ST forwards Accrued expenses and other current liabilities $ (4,202) $ (9,940) Foreign exchange contracts - LT forwards Other long-term liabilities (25) (196) Interest rate contracts - LT forwards Other long-term liabilities — (1,013) Total derivatives designated as hedging instruments $ (4,227) $ (11,149) Derivatives not designated as hedging instruments Foreign exchange contracts - ST forwards Accrued expenses and other current liabilities $ (2,040) $ (8,177) Total derivatives not designated as hedging instruments $ (2,040) $ (8,177) Total derivatives $ (6,267) $ (19,326) The following tables present the effect of derivative instruments on our Condensed Consolidated Statements of Income for the three months ended June 30, 2023 and 2022, respectively: June 30, 2023 (In thousands) (Unaudited) Derivatives in Cash Flow Hedging Relationship Gain or (Loss) Recognized in OCI on Derivative Location of Gain or (Loss) Reclassified from Accumulated OCI into Income Gain or (Loss) Reclassified from Accumulated OCI into Income Foreign exchange contracts - forwards $ 4,682 Net sales $ 3,646 Foreign exchange contracts - forwards 557 Cost of sales (412) Foreign exchange contracts - forwards 458 Operating expenses (302) Interest rate swap contracts - forwards 5,146 Other (expense) income 802 Total $ 10,843 $ 3,734 June 30, 2022 (In thousands) (Unaudited) Derivatives in Cash Flow Hedging Relationship Gain or (Loss) Recognized in OCI on Derivative Location of Gain or (Loss) Reclassified from Accumulated OCI into Income Gain or (Loss) Reclassified from Accumulated OCI into Income Foreign exchange contracts - forwards $ 10,252 Net sales $ 5,055 Foreign exchange contracts - forwards (2,446) Cost of sales (860) Foreign exchange contracts - forwards (1,645) Operating expenses (691) Total $ 6,161 $ 3,504 (In thousands) Derivatives not Designated as Hedging Instruments Location of Gain (Loss) Recognized in Income Amount of Gain (Loss) Recognized in Income Amount of Gain (Loss) Recognized in Income June 30, 2023 June 30, 2022 (Unaudited) (Unaudited) Foreign exchange contracts - forwards Other (expense) income $ 4,176 3,590 Total $ 4,176 $ 3,590 The following tables present the effect of derivative instruments on our Condensed Consolidated Statements of Income for the six months ended June 30, 2023 and 2022, respectively: June 30, 2023 (In thousands) (Unaudited) Derivatives in Cash Flow Hedging Relationship Gain or (Loss) Recognized in OCI on Derivative Location of Gain or (Loss) Reclassified from Accumulated OCI into Income Gain or (Loss) Reclassified from Accumulated OCI into Income Foreign exchange contracts - forwards $ 2,953 Net sales $ 5,890 Foreign exchange contracts - forwards 1,700 Cost of sales (972) Foreign exchange contracts - forwards 1,334 Operating expenses (630) Interest rate swap contracts - forwards 3,180 Other (expense) income 1,329 Total $ 9,167 $ 5,617 June 30, 2022 (In thousands) (Unaudited) Derivatives in Cash Flow Hedging Relationship Gain or (Loss) Recognized in OCI on Derivative Location of Gain or (Loss) Reclassified from Accumulated OCI into Income Gain or (Loss) Reclassified from Accumulated OCI into Income Foreign exchange contracts - forwards $ 12,136 Net sales $ 6,794 Foreign exchange contracts - forwards (2,467) Cost of sales (1,187) Foreign exchange contracts - forwards (1,642) Operating expenses (931) Total $ 8,027 $ 4,676 (In thousands) Derivatives not Designated as Hedging Instruments Location of Gain (Loss) Recognized in Income Amount of Gain (Loss) Recognized in Income Amount of Gain (Loss) Recognized in Income June 30, 2023 June 30, 2022 (Unaudited) (Unaudited) Foreign exchange contracts - forwards Other (expense) income $ 3,319 $ 2,787 Total $ 3,319 $ 2,787 |
Inventories, net
Inventories, net | 6 Months Ended |
Jun. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories, net | Inventories, net Inventories, net consist of the following: June 30, 2023 December 31, (In thousands) (Unaudited) 2022 Raw materials $ 278,308 $ 273,311 Work-in-process 10,670 14,968 Finished goods 137,661 119,302 Total $ 426,639 $ 407,581 Less: Inventory reserve $ (25,013) $ (19,417) Total $ 401,626 $ 388,164 |
Intangible assets, net and good
Intangible assets, net and goodwill | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible assets, net and goodwill | Intangible assets, net and goodwill Intangible assets at June 30, 2023 and December 31, 2022 are as follows: June 30, 2023 (In thousands) (Unaudited) December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Capitalized software development costs $ 11,399 $ (8,477) $ 2,922 $ 18,810 $ (15,321) $ 3,489 Acquired technology 179,519 (68,372) 111,147 167,686 (54,351) 113,335 Customer relationships 92,778 (32,904) 59,874 98,827 (33,514) 65,313 Patents 37,627 (32,080) 5,547 37,240 (31,368) 5,872 Other 25,556 (12,142) 13,414 34,078 (21,237) 12,841 Total $ 346,879 $ (153,975) $ 192,904 $ 356,641 $ (155,791) $ 200,850 Amortization of capitalized software development costs is computed on an individual product basis for those products available for market and is recognized based on the product’s estimated economic life, which generally range from three five ten Goodwill The carrying amount of goodwill as of June 30, 2023 was as follows: (In thousands) Amount Balance as of December 31, 2022 $ 615,734 Acquisitions 18,651 Foreign currency translation impact 4,074 Balance as of June 30, 2023 (unaudited) $ 638,459 Refer to Note 17 - Acquisitions of Notes to Condensed Consolidated Financial Statements for additional details on the acquisition-related amounts recorded to goodwill during the six months ended June 30, 2023. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Leases | Leases We have operating leases for corporate offices, automobiles, and certain equipment. Our leases have remaining terms of 1 year to 91 years, some of which may include options to extend the leases for up to 9 years, and some of which may include options to terminate the leases within 1 year. Leases with an initial term of 12 months or less are not recorded on the balance sheet. We recognize lease expense for these leases on a straight-line basis over the lease term. Amounts related to finance lease activities and income from leasing activities were not material for the periods presented. The components of operating lease expense were as follows (unaudited): Three Months Ended Six Months Ended (In thousands) June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Operating Lease Cost (1) $ 7,355 $ 5,478 $ 13,669 $ 10,895 (1) Includes variable and short-term lease costs Maturities of lease liabilities as of June 30, 2023 were as follows (unaudited): (In thousands) Years ending December 31, Operating Leases 2023 (Excluding the six months ended June 30, 2023) $ 10,045 2024 15,704 2025 11,889 2026 9,808 2027 5,214 Thereafter 7,958 Total future minimum lease payments 60,618 Less imputed interest (7,524) Total lease liabilities $ 53,094 As of June 30, 2023, we have additional operating leases that have not commenced, which were not material. |
Income taxes
Income taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Income taxes We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and their reported amounts. Valuation allowances are established when necessary to reduce deferred tax assets to amounts which are more likely than not to be realized. We had a valuation allowance of $75 million and $74 million at June 30, 2023 and December 31, 2022, respectively. A majority of the valuation allowance is related to the deferred tax assets of National Instruments Hungary Kft. We account for uncertainty in income taxes recognized in our financial statements using prescribed recognition thresholds and measurement attributes for financial statement disclosure of tax positions taken or expected to be taken on our tax returns. We had $18.3 million and $12.6 million of gross unrecognized tax benefits at June 30, 2023 and December 31, 2022, respectively, all of which would affect our effective income tax rate if recognized. We recorded a gross increase in unrecognized tax benefits of $2.3 million for the three months ended June 30, 2023, as a result of the tax positions taken during the current period. As of June 30, 2023, it is reasonably possible that we will recognize gross tax benefits in the amount of $0.8 million in the next twelve months due to the closing of open tax years. The nature of the uncertainty is related to deductions taken on returns that have not been examined by the applicable tax authority. Our continuing policy is to recognize interest and penalties related to income tax matters in income tax expense. During the three months ended June 30, 2023, we recognized interest expense related to uncertain tax positions of approximately $0.1 million. As of June 30, 2023, we had approximately $0.4 million accrued for interest related to uncertain tax positions. The tax years 2016 through 2023 remain open to examination by the major taxing jurisdictions to which we are subject. Our provision for income taxes reflected an effective tax rate of 6% and 28% for the three months ended June 30, 2023 and 2022, respectively, and 10% and 21% for the six months ended June 30, 2023 and 2022, respectively. For the three and six months ended June 30, 2023, our effective tax rate was lower than the U.S. federal statutory rate of 21% primarily as a result of excess tax benefit from share-based compensation and foreign taxes less than the statutory rate, offset by the change in unrecognized tax benefits. For the three months ended June 30, 2022, our effective tax rate was higher than the U.S. federal statutory rate of 21% primarily as a result of excess tax expense from share-based compensation, offset by the deduction for foreign-derived intangible income. For the six months ended June 30, 2022, our effective tax rate was equal to the U.S. federal statutory rate of 21% primarily as a result of excess tax expense from share-based compensation, offset by the deduction for foreign-derived intangible income. Our earnings from our operations in Hungary are subject to a statutory tax rate of 9%. In addition, our research and development activities in Hungary benefit from a tax law in Hungary that provides for an enhanced deduction for qualified research and development expenses. The tax position of our Hungarian operations resulted in income tax benefits of $4.3 million and $10.4 million for the three and six months ended June 30, 2023, respectively, and income tax benefits of $0.9 million and $2.9 million for the three and six months ended June 30, 2022, respectively. Earnings from our operations in Malaysia are free of tax under a tax holiday effective January 1, 2013. This tax holiday expires in 2037. If we fail to satisfy the conditions of the tax holiday, this tax benefit may be terminated early. The income tax benefits of the tax holiday for the three and six months ended June 30, 2023 were approximately $1.9 million and $3.2 million, respectively. The income tax benefits of the tax holiday for the three and six months ended June 30, 2022 were approximately $0.5 million and $1.1 million, respectively. The impact of the tax holiday on a per share basis for the three and six months ended June 30, 2023 was approximately $0.01 per share and $0.02 per share, respectively. The impact of the tax holiday on a per share basis for each of the three and six months ended June 30, 2022, was approximately $0.01 per share. No other taxing jurisdictions had a significant impact on our effective tax rate. We have not entered into any advanced pricing or other agreements with the Internal Revenue Service ("IRS") with regard to any foreign jurisdictions. |
Comprehensive income
Comprehensive income | 6 Months Ended |
Jun. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Comprehensive income | Comprehensive income Our OCI is comprised of net income, foreign currency translation adjustments, and unrealized gains and losses on forward contracts. The accumulated OCI, net of tax, for the six months ended June 30, 2023 and 2022, consisted of the following: June 30, 2023 (Unaudited) (In thousands) Currency translation adjustment Derivative instruments Accumulated other comprehensive income/(loss) Balance as of December 31, 2022 $ (38,250) 385 $ (37,865) Current-period other comprehensive income 6,116 14,784 20,900 Reclassified from accumulated OCI into income — (5,617) (5,617) Income tax expense — (1,902) (1,902) Balance as of June 30, 2023 $ (32,134) $ 7,650 $ (24,484) June 30, 2022 (Unaudited) (In thousands) Currency translation adjustment Derivative instruments Accumulated other comprehensive income/(loss) Balance as of December 31, 2021 $ (23,179) 3,048 $ (20,131) Current-period other comprehensive (loss) income (13,446) 12,703 (743) Reclassified from accumulated OCI into income — (4,676) (4,676) Income tax expense — (1,930) (1,930) Balance as of June 30, 2022 $ (36,625) $ 9,145 $ (27,480) |
Authorized shares of common and
Authorized shares of common and preferred stock and stock-based compensation plans | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Authorized shares of common and preferred stock and stock-based compensation plans | Authorized shares of common and preferred stock and stock-based compensation plans Authorized shares of common and preferred stock The total number of shares which we are authorized to issue is 365,000,000 shares, consisting of (i) 5,000,000 shares of preferred stock, par value $0.01 per share, and (ii) 360,000,000 shares of common stock, par value $0.01 per share. Stock-Based Compensation Plan Our stockholders approved our 2010 Incentive Plan (the “2010 Plan”) on May 11, 2010. At the time of approval, 3,000,000 shares of our common stock were reserved for issuance under the 2010 Plan, as well as the 3,362,304 shares of common stock that were reserved but not issued under our 1994 Incentive Stock Options Plan (the "1994 Plan") and the 2005 Incentive Plan (the "2005 Plan") as of May 11, 2010, and any shares that are returned to the 1994 Plan and the 2005 Plan as a result of the forfeiture or termination of options or RSUs or repurchase of shares issued under those plans. The 2010 Plan provided for the granting of incentive awards in the form of restricted stock and RSUs to employees, directors and consultants of the Company and employees and consultants of any parent or subsidiary of the Company. Awards vest over a three five Our stockholders approved our 2015 Equity Incentive Plan (the “2015 Plan”) on May 12, 2015. At the time of approval, 3,000,000 shares of our common stock were reserved for issuance under the 2015 Plan, as well as the 2,518,416 shares of common stock that were reserved but not issued under the 2010 Plan as of May 12, 2015, and any shares that were returned to the 1994 Plan, 2005 Plan, and 2010 Plan as a result of the forfeiture or termination of options or RSUs or repurchase of shares issued under those plans. The 2015 Plan provides for the granting of incentive awards in the form of restricted stock and RSUs to employees, directors and consultants of the Company and employees and consultants of any parent or subsidiary of the Company and such awards may be subject to performance-based vesting conditions. Awards generally vest over a three four five five Our stockholders approved our 2020 Equity Incentive Plan (the “2020 Plan”) on May 5, 2020. At the time of approval, 4,500,000 shares of our common stock were reserved for issuance under the 2020 Plan, as well as the 567,142 shares of common stock that were reserved but not issued under the 2015 Plan as of May 5, 2020, and any shares that were returned to the 2005 Plan, 2010 Plan, and 2015 Plan as a result of the forfeiture or termination of options or RSUs or repurchase of shares issued under those plans. The 2020 Plan provides for the granting of incentive awards in the form of restricted stock and RSUs to employees, directors and consultants of the Company and employees and consultants of any parent or subsidiary of the Company. Awards generally vest over a one two three Our stockholders approved our 2022 Equity Incentive Plan (the “2022 Plan”) on May 10, 2022. At the time of approval, 4,500,000 shares of our common stock were reserved for issuance under the 2022 Plan, as well as the 1,568,571 shares of common stock that were reserved but not issued under the 2020 Plan as of May 10, 2022, and any shares that were returned to the 2005 Plan, 2010 Plan, 2015 Plan and 2020 Plan as a result of the forfeiture, repurchase or termination of unissued shares subject to options or RSUs issued under those plans. The 2022 Plan provides for the granting of incentive awards in the form of restricted stock and RSUs to employees, directors and consultants of the Company and employees and consultants of any parent or subsidiary of the Company. Awards generally vest over a one two three Performance-based stock units During the six months ended June 30, 2023 and 2022, we granted 70,224 and 164,843 performance-based restricted stock units (“PRSUs”), respectively, to executive officers pursuant to the 2022 Plan and 2020 Plan. The PRSUs may be earned based on our total shareholder return (“TSR”) compared to the TSR of the Russell 2000 Index or, for awards granted on or after March 3, 2023, the NASDAQ Composite Index (the “Index”), in each case, over a three-year performance period. For the PRSUs granted during the six months ended June 30, 2023, the three-year performance period commenced on January 1, 2023 and will end on December 31, 2025, and for the PRSUs granted during the six months ended June 30, 2022, the three year performance commenced on January 1, 2022 and will end on December 31, 2024, in each case, using the average daily closing price over a 30-day lookback. The number of awards earned could range from 0% to 200% times the target number of units granted. Additionally, for awards granted on or after March 3, 2023, the number of PRSUs that may vest pursuant to an award agreement shall not exceed 100% of the target number of PRSUs subject to such award if our absolute total shareholder return is negative during the performance period for such award. The fair values of PRSUs are estimated using a Monte Carlo simulation. The determination of fair value of the PRSUs is based on our stock price and a number of assumptions including the expected volatility, expected dividend yield and the risk-free interest rate. The expected volatility at the date of grant was based on the historical volatilities of our stock and the companies included in the Index over the performance period. The Monte Carlo model is based on random projections of stock-price paths and must be repeated numerous times to achieve a probabilistic assessment. The key assumptions used in valuing these market-based awards are as follows: Six Months Ended (unaudited) June 30, 2023 June 30, 2022 Number of simulations 100,000 100,000 Expected volatility 32.27% 37.81% Expected life in years 2.84 years 2.95 years Risk-free interest rate 4.45% 1.33% Dividend yield 2.45% 2.52% The weighted average grant date fair value of the market-based awards, as determined by the Monte Carlo valuation model, was $84.45 per share and $59.65 per share in 2023 and 2022, respectively. Employee stock purchase plan Our employee stock purchase plan (“ESPP”) permits substantially all domestic employees and employees of designated subsidiaries to acquire our common stock at a purchase price of 85% of the lower of the market price at the beginning or the end of the purchase period. The plan has quarterly purchase periods generally beginning on February 1, May 1, August 1 and November 1 of each year. Employees may designate up to 15% of their compensation for the purchase of common stock under the ESPP. Pursuant to the terms of our merger agreement (the “Merger Agreement”) with Emerson Electric Co. ("Emerson") and Emersub CXIV, Inc. ("Merger Sub"), our ESPP program was suspended indefinitely after the May 1, 2023 purchase. On May 10, 2022, our stockholders approved an additional 3,000,000 shares for issuance under our ESPP. At June 30, 2023, we had 3,613,670 shares of common stock reserved for future issuance under the ESPP. We issued 459,420 shares under this plan in the six months ended June 30, 2023 and the weighted average purchase price was $37.82 per share. During the six months ended June 30, 2023, we did not make any changes in accounting principles or methods of estimates with respect to our ESPP. Authorized shares of common and preferred stock We have 5,000,000 authorized shares of preferred stock. On January 21, 2004, our Board of Directors designated 750,000 of these shares as Series A Participating Preferred Stock in conjunction with the adoption of a Preferred Stock Rights Agreement which expired on May 10, 2014. There were no shares of Series A Preferred Stock issued and outstanding at June 30, 2023. On January 13, 2023, our Board of Directors designated 2,000,000 of these shares as Series B Participating Preferred Stock (“Series B Preferred Stock”) in conjunction with its adoption of a stockholder rights plan (the "Rights Agreement"), as previously disclosed in our Current Report on Form 8-K filed on January 13, 2023. On April 12, 2023, in connection with entering into the Merger Agreement, the stockholder rights plan was modified so that the rights thereunder will not be exercisable by virtue of the Merger Agreement or any agreement or transactions contemplated thereby, as previously disclosed in our Current Report on Form 8-K filed on April 12, 2023. Stock repurchases and retirements On April 21, 2010, our Board of Directors authorized a program to repurchase shares of our common stock from time to time, depending on market conditions and other factors (the “2019 Program”). Our Board of Directors has amended the 2019 Program several times over the years to increase the number of shares that may be purchased under the program. On October 23, 2019, our Board of Directors amended the 2019 Program to increase the number of shares that may be repurchased by 3,000,000 shares. On January 19, 2022, our Board of Directors approved a new stock repurchase plan for up to $250 million of our common stock, effective immediately (the "2022 Program"). This new repurchase program is in addition to the existing 2019 Program. Under the 2022 Program, shares may be repurchased from time to time in open market transactions, in privately negotiated transactions or otherwise. The timing and the other terms of the repurchase will depend on a variety of factors, including legal requirements, economic and market conditions, and other investment opportunities. The 2022 Program may be changed, suspended or discontinued at any time and does not have a specified expiration date. As of June 30, 2023 and 2022, there were no shares remaining available for repurchase under the 2019 Program. As of June 30, 2023, there was $109 million available for repurchase under the 2022 Program. As of June 30, 2022, there was $191 million available for repurchase under the 2022 Program. We did not repurchase any shares of our common stock during the three and six months ended June 30, 2023 under the 2019 Program and 2022 Program . |
Segment and geographic informat
Segment and geographic information | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment and geographic information | Segment and geographic information We operate as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker, who is our chief executive officer, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker evaluates our financial information and resources and assesses the performance of these resources on a consolidated basis. Since we operate as one operating segment, all required financial segment information can be found in the condensed consolidated financial statements and the notes thereto. We sell our products in three geographic regions which consist of the Americas region, the Europe, Middle East and Africa region ("EMEA"), and the Asia-Pacific region ("APAC"). Our sales to these regions share similar economic characteristics including the nature of products and services we sell, the type and class of customers, and the methods used to distribute our products and services. Revenue from the sale of our products, which are similar in nature, and software maintenance is reflected as total net sales in our Condensed Consolidated Statements of Income. (Refer to Note 2 - Revenue of Notes to Condensed Consolidated Financial Statements for total net sales by the major geographic region in which we operate). The following table presents summarized information for net sales by country. Revenues from external customers are generally attributed to countries based upon the customer's billing location. Net sales attributable to each individual foreign country outside the U.S. and China were not material. (in millions) United States China (1) Rest of the World Total Net sales: Three months ended June 30, 2023 $ 183 $ 59 $ 175 $ 417 Three months ended June 30, 2022 $ 153 $ 66 $ 177 $ 396 Six months ended June 30, 2023 $ 355 $ 141 $ 358 $ 854 Six months ended June 30, 2022 $ 306 $ 121 $ 354 $ 781 (1): Includes Mainland China and the Hong Kong Special Administrative Region The following table presents summarized information for long-lived assets by country. Long-lived assets attributable to each individual country outside the U.S., Hungary and Malaysia were not material. Long-lived assets consist of property, plant, and equipment and operating lease right-of-use assets excluding intangible assets. (in millions) United States Hungary Malaysia Rest of the World Total Long-lived Assets: June 30, 2023 $ 151 $ 59 $ 80 $ 62 $ 352 December 31, 2022 $ 124 $ 58 $ 82 $ 61 $ 325 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table presents the amounts outstanding related to our borrowing arrangements discussed above as of June 30, 2023 (unaudited) and December 31, 2022, respectively (in thousands): June 30, December 31, (in thousands) 2023 2022 Secured Term Loan $ 481,250 $ 493,750 Revolving line of credit 110,000 50,000 Total Debt 591,250 543,750 Less: Unamortized debt issuance costs (1,877) (2,113) Less: Current portion of total debt (25,000) (25,000) Total Debt, non-current $ 564,373 $ 516,637 The effective interest rate for the term loan and the revolving line of credit, both drawn under our Credit Facility, was 6.7% as of June 30, 2023. The effective interest rates for the term loan and revolving line of credit as of December 31, 2022 were 5.6% and 5.7%, respectively. Debt Issuance Costs Debt issuance costs of approximately $1.8 million attributable to our revolving line of credit are presented within "Other long-term assets" in our Condensed Consolidated Balance Sheet and debt issuance costs of approximately $1.9 million attributable to the term loan are presented within "Debt, non-current" as of June 30, 2023. Debt issuance costs of approximately $2.1 million attributable to our revolving line of credit are presented within "Other long-term assets" in our Condensed Consolidated Balance Sheet and debt issuance costs of approximately $2.1 million attributable to the term loan are presented within "Debt, non-current" as of December 31, 2022. These amounts are amortized to interest expense ratably over the life of the revolving line of credit and the term loan, respectively. Credit Facility On August 24, 2022, we amended the terms of our Credit Facility by entering into a Third Amended and Restated Credit Agreement (the "Credit Agreement") with Wells Fargo Bank, National Association, as the administrative agent, swingline lender and issuing lender (the "Administrative Agent"), Wells Fargo Securities, LLC, BofA Securities, Inc. and Citibank, N.A., as joint lead arrangers and joint bookrunners, BofA Securities, Inc. and Citibank, N.A., as syndication agents, and the lenders party thereto. The Credit Agreement amends and restates and refinances our Second Amended and Restated Credit Agreement, dated as of June 18, 2021, by and among us, the lenders from time-to-time party thereto and Wells Fargo Bank, National Association, as the administrative agent (the "Prior Credit Agreement"). All outstanding loans under the Prior Credit Agreement were repaid in full in connection with the entry into the Credit Agreement. The replacement of the Prior Credit Agreement with the Credit Agreement was treated as a debt modification and the remaining balance of unamortized debt issuance costs were allocated to the new loan facilities. The Credit Agreement provides for a $1 billion Credit Facility consisting of (a) a secured revolving loan facility in an aggregate principal amount of up to $500 million at any time outstanding, with a sublimit of $25 million for the issuance of letters of credit and (b) a secured term loan facility in an aggregate principal amount of $500 million. Subject to the terms of the Credit Agreement, including obtaining commitments from existing lenders or new lenders, we may request additional term loans and/or additional revolving loan commitments. The Credit Facility terminates, and all revolving loans outstanding and/or outstanding term loan amounts (together with accrued interest and fees) are payable in full, on August 24, 2027, unless terminated earlier pursuant to the terms of the Credit Agreement. The term loans amortize in quarterly payments equal to 1.25% of the original principal amount of the term loans, with the remaining outstanding balance due at maturity. The term loans and revolving loans accrue interest, at our option, at (i) a base rate equal to the highest of (a) the prime rate, (b) the federal funds rate plus 0.50%, and (c) an adjusted term SOFR for an interest period of one month plus 1.00%, plus a margin of 0.25% to 0.75%; or (ii) an adjusted term SOFR (for an interest period of one, three or six months) plus a margin of 1.25% to 1.75%, with the margin being determined based upon our consolidated total net leverage ratio. The Credit Agreement contains financial covenants requiring us to maintain a maximum consolidated total net leverage ratio of less than or equal to 3.50 to 1.00, which increases to 4.00 to 1.00 for a specified period following material acquisitions, and a minimum consolidated interest coverage ratio of greater than or equal to 3.00 to 1.00, in each case determined in accordance with the Credit Agreement. The Credit Agreement provides for a commitment fee of 0.150% to 0.250% per annum, determined based upon our consolidated total net leverage ratio, on the average daily unused portion of the revolving committed amount, payable quarterly in arrears. Under the circumstances described in the Credit Agreement, certain of our wholly owned domestic subsidiaries (the "Subsidiary Guarantors") are required to enter into a guaranty agreement ("Guaranty") in favor of the Administrative Agent guarantying our obligations under the Credit Agreement, among other things. As of June 30, 2023, there were no Subsidiary Guarantors, and no Guaranty had been executed. In connection with the Credit Agreement, we entered into a Second Amended and Restated Collateral Agreement (the "Collateral Agreement") pursuant to which we granted a continuing security interest on substantially all of our assets, in favor of the Administrative Agent (for the benefit of the lenders of the Credit Facility), to secure our obligations under the Credit Agreement, Subsidiary Guarantors are required to join the Collateral Agreement and make similar grants of security interests. The Credit Agreement contains customary affirmative and negative covenants. The affirmative covenants include, among other things, delivery of financial statements, compliance certificates and notices, payment of taxes and other obligations, maintenance of existence, maintenance of properties and insurance, maintenance of books and records, and compliance with applicable laws and regulations. The negative covenants include, among other things, limitations on indebtedness, liens, mergers, consolidations, acquisitions and sales of assets, investments, changes in the nature of the business, affiliate transactions and certain restricted payments. The Credit Agreement contains customary events of default including, among other things, payment defaults, breaches of covenants or representations and warranties, cross-defaults with certain other indebtedness, bankruptcy and insolvency events, judgment defaults and change in control events, subject to grace periods in certain instances. Upon an event of default, the Administrative Agent and the lenders may declare all or a portion of the outstanding obligations payable by us to be immediately due and payable and exercise other rights and remedies provided for under the Credit Agreement. Under certain circumstances, a default interest rate will apply on all obligations during the existence of an event of default under the Credit Agreement at a per annum interest rate equal to 2.00% above the otherwise applicable interest rate. The proceeds of the term loans made on August 24, 2022 were used to prepay in full the revolving loans outstanding under the Prior Credit Agreement. Remaining proceeds of the term loans made on August 24, 2022 were used to pay associated costs, fees and other expenses and for other working capital and general corporate purposes. Proceeds of current and additional revolving loans under the Credit Agreement may be used for working capital and other general corporate purposes including acquisitions, share repurchases and dividend payouts. We may prepay the loans under the Credit Agreement in whole or in part at any time without premium or penalty. |
Commitments and contingencies
Commitments and contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Commitments and contingencies We offer a standard warranty on most hardware products which is included in the terms of sale of such products. During 2022, we enhanced the service entitlements included with our standard warranty to include technical support and dependable repair and replacement coverage. Standard warranties sold with these additional entitlements are now accounted for as service-type warranties and the revenue allocated to these performance obligations is now recognized over the service duration of one or three years, and the related warranty costs are recognized as incurred. We also offer additional extensions or enhancements to the service-type warranties described above, for which the related revenue is also recognized ratably over the warranty period. The included service period for the enhanced service entitlements was three years for the vast majority of orders placed during 2022. In late 2022, we shortened the default service period for our service-type warranty entitlements to one year, with the ability to add optional, separately-priced extensions for subsequent years. Consequently, revenue deferrals related to service-type warranties are expected to decrease on a year over year basis during the remainder of 2023. For hardware previously sold with only an assurance-type warranty, a provision is made for estimated future warranty costs at the time of the sale for the estimated costs that may be incurred. Our estimate is based on historical experience and product sales during the period. The warranty reserve as of June 30, 2023 and December 31, 2022 was $1.8 million and $1.5 million, respectively. In the ordinary course of business, we enter into purchase orders with suppliers for the purchase of goods and services, including non-cancelable agreements for certain inventory components ("unconditional purchase obligations"). Our unconditional purchase obligations primarily consist of commitments to various suppliers for inventory components and the majority relate to amounts due within the next 12 months. As of June 30, 2023, and December 31, 2022 our future payments under unconditional purchase obligations with a remaining term in excess of one year were approximately $10.2 million and $19.4 million, respectively. As of June 30, 2023, our outstanding guarantees for payment of customs and foreign grants were not material. |
Restructuring
Restructuring | 6 Months Ended |
Jun. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring 2023 Restructuring During the first quarter of 2023, we announced a workforce reduction plan (the "2023 Plan") intended to realign our investments to accelerate our growth strategy and further optimize our operations and cost structure. The 2023 Plan will result in reductions to our worldwide headcount of approximately 4% during 2023. In connection with the Plan, we incurred approximately $17.1 million of charges consisting primarily of cash termination benefits and other employee-related costs during the first half of 2023. We expect to incur an additional $0.5 million of additional costs related to our restructuring plans during the remainder of 2023. 2022 and 2021 Restructuring During the three and six months ended June 30, 2023, we recognized approximately $0.1 million and $0.6 million in severance-related charges for restructuring activities that were initiated in prior years, respectively. The charges related to the prior workforce reduction plans in 2021 and 2022 had been fully recognized as of June 30, 2023. A summary of the charges in our consolidated statement of operations resulting from our restructuring activities is shown below: Three Months Ended June 30, Six Months Ended June 30, (In thousands) (Unaudited) (Unaudited) 2023 2022 2023 2022 Cost of sales $ 260 $ — $ 1,779 $ — Research and development 97 292 3,174 692 Sales and marketing 26 — 5,993 — General and administrative 1,268 — 6,526 — Total restructuring and other related costs $ 1,651 $ 292 $ 17,472 $ 692 A summary of balance sheet activity during 2023 related to our restructuring activity is shown below: (in thousands) Restructuring Liability Balance as of December 31, 2022 $ 10,009 Income statement expense 17,472 Cash payments (21,710) Balance as of June 30, 2023 $ 5,771 The restructuring liability of $5.8 million at June 30, 2023 related primarily to future severance payments is recorded in the “Accrued compensation” line item of the condensed consolidated balance sheet. |
Litigation
Litigation | 6 Months Ended |
Jun. 30, 2023 | |
Litigation Settlement [Abstract] | |
Litigation | Litigation We are not currently a party to any material litigation. However, in the ordinary course of our business, we have in the past, are currently and may likely become involved in various legal proceedings, claims, and regulatory, tax or government inquiries and investigations, and could incur uninsured liability in any one or more of them. We also periodically receive notifications from various third parties related to alleged infringement of patents or intellectual property rights, commercial disputes or other matters. No assurances can be given with respect to the extent or outcome of any investigation, litigation or dispute. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions SET Acquisition On March 6, 2023, we acquired the remaining 75.1% ownership interest in one of our equity-method investments, SET, for approximately $24 million in total cash consideration, subject to certain post-closing adjustments. Of the total cash consideration, approximately $2.7 million will be held back as security for certain representations, warranties, and obligations of the sellers, payable in the first quarter of 2024. SET is a Germany-based expert in aerospace and defense test system development and an innovator in power semiconductor reliability test. This transaction was accounted for as a business combination using the acquisition method of accounting. We recognized a gain of approximately $3 million on the remeasurement of our existing 24.9% equity-method investment to fair value on the acquisition date during the first quarter of 2023. The carrying value of the investment immediately prior to the acquisition date was approximately $3 million. The gain is presented in "Other (expense) income." All of the acquired assets and liabilities of SET have been recorded at their respective fair values as of the acquisition date. We recognized approximately $18.7 million of goodwill and $13.5 million of other intangible assets as part of our preliminary purchase price allocation as of March 31, 2023. Transaction costs have been expensed as incurred and were not material to the periods presented. The acquisition was funded by cash on hand. The preliminary purchase price allocation related to the acquisition was not finalized as of June 30, 2023, and is based upon a preliminary valuation which is subject to change as we obtain additional information with respect to certain intangible assets, inventory and income taxes. During the second quarter of 2023, we identified and recorded several measurement period adjustments related to the provisional amounts recorded as of March 31, 2023. The measurement period adjustments resulted in an increase in the preliminary amount of goodwill of $6.6 million and a corresponding decrease to acquired intangibles and inventory. The adjustments did not have a material impact on our net income or earnings per share. Pro-forma results of operations have not been presented as the impact of the acquired operations was not material. The excess of the purchase price over the net assets acquired was recorded as goodwill. Goodwill generated from the acquisition is primarily attributable to expected growth in the scope of and market opportunities for our existing offerings related to vehicle electrification and other related applications. Goodwill is not deductible for tax purposes. Kratzer Acquisition On May 2, 2022, we completed the acquisition of certain assets of, and assumed certain liabilities of, the test systems business ("TS Business") of Germany-based Kratzer Automation AG (“Kratzer”). As part of this integrated transaction, we also purchased 100% of the shares in certain subsidiaries of Kratzer: Kratzer Automation S.a.r.l. ("Kratzer France"), Kratzer Automation Inc. ("Kratzer US") and Kratzer Automation (Shanghai) Co., Ltd. ("Kratzer China"). The acquisitions of Kratzer France, Kratzer US, and Kratzer China were completed on June 1, 2022, June 2, 2022, and August 26, 2022, respectively. This transaction was accounted for as a business combination using the acquisition method of accounting. Total cash consideration for the transaction was $56.3 million inclusive of $0.7 million in cash acquired. All of the acquired assets and liabilities of the TS Business have been recorded at their respective fair values as of the acquisition date. The acquisition was funded by cash on hand. Transaction costs have been expensed as incurred. We expensed $2.2 million of transaction costs during 2022 related to the acquisition of the TS Business, which are included in selling, general and administrative expenses. The excess of the purchase price over the net assets acquired was recorded as goodwill. The goodwill generated from the acquisition is primarily attributed to expected growth in the scope of and market opportunities for our existing offerings related to vehicle electrification test systems and other related applications. The goodwill is deductible locally and in the U.S. over 15 years for federal income tax purposes. During the fourth quarter of 2022, we recorded measurement period adjustments to our preliminary estimate of the fair value of intangible assets acquired as a result of new information obtained on acquired customer contracts. The net decrease to the fair value of total intangible assets acquired was $10 million, with a corresponding increase to goodwill. This change to the provisional amount did not have a material impact to the income statements in the current or previous reporting periods. Fair value of net assets acquired and liabilities assumed The information below represents the purchase price allocation of the TS Business (in thousands): May 2, 2022 Consideration Transferred $ 56,324 Cash and cash equivalents 672 Accounts receivable 2,616 Inventories 5,130 Prepaid expenses and other current assets 1,900 Property and equipment 1,145 Goodwill 29,223 Intangible assets 25,010 Operating lease right-of-use assets 4,820 Other long-term assets 108 Accounts payable and accrued expenses (966) Accrued compensation (463) Operating lease liabilities - current (1,050) Other current liabilities (8,233) Operating lease liabilities - non-current (3,588) Net Assets Acquired $ 56,324 The purchase price allocation related to the acquisition was finalized as of June 30, 2023. Acquired intangible assets will be amortized over their estimated useful lives on a straight-line basis. The following table summarizes the preliminary purchase price allocation and the preliminary average remaining useful lives for identifiable intangible assets acquired. Estimated Fair Value (in thousands) Estimated Useful Lives (in years) Customer relationships $ 2,470 10 Developed software 20,830 5 Trade name contractual rights 1,710 2 Total 25,010 Customer relationships represent the fair value of future projected revenue that will be derived from sales of products to existing customers. The economic useful life was determined by examining the period of time over which the customer attrition curve falls below a target threshold. Developed software represents the fair value of automation systems for performing test bench tasks and management systems for all resources and accruing data in the test field. The economic life of this software is estimated to be 5 years based on the expected future utilization of the software in its current form. Results of operations of the business acquired have been included in our condensed consolidated financial statements subsequent to the dates of acquisition. Pro-forma results of operations have not been presented as the impact of the acquired operations was not material. Heinzinger Acquisition On February 28, 2022, we completed the acquisition of the systems business of Heinzinger Electronic GmbH (“Heinzinger”) for $22.5 million in total cash consideration, including a holdback amount of approximately $3.1 million that was released to Heinzinger during the first quarter of 2023. This transaction was accounted for as a business combination using the acquisition method of accounting. All of the acquired assets and liabilities of Heinzinger have been recorded at their respective fair values as of the acquisition date. We recognized approximately $13.5 million of goodwill and $7.2 million of other intangible assets as part of our purchase price allocation. Transaction costs have been expensed as incurred and were not material to the periods presented. The acquisition was funded by cash on hand. The excess of the purchase price over the net assets acquired was recorded as goodwill. Goodwill generated from the acquisition is primarily attributable to expected growth in the scope of and market opportunities for our existing offerings related to vehicle electrification and other related applications. Goodwill is not deductible for tax purposes. |
Subsequent events
Subsequent events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent events | Subsequent events Dividends On July 26, 2023, our Board of Directors declared a quarterly cash dividend of $0.28 per common share, payable on August 29, 2023, to stockholders of record on August 8, 2023. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net income | $ 30,492 | $ 12,434 | $ 77,421 | $ 37,670 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 6 Months Ended |
Jun. 30, 2023 shares | Jun. 30, 2023 shares | |
Trading Arrangements, by Individual | ||
Rule 10b5-1 Arrangement Adopted | false | |
Non-Rule 10b5-1 Arrangement Adopted | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Eric Starkloff [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | During the three months ended June 30, 2023, Eric Starkloff, our President and Chief Executive Officer, had an equity trading plan in place in accordance with Rule 10b5-1(c)(1) under the Exchange Act (“Starkloff 10b5-1 Plan”). An equity trading plan is a written document that pre-establishes the amounts, prices and dates (or formula for determining the amounts, prices and dates) of future sales of the Company’s stock. The Starkloff 10b5-1 Plan was originally adopted on May 2, 2022 and expired in accordance with its terms effective April 28, 2023. The maximum number of securities to be sold under the Starkloff 10b5-1 Plan was 20,000 shares (of which 11,700 shares were sold). | |
Name | Eric Starkloff | |
Title | President and Chief Executive Officer | |
Adoption Date | May 2, 2022 | |
Rule 10b5-1 Arrangement Terminated | true | |
Termination Date | April 28, 2023 | |
Arrangement Duration | 361 days | |
Aggregate Available | 20,000 | 20,000 |
Basis of presentation (Policies
Basis of presentation (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of presentation | Basis of presentation The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the fiscal year ended December 31, 2022, included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on February 21, 2023 (the "Form 10-K"). In our opinion, the accompanying condensed consolidated financial statements reflect all adjustments (consisting only of normal recurring items) considered necessary to state fairly our financial position at June 30, 2023 and December 31, 2022, the results of our operations and comprehensive income for the three and six months ended June 30, 2023 and 2022, our cash flows for the six months ended June 30, 2023 and 2022 and our statement of stockholders' equity for the three and six months ended June 30, 2023 and 2022. Our operating results for the three and six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. These financial statements have been prepared in accordance with accounting principles generally accepted in the United States. |
Reclassifications | Reclassifications Certain reclassifications have been made to prior period amounts to conform to the current period presentation. |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies There were no material changes to our significant accounting policies during the three and six months ended June 30, 2023 compared to the significant accounting policies described in our 2022 Form 10-K. |
Earnings Per Share | Earnings Per ShareBasic earnings per share (“EPS”) is computed by dividing net income by the weighted average number of common shares outstanding during each period. Diluted EPS is computed by dividing net income by the weighted average number of common shares and common share equivalents outstanding (if dilutive) during each period. The number of common share equivalents, which includes time-based restricted stock units ("RSUs") and performance-based restricted stock units ("PRSUs"), is computed using the treasury stock method. |
Basis of presentation (Tables)
Basis of presentation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Other (Expense) Income, net | Other (expense) income, net consisted of the following amounts: Three Months Ended June 30, Six Months Ended June 30, (In thousands) (Unaudited) (Unaudited) 2023 2022 2023 2022 Interest income $ 426 $ 58 $ 751 $ 104 Interest expense (9,741) (2,500) (18,088) (3,792) Gain (loss) from equity-method investments 819 (471) 5,597 131 Net foreign exchange gain (loss) 721 (769) 420 (1,935) Other (725) 177 (199) 2,019 Other expense, net $ (8,500) $ (3,505) $ (11,519) $ (3,473) |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities on our condensed consolidated balance sheet includes the following amounts (in thousands): As of June 30, 2023 As of December 31, (unaudited) 2022 Income taxes payable - current $ — $ 87,186 Hedge payable - current 6,242 18,117 Accrued liabilities 31,779 26,851 Other 20,812 21,003 Total $ 58,833 $ 153,157 |
Schedule of Reconciliation of the Denominators used to Calculate Basic and Diluted EPS | The reconciliation of the denominators used to calculate basic EPS and diluted EPS for the three and six months ended June 30, 2023 and 2022 are as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, (Unaudited) (Unaudited) 2023 2022 2023 2022 Weighted average shares outstanding-basic 132,369 131,973 131,850 132,039 Plus: Common share equivalents RSUs & PRSUs 1,802 735 1,843 909 Weighted average shares outstanding-diluted 134,171 132,708 133,693 132,948 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | Total net sales based on the timing of transfer of goods or services to customers and geographic region are as follows: Three Months Ended June 30, (Unaudited) 2023 2022 (In thousands) Net sales: Point-in-Time (1) Over Time Total Point-in-Time (1) Over Time Total Americas $ 160,298 $ 27,210 $ 187,508 $ 134,337 $ 26,080 $ 160,417 EMEA 93,221 18,731 111,952 76,092 20,591 96,683 APAC 105,833 11,511 117,344 127,858 10,557 138,415 Total net sales (1) $ 359,352 $ 57,452 $ 416,804 $ 338,287 $ 57,228 $ 395,515 (1) Net sales contains hedging gains and losses, which do not represent revenues recognized from customers. Six Months Ended June 30, (Unaudited) 2023 2022 (In thousands) Net sales: Point-in-Time (1) Over Time Total Point-in-Time (1) Over Time Total Americas $ 312,640 $ 52,854 $ 365,494 $ 267,326 $ 52,302 $ 319,628 EMEA 187,918 36,215 224,133 155,331 41,720 197,051 APAC 241,481 22,521 264,002 242,853 21,238 264,091 Total net sales (1) $ 742,039 $ 111,590 $ 853,629 $ 665,510 $ 115,260 $ 780,770 (1) Net sales contains hedging gains and losses, which do not represent revenues recognized from customers. Three Months Ended June 30, Six Months Ended June 30, (In thousands) (Unaudited) Industry Grouping 2023 2022 2023 2022 Portfolio $ 134,706 $ 116,216 $ 270,615 $ 240,919 Semiconductor & Electronics 91,584 116,370 205,341 220,395 Aerospace, Defense & Government 111,895 99,521 225,010 194,024 Transportation 78,619 63,408 152,663 125,432 Total net sales $ 416,804 $ 395,515 $ 853,629 $ 780,770 |
Schedule of Changes in Unearned Revenue | Changes in deferred revenue, current and non-current, during the six months ended June 30, 2023 were as follows: (In thousands) Amount Balance as of December 31, 2022 $ 200,274 Deferral of revenue billed in current period, net of recognition 88,220 Recognition of revenue deferred in prior periods (72,909) Acquisitions/Divestitures 2,414 Foreign currency translation impact 342 Balance as of June 30, 2023 (unaudited) $ 218,341 |
Fair value measurements (Tables
Fair value measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | Assets and liabilities measured at fair value on a recurring basis are summarized below: Fair Value Measurements at Reporting Date Using (In thousands) (Unaudited) Description June 30, 2023 Level 1 Level 2 Level 3 Assets Derivatives (interest rate swaps) 4,467 — 4,467 — Derivatives (foreign exchange contracts) 13,410 — 13,410 — Total Assets $ 17,877 $ — $ 17,877 $ — Liabilities Derivatives (foreign exchange contracts) $ (6,267) $ — $ (6,267) $ — Total Liabilities $ (6,267) $ — $ (6,267) $ — (In thousands) Fair Value Measurements at Reporting Date Using Description December 31, 2022 Level 1 Level 2 Level 3 Assets Derivatives (interest rate swaps) 2,299 2,299 Derivatives (foreign exchange contracts) 10,025 — 10,025 — Total Assets $ 12,324 $ — $ 12,324 $ — Liabilities Derivatives (interest rate swaps) $ (1,013) $ — $ (1,013) $ — Derivatives (foreign exchange contracts) $ (18,313) $ — $ (18,313) $ — Total Liabilities $ (19,326) $ — $ (19,326) $ — |
Derivative instruments and he_2
Derivative instruments and hedging activities (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Forward Contracts Notional Amount | We held forward contracts designated as cash flow hedges with the following notional amounts: (In thousands) US Dollar Equivalent As of June 30, 2023 As of December 31, (Unaudited) 2022 British pound $ 16,688 $ 13,929 Chinese yuan 94,463 73,419 Euro 130,162 109,091 Hungarian forint 8,813 19,529 Japanese yen 28,647 21,285 Korean won 20,298 14,048 Malaysian ringgit 2,941 8,856 Total forward contracts notional amount $ 302,012 $ 260,157 |
Schedule of Fair Value of Derivative Instruments | The following tables present the fair value of derivative instruments on our Condensed Consolidated Balance Sheets at June 30, 2023 and December 31, 2022, respectively. Asset Derivatives June 30, 2023 December 31, 2022 (In thousands) (Unaudited) Balance Sheet Location Fair Value Fair Value Derivatives designated as hedging instruments Foreign exchange contracts - ST forwards Prepaid expenses and other current assets $ 8,074 $ 8,968 Interest rate contracts - ST forwards Prepaid expenses and other current assets 3,411 2,299 Interest rate contracts - LT forwards Other long-term assets 1,056 — Foreign exchange contracts - LT forwards Other long-term assets 893 — Total derivatives designated as hedging instruments $ 13,434 $ 11,267 Derivatives not designated as hedging instruments Foreign exchange contracts - ST forwards Prepaid expenses and other current assets $ 4,443 $ 1,057 Total derivatives not designated as hedging instruments $ 4,443 $ 1,057 Total derivatives $ 17,877 $ 12,324 Liability Derivatives June 30, 2023 December 31, 2022 (In thousands) (Unaudited) Balance Sheet Location Fair Value Fair Value Derivatives designated as hedging instruments Foreign exchange contracts - ST forwards Accrued expenses and other current liabilities $ (4,202) $ (9,940) Foreign exchange contracts - LT forwards Other long-term liabilities (25) (196) Interest rate contracts - LT forwards Other long-term liabilities — (1,013) Total derivatives designated as hedging instruments $ (4,227) $ (11,149) Derivatives not designated as hedging instruments Foreign exchange contracts - ST forwards Accrued expenses and other current liabilities $ (2,040) $ (8,177) Total derivatives not designated as hedging instruments $ (2,040) $ (8,177) Total derivatives $ (6,267) $ (19,326) |
Schedule of Effect of Derivative Instruments | The following tables present the effect of derivative instruments on our Condensed Consolidated Statements of Income for the three months ended June 30, 2023 and 2022, respectively: June 30, 2023 (In thousands) (Unaudited) Derivatives in Cash Flow Hedging Relationship Gain or (Loss) Recognized in OCI on Derivative Location of Gain or (Loss) Reclassified from Accumulated OCI into Income Gain or (Loss) Reclassified from Accumulated OCI into Income Foreign exchange contracts - forwards $ 4,682 Net sales $ 3,646 Foreign exchange contracts - forwards 557 Cost of sales (412) Foreign exchange contracts - forwards 458 Operating expenses (302) Interest rate swap contracts - forwards 5,146 Other (expense) income 802 Total $ 10,843 $ 3,734 June 30, 2022 (In thousands) (Unaudited) Derivatives in Cash Flow Hedging Relationship Gain or (Loss) Recognized in OCI on Derivative Location of Gain or (Loss) Reclassified from Accumulated OCI into Income Gain or (Loss) Reclassified from Accumulated OCI into Income Foreign exchange contracts - forwards $ 10,252 Net sales $ 5,055 Foreign exchange contracts - forwards (2,446) Cost of sales (860) Foreign exchange contracts - forwards (1,645) Operating expenses (691) Total $ 6,161 $ 3,504 (In thousands) Derivatives not Designated as Hedging Instruments Location of Gain (Loss) Recognized in Income Amount of Gain (Loss) Recognized in Income Amount of Gain (Loss) Recognized in Income June 30, 2023 June 30, 2022 (Unaudited) (Unaudited) Foreign exchange contracts - forwards Other (expense) income $ 4,176 3,590 Total $ 4,176 $ 3,590 The following tables present the effect of derivative instruments on our Condensed Consolidated Statements of Income for the six months ended June 30, 2023 and 2022, respectively: June 30, 2023 (In thousands) (Unaudited) Derivatives in Cash Flow Hedging Relationship Gain or (Loss) Recognized in OCI on Derivative Location of Gain or (Loss) Reclassified from Accumulated OCI into Income Gain or (Loss) Reclassified from Accumulated OCI into Income Foreign exchange contracts - forwards $ 2,953 Net sales $ 5,890 Foreign exchange contracts - forwards 1,700 Cost of sales (972) Foreign exchange contracts - forwards 1,334 Operating expenses (630) Interest rate swap contracts - forwards 3,180 Other (expense) income 1,329 Total $ 9,167 $ 5,617 June 30, 2022 (In thousands) (Unaudited) Derivatives in Cash Flow Hedging Relationship Gain or (Loss) Recognized in OCI on Derivative Location of Gain or (Loss) Reclassified from Accumulated OCI into Income Gain or (Loss) Reclassified from Accumulated OCI into Income Foreign exchange contracts - forwards $ 12,136 Net sales $ 6,794 Foreign exchange contracts - forwards (2,467) Cost of sales (1,187) Foreign exchange contracts - forwards (1,642) Operating expenses (931) Total $ 8,027 $ 4,676 (In thousands) Derivatives not Designated as Hedging Instruments Location of Gain (Loss) Recognized in Income Amount of Gain (Loss) Recognized in Income Amount of Gain (Loss) Recognized in Income June 30, 2023 June 30, 2022 (Unaudited) (Unaudited) Foreign exchange contracts - forwards Other (expense) income $ 3,319 $ 2,787 Total $ 3,319 $ 2,787 |
Inventories, net (Tables)
Inventories, net (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories, Net | Inventories, net consist of the following: June 30, 2023 December 31, (In thousands) (Unaudited) 2022 Raw materials $ 278,308 $ 273,311 Work-in-process 10,670 14,968 Finished goods 137,661 119,302 Total $ 426,639 $ 407,581 Less: Inventory reserve $ (25,013) $ (19,417) Total $ 401,626 $ 388,164 |
Intangible assets, net and go_2
Intangible assets, net and goodwill (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets at June 30, 2023 and December 31, 2022 are as follows: June 30, 2023 (In thousands) (Unaudited) December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Capitalized software development costs $ 11,399 $ (8,477) $ 2,922 $ 18,810 $ (15,321) $ 3,489 Acquired technology 179,519 (68,372) 111,147 167,686 (54,351) 113,335 Customer relationships 92,778 (32,904) 59,874 98,827 (33,514) 65,313 Patents 37,627 (32,080) 5,547 37,240 (31,368) 5,872 Other 25,556 (12,142) 13,414 34,078 (21,237) 12,841 Total $ 346,879 $ (153,975) $ 192,904 $ 356,641 $ (155,791) $ 200,850 |
Schedule of Goodwill | The carrying amount of goodwill as of June 30, 2023 was as follows: (In thousands) Amount Balance as of December 31, 2022 $ 615,734 Acquisitions 18,651 Foreign currency translation impact 4,074 Balance as of June 30, 2023 (unaudited) $ 638,459 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of operating lease expense were as follows (unaudited): Three Months Ended Six Months Ended (In thousands) June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Operating Lease Cost (1) $ 7,355 $ 5,478 $ 13,669 $ 10,895 (1) Includes variable and short-term lease costs |
Schedule of Future Minimum Lease Payments | Maturities of lease liabilities as of June 30, 2023 were as follows (unaudited): (In thousands) Years ending December 31, Operating Leases 2023 (Excluding the six months ended June 30, 2023) $ 10,045 2024 15,704 2025 11,889 2026 9,808 2027 5,214 Thereafter 7,958 Total future minimum lease payments 60,618 Less imputed interest (7,524) Total lease liabilities $ 53,094 |
Comprehensive income (Tables)
Comprehensive income (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated OCI, Net of Tax | The accumulated OCI, net of tax, for the six months ended June 30, 2023 and 2022, consisted of the following: June 30, 2023 (Unaudited) (In thousands) Currency translation adjustment Derivative instruments Accumulated other comprehensive income/(loss) Balance as of December 31, 2022 $ (38,250) 385 $ (37,865) Current-period other comprehensive income 6,116 14,784 20,900 Reclassified from accumulated OCI into income — (5,617) (5,617) Income tax expense — (1,902) (1,902) Balance as of June 30, 2023 $ (32,134) $ 7,650 $ (24,484) June 30, 2022 (Unaudited) (In thousands) Currency translation adjustment Derivative instruments Accumulated other comprehensive income/(loss) Balance as of December 31, 2021 $ (23,179) 3,048 $ (20,131) Current-period other comprehensive (loss) income (13,446) 12,703 (743) Reclassified from accumulated OCI into income — (4,676) (4,676) Income tax expense — (1,930) (1,930) Balance as of June 30, 2022 $ (36,625) $ 9,145 $ (27,480) |
Authorized shares of common a_2
Authorized shares of common and preferred stock and stock-based compensation plans (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Key Assumptions to Value Market-based Awards | The key assumptions used in valuing these market-based awards are as follows: Six Months Ended (unaudited) June 30, 2023 June 30, 2022 Number of simulations 100,000 100,000 Expected volatility 32.27% 37.81% Expected life in years 2.84 years 2.95 years Risk-free interest rate 4.45% 1.33% Dividend yield 2.45% 2.52% |
Segment and geographic inform_2
Segment and geographic information (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Net Sales by Country | The following table presents summarized information for net sales by country. Revenues from external customers are generally attributed to countries based upon the customer's billing location. Net sales attributable to each individual foreign country outside the U.S. and China were not material. (in millions) United States China (1) Rest of the World Total Net sales: Three months ended June 30, 2023 $ 183 $ 59 $ 175 $ 417 Three months ended June 30, 2022 $ 153 $ 66 $ 177 $ 396 Six months ended June 30, 2023 $ 355 $ 141 $ 358 $ 854 Six months ended June 30, 2022 $ 306 $ 121 $ 354 $ 781 (1): Includes Mainland China and the Hong Kong Special Administrative Region The following table presents summarized information for long-lived assets by country. Long-lived assets attributable to each individual country outside the U.S., Hungary and Malaysia were not material. Long-lived assets consist of property, plant, and equipment and operating lease right-of-use assets excluding intangible assets. (in millions) United States Hungary Malaysia Rest of the World Total Long-lived Assets: June 30, 2023 $ 151 $ 59 $ 80 $ 62 $ 352 December 31, 2022 $ 124 $ 58 $ 82 $ 61 $ 325 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Amounts Outstanding Related to Borrowing Arrangements | The following table presents the amounts outstanding related to our borrowing arrangements discussed above as of June 30, 2023 (unaudited) and December 31, 2022, respectively (in thousands): June 30, December 31, (in thousands) 2023 2022 Secured Term Loan $ 481,250 $ 493,750 Revolving line of credit 110,000 50,000 Total Debt 591,250 543,750 Less: Unamortized debt issuance costs (1,877) (2,113) Less: Current portion of total debt (25,000) (25,000) Total Debt, non-current $ 564,373 $ 516,637 |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Charges Resulting From Restructuring Activities | A summary of the charges in our consolidated statement of operations resulting from our restructuring activities is shown below: Three Months Ended June 30, Six Months Ended June 30, (In thousands) (Unaudited) (Unaudited) 2023 2022 2023 2022 Cost of sales $ 260 $ — $ 1,779 $ — Research and development 97 292 3,174 692 Sales and marketing 26 — 5,993 — General and administrative 1,268 — 6,526 — Total restructuring and other related costs $ 1,651 $ 292 $ 17,472 $ 692 |
Schedule of Restructuring Reserve by Type of Cost | A summary of balance sheet activity during 2023 related to our restructuring activity is shown below: (in thousands) Restructuring Liability Balance as of December 31, 2022 $ 10,009 Income statement expense 17,472 Cash payments (21,710) Balance as of June 30, 2023 $ 5,771 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Preliminary Purchase Price Allocation | The information below represents the purchase price allocation of the TS Business (in thousands): May 2, 2022 Consideration Transferred $ 56,324 Cash and cash equivalents 672 Accounts receivable 2,616 Inventories 5,130 Prepaid expenses and other current assets 1,900 Property and equipment 1,145 Goodwill 29,223 Intangible assets 25,010 Operating lease right-of-use assets 4,820 Other long-term assets 108 Accounts payable and accrued expenses (966) Accrued compensation (463) Operating lease liabilities - current (1,050) Other current liabilities (8,233) Operating lease liabilities - non-current (3,588) Net Assets Acquired $ 56,324 |
Schedule of Preliminary Purchase Price Allocation and Useful Lives | The following table summarizes the preliminary purchase price allocation and the preliminary average remaining useful lives for identifiable intangible assets acquired. Estimated Fair Value (in thousands) Estimated Useful Lives (in years) Customer relationships $ 2,470 10 Developed software 20,830 5 Trade name contractual rights 1,710 2 Total 25,010 |
Basis of presentation - Schedul
Basis of presentation - Schedule of Other (Expense) Income, net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Interest income | $ 426 | $ 58 | $ 751 | $ 104 |
Interest expense | (9,741) | (2,500) | (18,088) | (3,792) |
Gain (loss) from equity-method investments | 819 | (471) | 5,597 | 131 |
Net foreign exchange gain (loss) | 721 | (769) | 420 | (1,935) |
Other | (725) | 177 | (199) | 2,019 |
Other expense, net | $ (8,500) | $ (3,505) | $ (11,519) | $ (3,473) |
Basis of presentation - Sched_2
Basis of presentation - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Income taxes payable - current | $ 0 | $ 87,186 |
Hedge payable - current | 6,242 | 18,117 |
Accrued liabilities | 31,779 | 26,851 |
Other | 20,812 | 21,003 |
Total | $ 58,833 | $ 153,157 |
Basis of presentation - Sched_3
Basis of presentation - Schedule of Earnings Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Weighted average shares outstanding - basic (in shares) | 132,369,000 | 131,973,000 | 131,850,000 | 132,039,000 |
Plus: Common share equivalents | ||||
RSUs & PRSUs (in shares) | 1,802,000 | 735,000 | 1,843,000 | 909,000 |
Weighted average shares outstanding-diluted (in shares) | 134,171,000 | 132,708,000 | 133,693,000 | 132,948,000 |
RSU | ||||
Plus: Common share equivalents | ||||
Anti-dilutive securities excluded from the computation of diluted EPS (in shares) | 70,300 | 2,026,000 | 68,600 | 1,324,000 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 416,804 | $ 395,515 | $ 853,629 | $ 780,770 |
Portfolio | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 134,706 | 116,216 | 270,615 | 240,919 |
Semiconductor & Electronics | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 91,584 | 116,370 | 205,341 | 220,395 |
Aerospace, Defense & Government | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 111,895 | 99,521 | 225,010 | 194,024 |
Transportation | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 78,619 | 63,408 | 152,663 | 125,432 |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 187,508 | 160,417 | 365,494 | 319,628 |
EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 111,952 | 96,683 | 224,133 | 197,051 |
APAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 117,344 | 138,415 | 264,002 | 264,091 |
Point-in-Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 359,352 | 338,287 | 742,039 | 665,510 |
Point-in-Time | Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 160,298 | 134,337 | 312,640 | 267,326 |
Point-in-Time | EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 93,221 | 76,092 | 187,918 | 155,331 |
Point-in-Time | APAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 105,833 | 127,858 | 241,481 | 242,853 |
Over Time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 57,452 | 57,228 | 111,590 | 115,260 |
Over Time | Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 27,210 | 26,080 | 52,854 | 52,302 |
Over Time | EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 18,731 | 20,591 | 36,215 | 41,720 |
Over Time | APAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 11,511 | $ 10,557 | $ 22,521 | $ 21,238 |
Revenue - Change in Unearned Re
Revenue - Change in Unearned Revenue (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Movement in Deferred Revenue [Roll Forward] | |
Deferred revenue, beginning balance | $ 200,274 |
Deferral of revenue billed in current period, net of recognition | 88,220 |
Recognition of revenue deferred in prior periods | (72,909) |
Acquisitions/Divestitures | 2,414 |
Foreign currency translation impact | 342 |
Deferred revenue, ending balance | $ 218,341 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2023 USD ($) grouping | |
Revenue from Contract with Customer [Abstract] | |
Number of industry specific groupings | grouping | 3 |
Payment terms | Amounts billed in advance of services being provided are accounted for as deferred revenue. Nearly all of our deferred revenue balance is related to extended hardware and software maintenance contracts. Payment terms and conditions vary by contract type, although payment is typically due within 30 to 90 days of contract inception. |
Undelivered performance obligation | $ | $ 111 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent | 25% |
Performance obligation, term | 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent | 43% |
Performance obligation, term | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent | 32% |
Performance obligation, term |
Investments (Details)
Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Schedule of Equity Method Investments [Line Items] | |||||
Carrying value of equity method investments | $ 29,000 | $ 29,000 | $ 29,000 | ||
Total revenue | 416,804 | $ 395,515 | 853,629 | $ 780,770 | |
Equity-Method Investment | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Total revenue | $ 300 | $ 1,300 | $ 800 | $ 2,800 |
Fair value measurements (Detail
Fair value measurements (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Total Assets | $ 17,877 | $ 12,324 |
Liabilities | ||
Total Liabilities | (6,267) | (19,326) |
Level 1 | ||
Assets | ||
Total Assets | 0 | 0 |
Liabilities | ||
Total Liabilities | 0 | 0 |
Level 2 | ||
Assets | ||
Total Assets | 17,877 | 12,324 |
Liabilities | ||
Total Liabilities | (6,267) | (19,326) |
Level 3 | ||
Assets | ||
Total Assets | 0 | 0 |
Liabilities | ||
Total Liabilities | 0 | 0 |
Interest Rate Swap | ||
Assets | ||
Derivative assets | 4,467 | 2,299 |
Liabilities | ||
Derivative liabilities | (1,013) | |
Interest Rate Swap | Level 1 | ||
Assets | ||
Derivative assets | 0 | |
Liabilities | ||
Derivative liabilities | 0 | |
Interest Rate Swap | Level 2 | ||
Assets | ||
Derivative assets | 4,467 | 2,299 |
Liabilities | ||
Derivative liabilities | (1,013) | |
Interest Rate Swap | Level 3 | ||
Assets | ||
Derivative assets | 0 | |
Liabilities | ||
Derivative liabilities | 0 | |
Foreign Exchange Contract | ||
Assets | ||
Derivative assets | 13,410 | 10,025 |
Liabilities | ||
Derivative liabilities | (6,267) | (18,313) |
Foreign Exchange Contract | Level 1 | ||
Assets | ||
Derivative assets | 0 | 0 |
Liabilities | ||
Derivative liabilities | 0 | 0 |
Foreign Exchange Contract | Level 2 | ||
Assets | ||
Derivative assets | 13,410 | 10,025 |
Liabilities | ||
Derivative liabilities | (6,267) | (18,313) |
Foreign Exchange Contract | Level 3 | ||
Assets | ||
Derivative assets | 0 | 0 |
Liabilities | ||
Derivative liabilities | $ 0 | $ 0 |
Derivative instruments and he_3
Derivative instruments and hedging activities - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 USD ($) country | Jun. 30, 2022 | Jun. 30, 2023 USD ($) country | Jun. 30, 2022 | Dec. 31, 2022 USD ($) | |
Derivative [Line Items] | |||||
Number of countries for which entity has direct operations | country | 40 | 40 | |||
Period of protection against the reduction in value caused by a fluctuation, minimum (in number of years) | 1 year | ||||
Period of protection against the reduction in value caused by a fluctuation, maximum (in number of years) | 3 years | ||||
Duration of foreign currency forward contracts (or less) | 18 months | 12 months | |||
Foreign currency forward contracts notional amount | $ 302,012 | $ 302,012 | $ 260,157 | ||
Forward Contracts | |||||
Derivative [Line Items] | |||||
Duration of time, foreign currency cash flow hedge | 40 months | ||||
Forward Contracts | Net sales | |||||
Derivative [Line Items] | |||||
Gains (losses) expected to be reclassified from AOCI to earnings | $ 5,000 | ||||
Forward Contracts | Cost of sales | |||||
Derivative [Line Items] | |||||
Gains (losses) expected to be reclassified from AOCI to earnings | (600) | ||||
Forward Contracts | Operating expenses | |||||
Derivative [Line Items] | |||||
Gains (losses) expected to be reclassified from AOCI to earnings | $ (500) | ||||
Forward Contracts | Maximum | |||||
Derivative [Line Items] | |||||
Percentage of derivative risk hedged | 100% | 100% | |||
Interest Rate Swap | |||||
Derivative [Line Items] | |||||
Duration of foreign currency forward contracts (or less) | 3 years | ||||
Foreign currency forward contracts notional amount | $ 300,000 | ||||
Interest rate | 3.90% | ||||
Other Derivatives | |||||
Derivative [Line Items] | |||||
Foreign currency forward contracts notional amount | $ 341,000 | $ 341,000 | $ 282,000 | ||
Other Derivatives | Maximum | |||||
Derivative [Line Items] | |||||
Percentage of derivative risk hedged | 90% | 90% | |||
Duration of foreign currency forward contracts (or less) | 90 days | ||||
Net sales | Geographic Concentration Risk | Non-Americas | |||||
Derivative [Line Items] | |||||
Concentration risk | 55% | 59% | 57% | 59% |
Derivative instruments and he_4
Derivative instruments and hedging activities - Schedule Of Notional Amounts Of Derivative Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Derivative [Line Items] | ||
Total forward contracts notional amount | $ 302,012 | $ 260,157 |
British pound | ||
Derivative [Line Items] | ||
Total forward contracts notional amount | 16,688 | 13,929 |
Chinese yuan | ||
Derivative [Line Items] | ||
Total forward contracts notional amount | 94,463 | 73,419 |
Euro | ||
Derivative [Line Items] | ||
Total forward contracts notional amount | 130,162 | 109,091 |
Hungarian forint | ||
Derivative [Line Items] | ||
Total forward contracts notional amount | 8,813 | 19,529 |
Japanese yen | ||
Derivative [Line Items] | ||
Total forward contracts notional amount | 28,647 | 21,285 |
Korean won | ||
Derivative [Line Items] | ||
Total forward contracts notional amount | 20,298 | 14,048 |
Malaysian ringgit | ||
Derivative [Line Items] | ||
Total forward contracts notional amount | $ 2,941 | $ 8,856 |
Derivative instruments and he_5
Derivative instruments and hedging activities - Fair Value Of Derivative Instruments On Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Derivatives, Fair Value [Line Items] | ||
Derivative assets | $ 17,877 | $ 12,324 |
Derivative liability | (6,267) | (19,326) |
Derivatives designated as hedging instruments | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 13,434 | 11,267 |
Derivative liability | (4,227) | (11,149) |
Derivatives designated as hedging instruments | Foreign exchange contracts - ST forwards | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 8,074 | 8,968 |
Derivative liability | (4,202) | (9,940) |
Derivatives designated as hedging instruments | Interest rate contracts - ST forwards | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 3,411 | 2,299 |
Derivatives designated as hedging instruments | Interest rate contracts - LT forwards | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 1,056 | 0 |
Derivatives designated as hedging instruments | Foreign exchange contracts - LT forwards | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 893 | 0 |
Derivative liability | (25) | (196) |
Derivatives designated as hedging instruments | Interest rate contracts - LT forwards | ||
Derivatives, Fair Value [Line Items] | ||
Derivative liability | 0 | (1,013) |
Derivatives not designated as hedging instruments | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 4,443 | 1,057 |
Derivative liability | (2,040) | (8,177) |
Derivatives not designated as hedging instruments | Foreign exchange contracts - ST forwards | ||
Derivatives, Fair Value [Line Items] | ||
Derivative assets | 4,443 | 1,057 |
Derivative liability | $ (2,040) | $ (8,177) |
Derivative instruments and he_6
Derivative instruments and hedging activities - Effect Of Derivative Instruments On Consolidated Statements Of Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Derivatives designated as hedging instruments | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in OCI on Derivative | $ 10,843 | $ 6,161 | $ 9,167 | $ 8,027 |
Gain or (Loss) Reclassified from Accumulated OCI into Income | 3,734 | 3,504 | 5,617 | 4,676 |
Derivatives designated as hedging instruments | Foreign exchange contracts - forwards | Net sales | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Reclassified from Accumulated OCI into Income | 3,646 | 5,055 | 5,890 | 6,794 |
Derivatives designated as hedging instruments | Foreign exchange contracts - forwards | Cost of sales | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Reclassified from Accumulated OCI into Income | (412) | (860) | (972) | (1,187) |
Derivatives designated as hedging instruments | Foreign exchange contracts - forwards | Operating expenses | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Reclassified from Accumulated OCI into Income | (302) | (691) | (630) | (931) |
Derivatives designated as hedging instruments | Foreign Exchange Forward A | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in OCI on Derivative | 4,682 | 10,252 | 2,953 | 12,136 |
Derivatives designated as hedging instruments | Foreign Exchange Forward B | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in OCI on Derivative | 557 | (2,446) | 1,700 | (2,467) |
Derivatives designated as hedging instruments | Foreign Exchange Forward C | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in OCI on Derivative | 458 | (1,645) | 1,334 | (1,642) |
Derivatives designated as hedging instruments | Interest Rate Swap | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in OCI on Derivative | 5,146 | 3,180 | ||
Gain or (Loss) Reclassified from Accumulated OCI into Income | 802 | 1,329 | ||
Derivatives not designated as hedging instruments | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in Income | 4,176 | 3,590 | 3,319 | 2,787 |
Derivatives not designated as hedging instruments | Foreign exchange contracts - forwards | Other (expense) income | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain (Loss) Recognized in Income | $ 4,176 | $ 3,590 | $ 3,319 | $ 2,787 |
Inventories, net (Details)
Inventories, net (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 278,308 | $ 273,311 |
Work-in-process | 10,670 | 14,968 |
Finished goods | 137,661 | 119,302 |
Total | 426,639 | 407,581 |
Less: Inventory reserve | (25,013) | (19,417) |
Inventories, net | $ 401,626 | $ 388,164 |
Intangible assets, net and go_3
Intangible assets, net and goodwill - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 346,879 | $ 356,641 |
Accumulated Amortization | (153,975) | (155,791) |
Net Carrying Amount | 192,904 | 200,850 |
Capitalized software development costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 11,399 | 18,810 |
Accumulated Amortization | (8,477) | (15,321) |
Net Carrying Amount | 2,922 | 3,489 |
Acquired technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 179,519 | 167,686 |
Accumulated Amortization | (68,372) | (54,351) |
Net Carrying Amount | 111,147 | 113,335 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 92,778 | 98,827 |
Accumulated Amortization | (32,904) | (33,514) |
Net Carrying Amount | 59,874 | 65,313 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 37,627 | 37,240 |
Accumulated Amortization | (32,080) | (31,368) |
Net Carrying Amount | 5,547 | 5,872 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 25,556 | 34,078 |
Accumulated Amortization | (12,142) | (21,237) |
Net Carrying Amount | $ 13,414 | $ 12,841 |
Intangible assets, net and go_4
Intangible assets, net and goodwill - Narrative (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) segment | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of intangible assets | $ 13,700,000 | $ 14,800,000 | $ 26,400,000 | $ 27,200,000 | |
Number of operating segments | segment | 1 | ||||
Goodwill impairment | $ 0 | $ 0 | |||
Capitalized software development costs | Minimum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets amortization period (in years) | 3 years | 3 years | |||
Capitalized software development costs | Maximum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets amortization period (in years) | 6 years | 6 years | |||
Acquired technology | Minimum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets amortization period (in years) | 5 years | 5 years | |||
Acquired technology | Maximum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets amortization period (in years) | 10 years | 10 years | |||
Customer relationships | Minimum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets amortization period (in years) | 5 years | 5 years | |||
Customer relationships | Maximum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets amortization period (in years) | 10 years | 10 years | |||
Other | Minimum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets amortization period (in years) | 5 years | 5 years | |||
Other | Maximum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets amortization period (in years) | 10 years | 10 years | |||
Patents | Minimum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets amortization period (in years) | 10 years | 10 years | |||
Patents | Maximum | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible assets amortization period (in years) | 17 years | 17 years |
Intangible assets, net and go_5
Intangible assets, net and goodwill - Schedule of Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Balance at beginning of period | $ 615,734 |
Acquisitions | 18,651 |
Foreign currency translation impact | 4,074 |
Balance at end of period | $ 638,459 |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense and Other Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Lessee, Lease, Description [Line Items] | ||||
Option to terminate period | 1 year | |||
Operating lease cost | $ 7,355 | $ 5,478 | $ 13,669 | $ 10,895 |
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining term | 1 year | 1 year | ||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining term | 91 years | 91 years | ||
Option to extend term | 9 years | 9 years |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Leases [Abstract] | |
2023 (Excluding the six months ended June 30, 2023) | $ 10,045 |
2024 | 15,704 |
2025 | 11,889 |
2026 | 9,808 |
2027 | 5,214 |
Thereafter | 7,958 |
Total future minimum lease payments | 60,618 |
Less imputed interest | (7,524) |
Total lease liabilities | $ 53,094 |
Income taxes (Details)
Income taxes (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Operating Loss Carryforwards [Line Items] | |||||
Valuation allowance | $ 75 | $ 75 | $ 74 | ||
Unrecognized tax benefits | 18.3 | 18.3 | $ 12.6 | ||
Gross increase in unrecognized tax benefits, current period | 2.3 | ||||
Reasonable possibility of future tax benefits | 0.8 | 0.8 | |||
Interest expense related to uncertain tax positions | 0.1 | ||||
Accrued interest related to uncertain tax positions | $ 0.4 | $ 0.4 | |||
Effective income tax rate | 6% | 28% | 10% | 21% | |
Hungary | |||||
Operating Loss Carryforwards [Line Items] | |||||
Statutory tax rate | 9% | ||||
Income tax benefit in foreign tax position | $ 4.3 | $ 0.9 | $ 10.4 | $ 2.9 | |
Malaysia | |||||
Operating Loss Carryforwards [Line Items] | |||||
Income tax benefit of tax holiday, amount | $ 1.9 | $ 0.5 | $ 3.2 | $ 1.1 | |
Income tax benefit of tax holiday (in usd per share) | $ 0.01 | $ 0.01 | $ 0.02 | $ 0.01 |
Comprehensive income (Details)
Comprehensive income (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ 1,156,124 | $ 1,223,697 |
Current-period other comprehensive (loss) income | 20,900 | (743) |
Reclassified from accumulated OCI into income | (5,617) | (4,676) |
Income tax expense | (1,902) | (1,930) |
Ending balance | 1,217,520 | 1,168,507 |
Currency translation adjustment | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (38,250) | (23,179) |
Current-period other comprehensive (loss) income | 6,116 | (13,446) |
Reclassified from accumulated OCI into income | 0 | 0 |
Income tax expense | 0 | 0 |
Ending balance | (32,134) | (36,625) |
Derivative instruments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | 385 | 3,048 |
Current-period other comprehensive (loss) income | 14,784 | 12,703 |
Reclassified from accumulated OCI into income | (5,617) | (4,676) |
Income tax expense | (1,902) | (1,930) |
Ending balance | 7,650 | 9,145 |
Accumulated other comprehensive income/(loss) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (37,865) | (20,131) |
Ending balance | $ (24,484) | $ (27,480) |
Authorized shares of common a_3
Authorized shares of common and preferred stock and stock-based compensation plans - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||||||||
Jan. 01, 2023 | May 10, 2022 | Jan. 01, 2022 | May 05, 2020 | May 12, 2015 | May 11, 2010 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jan. 13, 2023 | Dec. 31, 2022 | Jan. 19, 2022 | Oct. 23, 2019 | Jan. 21, 2004 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Common and preferred stock shares authorized (in shares) | 365,000,000 | |||||||||||||
Preferred stock, authorized (in shares) | 5,000,000 | 5,000,000 | ||||||||||||
Preferred stock, par value per share (in usd per share) | $ 0.01 | $ 0.01 | ||||||||||||
Common stock, authorized (in shares) | 360,000,000 | 360,000,000 | ||||||||||||
Common stock, par value per share (in usd per share) | $ 0.01 | $ 0.01 | ||||||||||||
Preferred stock, outstanding (in shares) | 0 | 0 | ||||||||||||
Preferred stock, issued (in shares) | 0 | 0 | ||||||||||||
Common stock repurchased (in shares) | 1,758,928 | |||||||||||||
Common stock repurchased, average cost per share (in usd per share) | $ 39.80 | |||||||||||||
Series A Preferred Stock | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Preferred stock, authorized (in shares) | 750,000 | |||||||||||||
Series B Preferred Stock | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Preferred stock, authorized (in shares) | 2,000,000 | |||||||||||||
2022 Program | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Board of Directors approved stock repurchase (up to) | $ 250,000,000 | |||||||||||||
Authorized common stock available for repurchase Amount | $ 191,000,000 | $ 109,000,000 | $ 191,000,000 | |||||||||||
Common stock repurchased (in shares) | 986,876 | |||||||||||||
Common stock repurchased, average cost per share (in usd per share) | $ 39.06 | |||||||||||||
2019 Program | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Authorized common stock available for repurchase (in shares) | 0 | 0 | 0 | 3,000,000 | ||||||||||
Minimum | Before March 3, 2023 | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Percentage of target shares granted | 0% | |||||||||||||
Maximum | Before March 3, 2023 | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Percentage of target shares granted | 200% | |||||||||||||
Performance Shares | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Performance-based stock units, vested in period (in shares) | 70,224 | 164,843 | ||||||||||||
Performance period | 3 years | 3 years | 3 years | |||||||||||
Performance lookback period | 30 days | |||||||||||||
Performance-based stock units, weighted average grant date fair value (in usd per share) | $ 59.65 | $ 84.45 | $ 59.65 | |||||||||||
Performance Shares | Maximum | On Or After March 3, 2023 | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Percentage of target shares granted | 100% | |||||||||||||
2010 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Common stock, authorized (in shares) | 3,000,000 | |||||||||||||
Number of shares reserved for issuance (in shares) | 2,518,416 | |||||||||||||
2010 Plan | Vesting period one | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 3 years | |||||||||||||
2010 Plan | Vesting period two | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 5 years | |||||||||||||
2010 Plan | Vesting period three | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 10 years | |||||||||||||
1994 and 2005 Plans | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares reserved for issuance (in shares) | 3,362,304 | |||||||||||||
2015 Plans | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares reserved for issuance (in shares) | 567,142 | 3,000,000 | ||||||||||||
Shares available for grant under stock plan (in shares) | 567,142 | |||||||||||||
2015 Plans | Vesting period one | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 3 years | |||||||||||||
2015 Plans | Vesting period two | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 4 years | |||||||||||||
2015 Plans | Vesting period three | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 5 years | |||||||||||||
2015 Plans | Vesting period four | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 10 years | |||||||||||||
2020 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares reserved for issuance (in shares) | 4,500,000 | |||||||||||||
Shares available for grant under stock plan (in shares) | 1,568,571 | |||||||||||||
2020 Plan | Vesting period one | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 1 year | |||||||||||||
2020 Plan | Vesting period two | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 2 years | |||||||||||||
2020 Plan | Vesting period three | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 3 years | |||||||||||||
2020 Plan | Vesting period four | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 4 years | |||||||||||||
2022 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares reserved for issuance (in shares) | 4,500,000 | |||||||||||||
Shares available for grant under stock plan (in shares) | 5,340,243 | |||||||||||||
2022 Plan | Vesting period one | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 1 year | |||||||||||||
2022 Plan | Vesting period two | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 2 years | |||||||||||||
2022 Plan | Vesting period three | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 3 years | |||||||||||||
2022 Plan | Vesting period four | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Award vesting period (in years) | 4 years | |||||||||||||
ESPP | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Shares available for grant under stock plan (in shares) | 3,000,000 | |||||||||||||
Percentage of the lower of the market related to purchase of common stock | 85% | |||||||||||||
Maximum employee subscription rate | 15% | |||||||||||||
Common stock reserved for future issuance under employee stock purchase plan (in shares) | 3,613,670 | |||||||||||||
Shares issued under employee stock purchase plan (in shares) | 459,420 | |||||||||||||
Weighted average purchase price of employees' purchase rights (in usd per share) | $ 37.82 |
Authorized shares of common a_4
Authorized shares of common and preferred stock and stock-based compensation plans - Schedule of Key Assumptions to Value Market-based Awards (Details) - Performance Shares - simulation simulation in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of simulations | 100 | 100 |
Expected volatility | 32.27% | 37.81% |
Expected life in years | 2 years 10 months 2 days | 2 years 11 months 12 days |
Risk-free interest rate | 4.45% | 1.33% |
Dividend yield | 2.45% | 2.52% |
Segment and geographic inform_3
Segment and geographic information - Narrative (Details) | 6 Months Ended |
Jun. 30, 2023 segment region | |
Segment Reporting [Abstract] | |
Number of operating segments | segment | 1 |
Number of geographic regions company operates in | region | 3 |
Segment and geographic inform_4
Segment and geographic information - Schedule of Net Sales by Country (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Total revenue | $ 416,804 | $ 395,515 | $ 853,629 | $ 780,770 | |
Long-lived assets | 352,000 | 352,000 | $ 325,000 | ||
United States | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Total revenue | 183,000 | 153,000 | 355,000 | 306,000 | |
Long-lived assets | 151,000 | 151,000 | 124,000 | ||
China | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Total revenue | 59,000 | 66,000 | 141,000 | 121,000 | |
Hungary | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Long-lived assets | 59,000 | 59,000 | 58,000 | ||
Malaysia | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Long-lived assets | 80,000 | 80,000 | 82,000 | ||
Rest of the World | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Total revenue | 175,000 | $ 177,000 | 358,000 | $ 354,000 | |
Long-lived assets | $ 62,000 | $ 62,000 | $ 61,000 |
Debt - Schedule of Long-term De
Debt - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Less: Current portion of total debt | $ (25,000) | $ (25,000) |
Term Loan | Credit Facilitiy | ||
Debt Instrument [Line Items] | ||
Long-term debt | 481,250 | 493,750 |
Revolving line of credit | Credit Facilitiy | ||
Debt Instrument [Line Items] | ||
Long-term debt | 110,000 | 50,000 |
Line of Credit | Credit Facilitiy | ||
Debt Instrument [Line Items] | ||
Long-term debt | 591,250 | 543,750 |
Less: Unamortized debt issuance costs | (1,877) | (2,113) |
Less: Current portion of total debt | (25,000) | (25,000) |
Total Debt, non-current | $ 564,373 | $ 516,637 |
Debt - Narrative (Details)
Debt - Narrative (Details) - Credit Facilitiy - USD ($) | Aug. 24, 2022 | Jun. 30, 2023 | Dec. 31, 2022 |
Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Unsecured revolving line of credit | $ 1,000,000,000 | ||
Total leverage ratio | 3.50 | ||
Leverage ratio for material acquisitions | 4 | ||
Minimum consolidated interest coverage ratio | 3 | ||
Default interest rate | 2% | ||
Line of Credit | Minimum | |||
Line of Credit Facility [Line Items] | |||
Quarterly commitment fee | 0.15% | ||
Line of Credit | Maximum | |||
Line of Credit Facility [Line Items] | |||
Quarterly commitment fee | 0.25% | ||
Line of Credit | Federal funds rate | |||
Line of Credit Facility [Line Items] | |||
Variable interest rate spread | 0.50% | ||
Line of Credit | SOFR | |||
Line of Credit Facility [Line Items] | |||
Variable interest rate spread | 1% | ||
Line of Credit | SOFR Plus Margin | Maximum | |||
Line of Credit Facility [Line Items] | |||
Variable interest rate spread | 0.75% | ||
Line of Credit | SOFR Plus Margin | Minimum | |||
Line of Credit Facility [Line Items] | |||
Variable interest rate spread | 1.25% | ||
Line of Credit | SOFR Plus Margin | Maximum | |||
Line of Credit Facility [Line Items] | |||
Variable interest rate spread | 1.75% | ||
Revolving line of credit | |||
Line of Credit Facility [Line Items] | |||
Effective interest rate | 5.70% | ||
Debt issuance costs | $ 1,800,000 | $ 2,100,000 | |
Unsecured revolving line of credit | $ 500,000,000 | ||
Revolving line of credit | SOFR Plus Margin | Minimum | |||
Line of Credit Facility [Line Items] | |||
Variable interest rate spread | 0.25% | ||
Letter of Credit | |||
Line of Credit Facility [Line Items] | |||
Unsecured revolving line of credit | $ 25,000,000 | ||
Term Loan | |||
Line of Credit Facility [Line Items] | |||
Effective interest rate | 6.70% | 5.60% | |
Unsecured revolving line of credit | $ 500,000,000 | ||
Amortization rate percentage | 1.25% | ||
Debt Securities | |||
Line of Credit Facility [Line Items] | |||
Debt issuance costs | $ 1,900,000 | $ 2,100,000 |
Commitments and contingencies -
Commitments and contingencies - Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Warranty obligation duration | We offer a standard warranty on most hardware products which is included in the terms of sale of such products. During 2022, we enhanced the service entitlements included with our standard warranty to include technical support and dependable repair and replacement coverage. Standard warranties sold with these additional entitlements are now accounted for as service-type warranties and the revenue allocated to these performance obligations is now recognized over the service duration of one or three years, and the related warranty costs are recognized as incurred. We also offer additional extensions or enhancements to the service-type warranties described above, for which the related revenue is also recognized ratably over the warranty period. The included service period for the enhanced service entitlements was three years for the vast majority of orders placed during 2022. In late 2022, we shortened the default service period for our service-type warranty entitlements to one year, with the ability to add optional, separately-priced extensions for subsequent years. Consequently, revenue deferrals related to service-type warranties are expected to decrease on a year over year basis during the remainder of 2023. | |
Warranty reserve | $ 1.8 | $ 1.5 |
Noncancellable unconditional purchase obligations | $ 10.2 | $ 19.4 |
Restructuring - Narrative (Deta
Restructuring - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||
Total restructuring and other related costs | $ 1,651 | $ 292 | $ 17,472 | $ 692 |
Additional cost | 500 | 500 | ||
Restructuring liability | 5,800 | $ 5,800 | ||
2023 Workforce Reduction Plan | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expected worldwide headcount reduction | 4% | |||
Total restructuring and other related costs | $ 17,100 | |||
2021 And 2022 Restructuring Initiatives | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring related expenses | $ 100 | $ 600 |
Restructuring - Schedule of Cha
Restructuring - Schedule of Charges in Consolidated Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||
Total restructuring and other related costs | $ 1,651 | $ 292 | $ 17,472 | $ 692 |
Cost of sales | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Total restructuring and other related costs | 260 | 0 | 1,779 | 0 |
Research and development | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Total restructuring and other related costs | 97 | 292 | 3,174 | 692 |
Sales and marketing | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Total restructuring and other related costs | 26 | 0 | 5,993 | 0 |
General and administrative | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Total restructuring and other related costs | $ 1,268 | $ 0 | $ 6,526 | $ 0 |
Restructuring - Schedule of Bal
Restructuring - Schedule of Balance Sheet Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Restructuring Reserve [Roll Forward] | ||||
Restructuring reserve, beginning balance | $ 10,009 | |||
Income statement expense | $ 1,651 | $ 292 | 17,472 | $ 692 |
Cash payments | (21,710) | |||
Restructuring reserve, ending balance | $ 5,771 | $ 5,771 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||||
Mar. 06, 2023 | Mar. 05, 2023 | May 02, 2022 | Feb. 28, 2022 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 638,459 | $ 615,734 | |||||
SET GmbH | |||||||
Business Acquisition [Line Items] | |||||||
Cash consideration | $ 24,000 | ||||||
Total cash consideration | 2,700 | ||||||
Gain recognized | $ 3,000 | ||||||
Outstanding shares acquired | 24.90% | ||||||
Carrying value of investment | $ 3,000 | ||||||
Goodwill | $ 18,700 | ||||||
Intangible assets | 13,500 | ||||||
Measurement period adjustments | $ 6,600 | ||||||
SET GmbH | SET GmbH | |||||||
Business Acquisition [Line Items] | |||||||
Ownership interest | 75.10% | ||||||
Kratzer Automation AG | |||||||
Business Acquisition [Line Items] | |||||||
Ownership interest | 100% | ||||||
T S Business | |||||||
Business Acquisition [Line Items] | |||||||
Cash consideration | $ 56,324 | ||||||
Goodwill | 29,223 | ||||||
Intangible assets | 25,010 | ||||||
Measurement period adjustments | 10,000 | ||||||
Cash acquired from acquisition | $ 700 | ||||||
Transaction costs | 2,200 | ||||||
Intangible assets adjustment | $ 10,000 | ||||||
T S Business | Developed Software | |||||||
Business Acquisition [Line Items] | |||||||
Economic life | 5 years | ||||||
Electronic GmbH (Heinzinger) | |||||||
Business Acquisition [Line Items] | |||||||
Cash consideration | $ 22,500 | ||||||
Goodwill | 13,500 | ||||||
Intangible assets | 7,200 | ||||||
Holdback released | $ 3,100 | ||||||
Holdback | $ 3,100 |
Acquisitions - Schedule of Prel
Acquisitions - Schedule of Preliminary Purchase Price Allocation (Details) - USD ($) $ in Thousands | May 02, 2022 | Jun. 30, 2023 | Dec. 31, 2022 |
Business Acquisition [Line Items] | |||
Goodwill | $ 638,459 | $ 615,734 | |
T S Business | |||
Business Acquisition [Line Items] | |||
Consideration Transferred | $ 56,324 | ||
Cash and cash equivalents | 672 | ||
Accounts receivable | 2,616 | ||
Inventories | 5,130 | ||
Prepaid expenses and other current assets | 1,900 | ||
Property and equipment | 1,145 | ||
Goodwill | 29,223 | ||
Intangible assets | 25,010 | ||
Operating lease right-of-use assets | 4,820 | ||
Other long-term assets | 108 | ||
Accounts payable and accrued expenses | (966) | ||
Accrued compensation | (463) | ||
Operating lease liabilities - current | (1,050) | ||
Other current liabilities | (8,233) | ||
Operating lease liabilities - non-current | (3,588) | ||
Net Assets Acquired | $ 56,324 |
Acquisitions - Schedule of Pr_2
Acquisitions - Schedule of Preliminary Purchase Price Allocation and Useful Lives (Details) - T S Business $ in Thousands | May 02, 2022 USD ($) |
Business Acquisition [Line Items] | |
Estimated fair value | $ 25,010 |
Customer relationships | |
Business Acquisition [Line Items] | |
Estimated fair value | $ 2,470 |
Estimated useful lives (in years) | 10 years |
Developed Software | |
Business Acquisition [Line Items] | |
Estimated fair value | $ 20,830 |
Estimated useful lives (in years) | 5 years |
Trade name contractual rights | |
Business Acquisition [Line Items] | |
Estimated fair value | $ 1,710 |
Estimated useful lives (in years) | 2 years |
Subsequent events (Details)
Subsequent events (Details) - $ / shares | 3 Months Ended | 6 Months Ended | |||
Jul. 26, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Subsequent Event [Line Items] | |||||
Dividends declared per share (in usd per share) | $ 0.28 | $ 0.28 | $ 0.56 | $ 0.56 | |
Subsequent event | |||||
Subsequent Event [Line Items] | |||||
Dividends declared per share (in usd per share) | $ 0.28 |